Non Refundable Payment Agreement Template for Hong Kong

The Non-Refundable Payment Agreement is essential in business transactions where a party needs to secure a commitment through a non-returnable payment. This document is commonly used in Hong Kong for situations such as deposits for significant purchases, advance payments for custom-made goods, booking fees for events or services, or retainer payments for professional services. The agreement helps protect businesses against financial loss from cancellations or client withdrawals while providing clarity to all parties about the nature of the payment. It must comply with Hong Kong contract law, including the Control of Exemption Clauses Ordinance and the Unconscionable Contracts Ordinance, to ensure enforceability. The document typically includes detailed payment terms, clear statements about non-refundability, descriptions of goods or services, and circumstances where the agreement applies.

1. Parties: Identification and details of all parties involved in the agreement

2. Background: Context of the agreement, including the purpose and circumstances leading to the non-refundable payment arrangement

3. Definitions: Key terms used throughout the agreement, including 'Payment', 'Services/Goods', 'Effective Date'

4. Payment Terms: Detailed description of the payment amount, method, and timing

5. Non-Refundable Nature: Clear statement of the non-refundable nature of the payment and specific circumstances where this applies

6. Services or Goods: Detailed description of what is being provided in exchange for the payment

7. Representations and Warranties: Statements of fact and promises made by each party

8. Acknowledgments: Explicit acknowledgment by the paying party of the non-refundable nature of the payment

9. Force Majeure: Circumstances under which non-performance may be excused

10. Governing Law and Jurisdiction: Specification of Hong Kong law as governing law and jurisdiction for disputes

11. General Provisions: Standard boilerplate clauses including entire agreement, amendments, and notices