The Independent Contractor Consulting Agreement is designed for businesses and individuals engaging in consulting relationships in Indonesia. This document is essential when companies seek to formally engage external expertise while maintaining a clear distinction from employment relationships under Indonesian law. It covers crucial elements including service scope, deliverables, payment terms, and intellectual property rights, while ensuring compliance with Indonesian regulations including the Civil Code, labor laws, and language requirements. The agreement is particularly relevant for both domestic and international consulting arrangements, providing necessary protections for both parties while addressing specific Indonesian legal requirements such as bilateral language execution and proper independent contractor classification. This template can be customized for various consulting scenarios while maintaining its core purpose of establishing a legally compliant independent contractor relationship.
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1. Parties: Identification of the contracting parties, including full legal names, addresses, and company registration details if applicable
2. Background: Context of the agreement and brief description of the parties' intention to enter into a consulting relationship
3. Definitions: Key terms used throughout the agreement defined for clarity and consistency
4. Scope of Services: Detailed description of consulting services to be provided, including specific deliverables and expectations
5. Term and Termination: Duration of the agreement, renewal terms, and conditions for termination by either party
6. Compensation and Payment Terms: Fee structure, payment schedule, expenses, and invoicing requirements
7. Independent Contractor Status: Clear statement of independent contractor relationship and disclaimer of employment relationship
8. Intellectual Property Rights: Ownership and transfer of work products, pre-existing IP, and related rights
9. Confidentiality: Protection of confidential information and trade secrets
10. Representations and Warranties: Statements of fact and promises made by both parties
11. Limitation of Liability: Caps on liability and exclusions of certain types of damages
12. Indemnification: Obligations to protect against third-party claims and other losses
13. General Provisions: Standard contract clauses including governing law, notices, amendments, and entire agreement
1. Non-Competition: Restrictions on competing activities during and after the agreement - include when protecting market position is crucial
2. Non-Solicitation: Restrictions on soliciting clients or employees - include when protecting business relationships is important
3. Insurance Requirements: Specific insurance coverage requirements - include for high-risk or regulated services
4. Compliance with Laws: Specific regulatory compliance obligations - include when operating in regulated industries
5. Force Majeure: Provisions for unforeseeable circumstances - particularly relevant post-COVID
6. Data Protection: Specific data handling and privacy requirements - include when personal data processing is involved
7. Foreign Worker Compliance: Specific provisions for foreign contractor compliance - include when contractor is non-Indonesian
8. Language Requirements: Provisions for dual-language execution - include when agreement needs to be in both Indonesian and English
1. Schedule A - Scope of Services: Detailed description of services, deliverables, timelines, and performance metrics
2. Schedule B - Fee Schedule: Detailed breakdown of fees, payment terms, and expense policies
3. Schedule C - Key Personnel: List of key individuals involved in providing the services
4. Schedule D - Service Levels: Specific performance standards and metrics for service delivery
5. Appendix 1 - Required Reports: Templates and specifications for required reporting
6. Appendix 2 - Compliance Requirements: Specific regulatory or internal compliance requirements
7. Appendix 3 - Approved Subcontractors: List of pre-approved subcontractors if applicable
Relevant legal definitions
Clauses
Relevant Industries
Information Technology
Management Consulting
Financial Services
Healthcare
Manufacturing
Energy and Resources
Education
Telecommunications
Construction
Professional Services
Digital Marketing
Environmental Services
Legal Services
Human Resources
Research and Development
Relevant Teams
Legal
Human Resources
Procurement
Finance
Operations
Compliance
Contract Administration
Project Management Office
Business Development
Senior Management
Relevant Roles
Chief Executive Officer
Legal Counsel
Procurement Manager
Human Resources Director
Project Manager
Operations Director
Finance Manager
Business Development Manager
Department Head
Compliance Officer
Contract Administrator
General Manager
Managing Director
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