Master Contract Template for Indonesia

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Key Requirements PROMPT example:

Master Contract

"I need a Master Contract for a manufacturing relationship between our Singapore-based company and an Indonesian supplier of automotive parts, with the agreement starting in March 2025 and including specific quality control requirements and compliance with Indonesian automotive industry standards."

Document background
The Master Contract serves as a foundational document for establishing long-term business relationships in Indonesia, providing a comprehensive framework under which parties can conduct repeated transactions without negotiating basic terms each time. This document type is particularly crucial in the Indonesian business context, where relationships often involve both local and international parties, requiring careful consideration of local law requirements such as language provisions under Law No. 24/2009 and specific commercial regulations. The Master Contract typically includes provisions for ordering processes, quality standards, pricing mechanisms, and dispute resolution, while allowing flexibility for specific transactions to be executed through purchase orders or subsidiary agreements. It's designed to accommodate various business models while ensuring compliance with Indonesian regulatory requirements and commercial practices.
Suggested Sections

1. Parties: Identification of the contracting parties, including their legal status, registration details, and addresses

2. Background: Context of the agreement, relationship between parties, and general purpose of the master contract

3. Definitions and Interpretation: Comprehensive definitions of terms used throughout the agreement and rules of interpretation

4. Scope of Agreement: Overall framework of the business relationship and services/goods to be provided

5. Term and Renewal: Duration of the agreement, including commencement date and renewal provisions

6. Commercial Terms: Basic commercial principles, pricing mechanisms, and payment terms

7. Performance Obligations: Core obligations of each party under the master agreement

8. Ordering Process: Procedures for placing and accepting orders under the master agreement

9. Quality and Standards: Required quality levels, performance standards, and compliance requirements

10. Intellectual Property Rights: Ownership and usage rights of intellectual property

11. Confidentiality: Protection and handling of confidential information

12. Liability and Indemnification: Allocation of risks, limitation of liability, and indemnification obligations

13. Force Majeure: Events beyond parties' control and their consequences

14. Termination: Grounds for termination and consequences of termination

15. Dispute Resolution: Process for resolving disputes, including jurisdiction and governing law

16. General Provisions: Standard boilerplate clauses including notices, assignment, and amendments

Optional Sections

1. Insurance: Insurance requirements when the agreement involves significant operational risks

2. Data Protection: Specific provisions for handling personal data when data processing is involved

3. Anti-Corruption: Compliance with anti-corruption laws when dealing with government entities or high-risk sectors

4. Import/Export Controls: Requirements for cross-border transactions when international trade is involved

5. Environmental Compliance: Environmental obligations when activities have environmental impact

6. Service Levels: Detailed service level requirements when specific performance metrics are needed

7. Security Requirements: Security protocols when dealing with sensitive operations or information

8. Personnel Requirements: Specific staffing obligations when personnel qualifications are crucial

9. Parent Company Guarantee: Additional financial security when dealing with subsidiaries

Suggested Schedules

1. Schedule 1 - Pricing and Payment Terms: Detailed pricing structures, payment mechanisms, and financial terms

2. Schedule 2 - Service/Product Specifications: Detailed technical specifications of services or products

3. Schedule 3 - Performance Standards: Detailed performance metrics and measurement criteria

4. Schedule 4 - Operating Procedures: Step-by-step procedures for day-to-day operations

5. Schedule 5 - Form of Purchase Order: Template for individual orders under the master agreement

6. Schedule 6 - Key Personnel: List of key personnel and their roles when applicable

7. Schedule 7 - Approved Subcontractors: List of pre-approved subcontractors if subcontracting is permitted

8. Schedule 8 - Information Security Requirements: Detailed security protocols and requirements

9. Appendix A - Contract Change Procedure: Process for implementing changes to the agreement

10. Appendix B - Dispute Resolution Procedure: Detailed steps for dispute resolution process

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

Relevant legal definitions
Clauses
Relevant Industries

Manufacturing

Technology

Telecommunications

Financial Services

Energy

Mining

Consumer Goods

Healthcare

Logistics

Retail

Construction

Professional Services

Agriculture

Education

Infrastructure

Relevant Teams

Legal

Procurement

Commercial

Operations

Finance

Risk & Compliance

Business Development

Supply Chain

Project Management

Contract Administration

Relevant Roles

Legal Director

Head of Commercial

Procurement Manager

Contract Manager

Chief Legal Officer

Business Development Director

Operations Director

Chief Financial Officer

Risk Manager

Compliance Officer

Supply Chain Manager

Commercial Director

General Counsel

Senior Legal Counsel

Project Manager

Industries
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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