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1. Employee Matters: Required when the sale includes transfer of employees

2. Intellectual Property: Needed when significant IP assets are involved in the sale

3. Real Property: Required when real estate assets are part of the transaction

4. Environmental Matters: Necessary for businesses with environmental considerations or liabilities

5. Tax Matters: Detailed tax provisions when complex tax implications exist

6. Non-Competition: Used when restricting seller's future competitive activities

7. Transition Services: Required when seller will provide post-closing support

8. Earn-out Provisions: Used when part of purchase price is contingent on future performance

9. Third Party Consents: Required when material contracts need third party approval for transfer

1. Schedule A - Purchased Assets: Detailed inventory of all assets included in the sale

2. Schedule B - Excluded Assets: List of assets specifically excluded from the sale

3. Schedule C - Assumed Liabilities: Details of liabilities being assumed by the buyer

4. Schedule D - Purchase Price Allocation: Breakdown of purchase price across asset categories

5. Schedule E - Material Contracts: List of important contracts being transferred

6. Schedule F - Intellectual Property: Detailed list of IP assets included in the sale

7. Schedule G - Real Property: Details of any real estate included in the transaction

8. Schedule H - Employee Information: List of employees and their key employment terms

9. Appendix 1 - Closing Checklist: List of documents and actions required for closing

10. Appendix 2 - Form of Bill of Sale: Template for the transfer document to be used at closing