The Agency SLA is a critical document used when establishing formal agency relationships in Indonesia where specific service levels need to be monitored and maintained. This document type is particularly important given Indonesia's complex business environment and geographical distribution, where principals often need local representatives to act on their behalf while maintaining specific service standards. The agreement combines traditional agency provisions with detailed service level metrics, making it suitable for businesses requiring both local representation and measurable performance standards. It must comply with Indonesian regulations, including the Civil Code, agency-specific regulations, and language requirements. The document typically includes comprehensive service specifications, performance metrics, reporting requirements, and compliance obligations, making it essential for businesses expanding their operations across Indonesia through agency arrangements.
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1. Parties: Identification of the Principal and Agent, including full legal names, registration numbers, and registered addresses
2. Background: Context of the agreement, relationship between parties, and purpose of the agency arrangement
3. Definitions: Detailed definitions of terms used throughout the agreement, including technical terms related to services and performance metrics
4. Appointment and Scope: Formal appointment of agent, territory coverage, and detailed scope of services to be provided
5. Service Levels: Detailed description of service standards, performance metrics, and measurement methodologies
6. Performance Monitoring: Procedures for monitoring and reporting on service levels, including frequency and format of reports
7. Agent's Obligations: Comprehensive list of agent's duties, responsibilities, and compliance requirements
8. Principal's Obligations: Principal's responsibilities, including support, resources, and information to be provided
9. Fees and Payment: Compensation structure, payment terms, and calculation of fees
10. Term and Termination: Duration of agreement, renewal terms, and termination conditions
11. Confidentiality: Protection of confidential information and trade secrets
12. Intellectual Property: Ownership and usage rights of IP, including any licenses granted
13. Liability and Indemnification: Allocation of risks, limitation of liability, and indemnification obligations
14. Force Majeure: Provisions for unforeseen circumstances and their handling
15. Governing Law and Dispute Resolution: Applicable law and procedures for resolving disputes
16. General Provisions: Standard boilerplate clauses including notices, amendments, and entire agreement
1. Compliance with Anti-Corruption Laws: Required when the agency involves government interactions or high-risk sectors
2. Data Protection: Required when personal data processing is involved in service delivery
3. Insurance: Required when services involve significant risks or regulatory requirements
4. Non-Competition: Optional restriction on agent's activities with competitors
5. Training and Support: Required when service delivery involves complex processes or systems
6. Minimum Performance Requirements: Optional section for defining minimum performance thresholds and consequences
7. Business Continuity: Required for critical services or regulated industries
8. Exit Management: Required for complex service arrangements requiring transition planning
1. Schedule 1 - Service Specifications: Detailed technical specifications of services to be provided
2. Schedule 2 - Service Level Metrics: Specific KPIs, measurement methods, and reporting requirements
3. Schedule 3 - Fee Schedule: Detailed breakdown of fees, commissions, and payment calculations
4. Schedule 4 - Territories: Detailed description of geographical areas covered by the agency
5. Schedule 5 - Reporting Ƶ: Standard formats for performance and activity reporting
6. Schedule 6 - Escalation Matrix: Contact details and procedures for issue escalation
7. Appendix A - Required Certifications: List of mandatory certifications and compliance requirements
8. Appendix B - Principal's Policies: Relevant company policies that the agent must comply with
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