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

2. Intellectual Property: Required if IP assets are included in the sale

3. Real Property: Required if real estate assets are included in the sale

4. Environmental Matters: Required if the assets include industrial or potentially contaminated properties

5. Competition/Anti-trust: Required for large transactions requiring regulatory approval

6. Transition Services: Required if the seller will provide services post-completion

7. Non-Compete: Optional restriction on seller's future competing activities

8. Data Protection: Required if personal data is involved in the transfer

9. Force Majeure: Optional provision for unforeseen circumstances preventing performance

1. Asset Schedule: Detailed list and description of all assets being sold

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

3. Purchase Price Allocation: Breakdown of purchase price across asset categories

4. Warranties: Detailed warranties given by the seller

5. Encumbrances: List of existing encumbrances on the assets

6. Required Consents: List of third-party consents required for the transfer

7. Completion Deliverables: List of documents to be delivered at completion

8. Form of Transfer Documents: Templates of specific transfer documents required

9. Disclosure Schedule: Seller's disclosures against the warranties

10. Permitted Encumbrances: List of encumbrances that will be allowed to continue