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Co Manufacturing Agreement
"I need a Co-Manufacturing Agreement under Indonesian law for my pharmaceutical company to engage a local manufacturer to produce generic medications, with strict quality control requirements and compliance with Indonesian health regulations, planned to commence by March 2025."
1. Parties: Identification of the manufacturer and the client company, including their legal status and registered addresses
2. Background: Context of the agreement, including the business purpose and general intent of the parties
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Manufacturing Services: Detailed description of the manufacturing services to be provided
5. Quality Standards and Control: Required quality standards, testing procedures, and acceptance criteria
6. Production Requirements: Specifications for production volumes, timelines, and capacity commitments
7. Supply of Materials: Responsibilities for sourcing and supplying raw materials and components
8. Pricing and Payment Terms: Manufacturing costs, payment schedules, and related financial terms
9. Intellectual Property Rights: Ownership and protection of IP, including manufacturing processes and product designs
10. Confidentiality: Protection of confidential information and trade secrets
11. Warranties and Representations: Warranties regarding manufacturing capabilities, product quality, and compliance
12. Liability and Indemnification: Allocation of risks and responsibilities between parties
13. Term and Termination: Duration of agreement and conditions for termination
14. Force Majeure: Provisions for unforeseen circumstances affecting manufacturing
15. Governing Law and Dispute Resolution: Applicable law and mechanisms for resolving disputes
1. Exclusivity: Terms of exclusive manufacturing arrangements, if applicable
2. Export Compliance: Required for products intended for international markets
3. Environmental Compliance: Specific environmental requirements beyond standard regulations
4. Technology Transfer: Terms for sharing manufacturing technology and know-how
5. Training and Support: Provisions for technical training and ongoing support
6. Insurance Requirements: Specific insurance coverage requirements beyond standard provisions
7. Audit Rights: Rights to audit manufacturing facilities and processes
8. Subcontracting: Terms for allowing or restricting subcontracting of manufacturing
9. Change Management: Procedures for handling changes to specifications or processes
1. Schedule 1 - Product Specifications: Detailed technical specifications of products to be manufactured
2. Schedule 2 - Quality Control Procedures: Detailed quality control processes and acceptance criteria
3. Schedule 3 - Pricing Schedule: Detailed breakdown of manufacturing costs and pricing structure
4. Schedule 4 - Production Timeline: Manufacturing schedules, lead times, and delivery commitments
5. Schedule 5 - Material Specifications: Specifications for raw materials and components
6. Schedule 6 - Technical Requirements: Manufacturing facility and equipment requirements
7. Schedule 7 - Key Performance Indicators: Performance metrics and reporting requirements
8. Appendix A - Standard Operating Procedures: Detailed manufacturing and handling procedures
9. Appendix B - Compliance Certificates: Required regulatory and quality certifications
10. Appendix C - Contact Details: Key personnel and escalation contacts for both parties
Authors
Applicable Laws
Acceptance Criteria
Batch
Business Day
Confidential Information
Contract Year
Delivery Point
Effective Date
Force Majeure Event
Good Manufacturing Practice
Intellectual Property Rights
Manufacturing Facility
Manufacturing Process
Manufacturing Services
Materials
Minimum Order Quantity
Order
Products
Product Specifications
Production Schedule
Quality Control Procedures
Quality Standards
Raw Materials
Regulatory Requirements
Representatives
Services
Specifications
Standard Operating Procedures
Subcontractor
Term
Territory
Technical Documentation
Technology
Third Party
Unit Price
Work Order
Working Hours
Defective Products
Equipment
Facility Standards
Finished Products
Indonesian National Standards (SNI)
Lead Time
Manufacturing License
Production Capacity
Quality Management System
Recall
Rejection Notice
Safety Stock
Technical Information
Testing Procedures
Definitions and Interpretation
Manufacturing Services
Production Requirements
Quality Control
Material Supply
Delivery Terms
Pricing and Payment
Intellectual Property
Confidentiality
Warranties
Liability and Indemnification
Insurance
Force Majeure
Term and Termination
Regulatory Compliance
Health and Safety
Environmental Compliance
Dispute Resolution
Governing Law
Assignment
Subcontracting
Notices
Audit Rights
Change Management
Product Specifications
Quality Standards
Performance Metrics
Personnel and Training
Equipment and Facilities
Storage and Warehousing
Product Testing
Recall Procedures
Technology Transfer
Non-Competition
Exclusivity
Severability
Entire Agreement
Amendment
Waiver
Counterparts
Manufacturing
Consumer Goods
Electronics
Automotive
Pharmaceuticals
Food and Beverage
Textiles and Apparel
Industrial Equipment
Chemical Products
Medical Devices
Aerospace
Consumer Electronics
Operations
Manufacturing
Quality Control
Legal
Supply Chain
Procurement
Regulatory Compliance
Production
Technical Operations
Business Development
Contract Management
Research and Development
Operations Director
Manufacturing Manager
Production Manager
Quality Control Manager
Supply Chain Director
Procurement Manager
Legal Counsel
Contract Manager
Chief Operations Officer
Production Engineer
Quality Assurance Specialist
Regulatory Compliance Officer
Factory Manager
Industrial Relations Manager
Technical Director
Business Development Manager
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