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A Stock Purchase Agreement (SPA) is a contract between a seller and a buyer for the ownership transfer of company shares. Key aspects include the number of shares for sale, the cost per share, and the transaction date. Private entities must offer a due diligence period for buyers, while public stock buyers are protected by the Securities Act of 1933. The agreement also considers different classes of stock, which can have varying voting rights: for instance, Class A shares may grant three votes each, Class B shares two votes, and Class C shares one vote. Essential elements to include in a stock purchase agreement must be determined for clarity and legal enforcement.