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

2. Employee Matters: Include when transfer involves significant employee considerations

3. Intellectual Property Rights: Required when business involves significant IP assets

4. Environmental Matters: Necessary for businesses with environmental impacts or compliance requirements

5. Real Estate: Include when property transfer is part of the deal

6. Third Party Consents: Required when key contracts or licenses need third party approval for transfer

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

8. Transition Services: Include when seller will provide post-completion support

9. Financing Provisions: Required when purchase involves external financing

1. Schedule 1 - Business Assets: Detailed list of all assets included in the sale

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

3. Schedule 3 - Financial Statements: Recent financial statements of the business

4. Schedule 4 - Contracts: List of all business contracts being transferred

5. Schedule 5 - Intellectual Property: Details of all IP rights included in the sale

6. Schedule 6 - Employee Information: List of employees and their key terms of employment

7. Schedule 7 - Properties: Details of any real estate included in the sale

8. Schedule 8 - Permits and Licenses: List of all permits and licenses held by the business

9. Schedule 9 - Completion Requirements: Detailed checklist of completion deliverables

10. Appendix A - Form of Transfer Deed: Template for asset transfer documentation