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1. Employee Matters: Detailed provisions regarding transfer of employees - required if employees are being transferred

2. Intellectual Property: Specific provisions for IP transfer - required if significant IP assets are involved

3. Real Estate: Provisions regarding property transfer or assignment - required if real estate is part of the sale

4. Environmental Matters: Environmental warranties and indemnities - required for businesses with environmental risks

5. Tax Covenant: Detailed tax-related provisions - required for complex tax structures

6. Shareholder Approval: Requirements for shareholder approval - required for share sales

7. Regulatory Approvals: Specific provisions regarding required regulatory approvals - required if regulatory clearance needed

8. Working Capital Adjustment: Mechanism for adjusting purchase price based on working capital - required for larger transactions

9. Earn-out Provisions: Structure for additional payments based on future performance - optional performance-based consideration

10. Foreign Investment Provisions: Required when buyer is a foreign entity - addresses SAGIA requirements

1. Schedule 1 - Business Assets: Detailed list of all 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 real estate and lease arrangements

4. Schedule 4 - Intellectual Property: List of all IP rights being transferred

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

6. Schedule 6 - Material Contracts: Key contracts being transferred or assigned

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

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

9. Schedule 9 - Permitted Encumbrances: List of permitted liens and encumbrances

10. Appendix A - Form of Transfer Instruments: Templates for various transfer documents

11. Appendix B - Completion Accounts: Format and principles for completion accounts