Success Fee Consulting Agreement Template for Indonesia

The Success Fee Consulting Agreement is utilized when engaging consultants or advisory firms in Indonesia on a performance-contingent basis. This document type is particularly relevant when the client seeks to align the consultant's compensation with specific business outcomes or project success metrics. The agreement must comply with Indonesian legal requirements, including the Civil Code and relevant business regulations, while clearly defining success criteria, payment triggers, and service scope. It's commonly used for projects such as business transformation, merger advisory, market entry strategies, or other initiatives where measurable outcomes can be clearly defined. The document includes comprehensive provisions for service delivery, success measurement, payment mechanisms, and dispute resolution, all structured within the Indonesian legal framework.

1. Parties: Identifies and provides full details of the consultant and the client, including registration numbers and addresses

2. Background: Sets out the context of the agreement, including the client's needs and consultant's expertise

3. Definitions: Defines key terms used throughout the agreement, including 'Success', 'Success Fee', and 'Services'

4. Appointment and Scope of Services: Details the consultant's appointment and describes the specific services to be provided

5. Term and Termination: Specifies the duration of the agreement and circumstances for termination

6. Success Criteria and Metrics: Clearly defines what constitutes 'success' and how it will be measured

7. Fees and Payment Terms: Details the success fee calculation method, payment timing, and any other applicable fees

8. Consultant's Obligations: Lists the specific duties and responsibilities of the consultant

9. Client's Obligations: Outlines the client's responsibilities and required cooperation

10. Confidentiality: Defines confidential information and obligations regarding its protection

11. Intellectual Property: Addresses ownership and usage rights of any IP created during the engagement

12. Representations and Warranties: Contains standard warranties about capacity to contract and service quality

13. Limitation of Liability: Sets out the extent and limitations of the consultant's liability

14. Force Majeure: Addresses circumstances beyond parties' control affecting performance

15. Governing Law and Dispute Resolution: Specifies Indonesian law as governing law and outlines dispute resolution process

16. General Provisions: Contains standard boilerplate clauses including notices, assignment, and entire agreement