Opinion
Nos. 4370, 4371.
March 22, 2011.
Order, Supreme Court, New York County (Eileen Bransten, J.), entered August 25, 2010, which, insofar as appealed from as limited by the briefs, granted plaintiffs motion for summary judgment as to liability on his first cause of action and denied defendants' motion for summary judgment dismissing the complaint, unanimously affirmed, without costs.
Katsky Korins LLP, New York (Mark Walfish of counsel), for appellants.
Stein Riso Mantel, LLP, New York (Gerard A. Riso of counsel), for respondent.
Before: Mazzarelli, J.P., Andrias, Catterson, Moskowitz and Román, JJ.
The terms of the agreement are unambiguous. Thus, resort to extrinsic evidence is inadmissible to vary the writing ( see W.W.W. Assoc. v Giancontieri, 77 NY2d 157, 162). The fact that the "Purchase Contract" had not yet been drafted does not alter our determination, since the agreement contemplates the execution of a "Purchase Contract" at some future date. We reject defendants' contention that "Purchase Contract" means anything other than that accorded to the term in ordinary usage; or that "Purchase Contract" is a distinct term of art rendering the document ambiguous. As the past consideration is "expressed in the writing" and was "proved to have been given or performed," the contractual obligation is valid (General Obligations Law § 5-1105).
We have considered defendants' remaining arguments and find them unavailing.