DEFENDANT MOVES TO DISMISS PLAINTIFF'S BREACH OF CONTRACT CLAIM FOR FAILURE TO STATE A CLAIM UNDER RULE 12(B)(6), ARGUING THE COMPLAINT DOES NOT PLEAD SUFFICIENT FACTS TO ESTABLISH THE EXISTENCE OF A VALID CONTRACT OR BREACH.
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Motion Type:    motion to dismiss
Jurisdiction:   SDNY
Court:          S.D.N.Y.
Version:        v1
Citations:      pending
Exported:       June 28, 2026 at 03:03 AM UTC
Run ID:         e93846be-3168-4b5e-aaa9-aa87f1645155
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NOTICE: This document is a draft generated for review purposes only. It does not constitute legal advice and is not court-filing ready.
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PRELIMINARY STATEMENT

Defendant respectfully moves this Court to dismiss Plaintiff's breach of contract claim pursuant to Rule 12(b)(6) of the Federal Rules of Civil Procedure. Plaintiff's complaint fails to allege sufficient facts to establish the existence of a valid contract or any breach thereof.

STATEMENT OF RELEVANT FACTS

On January 1, 2023, Plaintiff entered into a written services agreement with Defendant. Despite this agreement, Defendant did not deliver the contracted services and failed to provide any notice of its intent not to perform.

LEGAL STANDARD

In considering a motion to dismiss under Rule 12(b)(6), the Court must accept all factual allegations in the complaint as true and draw all reasonable inferences in favor of the plaintiff. However, the complaint must contain sufficient factual matter, accepted as true, to 'state a claim to relief that is plausible on its face.' NOTE: No verified legal citations were retrieved. This draft must be supplemented with properly researched authority before use.

ARGUMENT

Plaintiff's complaint does not adequately plead the existence of a valid contract. The mere existence of a written agreement does not suffice; Plaintiff must also demonstrate that the terms of the contract were clear and that Defendant's failure to perform constituted a breach. Here, the complaint lacks specific allegations regarding the terms of the contract and how Defendant's actions constituted a breach. Therefore, the claim should be dismissed for failure to state a claim.

CONCLUSION

For the reasons stated above, Defendant respectfully requests that this Court grant its motion to dismiss Plaintiff's breach of contract claim for failure to state a claim under Rule 12(b)(6).