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The Agreement Between Financier And Company serves as a fundamental legal framework for business financing transactions in Indonesia. This document is essential when a company seeks external funding from financial institutions, investors, or lenders, whether for working capital, expansion, acquisition, or other business purposes. The agreement must comply with Indonesian financial regulations, including OJK requirements, banking laws, and the Civil Code (KUHPerdata). It typically includes comprehensive terms covering the financing structure, security arrangements, conditions precedent, representations and warranties, and covenants. The document is particularly crucial in protecting both the financier's interests through security and monitoring rights, and the company's interests through clearly defined terms and conditions of the financing relationship.

1. Parties: Identifies and defines the Financier and the Company, including their complete legal names, registration numbers, and addresses

2. Background: Sets out the context of the financing arrangement and the parties' intentions

3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation rules

4. Facility Amount and Purpose: Specifies the amount of financing and its intended use

5. Conditions Precedent: Lists conditions that must be satisfied before the financing becomes available

6. Drawdown Mechanics: Details the process and requirements for accessing the financing

7. Interest and Fees: Specifies interest rates, calculation methods, and any additional fees

8. Repayment Terms: Sets out the repayment schedule and mechanics

9. Representations and Warranties: Contains statements of fact and assurances from both parties

10. Covenants: Details ongoing obligations of the Company, including financial covenants

11. Events of Default: Lists circumstances that would constitute default and their consequences

12. Termination: Specifies how and when the agreement can be terminated

13. Governing Law and Dispute Resolution: Establishes Indonesian law as governing law and details dispute resolution mechanisms

14. Notices: Specifies how formal communications between parties should be made

15. General Provisions: Includes standard boilerplate clauses such as amendments, assignments, and severability