¶¶Òõ¶ÌÊÓƵ

1. Earn-out Provisions: Used when part of the purchase price is contingent on future performance

2. Employee Matters: Required when specific employment arrangements or transitions need to be addressed

3. Real Estate: Needed when the target company owns significant real estate requiring special treatment

4. Intellectual Property: Important when IP assets are a key component of the transaction

5. Non-Competition: Include when restricting seller's future competitive activities

6. Transitional Services: Required when seller will provide post-completion services to the business

7. Bank Financing: Include when purchase price is funded through external financing requiring specific provisions

8. Management Agreements: Needed when key management arrangements are part of the transaction

1. Target Company Information: Details of the target company including corporate information and capital structure

2. Warranties: Detailed seller warranties about the company and business

3. Properties: List and details of real estate owned or leased by the target

4. Material Contracts: Key agreements to which the target company is party

5. Intellectual Property: Schedule of IP rights owned or licensed by the target

6. Employees: Key employment terms and employee information

7. Completion Requirements: Detailed list of closing deliverables and actions

8. Data Room Index: List of documents disclosed during due diligence

9. Purchase Price Adjustments: Detailed mechanics for any price adjustment calculations

10. Form of Notarial Deed: Required form for share transfer under German law

11. Corporate Authorizations: Required corporate approvals and resolutions