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1. Parties: Identification of all parties to the settlement agreement, including full legal names and addresses
2. Background: Recitals describing the dispute background, existing proceedings (if any), and parties' intention to settle
3. Definitions and Interpretation: Definitions of key terms used in the agreement and interpretation rules
4. Settlement Sum and Payment Terms: Details of the settlement amount, payment schedule, and payment mechanics
5. Settlement Conditions: Clear statement of all conditions that must be met for the settlement to become effective
6. Timing and Performance: Timeframes for performance of settlement obligations and conditions
7. Release and Discharge: Terms of mutual release and discharge once conditions are met
8. Confidentiality: Obligations regarding confidentiality of the settlement terms and related information
9. Non-Admission: Statement that the settlement does not constitute admission of liability
10. Enforcement: Mechanisms for enforcement and consequences of breach
11. Governing Law and Jurisdiction: Specification of Hong Kong law as governing law and jurisdiction for disputes
1. Tax Provisions: Include when settlement payments have tax implications requiring specific treatment or allocation
2. Regulatory Compliance: Include when settlement requires regulatory approvals or notifications
3. Non-Disparagement: Include when parties wish to prevent negative statements about each other
4. Return of Documents: Include when settlement involves return or destruction of confidential documents
5. Future Cooperation: Include when ongoing cooperation between parties is required post-settlement
6. Press Releases: Include when public announcements about the settlement need to be regulated
7. Insurance and Indemnities: Include when settlement involves insurance claims or ongoing indemnities
8. Third Party Rights: Include when settlement affects rights of third parties not direct party to agreement
1. Schedule 1 - Payment Schedule: Detailed breakdown of payment amounts, dates, and payment mechanics
2. Schedule 2 - Settlement Conditions: Detailed list of all conditions precedent and subsequent
3. Schedule 3 - Form of Release: Template of mutual release document to be executed upon satisfaction of conditions
4. Schedule 4 - Performance Obligations: Detailed description of non-monetary obligations and performance requirements
5. Schedule 5 - Required Notices: Forms of notices required for various purposes under the agreement
6. Appendix A - Related Proceedings: List of all legal proceedings to be discontinued upon settlement
7. Appendix B - Settlement Documents: List of all documents that form part of the settlement package
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