¶¶Òõ¶ÌÊÓƵ

1. Intellectual Property: Specific provisions for IP transfer when the business owns significant IP assets

2. Property Lease Assignment: Required when business premises are leased and need to be transferred

3. Environmental Matters: For businesses with environmental compliance obligations or risks

4. Tax Indemnities: Detailed tax-related provisions for complex transactions or high-risk tax matters

5. Earn-out Provisions: When part of the purchase price is contingent on future performance

6. Third Party Consents: When specific third-party approvals are required for the transaction

7. Post-Completion Services: When the seller agrees to provide transition services after completion

8. Debt and Encumbrances: Detailed provisions for handling existing business debts and securities

1. Schedule 1 - Business Assets: Detailed list of all tangible and intangible assets included in the sale

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

3. Schedule 3 - Properties: Details of all business properties, owned or leased

4. Schedule 4 - Intellectual Property: List of all IP rights, registrations, and applications

5. Schedule 5 - Employee Information: Details of all employees, their terms, and benefits

6. Schedule 6 - Material Contracts: List of important business contracts being transferred

7. Schedule 7 - Warranties: Detailed warranties given by the seller

8. Schedule 8 - Completion Requirements: Detailed list of completion deliverables and requirements

9. Appendix A - Financial Statements: Recent financial statements of the business

10. Appendix B - Due Diligence Documents: List of documents provided during due diligence