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1. Deferred Consideration: Required when part of the purchase price is to be paid at a later date or is contingent

2. Security Arrangements: Needed when there are specific security arrangements for deferred payments

3. Non-Competition: Include when the selling partner needs to be restricted from competing

4. Continued Involvement: Required when the selling partner will maintain some role in the partnership

5. Third Party Consents: Include when specific third-party approvals are required for the transfer

6. Intellectual Property Rights: Needed when IP rights are specifically affected by the transfer

7. Employee Matters: Include when the transfer affects employment relationships

8. Debt and Encumbrances: Required when there are specific arrangements regarding partnership debts

9. Post-Completion Adjustments: Include when the consideration may be adjusted based on future events or calculations

1. Partnership Interest Details: Detailed description of the partnership interest being transferred

2. Consideration Calculation: Detailed breakdown of how the purchase price was calculated

3. Partnership Agreement: Copy of the current partnership agreement

4. Completion Requirements: Detailed list of documents and actions required for completion

5. Specific Warranties: Detailed warranties beyond the standard warranties in the main agreement

6. Partnership Assets: Schedule of key partnership assets affected by the transfer

7. Outstanding Liabilities: List of partnership liabilities relevant to the transfer

8. Required Consents: List of all required consents and their status

9. Existing Security Interests: Details of any security interests affecting the partnership interest