Opinion
6806 M–2279 Index 652594/15
06-07-2018
1471 SECOND CORP., Plaintiff–Appellant, v. NAT OF NY CORP., Defendant, Nando Ghorchian, also known as Nasser Ghorchian, Defendant–Respondent.
Woods Lonergan & Read PLLC, New York (James F. Woods of counsel), for appellant. Lonuzzi & Woodland, LLP, Brooklyn (John Lonuzzi of counsel), for respondent.
Woods Lonergan & Read PLLC, New York (James F. Woods of counsel), for appellant.
Lonuzzi & Woodland, LLP, Brooklyn (John Lonuzzi of counsel), for respondent.
Manzanet–Daniels, J.P., Tom, Andrias, Kapnick, Singh, JJ.
Order, Supreme Court, New York County (Cynthia Kern, J.), entered July 29, 2016, which granted defendant Nando Ghorchian's motion for summary judgment dismissing the complaint as against him, unanimously reversed, on the law, without costs, and the motion denied.
Defendant Ghorchian contends that he did not personally guaranty the lease between plaintiff and defendant NAT of N.Y. Corp., because, assuming he signed it, the document defines him as both guarantor and tenant and does not refer to NAT or to any lease with NAT. As a rule, "an interpretation of an instrument that would result in making a person or entity the guarantor of his, her or its own debt must be rejected" ( 150 Broadway N.Y. Assoc., LP v. Bodner, 14 A.D.3d 1, 8, 784 N.Y.S.2d 63 [1st Dept. 2004] ; see PNC Capital Recovery v. Mechanical Parking Sys., 283 A.D.2d 268, 726 N.Y.S.2d 394 [1st Dept. 2001], lv dismissed 96 N.Y.2d 937, 733 N.Y.S.2d 376, 759 N.E.2d 375 [2001], appeal dismissed 98 N.Y.2d 763, 751 N.Y.S.2d 846, 781 N.E.2d 911 [2002] ). However, this result is not required if the guaranty and lease are read together, under the settled principle that "agreements executed at substantially the same time and related to the same subject matter are regarded as contemporaneous writings and must be read together as one" ( Flemington Natl. Bank & Trust Co. [N.A.] v Domler Leasing Corp., 65 A.D.2d 29, 32, 410 N.Y.S.2d 75 [1978], affd 48 N.Y.2d 678, 421 N.Y.S.2d 881, 397 N.E.2d 393 [1979] ; see 1626 Second Ave. LLC v. Salsberg, 105 A.D.3d 432, 962 N.Y.S.2d 135 [1st Dept. 2013] ; Davimos v. Halle, 60 A.D.3d 576, 877 N.Y.S.2d 20 [1st Dept. 2009], lv denied 13 N.Y.3d 713, 2009 WL 4794486 [2009] ). Ghorchian contends that the purported guaranty was executed too long after the lease to be read together with it. However, the documents were executed as of the same date, and the guaranty refers to a lease with plaintiff for the premises described in the lease. Under the circumstances, issues of fact exist as to whether the guaranty was intended as a guaranty of NAT's obligations under the lease.
Ghorchian's alternative argument that a subsequent lease amendment discharged any obligation on the lease is contrary to the terms of the agreement.