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1. Parties: Identification and details of the seller and buyer, including full legal names, registration numbers, and addresses
2. Background: Context of the transaction and relationship between the parties
3. Definitions: Definitions of key terms used throughout the agreement
4. Subject Matter of Sale: Detailed description of the goods being sold
5. Price and Payment Terms: Purchase price, currency, payment method, and payment schedule
6. Delivery Terms: Delivery obligations, Incoterms, delivery schedule, and transfer of risk
7. Quality and Inspection: Quality standards, inspection procedures, and acceptance criteria
8. Title and Risk: Transfer of title and risk allocation
9. Warranties: Seller's warranties regarding the goods and any warranty limitations
10. Compliance with Laws: Obligations to comply with applicable laws and regulations
11. Term and Termination: Duration of the agreement and termination rights
12. Force Majeure: Events excusing performance and their consequences
13. Governing Law and Jurisdiction: Choice of Swiss law and jurisdiction provisions
14. Notices: Method and addresses for formal communications
15. General Provisions: Standard boilerplate clauses including severability, entire agreement, and amendments
1. CISG Exclusion: Section explicitly excluding CISG application if parties choose to rely solely on Swiss domestic law
2. Intellectual Property Rights: Include when goods involve patents, trademarks, or other IP rights
3. Confidentiality: Add when sensitive information will be exchanged
4. Insurance: Include when specific insurance requirements are needed beyond standard delivery terms
5. Export Control: Required when goods are subject to export control regulations
6. After-Sales Services: Include for goods requiring installation, maintenance, or technical support
7. Training: Add when seller must provide training on use of goods
8. Bank Guarantees: Include when payment security is required
9. Liquidated Damages: Add when specific compensation for delay or non-performance should be pre-defined
10. Competition Restrictions: Include when territorial or customer restrictions apply to the buyer
1. Technical Specifications: Detailed technical description of the goods
2. Price List: Detailed pricing information, especially for multiple products or volume-based pricing
3. Delivery Schedule: Detailed timeline for deliveries, especially for multiple shipments
4. Quality Standards: Specific quality requirements, testing procedures, and acceptance criteria
5. Form of Bank Guarantee: Template for any required bank guarantees
6. After-Sales Service Requirements: Detailed description of service levels and support requirements
7. Compliance Requirements: Specific regulatory or certification requirements
8. Warranty Procedures: Detailed warranty claim procedures and requirements
9. Insurance Requirements: Specific insurance coverage requirements and certificates
10. Authorized Representatives: List of authorized representatives for various contract matters
Acceptance Protocol
Applicable Law
Business Day
Buyer
Certificates of Origin
Confidential Information
Contract Price
Delivery Date
Delivery Location
Delivery Schedule
Effective Date
Force Majeure Event
Goods
Incoterms
Intellectual Property Rights
Letter of Credit
Manufacturer
Payment Terms
Purchase Order
Quality Standards
Related Parties
Seller
Specifications
Shipping Documents
Technical Documentation
Term
Territory
Testing Procedures
Trade Documents
Warranty Period
Working Hours
Definitions
Sale and Purchase
Contract Price
Payment Terms
Delivery
Title and Risk
Quality and Inspection
Warranties and Representations
Packaging and Labeling
Documentation
Export and Import
Insurance
Force Majeure
Intellectual Property
Confidentiality
Liability and Indemnification
Termination
Assignment and Subcontracting
Notices
Governing Law
Dispute Resolution
Compliance with Laws
Anti-Corruption
Data Protection
Entire Agreement
Amendment
Severability
Waiver
Counterparts
Language
Third Party Rights
Time of Essence
Costs and Expenses
Manufacturing
Retail
Technology
Industrial Equipment
Consumer Goods
Pharmaceuticals
Automotive
Electronics
Chemicals
Textiles
Food and Beverage
Machinery and Equipment
Raw Materials
Agriculture
Legal
Procurement
Sales
Export
Import
Supply Chain
Commercial
Business Development
Compliance
Risk Management
Trade Finance
Operations
Finance
Chief Legal Officer
Legal Counsel
Contract Manager
Procurement Manager
Sales Director
Export Manager
Import Manager
Supply Chain Manager
Commercial Director
Business Development Manager
Compliance Officer
Risk Manager
Trade Finance Manager
Operations Manager
Chief Financial Officer
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