The right of property owners to create & enforce covenants affecting their own property; Terrien v. Zwit; Principle that unambiguous agreements will be enforced as written; Bloomfield Estates Improvement Ass’n, Inc. v. Birmingham; Brown v. Martin; Construction of restrictive covenants; Stuart v. Chawney; Principle that Michigan law will not imply a good-faith requirement to restrict a party’s express contractual right; Eastway & Blevins Agency v. Citizens Ins. Co. of Am.

The court held that the trial court did not err by granting summary disposition for the defendant pursuant to MCR 2.116(C)(10) on plaintiff’s claim for declaratory relief regarding the usage of property in a shopping center. Plaintiff sued to compel defendant to allow it to develop a portion of the shopping center in which the parties’ interests are governed by a declaration. The trial court ruled for defendant. On appeal, the court found that trial court did not err in granting summary disposition for defendant because “the unambiguous language of the declaration provided defendant the right to refuse consent to plaintiff’s proposed creation of an outlot and construction thereon.” In addition, there is “nothing in the declaration that conditions defendant’s right to refuse consent or requires a good-faith basis for such a refusal.” It noted that “[b]ecause the declaration provides defendant the express contractual right to refuse consent, no good-faith requirement will be implied.” Moreover, plaintiff’s reliance on § (6)(a) of the covenant, which provides that defendant “shall not withhold its consent for construction of improvements on the outlots if the planned improvements are compatible with the businesses conducted in the Shopping Center and attractive to customers and retail trade” was misplaced. “[T]his section concerns the ‘construction of improvements’ on the outlots. Plaintiff’s request is for the creation of an outlot, upon which it would construct improvements, rather than a request to conduct construction on an existing outlot.” Affirmed.