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

2. Third Party Rights: Include when there are existing rights or claims that need to be addressed

3. Tax Provisions: Include detailed tax clauses when significant tax implications exist

4. Intellectual Property Rights: Include when the transfer involves any IP assets

5. Confidentiality: Include when sensitive information is involved in the transfer

6. Force Majeure: Include when long-term obligations exist that could be affected by unforeseen events

7. Assignment: Include when transfer of rights under the contract needs to be restricted

8. Entire Agreement: Include when previous agreements or discussions need to be superseded

1. Schedule 1 - Asset Description: Detailed description of the assets being transferred, including any identifying information

2. Schedule 2 - Payment Terms: Detailed breakdown of consideration, payment schedule, and payment mechanics

3. Schedule 3 - Encumbrances: List of any existing encumbrances, liens, or charges on the transferred assets

4. Schedule 4 - Required Consents: List of third-party or regulatory consents required for the transfer

5. Schedule 5 - Completion Checklist: List of documents and actions required for completion of the transfer

6. Appendix A - Form of Transfer Instruments: Templates of any additional transfer documents required

7. Appendix B - Compliance Certificates: Copies of relevant compliance certificates or regulatory approvals