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General Agent Contract for Indonesia

General Agent Contract Template for Indonesia

A comprehensive legal agreement governed by Indonesian law that establishes and regulates the relationship between a principal and their appointed agent. The document defines the scope of the agent's authority to act on behalf of the principal within specified territories, outlines commission structures, and sets forth mutual obligations while ensuring compliance with Indonesian commercial laws, including the Civil Code (KUHPerdata) and relevant agency regulations. It includes essential provisions for risk management, performance metrics, and dispute resolution mechanisms specifically adapted to the Indonesian legal context.

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General Agent Contract

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What is a General Agent Contract?

The General Agent Contract is a crucial document used in Indonesian business relationships where a company (Principal) wishes to appoint another entity or individual (Agent) to represent their interests in specified territories or market segments. This agreement is particularly important in Indonesia's business landscape, where local representation is often required for foreign companies and where complex distribution networks necessitate clear agency arrangements. The document must comply with Indonesian Civil Code (KUHPerdata), Commercial Code (KUHD), and specific agency regulations while addressing practical aspects such as territory rights, commission structures, and performance expectations. It's commonly used when entering new markets, establishing distribution networks, or restructuring existing commercial relationships in Indonesia.

What sections should be included in a General Agent Contract?

1. Parties: Identification of the Principal and the Agent, including their complete legal names, registration numbers, and addresses

2. Background: Context of the agreement, brief description of the parties' businesses, and their intention to enter into an agency relationship

3. Definitions: Definitions of key terms used throughout the agreement

4. Appointment and Scope: Formal appointment of the agent and detailed description of the territory, products/services, and scope of authority

5. Agent's Rights and Obligations: Comprehensive list of the agent's duties, responsibilities, and rights including reporting requirements

6. Principal's Rights and Obligations: Principal's commitments, support obligations, and rights in relation to the agent

7. Commission Structure: Detailed explanation of commission calculations, payment terms, and conditions for earning commission

8. Intellectual Property Rights: Protection and usage rights of trademarks, trade names, and other IP owned by the principal

9. Confidentiality: Obligations regarding confidential information and trade secrets

10. Term and Termination: Duration of the agreement and circumstances under which it can be terminated

11. Post-Termination Obligations: Obligations of both parties after the agreement ends, including return of materials and ongoing confidentiality

12. Governing Law and Dispute Resolution: Specification of Indonesian law as governing law and method of dispute resolution

13. General Provisions: Standard clauses including force majeure, notices, amendment procedures, and entire agreement

What sections are optional to include in a General Agent Contract?

1. Non-Competition: Restrictions on agent's ability to represent competing products/services - include when exclusivity is required

2. Performance Targets: Specific sales or performance targets - include when the principal wants to set measurable objectives

3. Training and Support: Details of training and support provided by principal - include for complex products/services

4. Insurance Requirements: Specific insurance obligations - include for high-risk products or services

5. Bank Guarantee: Requirements for bank guarantees or security deposits - include when financial security is needed

6. Sub-Agents: Terms for appointing sub-agents - include when sub-agents may be needed

7. Marketing and Promotion: Specific marketing obligations and cost sharing - include when significant marketing effort is required

8. Compliance with Anti-Corruption Laws: Detailed anti-corruption provisions - include when dealing with government contacts or high-risk territories

What schedules should be included in a General Agent Contract?

1. Schedule 1 - Territory Definition: Detailed description of the geographic territory covered by the agreement

2. Schedule 2 - Products/Services: Comprehensive list of products or services covered by the agency agreement

3. Schedule 3 - Commission Rates: Detailed commission structure, including any variations by product or customer type

4. Schedule 4 - Performance Targets: Specific sales targets or other performance metrics

5. Schedule 5 - Reporting Templates: Standard forms for regular reporting by the agent

6. Schedule 6 - Technical Requirements: Technical specifications or requirements for representing the products/services

7. Appendix A - Power of Attorney: Formal power of attorney document if required under Indonesian law

8. Appendix B - Standard Operating Procedures: Detailed procedures for day-to-day operations and handling of specific situations

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

Agency Agreement

Cost

Free to use
Relevant legal definitions












































Clauses









































Relevant Industries

Manufacturing

Retail

Consumer Goods

Industrial Products

Technology

Pharmaceuticals

Automotive

Agriculture

Mining

Construction

Energy

Telecommunications

Financial Services

Insurance

Healthcare

Education

Tourism

Relevant Teams

Legal

Commercial

Sales

Business Development

Operations

Compliance

International Trade

Distribution

Contract Administration

Risk Management

Corporate Affairs

Channel Management

Partner Relations

Relevant Roles

Chief Executive Officer

Managing Director

Commercial Director

Sales Director

Business Development Manager

Legal Counsel

Contract Manager

Sales Manager

Distribution Manager

Regional Manager

Country Manager

Compliance Officer

Operations Director

Agency Relations Manager

Channel Partner Manager

Chief Legal Officer

Chief Commercial Officer

Territory Manager

Business Development Director

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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