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A Consortium Agreement joins multiple parties who want to work together on a specific project while staying independent entities. In Switzerland, these contracts are especially common in construction, research, and large infrastructure projects where different companies need to combine their expertise and resources.

Under Swiss law, the agreement spells out how consortium members will share work, risks, and profits. It creates a temporary partnership structure without forming a new company, letting each member handle their specialized part while sharing responsibility for the overall project. The agreement must follow Swiss Code of Obligations rules on simple partnerships (Art. 530-551 CO) and clearly define leadership roles, financial contributions, and liability arrangements.

Consider using a Consortium Agreement when your project requires expertise or resources beyond what any single company can provide. This legal structure works perfectly for large Swiss infrastructure projects, research initiatives, or construction ventures where multiple independent firms need to collaborate while maintaining their separate identities.

The agreement becomes essential when coordinating complex work across different specialties - like when architects, engineers, and contractors team up for major building projects. It's particularly valuable for public tenders in Switzerland, where joint bidding helps smaller firms compete for large contracts. The key timing is before any joint work begins, so all parties clearly understand their roles, risks, and rewards.

• Working Consortium: Used for complex construction projects, these agreements focus on day-to-day operations, profit sharing, and risk allocation among multiple contractors.
• Research Consortium: Common in Swiss academic and R&D sectors, emphasizing intellectual property rights, data sharing, and publication protocols.
• Bidding Consortium: Structured specifically for joint public tender participation, detailing bid responsibilities and post-award obligations.
• Project-Specific Consortium: Tailored for one-time collaborations like infrastructure projects, with clear exit strategies and completion milestones.
• Industry Alliance Consortium: Focuses on long-term cooperation in specific sectors, often including technology sharing and market development provisions.

• Construction Companies: Often lead partners in Consortium Agreements, coordinating multiple specialists for large building projects across Switzerland.
• Research Institutions: Universities and private labs join forces through consortiums to share resources and expertise on major scientific initiatives.
• Legal Counsel: Draft and review agreements to ensure compliance with Swiss partnership laws and protect member interests.
• Project Managers: Oversee day-to-day consortium operations and ensure all parties fulfill their contractual obligations.
• Public Authorities: Act as contract partners when consortiums bid on government infrastructure projects or public works.

• Project Scope: Define clear objectives, timeline, and deliverables for the consortium's work under Swiss law.
• Member Details: Gather full legal names, registration numbers, and authorized representatives of all participating entities.
• Role Assignment: Document each member's specific responsibilities, expertise contribution, and resource commitments.
• Financial Structure: Outline cost sharing, profit distribution, and accounting procedures aligned with Swiss partnership rules.
• Governance Rules: Establish decision-making processes, voting rights, and leadership roles within the consortium.
• Risk Management: Define liability sharing, insurance requirements, and dispute resolution mechanisms.

• Party Identification: Full legal names and addresses of all consortium members, including their Swiss registration details.
• Purpose Statement: Clear description of consortium objectives and project scope under Art. 530 CO.
• Contribution Terms: Detailed breakdown of each member's financial, technical, and resource commitments.
• Governance Structure: Decision-making procedures, voting rights, and leadership roles aligned with Swiss partnership law.
• Risk Allocation: Distribution of liability and responsibility among members per Art. 544 CO.
• Exit Provisions: Terms for membership changes, project completion, and consortium dissolution.
• Dispute Resolution: Swiss arbitration or court jurisdiction specifications for conflict resolution.

A Consortium Agreement differs significantly from a Business Acquisition Agreement, though both involve multiple parties working together. While consortium members collaborate as equals on a specific project, a Business Acquisition Agreement transfers ownership and control from one party to another.

• Purpose and Duration: Consortium Agreements create temporary partnerships for specific projects, while acquisition agreements permanently transfer business ownership.
• Legal Structure: Under Swiss law, consortiums maintain separate member identities through simple partnership rules (Art. 530 CO), whereas acquisitions merge or absorb entities completely.
• Risk Distribution: Consortium members share project risks jointly but keep their independence; in acquisitions, the buyer typically assumes all business risks and liabilities.
• Control Mechanisms: Consortiums operate through agreed governance structures with shared decision-making, while Business Acquisition Agreement transfers full control to the acquiring party.