Operations And Management Agreement Template for Indonesia

An Operations And Management Agreement is utilized when an asset or facility owner seeks to delegate operational responsibility to a professional management company or operator with specific expertise. This document type is particularly relevant in Indonesia where complex regulatory requirements govern various business sectors. The agreement comprehensively covers operational control, performance standards, regulatory compliance, risk allocation, and commercial terms while ensuring alignment with Indonesian legal requirements, including the Civil Code (KUHPerdata), employment laws, and sector-specific regulations. It's commonly used for infrastructure projects, commercial facilities, and industrial operations where specialized operational expertise is required. The agreement must be drafted in compliance with Law No. 24 of 2009, requiring use of the Indonesian language, and should address specific local business operation requirements and investment regulations.

1. Parties: Identification of the parties entering into the agreement, including their legal status and registration details

2. Background: Context of the agreement, brief description of the business, and purpose of the arrangement

3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement

4. Appointment and Scope: Formal appointment of the operator/manager and detailed scope of services

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

6. Operator's Rights and Obligations: Detailed responsibilities and authority of the operator in managing the operations

7. Owner's Rights and Obligations: Responsibilities and obligations of the owner, including support and access requirements

8. Performance Standards: Required service levels and performance metrics

9. Fees and Payment Terms: Fee structure, payment mechanics, and financial arrangements

10. Reporting and Compliance: Required operational reports and compliance with Indonesian regulations

11. Staff and Employment: Personnel arrangements, including compliance with Indonesian labor laws

12. Insurance and Liability: Insurance requirements and allocation of risks between parties

13. Representations and Warranties: Standard and specific warranties from both parties

14. Termination: Termination events and processes

15. Handover and Transition: Requirements for transition upon termination

16. Governing Law and Dispute Resolution: Application of Indonesian law and dispute resolution mechanisms

17. General Provisions: Standard boilerplate clauses including notices, amendments, and language requirements