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1. Conditions Precedent: Used when completion is subject to specific conditions being met

2. Intellectual Property Rights: Required when the purchase includes IP assets

3. Employees: Necessary when the purchase involves transfer of employees

4. Competition Restrictions: Used when including non-compete or similar restrictions

5. Environmental Matters: Required for purchases involving potential environmental liabilities

6. Tax Matters: Used when specific tax arrangements or implications need to be addressed

7. Insurance: Required when specific insurance arrangements are part of the deal

8. Confidentiality: Used when specific confidentiality obligations need to be included

9. Force Majeure: Optional clause for handling unforeseen circumstances

10. Assignment: Used when transfer rights need to be specifically addressed

1. Schedule 1 - Asset List: Detailed inventory of all assets included in the purchase

2. Schedule 2 - Purchase Price Calculation: Detailed breakdown of the purchase price components

3. Schedule 3 - Warranties: Detailed warranties given by the seller

4. Schedule 4 - Completion Requirements: List of documents and actions required at completion

5. Schedule 5 - Encumbrances: List of any existing encumbrances on the assets

6. Schedule 6 - Contracts: List of contracts being transferred or assigned

7. Appendix A - Due Diligence Reports: Summary of due diligence findings

8. Appendix B - Technical Specifications: Detailed technical information about the purchase items

9. Appendix C - Certificates: Relevant certificates and permits related to the assets