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Liability Transfer Agreement Template for Indonesia

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Key Requirements PROMPT example:

Liability Transfer Agreement

"I need a Liability Transfer Agreement under Indonesian law for transferring a manufacturing equipment lease liability of IDR 5 billion from PT Indo Manufacturing to PT Global Industries, with completion scheduled for March 15, 2025, including provisions for existing equipment warranties and maintenance contracts."

Document background
The Liability Transfer Agreement is a crucial document used in Indonesian business transactions when one party wishes to transfer its obligations to another party. This document type is particularly relevant in corporate restructuring, debt refinancing, or business acquisition scenarios. The agreement must comply with Indonesian Civil Code (KUHPerdata) requirements, especially Articles 1400-1403 governing novation and transfer of obligations. It typically includes detailed provisions about the nature of the liability being transferred, the rights and obligations of all parties, consideration for the transfer, and necessary regulatory approvals. The document is essential for maintaining clear records of liability transfers and ensuring legal certainty in business transactions under Indonesian law.
Suggested Sections

1. Parties: Identification of the transferor, transferee, and original debtor (if different from transferor)

2. Background: Context of the existing liability and reason for transfer

3. Definitions: Definitions of key terms including 'Existing Liability', 'Transfer Date', and 'Transfer Consideration'

4. Transfer of Liability: Core provisions detailing the transfer mechanism and effective date

5. Consideration: Details of any payment or consideration for the transfer

6. Representations and Warranties: Standard and specific warranties regarding the liability and parties' capacity

7. Original Debtor Release: Provisions releasing the original debtor from the transferred liability

8. Completion Requirements: Actions required to complete the transfer

9. Further Assurance: Obligations to execute further documents or take additional actions if needed

10. Notices: Communication procedures between parties

11. Governing Law and Jurisdiction: Confirmation of Indonesian law and jurisdiction

12. Execution: Signature blocks and execution requirements

Optional Sections

1. Regulatory Approvals: Required when the transfer needs specific regulatory clearance

2. Security Arrangements: Included when existing security needs to be transferred or new security provided

3. Tax Provisions: Detailed tax treatments when significant tax implications exist

4. Creditor Consent: When third-party creditor approval is required

5. Conditions Precedent: When transfer is subject to specific conditions being met

6. Transition Arrangements: When phased transfer or temporary arrangements are needed

7. Anti-Money Laundering Provisions: Required for large financial transfers or regulated entities

Suggested Schedules

1. Schedule 1 - Existing Liability Details: Detailed description of the liability being transferred

2. Schedule 2 - Transfer Completion Requirements: Checklist of actions required to complete the transfer

3. Schedule 3 - Form of Notice to Creditors: Template for notifying relevant creditors of the transfer

4. Schedule 4 - Security Documents: List and copies of relevant security documents

5. Schedule 5 - Payment Schedule: If the transfer consideration is paid in installments

6. Appendix A - Required Regulatory Filings: Forms and documents required for regulatory compliance

7. Appendix B - Corporate Authorizations: Copies of relevant corporate approvals and resolutions

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

Banking and Financial Services

Manufacturing

Real Estate and Property

Mining and Resources

Infrastructure and Construction

Telecommunications

Retail and Consumer Goods

Energy

Healthcare

Transportation and Logistics

Relevant Teams

Legal

Finance

Treasury

Risk Management

Compliance

Corporate Secretariat

Business Development

Corporate Finance

Credit Management

Operations

Relevant Roles

Chief Financial Officer

Finance Director

Legal Counsel

Corporate Secretary

Risk Manager

Treasury Manager

Financial Controller

Compliance Officer

Business Development Director

Restructuring Manager

Corporate Finance Manager

Managing Director

Credit Manager

Account Manager

Legal Director

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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