171 CLAY POND ROAD LLC v. AMAZON GRANITE INC (2026)

MEMORANDUM AND ORDER PURSUANT TO RULE 23.0

The tenant, Amazon Granite, Inc., appeals from a decision and order of the Appellate Division of the District Court, which affirmed a District Court judgment in favor of the landlord, 171 Clay Pond Road, LLC, for possession and rent of the premises at 171 Clay Pond Road in Bourne. We affirm.

Background. The tenant occupied the commercial premises at 171 Clay Pond Road as a tenant at will. Rent was payable on the first day of each month.

On April 12, 2023, the landlord served the tenant a notice to quit the commercial premises. The notice directed the tenant to “vacate the Leased Premises at the end of the rental period that begins after your receipt of this notice, or THIRTY (30) days after the receipt of this notice, whichever is longer. As such, you are hereby notified to vacate the leased premises on or before May 31, 2023.” On June 12, 2023, the landlord filed a summary process complaint in the District Court, and, on July 28, 2023, a judge found in favor of the landlord.

The tenant subsequently appealed from the judgment to the Appellate Division of the District Court. In affirming, a panel of the Appellate Division found that the landlord's notice to quit erroneously directed the tenant to quit the premises “on or before May 31, 2023,” where the correct date should have been June 1, 2023, but concluded that the error was minor and the landlord had substantially complied with the notice requirements of G. L. c. 186, § 12.¹ This appeal followed.

Discussion. If the rent for a tenancy at will is payable at periods of less than three months, the time given in a notice to quit “shall be sufficient if it is equal to the interval between the days of payment or thirty days, whichever is longer.” G. L. c. 186, § 12. A notice to quit terminating a tenancy at will must give notice “at least a rent period prior to the time stated therein for the termination of the tenancy and ․ the time specified in the notice for the termination must be a rent day.” Connors v. Wick, 317 Mass. 628, 630-631 (1945). However, “[t]he date for termination need not be stated as a certain day. It is enough if it is designated in general terms and may be reasonably understood by the landlord and tenant as fixing a day certain.” U-Dryvit Auto Rental Co. v. Shaw, 319 Mass. 684, 685 (1946).

Importantly, “[o]ur case law on the adequacy of a notice to quit has long distinguished between minor errors of technicality or form and material errors of substance.” Cambridge Street Realty, LLC v. Stewart, 481 Mass. 121, 130 (2018). “To be defective such that it fails to terminate a lease, a notice to quit must involve a material error or omission, i.e., a defect that has some meaningful practical effect.” Id.

The tenant contends that an error in the termination date of a tenancy is “of the type that courts have repeatedly deemed a material error of substance, not a minor technical error,” and that the error in the termination date here is therefore necessarily a material error that rendered the notice to quit ineffective to terminate the tenancy. We disagree.

To be sure, the complete omission of any date on which the tenant was to quit, without a designation in general terms which the landlord and tenant could reasonably understand to fix a date certain, is an error with a meaningful practical effect. See Cambridge Street Realty, LLC, 481 Mass. at 130-131, citing Steward v. Harding, 2 Gray 335, 336 (1854) (“The notice not only fixed no day, on which the tenant was to quit, but none was indicated by general terms”); U-Dryvit Auto Rental Co., 319 Mass. at 685. That, however, is not the situation here. The notice to quit in this case did identify a date certain and although June 1, and not the date specified in the notice to quit -- May 31 -- was the next “rent day,” see Connors, 317 Mass. at 630-631, the resulting error in the notice was essentially a technical inaccuracy. See Cambridge Street Realty, LLC, supra at 130. Cf., e.g., Torrey v. Adams, 254 Mass. 22, 25 (1925) (notice to quit held invalid where notice misidentified termination date by one month). Indeed, at oral argument, the tenant candidly acknowledged that the error had no “meaningful practical effect” on it.² Cf. Cambridge Street Realty, LLC, supra.

Because the error in the termination date had no meaningful practical effect, the notice to quit was effective to terminate the tenancy. See Cambridge Street Realty, LLC, 481 Mass. at 130.

Decision and order of Appellate Division affirmed.

FOOTNOTES

1.   The panel also found that the notice to quit erroneously identified the tenant as a limited liability company, but that the defect was not fatal to the notice to quit. On appeal, the tenant does not challenge this aspect of the panel's conclusion.

2.   Had the tenant argued otherwise, we would not have been persuaded. We note that the landlord did not file the summary process action until June 12, 2023. Because a notice to quit “simply declares the landlord's intent to go to court to seek an eviction order if the tenant does not move out voluntarily before the stated deadline,” it would have been unlikely the landlord's use of May 31, rather than June 1, in the notice to quit could have made a practical difference to the tenant in this case. Adjartey v. Central Div. of the Hous. Court Dep't, 481 Mass. 830, 850 (2019).