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1. Intellectual Property Rights: Required when transfer includes IP assets, detailing specific IP rights and transfer requirements

2. Employee Matters: Necessary when transfer involves employment relationships or impacts employees

3. Regulatory Approvals: Required when transfer needs specific regulatory clearances

4. Third Party Consents: Include when assets subject to third party rights or requiring third party approval

5. Transition Services: Required when ongoing support needed post-transfer

6. Data Protection: Include when transfer involves personal data or databases

7. Environmental Matters: Required for transfer of assets with environmental implications

8. Post-Closing Covenants: Include when specific actions required after closing

1. Schedule 1 - Asset Register: Detailed list and description of all assets being transferred

2. Schedule 2 - Excluded Assets: List of specific assets excluded from the transfer

3. Schedule 3 - Contracts: List of contracts being transferred or requiring assignment

4. Schedule 4 - Intellectual Property: Detailed list of IP rights being transferred

5. Schedule 5 - Required Consents: List of required third party and regulatory consents

6. Schedule 6 - Encumbrances: List of existing encumbrances on the assets

7. Appendix A - Form of Transfer Instruments: Templates for specific transfer documents required

8. Appendix B - Closing Checklist: List of actions and documents required for closing