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The Company Loan Agreement is a crucial document used when a company seeks to obtain financing from a bank or financial institution in Indonesia. It serves as the primary contractual framework governing the lending relationship, outlining all essential aspects of the loan including amount, purpose, interest rates, repayment terms, security arrangements, and default provisions. The agreement must comply with Indonesian banking regulations, the Civil Code (KUHPerdata), and other relevant laws such as the Banking Law (Law No. 10 of 1998) and corporate regulations. It's particularly important for ensuring legal enforceability of the loan terms and protecting both lender and borrower interests within Indonesia's civil law jurisdiction. The document typically requires corporate approvals and may need to be executed in both English and Indonesian languages, especially for loans involving foreign lenders or exceeding certain thresholds.

1. Parties: Identification of the lender and borrower, including their complete legal names, company registration numbers, and addresses as required under Indonesian law

2. Background: Recitals explaining the context of the loan and the parties' intentions

3. Definitions and Interpretation: Definitions of key terms used in the agreement and rules of interpretation

4. The Facility: Details of the loan amount, purpose, and any tranches or specific facility types

5. Conditions Precedent: Prerequisites that must be satisfied before the loan can be drawn, including corporate approvals required under Indonesian law

6. Drawdown: Procedures and requirements for requesting and making loan disbursements

7. Interest: Interest rate, calculation method, and payment terms

8. Repayment: Terms for repayment of the principal amount, including schedule and prepayment provisions

9. Representations and Warranties: Standard and Indonesia-specific corporate representations and warranties

10. Covenants: Positive and negative undertakings by the borrower

11. Events of Default: Circumstances constituting default and consequences

12. Changes to Parties: Rules regarding assignment and transfer of rights and obligations

13. Administration: Provisions regarding notices, calculations, and other administrative matters

14. Governing Law and Jurisdiction: Specification of Indonesian law as governing law and jurisdiction for disputes

15. Execution: Formal execution block meeting Indonesian law requirements for valid execution