Wholesale Purchase Agreement Contract Template for Indonesia

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Key Requirements PROMPT example:

Wholesale Purchase Agreement Contract

"I need a Wholesale Purchase Agreement Contract for my textile manufacturing company to supply bulk fabrics to a major retailer in Jakarta, with minimum order quantities of 10,000 meters per order and quarterly delivery schedules starting from March 2025."

Document background

The Wholesale Purchase Agreement Contract serves as a fundamental legal instrument for establishing and managing bulk purchase relationships between suppliers and buyers in Indonesia. This document is essential when parties wish to enter into a long-term wholesale trading relationship with recurring orders and specific commercial terms. It addresses key aspects such as minimum order quantities, pricing structures, delivery arrangements, and quality standards, while ensuring compliance with Indonesian regulations including the Civil Code (Kitab Undang-undang Hukum Perdata) and Law No. 7 of 2014 on Trade. The agreement is particularly crucial for businesses engaged in large-scale trading operations, providing clarity on rights, obligations, and operational procedures while incorporating necessary safeguards for both parties.

Suggested Sections

1. Parties: Identification and details of the seller and buyer, including their legal status and registration details under Indonesian law

2. Background: Context of the agreement, business relationship, and general intent of the parties

3. Definitions: Definitions of key terms used throughout the agreement

4. Scope of Agreement: General framework of the wholesale purchase arrangement and territory coverage

5. Ordering Process: Procedures for placing and accepting purchase orders, including minimum order quantities

6. Pricing and Payment Terms: Product pricing structure, payment methods, currencies, and payment timelines

7. Delivery and Logistics: Terms of delivery, shipping arrangements, transfer of risk, and acceptance procedures

8. Quality Standards: Product specifications, quality requirements, and compliance with Indonesian standards

9. Warranties and Representations: Warranties regarding product quality, compliance with laws, and business operations

10. Term and Termination: Duration of the agreement and circumstances for termination

11. Confidentiality: Protection of confidential information and trade secrets

12. Force Majeure: Provisions for unforeseen circumstances affecting contract performance

13. Dispute Resolution: Procedures for resolving disputes, including jurisdiction under Indonesian law

14. Governing Law: Specification of Indonesian law as the governing law

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

Optional Sections

1. Exclusivity: Terms of exclusive dealing arrangements, if applicable

2. Marketing and Promotion: Requirements for product marketing and promotion, if parties share these responsibilities

3. Insurance Requirements: Specific insurance coverage requirements for high-value or high-risk products

4. Import/Export Provisions: Special provisions for international trade if the agreement involves cross-border transactions

5. Product Training: Requirements for product handling training and technical support

6. Intellectual Property: IP rights and licensing provisions if relevant to the products

7. Anti-Corruption Compliance: Special provisions for compliance with anti-corruption laws for government-related contracts

8. Halal Compliance: Special provisions for ensuring Halal compliance if dealing with relevant products

Suggested Schedules

1. Schedule 1 - Product List: Detailed list of products covered under the agreement with specifications

2. Schedule 2 - Price List: Comprehensive pricing details, including any volume discounts or special pricing arrangements

3. Schedule 3 - Minimum Order Quantities: Specification of minimum order quantities per product or order

4. Schedule 4 - Quality Specifications: Detailed quality standards and testing procedures

5. Schedule 5 - Delivery Terms: Specific delivery locations, timeframes, and logistics requirements

6. Schedule 6 - Service Level Agreement: Performance metrics and service level requirements

7. Schedule 7 - Authorized Representatives: List of authorized representatives for both parties

8. Appendix A - Standard Operating Procedures: Detailed procedures for order processing, returns, and other operational matters

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

alex.den.21@genieai.co

Relevant legal definitions

Clauses

Relevant Industries

Manufacturing

Retail

Fast-Moving Consumer Goods (FMCG)

Electronics

Automotive Parts

Textiles and Apparel

Food and Beverage

Pharmaceuticals

Construction Materials

Agricultural Products

Industrial Equipment

Chemical Products

Relevant Teams

Legal

Procurement

Supply Chain

Commercial

Operations

Finance

Compliance

Logistics

Sales

Business Development

Risk Management

Quality Assurance

Relevant Roles

Procurement Manager

Supply Chain Director

Commercial Director

Legal Counsel

Contracts Manager

Business Development Manager

Operations Director

Purchasing Officer

Trade Compliance Manager

Logistics Manager

Sales Director

Chief Operating Officer

Vendor Relations Manager

Import/Export Manager

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Let's create your Wholesale Purchase Agreement Contract

Authors

Alex Denne

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