DECISION ORDER
ORDERED that the order is affirmed, with costs.
To succeed on a motion to dismiss pursuant to CPLR 3211(a)(1), the documentary evidence which forms the basis of the defense must be such that it resolves all factual issues as a matter of law, and conclusively disposes of the plaintiff's claim ( see Trade Source v. Westchester Wood Works, 290 A.D.2d 437). Here, the documentary evidence submitted by both parties flatly contradicted the factual claims alleged in the complaint ( see Morris v. Morris , 306 A.D.2d 449; Marjorie Hausman Realty Co. v. Klaver , 262 A.D.2d 613; Corporate Nat. Realty v. Philson Ltd., 232 A.D.2d 518). Accordingly, the Supreme Court properly dismissed the complaint.
Further, as the plaintiff failed to establish any contractual privity between itself and the proposed defendant, or that there was a meeting of the minds between the buyer and the seller on the essential terms of the sale ( see Salazar, Inc. v. Levy , 237 A.D.2d 583), the Supreme Court properly denied the plaintiff's cross motion for leave to amend the complaint to add a party defendant since "an amendment which is devoid of merit, and whose insufficiency or lack of merit is `clear and free from doubt' will not be permitted" ( Mathison v. Zocco, 207 A.D.2d 434, 435, quoting Hauptman v. New York City Health Hosps. Corp., 162 A.D.2d 588, 589).
The plaintiff's remaining contentions are without merit.
SMITH, J.P., McGINITY, H. MILLER and RIVERA, JJ., concur.