1. Tag-Along Rights: Used when minority shareholders need protection to sell their shares alongside majority shareholders

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

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

4. Regulatory Approvals: Required when the transaction needs specific regulatory clearances

5. Employee Matters: Included when there are specific arrangements regarding key employees

6. Tax Matters: Added when specific tax arrangements or indemnities are needed

7. Foreign Investment Compliance: Required for transactions involving foreign investors

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

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

2. Company Information: Details of the target company including corporate information and capital structure

3. Warranties: Detailed warranties about the company and its business

4. Disclosure Schedule: Exceptions and qualifications to the warranties

5. Material Contracts: List and copies of important company contracts

6. Intellectual Property: Details of company's IP rights and registrations

7. Properties: List of company's real estate and leased properties

8. Employee Information: Details of key employees and benefit plans

9. Completion Deliverables: List of documents and actions required at completion

10. Form of Share Transfer Deed: Template for executing the share transfer