Businesses

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.

What you can submit

Payment of the price, default and interest.
Warranty for defects in the thing sold (art. 197 et seq. CO), non-conformity, rescission or reduction of the price.
Delivery, transfer of risk and damages.

What remains reserved

Consumers: consumer law is excluded from arbitration (Rules art. 10 para. 2). The clause is intended for sales between businesses or between individuals; do not insert it in a contract concluded with a consumer.
Sale of real estate: registration in the land register (art. 656 CC) and instruments in authentic form remain reserved to the authorities; the arbitrator rules on the merits, the transaction follows.
Urgent interim measures: the state court remains competent (art. 374 CPC), and the constitution of the arbitral tribunal does not exclude it; debt enforcement and bankruptcy (LP) fall within the offices.
Enforcement and third parties: the award is final and constitutes an enforceable title on the same footing as a judgment (art. 387 CPC); a third party who has not accepted the clause cannot be bound by it. Form: art. 358 CPC is sufficient.

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 of movable or immovable property)

Article [X] - Arbitration 1. Any dispute, difference or claim arising out of or in connection with this contract of sale, in particular as to its conclusion, validity, interpretation, performance, defects, amendment or rescission, shall be finally settled by arbitration through the CONCORDA platform (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, default and interest, the warranty for defects of the sold object (art. 197 et seq. CO; art. 219 CO for immovable property), non-conformity, rescission or reduction of the price, damages, delivery and the transfer of risks. 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. There remain reserved the acts falling within the exclusive jurisdiction of the authorities, in particular entry in the land register and acts requiring the authentic form, as well as disputes involving third parties not bound by this clause. 5. The parties agree that, at the request of a party, the arbitral tribunal may provide in its award that the party which fails to comply within the fixed time limit shall pay the other party a penalty per period of delay, the amount of which the arbitral tribunal fixes on an equitable basis according to the circumstances, without it being able to exceed a rate of 10 % of the amount in dispute per year, calculated pro rata temporis. This penalty is due irrespective of any loss (art. 161 CO); art. 163 para. 2 and 3 CO remains reserved.

See the other variants (1)

Short variant

Any dispute arising out of or in connection with this contract of sale 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.

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Related fields

Construction

Construction is a historic field for arbitration. No special rule restricts it: contract for work, architect's or engineer's mandate, sale of materials or of real estate, everything is arbitrable between the parties.

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

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.

See the area