FACTS OF THE CASE

Rosemary Holtzner was the owner of property located at 11415 Philadelphia Road, White Marsh, Maryland. There are two structures located on the property: her residence and a larger building that has been used as a restaurant. Since approximately 2001, Blue Max has operated a bar and restaurant known as "The Rustic Inn" in the second structure.

In 2008, the then-owner of Blue Max, Michael Bayne, entered into an agreement to sell the the Blue Max business, including "The Rustic Inn" restaurant, to Neal Rider. During the course of their negotiations, Bayne and Rider met with Holtzner, at which time Holtzner agreed to the transfer.

Neal Rider and Rosemary Holtzner executed a writing (the "2008 Agreement") that stated in its entirety:

October 2008 To Who It May Concern: I, Rosemary Holtzner, Owner of the premises, 11415 Philadelphia Road, White Marsh, Maryland 21162 will hereby lease the above mentioned property to NEAL RIDER President of Blue Max Inn Inc. trading as the Rustic Inn starting October 2008. /s/ Rosemary Holtzner /s/ Neal Rider

It is undisputed that Rider and Holtzner orally agreed to a monthly rent and that the rent was timely paid.

As time passed, Holtzner noticed an increase in the number of motorcycles and what she perceived to be motorcycle gangs frequenting The Rustic Inn. She broached the issue with Rider on several occasions. The matter came to a head in August of 2012, when Holtzner and Rider had an argument in the kitchen of The Rustic Inn. During the argument, Holtzner again voiced her concerns. According to Holtzner, Rider responded by walking into the bar area and bringing back an individual who was a member of a local motorcycle gang or club. Holtzner said that this individual threatened her.

Shortly thereafter, Holtzner notified Rider that she was cancelling the lease and that he had thirty days to vacate the premises. This action triggered separate courts actions ensued between the parties.

The first court action was a landlord/tenant action filed by Holtzner in District Court, seeking to evict Blue Max as a tenant holding over. In parallel, Rider filed a declaratory judgment action, asking the District Court to declare that the 2008 Agreement, as well as contemporaneous and subsequent oral agreements, constituted an enforceable, long-term lease agreement. If the 2008 Agreement was an enforceable, long-term lease agreement, Holtzner was in breach of contract for cancelling the lease and giving Rider 30 days notice to vacate the premises. The result of the declaratory judgment action will impact the landlord/tenant action.

Information Collected During Discovery:

• Holtzner and Rider agree that the amount of rent was agreed to orally.
• Holtzner argues that no agreement, oral or otherwise, was ever made regarding the term (duration) of the Lease.
• Rider testifies that an oral contract was made between Holtzner and Rider that would allow Rider to rent the property from Holtzner until they retire or sell the business. Holtzner denies the existence of an oral contract.
• Rider argues that Holtzner told Rider that the lease would continue to be in effect until he retired or sold the business. To support his contention, Rider references an agreement between Rider and A&M Amusements, LLC., dated October 16, 2008. In that agreement, which was also signed by Holtzner, A&M Amusements agreed to lease coin-operated amusement machines to Rider for an initial term of ten years and continuing in ten year increments thereafter.

Under Maryland law, a lease interest in land for a term of one year or more must be in writing to comply with the statute of frauds. A writing must include key terms that are definite and certain and the contract must be free from ambiguity.

Did Rosemary Holtzner and Neal Rider enter into an enforceable, long-term lease agreement, the duration of which extended from October 2008 until Neal Rider retired or sold the Blue Max business?