A long-form agreement for the purchase and sale of all the outstanding capital stock of a private US corporation, drafted in favor of the buyer. This Standard Document assumes, among other things, a single corporate buyer and a single corporate seller. It also assumes that the signing and closing of the transaction are not simultaneous, and the target company is a member of a US federal consolidated income tax group that includes the seller. This Standard Document has integrated notes with important explanations and drafting and negotiating tips.