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1. Intellectual Property: Required when the sale includes significant IP assets

2. Employee Matters: Required when employees are being transferred as part of the sale

3. Real Estate: Required when real property is included in the sale

4. Environmental Matters: Required when the business has environmental risks or compliance obligations

5. Tax Matters: Required when specific tax allocations or indemnities are needed

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

7. Non-Competition: Required when restricting seller's future business activities

8. Bulk Sales: Required when sale involves substantial portion of seller's inventory

9. Third Party Consents: Required when material contracts or licenses need transfer approval

1. Schedule A - Purchased Assets: Detailed list 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 any liabilities being assumed by the purchaser

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: Details of all IP assets included in the sale

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

8. Schedule H - Permitted Encumbrances: List of accepted liens or encumbrances on assets

9. Appendix 1 - Closing Deliverables: Checklist of documents required at closing

10. Appendix 2 - Form of Bill of Sale: Template for the formal transfer document