1. Employee Provisions: Detailed provisions regarding the transfer of employees, to be included when employees are transferring with the business

2. Intellectual Property: Specific provisions for IP transfer and protection, necessary when the business has significant IP assets

3. Property Provisions: Detailed real estate provisions, required when the business includes property assets

4. Non-Compete Provisions: Restrictions on the seller's future business activities, included when protecting goodwill is crucial

5. Tax Covenant: Specific tax indemnities and provisions, included for businesses with significant tax exposure

6. Data Protection: Specific provisions for handling personal data, required when the business processes significant personal data

7. Environmental Provisions: Environmental warranties and indemnities, needed for businesses with environmental risks

8. Earn-out Provisions: Structure for additional payments based on future performance, included when part of the price is performance-based

1. Schedule 1 - Business Assets: Detailed list of all assets included in the sale

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

3. Schedule 3 - Properties: Details of any real estate included in the sale

4. Schedule 4 - Intellectual Property: List of all IP rights included in the sale

5. Schedule 5 - Employees: List of transferring employees and their key employment terms

6. Schedule 6 - Material Contracts: List of key business contracts being transferred

7. Schedule 7 - Warranties: Detailed warranties given by the seller

8. Schedule 8 - Completion Obligations: Detailed list of documents and actions required at completion

9. Schedule 9 - Permitted Encumbrances: List of permitted liens or encumbrances on the assets

10. Appendix 1 - Completion Accounts: Pro-forma completion accounts and accounting policies