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1. Conditions Precedent: Used when completion is conditional on certain events or approvals, such as regulatory clearance

2. Deferred Consideration: Include when part of the purchase price is to be paid later or is contingent

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

4. Seller Financing: Include when the seller is providing financing for part of the purchase price

5. Foreign Investment Provisions: Required when there are foreign investors involved

6. Tag-Along/Drag-Along Rights: Include for partial share sales where ongoing shareholder relationships need to be regulated

7. Break Fee: Used when parties want to specify compensation for failed completion

8. Post-Completion Adjustments: Include when purchase price may be adjusted based on completion accounts

1. Details of the Company: Complete corporate information including registration number, registered office, directors, etc.

2. Details of the Sale Shares: Specific details of shares being sold including share certificate numbers and class rights

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

4. Completion Requirements: Detailed list of documents and actions required at completion

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

6. Company Accounts: Latest financial statements and management accounts

7. Intellectual Property: Schedule of company's IP rights if material to the transaction

8. Material Contracts: List and details of important company contracts