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Settlement NDA
"I need a Settlement NDA under Hong Kong law for resolving a software licensing dispute between my tech company and a former distributor, with specific provisions for protecting source code and customer data, and ensuring the settlement amount remains confidential."
1. Parties: Identification and details of all parties to the agreement
2. Background: Context of the dispute or circumstances leading to the settlement and need for confidentiality
3. Definitions: Key terms used throughout the agreement, including definition of confidential information
4. Settlement Terms: Core settlement provisions including payment terms, releases, and timing
5. Confidentiality Obligations: Detailed obligations regarding the protection and non-disclosure of confidential information
6. Permitted Disclosures: Circumstances under which confidential information may be disclosed
7. Return or Destruction of Confidential Information: Requirements for handling confidential materials after the settlement
8. Non-Disparagement: Mutual obligations to refrain from making negative statements about other parties
9. Enforcement and Remedies: Consequences of breach and available remedies
10. General Provisions: Standard clauses including governing law, jurisdiction, and entire agreement
1. Non-Admission of Liability: Statement that the settlement does not constitute admission of liability - used when explicitly requested by settling party
2. Tax Treatment: Provisions regarding tax implications of settlement payments - included when settlement involves significant monetary compensation
3. Insurance and Indemnification: Provisions regarding insurance coverage and indemnification - used when relevant to the underlying dispute
4. Future Cooperation: Terms regarding ongoing obligations between parties - included when parties need to maintain business relationship
5. Public Announcements: Provisions governing public statements about the settlement - important for high-profile cases or listed companies
6. Regulatory Compliance: Specific provisions ensuring compliance with regulatory requirements - needed for regulated industries
7. Third Party Rights: Provisions regarding rights of third parties under the Contract (Rights of Third Parties) Ordinance - used when third party rights need to be explicitly addressed
1. Schedule 1 - Settlement Payment Details: Detailed breakdown of settlement amounts, payment schedule, and payment methods
2. Schedule 2 - Confidential Information: Specific listing of documents, data, and information covered by confidentiality provisions
3. Schedule 3 - Authorized Representatives: List of individuals authorized to receive or handle confidential information
4. Appendix A - Form of Release: Standard form for the release of claims
5. Appendix B - Confidentiality Acknowledgment: Form to be signed by individuals who will have access to confidential information
6. Appendix C - Destruction Certificate: Template certificate confirming destruction of confidential information
Authors
Financial Services
Technology
Manufacturing
Professional Services
Healthcare
Retail
Real Estate
Construction
Education
Insurance
Telecommunications
Media and Entertainment
Energy and Utilities
Logistics and Transportation
Legal
Compliance
Human Resources
Finance
Risk Management
Corporate Secretariat
Executive Management
Operations
Commercial
Internal Audit
Information Security
Corporate Communications
Chief Executive Officer
Chief Legal Officer
General Counsel
Legal Director
Compliance Officer
Human Resources Director
Chief Financial Officer
Risk Manager
Corporate Secretary
Business Unit Director
Settlement Officer
Dispute Resolution Manager
Privacy Officer
Commercial Director
Operations Director
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