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1. Tax Covenant: Detailed tax indemnity from seller to buyer - used in larger transactions or where tax risks are identified

2. Non-Competition Restrictions: Restrictions on seller's future activities - used when seller could compete with the business

3. Earn-out Provisions: Structure for deferred consideration based on future performance - used when price includes performance-based elements

4. Security for Claims: Provisions for securing warranty claims - used in higher risk transactions or with individual sellers

5. Representative's Capacity: Where sellers act through a representative - used with multiple sellers

6. Employee Matters: Specific provisions regarding key employees - used when employee retention is crucial

7. Intellectual Property Rights: Detailed IP provisions - used when IP is a key business asset

8. Data Protection: Specific data protection obligations - used when significant personal data is involved

9. Break Fee: Compensation if deal fails - used in higher value transactions with significant due diligence costs

1. Details of the Company: Corporate information including share capital, directors, and registered details

2. The Properties: Details of any real estate owned or leased by the company

3. The Warranties: Full set of warranties given by the seller

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

5. Encumbrances: List of any security interests or encumbrances affecting the shares or company assets

6. Intellectual Property: Schedule of all IP owned or licensed by the company

7. Material Contracts: List and details of key commercial contracts

8. Employee Information: Details of employees including service agreements and benefits

9. Tax Schedule: Detailed tax warranties and tax covenant provisions

10. Disclosed Documents: List of documents disclosed against the warranties