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Vendors Agreement
"I need a Vendors Agreement under Indonesian law for a technology supplier who will provide software maintenance services and hardware to our Jakarta office starting March 2025, with specific clauses about data security and service level agreements."
1. Parties: Identification of the contracting parties with complete legal names, registration numbers, and addresses
2. Background: Context of the agreement, relationship between parties, and general purpose of the vendor arrangement
3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement
4. Scope of Services/Supply: Detailed description of goods/services to be provided by the vendor
5. Term and Renewal: Duration of the agreement and conditions for renewal
6. Pricing and Payment Terms: Price structure, payment schedule, invoicing requirements, and tax considerations
7. Delivery and Performance: Delivery terms, timelines, and performance standards
8. Quality Requirements: Quality standards, specifications, and compliance requirements
9. Warranties and Representations: Warranties regarding services/goods and general business representations
10. Liability and Indemnification: Allocation of risks, limitation of liability, and indemnification obligations
11. Termination: Grounds for termination, termination process, and consequences
12. Confidentiality: Protection of confidential information and trade secrets
13. Governing Law and Dispute Resolution: Choice of Indonesian law and dispute resolution mechanisms
14. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment
1. Intellectual Property Rights: Required when vendor agreement involves creation, licensing, or use of intellectual property
2. Insurance Requirements: Include when vendor's activities require specific insurance coverage
3. Compliance with Anti-Corruption Laws: Additional detail needed for high-value contracts or government-related work
4. Force Majeure: Detailed force majeure provisions for critical supply relationships
5. Security Requirements: Include for vendors handling sensitive data or requiring facility access
6. Environmental Compliance: Required for vendors whose activities have environmental impact
7. Service Level Agreement: Include for ongoing service provisions with specific performance metrics
8. Change Control Process: Needed for long-term or complex service arrangements
1. Schedule 1 - Scope of Work: Detailed specifications of goods/services to be provided
2. Schedule 2 - Pricing Schedule: Detailed pricing structure, rates, and payment terms
3. Schedule 3 - Service Levels: Performance metrics and service level requirements
4. Schedule 4 - Key Personnel: List of key vendor personnel assigned to the contract
5. Schedule 5 - Technical Specifications: Detailed technical requirements and standards
6. Schedule 6 - Compliance Requirements: Specific regulatory or compliance obligations
7. Appendix A - Form of Purchase Order: Standard format for issuing purchase orders under the agreement
8. Appendix B - Security Protocols: Security procedures and requirements if applicable
Authors
Applicable Laws
Business Day
Confidential Information
Commencement Date
Completion Date
Contract Price
Defect
Delivery
Delivery Location
Force Majeure Event
Goods
Intellectual Property Rights
Invoice
Key Personnel
Location
Material Breach
Notice
Party/Parties
Performance Standards
Purchase Order
Quality Standards
Representatives
Services
Service Levels
Specifications
Subcontractor
Term
Territory
Vendor
Vendor Personnel
Working Hours
Warranty Period
Work Product
Indonesian Rupiah
VAT
Acceptance Criteria
Compliance Requirements
Documentation
Emergency
Good Industry Practice
Indemnified Parties
Insurance Requirements
Local Content
Payment Terms
Regulatory Approvals
Related Entities
Security Requirements
Technical Standards
Appointment
Term and Renewal
Supply Obligations
Ordering Process
Delivery
Quality Control
Price and Payment
Invoicing
Performance Standards
Service Levels
Key Performance Indicators
Warranties
Title and Risk
Intellectual Property
Confidentiality
Data Protection
Record Keeping
Audit Rights
Insurance
Liability
Indemnification
Force Majeure
Anti-Corruption
Compliance with Laws
Local Content Requirements
Health and Safety
Environmental Compliance
Staff and Personnel
Subcontracting
Assignment
Change Control
Termination
Exit Management
Dispute Resolution
Governing Law
Notices
Entire Agreement
Severability
Amendments
Counterparts
Language Requirements
Time of Essence
Relationship of Parties
Third Party Rights
Waiver
Set-off
Manufacturing
Technology
Retail
Construction
Energy
Mining
Agriculture
Healthcare
Financial Services
Telecommunications
Logistics
Food and Beverage
Professional Services
Hospitality
Procurement
Legal
Finance
Operations
Supply Chain
Compliance
Risk Management
Commercial
Vendor Management
Sourcing
Contract Management
Procurement Manager
Supply Chain Director
Legal Counsel
Contract Administrator
Operations Manager
Chief Financial Officer
Vendor Relations Manager
Compliance Officer
Risk Manager
Commercial Director
Category Manager
Sourcing Specialist
General Manager
Finance Director
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