Non Refundable Deposit Agreement Template for Indonesia

A Non-Refundable Deposit Agreement is a legally binding contract that secures your business transactions by requiring one party to pay a deposit that cannot be returned under specified circumstances. In Indonesia, this type of agreement provides essential protection for businesses and individuals engaging in various commercial activities, from property purchases to manufacturing contracts.

When do you need this document?

You need a Non-Refundable Deposit Agreement when securing commitment for high-value transactions or services where backing out would cause significant financial loss. Property developers commonly use these agreements when buyers reserve units in new developments, ensuring serious commitment while covering marketing and administrative costs. Manufacturers require non-refundable deposits for custom orders or specialty products that cannot be easily resold. Service providers in industries like event planning, construction, or professional services use these agreements to secure booking dates and cover initial preparation costs. The agreement is also essential in franchise agreements, equipment purchases, and any situation where you need to guarantee the other party's commitment to proceed with the transaction.

Key legal considerations

Your agreement must clearly define what constitutes a breach that triggers the non-refund clause, as Indonesian courts will scrutinize vague or unfair terms. The deposit amount should be reasonable and proportionate to the transaction value, as excessive amounts may be deemed unconscionable under consumer protection laws. You must specify exact circumstances under which the deposit becomes non-refundable, such as buyer withdrawal, failure to complete by agreed deadlines, or breach of specific contract terms. Include clear payment methods, deadlines, and receipt procedures to avoid disputes. The agreement should outline how the deposit relates to the final transaction - whether it applies toward the total price or represents separate consideration. Consider including dispute resolution mechanisms and specify which Indonesian courts have jurisdiction over potential conflicts.

Legal requirements in Indonesia

Under Indonesian Civil Code Articles 1233-1456, your Non-Refundable Deposit Agreement must meet standard contract formation requirements including offer, acceptance, and consideration. The agreement must comply with Law No. 8 of 1999 on Consumer Protection, which prohibits unfair terms that disadvantage consumers unreasonably. If you're handling electronic payments, ensure compliance with Bank Indonesia Regulation No. 17/3/PBI/2015 governing payment system transactions. All monetary amounts must be specified in Indonesian Rupiah per Law No. 7 of 2011 on Currency, though foreign currency may be referenced for conversion purposes. The document must be written in Bahasa Indonesia for enforceability, though English versions can accompany for international parties. Include proper party identification with full legal names, addresses, and registration numbers for corporate entities. Ensure the agreement is signed, dated, and properly witnessed according to Indonesian notarization requirements for commercial agreements.