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The General Sales Contract serves as a foundational document for commercial transactions in Switzerland, providing a legally robust framework for the sale and purchase of goods. This document is essential when businesses engage in regular commercial transactions requiring detailed terms and conditions, particularly where significant value or recurring sales are involved. It incorporates key requirements under Swiss law, including provisions from the Swiss Code of Obligations, while allowing customization for specific business needs. The contract is particularly relevant for both domestic Swiss transactions and international sales where Swiss law is chosen as the governing law, offering the benefit of Switzerland's well-developed commercial legal system and reputation for neutrality in international trade.

1. Parties: Identification and details of the seller and buyer, including full legal names, registration numbers, and registered addresses

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

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

4. Subject Matter of Sale: Detailed description of the goods being sold, including specifications, quantity, and quality requirements

5. Price and Payment Terms: Purchase price, payment schedule, payment method, and currency

6. Delivery: Delivery terms, timeline, location, and Incoterms (if applicable)

7. Transfer of Title and Risk: When and how ownership and risk transfer from seller to buyer

8. Warranties and Representations: Standard warranties regarding product quality, ownership, and fitness for purpose

9. Inspection and Acceptance: Procedures for inspecting goods and accepting or rejecting deliveries

10. Limitation of Liability: Limitations on parties' liability and exclusions of certain types of damages

11. Term and Termination: Duration of the agreement and circumstances under which it can be terminated

12. Governing Law and Jurisdiction: Confirmation of Swiss law as governing law and jurisdiction for disputes

13. General Provisions: Standard boilerplate clauses including entire agreement, amendments, and notices