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1. Break Fee: Applicable when parties want to include a fee payable if either party backs out without justification

2. Regulatory Approvals: Required for regulated industries or transactions requiring specific government approvals

3. Employee Matters: Relevant when specific arrangements or considerations regarding employees need to be addressed

4. Intellectual Property: Important when the business has significant IP assets that require special attention

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

6. Real Estate: Required when the business includes significant property assets

7. Third Party Consents: Needed when key contracts or licenses require third party approval for transfer

8. Foreign Investment Provisions: Required when the purchaser is a foreign entity

9. Transitional Services: Relevant when post-completion support from the seller will be needed

1. Schedule 1 - Business Assets: Preliminary list of major assets included in the potential transaction

2. Schedule 2 - Due Diligence Requirements: Detailed list of documents and information required for due diligence

3. Schedule 3 - Timeline and Key Dates: Detailed timeline for the transaction process

4. Schedule 4 - Excluded Assets: List of assets explicitly excluded from the potential transaction

5. Schedule 5 - Key Contracts: List of material contracts that are critical to the business

6. Appendix A - Confidentiality Terms: Detailed confidentiality obligations and procedures

7. Appendix B - Due Diligence Process: Detailed procedures for conducting due diligence

8. Appendix C - Required Regulatory Approvals: List of regulatory approvals needed for the transaction