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Due Diligence Engagement Letter Template for Indonesia

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Key Requirements PROMPT example:

Due Diligence Engagement Letter

"I need a Due Diligence Engagement Letter for our Jakarta-based law firm to conduct legal and regulatory due diligence on a potential acquisition target in the Indonesian mining sector, with the investigation to commence in March 2025 and including specific provisions for handling environmental compliance records."

Document background
The Due Diligence Engagement Letter is a critical document used in Indonesian business transactions when a company requires professional services to investigate and evaluate various aspects of a target business, asset, or transaction. This document serves as the formal agreement between the service provider and the client, establishing the framework for the due diligence investigation. It is particularly important in Indonesia's complex regulatory environment, where multiple laws and regulations govern business transactions, data protection, and professional services. The letter typically includes specific provisions addressing Indonesian regulatory requirements, local business practices, and compliance obligations. It is commonly used in mergers and acquisitions, investments, joint ventures, and other significant business transactions where detailed investigation and verification are required. The document must comply with Indonesian Civil Code requirements for contracts while incorporating international best practices for professional services engagements.
Suggested Sections

1. Parties: Identification of the engaging party (client) and the professional service provider, including complete legal names, registration numbers, and addresses

2. Background: Context of the engagement, including brief description of the target business/transaction and purpose of the due diligence

3. Definitions: Key terms used throughout the letter, including 'Due Diligence', 'Confidential Information', 'Deliverables', and 'Services'

4. Scope of Services: Detailed description of the due diligence services to be provided, including areas of investigation and type of review

5. Timeline and Deliverables: Expected duration of the engagement and description of reports or other deliverables to be provided

6. Fees and Payment Terms: Professional fees, payment schedule, and out-of-pocket expenses arrangements

7. Confidentiality Obligations: Obligations regarding confidential information handling, including during and after the engagement

8. Team and Resources: Key personnel assigned to the engagement and their roles

9. Client Responsibilities: Client's obligations including providing information, access to documents, and cooperation requirements

10. Limitation of Liability: Scope of the service provider's liability and any limitations thereof

11. Governing Law and Jurisdiction: Specification of Indonesian law as governing law and jurisdiction for disputes

12. Signature Block: Execution section including date and authorized signatories

Optional Sections

1. Third Party Rights: Section addressing rights of third parties to rely on the due diligence findings, used when other parties may need to rely on the report

2. Conflict of Interest: Specific provisions addressing potential conflicts, used when the service provider has multiple clients in the same industry

3. Data Protection: Specific provisions for handling personal data under Indonesian law, used when personal data processing is involved

4. Force Majeure: Provisions for unforeseen circumstances, used in longer-term engagements

5. Anti-Corruption Compliance: Specific anti-corruption provisions, used when dealing with government-related entities or high-risk sectors

6. Insurance: Professional indemnity insurance details, used in high-value transactions

7. Termination Rights: Specific termination provisions, used in complex or long-term engagements

Suggested Schedules

1. Schedule 1 - Scope of Work: Detailed breakdown of areas to be covered in the due diligence investigation

2. Schedule 2 - Fee Schedule: Detailed breakdown of fees, including hourly rates and estimates for different phases

3. Schedule 3 - Team Structure: Detailed list of team members, their qualifications, and roles

4. Schedule 4 - Timeline: Detailed project timeline with key milestones and deliverables

5. Schedule 5 - Required Information: List of documents and information required from the client

6. Appendix A - Standard Terms and Conditions: Standard terms and conditions of the service provider

7. Appendix B - Confidentiality Agreement: Detailed confidentiality terms and NDA provisions if not included in main letter

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions




































Clauses
































Relevant Industries

Legal Services

Financial Services

Manufacturing

Technology

Real Estate

Mining and Resources

Retail and Consumer

Healthcare

Energy

Infrastructure

Transportation and Logistics

Telecommunications

Agriculture

Banking

Relevant Teams

Legal

Finance

Compliance

Risk Management

Corporate Development

Mergers & Acquisitions

Investment

Project Management

Due Diligence

Business Development

Corporate Secretarial

Executive Management

Relevant Roles

Chief Executive Officer

Chief Financial Officer

General Counsel

Legal Director

Corporate Secretary

Head of Mergers & Acquisitions

Investment Director

Compliance Officer

Risk Manager

Due Diligence Manager

Project Manager

Transaction Lead

Managing Partner

Senior Partner

Associate Director

Business Development Director

Industries










Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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