Hotel Purchase Agreement Template for Indonesia

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Key Requirements PROMPT example:

Hotel Purchase Agreement

"I need a Hotel Purchase Agreement for the acquisition of a 200-room luxury beachfront resort in Bali, Indonesia by a Singapore-based investment company, with completion targeted for March 2025, including provisions for existing staff retention and brand management transfer."

Document background
The Hotel Purchase Agreement is a crucial document used in Indonesia when transferring ownership of hotel properties, whether they are standalone hotels, resort properties, or part of larger commercial developments. This agreement is essential for transactions in Indonesia's growing hospitality sector, where specific regulatory requirements must be met, including compliance with the Basic Agrarian Law, Investment Law, and Tourism Law. The document covers all aspects of the transaction, from property transfer to operational considerations, and must be structured to address unique aspects of Indonesian property law, including land title restrictions and foreign ownership limitations. It's particularly important to note that Hotel Purchase Agreements in Indonesia often require additional consideration of regional regulations and specific permits depending on the hotel's location and classification.
Suggested Sections

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

2. Background: Context of the transaction, brief description of the hotel property, and purpose of the agreement

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

4. Sale and Purchase: Core agreement for the sale and purchase of the hotel, including the property and associated assets

5. Purchase Price: Details of the purchase price, payment terms, deposits, and adjustment mechanisms

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

7. Pre-Completion Obligations: Obligations of both parties between signing and completion, including operation of the hotel business

8. Completion: Process and requirements for closing the transaction, including deliverables and timing

9. Representations and Warranties: Statements of fact and assurances from both parties about the hotel, business, and their authority

10. Employee Matters: Arrangements for existing hotel employees and related liabilities

11. Tax Matters: Allocation of tax liabilities and responsibilities

12. Indemnification: Provisions for compensation in case of breach or third-party claims

13. Termination: Circumstances under which the agreement can be terminated and consequences

14. Governing Law and Dispute Resolution: Choice of Indonesian law and dispute resolution mechanisms

15. General Provisions: Standard boilerplate clauses including notices, amendments, and assignments

Optional Sections

1. Brand and Management Agreements: Required if the hotel operates under a brand or management agreement that needs to be transferred or terminated

2. Environmental Matters: Detailed section needed if environmental issues are identified during due diligence

3. Intellectual Property: Required if significant IP assets are involved in the transaction

4. Financing Provisions: Needed if the purchase involves specific financing arrangements or conditions

5. Asset Transfer: Detailed section required if the deal includes significant movable assets or inventory

6. Transition Services: Required if the seller will provide post-completion operational support

7. Data Protection: Needed if significant customer or employee data is being transferred

8. Force Majeure: Optional expanded section for specific risk allocation in uncertain circumstances

Suggested Schedules

1. Property Description: Detailed legal description of the hotel property and land

2. Asset Inventory: Comprehensive list of FF&E, operating equipment, and other tangible assets

3. Excluded Assets: List of assets specifically excluded from the sale

4. Employee Information: Details of existing employees, their positions, and employment terms

5. Contracts and Agreements: List of existing contracts, licenses, and agreements affecting the hotel

6. Required Permits: List of operating permits and licenses required for hotel operation

7. Form of Transfer Instruments: Templates for deed of transfer and other transfer documents

8. Purchase Price Adjustments: Detailed mechanisms for adjusting the purchase price

9. Completion Checklist: List of all documents and actions required for completion

10. Warranties: Detailed warranties relating to the property and business

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 legal definitions
Clauses
Relevant Industries

Hospitality

Real Estate

Tourism

Commercial Property

Hotels and Leisure

Property Development

Asset Management

Investment Management

Banking and Finance

Relevant Teams

Legal

Finance

Real Estate

Operations

Compliance

Risk Management

Investment

Asset Management

Development

Property Management

Corporate Strategy

Due Diligence

Relevant Roles

Chief Executive Officer

Chief Financial Officer

General Counsel

Head of Real Estate

Hotel General Manager

Investment Director

Asset Manager

Property Director

Legal Counsel

Finance Director

Development Director

Compliance Officer

Operations Director

Risk Manager

Hotel Owner

Investment Manager

Property Manager

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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