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

Defendant Ronald J. Ramos appeals a judgment following the demonstration judge directed a decision in support of plaintiff Home Federal Discounts & Loan Connection (Family Government) of Ramos’s accountability to your an unsecured loan warranty. I affirm.

Thomas Lynn, a major loan officer having House Government, discussed the brand new agreement which have Brooks and you may waiting around three records-the borrowed funds modification contract, the promissory notice together with [229 Cal

Offender Ramos are chairman of your Ramos/Jensen Company (R/J Co.), a california organization. R/J Co. is the overall mate from a finite union, the new Peacock Ridge Team (Peacock), designed to accomplish the Peacock Ridge build project. Ranging from September 1983 and you will March 1985, plaintiff House Federal loaned nearly $seven.cuatro billion to your Peacock partnership. Each one of the five os.

At that point, Peacock owed good-sized figures during the accrued attract along with other personal debt in connection with the project. Home Federal approved a „work-out contract“ where it forgave just about $one hundred,100000 of one’s interest and you can agreed to financing Peacock an additional $fifty,000. In exchange, Peacock assured to do good promissory notice to own $150,one hundred thousand safeguarded of the your own warranty signed by Ramos.

The newest workout arrangement was discussed on behalf of Peacock because of the Arthur Brooks, an enthusiastic R/J Co. staff member. App. three-dimensional 1612] individual guarantee-which he brought to Brooks for the intended purpose of getting Ramos’s signature. Brooks returned all about three finalized files so you’re able to Lynn to the December 18, 1986.fn. 1

The promissory notice provided a trademark line for „Ronald J. Ramos, President“ from R/J Co. since standard companion regarding Peacock. Ramos closed brand new file „R.J. Ramos, Pres.“ The non-public guarantee integrated the second surgical vocabulary:

By the November 1986, financial difficulties toward project caused Peacock so you can default toward Home Federal funds

„Within the said of financing on Relationship to help you Borrower, I, Ronald J. Ramos (Guarantor), certainly and you may for any reason be sure and you may promise to invest to help you Relationship, otherwise the person who Association instructions me to spend, any and all indebtedness away from Borrower so you can Association confirmed by, or in in whatever way related to the borrowed funds (in addition to although not simply for more enhances or financing) and/or note, also to perform the covenants and you will agreements regarding Debtor found in the note otherwise any protection arrangement ranging from Borrower and you may Organization.“ The fresh trademark range in the bottom of file delivered to the trademark regarding „Ronald J. Ramos.“ As an alternative, Ramos signed it he previously signed the fresh promissory mention: „Roentgen.J. Ramos, Pres.“

Whenever Peacock defaulted towards the the fresh note and you can Domestic Federal introduced match so you can impose new warranty, Ramos defended on to the floor that their signature once the „Pres.“ conveyed an intention to bind only R/J Co. rather than themselves physically with the guarantee. On intimate of all facts, the demo judge offered Household Federal’s motion to own a led decision, finishing it had been limited by the newest court’s choice inside the Sebastian Around the world, Inc. v. Peck (1987) 195 Cal. Software. 3d 803 [240 Cal. Rptr. 911].

I start off with a word regarding the proceeding posture of one’s instance. The newest demo judge directed a decision against Ramos, finishing there is certainly no conflict within the [229 Cal. Software. three dimensional 1613] the relevant foundational research and you may assuming in itself limited by an earlier Judge from Appeal decision. (See fundamentally Vehicles Equity Transformation, Inc. v. Superior Courtroom (1962) 57 Cal. 2d 450, 455 [20 Cal. Rptr. 321, 369 P.2d 937].) [2a] Despite the absence of a managing appellate decision, yet not, the fresh new judge is actually correct in payday loans Broomfield the choosing one to zero jury question is actually exhibited. Just like the Finest Courtroom said in Parsons v. Bristol Invention Co. (1965) 62 Cal. 2d 861 [forty-two Cal. Rptr. 767, 402 P.2d 839], „The translation of a composed software, although it pertains to what might securely getting named concerns out-of fact [citation], is largely a judicial function to be resolved with respect to the fundamentally approved canons off interpretation therefore, the purposes of brand new tool tends to be given impact. . It is therefore entirely an official means to understand an authored instrument unless of course the latest translation turns upon the credibility from extrinsic research.“ (Id. at p. 865; see as well as Medical Procedures Government, Inc. v. Federal Health Labs, Inc. (1986) 176 Cal. Software. three-dimensional 886, 891-892 [222 Cal. Rptr. 455].) [2b] Here, since the functions presented absolutely nothing related and no contradictory extrinsic research (get a hold of Pacific Gasoline & Elizabeth. 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 effective.L.R.3d 1373]), new trial court securely would not complete the fresh new translation of written guarantee with the jury. (Get a hold of Medical Operations Administration, supra, 176 Cal.Software.three-dimensional within p. 892, fn.4.) In addition, however, we once the examining courtroom take into account the research and you may understand the warranty de- novo. (Parsons, supra, 62 Cal.2d during the p. 866; Medical Procedures Management, supra, 176 Cal.Application.3d from the p. 891.)