Commercial Real Estate Sale Agreement Template for Indonesia

The Commercial Real Estate Sale Agreement is a fundamental document used in Indonesian property transactions to facilitate the transfer of commercial real estate between parties. This agreement is essential when conducting property transactions in Indonesia's commercial real estate market and must comply with various regulations including the Basic Agrarian Law, Building Law, and relevant property registration requirements. The document encompasses crucial elements such as property details, purchase price, payment terms, warranties, and completion requirements, while addressing specific Indonesian legal requirements such as notarial deed preparation and property registration procedures. It is particularly important as Indonesian property law has unique characteristics, including restrictions on foreign ownership and specific requirements for property transfer, all of which must be carefully addressed in the agreement.

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

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, including Indonesian legal terms

4. Property Details: Comprehensive description of the property, including land certificate details, building specifications, and registered address

5. Purchase Price: Statement of purchase price, payment terms, and payment method in accordance with Indonesian banking regulations

6. Payment Terms: Detailed payment schedule, deposit requirements, and escrow arrangements

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

8. Seller's Warranties: Warranties regarding property ownership, absence of encumbrances, and compliance with Indonesian law

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

10. Completion: Process and requirements for closing the transaction, including notarial deed requirements

11. Tax Obligations: Allocation of tax responsibilities including transfer tax (BPHTB) and other applicable taxes

12. Costs: Allocation of transaction costs including notary fees, registration fees, and professional fees

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

14. Governing Law: Specification of Indonesian law as governing law and jurisdiction

15. Dispute Resolution: Process for resolving disputes, typically through Indonesian courts or arbitration

16. Execution: Signature requirements and execution formalities under Indonesian law