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Framework Agreement
I need a framework agreement to establish a collaborative partnership between our company and a local supplier, outlining the terms for supply chain management, quality standards, and delivery schedules. The agreement should include provisions for periodic review, dispute resolution mechanisms, and compliance with Indonesian regulations.
What is a Framework Agreement?
A Framework Agreement sets the ground rules for future contracts between parties, typically for ongoing business relationships in Indonesia. It establishes key terms like pricing, delivery schedules, and quality standards that will apply to multiple transactions over time, without committing to specific quantities upfront.
Indonesian companies often use these agreements for long-term supplier relationships, government procurement under Presidential Regulation 16/2018, and infrastructure projects. They save time and money by avoiding repeated negotiations, while giving businesses the flexibility to adjust order volumes based on actual needs. The agreement remains valid for an agreed period, usually 2-4 years, with specific purchase orders issued as needed.
When should you use a Framework Agreement?
Framework Agreements make perfect sense when your company needs regular supplies or services but can't predict exact quantities. They're especially valuable for Indonesian businesses managing ongoing relationships with key suppliers, or government agencies handling multiple procurement rounds under Presidential Regulation 16/2018.
Use this type of agreement when you need to streamline repeated purchases while maintaining flexibility. It works brilliantly for construction projects requiring various materials over time, IT service arrangements that evolve with your needs, or manufacturing operations with fluctuating supply demands. The agreement lets you lock in favorable terms and prices while keeping order volumes adjustable.
What are the different types of Framework Agreement?
- Framework Partnership Agreement: Used for long-term collaborative business relationships, focusing on shared goals and resource-sharing arrangements
- Framework Supply Agreement: Specifically designed for recurring product or material purchases, with flexible quantity terms and delivery schedules
- Multi Supplier Framework Agreement: Manages relationships with multiple vendors simultaneously, common in government procurement
- Partnership Framework Agreement: Structures strategic alliances between companies, emphasizing mutual benefits and joint operations
- Contract Framework Agreement: General-purpose template adaptable for various business relationships, with standardized terms and conditions
Who should typically use a Framework Agreement?
- Government Agencies: Use Framework Agreements extensively for procurement under Presidential Regulation 16/2018, especially for recurring purchases or long-term service needs
- Corporate Legal Teams: Draft and review agreements to ensure compliance with Indonesian business law and protect company interests
- Procurement Officers: Manage supplier relationships and implement agreement terms for regular purchasing activities
- Suppliers and Vendors: Provide goods or services under the agreement's terms, often to multiple buyers simultaneously
- Business Development Managers: Negotiate key commercial terms and maintain strategic partnerships throughout the agreement's duration
How do you write a Framework Agreement?
- Basic Details: Gather company information, registration numbers, and authorized signatories for all parties involved
- Scope Definition: Outline specific products/services, delivery terms, and quality standards expected throughout the agreement period
- Commercial Terms: Prepare pricing structures, payment schedules, and volume-based incentives that align with Indonesian business practices
- Timeline Planning: Set clear agreement duration, renewal options, and key performance review dates
- Compliance Check: Review Indonesian procurement regulations and industry-specific requirements
- Document Generation: Use our platform to create a legally-sound Framework Agreement that includes all required elements and minimizes drafting errors
What should be included in a Framework Agreement?
- Party Details: Full legal names, registration numbers, and authorized representative information in Bahasa Indonesia and English
- Agreement Scope: Clear description of products/services, delivery terms, and performance standards
- Commercial Terms: Pricing mechanisms, payment schedules, and currency specifications following Indonesian regulations
- Duration Clause: Agreement period, extension options, and termination conditions
- Dispute Resolution: Choice of Indonesian law, jurisdiction selection, and arbitration procedures
- Force Majeure: Specific circumstances recognized under Indonesian law that excuse performance
- Language Clause: Dual language requirements and which version prevails per Law No. 24 of 2009
What's the difference between a Framework Agreement and a Business Acquisition Agreement?
A Framework Agreement differs significantly from a Business Acquisition Agreement in both scope and purpose. While Framework Agreements establish ongoing terms for regular transactions, Business Acquisition Agreements govern one-time purchases of entire businesses or substantial assets.
- Duration and Flexibility: Framework Agreements run for multiple years with flexible ordering terms, while Business Acquisition Agreement typically covers a single, defined transaction
- Transaction Structure: Framework Agreements set general terms for future orders, whereas acquisition agreements detail specific assets, shares, or business components being transferred
- Due Diligence Requirements: Acquisition agreements demand extensive due diligence and detailed representations, while Framework Agreements focus on operational terms and performance standards
- Regulatory Oversight: Business acquisitions in Indonesia require specific regulatory approvals and KPPU review, while Framework Agreements generally face lighter regulatory scrutiny
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