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1. Management Employment Terms: Required if new employment agreements are being entered into with the management team

2. Intellectual Property Assignment: Needed if specific IP rights need to be transferred or protected

3. Employee Matters: Required if there are specific arrangements for existing employees

4. Real Estate Provisions: Necessary if property transfers or lease assignments are involved

5. Bank Financing: Required if the MBO includes external debt financing arrangements

6. Tax Covenant: Detailed tax-related provisions if specific tax risks need to be addressed

7. Transitional Services: Needed if sellers will provide ongoing support post-completion

8. Environmental Provisions: Required for businesses with significant environmental considerations

1. Details of the Company: Corporate information, share capital, and shareholding structure

2. Properties: List of owned and leased properties

3. Intellectual Property: Schedule of IP rights owned or licensed by the company

4. Material Contracts: Key business agreements and commitments

5. Employee Information: Details of key employees and their terms of employment

6. Purchase Price Calculation: Detailed methodology for calculating final purchase price

7. Completion Obligations: Detailed list of documents and actions required at completion

8. Warranty Schedule: Detailed warranties given by the sellers

9. Disclosed Matters: Specific disclosures against the warranties

10. Form of Resignation Letters: Template resignation letters for outgoing directors

11. Form of Stock Transfer Forms: Template forms for transferring shares

12. Board Minutes: Pro-forma board resolutions approving the transaction