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Sales Agreement Terms And Conditions

Sales Agreement Terms And Conditions Template for Indonesia

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Key Requirements PROMPT example:

Sales Agreement Terms And Conditions

"I need Sales Agreement Terms and Conditions for my Indonesian manufacturing company that will be supplying automotive parts to various car manufacturers in Jakarta, with specific focus on quality control standards and regular bulk delivery schedules starting January 2025."

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Document background
Sales Agreement Terms And Conditions are essential documents used to establish the legal and commercial framework for sales transactions in Indonesia. This document is typically employed when businesses engage in regular sales activities and need standardized terms that comply with Indonesian regulations, including the Civil Code, Consumer Protection Law, and Trade Law. It serves as a master agreement that can be referenced for multiple transactions, covering crucial elements such as order processes, delivery terms, warranties, and dispute resolution. The document is particularly important in the Indonesian context due to specific local requirements regarding consumer protection, halal certification (where applicable), and local business practices. It can be used for both B2B and B2C transactions, though the terms may need to be adjusted accordingly.
Suggested Sections

1. Parties: Identification and details of the seller and buyer, including registration numbers and authorized representatives

2. Background: Context of the agreement and general purpose of the business relationship

3. Definitions and Interpretation: Definitions of key terms and rules for interpreting the agreement

4. Scope of Agreement: General description of products/services covered and nature of the sales arrangement

5. Order and Acceptance Process: Procedures for placing and accepting orders, including minimum order quantities if applicable

6. Pricing and Payment Terms: Product pricing, payment methods, payment terms, and late payment consequences

7. Delivery Terms: Delivery arrangements, timing, costs, and risk transfer points

8. Title and Risk: Transfer of ownership and risk in the products

9. Quality and Warranties: Product quality standards, warranties, and compliance with Indonesian consumer protection laws

10. Return and Refund Policy: Procedures and conditions for returns and refunds

11. Confidentiality: Protection of confidential information exchanged between parties

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

13. Governing Law and Dispute Resolution: Application of Indonesian law and dispute resolution procedures

14. General Provisions: Standard boilerplate clauses including force majeure, notices, and amendments

Optional Sections

1. Intellectual Property Rights: Required when branded products or licensed materials are involved in the sale

2. Export/Import Compliance: Necessary for international sales or products subject to trade restrictions

3. Storage and Handling Requirements: Include for products requiring special storage conditions or handling

4. Product Registration and Compliance: Required for regulated products needing specific permits or certifications

5. Halal Compliance: Necessary for products requiring halal certification under Indonesian law

6. Electronic Commerce Terms: Include when sales are conducted through online platforms

7. Exclusive Distribution Rights: Required when granting exclusive sales territories or rights

8. Insurance Requirements: Include when specific insurance coverage is required for high-value or high-risk products

Suggested Schedules

1. Schedule 1 - Product Specifications: Detailed technical specifications and descriptions of products

2. Schedule 2 - Price List: Current pricing for all products covered by the agreement

3. Schedule 3 - Delivery Points: List of approved delivery locations and associated requirements

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

5. Schedule 5 - Service Level Requirements: Performance metrics for order processing and delivery

6. Appendix A - Order Form Template: Standard form for placing orders under the agreement

7. Appendix B - Required Certifications: Copies of relevant product or business certifications

8. Appendix C - Return Procedures: Detailed procedures for product returns and claims

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

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant legal definitions
Agreement
Applicable Law
Business Day
Buyer
Confidential Information
Contract Price
Delivery Date
Delivery Location
Delivery Schedule
Effective Date
Force Majeure Event
Goods
Intellectual Property Rights
Invoice
Order
Order Confirmation
Payment Terms
Product Specifications
Purchase Order
Quality Standards
Related Entities
Seller
Services
Taxes
Term
Territory
Trade Terms
Warranty Period
Working Hours
Authorized Representative
Defective Products
Documentation
Halal Certification
Indonesian National Standards (SNI)
Late Payment Interest
Minimum Order Quantity
Non-Conforming Goods
Payment Default
Quality Control Procedures
Rejection Notice
Return Authorization
Shipping Documents
Storage Requirements
Technical Specifications
Terms and Conditions
Third Party
Unit Price
VAT
Warehouse
Clauses
Interpretation
Scope of Agreement
Order and Acceptance
Pricing
Payment Terms
Delivery
Title and Risk
Quality Assurance
Product Specifications
Warranties
Returns and Refunds
Liability Limitations
Force Majeure
Confidentiality
Intellectual Property
Regulatory Compliance
Consumer Protection
Product Safety
Documentation Requirements
Insurance
Term
Termination
Dispute Resolution
Governing Law
Jurisdiction
Assignment
Subcontracting
Notices
Entire Agreement
Severability
Waiver
Amendment
Relationship of Parties
Storage and Handling
Product Registration
Export Controls
Tax
Electronic Commerce
Data Protection
Anti-Corruption
Halal Compliance
Local Content Requirements
Indemnification
Record Keeping
Audit Rights
Language
Counterparts
Relevant Industries

Retail

Manufacturing

Consumer Goods

Technology

Food and Beverage

Pharmaceuticals

Electronics

Textiles

Automotive

Construction Materials

Agriculture

Chemical Products

Industrial Equipment

E-commerce

Relevant Teams

Legal

Sales

Procurement

Commercial

Compliance

Operations

Supply Chain

Risk Management

Business Development

Contract Administration

Quality Assurance

Relevant Roles

Legal Counsel

Commercial Director

Sales Manager

Procurement Manager

Contract Administrator

Business Development Manager

Compliance Officer

Operations Manager

Supply Chain Manager

Chief Commercial Officer

Risk Manager

General Manager

Managing Director

Chief Legal Officer

Sales Operations Manager

Industries
Indonesian Civil Code (KUH Perdata): The fundamental law governing contracts in Indonesia, including formation, validity requirements, performance, and termination of contracts (particularly Book III on Obligations)
Law No. 8 of 1999 on Consumer Protection: Regulates consumer rights and business obligations, including mandatory warranties, product liability, and unfair contract terms
Law No. 7 of 2014 on Trade: Governs trading activities in Indonesia, including domestic and international trade, licensing requirements, and standards for goods and services
Law No. 19 of 2016 on Electronic Information and Transactions: Relevant for online sales agreements, governing electronic transactions and digital signatures
Government Regulation No. 80 of 2019: Regulates e-commerce activities including obligations for e-commerce operators and requirements for online contracts
Ministry of Trade Regulation No. 77 of 2018: Provides specific requirements for business licensing and trading activities
Law No. 33 of 2014 on Halal Product Assurance: Important for sales agreements involving food, beverages, cosmetics, or other products requiring halal certification
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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