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Businesses

Trade and distribution

Commercial disputes between businesses are of a financial nature and freely disposable, and are therefore fully arbitrable. Even mandatory claims, such as the agent's goodwill indemnity (art. 418u CO), are arbitrable: the Federal Supreme Court has confirmed this.

What you can submit

  • Payment of the price and invoices, delivery, defects and non-conformity of the goods.
  • Territorial or clientele exclusivity, royalties, conditions and consequences of termination.
  • Taking back or clearing stock; claims for damages.

What remains reserved

  • Competition law: the arbitral tribunal may apply it to a contract, but administrative sanctions and market intervention measures fall within the exclusive competence of COMCO.
  • Goodwill indemnity (art. 418u CO): mandatory but arbitrable; the arbitrator applies the protective rule.
  • Non-party third parties: a sub-distributor, an end client or a guarantor who has not accepted the clause cannot be bound by it.
  • Form: a clause set out in the signed contract, or in validly incorporated general terms and conditions, satisfies art. 358 CPC.

The clause

Ready to insert into your contracts. Copy it, or generate a personalised version.

Translation for information; for a Swiss-law contract the French version is recommended.

General clause (sale, supply, distribution, franchise)

Article [X] - Arbitration 1. Any dispute, difference or claim arising out of or in connection with this contract, in particular as to its conclusion, validity, interpretation, performance, non-performance, amendment or termination, shall be finally settled by arbitration administered by CONCORDA (www.concorda.ch), to the exclusion of the ordinary state courts and of the conciliation procedure. 2. The following are covered in particular: the payment of the price and of the invoices, delivery, defects and non-conformity of the goods, claims for damages, territorial or customer exclusivity, royalties, the conditions and consequences of termination, as well as the taking back or the clearance of stocks. 3. The arbitration is conducted in accordance with the CONCORDA Arbitration Rules in force at the time proceedings are commenced, which form an integral part of this clause. The parties expressly exclude the application of Chapter 12 of the Federal Act on Private International Law (PILA), in accordance with article 176 paragraph 2 thereof, and submit the proceedings exclusively to Swiss domestic arbitration (art. 353 et seq. CPC). The arbitral tribunal is composed of a sole arbitrator. The seat of the arbitration is at Monthey. The language of the proceedings is French. The award is final and constitutes an enforceable title (art. 387 CPC), the remedies before the Federal Supreme Court remaining reserved (art. 389 et seq. CPC). 4. The arbitral tribunal applies the relevant mandatory law, in particular competition law. There remain reserved the exclusive powers of the authorities, in particular those of the Competition Commission (COMCO) with respect to sanctions and administrative measures, as well as disputes involving third parties not bound by this clause.
See the other variants (2)

Clause for an agency contract

Any dispute arising out of or in connection with this agency contract, including claims for commissions, the del credere clause, the customer indemnity (art. 418u CO) and the consequences of termination, shall be finally settled by arbitration in accordance with the CONCORDA Arbitration Rules, by a sole arbitrator, seat at Monthey, French language, to the exclusion of the ordinary state courts and of the conciliation procedure. The arbitral tribunal applies the mandatory provisions protecting the agent. Chapter 12 of the PILA is excluded (art. 176 para. 2 PILA).

Short clause

Any dispute arising out of or in connection with this contract shall be finally settled by arbitration in accordance with the CONCORDA Arbitration Rules, by a sole arbitrator, seat at Monthey, French language, to the exclusion of the state courts and of the conciliation procedure. Chapter 12 of the PILA is excluded (art. 176 para. 2 PILA).

The models are shown without a penalty clause. You can add it in the generator by ticking the box provided.

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Related fields

Sales contracts

Sales disputes are of a financial nature and freely disposable, and are therefore arbitrable without any particular restriction. This applies to the sale of movables as well as to the sale of real estate.

See the area

Business partners and companies

Since 1 January 2023, art. 697n CO expressly recognises the statutory arbitration clause. The company, its bodies, the members of its bodies and the shareholders may be bound by the arbitration clause.

See the area

Mandate and services

Mandate and services disputes are of a financial nature and freely disposable, and are therefore arbitrable. Revocation at any time (art. 404 CO) is mandatory but does not preclude arbitration: the Federal Supreme Court has so held.

See the area