¶¶Òõ¶ÌÊÓƵ

1. Employee Matters: Used when employees are being transferred with the assets, addressing employment agreements and benefits

2. Environmental Matters: Required for transactions involving real property or industrial assets with potential environmental concerns

3. Intellectual Property: Needed when the assets include significant IP rights

4. Tax Matters: Detailed tax provisions for complex transactions or when tax implications are significant

5. Transition Services: Include when the seller will provide post-closing services to the buyer

6. Non-Competition and Non-Solicitation: Used when restricting seller's future business activities is important

7. Bulk Sales Compliance: Required in jurisdictions where Bulk Sales legislation is still in effect

8. Real Property: Detailed provisions when real estate is a significant part of the assets

1. Schedule A - Purchased Assets: Detailed list and description of all assets being purchased

2. Schedule B - Excluded Assets: List of assets specifically excluded from the transaction

3. Schedule C - Purchase Price Allocation: Breakdown of purchase price across asset categories

4. Schedule D - Assumed Liabilities: List of liabilities being assumed by the buyer

5. Schedule E - Excluded Liabilities: List of liabilities specifically excluded from the transaction

6. Schedule F - Required Consents: List of third-party consents needed for the transaction

7. Schedule G - Intellectual Property: Detailed list of IP assets being transferred

8. Schedule H - Material Contracts: List of important contracts being assigned

9. Schedule I - Permitted Encumbrances: List of accepted liens or encumbrances on the assets