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A Stock Purchase Agreement (SPA) is a contract between a seller and a buyer for the ownership of a business entity's shares. It outlines the number of shares being sold, the price per share, and the transaction date. Private companies must provide a due diligence period for buyers, while public stock buyers are protected under the Securities Act of 1933. There are different classes of stock, each with varying voting rights, such as Class A (three votes per share), Class B (two votes), and Class C (one vote). Essential elements to include in an SPA are the details of the aforementioned items to ensure clarity and legal compliance.