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1. Intellectual Property: Required when the purchase involves IP assets or rights

2. Employee Matters: Needed when the purchase includes transfer of employees or employment obligations

3. Environmental Matters: Required for transactions involving real property or environmental liabilities

4. Tax Matters: Detailed tax provisions when significant tax implications exist

5. Financing Contingency: Include when purchase is subject to obtaining financing

6. Due Diligence: Detailed provisions for buyer's investigation rights when complex assets involved

7. Regulatory Approval: Required when transaction needs governmental or regulatory approval

8. Transition Services: Include when post-closing assistance is needed from seller

1. Schedule A - Asset Description: Detailed description of assets or property being purchased

2. Schedule B - Purchase Price Allocation: Breakdown of purchase price across different asset categories

3. Schedule C - Permitted Encumbrances: List of accepted liens or encumbrances on the assets

4. Schedule D - Required Consents: List of third-party consents needed for the transaction

5. Schedule E - Excluded Assets: List of assets specifically excluded from the purchase

6. Schedule F - Form of Assignment: Template document for executing assignment of the agreement

7. Appendix 1 - Due Diligence Checklist: List of required due diligence items and documents

8. Appendix 2 - Closing Deliverables: List of documents and items required at closing