Arnold Palmer Golf Co. v. Fuqua Industries, Inc. case brief
summary
541 F.2d 584 (1976)
CASE FACTS
Plaintiff golf company filed a breach of contract action against defendant golf equipment manufacturer after defendant informed plaintiff that it did not intend to go through with a deal between the parties, which was culminated in a document denominated as a memorandum of intent. The district court granted summary judgment in defendant's favor, finding that the document was not a contract and that the parties were not bound until a definitive agreement satisfactory to both parties had been prepared, and plaintiff appealed.
DISCUSSION
CONCLUSION
The court reversed the district court's grant of summary judgment in favor of defendant golf equipment manufacturer, in plaintiff golf company's breach of contract action, and remanded for trial. The court held that whether the document signed by the parties was intended as a contract was a question of fact, which should not have been decided by the trial judge on a motion for summary judgment.
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541 F.2d 584 (1976)
CASE SYNOPSIS
Plaintiff golf company appealed the
judgment of the United States District Court for the Northern
District of Ohio, which granted summary judgment in favor of
defendant golf equipment manufacturer and dismissed its breach of
contract action against defendant, based on its finding that a
document denominated as a memorandum of intent was not a
contract.CASE FACTS
Plaintiff golf company filed a breach of contract action against defendant golf equipment manufacturer after defendant informed plaintiff that it did not intend to go through with a deal between the parties, which was culminated in a document denominated as a memorandum of intent. The district court granted summary judgment in defendant's favor, finding that the document was not a contract and that the parties were not bound until a definitive agreement satisfactory to both parties had been prepared, and plaintiff appealed.
DISCUSSION
- The court reversed and remanded for trial.
- The court held that the issue of the parties' intention was for resolution by the trier of fact, and consideration of the entire document and the relevant circumstances surrounding its adoption, including extrinsic evidence, was required to determine the parties' intention.
- The court further held that whether the parties contractually obligated themselves to prepare a definitive agreement in accordance with the memorandum of intent was a question of fact, which could not have been decided on a motion for summary judgment.
- Finally, the court held that whether plaintiff could recover lost profits required further proof.
CONCLUSION
The court reversed the district court's grant of summary judgment in favor of defendant golf equipment manufacturer, in plaintiff golf company's breach of contract action, and remanded for trial. The court held that whether the document signed by the parties was intended as a contract was a question of fact, which should not have been decided by the trial judge on a motion for summary judgment.
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