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1. Parties: Identification of the seller-tenant and buyer-landlord, including their full legal names, addresses, and registration details
2. Background: Context of the transaction, including description of the property and purpose of the sale-leaseback arrangement
3. Definitions: Key terms used throughout the agreement, including property definition, commencement date, lease term, etc.
4. Sale and Purchase: Terms of the sale transaction, including purchase price, payment terms, and completion requirements
5. Property Transfer: Provisions regarding the transfer of title, including timing and registration requirements
6. Leaseback Terms: Core lease provisions including term, rent amount, payment schedule, and use of property
7. Maintenance and Repairs: Responsibilities for property maintenance, repairs, and improvements
8. Insurance and Liability: Insurance requirements and allocation of risks between parties
9. Default and Remedies: Events of default under both sale and lease provisions, and corresponding remedies
10. Termination: Circumstances and procedures for terminating the lease agreement
11. Representations and Warranties: Standard representations regarding property condition, authority to contract, and compliance with laws
12. Governing Law and Dispute Resolution: Choice of Indonesian law and dispute resolution procedures
13. Notices: Communication procedures between parties
14. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments
1. Purchase Option: Optional right for tenant to repurchase the property, included when parties agree to potential buyback
2. Subletting and Assignment: Include when parties want to specifically address the ability to sublet or assign rights
3. Tax Provisions: Detailed tax arrangements when complex tax implications need to be addressed
4. Environmental Matters: Include for industrial or potentially contaminated properties
5. Property Management: Include when specific property management arrangements are needed
6. Force Majeure: Detailed force majeure provisions when needed beyond standard clause
7. Financing Provisions: Include when transaction involves third-party financing
8. Regulatory Compliance: Specific provisions for heavily regulated industries or properties
1. Property Description: Detailed description of the property including plans, certificates, and registration details
2. Rent Schedule: Detailed breakdown of rent payments, including escalation provisions
3. Condition Report: Documentation of property condition at time of sale
4. Service Charges: Breakdown of service charges and operating expenses
5. Permitted Uses: Detailed description of permitted uses of the property
6. Form of Transfer Deed: Template for property transfer documentation
7. Insurance Requirements: Detailed insurance specifications and requirements
8. Maintenance Schedule: Detailed maintenance responsibilities and schedules
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