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1. Parties: Detailed identification of both parties, including full legal names, registration numbers, addresses, and authorized representatives
2. Background: Context of the agreement, relationship between parties, and purpose of entering into the agreement
3. Definitions: Clear definitions of key terms used throughout the agreement
4. Scope of Agreement: Detailed description of the business relationship and services/goods to be provided
5. Rights and Obligations: Specific duties and rights of each party under the agreement
6. Term and Termination: Duration of the agreement, renewal terms, and conditions for termination
7. Payment Terms: Payment amounts, schedules, methods, and currency specifications
8. Representations and Warranties: Statements of fact and promises made by each party
9. Confidentiality: Provisions for handling confidential information and trade secrets
10. Force Majeure: Circumstances under which parties may be excused from performance
11. Governing Law: Specification of Indonesian law as governing law and jurisdiction
12. Dispute Resolution: Process for resolving disputes, including jurisdiction and arbitration provisions
13. Language: Specification of language versions and controlling language (must address Indonesian language requirement)
14. Notices: Process and addresses for formal communications between parties
15. Execution: Signature blocks and execution requirements
1. Intellectual Property Rights: Include when agreement involves creation, licensing, or use of intellectual property
2. Insurance: Include when specific insurance coverage is required from either party
3. Personnel and Safety: Include when services involve on-site work or deployment of personnel
4. Compliance with Laws: Include when specific regulatory compliance needs emphasis (e.g., data protection, industry regulations)
5. Assignment and Subcontracting: Include when transfer of rights or subcontracting needs to be addressed
6. Change Control: Include for agreements where scope or specifications might need formal change processes
7. Performance Metrics: Include when specific performance standards or KPIs need to be met
8. Bank Guarantees: Include when financial security or performance bonds are required
1. Schedule 1 - Scope of Work: Detailed description of services/goods to be provided, including specifications and deliverables
2. Schedule 2 - Pricing and Payment Schedule: Detailed breakdown of prices, payment milestones, and payment terms
3. Schedule 3 - Service Levels: Performance standards, metrics, and associated penalties/rewards if applicable
4. Schedule 4 - Key Personnel: List of key personnel from both parties responsible for agreement implementation
5. Schedule 5 - Technical Specifications: Detailed technical requirements and specifications
6. Appendix A - Required Documents: Copies of licenses, permits, and other required documentation
7. Appendix B - Form of Bank Guarantee: Template for bank guarantees if required
8. Appendix C - Compliance Certificates: Relevant compliance certificates and regulatory approvals
Scope of Agreement
Term and Duration
Rights and Obligations
Payment Terms
Invoicing
Performance Standards
Delivery
Quality Assurance
Representations and Warranties
Confidentiality
Intellectual Property
Data Protection
Force Majeure
Liability and Indemnification
Insurance
Termination
Assignment and Subcontracting
Change Control
Notice Requirements
Dispute Resolution
Governing Law
Language Requirements
Compliance with Laws
Anti-Corruption
Record Keeping
Audit Rights
Personnel
Health and Safety
Environmental Compliance
Amendments
Entire Agreement
Severability
Waiver
Relationship of Parties
Third Party Rights
Counterparts
Bank Guarantees
Performance Security
Business Continuity
Manufacturing
Technology
Retail
Distribution
Professional Services
Construction
Energy
Agriculture
Healthcare
Transportation
Financial Services
Telecommunications
Mining
Education
Food and Beverage
Legal
Commercial
Business Development
Operations
Procurement
Finance
Compliance
Risk Management
Corporate Secretariat
Project Management
Account Management
Chief Executive Officer
Managing Director
Commercial Director
Legal Counsel
Contract Manager
Business Development Manager
Operations Director
Procurement Manager
Company Secretary
Chief Financial Officer
Project Manager
Account Manager
Compliance Officer
Risk Manager
General Manager
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