Commercial Supplier Agreement Template for Switzerland

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Key Requirements PROMPT example:

Commercial Supplier Agreement

"I need a Commercial Supplier Agreement for my Swiss-based manufacturing company to purchase electronic components from multiple international suppliers, with specific quality control requirements and the ability to adjust order volumes quarterly starting from March 2025."

Document background
The Commercial Supplier Agreement serves as a fundamental legal framework for establishing and managing supplier-customer relationships in a commercial context. This document is essential when businesses need to formalize their supply arrangements, whether for goods, services, or both, under Swiss law. It incorporates key provisions required by Swiss legislation, particularly the Swiss Code of Obligations, while addressing practical business needs such as ordering procedures, quality standards, and risk allocation. The agreement is designed to provide clarity and certainty in commercial relationships, protect both parties' interests, and ensure compliance with Swiss regulatory requirements. It is particularly valuable for ongoing supply relationships where parties need a robust framework for managing their commercial interactions, handling potential disputes, and maintaining quality standards.
Suggested Sections

1. Parties: Identification and details of the contracting parties including registered addresses and company numbers

2. Background: Context of the agreement and brief description of the business relationship

3. Definitions: Definitions of key terms used throughout the agreement

4. Scope of Supply: Detailed description of goods and/or services to be supplied

5. Ordering Process: Procedures for placing and accepting orders

6. Delivery Terms: Delivery timelines, locations, and conditions including Incoterms if applicable

7. Price and Payment: Pricing structure, payment terms, invoicing procedures, and currency provisions

8. Quality Requirements: Quality standards, specifications, and compliance requirements

9. Warranties: Supplier warranties regarding products/services and standard of performance

10. Liability and Indemnification: Allocation of risks, limitation of liability, and indemnification obligations

11. Confidentiality: Protection of confidential information and trade secrets

12. Term and Termination: Duration of agreement and circumstances for termination

13. Governing Law and Jurisdiction: Confirmation of Swiss law application and jurisdiction for disputes

14. General Provisions: Standard boilerplate clauses including assignment, entire agreement, and amendments

Optional Sections

1. Intellectual Property Rights: Required when IP rights are being created, licensed, or transferred

2. Data Protection: Required when personal data processing is involved in the supply relationship

3. Insurance: Required for high-value or high-risk supply arrangements

4. Environmental Compliance: Required when supply involves environmental considerations or hazardous materials

5. Export Control: Required when goods or services are subject to export control regulations

6. Force Majeure: Optional but recommended for long-term supply relationships

7. Anti-Corruption: Required for international arrangements or when dealing with public sector

8. Business Continuity: Required for critical supply relationships

9. Subcontracting: Required if supplier may need to subcontract certain obligations

Suggested Schedules

1. Schedule 1 - Products/Services Specification: Detailed technical specifications of products or services

2. Schedule 2 - Pricing Schedule: Detailed pricing information, including any volume discounts or price adjustment mechanisms

3. Schedule 3 - Service Levels: Performance metrics and service level requirements

4. Schedule 4 - Quality Standards: Detailed quality requirements and testing procedures

5. Schedule 5 - Key Contacts: List of key personnel and contact details for both parties

6. Schedule 6 - Order Form Template: Standard form for placing orders under the agreement

7. Schedule 7 - Data Processing Agreement: Required if personal data processing is involved

8. Schedule 8 - Business Continuity Plan: Details of business continuity and disaster recovery procedures

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Manufacturing

Technology

Retail

Pharmaceuticals

Food and Beverage

Automotive

Electronics

Chemicals

Consumer Goods

Industrial Equipment

Telecommunications

Healthcare

Energy

Logistics

Relevant Teams

Legal

Procurement

Supply Chain

Finance

Operations

Compliance

Risk Management

Quality Assurance

Commercial

Vendor Management

Relevant Roles

Procurement Manager

Supply Chain Director

Legal Counsel

Commercial Director

Operations Manager

Contract Manager

Chief Financial Officer

Risk Manager

Compliance Officer

Purchasing Director

Vendor Relations Manager

Category Manager

Business Development Manager

Quality Assurance Manager

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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