House Government Deals & Mortgage Assn. v. Ramos (1991)
Offender Ronald J. Ramos is attractive a judgment following the demonstration legal directed a verdict in favor of plaintiff Home Federal Offers & Mortgage Association (Family Government) away from Ramos’s responsibility towards the a personal loan guaranty. We affirm.
Thomas Lynn, a primary mortgage manager having Family Federal, negotiated brand new agreement which have Brooks and you can waiting three documents-the mortgage modification agreement, new promissory mention additionally the [229 Cal
Defendant Ramos was chairman of one’s Ramos/Jensen Organization (R/J Co.), a california corporation. R/J Co. are the general partner of a finite partnership, the brand new Peacock Ridge Organization (Peacock), formed to accomplish this new Peacock Ridge design opportunity. Anywhere between September 1983 and you can March 1985, plaintiff Family Federal loaned nearly $eight.cuatro billion into the Peacock connection. Each one of the five operating system.
At that time, Peacock due nice amounts within the accrued focus together with most other obligations about the the project. House Federal accepted an excellent “exercise contract” where they forgave all but $a hundred,one hundred thousand of your interest and offered to financing Peacock an extra $50,100. Reciprocally, Peacock promised to perform a beneficial promissory note to have $150,100 shielded from the an individual guaranty signed by Ramos.
Brand new work-out arrangement was discussed on behalf of Peacock by the Arthur Brooks, a keen R/J Co. personnel. Software. 3d 1612] individual warranty-that he brought to Brooks for the purpose of obtaining Ramos’s signature. Brooks returned all three signed data files so you can Lynn towards the December 18, 1986.fn. step one
The new promissory notice offered a trademark range having “Ronald J. Ramos, President” away from R/J Co. while the general partner regarding Peacock. Ramos finalized this new file “R.J. Ramos, Pres.” The non-public guarantee incorporated another medical vocabulary:
Because of the November 1986, financial difficulties towards the endeavor triggered Peacock to default toward House Government finance
“Into the believe of financing regarding Association so you’re able to Borrower, I, Ronald J. Ramos (Guarantor), seriously and unconditionally verify and you will vow to pay so you’re able to Organization, or anyone who Organization requests us to pay, any and all indebtedness out of Borrower so you can Association confirmed from the, or even in any way pertaining to the loan (including but not limited to more improves or fund) or even the notice, also to manage all the covenants and you can agreements regarding Borrower contained in the fresh note otherwise one security contract ranging from Borrower and you can Relationship.” The newest signature line at the bottom of your own file sent to the new signature regarding “Ronald J. Ramos.” Alternatively, Ramos signed it as he had signed the fresh new promissory notice: “R.J. Ramos, Pres.”
When Peacock defaulted towards the the brand new note and Household Federal put suit so you can enforce the newest warranty, Ramos defended on to the floor you to their signature because the “Pres.” shown a purpose so you’re able to join only Roentgen/J Co. and never himself yourself to your warranty. From the romantic of all proof, the fresh new demonstration court supplied Domestic Federal’s motion for a brought decision, finishing it was bound by the new court’s decision in Sebastian In the world, Inc. v. Peck (1987) 195 Cal. Software. three dimensional 803 [240 Cal. Rptr. 911].
I focus on a word regarding the procedural pose of one’s circumstances. The newest demo court directed a decision up against Ramos, finishing there is zero dispute in the [229 Cal. Software. three dimensional 1613] the appropriate foundational facts and thinking itself limited by an earlier Courtroom out of Desire decision. (Come across basically Vehicles Collateral Conversion, Inc. v. Advanced Court (1962) 57 Cal. 2d 450, 455 [20 Cal. Rptr. 321, 369 P.2d 937].) [2a] Even in its lack of a regulating appellate decision, but not, the fresh new judge is actually best for the deciding one to no jury matter was displayed. Since Finest Courtroom told me inside the Parsons v. Bristol Invention Co. (1965) 62 Cal. 2d 861 [forty-two Cal. Rptr. 767, 402 P.2d 839], “The latest translation out-of a composed means, whilst it involves what might securely feel named inquiries of truth [citation], is basically an official function are resolved according to generally accepted canons off interpretation and so the purposes of the brand new instrument can be offered perception. . It is therefore exclusively a judicial function so you can interpret an authored appliance except if the latest interpretation turns on the fresh new credibility away from extrinsic research.” (Id. at the p. 865; see also Scientific Functions Management, Inc. v. National Wellness Laboratories, Inc. (1986) 176 Cal. App. three-dimensional 886, 891-892 [222 Cal. Rptr. 455].) [2b] Here, because parties presented nothing related and no conflicting extrinsic research (look for Pacific Gas & Elizabeth. Co. v. Grams.W. Thomas Drayage an such like. Co. (1968) 69 Cal. 2d 33, 37 [69 Cal. Rptr. 561, 442 P.2d 641, 40 An excellent.L.R.three dimensional 1373]), the brand new demonstration legal safely refused to fill out this new interpretation of the created guarantee with the jury. (Select Scientific Operations Government, supra, 176 Cal.Software.three dimensional during the p. 892, fn.4.) Additionally, yet not, i due to the fact examining court take into account the evidence and you will translate the fresh new warranty de novo. (Parsons, supra, 62 Cal.2d in the p. 866; Scientific Procedures Administration Firestone Colorado loans, supra, 176 Cal.App.three dimensional on p. 891.)
