1. Drag-Along Rights: Include when majority shareholders want the right to force minority shareholders to join in the sale of shares

2. Tag-Along Rights: Include when minority shareholders should have the right to join in the sale of shares on the same terms

3. Purchase Price Adjustments: Include when the initial purchase price might need adjustment based on future events or discoveries

4. Earn-Out Provisions: Include when part of the exit payment will be contingent on future performance

5. Intellectual Property Rights: Include when the exiting shareholder has been involved in IP development

6. Employee Matters: Include when the exiting shareholder is also an employee or director

7. Continuing Shareholder Obligations: Include when certain obligations need to survive the exit

8. Dispute Resolution: Include when parties want to specify alternative dispute resolution methods before litigation

1. Schedule 1: Share Details: Details of shares being transferred, including class, number, and nominal value

2. Schedule 2: Completion Obligations: Checklist of actions and documents required for completing the transfer

3. Schedule 3: Valuation Methodology: Detailed explanation of the agreed valuation method and calculations

4. Schedule 4: Payment Schedule: If payment is in installments, detailed payment dates and amounts

5. Schedule 5: Warranties: Detailed list of warranties given by the exiting shareholder

6. Schedule 6: Company Information: Key company information including assets, liabilities, and material contracts

7. Appendix A: Share Certificate(s): Copies of relevant share certificates

8. Appendix B: Board Resolutions: Copies of board resolutions approving the transfer

9. Appendix C: Existing Shareholders Agreement: Copy of current shareholders agreement being superseded or amended