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Pittsburgh says its zoo in “material breach” of its contract

On Behalf of | Feb 21, 2020 | Business Litigation |

Columbus-area residents might be interested to hear that the Pittsburgh Zoo & PPG Aquarium is restless. The city of Pittsburgh is alleging the zoo is guilty of a breach of contract, specifically a “material breach.”

Without delving too deeply or taking sides, it is a good chance to review what it means to be in material breach of contract and enjoy the fact that currently, our world-famous zoo is relatively controversy-free.

Lion cages are secure, but the contract is breached

The city of Pittsburgh operated its zoo from 1898 until 1994, when it signed a lease with Pittsburgh Zoo & PPG Aquarium.

The lease specified, according to a Pittsburgh Post-Gazette report, that The Zoo must stay accredited by the Association of Zoos & Aquariums (AZA), the top zoo organization in North American. The city, in other words, wanted to know a properly unaccredited zoo would hold the lease.

But in 2015, The Zoo’s leadership dropped its accreditation due to complex and controversial differences with AZA having to do, most directly, with safety policies for staff when working with elephants.

The zoo and the city have not yet settled their differences after years of negotiations and extensions. The lease expires in 2022.

A material breach or immaterial breach?

A material breach is one so serious that it threatens the reason for making the contract in the first place.

A zoo with only artwork depicting animals might be a great museum, but it would still leave Pittsburgh materially without a zoo. But a zoo with too many lifeforms from the other, non-animal kingdoms of life, like plants and fungi, might not convince a judge or jury of a “material” breach.

When Pittsburgh specified that AZA accreditation is “material,” it may have been preparing the way toward declaring that the lease is dead.

Breach-of-contract disputes might not wind up in court

Many contract disputes never make it into a courtroom. Other events often intervene.

Commonly, the parties reach an agreement through alternative dispute resolution (ADR) such as binding arbitration. But how a court would likely see the materiality of the breach can have a profound effect on those out-of-court negotiations.

The Gazette article also points out that the lease reserves the city’s right to “reenter and repossess the premises by whatever means necessary and … take any other action that landlord believes is in its best interests.” Zoo lovers everywhere, stay tuned.