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1. Parties: Identification of the Principal and Agent, including their complete legal names, registration numbers, and addresses
2. Background: Context of the agreement, business relationship overview, and intention of the parties
3. Definitions: Definitions of key terms used throughout the agreement, including technical terms related to service levels
4. Appointment and Scope: Formal appointment of the agent and detailed scope of agency services
5. Service Levels: Specific performance metrics, standards, and measurement criteria for the services
6. Agent's Obligations: Detailed responsibilities and duties of the agent, including reporting requirements
7. Principal's Obligations: Support, information, and resources to be provided by the principal
8. Performance Monitoring: Procedures for monitoring and reporting on service level achievements
9. Compensation: Fee structure, payment terms, and any performance-based incentives
10. Term and Termination: Duration of agreement, renewal terms, and termination provisions
11. Confidentiality: Protection of confidential information and trade secrets
12. Intellectual Property: Ownership and usage rights of IP related to the services
13. Liability and Indemnification: Allocation of risks and responsibilities between parties
14. Force Majeure: Provisions for handling unforeseen circumstances and their impact on service levels
15. Governing Law: Specification of Indonesian law as governing law and jurisdiction
16. Dispute Resolution: Process for resolving disputes, including mediation and arbitration procedures
1. Non-Competition: Restrictions on agent's ability to represent competitors, used when exclusivity is required
2. Territory Restrictions: Geographic limitations on agent's activities, needed for territorial exclusivity
3. Insurance: Specific insurance requirements, important for high-risk services
4. Data Protection: Specific provisions for handling personal data, required if personal data processing is involved
5. Compliance with Anti-Corruption Laws: Specific anti-corruption provisions, crucial for international relationships
6. Change Management: Procedures for handling changes to services or service levels, important for complex service arrangements
7. Business Continuity: Disaster recovery and business continuity requirements, crucial for critical services
8. Training Requirements: Specific training obligations for agent's personnel, important for technical services
1. Schedule 1 - Service Level Specifications: Detailed technical specifications of required service levels and performance metrics
2. Schedule 2 - Fee Schedule: Detailed breakdown of fees, commission structures, and payment calculations
3. Schedule 3 - Performance Reporting Template: Standard format for regular performance reports and monitoring
4. Schedule 4 - Territory Map: Geographical definition of agent's territory if applicable
5. Schedule 5 - Escalation Matrix: Contact details and procedures for issue escalation
6. Schedule 6 - Technical Requirements: Specific technical requirements or standards that must be maintained
7. Schedule 7 - Key Personnel: List of key personnel from both parties responsible for managing the relationship
8. Appendix A - Service Level Calculation Methodology: Detailed explanation of how service levels are calculated and measured
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