Tyler J. Anderson v. Madison Cellular Telephone Company

COURT OF APPEALS
DECISION NOTICE
DATED AND FILED This opinion is subject to further editing. If
published, the official version will appear in
the bound volume of the Official Reports.
June 26, 2025
A party may file with the Supreme Court a
Samuel A. Christensen petition to review an adverse decision by the
Clerk of Court of Appeals Court of Appeals. See WIS. STAT. § 808.10
and RULE 809.62.

Appeal No. 2024AP1829 Cir. Ct. No. 2024SC4014

STATE OF WISCONSIN IN COURT OF APPEALS
DISTRICT IV

TYLER J. ANDERSON AND AMBER J. ANDERSON,

PLAINTIFFS-RESPONDENTS,

V.

MADISON CELLULAR TELEPHONE COMPANY,

DEFENDANT-APPELLANT.

APPEAL from a judgment of the circuit court for Dane County:
STEPHEN E. EHLKE, Judge. Affirmed.

¶1 TAYLOR, J.1 Since 1999, Madison Cellular Telephone Company
(“MCTC”) has operated wireless communication facilities, including a cellular

1
This appeal is decided by one judge pursuant to WIS. STAT. § 752.31(2)(a) (2023-24).
All references to the Wisconsin Statutes are to the 2023-24 version.
No. 2024AP1829

tower and related structures (“the facilities”), on a plot of land currently owned by
Tyler and Amber Anderson (“the Andersons”). For most of this time, the land on
which the facilities stand was subject to a twenty-five-year lease that went into
effect in March 1999 and expired in March 2024. Rent was paid annually under
the lease. In September 2023, prior to the expiration of the lease, the Andersons
sent a notice to MCTC that if the facilities continued to occupy the land after the
expiration of the lease, a month-to-month tenancy would be created requiring a
monthly—not annual—payment of a higher rent. In May 2024, after the original
lease had expired and MCTC had made monthly rental payments, the Andersons
sent a letter to MCTC notifying it that they intended to terminate the tenancy on or
before June 14, 2024. The facilities remained on the land past June 14, 2024. On
June 20, 2024, the Andersons filed this eviction action. After the parties filed a
stipulation of facts and briefs, the circuit court issued a written decision and order
and a Judgment of Eviction in favor of the Andersons and against MCTC. The
court stayed the execution of the eviction. MCTC appeals.

¶2 MCTC’s principal argument on appeal is that after the expiration of
the 25-year lease, it entered into a year-to-year tenancy with the Andersons by
operation of statute. MCTC argues that because this year-to-year tenancy would
have lasted until at least March 2025, the Andersons were not free to seek eviction
in June 2024. I reject this argument because the parties instead contracted for a
month-to-month tenancy. Thus, either party was free to terminate the tenancy at
the end of any monthly term. I further conclude that the Andersons gave adequate
notice of the termination of the tenancy to MCTC. Accordingly, I affirm.

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No. 2024AP1829

BACKGROUND

¶3 The following facts are undisputed. In 1998, MCTC’s corporate
predecessor signed a lease agreement with Tyler Anderson’s parents, the then-
owners of the land at issue, for the purpose of operating the facilities. The lease
required MCTC to make one annual rent payment at the beginning of each year of
the tenancy. The lease period commenced on March 15, 1999, and MCTC
exercised all four of its contractual options to extend the lease, which came to an
end 25 years later, on March 15, 2024.2

¶4 In September 2023, about six months before the original lease was to
expire, the Andersons, who now owned the land subject to the lease, sent MCTC a
document that they called a “Notice of Protective Termination” (“the 2023
notice”).3 The 2023 notice stated that if MCTC’s facilities continued to occupy
the land beyond the March 15, 2024 expiration of the original lease, “such
occupancy shall be deemed to be a month-to[-]month tenancy.” The notice further
stated that the rent for such a tenancy would be paid monthly, rather than annually
as under the original lease, and would also be increased to three times the original
rental rate. Finally, the notice stated that “[a]ny acceptance of rent or other

2
On appeal, MCTC alleges for the first time that the original lease terminated on
March 31, 2024. However, MCTC stipulated to a March 15 termination date during the circuit
court proceedings, the parties treated this date as the original lease expiration date in those
proceedings, and the court made this factual finding. Therefore, I will not consider MCTC’s
assertion of a new lease termination date for the first time on appeal. See Siegel v. Leer, Inc., 156
Wis. 2d 621, 628, 457 N.W.2d 533 (Ct. App. 1990) (“A party will not be heard to maintain a
position on appeal inconsistent with that taken in the [circuit] court.”).
3
A “Notice of Protective Termination” does not appear to be a legal term of art. This
opinion will use the phrase “2023 notice” to describe this document in order to distinguish it from
the “Notice Terminating Tenancy” (“the 2024 notice”) the Andersons sent to MCTC in May
2024.

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No. 2024AP1829

conduct by the landlord shall not be deemed to create a new or additional tenancy,
other than on a month-to-month basis, subject to the other terms as provided in the
Lease, except that there shall be no additional option to extend the term of the
Lease and all renewal options shall be deemed to have been removed from the
Lease.” The notice was signed by both Tyler and Amber Anderson. No space
was provided for any other signature.

¶5 MCTC’s facilities continued to occupy the land after the original
lease expired on March 15, 2024. Beginning that month and continuing each
month through June 2024, when this eviction action was filed, MCTC sent the
Andersons a monthly check for the new rent amount that was set forth in the 2023
notice.

¶6 In May 2024, counsel for the Andersons sent MCTC a letter with the
subject heading “Notice Terminating Tenancy” (“the 2024 notice”) and referring
to “a certain Lease Agreement dated September 21, 1998, as amended.” 4 The
letter stated that the Andersons were terminating the lease and required that
MCTC “remove its business and its wireless communications facility” from the
land on or before June 14, 2024.

¶7 MCTC did not remove the facilities from the land within this time
period, and on June 20, 2024, the Andersons filed the complaint seeking eviction.
MCTC filed an answer in which it asserted that it had entered into “a periodic
tenancy agreement” with the Andersons and attached the 2023 notice. MCTC

4
The letter’s reference to the original, 1998 lease is plainly in error; all parties agree that
this lease had expired several months prior to the 2024 notice. Whether this error rendered the
2024 notice insufficient to terminate MCTC’s tenancy is discussed in Part III of this opinion.

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No. 2024AP1829

specifically noted that it had “made monthly payments of rent subject to [the 2023
notice] through which the parties agreed to create a periodic tenancy in the event
of such monthly rent payments.” During the circuit court proceedings, MCTC
altered its position and argued that it never reached an agreement with the
Andersons for a month-to-month tenancy but rather that the tenancy was year-to-
year.

¶8 In lieu of a trial, the parties stipulated to a set of facts and submitted
written briefs to the circuit court. The court issued a written decision and order in
favor of the Andersons granting eviction against MCTC. MCTC filed a circuit
court-approved undertaking, thereby staying the execution of the eviction order.
See WIS. STAT. § 799.445. MCTC appeals.

DISCUSSION

I. Standard of Review

¶9 As stated, the facts necessary to decide this appeal are stipulated by
the parties. Resolving the case requires application of statutory and common-law
rules to these undisputed facts, which this court performs independently of the
circuit court while benefitting from its analysis. See Consolidated Papers, Inc. v.
Dorr–Oliver, Inc., 153 Wis. 2d 589, 595, 451 N.W.2d 456 (Ct. App. 1989);
Ellifson v. West Bend Mut. Ins. Co., 2008 WI App 86, ¶13, 312 Wis. 2d 664, 754
N.W.2d 197.

¶10 This case also requires that this court interpret statutory language.
“‘[T]he purpose of statutory interpretation is to determine what the statute means
so that it may be given its full, proper, and intended effect.’” Heritage Farms,
Inc. v. Markel Ins. Co., 2012 WI 26, ¶26, 339 Wis. 2d 125, 810 N.W.2d 465

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No. 2024AP1829

(quoting State ex rel. Kalal v. Circuit Ct. for Dane Cnty., 2004 WI 58, ¶44, 271
Wis. 2d 633, 681 N.W.2d 110). I begin my analysis by examining the language of
the statute itself because I assume that legislative intent is expressed in the
statutory language. Heritage Farms, Inc., 339 Wis. 2d 125, ¶26. I give statutory
language “its common, ordinary, and accepted meaning,” and I may consult a
dictionary to assist in determining a statute’s meaning. Kalal, 271 Wis. 2d 633,
¶45; New Richmond News v. City of New Richmond, 2016 WI App 43, ¶41, 370
Wis. 2d 75, 881 N.W.2d 339.

II. The Parties Entered Into a Month-to-Month Tenancy Agreement

¶11 When the original lease expired on March 15, 2024, MCTC
continued to operate the facilities on the land it had previously leased. The dispute
in this case is about what legal arrangement governed MCTC’s continued
occupation of the land after the original lease expired, or in statutory terms, after
MCTC “held over.”

¶12 When a tenant remains in possession of a landlord’s property after
the expiration of a lease, pursuant to WIS. STAT. § 704.25 and Vander Wielen v.
Van Asten, 2005 WI App 220, ¶15, 287 Wis. 2d 726, 706 N.W.2d 123, there are
three possible results. First, the landlord may elect to evict the tenant. See
§ 704.25(1). Second, the landlord may elect to permit the tenant to remain and to
begin a periodic tenancy under most of the same terms as the original lease. See
§ 704.25(2) and (3). Where (as here) the expired lease was for nonresidential use
and lasted for one year or longer, the resulting periodic tenancy is year-to-year.
See § 704.25(2)(a). While the statute speaks in terms of the landlord’s
“election,”—that is, choice—it is possible for a landlord to enter such a year-to-
year tenancy unwittingly because the landlord’s “[a]cceptance of rent for any

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No. 2024AP1829

period after expiration of a lease … constitutes an election by the landlord under
this section unless the landlord has already commenced proceedings to remove the
tenant.” Sec. 704.25(2)(c). The third possibility is that the landlord and tenant
reach some other agreement. See § 704.25(4). The statute provides that such an
alternative arrangement can be made “either by the terms of the lease itself or by
an agreement at any subsequent time.” See § 704.25(4).

¶13 Here, after the original lease expired and MCTC began to hold over,
the Andersons did not initially seek eviction, so the first statutory possibility did
not come to pass. The disagreement between the parties is about which of the
other two statutory possibilities occurred. The Andersons argue that the parties
reached a month-to-month agreement, and therefore, the default rule of a year-to-
year tenancy does not apply. MCTC argues that by statute, a year-to-year periodic
tenancy resulted.

¶14 I conclude that the parties entered a new, month-to-month periodic
tenancy pursuant to WIS. STAT. § 704.25(4) instead of the default year-to-year
tenancy pursuant to § 704.25(2), and that it is this month-to-month arrangement
that governs MCTC’s tenancy. This month-to-month agreement came about
when, after the Andersons had sent MCTC the 2023 notice offering a month-to-
month tenancy at a higher rent, MCTC responded by paying the increased rent on
a monthly basis for each month from March through June consistent with the
Andersons’ offer. By acquiescing to the Andersons’ offer concerning the timing
and the amount of the rent payments, MCTC entered a “unilateral contract”
establishing a month-to-month tenancy.

¶15 “[B]y definition, a unilateral contract consists of a promise in
exchange for performance.” Habel v. Estate of Capelli, 2020 WI App 15, ¶21,

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No. 2024AP1829

391 Wis. 2d 399, 941 N.W.2d 858. A unilateral contract “is typified by the law
school hypothetical situation where A says to B, ‘If you walk across [the]
Brooklyn Bridge, I promise to pay you ten dollars.’ A has made a unilateral
contract which arises when—and if—B performs the act.” Paulson v. Olson
Implement Co., 107 Wis. 2d 510, 517 n.6, 319 N.W.2d 855 (1982) (citation
omitted). The offeree’s performance must be made with the intent to accept the
offer, but this intent may be inferred by the performance itself. Schlosser v. Allis-
Chalmers Corp., 86 Wis. 2d 226, 237, 271 N.W.2d 879 (1978).

¶16 As applied here, in the 2023 notice, the Andersons confirmed that
the previous 25-year lease would not be extended and tendered a promise to
MCTC. That promise was that if MCTC made the more frequent and higher rent
payments the Andersons offered, MCTC’s facilities could remain on the land until
either party terminated the tenancy. MCTC did make those payments.5 As a
result, the parties entered a new, month-to-month tenancy agreement pursuant to
WIS. STAT. § 704.25(4) instead of the default year-to-year tenancy pursuant to
§ 704.25(2), and that it is this month-to-month arrangement that governs MCTC’s
tenancy. Accordingly, the Andersons were free to terminate MCTC’s tenancy in
May 2024 rather than in March 2025.

5
The Andersons represented to the circuit court that they never deposited or cashed the
monthly checks that MCTC sent, and instead kept them. MCTC told the court that the Andersons
never communicated this fact to MCTC before the litigation. As stated correctly by the court, the
Andersons’ handling of the rent checks does not affect whether a unilateral contract was formed
because “for purposes of contract formation … what matters is not the offeror’s actions but the
offeree’s intent. That intent is manifest from [MCTC]’s payment of the checks, regardless of
what the Andersons did thereafter.” Therefore, I do not consider the Andersons’ failure to
deposit the monthly rent checks dispositive to any issue on appeal and do not address it further.

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No. 2024AP1829

¶17 MCTC argues that a year-to-year tenancy was created by default
pursuant to WIS. STAT. § 704.25(2) after MCTC’s holdover because there was no
unilateral contract that created different tenancy terms. Therefore, MCTC asserts
that the Andersons had no right to terminate the tenancy in May 2024, just a few
months after it commenced.

¶18 In arguing that there was no unilateral contract, MCTC does not
challenge the circuit court’s factual finding that MCTC made the higher, more
frequent rent payments with the intent to accept the Andersons’ offer for a month-
to-month tenancy as communicated in the 2023 notice. The court found such
intent because “other than acceptance of the Andersons’ offer, there is no other
plausible reason—and [MCTC] suggests none—to explain why a company would
continue to use leased space while providing payment at precisely the rate and
schedule demanded by the landlord’s offer of tenancy.” What’s more, MCTC’s
initial position in this litigation was explicit that it had accepted the Andersons’
offer: its answer to the eviction complaint declared that it had “made monthly
payments of rent subject to [the 2023 notice] through which the parties agreed to
create a periodic tenancy in the event of such monthly rent payments.”

¶19 MCTC instead offers two arguments that, even though the parties
agreed to a month-to-month tenancy, this agreement was invalid. First, MCTC
claims that WIS. STAT. § 704.25(4)—which provides that the statutory year-to-year
tenancy is not created in a holdover situation if there is a “contrary agreement”
between the parties—imposes the limit that such a “contrary agreement” may not
be made while the original lease is still in effect. In other words, MCTC argues
that the 2023 notice could not create an enforceable agreement because it violated
the statutory requirement that such an agreement be made after the original lease
has expired. Second, MCTC argues that the Andersons’ offer was “illusory”

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No. 2024AP1829

because it did not constrain the Andersons in any meaningful way and therefore
lacked consideration. As a result, MCTC concludes, this offer was incapable of
ripening into a contract. For the following reasons, neither argument is
persuasive.

A. WISCONSIN STAT. § 704.25(4) does not prevent a landlord and tenant
from agreeing on a post-lease tenancy before the original lease expires.

¶20 As noted, WIS. STAT. § 704.25(4) provides that when a tenant to a
nonresidential, multi-year lease holds over, the statutory “default” of a year-to-
year tenancy “governs except as the parties agree otherwise either by the terms of
the lease itself or by an agreement at any subsequent time.” MCTC argues that the
phrase “at any subsequent time” means that in order for another agreement to
govern, the parties could only reach such an agreement after the original lease
expired and the holdover tenancy began. Because the Andersons made their offer
of a month-to-month tenancy in September 2023—six months before the
expiration of the original lease—MCTC argues that any agreement arising out of
that offer is insufficient in overcoming the statutory year-to-year default tenancy.

¶21 I reject MCTC’s interpretation of WIS. STAT. § 704.25(4). The
statutory phrase “or by an agreement at any subsequent time” immediately follows
the phrase allowing the parties to make and formalize an agreement about what
happens after a lease expires when drafting “the lease itself.” Sec. 704.25(4).
MCTC states that the word “subsequent” means “following in time, order, or
place.” Subsequent, MERRIAM-WEBSTER.COM, https://www.merriam-webster
.com/dictionary/subsequent (last visited June 16, 2025). When applying this
definition, I conclude that an agreement reached “at any subsequent time” means
an agreement that occurs after the original lease has been agreed to, not after that
lease has expired. MCTC points to nothing in the statutory language to support an

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No. 2024AP1829

interpretation that an agreement cannot be reached until after the original lease
expired. There is no language in the statute to suggest that this clause precludes
the parties from entering into a future agreement during the existence of the
original lease. I will not add words to the text of a statute. State v. Neill, 2020 WI
15, ¶12, 390 Wis. 2d 248, 938 N.W.2d 521.

¶22 I must also interpret statutory language “in the context in which it is
used; not in isolation but as part of a whole … to avoid absurd or unreasonable
results.” Kalal, 271 Wis. 2d 633, ¶46. It would be unreasonable to interpret the
clause “or by an agreement at any subsequent time” to prohibit the parties to an
existing lease from reaching an agreement about their post-lease arrangements
until after that lease has expired and a holdover situation has been created. If
MCTC’s reading of the statute were correct, even an explicit, signed agreement for
a post-lease month-to-month tenancy would be invalid unless the parties delayed
reaching this agreement until the original lease had expired. Landlords and
tenants would be forced to wait until they had entered a situation of precarity—
that is, until the tenant was occupying the landlord’s property as a holdover tenant
with no tenancy agreement—before they could enter into a post-lease tenancy
agreement. During this period, because the parties would have no agreement,
either the landlord or the tenant would be free to walk away, leaving the other
party in the lurch about finding another tenancy or finding another tenant. MCTC
offers no argument as to why this court should interpret WIS. STAT. § 704.25(4) to
bring about such an unreasonable limitation on a landlord’s and a tenant’s ability
to reach a mutually desired agreement regarding future tenancies when the
statutory language establishes no such limitation.

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No. 2024AP1829

B. The Andersons’ offer for a month-to-month tenancy was not illusory.

¶23 MCTC also argues that the Andersons’ 2023 notice could not ripen
into a unilateral contract because the only promises the Andersons made were
illusory. “An illusory promise is a promise in form only: one that its maker can
keep without subjecting [the maker] to any detriment or restriction.” Devine v.
Notter, 2008 WI App 87, ¶4, 312 Wis. 2d 521, 753 N.W.2d 557. Because an
illusory promise puts no detriment or obligation on the promisor, an illusory
promise is not consideration; in the absence of consideration, there can be no
contract. Id.

¶24 MCTC argues that the Andersons’ offer of a month-to-month
tenancy in the 2023 notice was illusory because the Andersons “did not ‘promise
to do anything or commit to put [themselves] at any disadvantage or face any
detriment.’ Instead, they attempted to alter the Lease by inserting new terms that
worked solely to their benefit.” (citation omitted). This argument misconstrues
both the nature of the Andersons’ offer and the legal situation that existed when
the Andersons sent MCTC the 2023 notice. That situation, in September 2023,
was that the Andersons and MCTC were approaching the end of the original lease
term, set to expire on March 15, 2024. When the lease expired, the Andersons, as
owners of the previously-leased land, would be free to remove MCTC’s facilites,
resorting to eviction proceedings if necessary. WIS. STAT. §§ 704.23, 704.25(1).
MCTC would have no right to maintain the facilities on the land after the lease
expired unless the Andersons either: (1) permitted MCTC to remain and accepted
its continued rent payments, thereby creating a statutory year-to-year tenancy
under § 704.25(2); or (2) came to an alternative agreement with MCTC, thereby
creating a different tenancy agreement under § 704.25(4).

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No. 2024AP1829

¶25 In the 2023 notice, the Andersons made an offer for such an
alternative agreement: MCTC’s facilities could continue to occupy the land on a
month-to-month basis, provided that MCTC paid the increased monthly rent the
Andersons proposed. MCTC’s argument is that this offer did not commit the
Andersons to any “disadvantage” or “detriment” because the difference between
the original lease and the 2023 notice’s terms—presumably, the 2023 notice’s
demand of a higher rent paid at a more frequent basis—was favorable solely to the
Andersons. From these facts, MCTC asserts that the Andersons, by the 2023
notice, had given up nothing in exchange for the higher, more frequent rent
payments, and therefore had made only an illusory promise.

¶26 The false premise in MCTC’s argument is that it treats the terms of
the original lease as the baseline for the parties’ legal obligations and extends
those obligations into perpetuity. In line with this erroneous view, MCTC
repeatedly claims that the terms offered in the 2023 notice were “amendments” to
the original lease. But this is not accurate because, as stated, that lease was set to
expire on March 15, 2024. If the lease expired with no other agreement reached,
the Andersons would be free to remove MCTC’s facilities from the land (and to
recover damages if MCTC refused to timely remove the facilities pursuant to WIS.
STAT. § 704.23). This potential situation—in which MCTC had no right
whatsoever to keep operating the facilities on the Andersons’ land—is the baseline
against which the offer in the 2023 notice must be judged to determine whether it
placed any real obligations on the Andersons.

¶27 The 2023 notice did impose obligations on the Andersons because it
gave MCTC the right to keep the facilities on the Andersons’ land so long as
MCTC paid the higher rent on a monthly basis and neither party took steps to
terminate the tenancy. In the 2023 notice, the Andersons offered to keep hosting

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No. 2024AP1829

the facilities on the Andersons’ land on a month-to-month basis, in exchange for a
specified monthly rent. Permitting the facilities to remain on the land the
Andersons owned—rather than using the land themselves or perhaps leasing it to
some other entity—was an “obligation” or “detriment” the Andersons would be
incurring through the bargain laid out in the 2023 notice. Therefore, their offer
was not illusory.

¶28 Because the Andersons, by the 2023 notice, conveyed an offer for a
post-lease month-to-month tenancy, and MCTC, by its performance in making the
monthly payments at the requested amount as set forth in the 2023 notice,
accepted the offer, a unilateral contract was established. This fact also
distinguishes Vander Wielen, 287 Wis. 2d 726, on which MCTC relies to support
its argument that no month-to-month tenancy was established. In Vander Wielen,
as a commercial lease was coming to an end, the tenant informed the landlord that
the tenant did not intend to remain in the leased space for longer than it took the
tenant to sell his business. However, the two parties never reached an agreement
about a post-lease tenancy. Id., ¶12. Thus, when the landlord accepted the
tenant’s post-lease rent check, the statutory year-to-year tenancy commenced. Id.
Here, in contrast, the Andersons and MCTC reached a “contrary agreement,”
preventing the statutory year-to-year tenancy from being created. WIS. STAT.
§ 704.25(4).

III. The 2024 Notice Properly Terminated the Month-to-Month Tenancy

¶29 MCTC also argues that, even accepting that it had a month-to-month
tenancy, the Andersons’ 2024 termination notice did not “substantially inform
[MCTC] … of the intent to terminate the tenancy” as required by WIS. STAT.
§ 704.19(4). MCTC’s specific complaint is that the 2024 notice, although it was

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No. 2024AP1829

given in May 2024 after the original lease had expired, nevertheless stated that the
notice was “in reference to a certain Lease Agreement dated September 21, 1998,
as amended.”

¶30 I agree with the circuit court that there was no possibility that this
error in the Andersons’ 2024 notice caused MCTC to be misinformed of the
necessary facts concerning the tenancy that was being terminated. The 2024
notice identified the property at issue and informed MCTC of the date of the
termination of the tenancy. And MCTC has not alleged any actual confusion
about the 2024 notice’s message that the Andersons intended to end MCTC’s
tenancy on the land the facilities occupied. The statute provides that a “notice is
not invalid because of errors in the notice which do not mislead.” WIS. STAT.
§ 704.19(4). Therefore, I conclude that the 2024 notice terminating the month-to-
month tenancy was valid.

CONCLUSION

¶31 I affirm the circuit court’s order granting eviction and restitution of
the premises in favor of the Andersons and against MCTC. I remand to the circuit
court for further proceedings consistent with this opinion.

By the Court.—Judgment affirmed.

This opinion will not be published. See WIS. STAT.
RULE 809.23(1)(b)4.

15