After a protracted negotiation or mediation resulting in a settlement, parties are often eager to memorialize the result on the spot. Accordingly, they will prepare an abbreviated memorandum that summarizes the essential elements of the agreement with the expectation that the settlement details will be fleshed out later in a more formal document.

Moreover, at this stage, they generally focus on the substantive elements of the settlement agreement but fail to consider how disagreements that may arise from its interpretation or implementation are to be resolved.