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1. Tax Covenant: Used when specific tax arrangements or indemnities are required

2. Non-Competition: Include when the seller needs to be restricted from competing post-sale

3. Employee Matters: Required when there are specific employment arrangements to be addressed

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

5. Break Fee: Used when parties want to specify damages for failure to complete

6. Interim Period Obligations: Include when there's a gap between signing and completion

7. Security for Obligations: Used when payment or obligations need to be secured

8. Further Assurance: Include when additional actions may be needed post-completion

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

2. Schedule 2 - Company Details: Key information about the company including registered office, directors, and share capital

3. Schedule 3 - Warranties: Detailed warranties if more extensive than those in main agreement

4. Schedule 4 - Completion Requirements: List of documents and actions required at completion

5. Schedule 5 - Encumbrances: Details of any existing charges or encumbrances on the shares

6. Appendix A - Share Certificate: Copy of share certificate(s) being transferred

7. Appendix B - Board Resolutions: Required board resolutions approving the transfer

8. Appendix C - Transfer Forms: Share transfer forms to be executed at completion