My landlord has a late fee clause in our lease, which says that if the lessee is late with the rent, the lessor must pay a (poorly defined) late fee.
What would be the effect of this clause?
Also, the lease contains no severability clause, so if it's option 3, would the whole lease be void? Or voidable?
Dale is right; here are the details from CA statutes:
Since 1872, CA law has told CA courts to assume the parties to contracts in CA are reasonable, not crazy. If the literal reading of the contract is crazy, the California Civil Code's rules for the Interpretation of Contracts tells its courts: ignore the crazy reading.
Here is what the statute says:
§ 1636 A contract must be so interpreted as to give effect to the mutual intention of the parties as it existed at the time of contracting, so far as the same is ascertainable and lawful.
To win under this section, you would need to claim that both you and the landlord intended that the landlord would pay the late fee. No judge would believe this.
§ 1637 For the purpose of ascertaining the intention of the parties to a contract, if otherwise doubtful, the rules given in this Chapter are to be applied.
To win under this section, you would need to claim that there is no doubt that both you and the landlord intended that the landlord would pay the late fee. Again, no judge would believe this.
§ 1638 The language of a contract is to govern its interpretation, if the language is clear and explicit, and does not involve an absurdity.
To win under this section, you would need to claim that it was reasonable that the landlord would pay the late fee. Again, no judge would believe this.
§ 1640 When, through fraud, mistake, or accident, a written contract fails to express the real intention of the parties, such intention is to be regarded, and the erroneous parts of the writing disregarded.
To win under this section, you would also need to claim that both you and the landlord really intended that the landlord would pay the late fee. Since no judge would believe this, any judge would rule that the wording was a mistake, and should be disregarded.
§ 1643 A contract must receive such an interpretation as will make it lawful, operative, definite, reasonable, and capable of being carried into effect, if it can be done without violating the intention of the parties.
Ditto.
If the context makes it clear that the correct party to pay the fee is the lessee not the lessor then that’s how it will be read.
It is not a requirement of contract interpretation that people check their brains at the door. If a clause makes no sense as written but makes perfect sense if a common typo is fixed then the typo will be fixed.
In addition to the existing answers, it seems you may be overlooking some basic matters.
The courts deal with conflicts. No conflict, no court case.
At this point you are being sued, so the lessor must put forward a claim. He'll claim that you must pay a late fee, and he'll need to provide evidence. Let's ignore evidence, the question is about the contract. The duty to show that a late fee is agreed upon lies with the landlord, since he is suing you and not the other way around.
The landlord will show the contract, and claim that the wording is an obvious, trivial error (see the other answers). You may attempt to refute the claim, since you're the defendant, but likely the judge will side with the landlord for aforementioned reasons.
