Reduction of Rent and Contractual Clause Prohibiting Reduction Below Initial Rent

Facts

The dispute opposes the tenants of a commercial premises, M. and P., to the owner, S. The lease agreement was signed on May 4, 1993, for an indefinite period, with a monthly rent of 1'850 Swiss francs for the premises and 100 Swiss francs for the parking spaces. The contract provided for a clause prohibiting the reduction of the rent below the initial rent. The tenants requested a reduction in rent due to the decrease in mortgage interest rates. The court of first instance granted their request and reduced the rent. The decision was confirmed by the court of appeal.

The tenants filed a request for a reduction in rent with the conciliation authority, which resulted in a refusal. They then seized the rent court, which reduced the rent. The decision was confirmed by the court of appeal.

Considerations

The Federal Court examined the question of whether a contractual clause prohibiting the reduction of the rent below the initial rent is valid. It considered that the tenant's right to request a reduction in rent for the next termination period cannot be restricted by such a clause.

The Federal Court recalled that Article 270a of the Code of Obligations (CO) allows the tenant to request a reduction in rent if the landlord receives an excessive return due to a change in the calculation bases. It also recalled that the parties cannot derogate from the imperative provisions of the Code of Obligations, in particular with regard to the fixing of an absolute minimum rent for the future.

The Federal Court rejected the owner's argument that the contractual clause…