Service License Agreements are essential documents in the Indonesian business landscape, particularly when companies need to formalize arrangements for licensed service provision while ensuring compliance with local regulations. This document type is commonly used when one party wishes to provide specialized services under a licensing model, often involving technology, intellectual property, or proprietary methodologies. The agreement must comply with Indonesian civil code requirements and sector-specific regulations, including the Electronic Information and Transactions Law for digital services. A Service License Agreement typically includes detailed service specifications, usage rights, territorial restrictions, payment terms, service levels, and protection mechanisms for intellectual property, making it particularly relevant for technology services, professional services, and other specialized business offerings in the Indonesian market.
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1. Parties: Identification of the parties entering into the agreement, including their legal status and registered addresses
2. Background: Context of the agreement, relationship between parties, and purpose of the service license
3. Definitions: Definitions of key terms used throughout the agreement
4. Grant of License: Scope of the license granted, including territory, exclusivity/non-exclusivity, and permitted uses
5. Services Description: Detailed description of the services to be provided under the license
6. Term and Termination: Duration of the agreement, renewal terms, and termination conditions
7. Fees and Payment Terms: License fees, service fees, payment schedule, and payment methods
8. Service Levels: Performance standards, quality requirements, and service level commitments
9. Intellectual Property Rights: Ownership and protection of IP, including pre-existing IP and newly created IP
10. Confidentiality: Protection of confidential information and trade secrets
11. Representations and Warranties: Warranties regarding services, license rights, and compliance with laws
12. Limitation of Liability: Limitations on liability and exclusions of certain types of damages
13. Indemnification: Mutual indemnification obligations for various risks
14. Governing Law and Dispute Resolution: Choice of Indonesian law and dispute resolution mechanisms
15. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement
1. Data Protection and Privacy: Required when personal data processing is involved in service delivery
2. Export Controls: Necessary when services involve cross-border technology transfer or international data flows
3. Insurance: Include when specific insurance coverage is required for service delivery
4. Source Code Escrow: Required when software source code needs to be protected through escrow arrangements
5. Change Control: Include when services may require formal procedures for changes or modifications
6. Business Continuity: Important when service disruption could have significant business impact
7. Anti-Corruption Compliance: Required for high-value contracts or government-related services
8. Force Majeure: Include detailed force majeure provisions for critical services
9. Training and Support: Necessary when service includes training or ongoing support obligations
1. Service Specifications: Detailed technical specifications of the licensed services
2. Service Level Agreement: Detailed performance metrics, measurement methods, and remedies
3. Fee Schedule: Detailed breakdown of all fees, charges, and payment terms
4. Support and Maintenance Terms: Detailed support levels, response times, and maintenance procedures
5. Security Requirements: Security standards and protocols to be followed
6. Implementation Plan: Timeline and milestones for service implementation
7. Authorized Users: List of authorized users or user categories and their access rights
8. Required Consents: List of regulatory approvals and third-party consents
9. Data Processing Terms: Specific terms for handling and processing data
10. Exit Plan: Procedures and requirements for service termination and transition
Relevant legal definitions
Clauses
Relevant Industries
Information Technology
Software and SaaS
Telecommunications
Professional Services
Healthcare Technology
Financial Services
Manufacturing
Education Technology
Energy and Utilities
Media and Entertainment
Consulting Services
Research and Development
Relevant Teams
Legal
Procurement
Information Technology
Operations
Finance
Compliance
Commercial
Business Development
Risk Management
Service Delivery
Vendor Management
Contract Administration
Relevant Roles
Chief Legal Officer
Legal Counsel
Contracts Manager
Procurement Manager
Chief Technology Officer
IT Director
Business Development Manager
Commercial Director
Compliance Officer
Operations Manager
Service Delivery Manager
Account Executive
Chief Financial Officer
Risk Manager
Intellectual Property Manager
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