��������Ƶ

The Promissory Note Purchase Agreement is commonly used in Indonesian commercial and financial transactions where one party wishes to sell their rights under a promissory note to another party. This document is particularly relevant in debt trading, investment, and corporate financing scenarios where businesses seek to monetize their receivables or investors aim to acquire debt instruments. The agreement must comply with Indonesian financial regulations, including requirements set by the Financial Services Authority (OJK) and Bank Indonesia. It's essential for documenting the transfer of promissory notes in a way that ensures legal enforceability under Indonesian law and provides clarity on the rights and obligations of both the seller and purchaser. The agreement includes crucial elements such as purchase price determination, payment terms, representations about the note's validity, and transfer mechanisms.

1. Parties: Identification of the seller and purchaser of the promissory note

2. Background: Context of the transaction and brief description of the promissory note being purchased

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

4. Purchase and Sale: Core terms of the purchase including purchase price and basic description of the promissory note

5. Closing and Payment Terms: Details of how and when the purchase price will be paid and the closing mechanism

6. Transfer and Delivery: Process for transferring the promissory note and any required endorsements

7. Representations and Warranties of Seller: Seller's confirmations about ownership, authority, and status of the note

8. Representations and Warranties of Purchaser: Purchaser's confirmations about authority and capacity to purchase

9. Conditions Precedent: Requirements that must be met before the purchase can be completed

10. Events of Default: Circumstances constituting default and consequences

11. Remedies: Rights and remedies available to parties in case of default or breach

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

13. Governing Law and Jurisdiction: Confirmation of Indonesian law as governing law and jurisdiction for disputes

14. General Provisions: Standard boilerplate clauses including amendments, waivers, and severability