1. Employee Provisions: Required when employees are being transferred to the purchaser

2. Intellectual Property: Detailed provisions when significant IP assets are involved

3. Lease Assignment: Required when business premises are leased and the lease is being assigned

4. Environmental Matters: Important for businesses with environmental risks or compliance requirements

5. Stock: Detailed provisions for valuation and transfer of stock, if significant

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

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

8. Transition Services: When the vendor will provide post-completion assistance

9. Parent Company Guarantee: When either party requires parent company support

10. Working Capital Adjustment: For transactions where working capital adjustments are required

1. Schedule 1: 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: Contracts: List of business contracts being assigned or transferred

4. Schedule 4: Employees: Details of employees and their employment terms

5. Schedule 5: Intellectual Property: List of IP rights included in the sale

6. Schedule 6: Properties: Details of any real property or leases involved

7. Schedule 7: Warranties: Detailed warranties given by the vendor

8. Schedule 8: Working Capital Calculation: Methodology for calculating working capital adjustments

9. Appendix A: Form of Transfer Documents: Templates for various transfer documents required at completion

10. Appendix B: Disclosure Letter: Vendor's disclosures against warranties