1. Employee Matters: Include when employees are being transferred or when specific employee arrangements need to be addressed

2. Real Estate: Include when real property is part of the assets being purchased

3. Intellectual Property: Include when IP assets are significant part of the purchase

4. Environmental Matters: Include when business involves environmental risks or compliance requirements

5. Tax Matters: Include when complex tax structuring or specific tax elections are required

6. Transition Services: Include when seller will provide post-closing operational support

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

8. Third Party Consents: Include when significant third party approvals are needed

1. Schedule A - Purchased Assets: Detailed list of all assets being purchased

2. Schedule B - Excluded Assets: Detailed list of assets explicitly excluded from the purchase

3. Schedule C - Assumed Liabilities: List of liabilities buyer is assuming

4. Schedule D - Purchase Price Allocation: Breakdown of purchase price allocation across asset categories

5. Schedule E - Contracts: List of material contracts being assigned

6. Schedule F - Intellectual Property: Details of IP assets being transferred

7. Schedule G - Real Property: Details of any real estate included in the sale

8. Schedule H - Employee Information: List of employees and employment terms

9. Schedule I - Required Consents: List of required third party consents

10. Schedule J - Closing Documents: List of documents to be delivered at closing