Walter Broderick & Associates, Inc. v. Monte Vista Lodge

BROWN (Gerald), P. J. Defendant Noel Tweed is president, defendant attorney Kenneth A. Barwick, secretary, defendant David L. Long, treasurer, and defendant Larkin M. DeHart, a director of defendant Monte Vista Lodge, a California corporation. All four individual defendants and the corporation appeal from a judgment against them for $25,894, plus $1,000 attorneys’ fees. The plaintiff concedes the impropriety of the attorneys’ fees against the corporation. The liability of the defendant corporation for the principal sum is unquestioned. The only issue is the liability of the individual defendants based upon their guarantee of the corporation’s obligations.

On July 1, 1964, the corporation purchased furniture and furnishings from plaintiff, obligating itself for security purposes under a conditional sales contract. Noel Tweed and Kenneth A. Barwick signed for the corporation. The time sale price was $76,687.48, payable in 35 monthly installments of $1,853, and a final installment of $1,832.48.

The next day, July 2, 1964, the individual defendants executed the following:

‘ ‘ Continuing guarantee

“For valuable consideration, the undersigned, jointly and severally, unconditionally guarantee and promise to pay to Walter Broderick and Associates, Inc., Interior Designers, La Mesa, California, in lawful money of the United States, any and all indebtedness of Monte Vista Lodge, specifically described in Conditional Sales Contract dated July 1, 1964, for furniture, draperies, window coverings, hardware and installation.

“The liability of Guarantors shall not exceed at any one time the sum of $70,000.

“Guarantors agree to pay a reasonable attorney’s fee and [245]all other costs and expenses which may be incurred by Walter Broderick and Associates in the enforcement of this Guarantee.

“In witness whereof, the undersigned Guarantors have executed this Guarantee this 2 day of July, 1964.

/s/ Kenneth A. Barwick, Sec.

Noel Tweed, Pres.

David L. Long, Treasurer

Larkin M. DeHart, Director”

To correct errors of listed furniture and mathematical calculations, Noel Tweed and Kenneth A. Barwick, for defendant corporation, signed another conditional sales contract dated August 14, 1964, covering the same and additional furniture and furnishings, and providing a time sale price of $94,721.84 payable in 35 monthly installments of $2,354, and a final installment of $2,331.84. A July 1 date on the second conditional sales contract was struck; the August 14, 1964, date replaced it.