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

2. Intellectual Property: Detailed section when IP assets are significant to the business

3. Environmental Matters: Required for businesses with environmental impacts or compliance requirements

4. Property: Detailed section when real property forms a significant part of the transaction

5. Third Party Consents: When material contracts or licenses require specific consent for transfer

6. Competition Law Compliance: Detailed provisions when transaction requires competition authority approval

7. Tax Indemnities: Specific tax-related provisions for complex tax situations

8. Vendor Financing: When seller provides financing for part of the purchase price

9. Management Agreements: When key management will remain under specific terms

1. Asset Register: Detailed list of all assets included in the sale

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

3. Employee Information: Details of all employees, their terms, and benefits

4. Material Contracts: List and copies of important business contracts

5. Intellectual Property: Schedule of all IP rights owned or used by the business

6. Properties: Details of owned or leased properties

7. Warranties: Detailed warranties and any specific limitations

8. Purchase Price Calculation: Detailed methodology for calculating final purchase price

9. Encumbrances: List of all encumbrances on assets or shares

10. Required Consents: List of all required third-party and regulatory consents