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1. Tag-Along Rights: Include when existing shareholders are to have rights to join in the sale

2. Drag-Along Rights: Include when majority shareholders need the right to force minority shareholders to join the sale

3. Non-Competition: Include when the transferor needs to be restricted from competing post-transfer

4. Management Provisions: Include when the transfer affects management rights or board composition

5. Regulatory Compliance: Include when transfer requires specific regulatory approvals (e.g., for regulated industries)

6. Tax Indemnities: Include when specific tax risks need to be allocated between parties

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

8. Foreign Ownership Compliance: Include when transfer involves foreign owners and specific UAE foreign ownership restrictions apply

1. Company Information: Details of the company including corporate registration, licenses, and ownership structure

2. Membership Interest Details: Specific details of the membership interest being transferred

3. Purchase Price Calculation: Detailed breakdown of the purchase price calculation if complex

4. Completion Deliverables: List of all documents and items to be delivered at completion

5. Company Accounts: Recent financial statements and management accounts

6. Material Contracts: List and/or copies of important company contracts

7. Required Consents: List of third-party and regulatory consents required

8. Warranties: Detailed warranties and any specific disclosures against them

9. Form of Transfer Instruments: Forms of legal documents required to effect the transfer under UAE law