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1. Employee Matters: Required if employees are affected by the transfer or if employment relationships are part of the goodwill

2. Intellectual Property: Required if specific IP rights are part of the goodwill transfer

3. Property Leases: Include if business premises leases are being transferred

4. Transition Services: Include if seller will provide post-completion support or services

5. Bank Guarantees: Include if purchase price includes deferred payments or guarantees

6. Customer Contracts: Required if specific customer contracts need special transfer provisions

7. Environmental Matters: Include if business operations have environmental implications

8. Insurance: Include if specific insurance arrangements need to be transferred or maintained

1. Business Assets Schedule: Detailed list of tangible and intangible assets included in transfer

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

3. Purchase Price Calculation: Detailed methodology for calculating goodwill value

4. Key Business Relationships: List of important customer, supplier, and business relationships

5. Completion Obligations: Detailed list of actions required at completion

6. Form of Transfer Notices: Templates for notifying customers, suppliers, etc.

7. Employees Schedule: List of relevant employees and their terms (if applicable)

8. Intellectual Property Schedule: Detailed list of IP rights included in transfer (if applicable)

9. Property Schedule: Details of any property interests being transferred (if applicable)

10. Tax Allocation Schedule: Breakdown of tax allocations between parties