Note Transfer Agreement Template for Indonesia

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Key Requirements PROMPT example:

Note Transfer Agreement

"I need a Note Transfer Agreement under Indonesian law for transferring corporate bonds worth IDR 5 billion from our investment subsidiary to a private equity firm, with closing planned for March 2025 and including special provisions for electronic execution and cross-border payment arrangements."

Document background
The Note Transfer Agreement is essential in Indonesian financial transactions where debt instruments need to be transferred between parties. This document is typically used when a note holder wishes to sell or transfer their rights in a promissory note to another party, whether for portfolio management, liquidity purposes, or as part of a larger financial transaction. The agreement must comply with Indonesian Civil Code requirements and financial regulations, including Bank Indonesia regulations and anti-money laundering laws. It details crucial elements such as the transfer price, payment terms, representations about the note's validity, and necessary regulatory approvals. The document becomes particularly important in structured finance transactions, debt trading, and corporate restructuring scenarios where proper documentation of note transfers is crucial for legal certainty and regulatory compliance.
Suggested Sections

1. Parties: Identification of the transferor and transferee, including their full legal names, registration numbers, and addresses

2. Background: Context of the note transfer, including details of the original note and reason for transfer

3. Definitions: Key terms used throughout the agreement, including 'Note', 'Transfer Date', 'Purchase Price', etc.

4. Transfer and Assignment: Core provisions detailing the transfer of the note from transferor to transferee

5. Purchase Price and Payment: Details of the consideration for the transfer and payment terms

6. Representations and Warranties: Statements of fact and assurances from both parties, particularly regarding ownership and validity of the note

7. Closing Conditions: Conditions that must be satisfied before the transfer becomes effective

8. Notice Requirements: Requirements for notifying relevant parties of the transfer

9. Governing Law and Jurisdiction: Specification of Indonesian law as governing law and jurisdiction for disputes

10. Miscellaneous: Standard boilerplate provisions including severability, entire agreement, and amendments

Optional Sections

1. Security Arrangements: Include when additional security is provided for the note obligations

2. Tax Provisions: Include when there are specific tax implications or arrangements between the parties

3. Registration Requirements: Include when the transfer needs to be registered with specific authorities

4. Regulatory Compliance: Include when specific regulatory requirements apply (e.g., banking or securities regulations)

5. Electronic Execution: Include when the agreement will be executed electronically

6. Multiple Notes: Include when the transfer involves multiple notes or a portfolio

Suggested Schedules

1. Schedule 1 - Note Details: Copy or details of the original note being transferred

2. Schedule 2 - Payment Schedule: If applicable, schedule of payments or payment terms

3. Schedule 3 - Form of Transfer Notice: Template for notifying relevant parties of the transfer

4. Schedule 4 - Closing Checklist: List of documents and actions required for closing

5. Appendix A - Required Consents: List of any third-party consents required for the transfer

6. Appendix B - Supporting Documents: List of supporting documents evidencing the note and transfer authority

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

Banking

Financial Services

Investment Management

Corporate Finance

Asset Management

Debt Collection

Private Equity

Real Estate

Infrastructure

Commercial Lending

Relevant Teams

Legal

Finance

Treasury

Compliance

Risk Management

Corporate Secretariat

Investment

Operations

Documentation

Transaction Management

Relevant Roles

Legal Counsel

Finance Director

Treasury Manager

Investment Manager

Compliance Officer

Corporate Secretary

Risk Manager

Transaction Manager

Portfolio Manager

Chief Financial Officer

Banking Operations Manager

Documentation Specialist

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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