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1. Third-Party Components: Required if the software includes third-party elements, detailing licenses and restrictions

2. Training and Documentation: Include if training services or extensive documentation transfer is part of the agreement

3. Maintenance and Support: Optional section for ongoing maintenance obligations post-transfer

4. Data Protection: Required if the software processes personal data or if data transfer is involved

5. Export Control: Include if the software is subject to export control regulations

6. Source Code Escrow: Optional provisions for source code escrow arrangements

7. Transition Services: Include if the transferor will provide transition assistance

8. Non-Competition: Optional restrictions on transferor's future activities

9. Employee Transfer: Required if software development team transfer is part of the agreement

1. Schedule 1 - Software Description: Detailed technical specifications of the software

2. Schedule 2 - Intellectual Property Register: List of all IP rights being transferred, including registrations

3. Schedule 3 - Third-Party Licenses: Details of third-party software components and associated licenses

4. Schedule 4 - Technical Documentation: List of all technical documentation being transferred

5. Schedule 5 - Acceptance Testing Procedures: Detailed testing protocols and acceptance criteria

6. Schedule 6 - Transfer Price Calculation: Detailed breakdown of the transfer price components

7. Appendix A - Service Level Agreement: Performance metrics and service levels if maintenance is included

8. Appendix B - Training Plan: Details of any training to be provided if included in the scope