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1. Regulatory Compliance: Required when specific regulatory approvals (e.g., competition law clearance) are needed

2. Property Matters: Include when the target entity owns/leases significant real estate assets

3. Intellectual Property: Required when IP assets are material to the business

4. Employee Matters: Detailed section needed when significant employment issues or senior management arrangements exist

5. Bank Financing: Include when purchase is dependent on external financing

6. Environmental Matters: Required for businesses with significant environmental risks or compliance obligations

7. Post-Completion Covenants: Include when specific post-closing obligations like non-compete provisions are required

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

1. Target Entity Details: Corporate information, share capital structure, and subsidiaries

2. Properties: List and details of owned and leased properties

3. Material Contracts: Summary of key business contracts and agreements

4. Intellectual Property: List of IP rights, registrations, and licenses

5. Employee Information: Key employment terms, benefits, and pension arrangements

6. Warranties: Detailed warranties given by the seller

7. Completion Requirements: Detailed list of documents and actions required at completion

8. Purchase Price Adjustment: Detailed mechanics for any price adjustment

9. Permitted Leakage: List of permitted value extractions in locked box deals

10. Form of Tax Deed: Detailed tax covenant and related provisions

11. Completion Accounts Principles: Accounting principles for completion accounts

12. Data Room Index: List of disclosed documents

13. Form of Resignation Letters: Template resignation letters for outgoing directors