Thomas R. Dumas v. First Federal Savings and Loan Association D/B/A Savannah First Federal, 654 F.2d 359, 1st Cir. (1981)
Thomas R. Dumas v. First Federal Savings and Loan Association D/B/A Savannah First Federal, 654 F.2d 359, 1st Cir. (1981)
Thomas R. Dumas v. First Federal Savings and Loan Association D/B/A Savannah First Federal, 654 F.2d 359, 1st Cir. (1981)
2d 359
Summary Calendar.
United States Court of Appeals,
Fifth Circuit.
Unit B
Aug. 27, 1981.
Lee & Clark, Fred S. Clark, Savannah, Ga., Joseph M. Glickstein, Jr.,
Jacksonville, Fla., for plaintiff-appellant.
Charles Rippin, Savannah, Ga., for defendants-appellees.
Appeal from the United States District Court for the Southern District of
Georgia.
Before RONEY, FRANK M. JOHNSON, Jr. and HENDERSON, Circuit
Judges.
PER CURIAM:
The district court denied the motion for temporary restraining order and granted
summary judgment in favor of the bank. The court concluded that the "letter
agreement" was not a binding contract and therefore unenforceable as a matter
of law. Plaintiff argues that the parties intended the letter agreement to be a
contract and that this issue of intent precludes the court from granting summary
judgment. The contention is not meritorious.
Plaintiff contends, however, that the parties intended to be bound by the terms
of the letter agreement and that the intent of the parties raises a disputed issue
For the reasons stated herein, judgment for the appellee is AFFIRMED.
Notably, the facts in the record bear out this conclusion. When plaintiff
submitted a draft of the purchase and sale agreement to the bank, it was not
merely restating the terms set forth in the two-page letter agreement. Instead
the draft contained twenty-two pages of terms and conditions, many of which
did not appear in the letter agreement. For example, the letter agreement made
no mention of buyer/seller indemnification agreements, certain loan repayment
terms, the type of warranty deed (limited or general), the payment of certain
expenses including taxes and the cost of a plat survey, the party to bear the risk
of loss prior to closing and the assignability of the agreement. All of these
matters are raised in the purchase and sale agreement. Read in tandem, the two
documents demonstrate that the letter agreement was merely a starting point for
a lengthier, more detailed final document, and not a final agreement