LEMONS et al.
KNOX et ux
Reversed and remanded with directions.
Byrne & Byrne, of Prescott, for appellants.
A. H. Mackenzie, of Phoenix, for appellees.
Stanford, Justice. Udall, C. J., and Phelps, De Concini and LaPrade, JJ., concurring.
Action was brought in the superior court by plaintiffs, Harold A. Knox and Gladys [72 Ariz. 178] Fay Knox, his wife, appellees herein, who were assignees of a lease, alleging a breach of the lease on the part of the defendant-lessors, Lemons-Dunbar, et al.
Property described in the above mentioned lease included the lunch counter, a dining room, and kitchen facilities of the Palace Cafe, located in the Palace Hotel Building in the city of Prescott, Arizona. The lease permitted the lessees to assign the lease or sublet the premises, "provided said assignee or sub-lettee (was) satisfactory to the lessors".
Plaintiffs, as assignees, entered into possession of the premises and operated the cafe, including both the dining room and the lunch counter, until September 1, 1946. At that time, they entered into a written agreement with W. D. Woods and Lucinda Woods, his wife, hereinafter referred to as Woods. The essential provisions of this agreement were as follows:
"The parties of the first part are the holders, by assignment of a lease to the Palace Restaurant dated September 15, 1945, wherein P. C. Lemons and Mildred M. Lemons, his wife, and H. S. Dunbar and Harriet Dunbar, his wife, are the Lessors and Ed M. Romley, Jr., and Doris G. Romley, his wife, are Lessees, and assigned on April 25, 1946, to H. A. Knox and Gladys Fay Knox.
"That the parties of the first part by this agreement, constitute and appoint as of September 1st, 1946, W. D. Woods and Lucinda Woods, his wife as their managers and representatives, to manage and operate the said restaurant just the same as they themselves would, were they in charge.
"Said parties of the second part are to operate the Restaurant during the term of the present lease and in compliance with all the terms of the assigned lease so as to protect at all times the interest of the parties of the first part hereto.
"That the parties of the second part are to have complete charge of all buying and are to pay and keep ...