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1. Tax Provisions: Include when there are specific tax implications or allocations between parties

2. Intellectual Property: Include when the sale involves transfer of IP rights

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

4. Property Matters: Include when real property is involved in the transaction

5. Post-Completion Obligations: Include when there are specific obligations that continue after completion

6. Non-Competition: Include when restrictions on future business activities are required

7. Transition Services: Include when post-completion services are required from seller

8. Force Majeure: Include when specific force majeure provisions are necessary for the transaction

1. Schedule 1 - Asset List: Detailed inventory of assets being sold

2. Schedule 2 - Purchase Price Calculation: Detailed breakdown of purchase price components

3. Schedule 3 - Completion Obligations: Detailed list of documents and actions required at completion

4. Schedule 4 - Seller's Warranties: Detailed warranties given by the seller

5. Schedule 5 - Excluded Assets: List of assets specifically excluded from the sale

6. Appendix A - Form of Transfer Documents: Templates for transfer documentation

7. Appendix B - Required Consents: List of third-party consents required

8. Appendix C - Disclosure Letter: Seller's disclosures against warranties