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1. Tag-Along Rights: Used when minority shareholders need protection through participation rights in the sale

2. Drag-Along Rights: Included when majority shareholders want the right to force minority shareholders to join in the sale

3. Non-Competition: Required when sellers need to be restricted from competing post-sale

4. Foreign Investment Compliance: Necessary when the transaction involves foreign investors

5. Regulatory Approvals: Required for regulated industries or when specific government approvals are needed

6. Employee Matters: Important when the transaction affects key employees or employment agreements

7. Tax Matters: Detailed tax provisions when complex tax implications are involved

8. Transition Services: Needed when seller must provide post-completion operational support

1. Details of the Shares: Complete description of shares being transferred including share certificate numbers

2. Purchase Price Calculation: Detailed methodology for calculating the purchase price, including adjustments

3. Completion Requirements: Comprehensive list of documents and actions required at completion

4. Company Information: Key details about the company including corporate information and financial statements

5. Encumbrances: List of any existing charges or encumbrances on the shares

6. Material Contracts: List and details of company's material contracts

7. Intellectual Property: Schedule of company's IP rights and registrations

8. Properties: Details of company's real estate and leasehold properties

9. Required Consents: List of third-party and regulatory consents required

10. Disclosure Schedule: Seller's disclosures against the warranties