Puckett v. Codisco, Inc.
| Decision Date | 04 November 1983 |
| Docket Number | No. 83-81,83-81 |
| Citation | 440 So.2d 596 |
| Parties | Charles PUCKETT, Appellant, v. CODISCO, INC., formerly known as Coastline Equipment of Tampa, Inc., a Florida corporation, and Fan World, Inc., a Florida corporation, Appellees. |
| Court | Florida District Court of Appeals |
Elizabeth Anne Goodale, Largo, for appellant.
Mary A. Edenfield of Mateer, Harbert, Frey, Bechtel & Phalin, P.A., Orlando, for appellees.
Codisco, Inc., obtained a $21,800.73 judgment against Fan World, Inc., and its president, Charles Puckett, for merchandise sold to Fan World, Inc. The court held that Puckett was liable for the obligations of Fan World, Inc., by reason of his execution of a credit application. The court declined to permit Puckett to introduce parol evidence directed toward showing that he signed the application only as president of Fan World, Inc., and not in his individual capacity.
The credit application is reproduced in full as follows:
NOTE: OPINION CONTAINS TABLE OR OTHER DATA THAT IS NOT VIEWABLE
The court reasoned that as a matter of law the printed language above Puckett's signature constituted a personal guaranty on his part.
The language in the credit application which refers to personal guaranty, and the omission of a reference to Puckett's corporate capacity next to his signature tend to support the court's ruling. However, there are other aspects of the credit application which suggest that Puckett signed it only in a representative capacity. The document recites that the undersigned applies for an extension of credit, and it is obvious from the information which is requested that the credit is being extended to Fan World, Inc. Thus, Fan World, Inc., could be expected to sign the application, thereby verifying the credit data. If Fan World, Inc., was to sign the application, merely writing the name of the corporation would not suffice. Someone would have to sign on the corporation's behalf and it would be logical for its president to do so. The guaranty reference to "payment of its accounts" is awkward, and the fact that the words "Fan World, Inc." appear to be written in handwriting different than Puckett's signature adds to the confusion. The handwritten bracketing of the signature lines may also have some significance.
Viewed as a whole, we cannot say that the credit application unambiguously points to personal liability. Cf. Steele v. Hallandale, Inc., 125 So.2d 587 (Fla. 2d DCA 1960), in which this...
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L & H Enterprises, Inc. v. Allied Bldg. Products Corp.
...to nonnegotiable instruments. We have, however, found cases from other states that reach similar conclusions. In Puckett v. Codisco, Inc., 440 So.2d 596 (Fla.App. 2 Dist.1983), the District Court of Appeal of Florida for the Second District was presented with a credit application similar to......
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United Siding Supply, Inc. v. Residential Imp. Services, Inc.
...have ruled similarly. See Volume Tire Co. v. O'Conner, 190 Ga.App. 242, 378 S.E.2d 415 (Ga.Ct.App.1989); Puckett v. Codisco, Inc., 440 So.2d 596 (Fla.Dist.Ct.App.1983); L & H Enterprises v. Allied Bldg., 88 Md.App. 642, 596 A.2d 672 (1991). In addition, at least two states have explicitly a......
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Diversified Realty, Inc. v. McElroy
...under which the document was executed. 3A W. Fletcher, Private Corporations § 1129 at 199 (1975). See Puckett v. Codisco, Inc., 440 So.2d 596 (Fla.Dist.Ct.App.1983) (credit application which refers to personal guaranty and which contains no reference to individual's corporate capacity next ......
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Solomon v. Betras Plastics, Inc.
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