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1. Intellectual Property: Required when the sale includes transfer of IP rights

2. Employee Matters: Needed when the sale involves transfer of employees

3. Tax Matters: Detailed tax provisions when complex tax implications exist

4. Post-Completion Obligations: Required when parties have ongoing obligations after completion

5. Non-Competition: Restrictions on seller's future business activities, if applicable

6. Transitional Services: When seller provides temporary support post-completion

7. Force Majeure: Provisions for unforeseen circumstances preventing performance

8. Environmental Matters: Required for businesses with environmental implications

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

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

3. Schedule 3 - Completion Requirements: Checklist of documents and actions required at completion

4. Schedule 4 - Excluded Assets: List of assets specifically excluded from the sale

5. Schedule 5 - Intellectual Property Rights: Detailed list of IP rights included in the sale

6. Schedule 6 - Employee Information: Details of employees being transferred

7. Schedule 7 - Form of Transfer Documents: Templates of required transfer documentation

8. Appendix A - Due Diligence Findings: Summary of key due diligence findings and disclosures