The Simple Contractor Agreement is essential for businesses operating in Indonesia that engage independent contractors for specific projects or services. This document is designed to comply with Indonesian civil law and labor regulations while clearly establishing a non-employment relationship. It's particularly relevant in today's growing gig economy and project-based work environment, where companies frequently engage external expertise. The agreement covers crucial aspects such as scope of work, payment terms, intellectual property rights, and confidentiality obligations, while ensuring compliance with local regulations including Law No. 13 of 2003 on Manpower and the Indonesian Civil Code. It's suitable for both domestic and international business relationships, and can be adapted for various industries and service types while maintaining its core legal framework.
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1. Parties: Identifies the contracting parties - the company and the contractor, including their complete legal names and addresses
2. Background: Briefly explains the context of the agreement and confirms the intention to engage in a contractor relationship
3. Definitions: Defines key terms used throughout the agreement
4. Scope of Services: Detailed description of the services to be provided by the contractor
5. Term and Termination: Duration of the agreement and conditions for termination by either party
6. Compensation and Payment Terms: Details of fees, payment schedule, and method of payment
7. Independent Contractor Status: Explicitly establishes the relationship as independent contractor, not employment
8. Contractor's Obligations: Key responsibilities and standards of service expected from the contractor
9. Company's Obligations: Company's responsibilities to the contractor
10. Intellectual Property Rights: Ownership and rights to work product created during the engagement
11. Confidentiality: Protection of confidential information and trade secrets
12. Representations and Warranties: Basic warranties about capacity to contract and quality of services
13. Governing Law and Dispute Resolution: Specifies Indonesian law as governing law and method of dispute resolution
14. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Non-Competition: Restrictions on working with competitors (include only if specifically required and ensure compliance with Indonesian law)
2. Insurance: Requirements for contractor to maintain specific insurance coverage
3. Equipment and Resources: Specifies who provides necessary equipment and resources for the services
4. Compliance with Policies: Requirements to comply with specific company policies
5. Force Majeure: Provisions for unforeseen circumstances preventing performance
6. Assignment and Subcontracting: Rights and restrictions regarding assignment of the agreement or use of subcontractors
7. Data Protection: Specific provisions for handling personal or sensitive data
8. Foreign Worker Provisions: Special provisions if the contractor is a foreign national
1. Schedule A - Scope of Services: Detailed breakdown of services, deliverables, and performance standards
2. Schedule B - Fee Schedule: Detailed breakdown of fees, expenses, and payment terms
3. Schedule C - Service Levels: Specific performance metrics and standards if applicable
4. Schedule D - Company Policies: Relevant company policies that apply to the contractor
5. Appendix 1 - Required Qualifications: List of required qualifications, certifications, or licenses
6. Appendix 2 - Project Timeline: Detailed timeline for delivery of services or milestones if applicable
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