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1. Third Party Consents: Required when the transfer needs specific third-party approvals or consents

2. Intellectual Property: Needed when specific IP rights are associated with the partnership interest

3. Employee Matters: Include when the sale affects employment arrangements or responsibilities

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

5. Security for Performance: Include when security is required for deferred payments or performance obligations

6. Partnership Premises: Required when there are specific premises-related issues to address

7. Transitional Services: Include when the seller will provide transition support post-completion

8. Outstanding Loans: Needed when addressing partner loans or external financing

9. Tax Indemnities: Include when specific tax risks need to be allocated between parties

1. Schedule 1 - Partnership Interest Details: Detailed description of the partnership interest being sold

2. Schedule 2 - Purchase Price Calculation: Breakdown of purchase price components and adjustments

3. Schedule 3 - Completion Requirements: Detailed list of documents and actions required at completion

4. Schedule 4 - Partnership Assets: List of partnership assets and their treatment

5. Schedule 5 - Existing Agreements: List of material contracts and agreements affecting the partnership

6. Schedule 6 - Outstanding Liabilities: Details of partnership liabilities and their allocation

7. Appendix A - Partnership Agreement: Copy of existing partnership agreement

8. Appendix B - Transfer Documents: Forms and documents required to effect the transfer

9. Appendix C - Financial Statements: Recent financial statements of the partnership