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1. Tax Matters: Include when specific tax arrangements or allocations need to be addressed

2. Employee Matters: Include when employees are being transferred as part of the business

3. Intellectual Property: Include when significant IP assets are being transferred

4. Real Property: Include when real estate assets are part of the transaction

5. Post-Completion Adjustments: Include when purchase price may be adjusted after completion

6. Non-Competition: Include when restrictions on seller's future business activities are required

7. Transitional Services: Include when seller will provide services post-completion

8. Environmental Matters: Include when environmental liabilities or compliance is significant

9. Data Protection: Include when personal data is being transferred

10. Third Party Consents: Include when significant third party approvals are required

1. Schedule 1 - Assets: Detailed list and description of all assets being purchased

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

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

4. Schedule 4 - Properties: Details of any real property included in the sale

5. Schedule 5 - Intellectual Property: List of all IP rights being transferred

6. Schedule 6 - Employees: Details of transferring employees and their terms

7. Schedule 7 - Material Contracts: List of key contracts being transferred

8. Schedule 8 - Completion Deliverables: List of documents and items to be delivered at completion

9. Schedule 9 - Form of Transfer Documents: Pro forma transfer documents for specific assets

10. Appendix 1 - Disclosure Letter: Seller's disclosures against the warranties