What Happened: A grocery store operator signed a lease allowing it to “install” its own electronic gatekeeper system to prevent people from stealing grocery carts. But it turned out that a previous tenant had already installed a gatekeeper system wire. Satisfied that the system worked well enough, the tenant decided to keep using it. 

Ten years later, the landlord’s contractor inadvertently severed the wire while paving the parking lot, rendering the system totally inoperable. The tenant expected the landlord to offer to replace the system the way it would after damaging any other property owned by a tenant. But the landlord disputed the tenant’s claim of ownership over the system. To support its own claim of ownership over the system, the tenant produced a bill of sale that it had received from the landlord transferring ownership of certain equipment to the tenant. 

Ruling: The Ohio court concluded that the tenant owned the system, but the appeals court reversed.  

Reasoning: The tenant’s claims to owning the system derived from the lease provision giving it the right “to install” its own system. Because the lease didn’t define the term, the court relied on the dictionary definition of “to install” as “to set up for use or service.” But it was the previous tenant that set up the cart theft deterrent system in this case. All the tenant did was use it. And mere use isn’t enough to prove ownership. Nor did the bill of sale support the tenant’s claim of ownership since the cart theft deterrent system wasn’t on the attached exhibit listing the equipment that the landlord was transferring to the tenant. And since the tenant didn’t own it, the landlord didn’t have to pay it damages for damaging the system. 

• Texlo, LLC v. Gator Hillcrest Partners, 2024-Ohio-5686, 2024 Ohio App. LEXIS 4384