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1. Regulatory Compliance: Required when the transaction needs specific regulatory approvals (e.g., Philippine Competition Commission clearance)

2. Post-Completion Obligations: Used when there are specific actions required after completion

3. Non-Competition: Include when restricting seller from competing with the company post-sale

4. Employee Matters: Relevant when there are specific arrangements regarding key employees

5. Intellectual Property: Important when the company has significant IP assets

6. Foreign Investment Provisions: Required when the buyer is a foreign entity, addressing Foreign Investments Act compliance

7. Break Fee: Optional provision for payment if the deal fails under specific circumstances

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

1. Details of the Shares: Complete description of shares being sold including share certificates numbers and class of shares

2. Company Information: Detailed information about the company including corporate documents and structure

3. Warranties: Detailed warranties and representations by the seller about the company and its business

4. Encumbrances: List of any existing encumbrances on the shares

5. Company Assets: Detailed list of company assets if relevant to the transaction

6. Completion Deliverables: Detailed list of documents and items to be delivered at completion

7. Corporate Approvals: Copies of relevant corporate approvals and resolutions

8. Regulatory Filings: Forms and documents required for regulatory compliance