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1. Tax Covenant: Included when specific tax arrangements or indemnities are required

2. Environmental Matters: Required when the assets include land or operations with environmental implications

3. Intellectual Property: Included when significant IP assets are being transferred

4. Employee Provisions: Required when employees are being transferred as part of the asset acquisition

5. Post-Completion Adjustments: Included when the purchase price may be adjusted after completion

6. Non-Competition: Added when restrictions on the seller's future competitive activities are required

7. Transitional Services: Included when the seller will provide services to the purchaser post-completion

8. Property Matters: Required when real estate assets are included in the transaction

9. Data Protection: Included when personal data is part of the transferred assets

10. Insurance: Added when specific insurance arrangements are required for the transferred assets

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

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

3. Purchase Price Calculation: Detailed methodology for calculating the purchase price, including any adjustments

4. Completion Obligations: Detailed list of actions and deliverables required at completion

5. Warranties: Detailed warranties given by the seller

6. Properties: Details of any real estate assets included in the transfer

7. Intellectual Property Rights: List and details of all IP rights being transferred

8. Employees: Details of employees being transferred

9. Contracts: List of contracts being transferred or assigned

10. Form of Transfer Documents: Pro forma transfer documents required for specific assets