Commercial Property Purchase Agreement Template for Indonesia

The Commercial Property Purchase Agreement is a crucial legal instrument used in Indonesian real estate transactions for the acquisition of commercial properties. This document is essential when businesses or individuals seek to purchase commercial real estate in Indonesia, whether for office spaces, retail locations, industrial facilities, or other commercial purposes. The agreement must comply with Indonesian property laws, particularly the Basic Agrarian Law (Undang-Undang Pokok Agraria) and related regulations governing commercial property ownership. It includes detailed provisions for property transfer, payment terms, due diligence requirements, and regulatory compliance specific to Indonesian jurisdiction. The document is particularly important given Indonesia's unique land title system and restrictions on foreign ownership, requiring careful consideration of property rights classifications and ownership structures.

1. Parties: Identification of the seller and purchaser, including complete legal names, registration numbers for companies, and addresses

2. Background: Context of the transaction, including brief property description and intention of the parties

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

4. Property Details: Comprehensive description of the property, including exact location, boundaries, certificate numbers, and land use rights

5. Purchase Price: Details of the purchase price, payment structure, and payment methods

6. Payment Terms: Schedule of payments, including deposit, stage payments if any, and completion payment

7. Conditions Precedent: Conditions that must be satisfied before completion, including due diligence requirements

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

9. Purchaser's Warranties: Warranties regarding legal capacity and financial ability to complete the purchase

10. Completion: Requirements and procedures for completing the transaction

11. Transfer of Title: Process and requirements for legal transfer of property ownership

12. Taxes and Costs: Allocation of transaction taxes, registration fees, and other costs

13. Default and Termination: Consequences of default and circumstances allowing termination

14. Governing Law and Dispute Resolution: Applicable law and methods for resolving disputes

15. Notices: Process for formal communications between parties

16. General Provisions: Standard legal provisions including severability, entire agreement, and amendments