Rosenbluth

Rosenbluth v. Prudential Securities, Inc.

Good Law
134 F. App'x 124
United States Court of Appeals for the Ninth CircuitMay 6, 2005No. 03-16843California692 words

Opinion

Lead Opinion

MEMORANDUM **

Jason M. Rosenbluth, M.D., alleges that Prudential Securities, Inc. (PSI) breached an oral contract regarding a venture capital fund called Galinet. The district court granted summary judgment for PSI and Rosenbluth appeals.

This court reviews an appeal from a grant of summary judgment de novo and considers the evidence in the light most favorable to Rosenbluth, the nonmoving *125 party. See Simo v. Union of Needletrades, Industrial & Textile Employees, 322 F.3d 602, 609 (9th Cir.2003). In this case, the evidence indicates that no binding contract, oral or otherwise, existed between the parties. On this basis alone, the decision of the district court is affirmed.

The parties’ intentions are determinative of the question of contract formation. See Dimario v. Coppola, 10 F.Supp.2d 213, 219-20 (E.D.N.Y.1998) (applying New York law); see also R.G. Group, Inc. v. Horn & Hardart Co., 751 F.2d 69, 74-75 (2d Cir.1984). The strongest evidence of the parties’ intent in this case is the merger clause contained in the draft limited partnership and operating agreements. Although these written documents do not constitute a contract because they lacked multiple material terms…

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