Ordered the order is affirmed, with costs.
The plaintiffs own property in Southold, New York, known as the Baxter Farm. The plaintiffs contend that they duly accepted an offer by the defendants to purchase the Baxter Farm, and that several resolutions passed by the Suffolk County Legislature and the Town Board of the Town of Southold constituted a valid and enforceable contract and satisfied the Statute of Frauds. We disagree. Each resolution merely authorized the County of Suffolk to take certain actions with regard to the negotiation of the purchase of the Baxter Farm. None of the resolutions specifically satisfied the Statute of Frauds, in that a material element of the purchase was absent from the resolutions. At best the resolutions constituted an agreement to agree, and therefore are unenforceable under the Statute of Frauds. We find that the record does not indicate the terms of the divided purchases of the Baxter Farm. Consequently, there does not appear to be a meeting of the minds, and the parties never entered into a contract (see, Shepherd v. Whispering Pines, 188 A.D.2d 786; cf., Municipal Consultants Publs. v. Town of Ramapo, 47 N.Y.2d 144; Village of Lake George v. Town of Caldwell, 3 A.D.2d 550, affd 5 N.Y.2d 727).
We further find that the doctrine of equitable estoppel does not apply. A municipality may be subject to estoppel when a manifest injustice has resulted from actions taken in its proprietary or contractual capacity (see, Allen v. Board of Educ., 168 A.D.2d 403). Here, because the resolutions were not contractual in nature, the passage of the resolutions constituted a governmental act, and, therefore, the County of Suffolk was not bound by estoppel. Sullivan, J.P., Santucci, Goldstein and Florio, JJ., concur.