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Restaurant Asset Purchase Agreement

Restaurant Asset Purchase Agreement Template for Indonesia

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Key Requirements PROMPT example:

Restaurant Asset Purchase Agreement

"I need a Restaurant Asset Purchase Agreement for acquiring a small family-owned Indonesian restaurant in Jakarta for IDR 2.5 billion, including all kitchen equipment and traditional recipes, with closing planned for March 2025."

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Document background
The Restaurant Asset Purchase Agreement is a crucial legal document used when transferring ownership of restaurant assets in Indonesia. It is particularly relevant when a business owner wishes to sell their restaurant's assets without transferring the entire corporate entity. This agreement must comply with Indonesian regulatory requirements, including the Civil Code (Kitab Undang-undang Hukum Perdata), food safety regulations, and local business licensing laws. The document typically covers the sale of physical assets (such as equipment and inventory), transfer of licenses and permits (where permissible), assignment of contracts, and handling of employee matters. It includes specific provisions required under Indonesian law for asset transfers, tax obligations, and business ownership requirements. The agreement is structured to protect both parties while ensuring smooth transition of restaurant operations and compliance with all relevant Indonesian regulations and local requirements.
Suggested Sections

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 restaurant business and purpose of the agreement

3. Definitions: Definitions of key terms used throughout the agreement

4. Sale and Purchase of Assets: Detailed description of assets being sold and confirmation of transfer

5. Purchase Price: Purchase price, payment terms, and any adjustments

6. Deposit: Details of any deposit paid and conditions for retention or return

7. Closing: Closing date, conditions precedent, and closing deliverables

8. Seller's Representations and Warranties: Seller's representations regarding ownership, condition of assets, licenses, etc.

9. Buyer's Representations and Warranties: Buyer's representations regarding authority, capacity to purchase, etc.

10. Pre-Closing Covenants: Obligations of parties between signing and closing

11. Post-Closing Covenants: Ongoing obligations after closing

12. Indemnification: Terms for indemnification between parties

13. Termination: Circumstances under which agreement can be terminated

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

15. General Provisions: Standard boilerplate provisions including notices, amendments, etc.

Optional Sections

1. Employee Matters: Include when employees will be transferred as part of the transaction

2. Third Party Consents: Include when specific third-party approvals are required

3. Intellectual Property Rights: Include when significant IP assets are involved (e.g., restaurant brand, recipes)

4. Environmental Matters: Include when property is being transferred or environmental issues are significant

5. Transition Services: Include when seller will provide post-closing operational support

6. Non-Competition: Include when restricting seller from competing in same area/business

7. Lease Assignment: Include when restaurant premises are leased and lease is being assigned

8. Bulk Sales Compliance: Include when required by local regulations for large asset transfers

Suggested Schedules

1. Schedule A - Purchased Assets: Detailed inventory of all assets being purchased

2. Schedule B - Excluded Assets: List of assets explicitly excluded from the sale

3. Schedule C - Purchase Price Allocation: Breakdown of purchase price across asset categories

4. Schedule D - Permits and Licenses: List of all operational permits and licenses

5. Schedule E - Equipment and Fixtures: Detailed list of restaurant equipment and fixtures

6. Schedule F - Inventory: Current inventory of food, beverages, and supplies

7. Schedule G - Contracts: List of assigned contracts and agreements

8. Schedule H - Employee Information: Details of employees if being transferred

9. Appendix 1 - Form of Bill of Sale: Template for the formal transfer document

10. Appendix 2 - Form of Assignment and Assumption Agreement: Template for assignment of contracts and obligations

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

alex.den.21@genieai.co
Relevant legal definitions




















































Clauses









































Relevant Industries

Food & Beverage

Hospitality

Real Estate

Retail

Small Business

Franchising

Tourism

Commercial Property

Food Service Equipment

Business Services

Relevant Teams

Legal

Finance

Operations

Compliance

Risk Management

Mergers & Acquisitions

Business Development

Property Management

Commercial

Tax

Relevant Roles

Business Owner

Chief Executive Officer

Chief Financial Officer

Restaurant Manager

Legal Counsel

Corporate Lawyer

Business Development Manager

Operations Director

Commercial Director

Mergers & Acquisitions Manager

Property Manager

Asset Manager

Compliance Officer

Risk Manager

Financial Controller

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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