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1. Tag-Along Rights: Optional section for minority shareholder protection, used when selling less than 100% of company shares

2. Drag-Along Rights: Optional section for majority shareholder rights, used when selling controlling interest

3. Foreign Ownership Compliance: Required when buyer is foreign, ensuring compliance with Philippine foreign ownership restrictions

4. Installment Payment Terms: Used when purchase price is to be paid in installments, including security arrangements

5. Board Approval: Required when company bylaws or shareholders' agreement mandate board approval for share transfers

6. Right of First Refusal Waiver: Required when existing shareholders have ROFR rights under company documents

7. Tax Provisions: Detailed tax arrangements when complex tax structures or international elements are involved

8. Broker Provisions: Required when transaction involves broker or finder's fees

1. Schedule A - Share Details: Detailed description of shares including certificate numbers, class, and rights attached

2. Schedule B - Company Information: Key company details including capitalization, directors, and material contracts

3. Schedule C - Encumbrances: List of any existing liens, charges, or restrictions on the shares

4. Schedule D - Required Consents: List of required regulatory, corporate, and third-party approvals

5. Schedule E - Disclosure Schedule: Exceptions to representations and warranties

6. Appendix 1 - Share Certificates: Copies of relevant share certificates

7. Appendix 2 - Corporate Approvals: Copies of board resolutions, shareholder approvals, and other corporate authorizations

8. Appendix 3 - Payment Instructions: Detailed banking and payment information

9. Appendix 4 - Closing Checklist: List of all documents and actions required for closing