The dispute in Kwanza Estates Ltd v. Jomo Kenyatta University of Agriculture and Technology (JKUAT) revolved around early lease termination by the tenant during the pandemic. JKUAT vacated the leased premises and invoked doctrines of frustration and impossibility due to changes in law and government policies affecting student enrolment.
Despite the hardships, the Supreme Court held that:
- Frustration applies only where performance is rendered impossible or radically different;
- A tenant’s relocation to another premises within the same town negates claims of
impossibility; - The phrase “or sooner determination” in the lease was ambiguous and did not constitute a
termination clause; - Lack of an express break clause renders unilateral termination a breach of contract.
While the Court acknowledged that compelling a tenant to stay against its will would beunreasonable, it also found that rent could not be claimed for the full remaining term.Instead, it awarded rent for a reasonable period—three months—to allow the landlord timeto find a replacement tenant.
This case underscores the need for well-drafted lease agreements with clear termination clauses. Commercial tenants cannot simply walk away from obligations by citing external challenges, unless the contract or the law expressly permits such relief.