The Non-Binding Letter of Intent (Real Estate) is a crucial preliminary document used in Indonesian real estate transactions to establish the framework for negotiations between parties. It is typically employed when parties have reached a general understanding but need to formalize their intentions before proceeding with detailed due diligence and final agreements. This document must comply with Indonesian property laws, including the Basic Agrarian Law (UUPA) and foreign investment regulations. While maintaining its non-binding nature, it includes essential elements such as property description, proposed terms, timelines, and any exclusivity arrangements. It serves as a roadmap for the transaction while providing flexibility for parties to adjust terms based on due diligence findings and further negotiations. The document is particularly important in complex real estate transactions involving foreign investors, as it helps address preliminary regulatory and compliance considerations under Indonesian law.
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Key Requirements PROMPT example:
Non Binding Letter Of Intent (Real Estate)
"I need a Non-Binding Letter of Intent (Real Estate) for a potential purchase of a commercial office building in Jakarta, where our foreign investment company is the buyer and we need to include a 90-day exclusivity period starting March 2025, with specific attention to foreign ownership compliance requirements."
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1. Date and Parties: Names and addresses of all parties involved, including their authorized representatives
2. Introduction: Brief statement identifying the document as a non-binding letter of intent
3. Property Description: Detailed description of the subject property, including address, land certificate details, and current ownership status
4. Proposed Transaction: Overview of the intended transaction (purchase, lease, development, etc.) and basic terms
5. Purchase Price/Commercial Terms: Proposed financial terms, payment structure, and any price adjustment mechanisms
6. Due Diligence: Outline of the proposed due diligence process, timeline, and access requirements
7. Timeline: Proposed schedule for key milestones including due diligence, negotiations, and closing
8. Non-Binding Nature: Clear statement that the LOI is non-binding except for specified provisions
9. Confidentiality: Binding provisions regarding the confidentiality of discussions and shared information
10. Exclusivity: Any exclusivity period during which the seller cannot negotiate with other parties
11. Closing: Signature blocks and formal closing elements
1. Conditions Precedent: Optional section listing key conditions that must be met before proceeding with the transaction, used when specific prerequisites are crucial
2. Broker/Finder's Fee: Section addressing any broker or finder's fee arrangements, included when intermediaries are involved
3. Governing Law and Jurisdiction: While typically included in binding agreements, this can be included in the LOI if parties want to establish the framework for future agreements
4. Cost Allocation: Section detailing how costs and expenses will be allocated between parties, included when significant pre-transaction expenses are anticipated
5. Foreign Investment Provisions: Special provisions related to foreign investment requirements, included when foreign parties are involved
1. Property Details Schedule: Detailed description of the property including exact measurements, boundaries, and certificates
2. Due Diligence Checklist: List of required documents and information for due diligence
3. Timeline Schedule: Detailed timeline with specific dates for each milestone
4. Commercial Terms Sheet: Detailed breakdown of proposed commercial terms and payment structure
5. Required Approvals List: List of necessary governmental and regulatory approvals needed for the transaction
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Relevant Industries
Real Estate
Property Development
Commercial Property
Residential Property
Industrial Property
Hospitality
Retail
Construction
Infrastructure Development
Investment Management
Property Management
Relevant Teams
Legal
Real Estate
Property Development
Investment
Finance
Business Development
Compliance
Corporate Development
Mergers & Acquisitions
Risk Management
Relevant Roles
Real Estate Director
Property Development Manager
Investment Manager
Legal Counsel
Chief Financial Officer
Property Acquisition Manager
Business Development Director
Commercial Director
Compliance Officer
Real Estate Investment Analyst
Property Portfolio Manager
Senior Legal Advisor
Real Estate Transaction Manager
Corporate Development Executive
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