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Buy Sell Contract for Indonesia

Buy Sell Contract Template for Indonesia

A Buy Sell Contract under Indonesian law is a legally binding agreement that documents the transfer of ownership of goods or assets from a seller to a buyer for an agreed consideration. The document incorporates requirements from Indonesian Civil Code and relevant commercial regulations, including specific provisions for payment terms, delivery conditions, and transfer of title. It ensures compliance with Indonesian trade laws while protecting both parties' interests through clear terms and conditions, warranties, and dispute resolution mechanisms aligned with Indonesian jurisdiction.

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What is a Buy Sell Contract?

The Buy Sell Contract is a fundamental commercial document used in Indonesian business transactions to formalize the sale and purchase of goods or assets. This document is essential when parties need to establish clear terms for a sale transaction, whether for a one-time purchase or recurring supply arrangement. It incorporates key requirements under Indonesian law, including the Civil Code (Kitab Undang-undang Hukum Perdata) and Trade Law (Undang-Undang Perdagangan), ensuring the agreement is enforceable in Indonesian courts. The contract typically covers crucial elements such as product specifications, pricing, payment terms, delivery conditions, warranties, and risk transfer, while also addressing specific requirements for different types of goods and transaction values. It's particularly important for business transactions requiring formal documentation and clear allocation of rights and responsibilities between parties.

What sections should be included in a Buy Sell Contract?

1. Parties: Identification and details of the seller and buyer, including registration numbers for companies

2. Background: Context of the transaction and relationship between the parties

3. Definitions: Definitions of key terms used throughout the agreement

4. Object of Sale: Detailed description of the goods or assets being sold

5. Purchase Price: Amount, currency, and payment terms

6. Payment Terms: Payment schedule, method, and conditions

7. Delivery: Terms and conditions of delivery, including timing and location

8. Transfer of Title: Conditions and timing for transfer of ownership

9. Representations and Warranties: Statements of fact and promises by both parties regarding the transaction

10. Rights and Obligations: Specific duties and rights of each party

11. Force Majeure: Provisions for unforeseen circumstances preventing contract performance

12. Governing Law: Confirmation of Indonesian law as governing law

13. Dispute Resolution: Process for resolving disputes between parties

14. Notices: How formal communications between parties should be made

15. Execution: Signature blocks and execution requirements

What sections are optional to include in a Buy Sell Contract?

1. Quality Inspection: Procedures for quality inspection of goods, used when selling goods that require quality verification

2. Insurance: Insurance requirements for the goods during transit, used for high-value items or international sales

3. Intellectual Property: IP rights provisions, used when the sale involves products with associated IP rights

4. Confidentiality: Confidentiality obligations, used when sensitive information is exchanged

5. Tax Provisions: Specific tax arrangements, used for high-value transactions or cross-border sales

6. Export/Import Requirements: Compliance with international trade laws, used for cross-border transactions

7. Assignment: Rights to assign the contract, used when transfer rights may be needed

8. Term and Termination: Used for ongoing supply arrangements rather than one-time sales

What schedules should be included in a Buy Sell Contract?

1. Schedule 1 - Product Specifications: Detailed technical specifications of the goods being sold

2. Schedule 2 - Pricing Details: Detailed breakdown of pricing, including any variable components

3. Schedule 3 - Delivery Schedule: Detailed timeline for delivery if multiple deliveries are involved

4. Schedule 4 - Quality Standards: Specific quality requirements and testing procedures

5. Schedule 5 - Form of Acceptance Certificate: Template for formal acceptance of goods

6. Appendix A - Required Documents: List of documents required for the transaction

7. Appendix B - Technical Documentation: Operating manuals, maintenance requirements, or other technical documents

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Indonesia

Publisher

Ƶ

Document Type

Contract to Sell

Cost

Free to use
Relevant legal definitions












































Clauses






























Relevant Industries

Manufacturing

Retail

Agriculture

Mining

Technology

Consumer Goods

Industrial Equipment

Automotive

Electronics

Textiles

Food and Beverage

Construction Materials

Pharmaceuticals

Energy

Natural Resources

Relevant Teams

Legal

Procurement

Sales

Commercial

Finance

Operations

Supply Chain

Compliance

Risk Management

Business Development

Contract Administration

Relevant Roles

Procurement Manager

Sales Director

Commercial Manager

Legal Counsel

Contract Administrator

Business Development Manager

Supply Chain Manager

Operations Director

Chief Financial Officer

Purchasing Officer

Sales Manager

Compliance Officer

General Manager

Trade Finance Manager

Risk Manager

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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