1. Transition Services: Used when the seller needs to provide temporary support or knowledge transfer to the purchaser

2. License Back: Include when the seller requires continued use of certain IP assets post-sale

3. Employee and Contractor Obligations: Needed when IP transfer involves employee or contractor relationships

4. Tax Matters: Include detailed tax provisions for complex cross-border transactions or significant tax implications

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

6. Security Interest: Include when payment is deferred and security is required

7. Competition and Non-Solicitation: Used when additional restrictive covenants are needed post-closing

8. Third Party Consents: Include when IP transfer requires specific third party approvals or consents

1. Schedule A - IP Assets: Detailed inventory and description of all IP assets being sold, including registration numbers

2. Schedule B - Excluded Assets: List of any IP assets specifically excluded from the sale

3. Schedule C - Registered Rights: Details of all registered IP rights including patents, trademarks, and designs

4. Schedule D - Unregistered Rights: Inventory of unregistered IP rights, including copyright and trade secrets

5. Schedule E - Related Agreements: List of related agreements affecting the IP assets (licenses, security interests, etc.)

6. Schedule F - Transfer Documents: Forms of specific transfer documents required for each type of IP

7. Schedule G - Encumbrances: List of any existing encumbrances on the IP assets

8. Schedule H - Third Party Rights: Details of any third party rights or licenses affecting the IP assets