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MIMS Master Fund, L.P. v. Cambi

Citations: 2017 NY Slip Op 7943; 155 A.D.3d 449; 64 N.Y.S.3d 10Docket: 651693/16 4922 4921

Court: Appellate Division of the Supreme Court of the State of New York; November 13, 2017; New York; State Appellate Court

Original Court Document: View Document

Narrative Opinion Summary

MIMS Master Fund, L.P. successfully appealed a decision by the Supreme Court of New York County regarding a guaranty agreement with Joseph A. Cambi. The court, on November 14, 2017, modified the prior ruling, granting MIMS Master Fund’s motion for summary judgment on Cambi's liability under the guaranty and dismissing Cambi's counterclaim for fraud. The court found that Cambi executed an unconditional personal guaranty, obligating him for the performance of entities under his control in a partnership agreement. Cambi's claims of being unaware it was a personal guaranty and his allegations of fraudulent inducement were deemed insufficient to create factual disputes. The court rejected Cambi's arguments against the enforceability of the guaranty and determined that he failed to fulfill his obligations under it. The case was remanded for further proceedings, with no costs awarded.

Legal Issues Addressed

Dismissal of Fraud Counterclaim

Application: Cambi's counterclaim for fraud was dismissed as the court found no valid legal basis for the claim.

Reasoning: The court...dismissing Cambi's counterclaim for fraud.

Enforceability of Guaranty Agreement

Application: The court rejected Cambi's arguments against the enforceability of the guaranty, affirming its binding nature.

Reasoning: The court rejected Cambi's arguments against the enforceability of the guaranty and determined that he failed to fulfill his obligations under it.

Fraudulent Inducement and Lack of Awareness Defense

Application: Cambi's claims that he was unaware it was a personal guaranty and that he was fraudulently induced were insufficient to contest the guaranty's enforceability.

Reasoning: Cambi's claims of being unaware it was a personal guaranty and his allegations of fraudulent inducement were deemed insufficient to create factual disputes.

Interpretation of Unconditional Personal Guaranty

Application: The court found that Cambi executed an unconditional personal guaranty, holding him liable for the performance of entities under his control.

Reasoning: The court found that Cambi executed an unconditional personal guaranty, obligating him for the performance of entities under his control in a partnership agreement.

Remand for Further Proceedings

Application: The case was sent back to a lower court for further proceedings, with no costs awarded to either party.

Reasoning: The case was remanded for further proceedings, with no costs awarded.

Summary Judgment on Liability under Guaranty Agreement

Application: The court granted MIMS Master Fund's motion for summary judgment, establishing Joseph A. Cambi's liability under the guaranty agreement.

Reasoning: The court, on November 14, 2017, modified the prior ruling, granting MIMS Master Fund’s motion for summary judgment on Cambi's liability under the guaranty.