What landlord remedies does a buyer inherit in a lease assignment?

When a buyer takes an assignment of a lease, two questions follow: what can the landlord do if the buyer falls behind or breaches the lease, and does anything from the seller’s time follow the lease across? The answers come from the lease’s own default clauses and from the provincial statute. Read the default clause alongside what to check in the lease.

Ontario: assigns are inside the Act

Ontario’s Commercial Tenancies Act defines “tenant” to include a tenant’s assigns, and defines “lessee” for sections 19 to 22 the same way. Unless otherwise agreed, section 18(1) deems a lease to include an agreement that the landlord may re-enter if rent stays unpaid for fifteen days after its due date, even without formal demand. For other breaches, section 19(2) bars re-entry or forfeiture unless the lessor serves a notice specifying the breach and the lessee fails, within a reasonable time, to remedy it if it can be remedied and to make reasonable compensation in money to the satisfaction of the lessor. Section 20 lets the lessee apply to court for relief against re-entry or forfeiture, subject to the exceptions in section 20(7), which include a covenant against assigning.

BC: a possession application

BC’s Commercial Tenancy Act defines “tenant” for sections 18 to 28 to include assignees. Section 18 lets a landlord apply to the Supreme Court where a tenant wrongfully refuses, on written demand, to leave after the lease has expired or been determined. Other provinces have their own statutes, and Québec’s Civil Code governs there, so check which regime governs your lease before relying on an Ontario-style clause.

What the statutes leave open

The sections above say who a landlord can proceed against. They do not say whether arrears or breaches from the seller’s time can be pursued against the buyer. Ask the landlord for a written statement of rent paid and any known defaults, and ask the seller’s lawyer how the purchase agreement divides earlier liabilities.