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The Asset Purchase Contract is a fundamental transaction document used in Indonesian business practice when one party wishes to acquire specific assets from another. This document is essential for both domestic and cross-border transactions involving Indonesian assets, requiring careful consideration of local laws including the Indonesian Civil Code, property regulations, and tax requirements. The contract typically covers tangible and intangible assets, establishing clear terms for ownership transfer, risk allocation, and post-completion obligations. It's particularly important that the document adheres to Indonesian notarial requirements and registration procedures, especially for certain asset classes like land or shares. The agreement serves as a crucial tool for businesses engaging in asset acquisitions, requiring careful attention to local regulatory compliance while protecting both parties' interests.

1. Parties: Identification of the seller and purchaser, including complete legal names, registration numbers, and addresses

2. Background: Context of the transaction, including brief description of the assets and purpose of the transfer

3. Definitions and Interpretation: Definitions of key terms used throughout the agreement and rules of interpretation

4. Sale and Purchase: Core transaction terms including asset description, purchase price, and transfer commitment

5. Purchase Price and Payment: Detailed payment terms, method of payment, and any adjustments to the purchase price

6. Conditions Precedent: Conditions that must be satisfied before completion of the transaction

7. Completion: Details of when, where, and how the transfer will be completed, including documentation requirements

8. Seller's Warranties: Warranties regarding ownership, condition, and legal status of the assets

9. Purchaser's Warranties: Warranties regarding authority to purchase and financial capacity

10. Title and Risk: Timing of transfer of title and risk in the assets

11. Post-Completion Obligations: Obligations of both parties after completion, including registration requirements

12. Confidentiality: Obligations regarding confidential information

13. Notices: Process for giving formal notices under the agreement

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

15. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments

16. Execution: Signature blocks and execution formalities