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1. Parties: Identification of the corporate partners entering into the agreement, including their full legal names, registration numbers, and registered addresses
2. Background: Context of the partnership, including the business purpose and objectives of the collaboration
3. Definitions: Definitions of key terms used throughout the agreement to ensure clear interpretation
4. Partnership Structure: Legal form of the partnership, ownership percentages, and capital contributions of each partner
5. Management and Control: Governance structure, decision-making processes, and management responsibilities
6. Capital and Financing: Initial and ongoing capital contributions, funding mechanisms, and capital maintenance requirements
7. Profit and Loss Sharing: Distribution of profits and allocation of losses among partners
8. Rights and Obligations: Detailed responsibilities and rights of each partner, including voting rights and operational duties
9. Restricted Activities: Activities requiring unanimous consent or special approval from partners
10. Transfer of Interests: Rules and procedures for transferring partnership interests, including right of first refusal
11. Term and Termination: Duration of the partnership and conditions for termination or dissolution
12. Dispute Resolution: Procedures for resolving disputes between partners, including mediation and arbitration provisions
13. Governing Law: Specification of Indonesian law as the governing law and jurisdiction
14. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Non-Competition: Restrictions on partners engaging in competing businesses, used when partners have other business interests
2. Intellectual Property Rights: Provisions regarding ownership and use of IP, necessary when the partnership involves significant IP assets
3. Foreign Investment Provisions: Special provisions required when one or more partners are foreign entities
4. Environmental Compliance: Special provisions for partnerships operating in environmentally sensitive industries
5. Employee Matters: Provisions regarding employment and human resources if the partnership will have direct employees
6. Technology and Data Protection: Specific provisions for partnerships involving technology or data processing activities
7. Corporate Social Responsibility: Guidelines for CSR activities when partners wish to formalize their social commitments
8. Force Majeure: Detailed provisions for handling unforeseen circumstances, particularly relevant in high-risk industries
1. Schedule A - Capital Contributions: Detailed breakdown of initial and committed capital contributions from each partner
2. Schedule B - Business Plan: Initial business plan and strategic objectives of the partnership
3. Schedule C - Management Structure: Organizational chart and detailed management responsibilities
4. Schedule D - Partner Information: Detailed corporate information about each partner, including shareholding structures
5. Schedule E - Assets Register: List of assets contributed to or owned by the partnership
6. Schedule F - Restricted Matters: Comprehensive list of actions requiring special approval
7. Appendix 1 - Signing Authorities: Matrix of signing and approval authorities for various business activities
8. Appendix 2 - Required Licenses: List of licenses and permits required for partnership operations
Manufacturing
Technology
Real Estate
Infrastructure
Mining
Agriculture
Financial Services
Retail
Healthcare
Energy
Transportation
Telecommunications
Construction
Hospitality
Education
Legal
Finance
Corporate Affairs
Compliance
Risk Management
Business Development
Strategy
Operations
Investment
Corporate Governance
Executive Leadership
Corporate Secretary Office
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
Corporate Secretary
Legal Counsel
Managing Director
Business Development Director
Finance Director
Operations Director
Partnership Manager
Compliance Officer
Risk Manager
Board Member
Company Director
Investment Manager
Strategy Director
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