Solenne FoodsCorran Mill Bakery acquisition
Theme
Your decisions
Four answers are needed from you, in three decisions. Each one shows who recommends it, what it costs and what each answer releases. Nothing is recorded until you record it.
The path from options to a recorded answer
- Read the optionsEach shows who recommends, what it costs and what it releases
- Ask ImogenA legal question goes to her in the room before you decide
- Record your answerAgainst the exact draft version or the exact estimate
- Imogen releasesVersion 10 to the seller, or the transition services work
Decision 1 of 3
Indemnity cap
- Due
- Oct 7
- Waiting
- 8 days
- Fee
- Inside the fixed fee
Who recommends. Imogen Varley set the drafting position on the cap and sent you two options, each with her reasons. She does not choose for you: the cap is a business point and the choice is yours.
| Your answer | What you record | What it releases |
|---|---|---|
| Choose one of Imogen's two options | Your choice, against purchase agreement version 9 | Version 10 is drafted with it, checked against every rejected entry in the register, and released to the seller by Imogen Varley. |
| Ask Imogen a question first | The question, in Questions and files | Nothing yet. Imogen answers any legal point before you choose. |
| Leave it open past Oct 7 | Nothing | Version 10 cannot carry the cap. It stays open in the register, whatever was said on the call. |
If it waits: seller counsel sent its comments as a marked-up file and the cap was discussed only in a call, so nothing from the call counts. The cap stays open until you record a choice.
Decision 2 of 3
Escrow release timing and working capital adjustment collar
- Due
- Oct 7
- Waiting
- 5 and 3 days
- Fee
- Inside the fixed fee
Who recommends. Imogen Varley decides which options reach you on each change. Philomena Trevelyan keeps both in the register against version 9.
| Your answer | What you record | What it releases |
|---|---|---|
| Decide both | Both choices, against version 9 | Both go into version 10, with the cap if that is decided too. |
| Decide one and ask about the other | The decided choice, and the question | The decided change goes into version 10. The other stays open until Imogen has answered. |
| Leave both open past Oct 7 | Nothing | Neither goes into version 10. Both stay open in the register. |
If it waits: a change that is not decided by Oct 7 cannot be written into version 10.
Decision 3 of 3
Transition services agreement estimate
- Due
- Oct 8
- Estimate
- $4,200
- Fee
- Outside the fixed fee
Who recommends. The seller asked for the agreement on Sep 21. Imogen Varley decided it is needed and that it needs no outside specialist. Darius Okonkwo sent you the estimate and holds the draft until you decide.
| Your answer | What you record | What it releases |
|---|---|---|
| Accept at $4,200 | Your approval of this estimate, for this request only | Imogen Varley starts the agreement after Oct 8, and Darius Okonkwo tracks the time against the estimate. |
| Narrow the scope | The narrower scope you want | Darius sends a revised estimate for it. No time is booked until you approve that estimate. |
| Decline | Your decision on the request | The decision stays on the matter record. The held draft stays held and no time is booked. |
Estimates outside the fixed fee so far: $6,500 for the employment counsel review and $3,800 for the trademark assignment review, both approved, so $10,300 in all. Accepting this one would bring the total to $14,500. Each approval covers its own request only.
Dates only you can move
These are not decisions, but the path to Oct 22 moves with them.
- Press the seller for the three lease assignment schedulesYou agreed to press the seller. The schedules are due from the seller on Oct 9.Oct 1
- Send the three supplier agreement factsCounterparty legal name, jurisdiction and parent company, with source documents. Conflict review cannot run without them.Oct 6
- Hold the Solenne board meetingThe signed consent is confirmed on the closing checklist on Oct 14.Oct 13
- Give Darius the lender's issue dateFor the financing commitment letter, which must clear Oct 16.Oct 5
Where each decision stands
Changes by version and decision state, and the matter checklist. Both read the live record.
Approvals
The fee estimates you approved and the two decisions that wait.