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Master Sales Agreement
I need a Master Sales Agreement under Swiss law for my technology company to supply software and hardware products to enterprise customers across Europe, with specific provisions for data protection and service level commitments, planned to be effective from March 1, 2025.
1. Parties: Identification and details of the contracting parties, including full legal names, registration numbers, and addresses
2. Background: Context of the agreement and brief description of the parties' business relationship
3. Definitions: Defined terms used throughout the agreement
4. Scope of Agreement: Overview of the master agreement's coverage and its relationship to individual sales orders
5. Ordering Process: Procedures for submitting, accepting, and processing purchase orders
6. Delivery Terms: Terms and conditions for product delivery, including Incoterms where applicable
7. Prices and Payment: Pricing structure, payment terms, invoicing procedures, and currency provisions
8. Quality and Specifications: Product quality requirements and specifications
9. Warranties: Product warranties and quality guarantees
10. Liability and Indemnification: Allocation of risks and responsibilities between parties
11. Term and Termination: Duration of the agreement and termination provisions
12. Confidentiality: Protection of confidential information exchanged between parties
13. Force Majeure: Provisions for unforeseen circumstances preventing performance
14. Governing Law and Jurisdiction: Confirmation of Swiss law application and jurisdiction for disputes
15. General Provisions: Standard boilerplate clauses including entirety, amendments, and notices
1. Minimum Purchase Commitments: Used when buyer commits to minimum purchase volumes or values
2. Exclusive Supply Arrangements: Include when parties agree to exclusive supply or purchase obligations
3. Marketing and Branding: Required when agreement includes provisions about product marketing or brand usage
4. Insurance Requirements: Detailed insurance obligations when specific coverage is required
5. Intellectual Property Rights: Include when IP licensing or protection is relevant to the sales relationship
6. Export Control Compliance: Required for international sales involving regulated products
7. Data Protection: Include when personal data processing is part of the sales relationship
8. Service Level Requirements: Used when specific performance metrics apply to delivery or support
9. Environmental Compliance: Include when environmental standards or certifications are required
1. Schedule 1 - Product Specifications: Detailed technical specifications of products covered by the agreement
2. Schedule 2 - Price List: Current pricing for all products, including any volume-based discounts
3. Schedule 3 - Service Levels: Detailed service level requirements and measurements
4. Schedule 4 - Quality Standards: Specific quality requirements and testing procedures
5. Schedule 5 - Order Form Template: Standard form for submitting purchase orders
6. Schedule 6 - Delivery Locations: List of approved delivery locations and specific requirements
7. Appendix A - Technical Requirements: Detailed technical requirements for products or services
8. Appendix B - Compliance Requirements: Specific regulatory or compliance requirements applicable to the products
Authors
Affiliate
Agreement
Applicable Law
Business Day
Confidential Information
Contract Price
Defect
Delivery Date
Delivery Location
Delivery Terms
Documentation
Effective Date
Force Majeure Event
Goods
Intellectual Property Rights
Invoice
Minimum Order Quantity
Order
Order Confirmation
Payment Terms
Price List
Product Specifications
Purchase Order
Quality Standards
Quarter
Representatives
Sales Tax
Schedules
Services
Specification
Subsidiary
Supply Period
Technical Documentation
Term
Territory
Third Party
VAT
Warranty Period
Working Hours
Definitions
Scope of Agreement
Order and Acceptance
Delivery
Price and Payment
Quality and Inspection
Title and Risk
Warranties
Product Specifications
Intellectual Property
Confidentiality
Data Protection
Force Majeure
Liability and Indemnification
Insurance
Term and Duration
Termination
Change Control
Assignment and Subcontracting
Compliance with Laws
Export Control
Anti-Corruption
Competition Law
Notice
Waiver
Severability
Entire Agreement
Amendment
Third Party Rights
Governing Law
Dispute Resolution
Counterparts
Language
Signature
Manufacturing
Technology and Software
Consumer Goods
Industrial Equipment
Pharmaceuticals
Chemical Industry
Food and Beverage
Automotive
Electronics
Machinery and Equipment
Luxury Goods
Medical Devices
Raw Materials and Commodities
Textiles
Legal
Sales
Procurement
Finance
Commercial Operations
Supply Chain
Compliance
Risk Management
Business Development
Contract Administration
Chief Commercial Officer
Head of Sales
Procurement Director
Legal Counsel
Contract Manager
Supply Chain Manager
Commercial Director
Chief Financial Officer
Sales Operations Manager
Purchasing Manager
Business Development Director
Account Executive
Compliance Officer
Risk Manager
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