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1. Security Interest: Required if the transfer is subject to any existing security interests or creating new ones

2. Regulatory Approvals: Include if specific regulatory approvals are required for the transfer

3. Conditions Precedent: Include if completion is subject to certain conditions being satisfied

4. Intermediary Provisions: Required if a broker or intermediary is involved in the transfer

5. Non-Competition: Include if transferor needs to be restricted from competing activities

6. Confidentiality: Include if specific confidentiality obligations are required beyond standard provisions

7. Tag-Along Rights: Include if other security holders have tag-along rights that need to be addressed

8. Drag-Along Rights: Include if there are drag-along rights affecting the transfer

1. Schedule 1 - Details of Securities: Detailed description of the securities being transferred, including certificate numbers, class, and quantity

2. Schedule 2 - Completion Requirements: List of documents and actions required at completion

3. Schedule 3 - Form of Transfer Instrument: Standard form of transfer document required by the relevant registry or authority

4. Schedule 4 - Existing Encumbrances: Details of any existing charges or encumbrances affecting the securities

5. Appendix A - Board Resolutions: Pro-forma board resolutions approving the transfer

6. Appendix B - Regulatory Filings: Forms and notifications required for regulatory compliance