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

2. Non-Competition: Include when the seller needs to be restricted from competing with the business post-sale

3. Transitional Services: Include when the seller will provide temporary support services post-completion

4. Intellectual Property License: Include when certain IP rights need to be licensed rather than transferred

5. Real Estate Provisions: Include when the transfer involves real property requiring special treatment

6. Environmental Matters: Include for businesses with significant environmental aspects or risks

7. Post-Completion Adjustments: Include when the purchase price needs to be adjusted based on completion accounts

8. Seller's Continuing Involvement: Include when the seller will maintain some role in the business

1. Business Assets Schedule: Detailed list of all assets included in the transfer

2. Excluded Assets Schedule: List of assets specifically excluded from the transfer

3. Employee Schedule: List of all employees, their positions, and key employment terms

4. Material Contracts Schedule: List of all material contracts being transferred

5. Intellectual Property Schedule: Detailed list of all IP rights included in the transfer

6. Real Estate Schedule: Details of any real estate included in the transfer

7. Completion Actions: Detailed list of actions required to be taken at completion

8. Warranties Schedule: Detailed warranties given by the seller

9. Lease Agreements: Copies of relevant lease agreements

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