offer and acceptance “with all of the provisions of the contract and the accompanying letters which were made a part of the record.” Id. at 445. Similarly, the Iowa Supreme Court concluded that only an unenforceable agreement to agree was presented where one sentence appearing to accord a full and unambiguous right was coupled with a second sentence making it clear that whatever was granted in the first sentence was subject to future negotiations and agreement by both parties. Air Host Cedar Rapids, 464 N.W.2d at 453. The Iowa Supreme, Court has also instructed that factors bearing on whether a contract has been concluded include the following: “the extent to which express agreement has been reached on all the terms to be included, wheth port Comm’n, 464 N.W.2d 450, 453 (Iowa 1991) (<HOLDING>); Diesel Power Equip., Inc. v. ADDCO, Inc., 377
holding that the information must establish that the court has jurisdiction over both the subject matter and the parties holding contact did not exist where document was subject to future negotiations and agreement by both parties holding that in connection with a motion to dismiss the court may consider a document not attached to the pleadings where the plaintiffs claim depends on the contents of a document the defendant attaches the document to its motion to dismiss and the parties do not dispute the authenticity of the document even though the plaintiff does not explicitly allege the contents of that document in the complaint holding in a suit to establish the existence of an oral agreement for the sale of stock that the judicial admission exception was not satisfied by the plaintiffs deposition testimony acknowledging that before negotiations had broken down the parties had reached an agreement with regard to price and quantity of stock and had drafted a document reflecting the agreement holding that where the parties contemplate the formal execution of a final agreement there is a strong inference that the parties  do not intend to be bound by earlier negotiations or agreements until the final terms are settled 