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The Consignment Contract is a specialized commercial agreement used when a business wants to place its goods with another party for sale without immediately transferring ownership. Under Swiss law, this document combines elements of agency and sales contracts, governed primarily by the Swiss Code of Obligations. It's particularly useful in situations where suppliers want to maintain ownership of goods until sold, while allowing retailers or dealers to stock and sell these items for a commission. The contract addresses critical aspects such as inventory management, commission structures, risk allocation, and reporting requirements. This type of agreement is commonly used in retail, luxury goods, and art sectors, providing flexibility for both parties while maintaining clear legal protections under Swiss jurisdiction.

1. Parties: Identification of the Consignor and Consignee, including full legal names, addresses, and registration details

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

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

4. Appointment and Scope: Formal appointment of the consignee and detailed scope of the consignment arrangement

5. Duration and Termination: Term of the agreement, renewal provisions, and termination conditions

6. Delivery and Storage of Goods: Terms for delivery, storage requirements, and handling of consigned goods

7. Title and Risk: Provisions clarifying that title remains with consignor until sale, and allocation of risk

8. Pricing and Commission: Structure of pricing for goods and commission rates for the consignee

9. Payment Terms: Terms for payment collection, remittance to consignor, and commission payment schedule

10. Reporting and Accounting: Requirements for inventory tracking, sales reporting, and financial accounting

11. Obligations of the Consignor: Responsibilities of the consignor including product supply and support

12. Obligations of the Consignee: Responsibilities of the consignee including storage, sales efforts, and customer service

13. Returns and Unsold Goods: Procedures for handling returns and disposal of unsold merchandise

14. Confidentiality: Protection of confidential information exchanged during the consignment relationship

15. Governing Law and Jurisdiction: Specification of Swiss law as governing law and jurisdiction for disputes