Solenne purchase agreement draft version decision register
Owner: Philomena Trevelyan. Updated Oct 1, 2026.
What is waiting for Henrik
Every material change in the purchase agreement for Solenne's acquisition of Corran Mill Bakery, paired with the version it came from and Henrik Dahlberg's decision on it, so the indemnity cap is decided and no rejected language comes back unseen. Prepared by the deal paralegal at Ashcombe Varley LLP after each version, for Henrik Dahlberg, chief financial officer at Solenne Foods. Imogen Varley, partner, decides the drafting position and which options reach Henrik. Henrik decides the business points. Status on Monday, September 28, 2026; issued Thursday, October 1, 2026.
Version 9 tracks 27 material changes. Twenty-one are accepted, 3 are rejected and 3 await a decision from Henrik. The oldest of the three is the indemnity cap, which has waited 8 days.
Three changes awaiting a decision
All three are tracked on purchase agreement version 9, come from seller counsel's comments and are due for decision by Oct 7 so they can go into version 10.
| Change | Status | Owner | Raised | Days open | Next step |
|---|---|---|---|---|---|
| Indemnity cap | Philomena Trevelyan | Sep 20 | 8 | Record Henrik's decision on the cap by Oct 7 for version 10 | |
| Escrow release timing | Philomena Trevelyan | Sep 23 | 5 | Record Henrik's decision by Oct 7 for version 10 | |
| Working capital adjustment collar | Philomena Trevelyan | Sep 25 | 3 | Record Henrik's decision by Oct 7 for version 10 |
The indemnity cap has waited 8 days
Seller counsel sent its comments as a marked-up file by email, and the business decision on the cap was discussed only in a call. Nothing from the call was written down against a draft.What was done. Imogen Varley decided the drafting position and sent Henrik the two options, each with her reasons. What is needed. Henrik chooses, and the choice is recorded against purchase agreement version 9 by Oct 7, so version 10 carries it. Until then the cap stays open in the register, whatever was said on the call.
How the versions have moved
Each bar is one version of the purchase agreement, from version 4 to version 9, split by what happened to its changes. Versions 5 and 6 carry the most changes, and all 3 rejections sit in those two versions.
Version 6
Two changes were rejected on version 6. The rejected language stays marked as rejected on version 6 in the register, with the instruction that rejected it, so a later draft can be checked against it.
Version 8
The indemnity cap was raised in the version 8 round and is tracked on version 9 with the seller counsel comments. It is still open. A draft of version 8 also carried language that version 6 had rejected. It was caught before the draft went to the seller.
Version 9
The two changes awaiting a decision on version 9 are the escrow release timing and the working capital adjustment collar. Both were raised on version 9, from seller counsel's comments.
A version 8 draft brought back language rejected in version 6
A draft of version 8 reintroduced language that Henrik had rejected in version 6. A check against the register caught it before the draft reached the seller, and the draft was corrected. The rejected language stays marked as rejected on version 6.Rule that follows. Before any draft leaves the firm, the deal paralegal checks it against every rejected entry in the register. Only a new written decision from Henrik lets rejected language return.
Where the changes fall
Each cell counts the changes raised on that version in that clause area, 27 in all. Indemnity and escrow is the busiest area, and the heaviest single cells are indemnity and escrow on version 5 and conditions to closing on version 6.
Decision states
A rejected clause stays rejected on the version where it was rejected. If the business wants it back, that is a new decision, and it gets a new entry.
Fee estimates for added scope
These requests sit outside the fixed fee. Each one is decided by Henrik before specialist time is committed. The specialist request and fee note covers them in full.
| Request | Status | Estimate | Next step |
|---|---|---|---|
| Employment counsel review | $6,500 | Track the specialist's time against the estimate | |
| Trademark assignment review | $3,800 | Track the review against the estimate | |
| Environmental questions on one site | No estimate prepared | Keep the decision on the matter record | |
| Transition services agreement | $4,200 | Get Henrik to approve the estimate by Oct 8 |
Releasing version 10
Who decides what
Demo deal room. Ashcombe Varley LLP, Solenne Foods, Corran Mill Bakery, the people and every figure are fictional sample data. Built on FuseBase.