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[Music] we're now going to get into sales of businesses generally you're going to sell that generally anyone who buys your businesses is generally going to want an asset sale why because if they do a stock sale they're buying your liabilities okay they also to the extent you have significant equipment they get to write that equipment up to fair market value and then re-depreciate it so therefore buyers love asset sales sellers don't like asset sales because to the extent of depreciation recapture you're going to have ordinary income on sale okay if you are sell equity or you buy equity you're going to structure the deal slightly differently and was it alan who spoke this morning alan talked about escrows the idea here is that if you're buying or you're selling you're going to say i'm going to take 10 15 20 of the purchase price and it's going to be held in an escrow account for six to 12 months why because i don't when i'm as the buyer i don't know that someone's going to come out of...
