Business Share Purchase Agreement Template for Indonesia

1. Price Adjustment: Used when the purchase price may be adjusted based on completion accounts or other mechanisms

2. Earn-out Provisions: Include when part of the purchase price is contingent on future performance

3. Non-Competition and Non-Solicitation: Required when restricting seller's future business activities

4. Tax Covenants: Detailed tax provisions when specific tax risks or structures need to be addressed

5. Employee Matters: Specific provisions regarding key employees or employee transfers

6. Transitional Services: Include when seller will provide post-completion services

7. Foreign Investment Provisions: Required when purchaser is a foreign entity, addressing Indonesian foreign investment requirements

8. Break Fee: Include when parties agree to compensation if the deal fails under specific circumstances

9. Parent Company Guarantee: Used when parent company support is required for either party's obligations

1. Share Details: Details of shares being transferred, including share certificates numbers and shareholder information

2. Warranties: Detailed warranties, often extensive and separated from main agreement for clarity

3. Company Information: Key details about the target company, including corporate information and licenses

4. Properties: List of company's owned and leased properties

5. Material Contracts: Summary of key contracts and commitments

6. Intellectual Property: List of IP rights owned or licensed by the company

7. Completion Deliverables: Detailed list of documents and actions required at completion

8. Form of Resignation Letters: Template resignation letters for retiring directors/commissioners

9. Form of Release Letters: Template release letters for outgoing officials

10. Disclosed Documents: List of documents disclosed against the warranties

11. Required Governmental Approvals: List of regulatory approvals needed for the transaction