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Contract Of Sale And Contract For Sale
"I need a Contract of Sale and Contract for Sale under Swiss law for selling industrial machinery worth CHF 2 million to a German manufacturer, with delivery scheduled for March 2025 and payment in three installments."
1. Parties: Identification and details of the seller and buyer, including full legal names, addresses, and registration numbers if applicable
2. Background: Context of the sale and relationship between the parties
3. Definitions: Definitions of key terms used throughout the contract
4. Subject Matter of Sale: Detailed description of the goods or items being sold, including quantity and specifications
5. Purchase Price: The agreed price, currency, and payment terms including payment schedule if applicable
6. Delivery: Terms and conditions of delivery, including timing, location, and transfer of risk
7. Transfer of Title: Conditions and timing for the transfer of ownership from seller to buyer
8. Warranties and Representations: Seller's warranties regarding the goods and general representations of both parties
9. Inspection and Acceptance: Process and timeframe for inspecting goods and accepting or rejecting delivery
10. Defects and Warranty Claims: Procedures for handling defective goods and making warranty claims
11. Termination: Circumstances under which the contract can be terminated and the consequences
12. Governing Law and Jurisdiction: Confirmation of Swiss law as governing law and jurisdiction for disputes
13. Miscellaneous: Standard provisions including severability, entire agreement, and amendments
1. CISG Application/Exclusion: Section explicitly accepting or excluding the UN Convention on Contracts for the International Sale of Goods - needed for international sales
2. Retention of Title: Special arrangements for retention of title until full payment - useful for high-value goods or payment in installments
3. Insurance: Requirements for insurance during transit or storage - important for high-value goods or international shipping
4. Intellectual Property Rights: Provisions regarding IP rights in the goods - needed when selling branded goods or technology
5. Export/Import Requirements: Specific provisions for international trade compliance - required for cross-border sales
6. Force Majeure: Provisions for unforeseen circumstances preventing performance - important for long-term or complex sales
7. Confidentiality: Provisions for protecting confidential information - needed when sensitive information is shared
8. Bank Guarantee/Letter of Credit: Payment security provisions - useful for high-value international transactions
1. Schedule 1 - Product Specifications: Detailed technical specifications of the goods being sold
2. Schedule 2 - Pricing Schedule: Detailed breakdown of prices, especially for multiple items or varying quantities
3. Schedule 3 - Delivery Schedule: Detailed delivery timelines and locations, especially for multiple deliveries
4. Schedule 4 - Quality Standards: Specific quality requirements and standards that the goods must meet
5. Schedule 5 - Warranty Terms: Detailed warranty terms and conditions
6. Appendix A - Required Certifications: Copies of required certificates or compliance documents
7. Appendix B - Testing Procedures: Procedures for testing and accepting the goods
8. Appendix C - Form of Acceptance Certificate: Template for formal acceptance of goods
Authors
Manufacturing
Retail
Technology
Industrial
Consumer Goods
Agriculture
Automotive
Electronics
Pharmaceuticals
Food and Beverage
Luxury Goods
Construction
Energy
Raw Materials
Machinery and Equipment
Legal
Procurement
Sales
Commercial
Operations
Compliance
Risk Management
Supply Chain
Finance
Business Development
Contract Management
International Trade
Legal Counsel
Contract Manager
Procurement Manager
Sales Director
Commercial Director
Business Development Manager
Supply Chain Manager
Chief Legal Officer
Chief Commercial Officer
Operations Manager
Compliance Officer
Risk Manager
General Counsel
Purchase Manager
Sales Manager
Trade Finance Manager
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