SETTLEMENT AGREEMENT
THIS AGREEMENT is made this day of 20…
BETWEEN
…. (Company No. …), [formerly known as …] a limited company incorporated under the Companies Act 1965 whose registered office is at …(“SLSB”)
AND
…. (Company No. …), a limited company incorporated under the Companies Act 1965 whose registered office is at … (“RSB”);
1. RECITALS
1.1 SLSB and RSB are currently engaged in two (2) separate Civil Suits respectively, particulars of which are set out in Schedule I.
1.2 The parties hereto are desirous of entering into a full and final settlement of the Civil Suits upon the terms and conditions herein contained.
2. DEFINITIONS AND INTERPRETATIONS
‘Civil Suits’ means the civil litigation proceedings between the parties as detailed in Schedule I.
‘Amount claimed’ means the amount being claimed by RSB against SLSB in the Civil Suits;
‘LAD claim’ means the amount being claimed by SLSB against RSB in the Civil Suits.
‘Settlement Amount’ means the total amount agreed by the parties as full and final settlement for the Amount claimed and the LAD claim.
NOW THIS AGREEMENT WITNESSES as follows :
3. AGREEMENT
3.1 IN CONSIDERATION of the premises herein contained, the parties hereto hereby agree to fully and finally settle the Civil Suits as follows.
4. TERMS OF PAYMENT
4.1 That both parties agree that the Settlement Amount to be RM…, payable from SLSB to RSB.
4.2 SLSB undertakes to pay the Settlement Amount to RSB in five (5) equal monthly instalments of RM… (Ringgit Malaysia ….Only) each.
4.3 The instalment payments of the Settlement Amount shall be made as per the schedule listed in Schedule 2.
[THIS PART IS INTENTIONALLY LEFT BLANK]
5. DEFAULT OF PAYMENT
5.1 If SLSB fails or defaults in the instalment payment[s] of any sum of money whatsoever and howsoever, due and payable on its due date, as stipulated in Schedule 2, then RSB shall be entitled :-
i. To demand, by giving a written notice to SLSB for the defaulted instalment to be paid within fourteen (14) days from the date of the written notice, together with continuing interests imposed thereon at the rate of 8% (eight per centum) per annum on the Settlement Amount, from the date of default till full realization.
ii. If SLSB fails or defaults to comply with the said written notice within the stipulated time period, the Amount claimed shall be due and payable by SLSB to RSB, less whatever sums that may have been paid pursuant to Clauses 4.2 and 4.3, with interests thereon at the rate of 8% (eight per centum) per annum on the Amount claimed from 20th September 1998 till full realization.
6. COVENANTS AND UNDERTAKING OF THE PARTIES
6.1 All parties hereto hereby jointly and severally agree and covenant to do all things and to execute all documents as may be reasonably necessary in order to give full effect to the terms of this Agreement.
6.2 Upon the execution of this Agreement, both parties shall forthwith instruct their respective solicitors to do all things necessary to withdraw the Civil Suits with no order as to costs.
6.3 The parties hereby undertake that this Agreement shall be the full and final settlement of the Civil Suits and hereby further undertake that they shall not, either by their agents, representatives, officers or whosoever and howsoever authorised by them, file any further legal proceedings in court or by way of arbitration against the other party for the Amount claimed and LAD claim, save and except for any breach of the terms and conditions of this Agreement.
7. MISCELLANEOUS
7.1 All parties hereto agree that each of the parties shall be responsible for the payment of their own solicitors’ fees in respect of the preparation of this Agreement.
7.2 The stamp duty in respect of this Agreement shall be borne by the parties hereto equally.
7.3 Time wherever mentioned in this Agreement shall be of the essence.
7.4 Any notice to be given by any party to this Agreement shall be in writing and shall be deemed duly served if delivered by prepaid A.R. registered post to the addressee at the registered address of respective parties, so mentioned above
7.5 This Agreement shall be governed by and shall be construed in accordance with the laws of Malaysia and all parties hereto agree to submit to the jurisdiction of the Courts in Malaysia.
7.6 The heading and sub-headings in this Agreement are inserted for convenience only and shall not be considered in construing the provisions and effect of this Agreement.
7.7 All schedules to this Agreement are binding on all parties and shall be read and construed as part of this Agreement.
7.8 In this Agreement, unless there is something in the subject or context inconsistent herewith, words importing the singular or the masculine gender only include the plural number or the feminine gender and words importing persons include corporations and or companies and vice versa.
7.9 This Agreement shall be binding on the successors in title assigns heirs personal representatives assigns of the parties herein respectively.
IN WITNESS WHEREOF the parties hereto have hereunto set their respective hands the day and year first abovewritten.
Signed By )
For and on behalf of )
………………… )
in the presence of )
__________________________________
Signed By )
For and on behalf of )
……………………………………………… )
In the presence of )
