You are here: / / Language of a Guaranty Must Be Strictly Construed

Language of a Guaranty Must Be Strictly Construed

In finding that the language of defendant's (Hart's) guaranty to pay the debts of a business (Gotham) in which Hart had a financial interest did not support the interpretation that the guaranty extended to purchases made by Gotham after the guarantor sold his interest in the business, the Second Department explained the analytical criteria:

Gary Hart, who was then the vice president of Gotham …, and had a financial interest therein, executed a credit application and agreement (hereinafter the credit agreement) on behalf of Gotham on a preprinted form provided to him by the plaintiff, Solco … . Pursuant to the credit agreement, Solco agreed to sell and deliver goods to Gotham on credit. The form recited, in pertinent part:

“PERSONAL GUARANTEE OF PAYMENT AND AGREEMENT*****”the undersigned, being financially interested in the above customer, hereby, jointly and severally, unconditionally, guarantee payment when due of all indebtedness of the above customer including any amount currently due to [the plaintiff] as such indebtedness may exist from time to time together with interest and/or finance charges” … .

The guaranty contained no provision requiring the defendant to notify Solco in the event that his financial interest in Gotham was terminated. * * *

The terms of a guaranty are to be strictly construed …, and a guarantor should not be found liable beyond the express terms of the guaranty … . Moreover, since the language in question was part of a form contract prepared by Solco, any alleged ambiguity should be interpreted against Solco … . Further, in determining the meaning of contractual language, “a court should not read a contract so as to render any term, phrase, or provision meaningless or superfluous” …, but should give effect to all of the contract's provisions … . Solco Plumbing Supply Inc v Hart, 2014 NY Slip Op 08626, 2nd Dept 12-10-14

 

You might also like
Petitioner Did Not Demonstrate Need for Involuntary Assisted Outpatient Treatment/Case Presented an Exception to the Mootness Doctrine
ELEVATOR REPAIR COVERED UNDER LABOR LAW 240(1), STATIONARY LADDER WAS A SAFETY DEVICE, QUESTION OF FACT WHETHER THE LADDER AFFORDED ADEQUATE PROTECTION.
New York State Can Issue a License to Practice Law to an Undocumented Immigrant Authorized to Be In the United States by the Deferred Action for Childhood Arrivals Policy of the Federal Government
INDICTMENTS IN TWO COUNTIES RELATED TO THE SAME CONTINUOUS CONDUCT AND THE SAME VICTIM; DEFENDANT’S CONVICTION BY GUILTY PLEA IN NASSAU COUNTY AFTER A GUILTY PLEA IN SUFFOLK COUNTY VIOLATED THE DOUBLE JEOPARDY CLAUSE (SECOND DEPT).
FATHER DID NOT RECEIVE EFFECTIVE ASSISTANCE OF COUNSEL IN THIS CHILD SUPPORT PROCEEDING; NEW HEARING ORDERED (SECOND DEPT).
The Martin Rule, Which Prohibits Actions Against Unincorporated Associations Unless the Actions Complained of Were Authorized or Ratified, Does Not Prohibit Actions Against Individual Association Members
Alleged Failure to Secure Mirror Which Fell During Removal Required Jury Charge on “Falling Objects” Theory
THE UNINSURED PLAINTIFF WAS AWARDED TENS OF MILLIONS OF DOLLARS, INCLUDING FUTURE MEDICAL COSTS, AFTER TRIAL FOR AN INJURY WHICH LEFT HIM PARALYZED; DEFENDANT REQUESTED A COLLATERAL SOURCE HEARING PURSUANT TO CPLR 4545 BECAUSE PLAINTIFF MAY BE ABLE TO RECOVER FUTURE MEDICAL COSTS UNDER THE PATIENT PROTECTION AND AFFORDABLE CARE ACT; IN A MATTER OF FIRST IMPRESSION THE SECOND DEPARTMENT HELD DEFENDANT WAS ENTITLED TO A COLLATERAL SOURCE HEARING (SECOND DEPT).

Categories

Sign Up for the Mailing List to Be Notified When the Site Is Updated.

  • This field is for validation purposes and should be left unchanged.

Copyright © 2026 New York Appellate Digest, Inc.
Site by CurlyHost | Privacy Policy

Doctrine of Res Judicata Did Not Preclude Lawsuit Against Defendant Building... Analytical Criteria Re: the Validity of a Stipulation Explained