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1. Employee Matters: Used when the transaction involves significant employee transfers or considerations

2. Regulatory Approvals: Required when the transaction needs specific regulatory clearances

3. Third Party Consents: Included when key contracts or licenses require third party approval for transfer

4. Post-Completion Covenants: Used when there are specific post-sale obligations like non-compete clauses

5. Break Fee: Included when parties want to specify compensation for transaction termination

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

7. Interim Operation Covenants: Required for longer transactions where business operation parameters need to be set

8. Tax Structure: Included when specific tax considerations need to be addressed

1. Business Description Schedule: Detailed description of the business, including key assets, contracts, and operations

2. Price Calculation Schedule: Detailed methodology for calculating purchase price adjustments

3. Key Contracts Schedule: List of material contracts that are critical to the transaction

4. Excluded Assets/Liabilities: List of specific assets or liabilities excluded from the transaction

5. Required Consents: List of third-party and regulatory approvals needed

6. Transaction Timeline: Detailed timeline with specific milestones and deadlines