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1. Employee Matters: Required when the goodwill transfer involves employee relationships or knowledge

2. Intellectual Property: Needed when specific IP rights are associated with the goodwill

3. Data Protection: Required when customer databases or personal information form part of the goodwill

4. Post-Completion Adjustments: Include when the purchase price depends on future performance or calculations

5. Third Party Consents: Necessary when the transfer requires approval from third parties

6. Transitional Services: Include when the seller will provide temporary support post-completion

7. Dispute Resolution: Optional detailed dispute resolution procedures beyond court jurisdiction

1. Schedule 1 - Description of Goodwill: Detailed description of all components of goodwill being transferred

2. Schedule 2 - Excluded Assets: List of specific assets or rights explicitly excluded from the transfer

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

4. Schedule 4 - Customer Contracts: List of key customer relationships forming part of the goodwill

5. Schedule 5 - Intellectual Property: Details of any IP rights associated with the goodwill

6. Schedule 6 - Completion Obligations: Detailed list of actions required at completion

7. Appendix A - Form of Transfer Notice: Template for formal notice to relevant parties regarding the transfer

8. Appendix B - Calculation of Purchase Price: Detailed methodology for calculating final purchase price if complex