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1. Employee Matters: Required if employees are being transferred as part of the sale

2. Intellectual Property: Required if significant IP assets are included in the sale

3. Real Property: Required if real estate is included in the bulk sale

4. Environmental Matters: Required if business involves environmental risks or permits

5. Tax Matters: Detailed tax provisions required for complex tax structures or international sales

6. Transition Services: Required if seller will provide post-closing transition assistance

7. Non-Competition: Required if seller must be restricted from competing post-sale

8. Bulk Sales Compliance: Required in jurisdictions where bulk sales legislation is still in effect

1. Schedule A - Purchased Assets: Detailed inventory of all assets included in the sale

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

3. Schedule C - Assumed Liabilities: List of liabilities buyer will assume

4. Schedule D - Purchase Price Allocation: Breakdown of purchase price across asset categories

5. Schedule E - Contracts: List of contracts being assigned to buyer

6. Schedule F - Permitted Encumbrances: List of permitted liens and encumbrances on assets

7. Schedule G - Required Consents: List of third-party consents needed for closing

8. Schedule H - Seller's Disclosure Schedule: Exceptions to representations and warranties

9. Appendix 1 - Form of Bill of Sale: Form document transferring title to personal property

10. Appendix 2 - Form of Assignment and Assumption Agreement: Form document for transfer of contracts and assumptions of liabilities