Buy Sell Contract (Real Estate) Template for Indonesia

The Buy Sell Contract (Real Estate) is a fundamental legal instrument in Indonesian property transactions, essential for both residential and commercial property transfers. This document is required whenever there is a transfer of real estate ownership in Indonesia, whether between domestic parties or involving foreign investors (subject to foreign ownership restrictions). It must comply with various regulations including the Basic Agrarian Law, Building Law, and property registration requirements. The contract serves as the basis for the subsequent preparation of the official Deed of Sale and Purchase (Akta Jual Beli) by a Land Deed Official (PPAT), and includes crucial details about the property, parties, payment terms, and completion requirements. It's particularly important in Indonesia's legal framework where property transactions must follow specific procedural requirements and documentation standards.

1. Parties: Identification of the Seller and Buyer with complete legal names, addresses, and ID numbers as required by Indonesian law

2. Background: Context of the transaction, including brief description of the property and parties' intention to enter into a sale and purchase agreement

3. Definitions: Definitions of key terms used throughout the agreement, including Property, Completion Date, Purchase Price, etc.

4. Property Details: Comprehensive description of the property including certificate number, land area, building area, boundaries, and registered address

5. Purchase Price: Agreed purchase price, payment schedule, and payment method

6. Payment Terms: Detailed payment structure including deposit, installments if any, and completion payment

7. Conditions Precedent: Conditions that must be satisfied before completion, including due diligence and property checks

8. Seller's Warranties: Warranties regarding property ownership, absence of encumbrances, and other legal guarantees

9. Completion Requirements: Steps to be taken at completion, including document handover and registration requirements

10. Tax and Costs: Allocation of responsibility for transfer tax (BPHTB), income tax, and other transaction costs

11. Property Handover: Timing and process for physical handover of the property

12. Default and Termination: Consequences of default and circumstances allowing contract termination

13. Governing Law: Confirmation of Indonesian law as governing law and jurisdiction

14. Execution: Signature blocks and execution requirements