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Shareholder Settlement Agreement
1. Parties: Identification of all parties to the agreement, including full legal names and addresses
2. Background: Context of the dispute and existing shareholder relationships
3. Definitions: Definitions of key terms used throughout the agreement
4. Settlement Terms: Core terms of the settlement, including any payments, share transfers, or other considerations
5. Payment Terms: Details of any financial settlements, including amounts, payment schedules, and payment methods
6. Share Transfer Provisions: Specific terms regarding any transfer of shares, including timing and execution requirements
7. Mutual Release: Provisions for mutual release of claims between the parties
8. Confidentiality: Obligations regarding confidentiality of the settlement terms and related information
9. Tax Provisions: Allocation of tax responsibilities and implications of the settlement
10. Representations and Warranties: Statements of fact and promises made by each party
11. Governing Law and Jurisdiction: Specification of Danish law as governing law and jurisdiction for disputes
12. Execution: Signature requirements and effective date of the agreement
1. Non-Compete Provisions: Restrictions on future competitive activities, if relevant to the settlement
2. Board Resignation: Terms regarding resignation from board positions, if applicable
3. Intellectual Property Rights: Provisions dealing with IP ownership and rights, if relevant to the dispute
4. Future Cooperation: Terms for any ongoing business relationship between the parties
5. Public Announcements: Procedures for making public statements about the settlement, particularly relevant for listed companies
6. Alternative Dispute Resolution: Mediation or arbitration provisions for future disputes
7. Surviving Shareholder Rights: Details of any shareholder rights that survive the settlement
8. Third Party Rights: Provisions affecting or excluding rights of third parties
1. Schedule 1 - Share Transfer Details: Detailed information about shares being transferred, including share certificates and values
2. Schedule 2 - Payment Schedule: Detailed payment terms, installments, and conditions
3. Schedule 3 - Released Claims: Comprehensive list of claims being released under the settlement
4. Schedule 4 - Company Information: Relevant company details, shareholding structures, and corporate information
5. Schedule 5 - Existing Agreements: List of relevant existing agreements affected by the settlement
6. Appendix A - Share Certificates: Copies of relevant share certificates
7. Appendix B - Board Resolutions: Copies of necessary board resolutions approving the settlement
8. Appendix C - Power of Attorney: Any required powers of attorney for executing the settlement
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