House Government Savings & Loan Assn. v. Ramos (1991)

Offender Ronald J. Ramos is attractive a judgment after the demo courtroom brought a verdict in favor of plaintiff House Federal Deals & Loan Association (Home Federal) off Ramos’s responsibility with the a personal bank loan warranty. I affirm.

Thomas Lynn, a major mortgage officer to have Domestic Government, discussed the contract having Brooks and you will wishing around three data-the mortgage modification arrangement, the fresh new promissory notice additionally the [229 Cal

Defendant Ramos are chairman of your Ramos/Jensen Team (R/J Co.), a ca corporation. R/J Co. was all round partner away from a limited commitment, the Peacock Ridge Providers (Peacock), formed to accomplish the brand new Peacock Ridge framework project. Between September 1983 and you can February 1985, plaintiff House Government loaned almost $seven.cuatro mil towards the Peacock connection. All the four os.

At that point, Peacock due substantial sums when you look at the accrued appeal and had other financial obligation about the your panels. Home Federal accepted an excellent “exercise contract” in which it forgave all but $100,one hundred thousand of one’s attention and you will accessible to mortgage Peacock an extra $fifty,one hundred thousand. In return, Peacock guaranteed to do a beneficial promissory mention to own $150,100000 shielded from the your own warranty closed of the Ramos.

The latest work-out contract are negotiated with respect to Peacock by Arthur Brooks, a keen R/J Co. worker. Software. 3d 1612] private guarantee-that he delivered to Brooks for the intended purpose of getting Ramos’s signature. Brooks returned the about three signed files to help you Lynn into the December 18, 1986.fn. 1

The latest promissory notice given a trademark line to have “Ronald J. Ramos, President” away from Roentgen/J Co. since the general partner from Peacock. Ramos closed the latest document “Roentgen.J. Ramos, Pres.” The personal guarantee provided the next surgical words:

Of the November 1986, financial hardships with the venture caused Peacock to default towards Domestic Federal funds

“For the thought of loan on the Connection to Borrower, We, Ronald J. Ramos (Guarantor), seriously and you will for any reason make sure and you will pledge to expend to help you Association, otherwise the person who Association instructions us to spend, every indebtedness regarding Borrower so you can Relationship evidenced by, or perhaps in in any manner regarding the loan (together with but not limited by more advances or loans) or even the mention, also to manage all covenants and plans regarding Debtor contained in the newest notice otherwise people protection agreement ranging from Borrower and you may Association.” The fresh signature line towards the bottom of the document delivered to the fresh trademark regarding “Ronald J. Ramos.” Instead, Ramos finalized it he’d closed the newest promissory mention: “Roentgen.J. Ramos, Pres.”

When Peacock defaulted to your new note and you will Home Federal produced fit to enforce new guaranty, Ramos defended on to the ground you to definitely his trademark once the “Pres.” conveyed an intention so you can join simply Roentgen/J Co. and not himself in person with the guaranty. In the close of the many proof, loans Mead the new demo courtroom supplied Household Federal’s actions to own a directed decision, finishing it was limited by the court’s choice during the Sebastian Around the world, Inc. v. Peck (1987) 195 Cal. Application. three-dimensional 803 [240 Cal. Rptr. 911].

We start out with a phrase concerning procedural posture of your own case. The fresh demonstration judge directed a decision against Ramos, finishing you will find zero argument in the [229 Cal. Application. 3d 1613] the relevant foundational research and thinking in itself bound by an early Courtroom from Appeal decision. (Come across fundamentally Vehicles Collateral Conversion, Inc. v. Superior Legal (1962) 57 Cal. 2d 450, 455 [20 Cal. Rptr. 321, 369 P.2d 937].) [2a] Inside the absence of a controlling appellate choice, although not, the brand new court is correct inside the determining you to zero jury concern was exhibited. Because Supreme Courtroom explained when you look at the Parsons v. Bristol Invention Co. (1965) 62 Cal. 2d 861 [44 Cal. Rptr. 767, 402 P.2d 839], “This new translation regarding a created software, although it pertains to what can properly become entitled issues regarding fact [citation], is basically an official means becoming worked out depending on the generally accepted canons from interpretation and so the purposes of the device may be offered impression. . So it is solely a judicial setting to help you translate a composed software until the fresh interpretation converts through to the new credibility out of extrinsic evidence.” (Id. within p. 865; select together with Scientific Businesses Administration, Inc. v. National Wellness Laboratories, Inc. (1986) 176 Cal. Software. 3d 886, 891-892 [222 Cal. Rptr. 455].) [2b] Here, since events displayed little associated no conflicting extrinsic facts (look for Pacific Fuel & E. Co. v. G.W. Thomas Drayage an such like. Co. (1968) 69 Cal. 2d 33, 37 [69 Cal. Rptr. 561, 442 P.2d 641, 40 An effective.L.R.three dimensional 1373]), the latest trial legal safely would not fill in the fresh new translation of written warranty into the jury. (Select Scientific Procedures Administration, supra, 176 Cal.Application.three dimensional on p. 892, fn.4.) Simultaneously, but not, i since examining courtroom take into account the facts and you will translate the latest warranty de novo. (Parsons, supra, 62 Cal.2d from the p. 866; Scientific Businesses Management, supra, 176 Cal.Software.three-dimensional on p. 891.)