In reaching this conclusion, the Court is guided by analogous case law in which a plaintiff sought to invoke a promissory estoppel theory despite the existence of a writing indicating the parties' intent not to be bound before reaching a final contract. For example, in Mansfield Square, Ltd. v. Big Lots, Inc., No. 08AP-387, 2008 WL 5159930, at ¶ 4, *1 (Ohio Ct. App. Dec. 9, 2008), the parties had exchanged letters of intent negotiating the terms of a potential lease agreement, and the defendant's sole letter of intent expressly stated that “[n]o commitment by [defendant] shall be considered binding until all of the terms are reduced to a written lease ….” The Ohio court found that, under such circumstances, any reliance by the plaintiff on promises by the defendant to enter into the lease agreement was unreasonable as a matter of 9 law
BOA cites Mansfield Square, Ltd. v. Big Lots, Inc., 2008 WL 5159930 (Ohio Ct.App. Dec. 9, 2008) for the proposition that any reliance by Defendants was unreasonable because the loan documents did not permit oral modifications. However, this case is not applicable to the present case because Defendants are not seeking to enforce the term sheets of the modification/extension negotiations.