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1. Employee Matters: Include when employees are being transferred as part of the transaction

2. Intellectual Property: Include when significant IP assets are part of the purchase

3. Tax Matters: Include when special tax considerations or allocations need to be addressed

4. Environmental Matters: Include when purchased assets include real property or environmental risks

5. Transition Services: Include when seller will provide post-closing operational support

6. Non-Competition: Include when restricting seller's future competitive activities is important

7. Third Party Consents: Include when material contracts or licenses require transfer approval

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

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

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

4. Schedule D - Assumed Liabilities: List of liabilities buyer will assume, if any

5. Schedule E - Required Consents: List of third-party consents needed for closing

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

7. Schedule G - Intellectual Property: List of IP assets included in the sale

8. Schedule H - Closing Deliverables: List of documents to be delivered at closing