Opinion
2013-01-17
ACADIA WOODS PARTNERS, LLC, Plaintiff–Respondent, v. SIGNAL LAKE FUND LP, et al., Defendants–Appellants. Dakota Partners, LLC, et al., Intervenors.
Siegel & Reiner LLP, New York (Carl D. Bernstein of counsel), for appellants. Mintz Levin Cohn Ferris Glovsky and Popeo, P.C., New York (Andowah A. Newton of counsel), for respondent.
Siegel & Reiner LLP, New York (Carl D. Bernstein of counsel), for appellants. Mintz Levin Cohn Ferris Glovsky and Popeo, P.C., New York (Andowah A. Newton of counsel), for respondent.
Judgment, Supreme Court, New York County (Shirley Werner Kornreich, J.), entered October 28, 2011, against defendants in the total amount of $6,042,751.23, unanimously affirmed, with costs. Appeal from order, same court and Justice, entered October 26, 2011, which granted plaintiff's motion for summary judgment in lieu of complaint and directed entry of judgment, unanimously dismissed, without costs, as subsumed in the appeal from the judgment.
Plaintiff made a prima facie showing of its entitlement to judgment as a matter of law by proffering defendants' unconditional guaranty, an instrument for the payment of money only, and an affidavit from plaintiff's managing director explaining defendants' default ( see Weissman v. Sinorm Deli, 88 N.Y.2d 437, 444, 646 N.Y.S.2d 308, 669 N.E.2d 242 [1996];Bank of Am., N.A. v. Solow, 59 A.D.3d 304, 304, 874 N.Y.S.2d 48 [1st Dept. 2009],lv. dismissed12 N.Y.3d 877, 883 N.Y.S.2d 172, 910 N.E.2d 1001 [2009] ).
Defendants failed to raise a triable issue of fact as to the enforceability of the guaranty, as their contentions are entirely premised upon the alleged unenforceability of the underlying note. These arguments are unavailing, given that the guaranty is a “separate undertaking” ( American Trading Co. v. Fish, 42 N.Y.2d 20, 26, 396 N.Y.S.2d 617, 364 N.E.2d 1309 [1977] ) and a “self-standing document[ ]” ( European Am. Bank v. Competition Motors, 182 A.D.2d 67, 72, 586 N.Y.S.2d 816 [2d Dept. 1992];see Eurotech Dev. v. Adirondack Pennysaver, 224 A.D.2d 738, 739, 636 N.Y.S.2d 956 [3d Dept. 1996] ). Moreover, paragraph five of the guaranty explicitly disclaims defenses pertaining to the “invalidity, irregularity or unenforceability” of the note ( see Citibank v. Plapinger, 66 N.Y.2d 90, 93, 495 N.Y.S.2d 309, 485 N.E.2d 974 [1985];Lloyds Bank v. McCormick & Pryor, 235 A.D.2d 292, 652 N.Y.S.2d 707 [1st Dept. 1997] ).