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1. Earn-out Provisions: Used when purchase price includes future performance-based payments

2. Technology Transfer: Required when technical knowledge or know-how transfer is part of the transaction

3. Transition Services: Needed when seller will provide post-closing support services

4. Employee Matters: Included when IP creators or key personnel are relevant to the transaction

5. Foreign Filing Rights: Required for international IP portfolios with pending applications

6. Competition Law Compliance: Necessary for large transactions requiring regulatory approval

7. Tax Matters: Detailed tax provisions for complex cross-border transactions

8. License Back Provisions: Used when seller requires continued use of certain IP assets

1. Schedule A - Intellectual Property Assets: Detailed list and description of all IP assets being transferred

2. Schedule B - Registered IP: List of all registered patents, trademarks, and designs with registration numbers

3. Schedule C - Pending Applications: Details of all pending IP applications and their status

4. Schedule D - Related Agreements: List of associated agreements affecting the IP assets

5. Schedule E - Excluded Assets: Clear identification of any IP assets excluded from the transaction

6. Schedule F - Third Party Consents: List of required third-party consents or approvals

7. Schedule G - Encumbrances: List of any existing licenses, security interests or other encumbrances

8. Schedule H - Transfer Documents: Forms of specific IP assignment documents required for registration

9. Appendix 1 - Closing Checklist: List of all documents and actions required for closing

10. Appendix 2 - Form of Assignment Documents: Templates for jurisdiction-specific IP assignment documents