Arnold v. Indcon, L.P.
| Decision Date | 09 January 1996 |
| Docket Number | A95A2679,Nos. A95A2678,s. A95A2678 |
| Citation | 466 S.E.2d 684,219 Ga.App. 813 |
| Parties | ARNOLD v. INDCON, L.P. INDCON, L.P. v. ARNOLD. |
| Court | Georgia Court of Appeals |
Landlord and tenant. Fulton State Court. Before Judge Wright.
Wagner & Johnston, Ralph A. Jordan, Benjamin C. Abney, Atlanta, for appellant.
Holt, Ney, Zatcoff & Wasserman, Stephen C. Greenberg, Atlanta, for appellee.
In Case No. A95A2678, H. Ross Arnold appeals the trial court's order granting summary judgment to Indcon, L.P., the plaintiff in the underlying action on a guaranty. In Case No. A95A2679, Indcon contends the trial court made factual errors in its order granting summary judgment.
On November 2, 1993, Arnold executed a document titled Lease Agreement Exhibit C Guaranty of Lease. On November 3, 1993, Indcon, as landlord, and Millwork Brokers, Inc., as tenant, executed a commercial lease for certain office and warehouse space located in Fulton County. Indcon and Millwork Brokers also initialed the Lease Agreement Exhibit C Guaranty of Lease document. Thereafter, Millwork Brokers defaulted, and Indcon demanded payment from Arnold pursuant to the terms of the guaranty. Arnold failed to make payment and this suit followed.
1. On appeal, Arnold contends the guaranty is unenforceable because it is vague and indefinite. Pursuant to OCGA § 10-7-1, contracts of suretyship and guaranty are indistinguishable. OCGA § 10-7-3 provides that contracts of suretyship are subject to strict law; and the surety's liability will not be extended by implication or interpretation. (Citations and punctuation omitted.) Avec Corp. v. Schmidt, 207 Ga.App. 374, 375-376, 427 S.E.2d 850 (1993).
In the present case, the guaranty refers to the lease between Indcon and Millwork Brokers by its reference as Exhibit C to the lease agreement and the tenant's and landlord's initials at the bottom. Arnold avers that when he signed the guaranty it was not attached to any other documents. Even if we found that this fact created an ambiguity as to which lease the guaranty applied, the intention of the parties is not in question because during his deposition, Arnold admitted that when he signed the guaranty, he was guaranteeing the portion of the lease regarding the tenant's repayment of funds advanced by the landlord for improvements. Furthermore, the guaranty specifically delineated that Arnold guaranteed to the landlord the full and prompt payment of the tenant improvement amount as contemplated by paragraph 31 of the lease.
Our previous holdings in Parker v. Ga. Receivables, 215 Ga.App. 624, 451 S.E.2d 538 (1994) (); Avec Corp., supra (); and Stone v. Palm Pool Prod., 198 Ga.App. 751, 403 S.E.2d 69 (1991) () are factually distinguishable because the guaranties therein specifically referenced factors that...
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