¶¶Òõ¶ÌÊÓƵ

1. Employee Matters: Required when employees are being transferred to the purchaser

2. Intellectual Property: Needed when significant IP assets are involved in the sale

3. Lease Assignment: Required when business premises are leased and lease is being transferred

4. Third Party Consents: Needed when material contracts require consent for assignment

5. Environmental Matters: Required for businesses with environmental compliance obligations

6. Stock: Needed when inventory is a significant component of the sale

7. Transition Services: Required when seller will provide post-completion assistance

8. Security Interests: Needed when assets are subject to security interests requiring discharge

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

1. Schedule 1 - Assets: Detailed list and description of all assets being sold

2. Schedule 2 - Excluded Assets: List of assets specifically excluded from the sale

3. Schedule 3 - Contracts: List of business contracts being assigned to purchaser

4. Schedule 4 - Intellectual Property: Details of all IP rights included in the sale

5. Schedule 5 - Employees: List of employees and their key employment terms

6. Schedule 6 - Warranties: Detailed seller warranties about the business and assets

7. Schedule 7 - Properties: Details of any real property or lease interests

8. Schedule 8 - Purchase Price Allocation: Breakdown of purchase price across asset categories

9. Appendix A - Form of Transfer Documents: Templates for documents required to transfer assets

10. Appendix B - Completion Checklist: List of items required for completion