In a lease agreement, who is responsible for repairing window screens—the landlord or the tenant? We will examine the relationship between the law and the contract and review whether the contract terms are legally valid. We will also explore potential disputes and considerations for entering into a fair contract.
If the window screens in an office have become worn and damaged, who is responsible for repairing them—the tenant or the building owner who leased the office? In this case, according to the provisions of the Civil Code, the landlord (building owner) is obligated to make the repairs. However, when leasing an office, contracts sometimes include a clause stating that the tenant is responsible for resolving minor damages on their own. When legal provisions and contract terms conflict in this way, questions arise regarding which should take precedence and whether there are any legal disadvantages.
Private law applies to property and family relationships between individuals, and within this legal domain, the “principle of freedom of contract” applies. This means that the parties themselves can determine the specific terms of the contract. Therefore, if the parties enter into a contract with terms that conflict with statutory provisions under private law, the terms of the contract take precedence. Legal provisions that allow parties to freely determine contract terms even when a matter is legally prescribed are referred to as “discretionary provisions.” Since private law is, in principle, discretionary, if the parties have not agreed otherwise in their contract regarding matters governed by private law, the statutory provisions generally apply. The clause regarding the landlord’s repair obligation discussed above falls under this category.
However, there are exceptional cases where entering into a contract that conflicts with statutory provisions may result in legal penalties for the parties, such as fines or administrative penalties, or may render the contract invalid. First, there are cases where, although legal penalties apply when the terms of a concluded contract conflict with statutory provisions, the validity of the contract itself is maintained. Legal provisions falling under this category are referred to as “mandatory provisions.” The regulation prohibiting licensed real estate agents from directly selling real estate they own to clients falls under mandatory provisions. Therefore, in the case of a sales contract concluded between a licensed real estate agent and a client in violation of this regulation, a fine is imposed on the agent, but the contract itself remains valid. In this case, the obligation to perform the consideration—the action required by the contract—is recognized, meaning the licensed real estate agent must transfer ownership of the property, and the client must pay the purchase price.
On the other hand, when the terms of a concluded contract conflict with provisions established by law, not only may legal disadvantages arise, but the validity of the contract itself may be denied, thereby negating the obligation to perform. Legal provisions that fall under this category are referred to as “mandatory provisions.” In such cases, the contracting parties cannot demand that the other party perform. If performance has already been rendered and a financial benefit has been transferred, this benefit constitutes “unjust enrichment,” and its return may be demanded. In other words, the “right to claim restitution of unjust enrichment” is recognized. Legal provisions prohibiting partnerships between doctors and non-medical professionals in medical institutions are mandatory provisions. Therefore, a partnership contract concluded between a doctor and a non-medical professional is deemed invalid. However, if partnership funds have already been transferred pursuant to the contract, it is possible to demand the return of this money.
Nevertheless, there are cases where the right to claim restitution of unjust enrichment is not recognized even when the validity of the contract is negated by mandatory legal provisions. If the subject matter of the performance is immoral or antisocial conduct, such as the production of counterfeit currency, the principle is that not only is the validity of the contract not recognized, but the right to recover benefits already transferred is also denied.
The state intervenes in contracts between individuals to achieve legitimate legislative objectives such as national security, social order, and the public welfare. In such cases, the “principle of proportionality” applies, requiring that restrictions on contractual freedom be limited to the minimum necessary. Consequently, the state’s influence on the contracting parties manifests in various ways.
We need to gain a deeper understanding of the relationship between law and contracts through a case involving the repair of office window screens. When a window screen is damaged, let us examine whether a clause in the lease agreement stating that “the tenant is responsible for minor repairs” is legally valid. Generally, minor issues such as screen repairs are resolved according to the contract, but we must also consider cases where such a clause imposes an excessive burden on the tenant.
In fact, while the law stipulates that the landlord bears the obligation for basic building maintenance, we previously mentioned that the lease agreement may stipulate otherwise. In such cases, the terms of the contract take precedence as long as they do not contradict the fundamental intent of the law—that is, as long as they are not unduly disadvantageous to the tenant.
In particular, for commercial leases such as office spaces, freedom of contract tends to be recognized more broadly in practice. This is because commercial leases are typically established through mutual agreement and compromise between the parties, and it is customary for tenants to bear the responsibility for minor repairs.
Furthermore, one must consider the possibility of legal disputes arising when such contractual clauses exist. For example, if the tenant delays or neglects repairs, leading to greater damage, can the landlord claim compensation for damages from the tenant? Conversely, can the tenant take legal action against the landlord if they disagree with the terms of the contract? Ultimately, such situations may depend on the clarity, specificity, and fairness of the contract.
As such, even through a minor example like the repair of office window screens, one can clearly understand how contracts and the law interact, and what points the parties should be mindful of. Therefore, it is advisable to seek the advice of a legal professional when entering into a contract, and it is important to ensure that the contract terms are drafted in a manner that is fair and clear to both parties.
