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1. Non-Competition: Restrictions on seller's future business activities - used when seller is a key person in the business

2. Employment Matters: Provisions regarding continuing employment of key personnel - used when retention of employees is crucial

3. Foreign Ownership Compliance: Special provisions ensuring compliance with Philippine foreign ownership restrictions - used when buyer is foreign

4. Tax Matters: Detailed tax arrangements and responsibilities - used when complex tax implications exist

5. Intellectual Property Rights: Special provisions for IP transfer or protection - used when company has significant IP assets

6. Environmental Matters: Environmental compliance and liabilities - used for companies in industries with environmental impacts

7. Regulatory Approvals: Details of required regulatory approvals - used when transaction requires specific regulatory clearance

1. Schedule A - Share Details: Detailed description of shares being transferred, including share certificates numbers and dates

2. Schedule B - Company Information: Key company details including corporate structure, subsidiaries, and material contracts

3. Schedule C - Financial Statements: Recent financial statements and management accounts of the company

4. Schedule D - Encumbrances: List of any existing liens, charges, or encumbrances on the shares

5. Schedule E - Required Consents: List of third-party consents required for the transaction

6. Schedule F - Disclosed Matters: Exceptions to representations and warranties

7. Schedule G - Corporate Approvals: Copies of board and shareholder resolutions approving the transaction

8. Appendix 1 - Closing Checklist: List of all documents and actions required for closing

9. Appendix 2 - Form of Transfer Instruments: Templates for share transfer forms and other transfer documents