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1. Parties: Identification of the business owner/company and the management company, including full legal names, registration numbers, and addresses
2. Background: Context of the agreement, business description, and purpose of engaging the management company
3. Definitions: Detailed definitions of key terms used throughout the agreement
4. Appointment and Scope: Formal appointment of the management company and detailed scope of management services
5. Term and Renewal: Duration of the agreement and conditions for renewal
6. Management Rights and Authority: Specific powers granted to the management company and any limitations
7. Duties and Responsibilities: Detailed obligations of the management company in operating the business
8. Owner's Rights and Obligations: Business owner's retained rights and supporting obligations
9. Fees and Payment Terms: Management fees, payment structure, and payment terms
10. Reporting and Accountability: Required reports, frequency, and accountability measures
11. Confidentiality: Protection of confidential information and trade secrets
12. Intellectual Property: Ownership and usage rights of IP developed during the management period
13. Representations and Warranties: Standard declarations by both parties about their capacity and authority
14. Termination: Grounds for termination and termination procedures
15. Governing Law and Dispute Resolution: Choice of Indonesian law and dispute resolution mechanisms
16. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Non-Compete: Restrictions on management company's ability to manage competing businesses - include when there are direct competitors in the market
2. Force Majeure: Provisions for unforeseen circumstances - particularly relevant in volatile markets or industries
3. Insurance: Required insurance coverage - include for high-risk industries or where significant assets are involved
4. Environmental Compliance: Environmental obligations - include for industries with environmental impact
5. Staff Transfer: Provisions for handling existing employees - include when existing staff will be managed by the management company
6. Performance Metrics: Specific KPIs and performance standards - include when quantifiable targets are crucial
7. Audit Rights: Rights to audit management company's operations - include for complex operations or high-value contracts
1. Schedule 1: Scope of Services: Detailed breakdown of management services to be provided
2. Schedule 2: Fee Structure: Detailed calculation of management fees, including base fees and performance bonuses
3. Schedule 3: Key Personnel: List of key management personnel and their roles
4. Schedule 4: Performance Standards: Specific performance metrics and evaluation criteria
5. Schedule 5: Reporting Requirements: Templates and specifications for required reports
6. Schedule 6: Operating Procedures: Standard operating procedures and protocols
7. Appendix A: Power of Attorney: Format of power of attorney for specific management actions
8. Appendix B: Company Assets: Inventory of assets under management
9. Appendix C: Required Licenses: List of necessary business licenses and permits
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