The Department of Transportation condemned two parcels of property on which a service station and small store were operated by a lessee. Both the property owner and the lessee-business operator argued below that they were entitled to business loss damages in addition to property loss damages. And both the owner and lessee argued that they should be allowed to recover the expected profits from a planned but uncompleted effort to raze and rebuild the station. The owner and lessee of the property appeal a grant of partial summary judgment in favor of the DOT. Construed in favor of the appellees, the evidence shows that Davis Company, Inc. owned two parcels of property on which, in 1974, it built a service station and store. In 1982, Davis leased the property to Walter Alford to operate the station. In addition to being the property owner, Davis originally functioned as a middleman or jobber to Alford by supplying Shell Oil products under what both parties characterized as a “dealer tank wagon” agreement, although the terms of that agreement are unclear. In the late 1990′s, Davis began to consider razing and rebuilding the service station and convenience store on the property. Davis also learned in early 1999 that the DOT was interested in widening the adjacent road and that the project could affect the property. In October 1999, retroactive to December 31, 1998, Davis and Alford entered into a new lease agreement and an accompanying product agreement that contemplated a “new upgraded premises,” with one rental rate for the station as it then existed and a higher rate once the upgraded facility was completed. But Davis never upgraded the facility, and on or about December 14, 2000, the DOT condemned the property.
The new lease agreement states in a recital that Davis desired to lease the property to Alford “for the purpose of operating a first-class convenience store and fuel dispensing business, . . . subject to Davis’s right to operate a fuel dispensing business as set forth more fully in the Contract of Sale Branded executed concurrently herewith . . . .”1 Pursuant to the agreement, Davis, among other things, 1 retained the right to enter and inspect the premises, 2 obligated Alford to comply with a list of standards for operating and maintaining the business and the premises, and 3 required Alford to pay all taxes “except those exclusively related to the sale of Davis’s products, . . .” The lease agreement is subject to the provisions of, and incorporates by reference, the related “Contract of Sale Branded” hereinafter “product agreement”.
