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1. Regulatory Compliance: Required when transfer requires specific regulatory approvals or compliance

2. Third Party Consents: Needed when transfer requires consents from other members or third parties

3. Non-Competition and Non-Solicitation: Include when restricting transferor's future business activities

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

5. Foreign Investment Compliance: Necessary when transfer involves foreign investors

6. Employee Matters: Include when transfer affects employment relationships

7. Intellectual Property Rights: Required when IP forms significant part of transferred interest

1. Schedule 1 - Details of Membership Interest: Detailed description of membership interest being transferred

2. Schedule 2 - Purchase Price Calculation: Breakdown of consideration and payment terms

3. Schedule 3 - Closing Deliverables: List of documents and actions required at closing

4. Schedule 4 - Company/LLP Information: Details of the entity whose interests are being transferred

5. Schedule 5 - Encumbrances: List of any existing encumbrances on the membership interest

6. Schedule 6 - Required Consents: List of required third-party and regulatory consents

7. Schedule 7 - Disclosure Schedule: Exceptions to representations and warranties

8. Appendix A - Form of Transfer Instruments: Template documents required to effect the transfer