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1. Purchase Price Adjustment: Used when the price may be adjusted based on completion accounts or other metrics

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

3. Security for Claims: Required when there's an escrow or bank guarantee for warranty claims

4. Employee Provisions: Include when there are specific arrangements for key employees

5. Intellectual Property: Detailed provisions when IP is a crucial asset of the business

6. Real Property: Specific provisions when the company owns significant real estate

7. Third Party Consents: Include when key contracts or licenses require consent for change of control

8. Break Fee: Used in larger transactions where abort costs need to be covered

9. Guarantee: Include when parent company or personal guarantees are required

1. Schedule 1 - Company Details: Details of the company including corporate information and share capital structure

2. Schedule 2 - Warranties: Comprehensive list of warranties given by the seller

3. Schedule 3 - Properties: Details of any real property owned or leased by the company

4. Schedule 4 - Intellectual Property: List of IP rights owned or used by the company

5. Schedule 5 - Material Contracts: List and details of key commercial contracts

6. Schedule 6 - Employees: Details of employees including key terms of employment

7. Schedule 7 - Completion Obligations: Detailed list of actions and deliverables required at completion

8. Schedule 8 - Permitted Encumbrances: List of permitted security interests or encumbrances

9. Appendix 1 - Form of Share Transfer: Pro forma share transfer form

10. Appendix 2 - Board Resolutions: Pro forma board resolutions approving the transfer