Security-First National Bank v. Baxter

MARKS, J. The plaintiff, a national banking association, passed through various mergers, consolidations and changes of name in the period of time covered by its business dealings with defendants. A number of documents which we will mention were executed to a predecessor of plaintiff under one of the former names. In this opinion we will refer to these documents as having been executed to plaintiff, it being understood that that term will include any of the various names by which it and its predecessors were legally known.

The defendants Kareldn K. Baxter and Mariam K. Baxter are husband and wife. Margaret Senam Baxter is their daughter. She was nineteen years of age at the time of the trial in July, 1930. The complaint, and her answer, were filed against and for her in her individual capacity. During the trial her father was appointed her guardian ad litem for the purpose of defending the action against her. No formal amendments of the pleadings seem to have been made. Prior to moving to California, Mr. and Mrs. Baxter, who were then known as Kareldn K. Bagdasarian and Mariam Bagdasarian, executed some of the documents involved here, under those names. "We will refer to them under the name of Baxter without regard to which name was used in any particular transaction.

In 1924 the Baxters were the owners of a vineyard in Fresno County. They were already indebted to the plaintiff and in the latter part of that year desired to borrow an additional sum of $15,000. They entered into negotiations with the officers of the plaintiff bank to secure the loan. The plaintiff was not satisfied with the security offered and extended negotiations followed which resulted in the following arrangements being made:

The California Packing Corporation, which was to handle the crop of the Baxters, advanced $5,000 in cash and agreed [332]to advance the further sums of $5,000 in May, and $5,000 in August, 1925, both of the latter sums to be paid to the plaintiff, provided that, in May, the condition of the grape crop on the Baxter property justified such advancement. Paul Mosesian agreed to pay these sums to the bank if the California Packing Corporation failed to do so, and in case he made such payments he was to receive the collateral which the Baxters gave the plaintiff for their loans. (Mosesian did not make the payments and the plaintiff retained the collateral.) On January 27, 1925, the plaintiff loaned the Baxters $10,000. The California Packing Corporation made the payments of $5,000 each, in May and August, 1925, to the plaintiff.