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A Stock Purchase Agreement (SPA) is a contract between a seller and a buyer for the purchase of shares in a business. Key elements include the number of shares, their price, and the transaction date. Private companies must provide a due diligence period, while public stock buyers are protected by the Securities Act of 1933. Stock classes can vary in voting rights, with Class A shares offering three votes, Class B offering two, and Class C providing one vote per share. It is essential for the SPA to clearly outline these aspects to ensure a smooth transaction.