Under Florida law, a person who holds himself out as a partner is liable to any person who has given credit on the strength of the representation. Fla.Stat. Ann. § 620.635 (1977);F.J. Dubos Co. v. Jones, 34 Fla. 539, 16 So. 392 (1894) (quoted in Country Clubs of Sarasota, Ltd. v. Zaun Equipment, Inc., 350 So.2d 539, 543 (Fla.Dist.Ct.App. 1977) (Smith, J., concurring and dissenting)). While the relevant statute is limited on its face to situations involving the extension of credit, courts interpreting the statute or applying its common-law analog have not adhered to this restriction. See, e.g., Greenfield v. Cohen, 432 So.2d 574 (Fla.Dist.Ct.App. 1983) (landlord required only one signature on lease on faith of representation that the three tenants were partners); Country Clubs of Sarasota, Ltd. v. Zaun Equipment, Inc., 350 So.2d 539 (Fla.Dist.Ct.App. 1977) (writ of garnishment served on general partner as shown in certificate of limited partnership sufficient as service on limited partnership, despite previous assignment of general partnership rights).
Other jurisdictions have reached differing conclusions when faced with the question whether statutes authorizing service on agents of foreign corporations are personal or constructive. Some courts have held that there can be no personal service upon a corporation because it is a fictitious entity and service on its agents is necessarily constructive, Country Clubs of Sarasota, Ltd. v. Zaun Equip., Inc., 350 So.2d 539 (Fla.Dist.Ct.App. 1977). Others have merely ruled that statutes governing service on corporations should receive strict compliance, Mason v. Freeman Nat'l Printing Equip. Co., 51 Ill. App.3d 581, 366 N.E.2d 1015 (1977); Center v. St. Peter's Episcopal Church, 11 Ohio St.2d 64, 227 N.E.2d 599 (1967); Marathon Battery Co. v. Kilpatrick, 418 P.2d 900 (Okla. 1965).
Service properly effectuated on a corporation or limited partnership by serving the designated agent is characterized as personal service and not substituted service. See Country Clubs of Sarasota, Ltd. v. Zaun Equipment, Inc., 350 So. 2d 539, 542 (Fla. 1st DCA 1977). This service is deemed to give legally effective notice to the corporation or limited partnership of the pending litigation.
When the general partner of a limited partnership is a corporation, service is made on the corporation's officers or agents, pursuant to section 48.081, Florida Statutes.See Country Clubs, Etc. v. Zaun Equipment, Inc., 350 So.2d 539, 542 (Fla. 1st DCA 1977). "Service of process on one partner gives a court jurisdiction over the partnership and authorizes it to render a judgment binding on the partner served and the partnership property." See Louis Benito Advertising v. Brown, 517 So.2d at 776.
Service on a corporation's registered agent is effective notice to the corporation of the pending litigation. §§ 48.081(3), 48.091, Fla. Stat. (1989); see also Country Clubs of Sarasota, Ltd. v. Zaun Equip., Inc., 350 So.2d 539, 542 (Fla. 1st DCA 1977). Service is not vitiated by the registered agent's failure to give the corporation notice that it had received suit papers on its behalf. Leasefirst v. Allied Mach. of S. Fla., Inc., 597 So.2d 415 (Fla. 4th DCA 1992).
In addition to a demonstration of excusable neglect, many courts have indicated the necessity of a meritorious defense in order to vacate a default. Barber, supra; Country Clubs of Sarasota, Ltd. v. Zaun Equipment, Inc., 350 So.2d 539 (Fla. 1st DCA 1977); Chase Federal Savings and Loan Association v. Sober, 455 So.2d 1161 (Fla. 3d DCA 1984). Appellant has acted with due diligence seeking vacation of his default and his response to plaintiff's complaint indicates a meritorious defense.
368 So.2d at 404. In Country Clubs of Sarasota, Ltd. v. Zaun Equipment, Inc., 350 So.2d 539, 543 (Fla. 1st DCA 1977), this court observed that the purpose of default is "to speed a cause and prevent a defendant from impeding the plaintiff in the prosecution of his claim" but that defaults are not intended "to furnish an advantage to a plaintiff so that a defense may be defeated or judgment reached without the difficulty that arises from a contest by the defendant." See, North Shore Hospital v. Barber, 143 So.2d 849 (Fla. 1962), in which the Florida Supreme Court noted its longstanding policy of liberality towards vacating defaults and held that if there is any reasonable doubt in the matter of vacating a default, it should be resolved in favor of granting the application and allowing the trial on the merits.
PER CURIAM. Affirmed. Talianoff v. Ashanti Enterprises, Inc., 382 So.2d 856 (Fla. 3d DCA 1980); Country Clubs of Sarasota, Ltd. v. Zaun Equipment, Inc., 350 So.2d 539 (Fla. 1st DCA 1977); Sections 48.081(1)(d) and 48.091(2), Florida Statutes (1979). Cf. Southeastern Mail Transport v. Amoco OilCompany, 402 So.2d 522 (Fla. 1st DCA 1981).
It relied on the supporting affidavit of Sollinger, which in essence stated that he was not an officer of Towne Management, Inc., the general partner of Cortez, as of December 1, 1980, when the summons and complaint were served on him. Even if, arguendo, we were to accept Cortez's argument that service upon one who is not an officer of a general partner at the time service is effected is ineffective to serve the limited partnership, see Country Clubs of Sarasota Ltd. v. Zaun Equipment, Inc., 350 So.2d 539 (Fla. 1st DCA 1977) (service on former partner ineffective), and Sunrise Beach, Inc. v. Phillips, 181 So.2d 169 (Fla. 2d DCA 1965) (service on former corporate officer ineffective), the trial court had before it these facts: (a) in October 1980, upon Cortez's motion, the trial court quashed service of process on different grounds; (b) Sollinger's affidavit did not indicate on what date prior to December 1, 1980, he ceased to be an officer, whether the cessation was bona fide, or the connection, if any, he continued to have with Towne Management, Inc. or Cortez; (c) the plaintiff had no actual notice, nor could it have been on notice through any available public record, that Sollinger was no longer an officer of the general partner, compare Sunrise Beach, Inc. v. Phillips, supra (holding that service upon former corporate officer who, as the plaintiffs were well aware, was no longer connected with the company when service was effected, was invalid); (d) Sollinger was served at a Clearwater, Florida, addr
Florida cases on the issue of setting aside defaults reflect a policy favoring a liberal exercise of discretion on the part of the trial judge in setting aside defaults, so that all reasonable doubts should be resolved in favor of the defaulted party, permitting a determination of the controversy on the merits rather than upon procedural technicalities. Country Clubs of Sarasota Ltd. v. Zaun Equipment, 350 So.2d 539 (Fla. 1st DCA 1977). In this matter the complaint was filed by HRS on September 27, 1978, to determine paternity of a 12-year old child.