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International Purchase Agreement for Indonesia

International Purchase Agreement Template for Indonesia

A comprehensive legal document governed by Indonesian law that establishes the terms and conditions for the international purchase of goods between a foreign seller and an Indonesian buyer. This agreement addresses key aspects including product specifications, pricing, payment terms, delivery conditions, quality requirements, and risk allocation, while ensuring compliance with Indonesian regulations, particularly Law No. 7 of 2014 on Trade and related customs and foreign exchange requirements. The document incorporates necessary provisions for international trade such as Incoterms, letter of credit arrangements, and dispute resolution mechanisms suitable for cross-border transactions.

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International Purchase Agreement

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What is a International Purchase Agreement?

The International Purchase Agreement is a crucial document used when an Indonesian entity seeks to purchase goods from a foreign supplier. This agreement is essential for clearly defining the rights, obligations, and responsibilities of both parties in an international trade context, while ensuring compliance with Indonesian law, particularly the Civil Code and Law No. 7 of 2014 on Trade. The document typically includes detailed provisions on product specifications, quality standards, pricing, payment methods (including letter of credit arrangements), delivery terms using Incoterms, risk allocation, and dispute resolution mechanisms. It's particularly important for managing cross-border commercial relationships and ensuring smooth international trade operations while protecting both parties' interests under Indonesian jurisdiction.

What sections should be included in a International Purchase Agreement?

1. Parties: Identification of buyer and seller with complete legal names, registration numbers, and addresses

2. Background: Context of the agreement and general commercial intent of the parties

3. Definitions: Defined terms used throughout the agreement

4. Scope of Supply: Detailed description of goods to be purchased

5. Price and Payment Terms: Purchase price, currency, payment method, and payment schedule

6. Delivery Terms: Incoterms, delivery schedule, and shipping arrangements

7. Quality and Inspection: Quality standards, inspection procedures, and acceptance criteria

8. Title and Risk: Transfer of ownership and risk in the goods

9. Warranties: Product warranties and quality guarantees

10. Compliance with Laws: Obligations to comply with applicable laws including import/export regulations

11. Limitation of Liability: Limits on parties' liability and exclusions

12. Force Majeure: Events excusing performance and procedures for handling such events

13. Term and Termination: Duration of agreement and termination rights

14. Governing Law and Dispute Resolution: Choice of Indonesian law and dispute resolution mechanisms

15. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment

16. Execution: Signature blocks and execution formalities

What sections are optional to include in a International Purchase Agreement?

1. Intellectual Property Rights: Required when the goods involve patents, trademarks, or other IP rights

2. Confidentiality: Needed when sensitive information will be exchanged

3. Insurance: Include when specific insurance requirements are necessary beyond standard delivery terms

4. Bank Guarantees: Required when payment security or performance guarantees are needed

5. Change Control: Include for complex supplies where specifications may need adjustment

6. Training and Support: Necessary when the goods require special handling or operational training

7. Spare Parts and After-Sales Service: Include for technical equipment requiring ongoing support

8. Environmental Compliance: Required for goods subject to environmental regulations

9. Anti-Corruption Compliance: Important for high-value international transactions

10. Local Content Requirements: Include if subject to Indonesian local content regulations

What schedules should be included in a International Purchase Agreement?

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

2. Schedule 2 - Pricing Schedule: Detailed breakdown of prices, including any volume discounts

3. Schedule 3 - Delivery Schedule: Detailed delivery timelines and milestones

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

5. Schedule 5 - Form of Bank Guarantee: Template for any required bank guarantees

6. Schedule 6 - Technical Documentation: Required technical documents, manuals, and certificates

7. Schedule 7 - Service Level Agreement: Performance metrics for any associated services

8. Appendix A - Import/Export Documentation: Required customs and trade documentation

9. Appendix B - Compliance Certificates: Required regulatory and quality certifications

10. Appendix C - Insurance Certificates: Copies of required insurance policies

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

Sale Agreement

Cost

Free to use
Relevant legal definitions

































Clauses




































Relevant Industries

Manufacturing

Consumer Goods

Industrial Equipment

Electronics

Automotive

Textiles

Raw Materials

Agriculture

Pharmaceuticals

Technology

Energy

Mining

Chemical

Food and Beverage

Relevant Teams

Legal

Procurement

Finance

Supply Chain

Operations

Compliance

Risk Management

Quality Assurance

International Trade

Commercial

Relevant Roles

Procurement Manager

Supply Chain Director

Chief Financial Officer

Legal Counsel

Commercial Director

Import/Export Manager

Purchasing Officer

Contract Administrator

Risk Manager

Compliance Officer

Operations Manager

Finance Manager

Managing Director

Trade Finance Manager

Quality Assurance 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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