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1. Environmental Matters: Required when transferring property with potential environmental concerns or liabilities

2. Intellectual Property Rights: Needed when the transfer includes intellectual property assets

3. Employee Matters: Required when the transfer involves business assets with employee implications

4. Regulatory Approvals: Necessary when the transfer requires specific regulatory or governmental approvals

5. Security Arrangements: Required when part of the purchase price is deferred or financed

6. Third Party Consents: Needed when the transfer requires approval from third parties

7. Transition Services: Required when the seller will provide post-closing support or services

8. Non-Competition: Optional section to restrict seller's future competitive activities

1. Schedule A - Asset Description: Detailed description and inventory of all assets being transferred

2. Schedule B - Purchase Price Allocation: Breakdown of the purchase price across different asset categories

3. Schedule C - Permitted Encumbrances: List of accepted liens, charges, or encumbrances on the assets

4. Schedule D - Required Consents: List of third-party consents needed for the transfer

5. Schedule E - Excluded Assets: List of assets specifically excluded from the transfer

6. Appendix 1 - Form of Bill of Sale: Template for the bill of sale to be executed at closing

7. Appendix 2 - Transfer Documents: Forms of additional transfer documents required at closing

8. Appendix 3 - Closing Checklist: List of all documents and actions required for closing