1. Employee Matters: Required if employees are being transferred with the assets

2. Intellectual Property Rights: Needed if IP assets are part of the transfer

3. Third Party Consents: Required if any third party approvals are needed for the transfer

4. Environmental Matters: Important for transfers involving industrial assets or real estate

5. Ongoing Contracts: Needed if existing contracts are being transferred or assigned

6. Post-Completion Obligations: Required if there are continuing obligations after completion

7. Non-Compete Provisions: Important if protecting business value is crucial

8. Transition Services: Needed if the transferor will provide support services post-transfer

9. Regulatory Compliance: Required if specific regulatory approvals are needed

1. Schedule 1 - Asset Description: Detailed description and inventory of all assets being transferred

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

3. Schedule 3 - Consideration Calculation: Detailed breakdown of the purchase price and payment terms

4. Schedule 4 - Completion Requirements: Checklist of documents and actions required for completion

5. Schedule 5 - Warranties: Detailed warranties given by the transferor regarding the assets

6. Schedule 6 - Encumbrances: List of any existing encumbrances on the assets

7. Schedule 7 - Contracts: List of contracts being transferred or assigned

8. Schedule 8 - Regulatory Approvals: List of required regulatory approvals and their status

9. Appendix A - Form of Transfer Instruments: Templates for specific transfer documents required

10. Appendix B - Power of Attorney: Format of any required power of attorney for the transfer