Please provide an IRAC for the following case. (IRAC: Issue, Rule, Application, Conclusion).

Gelman v. Buehler 986 N.E.2d 914 (N.Y. 2013) Plaintiff Geoffrey Gelman and defendant Antonio Buehler were recent business school graduates who decided to form a partnership in 2007. Buehler had proposed a plan to Gelman aimed at acquiring $600.000 from investors for the purpose of establishing a "search fund" to research and identify a business with growth potential. A second investor solicitation was contemplated to raise any additional funding needed to pay the purchase price of the targeted business. Buehler and Gelman were to manage the business with the goal of increasing its value until it could be sold at a profit-they referred to this future occurrence as the "liquidity event "-and the investors would share in the profits realized from the sale. Gelman accepted Buehler's proposal and the partnership was formed by oral agreement. Buehler and Gelman expected that the business plan would reach its objective in four to seven years. The partners apparently pursued prospective investors for several months, but Buehler withdrew from the venture after Gelman refused his demand for majority ownership of the partnership. As relevant to this appeal. Gelman sued Buehler for breach of contract, claiming that Buehler could not unilaterally terminate his obligations under the agreement. Buehler moved to dismiss the complaint on the ground that dissolution was permissible under Partnership Law $ 62( 1)(b) because the oral agreement did not include a "definite term or particular undertaking. " The trial court, known as the State Supreme Court in New York, granted Buehler's motion to dismiss, concluding that the complaint failed to allege that the partnership agreement provided for a definite term or a defined objective. The Appellate Division of the New York State Supreme Court reversed, reasoning that the complaint adequately described a "definite term " by its reference to the liquidity event and sufficiently alleged a "specific undertaking of acquiring a business and expanding it until the investors would receive a return on their capital investments. " Two justices dissented, concluding that the partnership was dissolvable at will because the oral agreement contained neither a definite term nor a particular undertaking. Buehler appealed. Graffeo, Judge New York partnership law, which reflects the Uniform Partnership Act], states that a partnership formed by oral agreement may be dissolved unilaterally if "no definite term or particular undertaking is specified" in the underlying agreement. Because the parties in this case did not sufficiently address either of these provisions in their oral contract, we conclude that there was no breach of contract when one party withdrew from the enterprise. . . + [Under New York law] a partnership may be dissolved "[b] y the express will of any partner when no definite term or particular undertaking is specified" in the partnership agreement. In this appeal, we are asked to decide whether the allegations in Gelman's complaint set forth a "definite term" or identify the particular objective sought to be achieved with the requisite specificity. Since the enactment of the Partnership Law in New York, courts in other jurisdictions have held that the commonly-used statutory phrase-a "definite term"-is intended to be durational in nature and refers to an identifiable termination date. A "particular undertaking" has been defined to require a specific objective or project that may be accomplished at some future time, although the precise date need not be known or ascertainable at the time the partnership is created (see e.g. Tropeano v. Dorman, 441 F.3d 69, 77- 78 ( Ist Cir. 2006) ("Business activities which may continue indefinitely are not 'particular' in nature and do not constitute particular undertakings"); Scholastic, Inc. v. Harris, 259 F.3d 73. 85-86 (2d Cir. 2001) . . .). Applying similar meanings to the terminology in Partnership Law $ 62(1)(b), we believe that Gelman's complaint lacks a fixed, express period of time during which the enterprise was expected to operate. Instead, the complaint alleges a flexible temporal framework: the parties were to solicit investments for an indefinite length of time; conduct an open-ended (possibly two-year) search for an unidentified business in an unknown business sector or industry; secure additional capital investments over the course of an unspecified period of time; and then purchase and operate the enterprise for an indeterminate duration (perhaps four to seven years) until a liquidity event would hopefully occur. Since the complaint does not set forth a specific or even a reasonably certain termination date, it does not satisfy the "definite term" element of section 62(1)(b).