Shocklee v. Albers Chiropractic Health Ctr., P.C., 558 S.W.3d 83 (2018)

As in Behlmann , Dr, Albers's letter was not consistent with the form and terms of the lease, as negotiated and agreed to by the parties. Dr. Albers began her letter stating "I would like to exercise my option to renew," but then, as in Behlmann , added an additional term not consistent with the lease. The trial court gave great weight to Dr. Albers's statement "I would like to exercise my option to renew," but then disregarded the rest of the letter, concluding by these few initial words that Dr. Albers had exercised her option to renew the lease. In doing so, the trial court erred We must consider the letter in its entirety, along with the lease agreement. See Cure v. City of Jefferson , 380 S.W.2d 305, 310 (Mo. 1964) (quoting Restatement (First) of Contracts Section 235 (1932) ), And in so doing, we conclude that Dr. Albers did not want to renew the lease according to the terms previously negotiated. Instead, the doctor desired a lease term of three years, not the five-year term previously bargained for and agreed to under the lease. Dr. Albers used the word "would," which is commonly used to express a wish, a desire, an intent, a preference. The Merriam-Webster Online Dictionary , www.merriam-webster.com/dictionary/would (last visited June 19, 2018). She offered to provide a copy of the lease, for the Shocklees' review. A new copy was hardly necessary, if Dr. Albers was proceeding under the current agreement. And lastly, Dr. Albers thanked the Shocklees for their "consideration." The parties agree that renewal under the lease was not subject to the Shocklees' approval. Rather, Dr. Albers had the sole right to determine whether she would renew the lease. If Dr. Albers was proceeding under the lease in place, and intended to renew the lease according to the agreed-upon terms, no "review" or "consideration" by the Shocklees was needed or required.