1. Third Party Consents: Required when the assignment needs approval from other parties to the original agreement

2. Tax Matters: Include when there are specific tax implications that need to be addressed

3. Further Assurances: Optional clause requiring parties to take additional actions to perfect the assignment if needed

4. Regulatory Compliance: Include when the transfer requires specific regulatory approvals or compliance measures

5. Indemnification: Optional protection against future claims or liabilities

6. Severability: Optional clause addressing the impact of any provision being found invalid

7. Notices: Include when ongoing obligations require formal communication procedures

8. Confidentiality: Required when sensitive information is involved in the transfer

1. Schedule A - Description of Assigned Property: Detailed description of all assets, rights, and property being transferred

2. Schedule B - Assumed Liabilities: Comprehensive list of all obligations and liabilities being assumed

3. Schedule C - Original Agreements: Copies or details of any original agreements being assigned

4. Schedule D - Required Consents: List of all required third-party consents and their status

5. Schedule E - Purchase Price Allocation: Breakdown of consideration across different assets (if applicable)

6. Appendix 1 - Form of Notice to Third Parties: Template for notifying relevant parties of the assignment

7. Appendix 2 - Closing Deliverables: List of documents and items to be delivered at closing