DANIEL GUENNI
v.
ADVANCE BUSINESS CAPITAL LLC, ETC.
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Daniel Guenni appealed a trial court judgment holding him liable under a personal guaranty he executed for his company's debt obligations. The trial court determined that Advance Business Capital LLC (Triumph) was a third-party beneficiary of the guaranty agreement between Guenni and TBK Bank and could therefore enforce it against Guenni. The appellate court affirmed, finding that Triumph qualified as an affiliate of TBK Bank and that the contracting parties intended to benefit Triumph.
Triumph is a third-party beneficiary of the guaranty agreement and has standing to enforce it against Guenni. The court held that Triumph satisfied the third-party beneficiary test because it is an affiliate of TBK Bank, the contracting parties intended to secure a benefit to Triumph, and they entered into the guaranty directly for Triumph's benefit.
[1] Under Texas law, a third party is an intended beneficiary of a contract when the contracting parties intended to secure a benefit to that third party and entered into the…
Previewing 1 of 1 headnotes on this case. FLexlaw’s editorially structured points of law — every proposition, pinpointed — are reserved for members.
Join FLexlaw to unlock all legal intelligence“a person seeking to establish third-party-beneficiary status must demonstrate that the contracting parties 'intended to secure a benefit to that third party' and 'entered into the contract directly for the third party's benefit.'”
Court quoting Texas precedent establishing the two-part test for third-party beneficiary status
Guenni executed a guaranty agreement with TBK Bank whereby he personally guaranteed payment obligations owed by his company, Vika Logistics, LLC, to T…
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Advance Business Capital LLC, etc., Appellee. An Appeal from the Circuit Court for Miami-Dade County, Alan Fine, Judge. Ricardo E. Pines, P.A., and Ricardo E. Pines, for appellant. Rennert Vogel Mandler & Rodriguez, P.A., and Thomas S. Ward; Ullman & Ullman, P.A., and Michael W. Ullman and Jared A. Ullman (Boca Raton), for appellee. Before SCALES, MILLER and GORDO, JJ.
PER CURIAM.
Appellant Daniel Guenni challenges a September 20, 2021 final judgment rendered by the trial court after it conducted a bench trial. In the final judgment, the trial court determined, under Texas law, that appellee Advance Business Capital, LLC, d/b/a Triumph Business Capital (“Triumph”) was a third-party beneficiary of a Guaranty agreement between Guenni and TBK Bank. Pursuant to the Guaranty, Guenni agreed to guarantee payment obligations that his company, Vika Logistics, LLC, owed to TBK Bank and the Bank’s “affiliates.” The trial court ruled that, under Texas law, Triumph had standing to enforce the Guaranty against Guenni and thereby recover monies owed by Vika to Triumph. We agree with the trial court that Triumph is an “affiliate” of TBK Bank, that Guenni and TBK Bank intended to secure a benefit for Triumph in the Guaranty, and that Guenni had entered into the Guaranty directly for Triumph’s benefit. First Bank v. Brumitt, 519 S.W. 3d 95, 102 (Tex. 2017) (“Specifically, a person seeking to establish third-party-beneficiary status must demonstrate that the contracting parties ‘intended to secure a benefit to that third party’ and ‘entered into the contract directly for the third party’s benefit.’” (quoting Stine v. Stewart, 80 S.W. 3d 586, 589 (Tex. 2002))).
Affirmed.