COMMERCIAL LAW
Melissa English
Beardsley v. Robert N. Jacobsen & Darlene F. Jacobsen Living Trust
In Beardsley v. Robert N. Jacobsen & Darlene F. Jacobsen Living Trust, 472 P.3d 500 (Alaska 2020), the supreme court held that a genuine dispute existed over whether a purchaser personally guaranteed the obligations of a bankrupt entity because the language in the guarantee was open to multiple interpretations, and therefore that summary judgment was inappropriate. (Id. at 510–11). In 2008, the purchasers made a deal with sellers to buy sellers’ entire ownership stake in Alaska Juneau Aeronautics (AJA). (Id. at 502). This purchase included a guarantee agreement, which stated that the parties intended for the purchasers to guarantee payment and performance of transactions on behalf of the entity they established to complete the purchase. (Id.). The parties settled a suit between themselves in 2010 and produced a second guarantee which bound the purchasers to the debts of the entity that they established to complete the initial purchase. (Id. at 503). AJA later defaulted on aircraft lease payments and declared bankruptcy. (Id.). In superior court, the parties disputed whether the purchasers were personally liable for damages related to AJA’s failure to make lease payments and granted the seller’s motion for summary judgment. (Id. at 503–04). On appeal, the supreme court examined the language of the 2008 guarantee, the 2010 guarantee, and leases from 2012 and determined that a reasonable person could find either parties’ arguments about whether the purchaser was personally liable to be true. (Id. at 505–10). Therefore, the supreme court held that there was disputed material facts sufficient to deny summary judgement, reversed the superior court’s order of summary judgment, and remanded for further proceedings. (Id. at 511).
