please explain in depth

Haresh "Harry" Desai was the primary manager of Gulf Coast Hospice LLC. Linda Rogers was the director of nursing at Gulf Coast Hospice. She was "the primary decisionmaker in charge of daily operations." Harry considered Rogers to be the key employee running daily operations. The business grew significantly under her direction. Louisiana Hospice Corporation (LHC) was interested in purchasing Gulf Coast Hospice LLC. Harry handled the negotiations for Gulf Coast Hospice. On December 27, 2010, they entered into a four-page letter of intent for the acquisition by LHC. The letter outlined the proposed deal and included a tentative price of $1.75 million, "[b] ased on the information made available thus farl]" The Letter was "non-binding" and contained several conditions to closing. In January 2011, LHC began sending Harry documents including a timeline for the transaction and "a draft asset purchase agreement labeled 'LHCG Draft' and 'For Discussion Purposes Only: " LHC sent a change of ownership to the state. LHC installed a new phone system. Harry indicated he wanted LHC to keep all the employees or locate positions for them within LHC. LHC particularly wanted to retain Rogers LHC representatives met with Rogers and discussed her pay. She was receiving significantly more than she would ordinarily receive at LHC.On February 1 , 2011. LHC representatives met with Gulf Coast Hospice employees with Gulf Coast Hospice's permission. Employees were unhappy about the proposed changes to their pay. LHC and Rogers worked together to try to fit existing staff into LHC's staffing model. It was determined that some employees would not be retained. Offers staffing model. It was determined that some employees would not be retained. Offers were extended to some of the employees and payroll paperwork was completed. The process created some additional negative feelings towards LHC. In February Rogers decided she would not work for LHC. She subsequently took a position with another hospice company. She did not inform LHC until after the scheduled closing date. On February 15, 2011, five Gulf Coast Hospice employees resigned. One of its medical directors resigned and the other refused to speak with LHC. Medical directors are required for the hospice to operate. On February 22, 2011, two more employees resigned. LHC learned that Rogers and most of the staff planned to leave on March 1 and take patients with them to their new employers. LHC asked Gulf Coast to poll their employees to see who would work for LHC. LHC continued to send Harry closing documents. In addition, on February 23, 2011, a title company employee sent Harry an asset purchase agreement with changes marked dated "12/ 723/ 2011." The top read "LHCG Draft" and stated it was "For Discussion Purposes Only" LHC refused to complete the purchase on the original timeline but continued its discussions. On March 4, 2011. LHC sent a revised draft to Gulf Coast Hospice's attorney. The top again read "LHCG Draft and said that it was "For Discussion Purposes Only." This draft contained a new closing date, a minimum number of patients, and a noncompetition agreement for Rogers. Rogers refused to agree. Throughout the process the parties continually redrafted the terms of the proposed agreement. A final purchase agreement was never signed. The negotiations ended on March 21.2011 In August. Guif Coast Hospice was sold to another buyer for $500.000. It had only eleven patients at that time. Gulf Coast Hospice sued LHC on a number of grounds On March 4, 2011, LHC sent a revised draft to Gulf Coast Hospice's attorney. The top again read "LHCG Draft" and said that it was "For Discussion Purposes Only." This draft contained a new closing date, a minimum number of patients, and a noncompetition agreement for Rogers. Rogers refused to agree. Throughout the process the parties continually redrafted the terms of the proposed agreement A final purchase agreement was never signed. The negotiations ended on March 21, 2011. In August, Gulf Coast Hospice was sold to another buyer for $500,000. It had only eleven patients at that time. Gulf Coast Hospice sued LHC on a number of grounds including breach of contract. 1. Assume that this case is being heard in your court. If you were the judge, how would you decide this dispute? 2. Did the parties have a contract? Why or why not? Was there an agreement or merely an agreement to agree? [See Gulf Coast Hospice LLC v LHC Group Inc e 273 So 3 d 721 (Miss 2019) e ]