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1. Further Assurances: Commitment to take additional actions needed to effectuate the transfer - include for complex assets

2. Employee Matters: Include when the sale involves transfer of employees or employment-related obligations

3. Intellectual Property: Special provisions for IP transfers - include when IP assets are involved

4. Real Property: Special provisions for real estate - include when real property is part of the sale

5. Environmental Matters: Include when assets might have environmental implications or liabilities

6. Transition Services: Include when seller will provide post-closing support services

7. Non-Competition: Include when protecting against seller competition is relevant

8. Indemnification: Detailed indemnification provisions - include for high-value or high-risk transactions

9. Confidentiality: Include when sensitive information is involved in the transfer

1. Schedule of Assets: Detailed listing and description of all assets being transferred

2. Schedule of Assumed Liabilities: Detailed listing of all obligations being assumed by buyer

3. Schedule of Excluded Assets: List of assets specifically excluded from the transfer

4. Schedule of Excluded Liabilities: List of liabilities specifically excluded from assumption

5. Purchase Price Allocation: Breakdown of purchase price across asset categories for tax purposes

6. Required Consents: List of third-party consents required for the transfer

7. Permitted Encumbrances: List of accepted liens or encumbrances on the assets

8. Form of Bill of Sale: Form document for tangible personal property transfer

9. Form of Assignment: Form document for intangible rights transfer