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Commercial Purchase And Sale Agreement Template for Indonesia

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Key Requirements PROMPT example:

Commercial Purchase And Sale Agreement

"I need a Commercial Purchase and Sale Agreement for the sale of industrial machinery from our manufacturing company to a distributor in Jakarta, including installation services and a 2-year warranty period, with delivery scheduled for March 2025."

Document background
The Commercial Purchase And Sale Agreement serves as a fundamental legal instrument for business transactions in Indonesia, providing a structured framework for commercial sales between parties. This document is essential when businesses engage in significant or recurring purchase and sale transactions that require formal documentation and legal protection. It ensures compliance with Indonesian commercial law, including the Civil Code (Kitab Undang-undang Hukum Perdata) and Trade Law (Law No. 7 of 2014), while addressing crucial aspects such as product specifications, pricing, delivery terms, warranties, and risk allocation. The agreement is particularly important for transactions involving substantial value, regulated goods, or complex delivery arrangements, offering both parties clear rights and obligations while providing mechanisms for dispute resolution under Indonesian jurisdiction.
Suggested Sections

1. Parties: Identifies and provides full details of the seller and buyer, including registration numbers and addresses

2. Background: Sets out the context of the agreement and basic premises underlying the transaction

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

4. Sale and Purchase Obligation: Core provision establishing the seller's obligation to sell and buyer's obligation to purchase

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

6. Delivery Terms: Details the delivery method, timing, location, and transfer of risk

7. Title and Risk: Specifies when ownership transfers and allocates risk of loss or damage

8. Inspection and Acceptance: Procedures for inspecting goods and accepting or rejecting delivery

9. Warranties and Representations: Standard warranties regarding authority to contract and product quality

10. Termination: Circumstances under which the agreement can be terminated and consequences

11. Force Majeure: Provisions for handling events beyond parties' control

12. Dispute Resolution: Procedures for resolving disputes, including choice of forum and governing law

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

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

15. Execution: Signature blocks and execution formalities

Optional Sections

1. Tax Provisions: Detailed tax arrangements when transaction involves significant tax implications or cross-border elements

2. Insurance: Insurance requirements when high-value or high-risk goods are involved

3. Intellectual Property: IP provisions when the goods involve patents, trademarks, or other IP rights

4. Confidentiality: Detailed confidentiality provisions when sensitive information is involved

5. Export/Import Controls: Required for international transactions or regulated goods

6. Quality Assurance: Detailed quality standards and testing procedures for technical or specialized products

7. Training and Support: When products require installation, training, or ongoing support

8. Environmental Compliance: For goods subject to environmental regulations or hazardous materials

9. Anti-Corruption Compliance: Enhanced compliance provisions for high-value or government-related transactions

Suggested Schedules

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

2. Pricing Schedule: Detailed breakdown of prices, especially for multiple products or variable pricing

3. Delivery Schedule: Detailed delivery timeframes and locations, especially for multiple deliveries

4. Quality Standards: Specific quality requirements and testing procedures

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

6. Warranty Terms: Detailed warranty terms and procedures

7. Required Licenses and Permits: List of regulatory approvals required for the transaction

8. After-Sales Service Terms: Details of any after-sales support or maintenance services

Authors

Alex Denne

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

Relevant legal definitions

























































Clauses













































Relevant Industries

Manufacturing

Retail

Wholesale Trade

Agriculture

Mining and Resources

Technology and Electronics

Consumer Goods

Industrial Equipment

Automotive

Construction Materials

Textiles and Apparel

Food and Beverage

Pharmaceuticals

Chemical Products

Energy and Utilities

Relevant Teams

Legal

Procurement

Sales

Commercial

Supply Chain

Operations

Finance

Compliance

Business Development

Risk Management

Relevant Roles

Procurement Manager

Sales Director

Commercial Director

Legal Counsel

Contract Manager

Supply Chain Manager

Business Development Manager

Operations Manager

Chief Financial Officer

Purchasing Officer

Sales Manager

Compliance Officer

General Manager

Import/Export Manager

Category 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, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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