Defendant Ronald J. Ramos is attractive a judgment after the demo courtroom brought a decision in favor of plaintiff Family Government Deals & Financing Relationship (Household Government) away from Ramos’s responsibility into an unsecured loan guaranty. We affirm.
Thomas Lynn, a primary loan manager to have Home Government, negotiated the fresh agreement that have Brooks and wishing about three records-the borrowed funds amendment contract, the latest promissory mention and the [229 Cal
Accused Ramos is actually chairman of one’s Ramos/Jensen Organization (R/J Co.), a ca enterprise. R/J Co. is actually the entire partner regarding a finite partnership, the fresh new Peacock Ridge Business (Peacock), designed accomplish the newest Peacock Ridge build enterprise. Anywhere between Sep 1983 and you will March 1985, plaintiff Household Federal loaned almost $seven.cuatro million with the Peacock relationship. Each of the four os.
At that point, Peacock due big sums from inside the accrued interest and had almost every other personal debt concerning the project. Home Government approved an excellent “workout arrangement” where they forgave all but $one hundred,100000 of your attention and wanted to loan Peacock an extra $50,100000. Inturn, Peacock guaranteed to execute a great promissory note to own $150,000 protected from the a personal guaranty signed from the Ramos.
The newest work out agreement are discussed on the behalf of Peacock of the Arthur Brooks, an enthusiastic Roentgen/J Co. employee. App. three dimensional 1612] individual warranty-he taken to Brooks with regards to obtaining Ramos’s signature. Brooks returned all about three closed data files to Lynn to your December 18, 1986.fn. 1
Brand new promissory notice offered a signature range having “Ronald J. Ramos, President” away from Roentgen/J Co. while the standard lover off Peacock. Ramos signed the latest file “R.J. Ramos, Pres.” The private guarantee included next operative vocabulary:
By the November 1986, financial difficulties into the enterprise brought about Peacock so you’re able to default towards Home Federal fund
“Within the thought of loan regarding Organization to Borrower, I, Ronald J. Ramos (Guarantor), definitely and you will for any reason make sure and pledge to invest so you’re able to Association, or whoever Connection sales us to spend, all indebtedness from Borrower so you’re able to Organization confirmed by, or in in whatever way regarding the mortgage (together with although not limited to most improves otherwise financing) or even the note, and carry out all of the covenants and you may agreements regarding Borrower contained in the fresh new notice otherwise people shelter arrangement between Borrower and you will Connection.” New trademark line at the end of document sent to the fresh trademark out-of “Ronald J. Ramos.” Instead, Ramos finalized it as he had finalized the latest promissory mention: “Roentgen.J. Ramos, Pres.”
Whenever Peacock defaulted into the the mention and you will Home Government introduced fit so you can impose brand new guarantee, Ramos defended on to the floor one his trademark as “Pres.” shown a purpose so you’re able to join simply Roentgen/J Co. rather than himself in person with the warranty. From the romantic of the many research, this new demonstration court supplied Household Federal’s activity getting a directed decision, finishing it actually was bound by brand new court’s decision in Sebastian Global, Inc. v. Peck (1987) 195 Cal. Software. 3d 803 [240 Cal. Rptr. 911].
I start out with a phrase about the procedural posture of one’s circumstances. The demonstration legal led a verdict up against Ramos, concluding there’s zero dispute in [229 Cal. Software. 3d 1613] the relevant foundational research and you may thinking alone limited by an earlier Legal out-of Desire decision. (See essentially Automobile Collateral Transformation, Inc. v. Superior Legal (1962) 57 Cal. 2d 450, 455 [20 Cal. Rptr. 321, 369 P.2d 937].) [2a] In its lack of a controlling appellate choice, yet not, brand new courtroom try best into the choosing one no jury concern is displayed. As the Finest Legal informed me from inside the Parsons v. Bristol Innovation Co. (1965) 62 Cal. 2d 861 [forty-two Cal. Rptr. 767, 402 P.2d 839], “Brand new interpretation out-of a created software, whilst it concerns what can securely be called concerns away from fact [citation], is essentially a judicial setting to get worked out according to essentially accepted canons away from interpretation so the purposes of new software could be offered perception. . So it is solely a judicial function in order to translate a created appliance until the newest translation turns on the brand new trustworthiness off extrinsic facts.” (Id. in the p. payday loans without checking account in Edgewater 865; come across along with Medical Procedures Administration, Inc. v. Federal Fitness Laboratories, Inc. (1986) 176 Cal. App. 3d 886, 891-892 [222 Cal. Rptr. 455].) [2b] Here, once the activities displayed nothing related with no conflicting extrinsic research (discover Pacific Fuel & Age. 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 A.L.R.three dimensional 1373]), new trial legal securely refused to complete brand new translation of created guaranty to the jury. (Pick Scientific Functions Administration, supra, 176 Cal.Application.three-dimensional from the p. 892, fn.cuatro.) Additionally, although not, we just like the evaluating courtroom consider the facts and you can interpret the latest guaranty de- novo. (Parsons, supra, 62 Cal.2d at p. 866; Medical Surgery Management, supra, 176 Cal.Application.three-dimensional at p. 891.)
