ARTICLE 1 - GENERAL
The https://business-indonesia.org (the “Site”) is owned and operated by the German-Indonesian Chamber of Industry and Commerce ("EKONID").
The following general terms and conditions (hereinafter referred to as the “Conditions”) are valid as an essential part of the Service Agreement (hereinafter referred to as the “Agreement”). In the event of contradiction, the Agreement shall take precedence. All agreements must be made in writing in order to be valid.
These Conditions shall apply to every quotation, offer or other service ("Service") agreed upon between EKONID and a contractual partner (hereinafter referred to as the “Client”). EKONID and the Client are hereinafter referred to as the “Parties” collectively or as the “Party” individually.
General terms and conditions of the Client deviating or complementing these Conditions will only be valid if they are explicitly recognized by EKONID in writing.
ARTICLE 2 - TERM OF AGREEMENT
The Agreement is effective until the date indicated in the Agreement, unless otherwise specified in writing. EKONID is bound by the offer only if the acceptance thereof is confirmed by the Client in writing and in due time.
The Agreement is dissolved as soon as the Service has been fulfilled, reach expiration or until either one of the Parties terminates it in accordance with Article 7.
ARTICLE 3 - EXECUTION OF THE AGREEMENT
EKONID shall execute the Agreement to its best knowledge and ability. EKONID may assign certain work to third parties in accordance with Article 8.
EKONID provides its Service based on the information provided by the Client. Therefore, the Client shall provide EKONID in due time with all data as agreed on the Service Agreement by EKONID or which the Client must in all reasonableness understand to be necessary for the proper execution of the Agreement. If the Client does not fulfill this obligation, EKONID has the right to either adjust the fees according to additionally arising costs as set out in Article 4.2 or to terminate the Agreement in accordance with Article 7. Furthermore, EKONID is not liable for any damage or loss caused by the fact that its work is based on incorrect or incomplete data provided by the Client as set out in Article 6.
In the event during the execution of the Agreement, if any of the data needs to be changed or supplemented in order to be fulfilled properly, the Parties shall notify the other Party in writing and as necessary adapt the Agreement accordingly in due time and in mutual consultations. In this matter, EKONID is allowed to adjust the fees according to additionally arising costs.
The Client understands that all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials ("Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from which such Content originated. EKONID will not guarantee the accuracy, integrity or quality of such Content.
The Client agrees not to:
Publish, post, upload, email, distribute, disseminate or otherwise make available (collectively, "Transmit") any unlawful, infringing, harmful, threatening, abusive, inappropriate, harassing, tortious, defamatory, vulgar, obscene, indecent, defamatory, libelous, invasive of another's privacy, profane, hateful, or racially, ethnically or otherwise objectionable Content.
Transmit any Content that the Client do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements) or that infringes any patent, trademark, trade secret, copyright or other proprietary rights ("Rights") of any party;
Transmit files that contain viruses, corrupted files, or any other similar software or any other computer code, files or programs that may damage, interrupt, destroy, limit the functionality or adversely affect the operation of another person's computer, our Site, any software or hardware, or telecommunications equipment;
Transmit any unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes";
Defame, abuse, harass, stalk, threaten or otherwise violate the legal right of others;
Harm minors in any way.
Impersonate any person or entity, including, but not limited to, an EKONID representative or falsely state or otherwise misrepresent the Client's affiliation with a person or entity;
Forge headers or otherwise manipulate identifiers or other data in order to disguise the origin of any Content transmitted through the Service or to manipulate the Client's presence on our Site;
Falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material;
Restrict or inhibit any other user from using and enjoying any public area within our Site;
Interfere with or disrupt the Site or servers or networks connected to the Site, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
Intentionally or unintentionally violate any applicable local, state, national or international law or engage in any illegal activities.
EKONID shall hold the full right (but not the obligation) in our sole discretion to pre-screen, refuse, or move any Content that is available via the Site. EKONID shall have the right to remove any Content that violates this Term and Condition or is otherwise objectionable. The Client agrees that Client must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content.
EKONID does not claim ownership of Content the Client submit or make available for inclusion on the Service. However, with respect to Content the Client submit or make available for inclusion on publicly accessible areas of the Service, the Client grant EKONID a world-wide, royalty free, perpetual, irrevocable and fully sub-licensable license to use, distribute, reproduce, modify, adapt, publish, translate, publicly perform and publicly display such Content (in whole or in part) and to incorporate such Content into other works in any format or medium now known or later developed.
ARTICLE 4 - FEES
Unless otherwise stipulated in the Agreement, fees exclude 10% VAT, Communication costs, Translation costs (if any) and other expenses that cannot be considered regular office costs. Any other services shall be discussed with the Client in advance and charged to the Client unless otherwise agreed upon in writing.
EKONID reserves the right to adjust the fees, particularly if at the time of concluding the Agreement, the amount of work has been underestimated, that EKONID cannot reasonably be expected to fulfill the Agreement for the fee initially agreed upon. In that case, prior to further fulfillment of the Agreement, EKONID has to notify the Client of its intention to adjust the fees and shall grant the Client an opposition period of fourteen (14) days.
ARTICLE 5 - PAYMENT
Upon confirmation of the Agreement, EKONID will send an invoice in the amount of full payment and the invoce will be issued after the Service Agreement is signed by the Parties, unless otherwise agreed upon in writing. While waiting for the payment, EKONID will hold the Services until after EKONID receives full payment, without any responsibility to EKONID for the consequences of withholding such Service.
Any payment mentioned herein shall be settled by the Client within fourteen (14) days after the date of invoice. The payment shall be made to the bank account and in the currency specified in the invoice. If the Client wishes to make any queries or complaints regarding the payment, Client shall do so in the said term of fourteen (14) days after the date of invoice.
If the Client fails to make the payment in due time, the Client shall be in default immediately. Furthermore, the Client shall owe an interest of 1% per month, from the day he is in default until the day the amount has been paid in full. In case the statutory interest rate is higher than 1%, the latter shall apply.
ARTICLE 6 - WARRANTY
Please rest assured that EKONID will strive to further the Client’s best interest and to provide services of professional quality in the most efficient and economical manner possible.
Under no circumstances, other than malicious intent, shall EKONID be held liable by the Client for any loss, damages, disputes, or whatsoever events of the Client in regard to the provision of services by EKONID. This exclusion of liability shall also extend to the personal liability of EKONID’s employees, workers, staff, representatives and agents.
ARTICLE 7 - TERMINATION AND WITHDRAWAL
The Parties shall be entitled to terminate the Agreement at all times upon serving a fourteen (14) days prior written notice to the other Party. EKONID reserves the right to terminate the Agreement at any time if the Client fails to comply with its obligations under the Agreement.
In case of the Agreement being prematurely terminated by the Client, all unpaid fees applicable up to that moment shall be paid by the Client within fourteen (14) days of such termination and EKONID shall be entitled to withhold the service in accordance with Article 5.1.
ARTICLE 8 - ASSIGNMENT
If and as far as required for the proper execution of the Agreement, EKONID may assign, transfer or otherwise convey certain work in whole or in part to any individual, corporation or other legal entities, including but not limited to law firms, notary public offices, tax advisers, event organizers and hotels.
ARTICLE 9 - FORCE MAJEURE
Should either of the Parties be prevented from executing the Agreement by Force Majeure, such as earthquake, typhoon, flood, fire, strike, war or other unforeseen events, and their happening and consequences are unpreventable and unavoidable (the “Force Majeure Event”), the prevented Party shall notify the other Party in writing without any delay, and within fifteen (15) days thereafter provide detailed information of the Force Majeure Event for explaining the reason of its inability to execute or delay the execution of all or a part of the Agreement. The Parties shall, through consultations, decide whether to terminate the Agreement or to exempt the part of obligations for implementation of the Agreement or whether to delay the execution of the Agreement according to the effects on the performance of the Agreement.
ARTICLE 10 - GOVERNING LAW
The formation of the Agreement, its validity, interpretation, execution and settlement of disputes shall be governed by the laws of the Republic of Indonesia.
ARTICLE 11 - LANGUAGE
The Parties have agreed that this Agreement is executed by the Parties in English and Indonesian language.
In the event of any inconsistency or conflict in interpretation between the two versions, the Parties have agreed that the English version shall prevail and the Bahasa Indonesia version will be amended solely only to adjust for these inconsistencies.
ARTICLE 12 - ARBITRATION
All disputes, disagreements and/or differences of opinions arising in connection with the contents and the implementation of this Agreement shall be resolved by amicable settlement.
In the event a settlement is not reached within 30 (thirty) days from the date one Party notifies the other Party in writing of its intention to submit the dispute. All disputes arising from this contract shall be finally settled by arbitration under the administrative and procedural Rules of Badan Arbitrase Nasional Indonesia (BANI) by arbitrators appointed in accordance with said Rules, which decision shall bind the parties and serve as a decision in the first and final instance.
The award shall be final and binding on the parties. The parties undertake to carry out the Award without delay.
The arbitration proceedings shall be conducted in Jakarta in English language. The costs of arbitration and the costs of enforcing the arbitration award including witness expenses and reasonable attorney’s fees shall be borne by the losing Party, unless otherwise determined by the arbitration award.
The confidentiality of the arbitral process shall not be interpreted to prevent registration of the Award with the appropriate District Court nor submission to any other court in any jurisdiction in which the successful party may wish to seek enforcement and/or execution thereof.
ARTICLE 13 - SEVERABILITY / AMENDMENT
If one or more terms in these Conditions should be or become partly or wholly void, the remaining conditions will continue to apply. The Parties are bound to replace the void provision or the void part of the provision by a legally valid arrangement, which comes as close as possible to the commercial meaning and purpose of the void provision or void part of the provision.
All modifications and amendments to the Agreement are required to be in writing.