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1. Due Diligence: Include when buyer has conducted or will conduct due diligence investigations

2. Conditions Precedent: Include when completion is subject to certain conditions being met

3. Environmental Matters: Include for sales of property or businesses with potential environmental issues

4. Intellectual Property: Include when the sale involves any IP rights

5. Employee Matters: Include when the sale involves transfer of employees or employment-related liabilities

6. Tax Matters: Include when specific tax arrangements or allocations need to be addressed

7. Break Fee: Include when parties agree to compensation if the deal fails under specific circumstances

8. Post-Completion Obligations: Include when there are specific obligations after completion

1. Asset Schedule: Detailed description of all assets being sold

2. Excluded Assets: List of specific assets excluded from the sale

3. Known Defects: List of known issues or defects with the assets

4. Completion Requirements: Detailed list of documents and actions required at completion

5. Form of Transfer Documents: Templates of documents required to transfer title

6. Purchase Price Allocation: Breakdown of purchase price across different assets if applicable

7. Existing Liabilities: List of any liabilities that will transfer with the assets

8. Required Consents: List of third-party consents required for the transfer