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Basic Sale And Purchase Agreement
"I need a Basic Sale and Purchase Agreement for my Indonesian manufacturing company to purchase industrial machinery worth IDR 500 million from a supplier in Jakarta, with delivery scheduled for March 2025 and including installation services."
1. Parties: Identifies and provides full details of the seller and buyer, including registration numbers for companies
2. Background: Context of the transaction and brief description of what each party brings to the agreement
3. Definitions: Definitions of key terms used throughout the agreement
4. Sale and Purchase: Core provision establishing the sale and purchase obligation
5. Purchase Price: Specifies the price, currency, and payment terms
6. Delivery: Details of how and when the goods will be delivered
7. Title and Risk: When ownership and risk transfer from seller to buyer
8. Warranties: Standard warranties about the goods and authority to sell
9. Termination: Circumstances under which the agreement can be terminated
10. Governing Law and Jurisdiction: Confirms Indonesian law applies and specifies jurisdiction for disputes
11. Notices: How formal communications between parties should be made
12. Entire Agreement: Confirms this document represents the complete agreement between parties
1. Conditions Precedent: Used when completion is subject to certain conditions being met first
2. Quality Requirements: Detailed quality specifications when selling specialized or technical products
3. Installation: Include when seller must install the goods as part of the agreement
4. Training: Required when seller must provide training on use of the goods
5. Intellectual Property: Include when the sale involves software, patents, or other IP rights
6. Confidentiality: Important for transactions involving sensitive commercial information
7. Force Majeure: Particularly relevant for ongoing supply arrangements or complex deliveries
8. Insurance: Include when specific insurance requirements are needed for high-value items
1. Schedule 1 - Description of Goods: Detailed specification of the goods being sold
2. Schedule 2 - Price Breakdown: Itemized list of prices if multiple items or components
3. Schedule 3 - Delivery Schedule: Detailed delivery timeline for multiple items or staged delivery
4. Schedule 4 - Technical Specifications: Detailed technical requirements and standards
5. Schedule 5 - Form of Acceptance Certificate: Template for formal acceptance of delivered goods
6. Schedule 6 - Warranty Terms: Detailed warranty terms and claim procedures
Authors
Business Day
Completion
Completion Date
Confidential Information
Delivery Date
Delivery Location
Effective Date
Force Majeure Event
Goods
Intellectual Property Rights
Laws
Payment Terms
Purchase Price
Quality Standards
Representatives
Specifications
Technical Documentation
Term
Territory
Trading Hours
Warranty Period
Working Days
IDR
Defect
Material Adverse Change
Parties
Seller
Buyer
Security Interest
Taxes
Purchase Price
Payment Terms
Delivery
Title and Risk
Warranties and Representations
Quality Standards
Inspection and Acceptance
Defects and Returns
Intellectual Property
Confidentiality
Force Majeure
Termination
Liability and Indemnification
Insurance
Assignment
Notices
Governing Law
Dispute Resolution
Severability
Entire Agreement
Amendment
Waiver
Costs
Language
Third Party Rights
Compliance with Laws
Anti-Corruption
Taxes
Further Assurance
Retail
Manufacturing
Technology
Agriculture
Construction
Consumer Goods
Industrial Equipment
Automotive
Electronics
Food and Beverage
Textiles
Raw Materials
Medical Supplies
Office Equipment
Legal
Procurement
Sales
Commercial
Operations
Finance
Compliance
Supply Chain
Business Development
Risk Management
Procurement Manager
Sales Manager
Commercial Director
Legal Counsel
Contract Administrator
Business Development Manager
Supply Chain Manager
Operations Manager
Chief Financial Officer
General Manager
Purchasing Officer
Sales Executive
Company Secretary
Risk Manager
Compliance Officer
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