Settlement Agreement

　　THIS SETTLEMENT AGREEMENT is made this _________(M,D,Y), between AAA, a corporation organized and existing under the laws of _________(PLACENAME) and having its registered office at _________ ('AAA'), and BBB, LTD., a corporation organized and existing under the laws of _________(PLACENAME) and having its registered office at _________ ('BBB') and
　　WHEREAS, in _________(YEAR), CCC, Inc., a corporation organized and existing under the laws of the State of _________(PLACENAME) ('CCC'), BBB, and the other shareholders of AAA, entered into the Nihon CCC KK Joint Venture Agreement, which they amended by that certain Amended Joint Venture Agreement dated _________(M,D,Y) (These two agreements and their incidental and related agreements shall be referred to collectively herein as the 'JVA');