Accused Ronald J. Ramos appeals a judgment following trial courtroom brought a verdict and only plaintiff Domestic Government Discounts & Loan Connection (Home Government) out of Ramos’s responsibility to your a personal loan guaranty. I affirm.
Thomas Lynn, a major loan officer to have Home Government, negotiated the fresh new contract having Brooks and wishing around three files-the borrowed funds modification agreement, the fresh new promissory mention therefore the [229 Cal
Defendant Ramos is actually chairman of one’s Ramos/Jensen Organization (R/J Co.), a ca company. R/J Co. is actually the overall partner away from a limited connection, the brand new Peacock Ridge Organization (Peacock), shaped doing the latest Peacock Ridge build project. Anywhere between September 1983 and you can March 1985, plaintiff Family Federal loaned nearly $7.cuatro million to your Peacock commitment. Each one of the five os.
At that time, Peacock owed good figures for the accrued notice together with other financial obligation to the the project. Home Government recognized a great “exercise arrangement” in which it forgave all but $one hundred,100 of interest and accessible to loan Peacock a supplementary $50,000. In exchange, Peacock assured to do a good promissory note to have $150,100000 safeguarded by a personal guaranty closed because of the Ramos.
The latest work out arrangement was discussed on the behalf of Peacock of the Arthur Brooks, an enthusiastic Roentgen/J Co. staff member. Application. three dimensional 1612] private guarantee-which he taken to Brooks with regards to obtaining Ramos’s signature. Brooks came back every about three closed files to help you Lynn to your December 18, 1986.fn. step 1
This new promissory note given a trademark line to own “Ronald J. Ramos, President” out of R/J Co. once the general lover away from Peacock. Ramos signed the file “Roentgen.J. Ramos, Pres.” The personal guaranty integrated the following operative language:
By November 1986, financial difficulties towards endeavor triggered Peacock to default with the House Federal financing
“For the idea of one’s mortgage throughout the Organization in order to Debtor, I, Ronald J. Ramos (Guarantor), absolutely and you will unconditionally make certain and you will promise to blow to help you Organization, or the person who Association instructions me to spend, any indebtedness off Debtor so you’re able to Relationship evidenced because of the, or perhaps in in whatever way pertaining to the borrowed funds (plus not restricted to additional advances or money) or the notice, and also to carry out every covenants and you can plans of Debtor present in the latest notice or people coverage contract between Borrower and you will Relationship.” The new signature line towards the bottom of document provided for the latest trademark out of “Ronald J. Ramos.” Instead, Ramos closed it he’d closed the new promissory note: “R.J. Ramos, Pres.”
Whenever Peacock defaulted with the the latest note and you can Household Federal put match in order to demand brand new guaranty, Ramos defended on the floor you to definitely his signature while the “Pres.” expressed a purpose in order to bind merely Roentgen/J Co. and never themselves in person for the guaranty. On intimate of the many facts, the fresh demonstration legal provided House Federal’s actions to have a directed verdict, concluding it actually was limited by brand new court’s decision when you look at the Sebastian Global, Inc. v. Peck (1987) 195 Cal. Application. three dimensional 803 [240 Cal. Rptr. 911].
I start off with a keyword regarding the procedural pose of the circumstances. The fresh demo court directed a verdict facing Ramos, concluding there is certainly zero argument during the [229 Cal. Software. three-dimensional 1613] the relevant foundational research and you may assuming in itself limited by an early Judge off Attention choice. (See generally Vehicles Equity Sales, Inc. v. Advanced Courtroom (1962) 57 Cal. 2d 450, 455 [20 Cal. Rptr. 321, 369 P.2d 937].) [2a] Despite the absence of a regulating appellate decision, but not, new court was correct in choosing one no jury matter try shown. Once the Finest Court informed me inside the Parsons v. Bristol Advancement Co. (1965) 62 Cal. 2d 861 [49 Cal. Rptr. 767, 402 P.2d 839], “The fresh interpretation out-of a written software, whilst it relates to what would properly getting called http://www.paydayloancolorado.net/paonia/ issues away from facts [citation], is essentially an official means getting worked out depending on the essentially acknowledged canons out of interpretation so the reason for this new appliance tends to be offered perception. . It is therefore solely a judicial setting in order to interpret a composed software unless new interpretation turns upon the brand new trustworthiness from extrinsic proof.” (Id. at the p. 865; find along with Scientific Operations Management, Inc. v. National Wellness Laboratories, Inc. (1986) 176 Cal. App. three-dimensional 886, 891-892 [222 Cal. Rptr. 455].) [2b] Right here, just like the functions displayed little relevant with no contradictory extrinsic evidence (come across 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, forty An excellent.L.Roentgen.3d 1373]), the brand new demonstration court securely refused to submit brand new translation of the authored guarantee to your jury. (Find Scientific Operations Government, supra, 176 Cal.App.3d at the p. 892, fn.cuatro.) In addition, but not, we because reviewing court check out the proof and you can translate the fresh new warranty de novo. (Parsons, supra, 62 Cal.2d on p. 866; Medical Functions Government, supra, 176 Cal.Software.3d on p. 891.)
