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Business Relationship Contract

Business Relationship Contract Template for Indonesia

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Key Requirements PROMPT example:

Business Relationship Contract

"I need a Business Relationship Contract to establish a manufacturing partnership between my Indonesian technology company and a Japanese electronics manufacturer, with provisions for technology transfer and local production starting from March 2025."

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Document background
The Business Relationship Contract serves as a fundamental legal framework for establishing and managing business partnerships in Indonesia. This document is essential when two or more parties seek to formalize their business collaboration while ensuring compliance with Indonesian laws and regulations. It is particularly relevant in contexts ranging from joint ventures and strategic partnerships to distribution arrangements and service agreements. The contract must be drafted in accordance with Indonesian Civil Code requirements and other relevant regulations, including mandatory use of the Indonesian language (with permitted translations). This type of agreement is crucial for protecting parties' interests, defining clear operational parameters, and establishing dispute resolution mechanisms within the Indonesian legal context. The Business Relationship Contract typically includes detailed provisions on operational procedures, financial arrangements, compliance requirements, and risk allocation, making it suitable for both domestic and international business relationships.
Suggested Sections

1. Parties: Identification of all parties to the contract, including their legal names, registration numbers, and registered addresses

2. Background: Context of the business relationship, including the parties' business activities and their intentions for entering into the agreement

3. Definitions: Definitions of key terms used throughout the agreement to ensure clarity and consistent interpretation

4. Scope of Business Relationship: Detailed description of the business relationship, including the nature of cooperation, roles, and responsibilities of each party

5. Term and Renewal: Duration of the agreement and conditions for renewal or extension

6. Rights and Obligations: Specific rights and obligations of each party under the agreement

7. Financial Arrangements: Details of financial terms, payment schedules, and profit-sharing arrangements if applicable

8. Representations and Warranties: Statements of fact and assurances made by each party

9. Confidentiality: Provisions regarding the protection and handling of confidential information

10. Intellectual Property: Ownership and usage rights of intellectual property in the business relationship

11. Termination: Grounds and procedures for termination of the agreement

12. Dispute Resolution: Procedures for resolving disputes, including choice of forum and applicable law

13. General Provisions: Standard legal provisions including notices, amendments, and severability

Optional Sections

1. Non-Competition: Restrictions on competing activities, used when parties need to protect their business interests

2. Personnel and Employment: Terms regarding sharing or transfer of personnel, used when the relationship involves staffing arrangements

3. Quality Control: Standards and procedures for maintaining quality, used in manufacturing or service delivery relationships

4. Marketing and Branding: Terms regarding joint marketing efforts and brand usage, used when parties will collaborate on marketing

5. Insurance: Insurance requirements and obligations, used when specific insurance coverage is necessary

6. Compliance with Laws: Specific regulatory compliance requirements, used in highly regulated industries

7. Force Majeure: Provisions for unforeseen circumstances, used when parties want specific force majeure protection

8. Assignment and Subcontracting: Rules for transferring rights or obligations, used when flexibility in contract transfer is needed

Suggested Schedules

1. Schedule 1 - Business Plan: Detailed business plan outlining the proposed activities and targets

2. Schedule 2 - Financial Terms: Detailed breakdown of financial arrangements, pricing, and payment terms

3. Schedule 3 - Key Personnel: List of key personnel involved in managing the business relationship

4. Schedule 4 - Service Levels: Specific performance metrics and service level requirements

5. Schedule 5 - Technical Specifications: Technical requirements or specifications relevant to the business relationship

6. Schedule 6 - Compliance Requirements: Specific regulatory or compliance requirements applicable to the relationship

7. Appendix A - Contact Details: Contact information for key representatives from each party

8. Appendix B - Required Permits and Licenses: List of necessary permits and licenses required for the business activities

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Clauses
Parties
Recitals
Definitions
Interpretation
Term and Duration
Scope of Relationship
Rights and Obligations
Financial Terms
Payment Terms
Performance Standards
Representations and Warranties
Confidentiality
Intellectual Property
Data Protection
Non-Competition
Non-Solicitation
Exclusivity
Compliance with Laws
Anti-Corruption
Record Keeping
Audit Rights
Insurance
Indemnification
Limitation of Liability
Force Majeure
Assignment
Subcontracting
Change Control
Termination
Consequences of Termination
Dispute Resolution
Governing Law
Notices
Language Requirements
Amendment
Severability
Entire Agreement
Counterparts
Waiver
Third Party Rights
Relationship of Parties
Relevant Industries

Manufacturing

Technology

Financial Services

Retail and Distribution

Energy and Resources

Agriculture and Food Processing

Telecommunications

Construction and Infrastructure

Healthcare and Pharmaceuticals

Tourism and Hospitality

E-commerce

Professional Services

Logistics and Transportation

Education

Relevant Teams

Legal

Business Development

Operations

Compliance

Commercial

Finance

Risk Management

Strategic Planning

Corporate Affairs

International Business

Relevant Roles

Chief Executive Officer

Chief Operating Officer

Business Development Director

Legal Counsel

Compliance Officer

Commercial Director

Partnership Manager

Operations Manager

Contract Manager

Risk Manager

Managing Director

Country Manager

Business Unit Head

Strategic Planning Director

Chief Financial Officer

Industries
Indonesian Civil Code (KUHPerdata): The fundamental law governing contracts and obligations in Indonesia, particularly Book III on Contracts. It covers essential elements of contract formation, validity, and enforcement.
Law No. 40 of 2007 on Limited Liability Companies: Regulates corporate structures and business relationships between companies, including joint ventures and business partnerships in Indonesia.
Law No. 25 of 2007 on Investment: Governs investment activities and business relationships involving foreign parties, including restrictions and requirements for foreign investment.
Law No. 7 of 2014 on Trade: Regulates trading activities and commercial relationships between business entities in Indonesia.
Law No. 5 of 1999 on Anti-Monopoly and Unfair Business Competition: Ensures fair business practices and prevents monopolistic activities in business relationships.
Law No. 13 of 2003 on Employment: Relevant if the business relationship involves employment aspects or personnel arrangements between companies.
Law No. 24 of 2009 on National Flag, Language, Emblem and Anthem: Requires contracts involving Indonesian parties to be drafted in Indonesian language (bilingual versions are permitted).
Government Regulation No. 44 of 2016 on Negative Investment List: Specifies business sectors that are closed or conditionally open to foreign investment and business relationships.
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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