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Turnkey Contract Agreement Template for Switzerland

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Key Requirements PROMPT example:

Turnkey Contract Agreement

"I need a Turnkey Contract Agreement under Swiss law for the construction of a pharmaceutical manufacturing facility in Basel, with project completion required by June 2025 and specific provisions for GMP compliance and cleanroom specifications."

Document background
The Turnkey Contract Agreement is a sophisticated legal instrument used when an employer requires a contractor to deliver a complete, fully operational project on a turnkey basis. This document type is particularly suited for complex industrial, infrastructure, or construction projects in Switzerland where the contractor assumes full responsibility for design, procurement, construction, and commissioning. The agreement must comply with Swiss law, particularly the Swiss Code of Obligations and SIA norms, while incorporating international best practices for EPC contracts. It is typically used for high-value projects where the employer seeks single-point responsibility and defined project outcomes. The document includes comprehensive technical specifications, commercial terms, risk allocation mechanisms, and detailed procedures for testing and acceptance, all structured to align with Swiss legal requirements and business practices.
Suggested Sections

1. Parties: Identification of the Employer and the Contractor, including their legal details and registered addresses

2. Background: Context of the agreement, project overview, and basis for the contract

3. Definitions and Interpretation: Detailed definitions of terms used throughout the agreement and rules of interpretation

4. Scope of Work: Comprehensive description of the works to be performed, including design, procurement, construction, and commissioning

5. Contract Price and Payment Terms: Total contract value, payment schedule, milestones, and payment conditions

6. Project Timeline: Commencement date, completion deadline, key milestones, and extension mechanisms

7. Contractor's Obligations: Detailed responsibilities including design, procurement, construction, testing, and commissioning

8. Employer's Obligations: Responsibilities of the employer including site access, permits, and approvals

9. Quality Assurance and Control: Quality standards, inspection procedures, and compliance requirements

10. Testing and Commissioning: Procedures for testing, performance trials, and acceptance criteria

11. Completion and Handover: Requirements for substantial completion, final completion, and project handover

12. Warranties and Defects Liability: Warranty terms, defects notification period, and remedial obligations

13. Risk and Insurance: Risk allocation, required insurance coverage, and liability provisions

14. Force Majeure: Definition of force majeure events and their consequences

15. Changes and Variations: Procedures for handling changes to scope, price, or timeline

16. Suspension and Termination: Rights and procedures for contract suspension or termination

17. Dispute Resolution: Procedures for resolving disputes, including arbitration provisions

18. Governing Law and Jurisdiction: Specification of Swiss law as governing law and jurisdiction details

19. Miscellaneous: Standard boilerplate provisions including notices, assignment, and severability

Optional Sections

1. Technology Transfer: Terms for technology transfer if required, including training and documentation

2. Environmental and Social Requirements: Specific environmental and social obligations beyond standard requirements

3. Local Content Requirements: Provisions for local content or local subcontracting if required

4. Export Control: Required for projects involving controlled technology or international procurement

5. Interface Management: Needed when multiple contractors are involved in the overall project

6. Spare Parts and Long-term Service: Optional provisions for spare parts supply and post-completion services

7. Performance Guarantees: Specific performance guarantees beyond standard warranties

8. Step-in Rights: Employer's rights to step in and take control in specific circumstances

9. Financing Requirements: Special provisions required by project financiers

Suggested Schedules

1. Schedule 1 - Technical Specifications: Detailed technical requirements and performance specifications

2. Schedule 2 - Site Information: Site details, geological data, and access requirements

3. Schedule 3 - Time Schedule: Detailed project schedule including all milestones and deadlines

4. Schedule 4 - Payment Schedule: Detailed breakdown of payments, milestones, and payment conditions

5. Schedule 5 - Key Personnel: List of key personnel from both parties and their roles

6. Schedule 6 - Forms of Guarantees: Templates for performance security, advance payment guarantee, etc.

7. Schedule 7 - Testing and Commissioning Procedures: Detailed procedures for testing and acceptance

8. Schedule 8 - Permits and Licenses: List of required permits and responsible parties

9. Schedule 9 - Insurance Requirements: Detailed insurance requirements and coverage levels

10. Schedule 10 - HSE Requirements: Health, safety, and environmental requirements

11. Schedule 11 - Quality Assurance Plan: Detailed quality control and assurance procedures

12. Schedule 12 - Forms of Certificates: Templates for completion certificates and other formal documents

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

Construction

Infrastructure

Energy

Industrial Manufacturing

Power Generation

Oil and Gas

Chemical Processing

Pharmaceutical Manufacturing

Data Centers

Renewable Energy

Mining

Waste Management

Water Treatment

Relevant Teams

Legal

Project Management

Construction

Engineering

Procurement

Finance

Risk Management

Quality Assurance

Health Safety Environment

Operations

Commercial

Technical Services

Compliance

Contract Administration

Relevant Roles

Project Director

Contract Manager

Legal Counsel

Chief Executive Officer

Chief Financial Officer

Project Manager

Construction Manager

Procurement Manager

Technical Director

Risk Manager

Commercial Manager

Quality Assurance Manager

HSE Manager

Design Manager

Engineering Manager

Finance Director

General Counsel

Operations Director

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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