Background
Kapneck 14-16, LLC leased commercial space in Frederick, Maryland to Bkeezy’s Speakeasy, LLC under a five-year commercial lease beginning March 1, 2023. The lease required the tenant to pay not only base monthly rent but also utilities, water and sewer bills, real estate taxes, and certain landlord expenses—all defined as “Additional Rent.” The lease also contained a redemption waiver in section 3.5, under which the tenant agreed that if it failed to pay any rent and the landlord initiated a court action, the tenant waived its statutory right to redeem the premises from any summary ejectment proceeding.
The tenant fell current on base rent but allegedly failed to pay various Additional Rent charges. On August 5, 2024, the landlord filed a summary ejectment action under Maryland Real Property § 8-401 in the District Court for Frederick County. At trial, the landlord disclosed—for the first time—its claims for attorneys’ fees and late fees. The District Court found $16,240.30 in unpaid Additional Rent, entered judgment for possession, and, invoking the lease’s waiver clause, denied the tenant any right of redemption.
The Circuit Court for Frederick County vacated that judgment on two grounds: it found the District Court had improperly calculated attorneys’ fees, and it held the waiver clause unenforceable, reasoning that the landlord had failed to provide required pre-suit notice under RP § 8-401(c)(1) and that enforcing the waiver under those circumstances was inconsistent with Maryland public policy. Both parties petitioned for certiorari, which the Supreme Court of Maryland granted.
The Court’s Holding
The Supreme Court of Maryland held, first, that a nonresidential lease clause waiving the statutory right of redemption under RP § 8-401(h)(1) does not violate Maryland public policy and is enforceable. The Court grounded this conclusion in RP § 1-104, which permits parties to vary by agreement the effect of any provision in the Real Property Article unless the Article itself prohibits such variation. Unlike the residential context—where RP § 8-208(d)(2) expressly forbids tenants from waiving statutory rights or remedies—no analogous protection shields the redemption right in nonresidential leases. The General Assembly’s deliberate distinction between residential and commercial tenancies, the Court reasoned, reflects a legislative judgment that commercial parties negotiate at arm’s length and that freedom of contract should govern.
On the notice question, the Court agreed with both parties that RP § 8-401(c)(1)’s pre-suit written-notice requirement is, by its plain text, limited to “residential premises” and does not apply to commercial tenancies. The circuit court therefore erred in holding otherwise. That said, the Court held that a landlord may obtain a judgment for possession only on rent that is “due and unpaid” under the lease. Accordingly, a summary ejectment action cannot rest on additional rent charges—such as attorneys’ fees or late fees—that the tenant first learns about after the complaint is filed. The Court vacated the circuit court’s judgment and remanded for further proceedings consistent with these holdings.
The majority also distinguished its prior decision in Copinol Restaurant, Inc. v. 26 North Market LLC, 491 Md. 246 (2025), where the Court had rejected a landlord’s attempt to redefine a statutory term to access a judicial remedy. Here, by contrast, the landlord properly invoked § 8-401 for its intended purpose; the waiver clause merely altered post-judgment consequences rather than rewriting the statute’s elements or prerequisites.
Key Takeaways
- Commercial tenants in Maryland may validly waive the post-judgment statutory right of redemption in a lease; absent a specific statutory prohibition, RP § 1-104’s freedom-of-contract principle controls.
- The pre-suit written-notice requirement of RP § 8-401(c)(1) is limited by its plain text to residential tenancies; nonresidential landlords face no equivalent statutory obligation before filing a summary ejectment complaint.
- Despite the absence of a pre-suit notice requirement for commercial leases, a landlord cannot predicate a summary ejectment action on additional rent charges—such as attorneys’ fees or late fees—that the tenant first encounters after the suit is filed; the statute authorizes judgment only for rent “due and unpaid” under the lease.
- The General Assembly’s treatment of residential and commercial tenancies as categorically different throughout Title 8 confirms that protections expressly afforded to residential tenants are not automatically imported into the commercial context.
Why It Matters
This decision resolves a significant open question in Maryland commercial landlord-tenant law: redemption waivers in nonresidential leases are now clearly enforceable, giving commercial landlords a meaningful tool to obtain final possession without the prospect of a last-minute cure. Attorneys drafting or reviewing commercial leases should ensure that such waivers are clearly tied to the § 8-401 redemption right, as the majority and the concurrence-in-part diverged on whether section 3.5’s language reached the statutory right at all.
At the same time, the Court’s ruling that ejectment cannot be premised on surprise charges imposes a practical disclosure obligation on commercial landlords even in the absence of a statutory notice requirement. Landlords who intend to claim attorneys’ fees, late charges, or other contractual additional rent in a summary ejectment proceeding must ensure those amounts are communicated to the tenant before—not at—trial, or risk having those charges excluded from the basis for possession.