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Business Sales Agreement

Business Sales Agreement Template for Indonesia

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Key Requirements PROMPT example:

Business Sales Agreement

"I need a Business Sales Agreement for my Jakarta-based manufacturing company to sell industrial equipment to a distributor in Surabaya, with specific provisions for quarterly deliveries and payment terms in Indonesian Rupiah."

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Document background
A Business Sales Agreement is essential for formalizing commercial transactions between businesses operating in Indonesia. This document is typically used when companies engage in significant or recurring business-to-business sales of goods or services, requiring a formal contractual framework. It's particularly relevant in the Indonesian market where business relationships are governed by specific local regulations including the Civil Code (KUHPerdata) and Trade Law. The agreement ensures compliance with Indonesian legal requirements while protecting both parties' interests through clearly defined terms covering pricing, delivery, warranties, and dispute resolution. It's especially important given Indonesia's unique business environment and legal system, which combines civil law traditions with local commercial practices.
Suggested Sections

1. Parties: Identifies and defines the seller and buyer entities, including their legal status and registered addresses

2. Background: Sets out the context of the agreement and brief description of the business relationship

3. Definitions: Defines key terms used throughout the agreement for clarity and consistency

4. Scope of Sale: Details the products/services being sold, including specifications and quantities

5. Price and Payment Terms: Specifies the purchase price, payment schedule, and payment methods

6. Delivery and Transfer of Title: Outlines delivery terms, timing, and when ownership transfers

7. Warranties and Representations: States the promises and guarantees made by both parties regarding the products/services

8. Term and Termination: Specifies the duration of the agreement and conditions for termination

9. Confidentiality: Protects sensitive business information exchanged during the transaction

10. Force Majeure: Addresses circumstances beyond parties' control that may affect performance

11. Governing Law and Dispute Resolution: Specifies Indonesian law as governing law and outlines dispute resolution mechanisms

12. General Provisions: Contains standard boilerplate clauses including notices, amendments, and assignment

Optional Sections

1. Quality Control and Inspection: Used when specific quality standards need to be maintained and verified

2. Intellectual Property Rights: Include when the sale involves software, branded products, or IP-sensitive materials

3. Training and Support: Necessary when the sale includes technical products requiring user training

4. Insurance Requirements: Important for high-value transactions or when specific risks need to be covered

5. Export/Import Compliance: Required for international sales or products subject to trade regulations

6. Environmental Compliance: Include when the products or services have environmental implications

7. Anti-Corruption Compliance: Important for high-value deals or government-related transactions

Suggested Schedules

1. Product Specifications: Detailed technical specifications of products being sold

2. Pricing Schedule: Detailed breakdown of prices, including any volume discounts or pricing tiers

3. Delivery Schedule: Specific delivery dates, locations, and requirements

4. Quality Standards: Detailed quality requirements and testing procedures

5. Service Level Agreement: Performance metrics and standards for any service components

6. Warranty Terms: Detailed warranty conditions and claim procedures

7. Compliance Certificates: Required regulatory or quality certifications

Authors

Alex Denne

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

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant Industries

Manufacturing

Retail

Technology

Agriculture

Mining

Consumer Goods

Industrial Equipment

Pharmaceuticals

Automotive

Electronics

Food and Beverage

Construction Materials

Textiles

Energy

Relevant Teams

Legal

Procurement

Sales

Commercial

Operations

Finance

Compliance

Business Development

Supply Chain

Relevant Roles

Chief Executive Officer

Commercial Director

Procurement Manager

Sales Director

Legal Counsel

Contract Manager

Business Development Manager

Operations Director

Supply Chain Manager

Finance Director

Compliance Officer

General Manager

Country Manager

Regional Sales Manager

Industries
Indonesian Civil Code (KUHPerdata): Fundamental law governing contracts and civil relationships in Indonesia, including formation, validity, and enforcement of contracts
Law No. 7 of 2014 on Trade: Regulates domestic and international trade activities, including business-to-business transactions and commercial requirements
Law No. 8 of 1999 on Consumer Protection: While primarily focused on consumer protection, this law also impacts B2B relationships regarding product quality, warranties, and liability
Government Regulation No. 80 of 2019: Regulations concerning e-commerce and digital business transactions in Indonesia
Law No. 40 of 2007 on Limited Liability Companies: Governs corporate entities' legal capacity to enter into business agreements and their obligations
Law No. 24 of 2000 on International Agreements: Relevant if the business sales agreement involves international parties or cross-border transactions
Law No. 25 of 2007 on Investment: Important for business sales agreements involving foreign investment or foreign-owned companies
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,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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