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1. Post-Completion Covenants: Used when specific obligations need to be performed after completion, such as non-compete provisions

2. Tax Covenant: Detailed tax indemnities and allocations, used for larger transactions or where tax exposure is significant

3. Employee Matters: Required when there are specific employee-related arrangements or concerns

4. Intellectual Property Rights: Needed when IP forms a significant part of the transaction value

5. Property Matters: Required when real property forms part of the transaction

6. Environmental Matters: Important for businesses with environmental risks or compliance requirements

7. Earn-out Provisions: Used when part of the purchase price is contingent on future performance

8. Break Fee: Included when parties want to specify compensation for transaction failure

9. Anti-Corruption Compliance: Important for regulated industries or cross-border transactions

1. Details of the Target Entity: Corporate information, shareholding structure, and key details of the target

2. Purchase Price Calculation: Detailed methodology for calculating the final purchase price

3. Conditions Precedent: Detailed list of all conditions precedent and required documents

4. Completion Obligations: Detailed list of documents and actions required at completion

5. Warranties: Full list of seller's warranties

6. Properties: Details of all real property owned or leased by the target

7. Intellectual Property: List of all IP rights owned or licensed by the target

8. Material Contracts: List and details of key contracts

9. Employees: List of employees and their key terms of employment

10. Disclosed Matters: Information disclosed against the warranties

11. Form of Transfer Documents: Pro-forma transfer instruments and other completion documents