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

2. Technology Transfer: Include when technical knowledge or know-how transfer is part of the transaction

3. Transitional Services: Required when the seller needs to provide ongoing support or services post-completion

4. Employee Matters: Relevant when inventors or key technical personnel are part of the transaction

5. Competition Restrictions: Non-compete and non-solicitation provisions, if applicable

6. Patent Prosecution: Include when there are pending patent applications or ongoing prosecution matters

7. Third Party Licenses: Required when existing licenses need to be addressed

8. Regulatory Approvals: Include when specific regulatory clearances are needed for the transfer

1. Patent Schedule: Detailed list and description of all patents and patent applications being transferred

2. Completion Obligations: List of actions and documents required at completion

3. Seller's Warranties: Detailed warranties and any disclosed exceptions

4. Existing Licenses: List of existing licenses, rights, and encumbrances affecting the patent(s)

5. Form of Patent Assignment: Form of document to be filed with patent offices to record the transfer

6. Technical Documentation: List of technical documents to be transferred

7. Purchase Price Allocation: Breakdown of purchase price allocation for tax purposes

8. Required Consents: List of third-party consents required for the transfer