8 I. The Zwirn Respondents Cannot Be Liable For Breach Of Contract 18 II. The Zwim Respondents Cannot Be Liable For Promissory Estoppel 21 III. The Zwirn Respondents Did Not Defraud FTC 22 A. Mr. Zwirn Never Made the Alleged Oral Promise 22 B. The Disclosures Were Not Fraudulent 24 C. Mr. Zwirn Did Not Pa