1. Tag Along Rights: Used in partial sales to protect minority shareholders

2. Drag Along Rights: Used in partial sales to protect majority shareholders

3. Non-Competition: Required when seller needs to be restricted from competing

4. Earn-out Provisions: Used when part of purchase price is contingent on future performance

5. Employee Matters: Required when specific arrangements needed for key employees

6. Tax Covenant: Detailed tax provisions if significant tax implications exist

7. Foreign Investment Provisions: Required when buyer is a foreign entity

8. Regulatory Compliance: For regulated industries or when specific permits required

9. Break Fee: Used in high-value transactions to protect parties from deal failure

1. Details of the Target Company: Corporate information, shareholding structure, and regulatory status

2. Conditions Precedent: Detailed list of all conditions to be satisfied before completion

3. Completion Obligations: Detailed list of actions and deliverables required at completion

4. Warranties: Comprehensive list of seller's warranties

5. Disclosure Letter: Seller's disclosures against the warranties

6. Properties: Details of real estate owned or leased by target company

7. Intellectual Property: List of IP rights owned or licensed by target company

8. Material Contracts: Key commercial agreements of target company

9. Employee Information: Details of employees and their terms of employment

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

11. Form of Board Resolutions: Template board resolutions approving the transfer

12. Financial Statements: Recent financial statements of target company