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1. Post-Closing Covenants: Used when ongoing obligations exist after closing, such as non-compete or transition services

2. Tax Matters: Include when specific tax allocations or indemnities are needed

3. Employee Matters: Required when the transaction involves transfer of employees

4. Intellectual Property Rights: Include when IP assets are a significant part of the transaction

5. Real Estate: Needed when the transaction involves significant real property assets

6. Environmental Matters: Include for businesses with environmental risks or compliance requirements

7. Data Protection: Required when personal data processing is involved in the transaction

8. Bank Financing: Include when the purchase is contingent on external financing

9. Earn-out Provisions: Used when part of purchase price is contingent on future performance

1. Schedule 1 - Definitions: Detailed definitions and interpretations

2. Schedule 2 - Target Company Information: Corporate details, shareholding structure, and organizational documents

3. Schedule 3 - Warranties: Comprehensive list of seller's warranties

4. Schedule 4 - Properties: List and details of real estate assets

5. Schedule 5 - Intellectual Property: List of IP rights and registrations

6. Schedule 6 - Material Contracts: Summary of key commercial agreements

7. Schedule 7 - Employees: List of employees and employment terms

8. Schedule 8 - Closing Actions: Detailed closing checklist and requirements

9. Schedule 9 - Disclosed Information: List of documents provided in due diligence

10. Appendix A - Form of Closing Certificate: Template for closing confirmations

11. Appendix B - Transfer Documents: Forms for transferring shares or assets