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Exclusive Supply Agreement Template for Switzerland

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Key Requirements PROMPT example:

Exclusive Supply Agreement

"I need an Exclusive Supply Agreement for my Swiss electronics manufacturing company to be the sole supplier of specialized circuit boards to a German distributor, with strict quality control requirements and quarterly delivery schedules starting March 2025."

Document background
An Exclusive Supply Agreement is essential for businesses seeking to establish secure and exclusive supply chain relationships in Switzerland. This document type is particularly relevant when a supplier agrees to be the exclusive provider of specific products to a buyer within a defined territory, or when a buyer commits to sourcing products exclusively from a particular supplier. The agreement, governed by Swiss law, encompasses crucial elements such as product specifications, quality standards, delivery terms, pricing mechanisms, and exclusivity obligations. It addresses requirements under the Swiss Code of Obligations and competition law, making it suitable for both domestic and international commercial relationships. The document is commonly used in manufacturing, retail, and distribution sectors where maintaining consistent supply chains and product quality is paramount.
Suggested Sections

1. Parties: Identification of the supplier and buyer, including full legal names and registered addresses

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

3. Definitions and Interpretation: Definitions of key terms and interpretation rules for the agreement

4. Scope of Supply: Details of the exclusive supply arrangement, including territory and product range

5. Exclusivity Obligations: Specific terms of exclusivity, including restrictions on both parties

6. Order Process: Procedures for placing, accepting, and fulfilling orders

7. Delivery Terms: Delivery conditions, timing, and Incoterms

8. Price and Payment: Pricing structure, payment terms, and invoicing procedures

9. Quality Requirements: Product quality standards, specifications, and quality control procedures

10. Warranties: Product warranties and quality guarantees

11. Term and Termination: Duration of agreement and termination provisions

12. Confidentiality: Protection of confidential information and trade secrets

13. Force Majeure: Provisions for unforeseen circumstances affecting performance

14. Governing Law and Jurisdiction: Confirmation of Swiss law governance and jurisdiction for disputes

15. General Provisions: Standard boilerplate clauses including notices, amendments, and assignment

Optional Sections

1. Minimum Purchase Requirements: Include when the buyer must commit to minimum purchase volumes

2. Product Development: Include when parties collaborate on product development or customization

3. Marketing and Promotion: Include when specific marketing obligations exist for either party

4. Insurance Requirements: Include when specific insurance coverage is required

5. Intellectual Property Rights: Include when IP licensing or protection is relevant to the supply relationship

6. Competition Compliance: Include when additional competition law compliance measures are needed

7. Storage and Warehousing: Include when specific storage requirements or consignment arrangements apply

8. Training and Support: Include when supplier must provide technical training or support services

Suggested Schedules

1. Schedule 1 - Product Specifications: Detailed technical specifications of products covered by the agreement

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

3. Schedule 3 - Quality Standards and Testing Procedures: Detailed quality requirements and testing protocols

4. Schedule 4 - Order and Delivery Procedures: Detailed operational procedures for ordering and delivery

5. Schedule 5 - Service Levels: Performance metrics and service level requirements

6. Schedule 6 - Territory Definition: Detailed description of geographical territory covered by exclusivity

7. Appendix A - Form of Purchase Order: Standard form for purchase orders

8. Appendix B - Technical Documentation: Required technical documentation for products

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 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

Retail

Pharmaceuticals

Electronics

Automotive

Consumer Goods

Food and Beverage

Industrial Equipment

Chemical Industry

Luxury Goods

Medical Devices

Technology

Relevant Teams

Legal

Procurement

Supply Chain

Operations

Quality Assurance

Commercial

Sales

Compliance

Finance

Logistics

Relevant Roles

Supply Chain Manager

Procurement Director

Legal Counsel

Commercial Director

Operations Manager

Quality Assurance Manager

Contract Manager

Business Development Manager

Sales Director

Logistics Manager

Compliance Officer

Chief Operating Officer

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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