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1. Parties: Identification and details of the seller and purchaser, including full legal names, addresses, and registration details if companies
2. Background: Context of the transaction and brief description of the subject matter of sale
3. Definitions: Key terms used throughout the agreement, ensuring consistent interpretation
4. Subject Matter of Sale: Detailed description of the goods or property being sold, including specifications, quantity, and quality requirements
5. Purchase Price: Price, payment terms, currency, and payment method in accordance with Swiss payment regulations
6. Delivery: Terms of delivery, timing, location, and transfer of risk according to Swiss Code of Obligations
7. Transfer of Title: Conditions and timing for the transfer of ownership
8. Warranties and Representations: Standard warranties under Swiss law, including title, quality, and fitness for purpose
9. Defects and Remedies: Rights and obligations regarding defective goods as per Articles 197-210 of the Swiss Code of Obligations
10. Termination: Grounds and process for termination of the agreement
11. Governing Law and Jurisdiction: Confirmation of Swiss law application and jurisdiction for disputes
12. Signatures: Execution blocks for all parties
1. VAT and Taxation: Required when the transaction is subject to Swiss VAT or has specific tax implications
2. Export/Import Requirements: Necessary for international sales, including customs requirements and CISG applicability
3. Intellectual Property: Required when the sale includes IP rights or licenses
4. Insurance: Relevant for high-value goods or when specific insurance requirements exist
5. Force Majeure: Optional but recommended for longer-term or complex transactions
6. Confidentiality: Important for business-to-business transactions or when sensitive information is involved
7. Assignment: Needed when transfer rights need to be restricted or permitted under specific conditions
8. Installment Payments: Required when payment is to be made in installments, incorporating Swiss consumer credit law requirements
1. Schedule 1 - Product Specifications: Detailed technical specifications or description of the goods
2. Schedule 2 - Payment Schedule: Detailed payment terms and installment schedule if applicable
3. Schedule 3 - Delivery Schedule: Detailed delivery timeframes and logistics arrangements
4. Schedule 4 - Warranty Terms: Detailed warranty conditions and claim procedures
5. Appendix A - Required Certificates: Copies of quality certificates, origin certificates, or other required documentation
6. Appendix B - Technical Documentation: User manuals, maintenance instructions, or other technical documents
7. Appendix C - Compliance Documents: Regulatory compliance certificates or permits where required
Applicable Law
Business Day
Closing
Closing Date
Confidential Information
Contract Price
Defect
Delivery
Delivery Date
Delivery Location
Effective Date
Force Majeure Event
Goods
Intellectual Property Rights
Invoice
Material Adverse Change
Notice
Parties
Payment Terms
Purchase Order
Purchase Price
Purchaser
Quality Standards
Related Documents
Seller
Specifications
Swiss Francs
Term
Territory
Third Party
Transaction
Transfer Date
VAT
Warranties
Working Hours
Recitals
Definitions
Sale and Purchase
Purchase Price
Payment Terms
Delivery
Title Transfer
Risk Transfer
Warranties
Quality Requirements
Inspection Rights
Defects
Remedies
Force Majeure
Termination
Liability
Indemnification
Insurance
Confidentiality
Data Protection
Intellectual Property
Assignment
Notices
Amendment
Severability
Entire Agreement
Force Majeure
Competition Law Compliance
Export Control
Tax
VAT
Dispute Resolution
Governing Law
Jurisdiction
Language
Counterparts
Execution
Retail
Manufacturing
Wholesale Trade
Real Estate
Technology
Consumer Goods
Industrial Equipment
Automotive
Agriculture
Construction
Electronics
Medical Equipment
Furniture and Home Goods
Professional Services
Energy
Raw Materials
Legal
Procurement
Sales
Commercial
Operations
Supply Chain
Compliance
Risk Management
Corporate Governance
Business Development
Contract Administration
Finance
Legal Counsel
Contract Manager
Procurement Manager
Sales Manager
Business Development Director
Commercial Director
Operations Manager
Supply Chain Manager
Chief Legal Officer
Chief Commercial Officer
Purchasing Officer
Compliance Officer
Risk Manager
General Counsel
Corporate Secretary
Transaction Manager
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