LAKELAND — The decision of a lower court that negated the claim of Monique M. Agia and Lisa Agia, co-trustees of the Agia Children Irrevocable Trust, against Fareed Ossi concerning a promissory note Ossi signed, was reversed by the Florida Second District Court of Appeals on April 6.

Ossi signed a promissory note, first as president of a corporation and again individually.  He claimed that he didn’t know he had signed individually because he is legally blind. The judges of the appeals court in their ruling said that the trial court erred in finding that Ossi was not individually liable on the promissory note.

“The note represented a loan from the Agias to the Lelia Corporation of St. Petersburg, Florida," court documents stated. "Mr. Ossi was a 25 percent owner of the Lelia Corporation and Monique and Lisa Agia's mother, Susan Agia, owned the remaining 75 percent.”  

When the Lelia Corporation defaulted on the note, the Agias sued Ossi individually.

In his defense, Ossi claimed fraud, saying that the Agias knew that he was legally blind and they never told him he was signing on a line that said “Fareed Ossi, individually.”  He said they told him he was signing on behalf of the Lelia Corporation. 

However, the appeals court said that Ossi presented no testimony to support his allegations of fraud. He just said that he “signed a bunch of documents, but never read any of them.”  He also alleged that he was unaware that he had signed a purchase money mortgage along with the note.

Defense counsel argued “that the note did not unambiguously show Ossi intended to be personally obligated." Thus, he argued that the court should consider parol evidence to determine in what capacity Ossi signed the note.

The legal dictionary defines parol evidence as “extraneous evidence such as an oral agreement (a parol contract), or even a written agreement, that is not included in the relevant written document. The parol evidence rule preserves the integrity of written documents by prohibiting the parties from attempting to alter the meaning of the written document through the use of prior oral or written declarations not referenced in the document.”

The appeals court said “Parol evidence may be considered when the manner in which a party signs a promissory note is such that the capacity in which the party signed is ambiguous.” 

Nevertheless, the appeals court said that there was no ambiguity created by the signatures. Ossi signed first "as President" of the Lelia Corporation and then signed a second time "individually." His first signature was clearly in a representative capacity, while the second time he signed, he did so "exactly as he would have if it had been his intention to bind himself individually."

In conclusion, the District Court of Appeal of Florida, Second District, ruled “Accordingly, we reverse the final judgment and remand for entry of a final judgment in favor of the Agias.” 

The order was signed by Judge Anthony K. Black and Judge Marva L. Crenshaw.

This ruling is not final until time expires to file a rehearing motion and, if filed, determined.

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