Contract Drafting
Custom drafting — supply agreements, service contracts, distribution agreements, NDAs, licensing, and joint venture agreements.
Surabaya · East Java · Indonesia
Commercial Contract Lawyer Surabaya — Drafting, Review & Negotiation
Integra Law Office provides commercial contract services in Surabaya — drafting, reviewing, and negotiating contracts for businesses across East Java. From supply agreements to distribution contracts, we ensure your commercial relationships are properly documented and legally enforceable.
Contract law for Surabaya businesses.
Every business in Surabaya operates through contracts — with suppliers, customers, distributors, employees, and partners. Despite this, many companies use outdated templates, skip legal review, or sign contracts they haven't fully understood. The cost of a poorly drafted contract becomes apparent only when a dispute arises.
Indonesian contract law is governed by the Civil Code (KUH Perdata), which provides general principles of offer, acceptance, consideration, and good faith. However, specific regulations — such as the Competition Law (UU 5/1999) for distribution agreements, or the Trade Law (UU 7/2014) for supply arrangements — add complexity.
We help businesses in Surabaya manage their contract lifecycle — from initial drafting through negotiation, execution, and enforcement. Our approach is practical: we focus on clarity, enforceability, and risk allocation.
When you need a commercial contract lawyer.
Entering into a significant supply, distribution, or service agreement and needing proper documentation.
Receiving a contract from a counterparty and needing independent legal review.
Negotiating contract terms — pricing, liability, termination, IP ownership — and needing strategic advice.
Managing a portfolio of contracts and needing a systematic review and standardisation.
Facing a contract dispute and needing to enforce or defend your position.
Requiring bilingual contracts (Indonesian and English) for international transactions.
Indonesian contract law framework.
The Civil Code (KUH Perdata) governs the general principles of contract law in Indonesia. Key requirements for a valid contract include: capacity of the parties, consent, a specific object, and a lawful cause. The principle of freedom of contract allows parties to agree terms, subject to mandatory law and public order.
For certain contract types, additional regulations apply. Distribution agreements must comply with competition law (UU 5/1999) and relevant ministerial regulations. Employment contracts are governed by the Manpower Law (UU 13/2003). Construction contracts must comply with the Construction Services Law (UU 2/2017).
Legal References
How Integra handles commercial contracts.
We do not recycle templates. Every contract is drafted or reviewed with the specific transaction in mind. We start by understanding the business deal, then translate it into clear, enforceable legal language.
For contract reviews, we provide plain-language summaries of key risks and recommendations — not just redline edits. For negotiations, we advise on strategy and fallback positions. The goal is always a contract that protects our client's interests while being commercially practical.
Commercial Contract Services
Contract Review
Independent legal review of counterparty contracts — risk identification, redlining, and negotiation recommendations.
Contract Negotiation
Strategic negotiation support — advising on positions, drafting mark-ups, and attending negotiations.
Contract Management
Systematic review and standardisation of existing contract portfolio — identifying gaps and risks.
Bilingual Contracts
Drafting contracts in Indonesian and English for cross-border transactions — ensuring legal equivalence.
Frequently Asked Questions
Must contracts in Indonesia be in Indonesian?
Under Law 24/2009, contracts involving Indonesian parties or Indonesian government institutions must use Indonesian. For contracts involving foreign parties, a bilingual (Indonesian-English) version is common. In case of discrepancy, the Indonesian version prevails unless the parties agree otherwise.
Are electronic signatures valid?
Yes, under the Electronic Information and Transactions Law (UU 11/2008) and Government Regulation 71/2019. Certified electronic signatures (using certified providers) have the same legal force as wet-ink signatures. However, certain documents — such as notarial deeds — still require wet-ink signatures.
What happens if a party breaches a contract?
Remedies depend on the contract terms and the nature of the breach. Options include: specific performance, damages (material and immaterial), contract termination, and in some cases, penalty enforcement. Indonesian courts generally uphold agreed penalty clauses unless they are manifestly excessive.
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Request a private consultation.
Describe your contract needs. A senior partner will respond within one business day.
Last reviewed: · by Budiarmanto Setyo Hutomo, S.H., M.H.