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(Lyon Court of Appeal, Jan. 29, 2026, No. 23/02100)

The ruling issued by the Lyon Court of Appeal on January 29, 2026, represents a landmark decision in litigation involving tourist residences. It clearly outlines the interactions between three key parties: the developer-seller, the operator, and the co-owners acting as landlords.

Beyond the factual complexity, this ruling offers a particularly useful strategic framework.

1. The central principle: the seller’s obligation to deliver

The Court reiterates a fundamental principle derived from Article 1603 of the Civil Code:

👉 the seller must deliver a property that conforms to the contractually intended use.

In this case, the units had been sold as part of a tourist residence project, with:

• a building permit specifically for this conversion,
• an obligation to lease the units via a commercial lease,
• a clear economic purpose: tourist operation.

Consequently, the Court ruled that the seller was necessarily required to:

👉 carry out the work necessary for the effective operation as a tourist residence,

particularly regarding safety standards for establishments open to the public.

However, since this work was not carried out, the establishment was subject to an administrative closure in 2015.

2. Extended Liability: From Contractual to Quasi-Tort Liability

The major contribution of the decision lies here:

👉 the seller’s breach of contract toward the buyers engages its liability toward third parties.

In this case, the operator (DG Holidays), although not a party to the sales agreements, obtained:

• an order requiring the seller to indemnify it,
• for an amount exceeding 1 million euros corresponding to the work required to bring the property up to code.

👉 This is a key strategic point:

the traditional structure of tourist residences (seller → landlords → operator)

does not insulate the developer from liability toward the operator.

3. The reversal of economic risk

In this type of arrangement, the operator often contractually assumes:

• the work required by regulations,
• operating expenses,
• economic risks.

This was the case here.

But the Court reverses this:

👉 if these expenses stem from an initial failure by the seller,

👉 the seller must ultimately bear the cost.

In other words:

👉 the operator’s contractual commitment

👉 does not negate the developer’s initial fault.

4. Shared liability for operating losses

Regarding operating losses, the Court adopts a nuanced approach.

It notes:

• that the administrative closure resulted from a failure to bring the facility up to standard,
• but that the operator was itself obligated to carry out this work.

Consequence:

👉 50/50 shared liability.

Compensation is therefore limited to:

👉 342,599 euros for operating losses.

This solution is particularly noteworthy:

👉 it establishes a principle of shared liability in tourist residences.

5. Rejection of the operator’s opportunistic claims

The Court, however, rejects:

• claims related to the additional operating costs of hotel-style operation,
• additional conversion work (equipment, kitchenettes, etc.).

Why?

👉 lack of proof of a sufficiently serious breach by the seller,

👉 and above all, lack of a direct causal link.

6. Strategic lessons for landlords

This ruling goes beyond the mere seller/operator relationship.

It reveals several levers for landlords:

1. Identify responsibilities upstream

The developer may remain a hidden debtor in the economic chain.

2. Leverage the concept of contractual purpose

This is at the heart of the obligation to deliver.

3. Utilize quasi-tort liability

To circumvent the absence of a direct contractual link.

4. Anticipate shared liability

Especially when the operator is also at fault.

Conclusion

The January 29, 2026 ruling marks a significant development:

👉 the legal structure of tourist residences does not prevent risk from being traced back to the developer.

It confirms a fundamental principle:

• the seller guarantees initial compliance,
• the operator is responsible for operations,
• but original faults never disappear.

👉 For landlords, this is a major strategic factor:

in certain cases, the true debtor is not who one might think.

(Toulouse Court of Appeal, March 24, 2026, No. 24/00275)

The ruling handed down by the Toulouse Court of Appeal on March 24, 2026, constitutes a particularly landmark decision regarding the determination of rent for renewed leases. It validates a contractual practice that remains underutilized: the total contractual exclusion of rental value in favor of a purely index-based mechanism.

This solution offers landlords a powerful tool for securing rental income.

1. The Principle: Contractual Freedom Takes Precedence Over Rental Value

In commercial lease law, the principle is well-established:

• the rent for a renewed lease is generally capped (Article L.145-34 of the Commercial Code),
• but it may be set at the rental value in certain cases.

The Court, however, emphasizes a key point:

👉 these rules are not matters of public policy

👉 the parties may contractually derogate from them

In this case, the lease contained a clear clause:

• setting the renewed rent according to the index variation,
• prohibition on invoking rental value criteria.

2. The issue: rental value vs. capped rent

The debate centered on a classic question:

👉 Can the tenant request a rent below the cap by citing a lower rental value?

The Court’s answer is clear:

👉 no, when the contract excludes any reference to rental value.

The tenant argued that:

• the clause only prevented the rent from exceeding the cap,
• but did not prohibit a reduction based on rental value.

The Court rejects this analysis.

3. Interpretation of the clause: a total exclusion

The Court adopts a strict reading of the clause:

• the first paragraph mandates index-based rent setting,
• the second prohibits any reference to rental value.

It concludes that:

👉 the parties’ common intention was to exclude any determination based on rental value, whether upward or downward.

Key point:

👉 the clause applies in both directions

👉 it protects both the landlord and the tenant

4. The tenant’s waiver: a decisive factor

The Court goes further by legally characterizing the situation:

👉 the tenant has waived the right to rely on the rental value

However, the waiver of a right:

• cannot be presumed,
• but may be implied if it is unequivocal.

In this case:

👉 acceptance of the clause is sufficient to characterize this waiver.

This is a fundamental point:

👉 the tenant cannot retroactively renege on a clear contractual mechanism.

5. Consequence: Automatic Determination of Rent

The Court draws all the consequences of its reasoning:

• no debate on the rental value,
• no need for a judicial appraisal,
• direct application of the index.

The rent is thus set at:

👉 €256,311.70 per year, excluding VAT and charges

The ruling therefore overturns the judgment that had ordered an appraisal.

6. Strategic Implications for Landlords

This decision offers several key lessons:

1. Secure the rent through lease drafting

A well-drafted clause prevents any dispute over rental value.

2. Neutralize judicial appraisals

By removing the reference to rental value, the basis for the appraisal is eliminated.

3. Avoid opportunistic rent reductions

The tenant can no longer cite a market downturn.

4. Stabilize long-term profitability

The index-based mechanism ensures financial predictability.

7. A tool particularly suited to managed residences

This solution is particularly relevant for:

• tourist residences,
• student residences,
• properties operated as a single unit.

In these arrangements:

👉 rental value is often contested

👉 operators seek to renegotiate downward

👉 the clause validated by the Court constitutes a direct response to these strategies.

Conclusion

The ruling of March 24, 2026 marks a significant development:

👉 rental value is no longer a foregone conclusion when it comes to renewal

👉 the contract can provide for its total exclusion

For landlords, the message is clear:

👉 the rent battle is won at the drafting stage of the lease, well before any litigation.

And in a context of increased pressure from tenants, this decision provides a key contractual tool to regain economic control of the commercial lease.

(Albertville Court of First Instance, Jan. 9, 2026, No. 22/00200)

The judgment handed down by the Albertville Court of First Instance on January 9, 2026, perfectly illustrates how courts approach disputes involving tourist residences in practice.

Beyond the principles, this decision highlights a fundamental reality:

👉 the judge adopts an economic, pragmatic approach that is often unfavorable to the maximalist positions of operators.

1. A decisive classification: partial loss of the business

First key point: the classification of the damage.

The operator (SODEREV TOUR) sought substantial eviction compensation.

The court reiterates an often-overlooked fact:

👉 the loss of a single unit in a residence

👉 constitutes a partial loss of business assets.

Direct consequence:

• the compensation is not calculated as a total loss,
• but as limited replacement compensation.

👉 This is a major lever for landlords:

structurally reducing the basis for compensation.

2. The calculation method: rejection of theoretical approaches

The court adopts a balanced position between:

• the hotel method (claimed by the operator),
• actual operating data,
• and the analysis of the court-appointed expert.

It retains:

• an adjusted average revenue (excluding COVID years),
• an average between actual and theoretical data,
• a coefficient of 1.5, well below the tenant’s claims.

Result:

👉 Main compensation set at €19,722

👉 Clear message from the court:

high coefficients are not granted without serious demonstration of industry standards.

3. Incidental Damages: Strict Limits

1. Reinvestment Costs

The court limits these to 5%, applying a realistic approach:

• the operator does not purchase the properties,
• they can rebuild their portfolio of lots.

2. Business disruption

Here again, a restrictive approach:

👉 limited to one month’s revenue

👉 Strategic lesson:

incidental damages must be precisely demonstrated;

otherwise, they are significantly reduced.

4. Occupancy damages: return to rental value

On this point, the court reiterates a fundamental principle:

👉 occupancy compensation must correspond to the rental value

(Article L.145-28 in conjunction with L.145-33 of the Commercial Code).

It rejects:

• the expert’s hotel-based calculations,
• arguments related to the health crisis.

It upholds:

• a standard rental value,
• a 10% precariousness allowance.

Result:

👉 occupancy compensation set at €5,343 per year

5. Rejection of the COVID Arguments

A particularly important point:

The operator argued that it could suspend rent payments during lockdown periods.

The court clearly rejects this position:

👉 the contractual clause invoked does not apply to the occupancy compensation

👉 no suspension is permitted

👉 This is a clear confirmation:

the health crisis does not negate the post-termination financial obligation.

6. Strategic takeaways for landlords

This decision provides several effective lines of attack:

1. Emphasize the partial loss of the property

This is the starting point for drastically reducing the compensation.

2. Challenge high multipliers

Require proof of commercial use.

3. Regulate ancillary compensation

Reject any unjustified lump-sum assessment.

4. Defend a “traditional” rental value

Against hotel-style approaches that are often inflationary.

5. Neutralize COVID arguments

By clearly distinguishing between contractual rent and occupancy compensation.

Conclusion

The January 9, 2026 ruling confirms a fundamental trend:

👉 the judge favors a realistic economic approach,

based on objectifiable data rather than theoretical models.

For landlords in tourist residences, the lesson is clear:

👉 a well-constructed strategy allows for significant containment of eviction costs

while securing a stable occupancy allowance.

In a context where operators systematically seek to maximize their rights,

this type of decision shows that the balance of power can be effectively rebalanced.

(Albertville Judicial Court, Feb. 17, 2026, No. 25/00318)

The interim injunction issued by the Albertville Judicial Court on February 17, 2026, marks a particularly significant milestone in disputes between landlords and operators of tourist residences.

It establishes two major procedural tools:

👉 the right of access to the tenant’s operating data

👉 the anticipation of a judicial expert assessment prior to any trial on the merits

These two approaches are now decisive strategic tools.

1. The starting point: refusal to disclose revenue

In this case, several landlords had issued:

• a notice of termination without renewal,
• along with an offer of eviction compensation,
• accompanied by a demand to disclose revenue by unit.

Faced with the operator’s refusal, they filed a motion for summary relief.

The issue is central:

👉 without operating data, it is impossible to seriously calculate the eviction compensation.

2. A clear solution: an order for mandatory disclosure

The judge in summary proceedings adopted a pragmatic stance.

Despite the tenant’s arguments (serious objections, lack of urgency, confidentiality), the judge ruled that:

👉 disclosure of revenue is necessary to calculate the eviction compensation

👉 it constitutes an obligation that cannot be seriously contested

He therefore orders:

• the disclosure of revenue figures by lot,
• for two full fiscal years.

Key point:

👉 the measure is ordered without a penalty clause,

but with the option to appeal to the enforcement judge in case of resistance.

3. Major implications: access to operational data

This decision goes far beyond the specific case at hand.

In practice, operators often raise the following objections:

• trade secrets,
• the absence of a contractual clause,
• or the premature nature of the request.

The court dismisses these arguments:

👉 since the eviction indemnity depends on revenue,

👉 disclosure becomes legitimate and necessary.

4. Rejection of the substantive debate in summary proceedings

The operator simultaneously sought a ruling on:

• the validity of a clause capping the eviction indemnity,
• its right to compensation,
• the calculation methods.

The judge is very clear:

👉 these issues fall within the jurisdiction of the trial court

👉 the judge in summary proceedings is not to rule on these matters

👉 Strategic lesson:

do not mix battles

→ summary proceedings are used to obtain tools, not to win the merits case.

5. The “pre-trial” judicial expert opinion: a key lever

The most significant contribution of the decision lies here.

The judge fully validates the request for an expert opinion based on Article 145 of the Code of Civil Procedure:

👉 there is a legitimate reason to gather evidence prior to trial.

The conditions are met:

• notice of termination issued,
• dispute over severance pay,
• no proceedings on the merits.

Result:

👉 a judicial expert opinion is ordered,

👉 with an extremely broad scope:

• valuation of the business,
• comparison of methods (hotel, rental, etc.),
• analysis of the possible transfer of the business,
• comprehensive assessment of damages.

6. A major strategic point: control of the timeline

The expert assessment is:

• funded by the operator (provision of €10,000),
• time-bound (report expected within one year),
• supervised by the judge overseeing expert assessments.

👉 In practice:

the landlord regains control over the pace of the dispute.

7. Right to remain on the premises and occupancy compensation

The judge reiterates a fundamental point:

👉 the operator retains the right to remain on the premises

👉 until eviction compensation is paid

Consequently:

👉 the operator will owe occupancy compensation during this period.

8. Strategic reading for landlords

This decision provides a clear roadmap:

1. Systematically demand sales figures

This is the foundation of any compensation strategy.

2. Use summary proceedings as an investigative tool

Even before the trial on the merits.

3. Request an early judicial appraisal

To lock in the economic data.

4. Separate procedure from the merits

Do not waste time arguing legal issues too early.

Conclusion

The order of February 17, 2026 confirms a major shift:

👉 litigation involving tourist residences is becoming a matter of evidence.

Whoever controls:

• operational data,
• the procedural timeline,
• and the judicial expert opinion

👉 gains a decisive advantage.

For landlords, the message is clear:

👉 victory no longer depends solely on the law,

but on access to information and control of the timing.

(Paris Commercial Court, March 24, 2026, No. 21/11804)

The judgment handed down by the Paris Commercial Court on March 24, 2026, sheds particularly interesting light on the liability of financial investment advisors (FIAs) in complex real estate and hotel transactions.

Beyond the specific case at hand, this decision provides a useful framework for all investors and, by extension, for stakeholders in managed residences.

1. The heart of the dispute: a fundamental lack of information

The case involves an investor who subscribed to hotel investment structures based on:

• the acquisition of securities,
• a current account mechanism,
• and, above all, a promise to repurchase the shares by the operating company.

The court identified a major breach:

👉 the financial advisor failed to properly explain the mechanism of the buyback promise

However, this promise constituted:

• the key to profitability,
• but also the primary risk factor.

The judge noted that:

• the documentation was insufficient,
• certain documents were neither signed nor proven to have been delivered,
• and, most importantly, the risks were not clearly explained.

👉 Fundamental point:

the burden of proof regarding information rests with the advisor.

2. Insufficient due diligence on the financial situation

The court goes further by penalizing a second breach:

👉 the lack of a serious analysis of the financial situation of the company behind the project.

It reiterates an essential principle:

👉 when profitability depends on a third party (in this case, the company purchasing the securities),

👉 the advisor must verify its financial capacity.

However, the CIF merely relied on:

• internal documents,
• outdated valuations,
• without conducting a genuine critical audit.

The court emphasizes that other professionals in the sector:

• had already expressed doubts,
• or even refused to market these products.

👉 Consequence:

the CIF is at fault for failing to alert the investor.

3. Incompatibility with the investor’s profile

Third basis for liability:

👉 the product offered did not match the client’s risk profile.

The investor had clearly indicated:

• a goal of relative security,
• a low level of risk.

However, the investment structure presented:

• a high risk of capital loss,
• a strong dependence on a single entity,
• a lack of real liquidity.

The court concluded:

👉 a breach of the duty to advise.

4. The penalty: a significant but not total loss of opportunity

The most interesting point lies in the assessment of the damages.

The court denied full compensation:

👉 the investor failed to prove that she would necessarily have refrained from investing.

It therefore recognized a loss of opportunity, assessed at:

👉 70% of the financial loss, or €91,353.50

This approach is standard but strategic:

👉 it limits the advisor’s liability

👉 while clearly penalizing their breaches

5. Other items of damage: a restrictive approach

The court:

✔️ awards:

• the costs incurred in the collective proceedings (€2,028)

❌ denies:

• lost profits (deemed hypothetical),
• non-economic damages (not proven).

👉 Clear takeaway:

the judge awards compensation for concrete losses, not speculative ones.

6. Direct action against the insurer: a decisive lever

Key point for practice:

👉 the investor takes direct action against the CIF’s insurer (CGPA).

The court validates this mechanism:

👉 direct order for the insurer to pay compensation

👉 In practice:

this is often the only truly viable route.

7. Strategic insights for real estate stakeholders

Even though this decision concerns a CIF, its lessons extend beyond this context.

It highlights several principles applicable to managed residences:

1. The duty to inform is central

Any lack of transparency or vagueness is penalized.

2. The financial structure must be understood

Not merely described.

3. Risk must align with the investor’s profile

Otherwise, liability arises.

4. Evidence is decisive

What is not documented is deemed unexplained.

Conclusion

The March 24, 2026 ruling is part of a major trend:

👉 the judge reinforces the obligations of financial intermediaries

in complex real estate structures.

But it also highlights a limit:

👉 compensation remains measured and proportionate to the loss of opportunity.

For professionals and investors alike, the message is clear:

👉 the legal certainty of an investment depends as much on its structuring

as on the quality of the information provided beforehand.

Three-Year Termination and Condominium Fees: Strategic Clarification for Landlords of Managed Student Housing

Analysis of the Paris Court of Appeal’s Ruling of March 25, 2026

The ruling handed down by the Paris Court of Appeal on March 25, 2026, provides particularly practical insight into two key issues in litigation involving student residences operated under commercial leases: determining the effective termination date of the lease and allocating co-ownership expenses between the landlord and the operator.

In a context where operators frequently seek to limit their financial exposure after termination, this decision rigorously reaffirms the applicable legal principles and offers useful strategic tools for landlords.

1. Determining the Termination Date: A Central Issue

The dispute concerned a commercial lease for a student residence, which included a three-year termination option in favor of the tenant pursuant to Article L.145-4 of the Commercial Code.

The operator argued that the termination took effect upon the return of the keys in October 2016. Conversely, the landlord contended that the notice of termination issued in March 2016 could only take effect at the next three-year anniversary, i.e., in July 2017.

The Court adopted a rigorous approach, noting that:

• the effective date of the lease determines the entire contractual timeline,
• notice of termination must be given six months prior to the three-year anniversary,
• premature notice of termination takes effect on the first applicable anniversary.

In this case, the Court sets the effective date as November 1, 2010, based on specific factual elements (actual completion of the building, collection of rent, installed equipment). It concludes that the notice of termination issued on March 12, 2016, could only take effect on July 31, 2017.

👉 In practice: the return of the keys is legally irrelevant if it occurs before the effective termination date. The lease continues until the relevant contractual term.

2. The obligation to pay common expenses until the effective end of the lease

A direct consequence of this analysis: the tenant remains liable for common expenses until the effective termination date of the lease, regardless of when they physically vacate the premises.

The Court notes that:

• the tenant is contractually liable for rental charges throughout the term of the lease,
• only certain charges remain the responsibility of the landlord (property management fees, major repairs, etc.),
• the allocation of charges must be carried out strictly in accordance with the contract.

By precisely recalculating the amounts due, the Court limits the operator’s liability to €3,650.43 (including tax) for expenses incurred prior to July 31, 2017.

👉 Strategic takeaway: The landlord has a powerful lever to ensure the tenant covers the expenses even after the tenant has physically vacated the premises, provided the termination is not legally finalized.

3. Rejection of claims for compensation: Limits on tax-related damages

The landlord also sought damages for tax-related losses stemming from the loss of the Censi-Bouvard tax incentive.

The Court rejected this claim for two major reasons:

• the tenant had the right to terminate the lease before nine years,
• the landlord failed to demonstrate a direct link between the termination and the tax reassessment invoked.

👉 Lesson: the mere early termination of the lease is not sufficient to hold the operator liable for tax purposes. Proof of the loss and its attributable cause remains decisive.

4. Operational Lessons for Landlords

This ruling confirms several major strategic priorities regarding managed residences:

1. Secure the effective date of the lease

It determines all rights (termination, renewal, compensation).

2. Mitigate early key returns

Physical departure does not terminate the lease.

3. Utilize the mechanism of early termination

A poorly timed termination notice can significantly extend the tenant’s commitment.

4. Contractually define the allocation of expenses

Precise wording is crucial in litigation.

5. Anticipate tax arguments

Tax loss must be rigorously demonstrated.

Conclusion

The March 25, 2026 ruling is part of an increasingly demanding body of case law regarding the intersection of commercial lease law and the operation of assisted living facilities.

For landlords, it confirms a clear strategic approach:

👉 control over the lease’s legal timeline is a decisive economic lever, particularly for ensuring that the operator remains responsible for financial obligations until the contract’s actual expiration.

In an environment where operators seek to optimize their exit, this decision serves as a reminder that substantive law remains, when properly applied, a powerful tool for restoring balance in favor of landlords.

Analysis of the Toulouse Court of Appeal’s Ruling of March 25, 2026

The ruling issued by the Toulouse Court of Appeal on March 25, 2026, represents a particularly landmark decision regarding litigation related to tax-exempt real estate investments, particularly in student housing. It provides essential clarification on the starting point of the statute of limitations for liability claims against developers and marketers.

In a context where many investors discover the economic reality of their acquisition too late, this decision rebalances the power dynamic by offering them effective access to the courts.

1. The core of the dispute: a claim declared time-barred at the trial court level

The case concerned an investment made in 2011 in a student residence under the “Scellier” tax scheme. The purchaser, after observing a significant depreciation of their property (up to –40%), sued the developer and the marketer for breach of their duty to inform and advise.

At first instance, the pre-trial judge had dismissed the action as time-barred, reasoning that:

• the purchaser had the necessary information upon signing the deed of sale,
• he should have detected any breaches at that time,
• and the statute of limitations had therefore expired several years before the summons was filed.

This traditional approach is based on a strict interpretation of Article 2224 of the Civil Code, which sets the starting point as the day on which the rights holder “should have known” the facts.

2. The Court of Appeal’s Position: An Economic Approach to Damages

The Court of Appeal adopts a radically different analysis, relying on the specific nature of tax-exempt real estate investments.

It notes that the starting point of the statute of limitations does not correspond to the date of sale, but to the date on which the purchaser actually became aware of the harm, including:

• the damage,
• its origin,
• and the causal link.

However, in this type of transaction, profitability can only be assessed over the long term.

The Court thus notes that:

• the investment was based on a combination of rental income and tax benefits,
• early resale was economically discouraged due to tax constraints,
• the purchaser could therefore only assess the actual profitability at the end of the rental commitment.

Consequently, it sets the starting point of the statute of limitations at the end of the mandatory lease period, i.e., nine years after the initial lease began.

👉 In this case, this date is set for July 17, 2021, making the action filed in March 2022 admissible.

3. An Implicit Recognition of the Deferred Nature of the Loss

The decision is based on a key principle: in real estate tax-avoidance transactions, the loss is latent.

Unlike a traditional sale, the loss does not become apparent immediately, because:

• profitability projections are spread out over time,
• economic parameters (rent, expenses, resale value) evolve gradually,
• the investor is legally required to retain the property for a minimum period.

The Court thus recognizes that the loss of opportunity for a more profitable investment can only be assessed once the transaction has reached maturity.

👉 This approach is particularly relevant for serviced residences (student or tourist), where valuation depends heavily on operations.

4. Practical implications: an extension of the statute of limitations for investors

The consequences of this ruling are significant.

1. An effective extension of the statute of limitations

The limitation period no longer begins upon signing, but at the end of the lease term.

2. Greater certainty for liability claims

Investors have a realistic timeframe to take action after discovering their loss.

3. A challenge to traditional defense strategies

Developers and marketers can no longer systematically rely on the statute of limitations as a defense.

4. A reevaluation of the duty to advise

The liability of intermediaries is strengthened, particularly regarding financial projections.

5. Strategic implications for practitioners

For legal professionals, this decision calls for adapting litigation strategies:

• on the buyer’s side: emphasize the evolving nature of the damage and demonstrate the actual date of discovery;
• on the defendant’s side: challenge the classification of deferred damages and attempt to link knowledge of the loss to prior factors (decline in rents, abnormal expenses, etc.).

Conclusion

The March 25, 2026 ruling marks a significant shift toward an economic and realistic approach to litigation involving tax-exempt real estate investments.

👉 It enshrines a fundamental principle: the time of the investment must become the time of the law.

For investors in student housing or tourist accommodations, this decision opens up significant litigation opportunities, allowing them to take effective action once the economic reality of their investment has been revealed.

Analysis of the February 5, 2026, Ruling by the Court of Appeal of Aix-en-Provence

The ruling handed down by the Court of Appeal of Aix-en-Provence on February 5, 2026, provides significant clarification regarding commercial leases in student housing, particularly concerning the relationship between termination without renewal, sale of the property, and the right of withdrawal.

In a context where units in serviced residences are frequently sold, this decision serves as a reminder that the landlord’s strategy does not end with the issuance of a notice of termination: subsequent actions can completely nullify its effects.

1. The starting point: a notice of termination without an offer of compensation

In this case, the original landlords had issued notices of termination with a refusal to renew, without eviction compensation to the operator (Nexity Studea), effective September 30, 2015.

Typically, such a notice terminates the commercial lease and, in principle, entitles the tenant to eviction compensation.

However, the landlords did not follow this logic through to its conclusion. After issuing the notices, they sold the properties to a buyer (the company Montils), expressly stating in the deeds of sale that the properties were leased under tacitly renewed commercial leases.

This apparent contradiction lies at the heart of the dispute.

2. The legal issue: waiver of the effects of the notice

The new purchaser argued that:

• the notices had definitively taken effect,
• the former owners could no longer revoke them after the sale,
• only the new owner could exercise any right of withdrawal,
• the operator was therefore an occupant without right or title.

The Court of Appeal rejected this analysis in its entirety.

It reiterated a fundamental principle:

👉 the notice of termination may be the subject of an unequivocal waiver by the landlord.

And above all, such a waiver may result from:

• express acts,
• or conduct incompatible with maintaining the notice of termination.

3. The Solution Adopted: The Sale as an Act of Waiver

The Court identifies decisive elements in the deeds of sale:

• explicit mention of “tacitly renewed” commercial leases,
• total absence of any reference to the notices of termination issued,
• transfer of the lease to the new purchaser,
• sale price adjusted to account for the existence of the lease.

These elements, according to the Court, characterize a clear and unequivocal intention on the part of the sellers to waive the effects of their notices of termination.

👉 The waiver therefore precedes the sale and is legally valid.

The Court further specifies that this waiver constitutes a genuine exercise of the right of withdrawal, which occurred while the sellers were still the owners.

4. Consequence: the survival of the commercial lease

The consequence is radical:

• the commercial lease never terminated,
• the operator retains its status as a tenant,
• and cannot be classified as an occupant without right or title.

The Court thus confirms that Nexity Studea remains the holder of the commercial leases and rejects all requests for eviction and occupancy compensation made by the new owner.

5. Strategic Lessons for Landlords

This decision offers several major lessons for the management of managed residences:

1. Termination is not irreversible in practice

Although it generally produces definitive effects, it can be nullified by a clear waiver.

2. The sale is a critical juncture

The terms of the deed of sale can have decisive consequences on the tenancy status.

3. The analysis must be economic as well as legal

A reduced sale price due to the existence of a lease constitutes strong evidence of a waiver.

4. The right of withdrawal is flexible in form

It may result from informal acts, provided they are unambiguous.

5. The new purchaser is bound by the existing legal situation

They cannot ignore the effects of acts performed by the seller.

6. Practical Application

For practitioners, this decision requires increased vigilance:

• on the seller’s side: consistency between the termination strategy and the drafting of the sales deed,
• on the buyer’s side: a thorough review of leases and prior terminations,
• on the operator’s side: the possibility of securing the continuation of the lease despite an initial termination.

Conclusion

The ruling of February 5, 2026, highlights a fundamental reality in commercial lease law:

👉 it is not only the initial legal acts that matter, but the parties’ entire contractual conduct.

In the context of student housing, where unit transfers are common, this decision underscores that a sale can serve as a means to nullify a notice of termination.

For landlords, the lesson is clear:

a notice of termination that is not properly “carried through” to its conclusion can be legally nullified—and economically costly.

RESIDIS (appellant) and the company S.A.S.U. GLOBAL EXPLOITATIONSummary of the judgment of the Paris Court of Appeal (Division 1, Chamber 2) – 16 April 2026, No. 25/11179

Background and parties involved

The company S.A.S. RESIDIS (appellant) and the company S.A.S.U. GLOBAL EXPLOITATION (respondent) are both operators of tourist and student accommodation. In September 2022, RESIDIS proposed to acquire two residences (“Beaumarchais” and “Chat perché”) owned by GLOBAL EXPLOITATION. A unilateral promise to sell was signed on 30 January 2023, followed by a notarial deed of confirmation on 14 April 2023.

Dispute and proceedings

In September 2024, RESIDIS refused to pay an additional price of €1.2 million, arguing that GLOBAL EXPLOITATION had concealed a 2019 judgment (upheld on appeal in September 2023) validating the eviction of 44 co-owners of the “Beaumarchais” residence. According to RESIDIS, this judgment would have vitiated its consent and created a significant imbalance in the contract.

GLOBAL EXPLOITATION served formal notice on RESIDIS to pay the additional sum, then brought the matter before the judge hearing summary proceedings at the Paris Commercial Court in February 2025. By order of 23 May 2025, the judge ordered RESIDIS to pay a provisional sum of €1.2 million (with statutory interest from 16 October 2024) and €6,000 pursuant to Article 700 of the Code of Civil Procedure. RESIDIS lodged an appeal.

Arguments of the parties

• RESIDIS argues:
  • Fraudulent concealment: GLOBAL EXPLOITATION allegedly failed to mention the ongoing proceedings concerning the co-owners’ notices to vacate, even though this information was crucial to its consent.
  • A contractual imbalance: The price supplement clause is inapplicable due to GLOBAL EXPLOITATION’s bad faith (e.g. the mention of 109 flats in the letter of intent, when only 65 remained).
  • The failure to renew the leases: Certain disputed leases are of no value, rendering the price supplement unjustified.
• GLOBAL EXPLOITATION counters:
  • RESIDIS’s objections are not valid: The ongoing proceedings were mentioned in the annexes to the preliminary sale agreement (Annex B and the ‘summary of disputes’).
  • The price adjustment clause is clear: it is payable in full unless RESIDIS serves notices of termination with a refusal to renew covering more than 5% of the leases within 18 months. However, RESIDIS has not provided such evidence.
  • RESIDIS is indeed operating the 109 flats, which validates the payability of the price adjustment.

Decision of the Court of Appeal

The Court upholds the order of 23 May 2025 and rejects RESIDIS’s arguments:

1. No fraud or withholding of information:
   • The ongoing procedure was documented in the preliminary sale agreement (detailed annexes).
   • RESIDIS, as a professional, had the means to verify this information.
   • Any withholding of information might have justified the cancellation of the contract, but not a simple refusal to pay the additional sum.
2. Payability of the additional sum:
   • The letter of offer stipulates that leases not renewed but still in force are considered renewed.
   • RESIDIS has not proven that it was not operating certain leases or that the conditions for a reduction in the additional payment (notice of termination rate > 5%) were met.
3. Orders:
   • Confirmation of the provisional payment of €1.2 million plus statutory interest.
   • Order that RESIDIS pay the costs and an additional €6,000 to GLOBAL EXPLOITATION pursuant to Article 700.

Conclusion

The Court considers that RESIDIS’s obligation to pay is indisputable and that its objections are without foundation. The judgment illustrates the importance of contractual good faith and rigour in the performance of clauses, even in the presence of prior disputes.

Summary of the judgment of the Versailles Court of Appeal (Commercial Division 3-1) – 15 April 2026, No. 23/07538

Background and parties

The company S.A.S. ETABLISSEMENTS SARRADE ET [S] (lessor, appellant) and SAS PICARD SURGELES (lessee, respondent) are in dispute concerning the renewal of a commercial lease for premises located in [Town 7]. The original lease, signed in 1983, was renewed on several occasions, with the most recent renewal taking effect on 1 April 2019. The parties were unable to reach an agreement on the amount of rent for this new period: the landlord claimed €82,000 per year, whilst the tenant proposed €55,203.44 per year (rent capped in accordance with the commercial rent index).

Proceedings and first-instance decision

In 2021, the landlord brought the matter before the commercial rent judge at the Nanterre District Court to set the rent for the renewed lease. Following a judicial expert assessment (2022), the judge delivered a judgment on 9 October 2023:

• Renewal of the lease confirmed as of 1 April 2019.
• Rent set at €55,500.21 per year (capped), rejecting the removal of the cap requested by the landlord.
• Costs shared 50/50 between the parties.

The landlord lodged an appeal, requesting a rent of €94,000 per year with a gradual increase over 5 years.

Arguments of the parties on appeal

• Landlord (Sarrade):
  • Removal of the cap justified: Significant changes in local marketability factors (creation of a tram line, establishment of a Lidl supermarket nearby, 21% increase in population within the catchment area).
  • Rental value underestimated: Weighted floor area of 293 m² (compared to 229.43 m² used by the valuer) and unit price of €350/m² (instead of €320 proposed by the valuer).
• Tenant (Picard Surgelés):
  • No significant changes: The developments (tramway, supermarket) would have no significant impact on its business (stable turnover).
  • Rent cap upheld: The rental value would not justify exceeding the legal cap.
  • Alternative claim: If the removal of the cap is upheld, application of a 10% annual increase cap (Art. L. 145-34 of the Commercial Code).

Decision of the Court of Appeal

1. Removal of the cap upheld:
   • The Court finds a significant change in local commercial factors (tramway, supermarket, population growth), favourable to the business of Picard Surgelés.
   • These factors justify setting the rent at the rental value (rather than at the cap).
2. Calculation of the rental value:
   • Weighted floor area: 229.43 m² (confirmed, despite the landlord’s objections).
   • Unit price: €320/m² (instead of the €350 requested), taking into account:
     • The condition of the premises (shop front, parking spaces not easily visible).
     • Local benchmarks (comparable leases between €204 and €502/m²).
   • Property tax allowance: €2,214/year (75% of the tax borne by the tenant).
   • No surcharge for subletting (subject to the landlord’s agreement).
   • Net rental value: €71,204/year (compared to €55,500.21 at first instance).
3. Other points:
   • Inadmissibility of the claim for payment of the rent differential (limited jurisdiction of the rent tribunal judge).
   • Appeal costs: Each party bears its own costs.
   • Article 700: Dismissal of both parties’ claims.

Conclusion

The Court partially overturns the judgment at first instance:

• Rent set at €71,204 per year (instead of €55,500.21), without smoothing.
• Removal of the cap justified by changes in the neighbourhood, but rejection of the other claims (payment of arrears, surcharges).
• This judgment serves as a reminder that the removal of the cap requires substantial evidence of the impact of local factors on commercial activity.