This offer will remain open until Xᚨ p.m (typically 5ᚨpm eastern time). on a specified DAY, and DATE, and will automatically expire unless accepted before that time. It is the intention of Buyer to offer employment after the sale to all of Seller's employees (then an employment agreement with terms must be communicated). Typically, some of the obligations, but not limited to that the Buyer and Seller may wish to incorporate to consummate a transaction anticipated by the LOI are: 1.Execution of a definitive Contract for Sale (Asset Purchase Agreement or Stock Purchase Agreement) acceptable to both parties on or before the specified date, which clearly specifies the assets and liabilities to be acquired from Seller by Buyer and contains the customary warranties, representations and other provisions for a transaction.
I had a project recently where the director was lifelong friends with a break_out star, who had committed to doing the film. The agency was non_committal. Why? Because the agency didn't want to tie_up a month of the actor's time for a measly million bucks, when they could be getting 5┦x that from a studio for the same time slot. At the end of the day, a lot of money and time was spent pre_selling territories and shoring up the financing, only to have the star drop out, under target CAA's ('er I mean a random agency's) pressure.