Consultation Service Agreement (Purchase this doc, Text: 08118887270 (Whatsapp))

1. SERVICE AGREEMENT
This Service Agreement (hereinafter referred to as the “AGREEMENT”) is made on this day .........., .......... of
......... two thousand ............... (....... - ...... - 20-,_, ), by and between:
1. PT. ____________________, a limited liability company duly established and existing under the laws of the
Republic of Indonesia, having its address at .................................................................................... (hereinafter
referred to as the “CLIENT”); and
2. ____________________, private, Indonesian Citizen, the holder of Kartu Tanda Penduduk (KTP) No.
.................................., having its address at ..........................................................................................................
(hereinafter referred to as the “CONSULTANT”).
The CLIENT and the CONSULTANT are collectively referred to as the “PARTIES” and severally as the
“PARTY”.
WITNESSETH
A. Whereas, the CONSULTANT is a private business consultant providing services for client to conduct survey
for the management of the gold project in Indonesia;
B. Whereas, the CLIENT is seeking business opportunity in the establishment of gold mining project
(hereinafter referred to as the “PROJECT”) in ................................... (hereinafter referred to as the “SITE”);
C. Whereas, the CLIENT is desires to designate the CONSULTANT as its consultant for the purpose of the
implementation of survey, inspection and/or appraisal of the PROJECT at the SITE (hereinafter referred to as
the “SERVICE”) and the CONSULTANT is desires to accept the designation from the CLIENT to conduct
the SERVICE.
NOW THEREFORE, in consideration of the premises and the mutual covenants herein contained, the PARTIES
hereby agree to enter into this AGREEMENT with the following terms and conditions:
ARTICLE 1
SCOPE OF AGREEMENT
Subject to the terms and conditions as stipulated in this AGREEMENT, the CLIENT hereby agrees to designate the
CONSULTANT as its consultant to conduct the SERVICE and the CONSULTANT hereby agrees to accept the
designation from the CLIENT.
ARTICLE 2
SCOPE OF WORK
2.1. The CONSULTANT shall arrange to conduct the SERVICE not later than ........ (...........) calendar days since
the signing date of this AGREEMENT.
2.2. The SERVICE will determine whether the PROJECT would be feasible or not within the scope of technical
and subsequent aspects.
2.3. Site Visit
2.3.1. The CONSULTANT shall, upon prior written approval and/or request from the CLIENT, conduct a
SITE survey and/or appraisal at the SITE (hereinafter referred to as the “SITE VISIT”).
2.3.2. The CLIENT shall provides necessary local labor which needed by the CONSULTANT to assist
the CONSULTANT in conducting the SERVICE.
2.4. Recommendation and Report

2. 2.4.1 The output of the SERVICE shall be in the form of appraisal report for the technical aspects and
the recommendation for its subsequent aspects which will shows and concludes whether the
PROJECT at the SITE is feasible or not (hereinafter referred to as the “RECOMMENDATION
AND REPORT”).
2.4.2. The RECOMMENDATION AND REPORT shall be submitted by the CONSULTANT to the
CLIENT at the latest on the COMPLETION DATE.
2.4.3. The RECOMMENDATION AND REPORT shall be sent by the CONSULTANT to the CLIENT in
the form .......... (................) of original hard copy and digital document file (softcopy).
ARTICLE 3
CONSULTANT FEE AND ADDITIONAL COST
3.1. Consultant Fee
3.1.1. In consideration to the SERVICE to be performed by the CONSULTANT under this
AGREEMENT, the CLIENT agrees to pay the CONSULTANT the consultant fee in the amount of
Rp .......................,- (...................... Rupiah) per SITE VISIT (hereinafter referred to as the
“CONSULTANT FEE”).
3.1.2. The CONSULTANT FEE is includes the Value Added Tax (VAT) in the amount of 10% (ten
percent) from the CONSULTANT FEE which will be borne by the CONSULTANT.
3.1.3. The total aggregate amount of the CONSULTANT FEE as stipulated in the Article 3 paragraph
3.1.1 shall be paid by the CLIENT to the CONSULTANT not later than 7 (seven) business days
after the CLIENT has received the RECOMMENDATION AND REPORT from the
CONSULTANT.
3.2. Additional Cost
3.2.1. All incidental cost and/or other reasonable local expenses between ............-SITE-............. which
arising from the SITE VISIT, including but limited to the accommodation cost (hotel and food
cost), transportation cost, board and lodging cost, shall be borne by the CLIENT (hereinafter
referred to as the “ADDITIONAL COST”).
3.2.1. The ADDITIONAL COST shall be paid by the CLIENT to the CONSULTANT not later than 7
(seven) business days after the CLIENT has received the invoice and the receipt for any respective
ADDITIONAL COST from the CONSULTANT.
3.3. The CONSULTANT FEE and/or the ADDITIONAL COST shall be paid by the CLIENT to the
CONSULTANT in Indonesian Rupiah by way of telegraphic transfer (T/T) to the CONSULTANT’s bank
account as follows:
Bank Name : .........................................
Branch : .........................................
Account No. : .........................................
Account Owner : .........................................
3.4. Except if stipulated otherwise in this AGREEMENT, all taxes related to this AGREEMENT shall be borne by
each PARTY according to the prevailing laws of the Republic of Indonesia.
ARTICLE 4
COMPLETION DATE
4.1. The CONSULTANT shall complete the SERVICE and submitted the RECOMMENDATION AND REPORT
to the CLIENT not later than ............................. (hereinafter referred to as the “COMPLETION DATE”).
4.2. The CLIENT may (but not obligated), based on the CLIENT’s sole discretion, extent the COMPLETION
DATE.

3. ARTICLE 5
CONFIDENTIALITY
5.1. Unless required otherwise by law and/or court and/or arbitration order and/or decision and/or any
government authority, the CONSULTANT shall keep confidential, shall not use, for any reason whatsoever,
and shall ensure that its affiliates, directors, officers, consultants, advisors/counsels (financial, legal or
otherwise), employees, agents, principals and/or representative shall and shallmake reasonable efforts to
ensure that its affiliates, directors, officers, consultants, advisors/counsels (financial, legal or otherwise),
employees, agents, principals and/or representative hold in confidence and shall not use, for any reason
whatsoever, the RECOMMENDATION AND REPORT and/or any and/all data and/or information and/or
documentation and/or know how, whether in the form of tangible and/or intangible, written and/or verbal,
marked as confidential and/or not, which furnished and/or disclosed by the CLIENT to the CONSULTANT
out or in connection with this AGREEMENT and/or the SERVICE to any other party without prior written
consent of the CLIENT.
5.2. Without prejudice to any other rights and remedies which the CLIENT may has under the applicable law, any
breach to the Article 5 of this AGREEMENT that conducted by the CONSULTANT and/or its affiliates,
directors, officers, consultants, advisors/counsels (financial, legal or otherwise), employees, agents, principals
and/or representative shall gives the CLIENT the rights to claim, demand, suit, action, proceed and/or
prosecute the CONSULTANT and/or its affiliates, directors, officers, consultants, advisors/counsels
(financial, legal or otherwise), employees, agents, principals and/or representative for any damages, losses,
costs and/or expenses which incurred by the CLIENT as the result of or in connection with such breach.
ARTICLE 6
TERMINATION
6.1. This AGREEMENT shall be expired or terminated only because of the following event:
6.1.1. Automatically expired after any and all obligations of the PARTIES as stipulated under this
AGREEMENT have been fulfilled in full by the PARTIES; or
6.1.2. Terminated by the CONSULTANT by giving 14 (fourteen) calendar days prior written notice to
the CLIENT, in the event the CLIENT is unable to perform its obligations as stipulated in Article 3
of this AGREEMENT; or
6.1.3. Terminated by the CLIENT by giving prior written notice to the CONSULTANT, in the event,
based on the CLIENT discretion, the CONSULTANT is unable to perform any part or all of its
obligations as stipulated in this AGREEMENT; or
6.1.4. Terminated by mutual written agreement of the PARTIES; or
6.1.5. Terminated by either PARTY by giving not later than 14 (fourteen) calendar days prior written
notice, in the event that the other PARTY is dissolved, liquidated, declared bankrupt, or insolvent
or becomes a party to proceedings or arrangements involving liquidation, receivership, or the
settlement of debt(s).
6.2. In the event the CONSULTANT terminates the AGREEMENT pursuant to Article 6 paragraph 6.1.2 or in the
event the CLIENT terminates the AGREEMENT pursuant to Article 6 paragraph 6.1.3 or in the event the
AGREEMENT is terminated by the PARTIES pursuant to Article 6 paragraph 6.1.4 or in the event the
AGREEMENT is terminated by either PARTY pursuant to Article 6 paragraph 6.1.5, then, within not later
than 14 (fourteen) calendar days since the date of termination, the CLIENT shall pay to the CONSULTANT
the outstanding amount of CONSULTANT FEE and/or the ADDITIONAL COST incurred by the
CONSULTANT for the SERVICE which the CONSULTANT has accomplished and/or completed until the
date of termination and the CONSULTANT shall submits to the CLIENT the RECOMMENDATION
REPORT of the SERVICE which the CONSULTANT has accomplished and/or completed until the date of
termination.
6.3. In case of termination of this AGREEMENT, the PARTIES hereby agree to waive the provisions as set forth
in Article 1266 of the Indonesian Civil Code with regard to the requirement of court and/or judge
pronouncement, decision or decree for the termination of an agreement.

4. ARTICLE 7
MISCELLANEOUS
7.1. Governing Law
This AGREEMENT is governed by and can only be construed in accordance with the laws of the Republic of
Indonesia.
7.2. Dispute Settlement
7.2.1. Any disputes, controversies, conflicts, differences and/or other matters which may arise between
the PARTIES, out of or in relation to or in connection with this AGREEMENT, or for the breach
thereof, shall be first settle through friendly negotiation between the PARTIES to achieve an
amicable settlement, within 30 (thirty) calendar days since the date of the first formal negotiation
meeting is conducted.
7.2.2. Failure to make amicable settlement of any disputes, controversies, conflicts, differences and/or
other matters between the PARTIES, out of or in relation to or in connection with this
AGREEMENT, or for the breach thereof will result such disputes, controversies, conflicts,
differences and/or other matters shall be finally settled by and shall be submitted to Pengadilan
Negeri ............................
7.3. Either PARTY shall not assign, transfer, or otherwise convey its obligations hereunder in whole or in part to
any individual, firm, corporation, other entity or any other party without the prior written consent from the
other PARTY. In the event the other PARTY accepted such assignment, transfer and/or conveyance, the
relevant assignee and/or transferee (if any) shall be bound by and fulfill the obligations or duties as stipulated
in the AGREEMENT.
7.4. Any and all attachments, appendixes, addendum, and/or amendment to the AGREEMENT and/or any
documents referred herein shall be regarded as an integral and inseparable part of this AGREEMENT.
7.5. Matters that have not been regulated or insufficiently provided in this AGREEMENT and/or any documents
referred herein, will be discussed in good faith by the PARTIES and will be set out in a written document that
will be signed by the PARTIES which will become the addendumor the amendment of this AGREEMENT.
7.6. This AGREEMENT and any documents referred herein constitutes the entire agreement between the
PARTIES with respect to the subject matter hereof and cancels and supersedes any prior understandings and
agreement between the PARTIES with respect thereto.
7.7. In the event that any provision or part of a provision in this AGREEMENT and/or any documents referred
herein shall for any reason be determined by any court or arbitral tribunal to be illegal, invalid or
unenforceable, then the AGREEMENT and/or any documents referred herein shall not be affected and/or the
remaining provisions and other parts of the provision shall not be affected, impaired or invalidated and shall
remain in full force and effect and shall continue to be binding upon the PARTIES. The PARTIES shall, in
any such event, agree on new provision(s) that would replace such provision(s).
7.8. For the avoidance of doubt, the PARTIES agree that Articles 5, 7 paragraphs 7.1, 7.2 and 7.8 of the
AGREEMENT shall remain survive despite of any termination and/or expiration of the AGREEMENT.
7.9. The PARTIES fully understand and acknowledge: (i) the existence of the Law of the Republic of Indonesia
No. 24 of 2009 regarding National Flag, Language, Coat of Arms, and Anthem (the “Law 24/2009”) which
requires any agreement involving an Indonesian party to be executed in the Indonesian language and (ii) the
need of a Presidential Regulation as the implementing regulation of Law 24/2009. Therefore, the PARTIES
hereby agree that the execution of this AGREEMENT in the English language only, pending the issuance of
the Presidential Regulation as the implementing regulation of Law 24/2009, shall not be deemed as a bad
faith intention of the PARTIES not to comply with Law 24/2009. Immediately after (i) the interpretation of
Law 24/2009 concerning the foregoing becomes clear or (ii) the issuance of a Presidential Regulation or any
governmental authority or institution’ regulation, policy or instruction, which requires an Indonesian
language version of this AGREEMENT to be executed, the Parties hereby agree to do so in full compliance

5. with Law 24/2009 which such Indonesian language version shall be deemed effective as of the date of this
AGREEMENT as if it was executed on the date hereof. In the event of any inconsistency between the
English language text and the Indonesian language text or should there be any dispute on the meaning or
interpretation of certain provisions, the PARTIES hereby agree that the English language text shall prevail.
Neither Party shall bring any claim against the other Party on the basis of non-compliance with Law 24/2009.
IN WITNESS WHEREOF, the Parties hereto have caused this AGREEMENT to be executed on the day and year
first above written in 2 (two) identical copies with duty stamp which have equal legal power.
The CLIENT, The CONSULTANT,
PT. ____________________ ____________________
___________________________ ______________________________
Name: _____________________ Name: ____________________
Title: DIRECTOR