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Vendor Contract for Indonesia

Vendor Contract Template for Indonesia

This document is a comprehensive vendor contract governed by Indonesian law, designed to establish and regulate the commercial relationship between a company and its supplier/vendor. It incorporates mandatory requirements under Indonesian legislation, including compliance with Law No. 24 of 2009 requiring contracts to be in both Indonesian and English languages. The agreement covers essential elements such as scope of services, payment terms, delivery requirements, quality standards, and compliance with local regulations, while providing mechanisms for risk management and dispute resolution under Indonesian jurisdiction.

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What is a Vendor Contract?

This Vendor Contract template is designed for use in the Indonesian market when establishing formal commercial relationships with suppliers and service providers. The document adheres to Indonesian legal requirements, including the Civil Code (KUHPerdata) and Law No. 24 of 2009 requiring dual-language documentation. It is particularly suited for businesses operating in Indonesia seeking to formalize their vendor relationships with clear terms, conditions, and compliance requirements. The contract includes comprehensive provisions for service delivery, quality standards, payment terms, and risk allocation, while incorporating specific Indonesian regulatory requirements. It can be customized based on the nature of goods or services being procured and the specific industry requirements, making it suitable for both domestic and international vendor relationships within the Indonesian jurisdiction.

What sections should be included in a Vendor Contract?

1. Parties: Identification of the contracting parties including full legal names, company registration numbers, and registered addresses

2. Background: Context of the agreement and brief description of the business relationship

3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement

4. Scope of Services/Supply: Detailed description of the goods or services to be provided by the vendor

5. Term and Renewal: Duration of the agreement and conditions for renewal

6. Pricing and Payment Terms: Pricing structure, payment schedule, invoicing requirements, and payment methods

7. Delivery and Performance: Delivery terms, timelines, and performance standards

8. Quality Standards: Required quality standards, specifications, and quality control procedures

9. Warranties and Representations: Warranties regarding services/goods and general business representations

10. Compliance with Laws: Obligation to comply with applicable Indonesian laws and regulations

11. Confidentiality: Protection of confidential information and trade secrets

12. Intellectual Property Rights: Ownership and usage rights of intellectual property

13. Liability and Indemnification: Allocation of risks and responsibilities between parties

14. Force Majeure: Provisions for unforeseen circumstances preventing performance

15. Termination: Grounds and procedures for contract termination

16. Dispute Resolution: Process for resolving disputes including jurisdiction and governing law

17. Notices: Methods and addresses for official communications

18. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments

What sections are optional to include in a Vendor Contract?

1. Insurance: Insurance requirements - include when vendor services involve significant risks or on-site work

2. Security Requirements: Security protocols and requirements - relevant for vendors handling sensitive data or accessing client systems

3. Environmental Compliance: Environmental standards and requirements - important for manufacturers or vendors handling hazardous materials

4. Service Levels: Specific service level agreements (SLAs) - relevant for ongoing service provisions

5. Change Control: Procedures for managing changes to scope or specifications - important for complex or long-term arrangements

6. Business Continuity: Business continuity and disaster recovery requirements - crucial for critical service providers

7. Subcontracting: Rules regarding subcontracting - include when subcontracting might be relevant

8. Anti-Corruption: Anti-corruption and compliance provisions - particularly important for high-value contracts or government-related work

9. Data Protection: Data protection and privacy requirements - essential when personal data processing is involved

What schedules should be included in a Vendor Contract?

1. Schedule 1 - Scope of Work: Detailed specifications of goods/services to be provided

2. Schedule 2 - Pricing Schedule: Detailed pricing information, rate cards, and payment milestones

3. Schedule 3 - Service Levels: Detailed service level requirements and measurement criteria

4. Schedule 4 - Key Personnel: List of key personnel and their roles (if applicable)

5. Schedule 5 - Technical Requirements: Technical specifications and requirements

6. Schedule 6 - Compliance Requirements: Specific regulatory or compliance requirements

7. Appendix A - Form of Purchase Order: Standard form for placing orders under the agreement

8. Appendix B - Change Request Form: Template for requesting and documenting changes

9. Appendix C - Report Ƶ: Standard templates for required reporting

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

Agreement Contract

Cost

Free to use
Relevant legal definitions




































Clauses









































Relevant Industries

Manufacturing

Technology

Retail

Construction

Professional Services

Logistics and Supply Chain

Healthcare

Financial Services

Energy and Resources

Telecommunications

Agriculture

Food and Beverage

Automotive

Industrial Services

Relevant Teams

Procurement

Legal

Finance

Operations

Supply Chain

Compliance

Risk Management

Commercial

Vendor Management

Internal Audit

Quality Assurance

Relevant Roles

Procurement Manager

Supply Chain Director

Legal Counsel

Contract Manager

Vendor Relations Manager

Chief Financial Officer

Operations Director

Compliance Officer

Risk Manager

Commercial Director

Category Manager

Sourcing Specialist

General Counsel

Finance Manager

Chief Operating Officer

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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