General Sales Contract Template for Indonesia

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Key Requirements PROMPT example:

General Sales Contract

"I need a General Sales Contract governed by Indonesian law for my textile manufacturing company to sell fabric products to multiple retail buyers in Jakarta, with specific quality standards and payment terms that include 30% advance payment."

Document background
The General Sales Contract serves as a fundamental legal instrument for commercial transactions in Indonesia, designed to facilitate the sale and purchase of goods while ensuring compliance with Indonesian law and regulations. This document is essential for businesses engaging in both domestic and international trade within the Indonesian jurisdiction, providing a structured framework that addresses key aspects such as product specifications, pricing, delivery terms, quality standards, and warranty provisions. It incorporates requirements from the Indonesian Civil Code (KUHPerdata), Law No. 7 of 2014 on Trade, and consumer protection regulations, making it suitable for various commercial transactions ranging from simple product sales to complex supply arrangements. The contract must be drafted in the Indonesian language (with permitted bilingual versions) and should reflect local commercial practices while protecting the interests of all parties involved.
Suggested Sections

1. Parties: Identification of seller and buyer with complete legal names and addresses

2. Background: Context of the sales agreement and brief description of the transaction

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

4. Object of Sale: Detailed description of goods being sold, including specifications and quantity

5. Price and Payment Terms: Purchase price, payment schedule, method of payment, and currency

6. Delivery Terms: Delivery schedule, location, method, and transfer of risk

7. Quality and Inspection: Quality standards, inspection procedures, and acceptance criteria

8. Warranties: Seller's warranties regarding the goods and disclaimer of warranties

9. Title and Risk: Transfer of ownership and risk allocation

10. Term and Termination: Duration of agreement and circumstances for termination

11. Force Majeure: Events excusing performance and procedures during force majeure

12. Governing Law: Confirmation of Indonesian law as governing law

13. Dispute Resolution: Process for resolving disputes, including jurisdiction and venue

14. General Provisions: Standard boilerplate provisions including notices, amendments, and severability

Optional Sections

1. Intellectual Property Rights: Required when goods involve patents, trademarks, or other IP rights

2. Confidentiality: Include when sensitive information will be exchanged

3. Insurance: Required for high-value goods or when specific risks need coverage

4. Export/Import Compliance: Include for international sales requiring compliance with trade regulations

5. After-Sales Service: Include when maintenance, support, or warranty services are provided

6. Return Policy: Include for retail sales or when return rights are granted

7. Penalties and Liquidated Damages: Include when specific penalties for breach need to be defined

Suggested Schedules

1. Schedule 1 - Product Specifications: Detailed technical specifications of the goods

2. Schedule 2 - Price List: Detailed pricing information, including any volume discounts

3. Schedule 3 - Delivery Schedule: Detailed timeline for delivery of goods

4. Schedule 4 - Quality Standards: Specific quality requirements and testing procedures

5. Schedule 5 - Warranty Terms: Detailed warranty terms and conditions

6. Appendix A - Form of Purchase Order: Standard form for ordering goods under the agreement

7. Appendix B - Acceptance Certificate: Form for confirming receipt and acceptance of goods

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

Relevant Industries

Retail

Manufacturing

Consumer Goods

Industrial Equipment

Electronics

Automotive

Textiles

Food and Beverage

Agriculture

Construction Materials

Pharmaceuticals

Chemical Products

Relevant Teams

Legal

Sales

Procurement

Commercial

Supply Chain

Operations

Compliance

Business Development

Contract Administration

Relevant Roles

Legal Counsel

Commercial Director

Sales Manager

Procurement Manager

Contract Administrator

Business Development Manager

Supply Chain Manager

Chief Commercial Officer

Compliance Officer

Operations Manager

General Manager

Chief Legal Officer

Industries
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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