Sell Buy Back Agreement Template for Indonesia

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Key Requirements PROMPT example:

Sell Buy Back Agreement

"I need a Sell Buy Back Agreement under Indonesian law for a transaction between our bank (PT Bank Central Asia Tbk) and a securities company, with the initial purchase date of March 15, 2025, and a repurchase date of September 15, 2025, involving government bonds as the underlying securities."

Document background
The Sell Buy Back Agreement serves as a crucial instrument in Indonesian financial markets, enabling parties to engage in secured financing transactions while maintaining compliance with local regulatory requirements. This document is typically used when financial institutions, banks, or corporations need to manage liquidity or financing needs through securities transactions. It establishes the terms for the initial sale of securities and their subsequent repurchase, including pricing mechanisms, risk allocation, and default provisions. The agreement must comply with Indonesian Financial Services Authority (OJK) regulations, Bank Indonesia requirements, and relevant capital market laws. It's particularly important in scenarios where parties need short-term financing while maintaining beneficial ownership of securities, and includes specific provisions for Indonesian market practices and regulatory reporting requirements.
Suggested Sections

1. Parties: Identifies and provides full details of the seller and buyer, including registration numbers and addresses

2. Background: Sets out the context of the agreement and the parties' intentions to enter into a sell buyback arrangement

3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes interpretation rules

4. Sale and Purchase: Details of the initial sale transaction, including securities identification and pricing

5. Repurchase Obligation: Terms of the repurchase transaction, including pricing and timing

6. Payment and Transfer: Mechanics for executing payments and securities transfers for both sale and repurchase

7. Margin Maintenance: Procedures for maintaining agreed margin levels and making margin calls

8. Representations and Warranties: Standard and transaction-specific representations and warranties from both parties

9. Events of Default: Definition of default events and consequences

10. Rights on Default: Remedies available to the non-defaulting party

11. Tax Provisions: Allocation of tax responsibilities and gross-up provisions

12. Notices: Communication procedures and contact details

13. Governing Law and Jurisdiction: Specifies Indonesian law as governing law and jurisdiction for disputes

14. General Provisions: Standard boilerplate clauses including amendments, waivers, and severability

Optional Sections

1. Income Payments: Provisions dealing with income on the securities during the transaction period - used when securities may generate income

2. Substitution: Right to substitute securities - included when parties want flexibility to change the underlying securities

3. Agency Provisions: Required when either party is acting as agent rather than principal

4. Force Majeure: Provisions for market disruption or external events - included for longer-term arrangements

5. Electronic Trading: Specific provisions for electronic trading platforms - needed if transactions will be executed electronically

6. Broker Provisions: Additional provisions when a broker is involved in the transaction

Suggested Schedules

1. Schedule 1 - Securities Details: Detailed description of the securities including ISIN, quantity, and essential characteristics

2. Schedule 2 - Pricing Terms: Detailed pricing formulas and calculations for both sale and repurchase

3. Schedule 3 - Form of Confirmation: Standard form for transaction confirmations

4. Schedule 4 - Eligible Securities: List of securities eligible for substitution (if substitution is permitted)

5. Schedule 5 - Bank Account Details: Payment account details for both parties

6. Appendix A - Required Notices and Forms: Standard forms for margin calls, substitution notices, and other communications

7. Appendix B - OJK Compliance Requirements: Specific documentation required for Indonesian regulatory compliance

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

Financial Services

Banking

Investment Management

Securities Trading

Asset Management

Insurance

Corporate Treasury

Capital Markets

Financial Technology

Relevant Teams

Legal

Treasury

Trading

Risk Management

Compliance

Operations

Settlement

Finance

Investment

Regulatory Reporting

Relevant Roles

Treasury Manager

Financial Controller

Legal Counsel

Compliance Officer

Risk Manager

Securities Trader

Investment Manager

Operations Manager

Chief Financial Officer

Portfolio Manager

Trading Director

Regulatory Reporting Officer

Settlement Officer

Fund 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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