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1. Tax Provisions: Specific tax-related provisions when the transaction has significant tax implications

2. Competition and Non-Compete: Restrictions on seller's future activities when required to protect the value of the IP

3. Transitional Services: When the seller needs to provide support or training post-completion

4. Third Party Consents: When the IP transfer requires consents from third parties

5. Employee and Contractor Rights: When IP was created by employees or contractors requiring specific assignments

6. International Protection: For IP with international registrations or protection

7. Earn-out Provisions: When part of the consideration is based on future performance

8. Registration Requirements: Specific provisions for registering the transfer with relevant authorities

1. Schedule 1 - IP Assets: Detailed description of all IP being sold including registration numbers and status

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

3. Schedule 3 - Existing Licenses: Details of any existing licenses, permissions or encumbrances affecting the IP

4. Schedule 4 - Completion Requirements: List of documents and actions required for completion

5. Schedule 5 - Registered Rights: Details of all registered IP rights including patents, trademarks, and designs

6. Schedule 6 - Unregistered Rights: Details of unregistered IP including copyright works and trade secrets

7. Appendix A - Forms of Transfer: Template documents for transferring specific IP rights

8. Appendix B - Payment Schedule: Detailed payment terms and schedules if payment is in installments