Draft of clauses about : anti competition, status of management and employee, and governing law.
- Clauses of Anti – Competition
1. This agreement made without any bad faith, including to conduct business monopoly in this field of business.
2. Parties hereby agrees to not compete between each other with respect to the Anti Competition Law. Parties jointly and each of its members, directly or indirectly through any Affiliate, Direct Subsidiary, Controlling Company, or intermediary shall not, during the aforementioned period, engage in any of the following actions:
2.1 after this agreement applies, the parties will not engage in activities contrary to business competition law in force in Indonesia
2.2. Mining Business which is the DEF Purpose and the Subsidiary. Any activity of a commercial, professional, or any other nature, which is comparable to any of the activities included as part of the Business which is also the MNO business’ purpose.
2.3 Hiring of Personnel. Make work offers [to] or hire as employees, service providers, or consultants, the people who are currently employees of the subsidiary or employees, shareholders, or members of DEF, absent an agreement to the contrary between the Parties.
The non-competition agreement to which this clause refers is not applicable to the Excluded Businesses.
- Clauses of status of management and employee
- DEF as a shareholder will then take over all employees of PT MNO during the employee is deemed to be competent to undertake their work, and will not change any position except the position of director and commissioner.
- DEF will be responsible for the welfare of employees in accordance with laws and regulations.
- The acquisition will not affect the employment relationship, and in the process of acquisition of the company's work will continue as usual
- DEF will host the activities of labor and all other related aspects in accordance with the labor laws of the republic Indonesia
- Clauses of governing law
- This Agreement shall be governed by and costrued in accordance with the laws of the Republic of Indonesia.
- all laws and regulations are established as a hierarchy of laws and ministerial regulations, local regulations and other related regulations, binding on other condition that are not provided for in this agreement.
- matters related to relations with the government and the government's decision can not be regarded as force majeure in this case.
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