The Partnership Loan Agreement is a specialized legal instrument used when one partner in a business partnership extends a loan to another partner or to the partnership entity itself. This document is particularly relevant in the Indonesian business context where traditional bank financing may not be suitable or available, and partners opt for internal financing arrangements. The agreement must comply with Indonesian partnership laws, banking regulations, and the Civil Code (KUH Perdata), including mandatory requirements for documentation in Indonesian language and specific regulatory approvals where applicable. It typically includes comprehensive details about the loan structure, partnership rights, security arrangements, and compliance requirements, making it suitable for both small partnership ventures and large-scale business collaborations. The document becomes especially important in situations where clear documentation of internal partnership financing is needed for tax purposes, regulatory compliance, or future partnership dissolution scenarios.
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1. Parties: Identification of the lending partner and borrowing partner, including their complete legal names, registration numbers, and addresses
2. Background: Context of the partnership relationship and the purpose of the loan
3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules of interpretation
4. Loan Amount and Purpose: Specification of the loan amount, currency, and permitted use of funds
5. Interest Rate and Calculations: Details of applicable interest rates, calculation methods, and payment periods
6. Drawdown Conditions: Conditions precedent and procedures for accessing the loan funds
7. Repayment Terms: Schedule and methods of repayment, including any early repayment provisions
8. Partnership Provisions: Specific terms relating to the partnership relationship and how it affects the loan
9. Representations and Warranties: Standard declarations by both parties about their capacity and authority
10. Covenants: Ongoing obligations of the borrowing partner during the loan period
11. Events of Default: Circumstances constituting default and consequences thereof
12. Governing Law and Jurisdiction: Confirmation of Indonesian law governance and dispute resolution procedures
13. Notices: Communication procedures and contact details for formal notices
14. General Provisions: Standard boilerplate clauses including amendments, waivers, and severability
1. Security Arrangements: Details of any collateral or security provided for the loan, used when the loan is secured
2. Foreign Currency Provisions: Special provisions for loans in foreign currency, including exchange rate mechanisms
3. Guarantees: Terms of any third-party guarantees, included when additional security is required
4. Tax Provisions: Detailed tax implications and responsibilities, particularly relevant for large loans or cross-border transactions
5. Insurance Requirements: Specific insurance obligations for secured assets or business operations
6. Partner's Special Rights: Any special rights or privileges granted to the lending partner beyond standard loan terms
7. Regulatory Compliance: Additional compliance requirements for regulated sectors or activities
8. Assignment and Transfer: Terms for transferring or assigning the loan rights and obligations, if permitted
1. Schedule 1 - Loan Repayment Schedule: Detailed amortization table showing payment dates and amounts
2. Schedule 2 - Drawdown Schedule: Planned schedule for disbursement of loan funds
3. Schedule 3 - Security Details: Comprehensive description of any security or collateral provided
4. Schedule 4 - Conditions Precedent Documents: List of required documents to be provided before loan disbursement
5. Schedule 5 - Form of Drawdown Notice: Template for requesting loan disbursements
6. Appendix A - Partnership Details: Details of the partnership arrangement and relevant certificates
7. Appendix B - Corporate Authorizations: Copies of corporate approvals and authorizations
8. Appendix C - Compliance Certificates: Templates for ongoing compliance certifications
Relevant legal definitions
Clauses
Relevant Industries
Financial Services
Real Estate Development
Manufacturing
Agriculture
Mining
Technology
Construction
Retail
Infrastructure Development
Professional Services
Healthcare
Hospitality
Energy
Transportation and Logistics
Relevant Teams
Legal
Finance
Compliance
Risk Management
Treasury
Corporate Secretariat
Business Development
Partnership Management
Investment
Operations
Contract Administration
Relevant Roles
Chief Financial Officer
Finance Director
Partnership Manager
Legal Counsel
Corporate Lawyer
Business Development Manager
Financial Controller
Compliance Officer
Risk Manager
Treasury Manager
Managing Partner
Investment Manager
Company Secretary
Contract Administrator
Partnership Development Officer
Senior Finance Manager
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