1. Due Diligence: Procedures for verification of assets - include when complex assets are involved

2. Regulatory Compliance: Specific regulatory obligations - include when regulated assets are involved

3. Post-Completion Obligations: Ongoing responsibilities after exchange - include when future actions required

4. Intellectual Property: IP rights and licenses - include when IP assets are part of exchange

5. Employee Matters: Employee-related provisions - include when business assets with employees are exchanged

6. Environmental Matters: Environmental warranties and indemnities - include when real property involved

7. Data Protection: GDPR and data protection obligations - include when personal data involved

8. Third Party Consents: Process for obtaining required consents - include when third party rights affected

1. Schedule 1 - Assets Description: Detailed description of assets being exchanged by each party

2. Schedule 2 - Completion Requirements: Detailed list of documents and actions required for completion

3. Schedule 3 - Warranties: Detailed warranties specific to each asset type

4. Schedule 4 - Encumbrances: List of any existing encumbrances on the assets

5. Schedule 5 - Valuation Methodology: Detailed valuation methods and procedures if complex

6. Appendix A - Form of Transfer Documents: Templates for any required transfer documentation

7. Appendix B - Required Consents: List of required third party or regulatory consents

8. Appendix C - Tax Elections: Forms and details of any tax elections being made