1. Employee Matters: Used when the transaction involves transfer of employees, including terms of transfer and obligations

2. Intellectual Property Rights: Required when intellectual property assets are being transferred

3. Tax Matters: Detailed tax provisions when complex tax implications exist

4. Environmental Matters: Required when the assets include property with potential environmental liabilities

5. Competition Compliance: Needed for larger transactions requiring competition law compliance

6. Transition Services: Used when the seller will provide post-completion support services

7. Non-Compete Provisions: When restrictions on seller's future business activities are required

8. Earn-out Provisions: When part of the purchase price is contingent on future performance

9. Third Party Consents: When specific third-party approvals are required for the transfer

10. Insurance: Specific insurance requirements and allocation of risks

1. Schedule of Assets: Detailed list and description of all assets being transferred

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

3. Purchase Price Allocation: Breakdown of purchase price across different asset categories

4. Encumbrances: List of all encumbrances, liens, and charges on the assets

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

6. Intellectual Property: Detailed list of IP assets including registrations and applications

7. Material Contracts: List of key contracts being transferred

8. Employee Information: Details of employees being transferred (if applicable)

9. Form of Transfer Documents: Templates of specific transfer documents required

10. Completion Checklist: List of actions and deliverables required at completion