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Consortium Agreement
This Consortium Agreement (“Agreement”) is made on this day _______, ___ of _____
20_,_, by and between:
1. __________________ LTD., a corporation duly established and existing under the laws
of the Republic of Korea with its registered office at .....................................................
(hereinafter called as the “First Party”); and
2. PT. __________________., a limited liability company duly established and existing
under the laws of the Republic of Indonesia with its address at ....................................
(hereinafter called as the “Second Party”).
The First Party and the Second Party are hereinafter collectively referred to as the
“Parties” and separately as the “Party”.
WITNESSETH
A. Whereas, in order to provide electricity especially to Merauke area, Papua,
Indonesia, which is reliable, safe and environment friendly in framework ultimately
for mutual benefit and in order to participate in the tender process for the
construction of ............... .......MW Biomass Fired Power Plant (the “Project”), the
Parties desire to cooperate and establish a Consortium (as defined herein).
B. Whereas, the Parties agree that the Consortium (as defined herein) that will be
established will be participated in the tender of the Project for 1 (one) unit of
Biomass Fired Power Plant with the capacity of ...... MW (gross) with the possibility
of an additional ...... MW in the future.
C. Whereas, in order to determine the general understanding between the Parties
regarding the Consortium (as defined herein), the Parties desire to enter into this
Agreement.
Now, therefore, in consideration of the premises and mutual covenants contained herein,
it is agreed by the Parties as follows:

2. 2
Article 1
Scope of Agreement
For the purpose of the participating in the tender for the Project, the Parties agree to
establish and form a consortium (the “Consortium”) with the following terms and
conditions:
1.1 The structure of the Consortium will be as follows:
a) First Party will become a consortium leader; and
b) Second Party will become a consortium member.
1.2. The general scope of work of the Parties in the Consortium will be as follows:
a) The First Party has scope of works as follows:
- Basic & detail design;
- Supply of equipment & materials except for works under scope of Second
Party;
- Supply of equipment & materials for transmission & substation whatever
applicable;
- Erection;
- Test, commissioning & performance test;
- Supervision; and
- Supply of spare parts & special tools.
b) The Second Party has scope of works as follows:
- Soil investigation;
- Civil, foundation & building works;
- Steel structure, stack, duct, tank & vessel of the boiler system;
- Fuel & ash handling system;
- Transportation & custom clearances; and
- O&M.
c) A detailed scope of works of the Parties in the Consortium is to be finalized later
by the Parties when the Project is successfully awarded by the owner to the

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Consortium and the specification and/or requirements for the Project have been
made available by the owner.
1.3. Formation of the Consortium.
a) The Parties herein agree that the interest, rights, obligations and liabilities of
the Parties in the Consortium shall be in the following percentage proportions
(“Percentage of Shares”):
- the First Party: _____%
- the Second Party: _____%
b) The Parties herein agree that all costs, expenses, profits, losses, working
capital, taxes and liabilities of the Consortium which incurred related with the
Project shall be shared by the Parties in the proportion to their respective
Percentage of Shares and subject to the provisions set forth in this Agreement.
For the avoidance of doubt, each Party shall bear its own cost and expenses
incurred in relation to the preparation, negotiation, execution, and delivery of
this Agreement.
Article 2
Schedule of the Project
2.1 The Parties maintain good working relationship as partner in order to award the
Project as early as possible.
2.2. In the event the Project is successfully awarded to the Parties by the owner, the
Parties shall further mutually discuss, enter into and sign the definitive consortium
agreement which will regulates the details rights and obligations of the Parties in
the Consortium and/or in the Project (the “Definitive Agreement”). For the avoidance
of doubt, in the event the Parties decide to execute the Definitive Agreement, this
Agreement might be used as a basis for the Definitive Agreement.
Article 3
Validity and Termination
3.1 This Agreement is effective from the date of entering signature by the Parties and

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is valid until the contractor is determined by the owner of the Project. (the “Term of
Agreement”).
3.2 This Agreement shall be expired or can be terminated only because of the following
reasons:
a) Automatically expired in the event the Term of Agreement as stipulated in
Article 3.1 of this Agreement has been expired and the Project is not awarded
by the owner to the Consortium; or
b) Automatically expired in the event the Term of Agreement as stipulated in
Article 3.1 of this Agreement has been expired, the Project is successfully
awarded by the owner to the Consortium and the Parties has successfully signed
into the Definitive Agreement; or
c) Terminated before the expiration of the Term of Agreement by mutual written
consent of the Parties.
3.3 The Parties hereby agree to waive the provision of Article 1266 of the Indonesian
Civil Codes to the extent that the court decision or decree is required for the
termination of this Agreement.
Article 4
Mis cellaneous
4.1 This Agreement in all respects shall be governed, construed and enforced in
accordance with the laws of the Republic of Indonesia.
4.2 Any dispute and/or claim of whatsoever nature arising out of or in connection with
this Agreement shall be firstly settled amicably by the Parties hereto as far as
possible. In the event the Parties failed to settle and/or make amicable settlement
within 30 (thirty) calendar days since the date of the first formal negotiation
meeting is conducted, such dispute, controversies, referred to and finally resolved
by arbitration rules of the Badan Arbitrase Nasional Indonesia (BANI) in
accordance with the BANI Rules which effective at the time of submission and Law
No. 30 of 1999 regarding Arbitration and Alternative Dispute Resolution. The
arbitration proceedings shall be conducted before 3 (three) arbitrators which
consisting of 1 (one) arbitrator which appointed by the First Party, 1 (one) arbitrator
which appointed by the Second Party and 1 (one) of whom, who will also act as the

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presiding arbitrator, shall be appointed by the said 2 (two) appointed arbitrators, or
in the event the said 2 (two) arbitrators do not reach an agreement to appoint the
last arbitrator, then the last arbitrator will be appointed by the chairman of BANI in
accordance with the BANI Rules. The juridical seat of arbitration and physical place
of hearing shall be in Jakarta, Indonesia, The language of such arbitration shall be in
English.
4.3 This Agreement embodies the entire agreement and understanding between the
Parties hereto and supersedes all prior agreements and understandings relating to
the subject matter hereof.
4.4 Any provision of this Agreement which is prohibited or unenforceable in any
jurisdiction shall not in any way affect or impair the legality, enforceability and/or
validity of the remaining provisions hereof or affect or impair the validity,
enforceability and/or validity of such provisions in any other jurisdiction. The
Parties shall, in any such event, agree on any new provision(s) that would replace
such provision(s) in order to affect the intention of the Parties.
4.5 Any other terms and conditions not specified in this Agreement shall be discussed
mutually and agreed upon by the Parties in later stage, as the amendment or
addendum to this Agreement, and the amendment, supplements, and/or alteration to
the terms and conditions of the Agreement shall not become binding unless made in
written form, signed by the authorized representatives of the Parties and approved
by respective authorities if required.
4.6 The Parties acknowledge that this Agreement is prepared, negotiated and agreed by
the Parties in the English language and that the Indonesian text of this Agreement
will be prepared to comply with Law No. 24 of 2009 on The Flag, the Language, the
National Emblem, and the National Anthem if requested by a Party. If requested by a
Party, the Parties will sign an Indonesian sworn translation version of this
Agreement. In the absence of an Indonesian version, the Parties hereby disclaim any
benefit from, or any right to cancel or declare this Agreement null and void because
of, the absence of an Indonesian version pursuant to the Indonesian Law No. 24 of
2009. In the event of any inconsistency between the Indonesian and English
language versions, to the maximum extent permitted by law, the English language
version shall prevail to the extent of such inconsistency

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In Witness Whereof, this Agreement is agreed and signed by the Parties in two (2)
originals which have the same legal power.
The First Party The Second Party
__________________ LTD. PT. __________________
______________________________ ______________________________
Name: ................................. Name: .................................
Title: Executive Vice President Title: ..................................