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Buyer Seller Agreement
"I need a Buyer Seller Agreement under Swiss law for a one-time purchase of industrial machinery from a German manufacturer, with delivery scheduled for March 2025 and including specific warranty provisions for technical performance."
1. Parties: Identification and details of the buyer and seller, including full legal names, registration numbers, and addresses
2. Background: Context of the agreement and brief description of the transaction purpose
3. Definitions: Definitions of key terms used throughout the agreement
4. Sale and Purchase: Core transaction terms including description of goods, quantity, and basic supply obligations
5. Price and Payment: Purchase price, payment terms, invoicing requirements, and payment methods
6. Delivery: Delivery terms, timing, location, and transfer of risk (incorporating Incoterms where applicable)
7. Title and Risk: Transfer of ownership and risk in the goods
8. Quality and Warranties: Quality standards, specifications, and warranty terms
9. Inspection and Acceptance: Procedures for inspecting goods and accepting or rejecting deliveries
10. Limitation of Liability: Limitations and exclusions of liability in accordance with Swiss law
11. Term and Termination: Duration of agreement and termination rights
12. Force Majeure: Events excusing performance and consequences
13. Confidentiality: Protection of confidential information exchanged during the transaction
14. Governing Law and Jurisdiction: Confirmation of Swiss law governance and jurisdiction for disputes
15. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
16. Execution: Signature blocks and execution formalities
1. Import/Export: Required for international sales, covering customs, duties, and trade compliance
2. Intellectual Property: Needed when goods involve IP rights or licensed technology
3. Insurance: Required for high-value goods or where specific insurance arrangements are needed
4. Data Protection: Required when personal data processing is involved in the transaction
5. After-Sales Service: Include for goods requiring maintenance or ongoing support
6. Training: Required when seller must provide training on use of goods
7. Product Recall: Include for consumer goods or safety-critical products
8. Exclusivity: Optional provisions for exclusive purchasing or selling arrangements
9. Minimum Purchase Commitments: For ongoing supply relationships with volume commitments
10. Change Control: For agreements where specifications or requirements may need future modification
1. Schedule 1 - Product Specifications: Detailed technical specifications of the goods
2. Schedule 2 - Pricing Schedule: Detailed pricing information, including any volume discounts or price adjustment mechanisms
3. Schedule 3 - Delivery Schedule: Detailed delivery timeframes and locations
4. Schedule 4 - Quality Standards: Specific quality requirements and testing procedures
5. Schedule 5 - Service Level Agreement: Performance metrics for delivery and quality (if applicable)
6. Schedule 6 - Form of Purchase Order: Standard form for ordering goods under the agreement
7. Appendix A - Technical Documentation: Product manuals, technical drawings, or other supporting documentation
8. Appendix B - Warranty Terms: Detailed warranty terms and claim procedures
Authors
Applicable Law
Business Day
Buyer
Confidential Information
Contract Price
Defect
Delivery Date
Delivery Location
Delivery Terms
Effective Date
Force Majeure Event
Goods
Intellectual Property Rights
Invoice
Parties
Payment Terms
Purchase Order
Quality Standards
Related Agreements
Seller
Specifications
Term
Territory
Warranties
Working Hours
Acceptance
Affiliate
Associated Documents
Commencement Date
Claim
Completion
Default
Delivery Schedule
Dispute
Documentation
Insolvency Event
Liability
Loss
Material Adverse Change
Notice
Order Confirmation
Permitted Purpose
Product
Purchase Price
Quality Requirements
Representatives
Services
Termination Date
Trade Terms
VAT
Warranty Period
Definitions
Sale and Purchase Obligation
Product Specifications
Pricing
Payment Terms
Delivery
Title and Risk
Quality Assurance
Warranties
Inspection and Testing
Acceptance
Rejection
Returns
Force Majeure
Liability Limitation
Indemnification
Insurance
Intellectual Property
Confidentiality
Data Protection
Export Control
Anti-Corruption
Term
Termination
Consequences of Termination
Assignment
Subcontracting
Notices
Amendment
Waiver
Severability
Entire Agreement
Third Party Rights
Governing Law
Dispute Resolution
Language
Counterparts
Product Safety
Compliance with Laws
Business Ethics
Record Keeping
Audit Rights
Relationship of Parties
Publicity
Tax
Currency
Set-off
Manufacturing
Retail
Wholesale Trade
Technology
Consumer Goods
Industrial Equipment
Automotive
Electronics
Food and Beverage
Pharmaceuticals
Chemicals
Textiles
Construction Materials
Agricultural Products
Energy
Machinery
Legal
Procurement
Sales
Commercial
Supply Chain
Operations
Finance
Compliance
Contract Management
Business Development
Vendor Management
International Trade
Procurement Manager
Purchasing Director
Supply Chain Manager
Sales Manager
Commercial Director
Contract Manager
Legal Counsel
Business Development Manager
Operations Manager
Chief Commercial Officer
Sourcing Specialist
Vendor Manager
Category Manager
Trading Manager
Import/Export Manager
General Counsel
Chief Financial Officer
Chief Operating Officer
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