¶¶Òõ¶ÌÊÓƵ

1. Employee Matters: Required when the buyout affects employment arrangements or includes management retention provisions

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

3. Non-Competition: Include when sellers need to be restricted from competing post-sale

4. Break Fee: Include for larger transactions where compensation is needed if the deal fails

5. Foreign Investment Provisions: Required when the buyer is a foreign entity requiring FIRB approval

6. Intellectual Property: Include when IP assets are material to the transaction

7. Environmental Matters: Include for companies with significant environmental risks or obligations

8. Transitional Services: Include when post-completion services from sellers are required

1. Share Details: Details of shares being sold including share certificates and transfer forms

2. Company Information: Key company details including corporate structure and material contracts

3. Completion Checklist: List of documents and actions required for completion

4. Warranties: Detailed warranties and indemnities

5. Disclosed Matters: Exceptions to warranties and known issues

6. Purchase Price Calculation: Detailed calculation methodology and adjustments

7. Required Consents: List of third-party consents required for the transaction

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