This Agreement Shall Not Be Amended

The question that was brought before the Texas Supreme Court was therefore whether the landlord had waived his rights, despite the language to the contrary in the NOW, by accepting the tenant`s late payments. The Tribunal distinguished this case (which dealt with the issue of “waiver”) from the question of whether a written agreement containing a NAME could nevertheless be amended orally, but to others. As in many other jurisdictions, previous cases in Texas had effectively decided that a NOM would not necessarily preclude an oral modification of a written agreement by conduct or words that effectively prove that the parties agree to ignore the effect of the NOM. [9] But because “the waiver requires an intentional waiver of a known right or conduct inconsistent with the exercise of that right,”[10] and because the acceptance of late payments in the NOW has been explicitly identified as conduct that would not constitute a waiver of the NOW or the right to subsequently insist on compliance with the extension condition, that require timely payments, the Tribunal decided that there had been no waiver by accepting late rents. The court preferred the decision in World Online and decided that in principle, a contract containing a clause can be amended in writing by oral agreement or by conduct. The decision was sparked by a dispute between a commercial real estate owner and one of its tenants, the San Francisco Rose restaurant in Dallas, Texas. The dispute concerned the parties` respective rights under a lease agreement, in particular the question of which party had a higher direct ownership right at the time of the dispute. Although the tenant stated that he had made use of his lease renewal option, the landlord asserted that the tenant could only exercise this option if the tenant had fulfilled all of his contractual obligations, in accordance with the terms of the lease agreement. The landlord also argued that such obligations had not been fulfilled, as the tenant had not paid the rent on time on several occasions. But the tenant did not agree. It argued that by repeatedly accepting the tenant`s late payments, the landlord had waived his right to impose the condition of renewal of the rental agreement, according to which the tenant must fully fulfill all his obligations. . .

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