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Revenue Based Financing Agreement for Indonesia

Revenue Based Financing Agreement Template for Indonesia

A Revenue Based Financing Agreement under Indonesian law is a specialized financing instrument where a company receives funding in exchange for a percentage of its future revenue streams. The agreement is structured to comply with Indonesian financial regulations, including OJK requirements and investment laws. It provides an alternative to traditional debt or equity financing, with repayment terms that flex with the company's revenue performance. The document includes detailed provisions for revenue calculation, payment mechanisms, reporting requirements, and various protections for both the financing provider and recipient company.

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What is a Revenue Based Financing Agreement?

This Revenue Based Financing Agreement is designed for use in Indonesia when a company seeks growth capital without diluting equity or taking on traditional debt. The document is particularly relevant for growing businesses with reliable revenue streams but who may not qualify for conventional bank financing or prefer not to raise equity. It complies with Indonesian financial regulations, including OJK requirements, investment laws, and relevant Bank Indonesia regulations. The agreement details the investment amount, revenue share percentage, payment cap, calculation methodologies, reporting requirements, and protection mechanisms for both parties. It's commonly used by technology companies, e-commerce businesses, and other sectors with predictable revenue patterns. The structure provides flexibility by linking repayment obligations to actual revenue performance, making it particularly suitable for businesses with seasonal or variable revenue streams.

What sections should be included in a Revenue Based Financing Agreement?

1. Parties: Identification of the financing provider and recipient company

2. Background: Context of the financing arrangement and brief description of the business

3. Definitions and Interpretation: Definitions of key terms including Revenue, Payment Period, Payment Cap, etc.

4. Investment Amount: Specification of the financing amount and any conditions precedent to funding

5. Revenue Share Calculation: Formula and methodology for calculating the revenue share payments

6. Payment Terms: Payment frequency, method, currency, and calculation periods

7. Information Rights: Financial reporting requirements and access to business information

8. Representations and Warranties: Standard and specific representations by the recipient company

9. Covenants: Ongoing obligations of the recipient company regarding business operations

10. Events of Default: Circumstances constituting default and consequences

11. Term and Termination: Duration of the agreement and termination provisions

12. Confidentiality: Protection of confidential information and trade secrets

13. Governing Law and Jurisdiction: Choice of Indonesian law and dispute resolution mechanisms

14. General Provisions: Standard boilerplate clauses including notices, amendments, etc.

What sections are optional to include in a Revenue Based Financing Agreement?

1. Security and Collateral: Include when specific assets are pledged as security for the financing

2. Personal Guarantee: Include when founders or key shareholders provide personal guarantees

3. Multiple Tranche Funding: Include when the investment is to be provided in multiple installments with conditions

4. Intellectual Property Rights: Include for technology companies or IP-heavy businesses

5. Change of Control: Include when restrictions on ownership changes are required

6. International Payments: Include when cross-border payments are involved

7. Key Person Provisions: Include when the business relies heavily on specific individuals

8. Subordination: Include when the financing needs to be subordinated to other debt

What schedules should be included in a Revenue Based Financing Agreement?

1. Schedule 1 - Calculation Examples: Detailed examples of revenue share calculations

2. Schedule 2 - Form of Revenue Report: Template for periodic revenue reporting

3. Schedule 3 - Business Plan: Current business plan and financial projections

4. Schedule 4 - Existing Indebtedness: List of current company debt and obligations

5. Schedule 5 - Bank Account Details: Designated account information for payments

6. Schedule 6 - Conditions Precedent: List of documents and conditions required before funding

7. Appendix A - Compliance Certificate: Template for periodic compliance certification

8. Appendix B - Security Documents: Forms of any security or collateral documentation

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Indonesia

Publisher

Ƶ

Document Type

Financing Agreement

Cost

Free to use
Relevant legal definitions














































Clauses




































Relevant Industries

Technology

E-commerce

Manufacturing

Retail

Services

Food and Beverage

Healthcare

Education

Financial Services

Software

Digital Media

Consumer Goods

Logistics

Agriculture

Clean Energy

Relevant Teams

Legal

Finance

Treasury

Compliance

Risk Management

Corporate Development

Operations

Business Development

Executive Leadership

Board of Directors

Relevant Roles

Chief Financial Officer

Finance Director

Chief Executive Officer

Legal Counsel

Corporate Secretary

Treasury Manager

Financial Controller

Business Development Director

Investment Manager

Risk Manager

Compliance Officer

Commercial Director

Operations Director

Company Secretary

Board Member

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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