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A definitive agreement, or share purchase agreement, is a legal document that outlines the terms and conditions of a transaction between two companies involved in mergers, acquisitions, divestitures, or strategic alliances. It serves as a mutually binding contract between the buyer and seller. The initial draft is created by the seller's legal counsel in conjunction with the seller and its bankers and is shared with potential buyers' legal teams during the later stages of the sale process. The buyers' counsel reviews and comments on the draft based on their due diligence, incorporating feedback into the final bid package.