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1. Parties: Identifies and defines the parties to the agreement, including their full legal names, registration numbers (if applicable), and physical addresses
2. Background: Sets out the context and circumstances leading to the agreement, including the relationship between the parties and the purpose of the non-payment commitments
3. Definitions and Interpretation: Defines key terms used in the agreement and establishes rules for interpreting the agreement
4. Nature and Scope of Non-Payment Obligations: Clearly outlines the specific non-payment commitments, their scope, and duration
5. Consideration: Details the consideration provided in exchange for the non-payment obligations to ensure enforceability
6. Duration: Specifies the term of the agreement and any survival provisions
7. Breach and Remedies: Outlines what constitutes a breach and the available remedies, including potential damages and injunctive relief
8. Dispute Resolution: Sets out the process for resolving disputes, including jurisdiction and governing law
9. General Provisions: Standard boilerplate clauses including notices, entire agreement, and amendment provisions
1. Confidentiality: Required when the non-payment obligations include maintaining confidentiality of specific information
2. Non-Compete Provisions: Include when the agreement specifically relates to competitive restrictions
3. Non-Solicitation: Add when preventing solicitation of employees, customers, or suppliers is part of the agreement
4. Monitoring and Compliance: Include when specific monitoring or reporting requirements are needed to ensure compliance
5. Insurance Requirements: Add when parties need to maintain specific insurance coverage
6. Assignment and Succession: Include when transfer of rights or obligations needs to be specifically addressed
7. Force Majeure: Add when certain circumstances might affect the ability to comply with non-payment obligations
1. Schedule 1: Restricted Activities: Detailed list of specific activities or payments that are prohibited under the agreement
2. Schedule 2: Restricted Territory: Geographic scope of non-payment obligations if applicable
3. Schedule 3: Consideration Details: Detailed breakdown of any consideration or payment structure
4. Appendix A: Compliance Requirements: Specific procedures or requirements for demonstrating compliance
5. Appendix B: Related Entities: List of affiliated companies or individuals bound by or excluded from the agreement
Agreement
Applicable Laws
Business Day
Commencement Date
Confidential Information
Consideration
Control
Effective Date
Group
Intellectual Property
Material Breach
Non-Payment Obligation
Notice
Parties
Prohibited Payment
Restricted Activity
Restricted Period
Restricted Territory
Related Persons
Signature Date
Subsidiary
Term
Territory
Trade Secrets
Working Hours
ZAR
Definitions
Duration and Term
Non-Payment Obligations
Consideration
Confidentiality
Non-Competition
Non-Solicitation
Representations and Warranties
Indemnification
Breach
Remedies
Dispute Resolution
Governing Law
Force Majeure
Assignment
Severability
Waiver
Entire Agreement
Amendment
Notices
Costs
Good Faith
Relationship of Parties
Compliance with Laws
Data Protection
Survival
Financial Services
Technology
Professional Services
Manufacturing
Retail
Healthcare
Mining
Telecommunications
Construction
Energy
Legal Services
Consulting
Legal
Finance
Human Resources
Compliance
Risk Management
Commercial Operations
Business Development
Executive Leadership
Corporate Governance
Procurement
Chief Executive Officer
Chief Financial Officer
Legal Counsel
Commercial Director
Business Development Manager
Human Resources Director
Compliance Officer
Risk Manager
Contract Manager
Company Secretary
Managing Director
Finance Manager
Operations Director
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