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Project Consortium Agreement

Project Consortium Agreement Template for Indonesia

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Key Requirements PROMPT example:

Project Consortium Agreement

"I need a Project Consortium Agreement for a renewable energy project in Indonesia, involving our company as lead partner with two local Indonesian companies and a German technology provider, with project commencement planned for March 2025."

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Document background
The Project Consortium Agreement is a crucial document used when multiple organizations need to formally collaborate on large-scale projects in Indonesia. It is particularly relevant for complex projects requiring diverse expertise, significant resources, or local-foreign partnerships. The agreement must comply with Indonesian legal requirements, including the Civil Code (KUHPerdata), Investment Law, and sector-specific regulations. This document type is commonly used in infrastructure development, energy projects, and technology implementations where risk-sharing and combined capabilities are essential. The Project Consortium Agreement includes detailed provisions for governance, contribution of resources, profit-sharing, risk allocation, and dispute resolution, while ensuring compliance with local content requirements and foreign investment restrictions where applicable.
Suggested Sections

1. Parties: Identification of all consortium members with their full legal names, registration details, and addresses

2. Background: Context of the project, purpose of forming the consortium, and high-level objectives

3. Definitions: Detailed definitions of terms used throughout the agreement

4. Scope of Consortium: Detailed description of the project scope, objectives, and deliverables

5. Duration and Phases: Timeline of the consortium, including key milestones and project phases

6. Contributions and Resources: Details of what each party will contribute (financial, personnel, assets, IP)

7. Governance Structure: Management structure, voting rights, decision-making processes

8. Roles and Responsibilities: Specific duties and obligations of each consortium member

9. Financial Arrangements: Budget, cost sharing, payment terms, and financial management

10. Intellectual Property Rights: Ownership and usage rights of existing and new IP

11. Confidentiality: Protection of confidential information and trade secrets

12. Liability and Indemnification: Risk allocation, liability limits, and indemnification obligations

13. Force Majeure: Provisions for unforeseen circumstances and their handling

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

15. Termination: Conditions and process for termination, including consequences

Optional Sections

1. Competition Law Compliance: Required when consortium members are competitors or when activities might raise antitrust concerns

2. Local Content Requirements: Needed when project must comply with Indonesian local content regulations

3. Environmental Compliance: Required for projects with environmental impact

4. Government Approvals: Necessary when project requires specific government licenses or permits

5. Foreign Investment Provisions: Required when consortium includes foreign participants

6. Insurance: Detailed insurance requirements when project involves significant risks

7. Labor and Employment: Required when project involves significant workforce management

8. Change Management: Procedures for handling changes to project scope or consortium structure

Suggested Schedules

1. Project Scope and Technical Specifications: Detailed technical requirements and project specifications

2. Business Plan: Detailed business case, financial projections, and commercial terms

3. Contribution Schedule: Detailed breakdown of each party's contributions and timing

4. Governance Procedures: Detailed procedures for meetings, voting, and decision-making

5. Budget and Payment Schedule: Detailed financial arrangements and payment milestones

6. Key Personnel: List of key personnel from each party and their roles

7. Implementation Timeline: Detailed project schedule with milestones and deadlines

8. Risk Matrix: Allocation of risks between consortium members

9. Form of Accession Deed: Template for new members joining the consortium

10. Insurance Requirements: Detailed insurance specifications and coverage requirements

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
Agreement
Affiliate
Applicable Law
Background IP
Business Day
Business Plan
Commencement Date
Confidential Information
Consortium
Consortium Committee
Consortium Leader
Consortium Member
Contribution
Control
Deadlock
Defaulting Party
Deliverables
Effective Date
Financial Year
Force Majeure Event
Foreground IP
Governing Law
Implementation Plan
Initial Period
Intellectual Property Rights
Key Personnel
Lead Party
Local Content
Management Committee
Material Breach
Member's Share
Milestones
Non-Defaulting Party
Operating Budget
Party/Parties
Project
Project Account
Project Manager
Project Objectives
Project Phase
Project Schedule
Quality Standards
Related Entity
Representatives
Reserved Matters
Risk Register
Scope of Work
Services
Steering Committee
Subcontractor
Technical Committee
Term
Territory
Third Party
Voting Rights
Work Package
Working Group
Clauses
Interpretation
Conditions Precedent
Formation of Consortium
Term and Duration
Project Scope
Consortium Structure
Governance
Decision Making
Contributions
Resource Allocation
Financial Arrangements
Payment Terms
Cost Sharing
Profit Distribution
Project Management
Performance Obligations
Progress Monitoring
Reporting Requirements
Quality Control
Intellectual Property
Confidentiality
Data Protection
Non-Competition
Non-Solicitation
Representations and Warranties
Risk Allocation
Liability
Indemnification
Insurance
Force Majeure
Change Management
Dispute Resolution
Governing Law
Termination
Exit Provisions
Assignment
Local Content Requirements
Regulatory Compliance
Environmental Compliance
Health and Safety
Labor and Employment
Anti-Corruption
Notices
Entire Agreement
Severability
Amendment
Third Party Rights
Survival
Relevant Industries

Infrastructure Development

Energy and Resources

Construction

Technology and Telecommunications

Manufacturing

Transportation

Mining

Oil and Gas

Renewable Energy

Healthcare

Education

Agriculture and Food Processing

Relevant Teams

Legal

Project Management Office

Business Development

Finance

Operations

Risk and Compliance

Commercial

Technical

Corporate Development

Investment

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Project Director

Contract Manager

Business Development Director

Chief Financial Officer

Legal Counsel

Project Manager

Commercial Director

Risk Manager

Compliance Officer

Operations Director

Technical Director

Partnership Manager

Investment Manager

Industries
Indonesian Civil Code (KUHPerdata): Provides the fundamental legal framework for contracts, including requirements for valid agreements, rights and obligations of parties, and contract enforcement
Law No. 40 of 2007 on Limited Liability Companies: Governs corporate structures and business relationships, including joint ventures and business collaborations
Presidential Regulation No. 44 of 2016: Negative Investment List that specifies business fields that are closed or conditionally open to foreign investment, affecting consortium structure
Law No. 25 of 2007 on Investment: Regulates both domestic and foreign investment, including joint investment arrangements and business partnerships
Government Regulation No. 50 of 2007: Regulates procedures for implementation of cooperation between government and business entities
Law No. 13 of 2003 on Manpower: Governs employment relationships and labor requirements that may affect project execution
Law No. 24 of 2000 on International Agreements: Relevant for international consortium agreements involving foreign parties
Law No. 11 of 2020 on Job Creation (Omnibus Law): Recent comprehensive law affecting business operations, licensing, and investment regulations
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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