The General Supply Agreement serves as a foundational document for establishing long-term supply relationships in Indonesia. It is designed for situations where there will be ongoing supply of goods between parties, whether for manufacturing, distribution, or retail purposes. The agreement must comply with Indonesian law, particularly the Civil Code (Kitab Undang-undang Hukum Perdata) and Law No. 7 of 2014 on Trade. This document is essential for businesses that require regular procurement of goods, materials, or products, providing a framework for ordering, delivery, quality control, and payment processes. It includes provisions that address both domestic and international trade considerations, making it suitable for both local Indonesian companies and foreign entities doing business in Indonesia.
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1. Parties: Identification of the supplier and buyer with complete legal names and addresses
2. Background: Context of the agreement and general business relationship between the parties
3. Definitions: Definitions of key terms used throughout the agreement
4. Scope of Supply: Details of goods to be supplied, including specifications and quantities
5. Ordering Process: Procedures for placing and accepting purchase orders
6. Delivery Terms: Delivery requirements, timing, and Incoterms
7. Price and Payment: Pricing structure, payment terms, and invoicing procedures
8. Quality Requirements: Quality standards, inspection procedures, and acceptance criteria
9. Warranties: Warranties regarding goods quality, fitness for purpose, and compliance with laws
10. Title and Risk: Transfer of ownership and risk in the goods
11. Term and Termination: Duration of agreement and termination rights
12. Confidentiality: Protection of confidential information exchanged between parties
13. Force Majeure: Events excusing performance and procedures for handling force majeure
14. Governing Law: Application of Indonesian law and jurisdiction
15. Dispute Resolution: Procedures for resolving disputes between parties
1. Minimum Purchase Commitment: Include when buyer commits to minimum purchase volumes
2. Exclusivity: Include when there are exclusive supply or purchase arrangements
3. Insurance: Include when specific insurance requirements are needed beyond standard coverage
4. Performance Bonds: Include when security for performance is required
5. Intellectual Property: Include when IP rights are relevant to the supplied goods
6. Compliance with Anti-Corruption Laws: Include for high-value contracts or when dealing with government entities
7. Export Control: Include when goods may be subject to export restrictions
8. Sustainability Requirements: Include when environmental or sustainability commitments are important
9. Change Control: Include when formal processes for changes to specifications are needed
1. Schedule 1 - Product Specifications: Detailed technical specifications of goods to be supplied
2. Schedule 2 - Pricing Schedule: Detailed pricing information, including any volume discounts
3. Schedule 3 - Service Levels: Performance metrics and service level requirements
4. Schedule 4 - Quality Standards: Detailed quality requirements and testing procedures
5. Schedule 5 - Delivery Locations: List of approved delivery locations and specific requirements
6. Schedule 6 - Key Contacts: Contact details for key personnel from both parties
7. Schedule 7 - Form of Purchase Order: Standard form for purchase orders
8. Schedule 8 - Reporting Requirements: Templates and requirements for regular reporting
9. Appendix A - Technical Documentation: Required technical documentation for the goods
Relevant legal definitions
Clauses
Relevant Industries
Manufacturing
Retail
Construction
Automotive
Electronics
Food and Beverage
Pharmaceuticals
Textiles
Mining
Agriculture
Consumer Goods
Industrial Equipment
Chemical Industry
Technology
Energy
Relevant Teams
Legal
Procurement
Supply Chain
Operations
Finance
Quality Assurance
Logistics
Commercial
Risk Management
Compliance
Relevant Roles
Procurement Manager
Supply Chain Director
Commercial Director
Legal Counsel
Contract Manager
Purchasing Manager
Operations Manager
Business Development Manager
Quality Assurance Manager
Logistics Manager
Chief Financial Officer
Chief Operating Officer
General Manager
Sourcing Manager
Vendor Relations Manager
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