Thailand Agreement Between Carl Richards and SDK

This Agreement is made by and between:

(A)    Mr. Carl Richards (the “Plaintiff”); and

(B)    Mr. XXX (the “Defendent”)

The Plaintiff and the Defendant are collectively called the Parties.

WHEREAS:

The Plaintiff has filed the criminal case number 2552/2561 (the “Criminal Case”) to the Central Criminal Court of Thailand against the Defendant for the offences of defamation by publication and computer crime.  The Criminal Case concerns the publication by the Defendant of material which is critical, insulting, or disparaging towards the Plaintiff or which accuses any of the foregoing of acts or omissions which are criminal, unethical, disreputable or otherwise improper (the “Publication”).

The Plaintiff is willing to withdraw the Criminal Case subject to the terms of this Agreement.

Therefore, the Parties agree to the following:

(1)      The Defendant warrants that he has deleted or will within 48 hours of the execution of this Agreement delete the Publication and all other material similar to the Publication from all websites, social media platforms, and any other platforms, and any other digital or physical media whatsoever.

(2)      The Defendant agrees that the Defendant will not publish (or cause to be published) the Publication or similar content in the future on any website, social media platform or any other digital or physical media whatsoever, including without limitation in any e-mail.

(3)      If the Defendant publishes (or causes to be published) any material which refers or relates to the Plaintiff (whether or not such material constitutes a breach of Clause (2) hereof) then the Plaintiff may give notice to the Defendant to remove such material or amend it so that it no longer refers or relates to the Plaintiff, and the Defendant shall comply with such notice within three days.  Such notice will be deemed to have been delivered to the Defendant if sent to the email address

(4)      If at any time, the Defendant is in violation of Clause (1), (2) or (3) hereof, the Defendant agrees to immediately pay a penalty of USD 50,000 (fifty thousand United States dollars) (the “Penalty”) to the Plaintiff, which shall constitute a debt due from the Defendant to the Plaintiff.  Further, nothing in this Agreement precludes the Plaintiff from filing a further criminal or civil proceeding against the Defendant arising from a breach of this Agreement or from any other act or omission after the time period set out in Clause (1) hereof.  If the court finds in favour of the Plaintiff in any criminal or civil proceeding contemplated by this Clause (4) then the Defendant shall pay the Plaintiff full legal costs arising from such proceedings on an indemnity basis.

(5)     Within 10 days after the Defendant completes the obligation under Clause (1), the Plaintiff will file a request to withdraw number 2552/2561 to the Central Criminal Court of Thailand and provide a copy of such request to the Defendant.

(6)      Regardless of where any alleged breach occurs, the Plaintiff may, may in its sole discretion, enforce this Agreement in the courts of the Kingdom or Thailand or in a Texas state court in Harris County and/or the United States District Court for the Southern District of Texas, Houston Division, and the Defendant shall submit to the jurisdiction of the foregoing courts.  The parties irrevocably and unconditionally waive, to the fullest extent he or it may legally and effectively do so, any objection that they may now or hereafter have to the laying of venue of any suit, action, or proceeding arising out of or relating to this Agreement in any Kingdom of Thailand court, or any Texas state or federal court situated in Harris County Texas.  The parties also hereby irrevocably waive, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action or proceeding in any such court elected by Plaintiff.  This Agreement shall be construed in accordance with the laws of the venue where the Plaintiff elects to enforce.

(7)      This Agreement was the result of a negotiated settlement and may not be construed as having been prepared by any one party.

(8)      The Plaintiff may assign its rights and benefit under this Agreement to any third party, and such third party may enforce this Agreement (including collection of the Penalty if payable) directly against the Defendant.

Accepted and agreed to as of the 9/11/2018 (09 November 2018)

THE PLAINTIFF:

Mr. Carl Richards by Miss Tippaya Moonmanee

THE DEFENDANT:

NNN

WITNESS:

Mr. Pracha Sangob

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