The Termination Of Supplier Contract is a crucial document used when parties need to formally end their supplier-customer relationship in Hong Kong's business environment. It is typically employed when either party wishes to end the relationship due to various reasons such as contract breach, mutual agreement, or strategic business changes. The document operates within Hong Kong's common law framework and must comply with local commercial regulations and ordinances. It addresses critical aspects including final settlements, asset returns, confidentiality obligations, and ongoing liabilities. This document is particularly important in Hong Kong's dynamic business environment where clear documentation of relationship termination is essential for risk management and future legal certainty. It can be customized for various industries while maintaining compliance with Hong Kong's legal requirements.
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1. Parties: Identification of the supplier and the company terminating the contract
2. Background: Reference to the original contract, its date, and key terms relevant to termination
3. Definitions: Key terms used in the termination agreement
4. Termination Date: Specific date when the contract will terminate and when various aspects of termination take effect
5. Basis for Termination: Legal grounds for termination (e.g., mutual agreement, breach, convenience) and reference to relevant contract clauses
6. Outstanding Payments: Details of any final payments, including outstanding invoices and termination-related costs
7. Return of Property: Requirements for returning any company property, documents, or confidential information
8. Mutual Release: Release of claims and liabilities between parties, subject to specified exceptions
9. Surviving Obligations: Specification of contract provisions that survive termination (e.g., confidentiality, IP rights)
10. Governing Law: Confirmation of Hong Kong law as governing law and jurisdiction
1. Transition Arrangements: Details of handover process and transition support - include if there's a need for transition period
2. Non-Compete Obligations: Reinforcement of any non-compete provisions - include if present in original agreement
3. Employee Matters: Provisions regarding affected employees or contractors - include if staff transfers are involved
4. Inventory Handling: Treatment of remaining inventory or work-in-progress - include for goods-based contracts
5. Intellectual Property Rights: Specific provisions for IP ownership and licenses - include if IP is involved
6. Tax Provisions: Special tax considerations or allocations - include if tax implications are significant
7. Insurance and Indemnities: Specific provisions about ongoing insurance requirements - include if significant risks exist post-termination
1. Schedule 1 - Outstanding Payments: Detailed list of all outstanding payments and payment schedule
2. Schedule 2 - Return of Property Checklist: Itemized list of all property, documents, and materials to be returned
3. Schedule 3 - Transition Plan: Detailed timeline and responsibilities for transition activities
4. Appendix A - Original Contract: Copy of the original supplier contract being terminated
5. Appendix B - Termination Notices: Copies of any formal termination notices or related correspondence
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