SETTLEMENT AGREEMENT

Parties

1. ${defendant_name} (Party A)

2. ${claimant_name} (Party B).

Background

1. Party A is ${party_a_description}

2. Party B is ${party_b_description}

3. A Dispute has arisen between Party A and Part B.

4. The parties have reached an agreement and have agreed terms for the full and final settlement of all claims between the parties. They record those terms of settlement, on a binding basis, in this agreement.

Agreed terms

1. Effect of this agreement

The parties hereby agree that this agreement sets out a legally binding settlement which is to be considered, full and final settlement of any and all claims between the parties.

2. THE SETTLEMENT

Part B is to receive £[insert settlement amount] in full and final settlement of all claims between the parties.

Part A agrees that they will not pursue Party B separately for any loss, action or claim.

Payment will be provided to Part B by Party A within ${time_until_payment}

Upon payment being made, Party B is released from all further liabilities howsoever occurring.

3. Release

This agreement is in full and final settlement of any and all claims between the parties, and each party hereby releases and forever discharges, all and/or any actions, claims, rights, demands and set-offs, whether in this jurisdiction or any other, whether or not presently known to the parties or in law or equity.

4. Agreement not to sue

   1. Each party agrees, not to sue, commence, voluntarily aid in any way, prosecute or cause to be commenced or prosecuted against the other party, any action, suit or other proceeding.

   2. Any claims in this respect exclude a claim for any breach of this agreement. For the sake of completeness the parties are free to commence proceedings in order to enforce this agreement in the event of a default.

5. Costs

   1. The parties shall each bear their own legal costs or ${legal_cost_agreement}

6. Warranties and authority

   1. Each party warrants and represents to the other with respect to itself that it has the full right, power and authority to execute, deliver and perform this agreement.

7. Indemnities

Each party hereby indemnifies, and shall keep indemnified, the other party against all costs and damages (including the entire legal expenses of the parties) incurred in all future actions, claims and proceedings in respect of any claims brought or sought to be brought in breach of this agreement.

8. No admission

This agreement is entered into to record a settlement which has been negotiated between the parties. It is not and shall not be represented or construed by the parties as, an admission of liability or wrongdoing on the part of either party to this agreement or any other person or entity.

9. Severability

If any provision or part-provision of this agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of this agreement.

10. Entire agreement

    1. This agreement constitutes the entire agreement between the parties.

    2. Each party agrees that it shall have no additional remedies other than those set out in this agreement.

11. Confidentiality

The terms of this agreement, and the substance of all negotiations in connection with it, are confidential to the parties and their advisers, who shall not disclose them to, or otherwise communicate them to, any third party without the written consent of the other party other than:

1. to the parties' respective auditors, insurers and lawyers on terms which preserve confidentiality;

2. pursuant to an order of a court of competent jurisdiction, or pursuant to any proper order or demand made by any competent authority or body where they are under a legal or regulatory obligation to make such a disclosure; and

3. as far as necessary to implement and enforce any of the terms of this agreement.

1. Governing law

This agreement shall be governed by and construed in accordance with the law of England and Wales.

13. Jurisdiction

Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this agreement or its subject matter or formation.

14. Contracts (Rights of Third Parties) Act 1999

The parties agree that the terms of this agreement are not enforceable by any third party under the Contracts (Rights of Third Parties) Act 1999.

15. Variation

No variation of this agreement shall be effective unless it is in writing and signed by the parties.

This agreement has been entered into upon the signing of the agreement by both parties.

${defendant_name} (Party A)

……………………………………………………………………..

Dated: …………………………………………………………

${claimant_name} (Party B)

……………………………………………………………………

Dated: ………………………………………………………..