Terms of Contract documents are essential legal instruments used to establish and govern business relationships in Indonesia. These documents are particularly crucial when establishing ongoing business relationships, setting standard terms for goods or services, or creating framework agreements for future transactions. The Terms of Contract must comply with Indonesian law, particularly the Civil Code (KUHPer) and related regulations, and should be drafted in both English and Bahasa Indonesia to meet legal requirements. They typically include comprehensive provisions covering contract formation, performance obligations, risk allocation, termination rights, and dispute resolution mechanisms. This document type is commonly used across various industries and is particularly important for businesses operating in Indonesia or engaging with Indonesian entities, as it provides a clear legal framework while ensuring compliance with local law requirements.
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Key Requirements PROMPT example:
Terms Of Contracts
"I need Terms of Contract for my technology consulting company based in Jakarta, focusing on software development services, with specific clauses for intellectual property protection and data security, to be used with international clients starting from March 2025."
1. Parties: Identification of all contracting parties, including full legal names, addresses, and company registration details if applicable
2. Background: Context of the agreement and brief description of the parties' intention to enter into contractual relations
3. Definitions: Definitions of key terms used throughout the agreement, ensuring consistency with Indonesian legal terminology
4. Scope of Agreement: Clear delineation of the subject matter and scope of the contractual relationship
5. Rights and Obligations: Detailed description of each party's rights and responsibilities under the contract
6. Term and Duration: Period of the agreement, including commencement date and duration
7. Payment Terms: Details of payment obligations, including amounts, currency, and payment schedules
8. Representations and Warranties: Statements of fact and assurances made by the parties
9. Termination: Circumstances under which the contract may be terminated and the consequences of termination
10. Force Majeure: Provisions for unforeseen circumstances that prevent contract performance
11. Governing Law: Explicit statement that Indonesian law governs the agreement
12. Dispute Resolution: Procedures for resolving disputes, including jurisdiction and forum selection
13. Language: Statement regarding the controlling language version as per Law No. 24 of 2009
14. Notices: Process and contact details for formal communications between parties
15. Entire Agreement: Confirmation that the document represents the complete agreement between parties
1. Confidentiality: Provisions for protecting confidential information, used when sensitive information will be shared
2. Intellectual Property: Provisions regarding ownership and use of IP, included when IP rights are relevant to the contract
3. Insurance: Requirements for insurance coverage, included for high-risk or high-value contracts
4. Assignment: Provisions regarding the transfer of rights and obligations, included when transfer rights need to be restricted
5. Compliance with Laws: Specific regulatory compliance requirements, included for regulated industries or activities
6. Change Control: Procedures for making changes to the agreement, included for long-term or complex contracts
7. Service Levels: Performance metrics and standards, included for service-based contracts
8. Limitation of Liability: Caps on liability and exclusions, included when liability risks need to be managed
9. Anti-Corruption: Compliance with anti-corruption laws, included for international contracts or government-related work
1. Schedule 1 - Pricing Schedule: Detailed breakdown of prices, rates, and payment terms
2. Schedule 2 - Service Specifications: Detailed description of services or deliverables
3. Schedule 3 - Key Personnel: List of key personnel and their roles (if applicable)
4. Schedule 4 - Performance Metrics: Detailed service levels and performance indicators
5. Appendix A - Contact Details: Comprehensive contact information for all parties
6. Appendix B - Required Documents: Copies of licenses, permits, or other required documentation
7. Appendix C - Bahasa Indonesia Translation: Official Indonesian language translation as required by Law No. 24 of 2009
Authors
Relevant legal definitions
Clauses
Relevant Industries
Manufacturing
Technology
Retail
Financial Services
Construction
Healthcare
Education
Telecommunications
Professional Services
Logistics
E-commerce
Real Estate
Energy
Agriculture
Mining
Relevant Teams
Legal
Procurement
Operations
Commercial
Compliance
Risk Management
Sales
Business Development
Contract Administration
Supply Chain
Project Management
Account Management
Corporate Affairs
Finance
Administration
Relevant Roles
Legal Counsel
Contract Manager
Business Development Manager
Procurement Manager
Operations Director
Commercial Manager
Compliance Officer
Risk Manager
Chief Legal Officer
General Counsel
Sales Director
Project Manager
Account Manager
Supply Chain Manager
Chief Operating Officer
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