The Latest Case Law on Swiss Commercial Contracts
Case Law
Joint venture, Share purchase agreement
Shareholders’ dispute regarding a former joint venture: Are today’s partners tomorrow’s enemies?
The interpretation of a shareholders’ agreement in a former joint venture which provided for option rights upon change of control.
Agency, Contract management
Contract management: the risks of not reacting to annotations made by the other party at the time of signing of the contract
Company found contractually liable for the act of an employee as a result of a handwritten statement made by the other party on the contract.
Brokerage contract
Liable for remaining silent: Broker found liable for failing to disclose relevant information which had an impact on the sale of his client’s apartment
A broker was held liable for breach of contractual obligations to his client by failing to disclose relevant information regarding the potential sale of his client’s apartment at a higher price.
Cooperation agreement, Forum clause
Conflicting choice of forum clauses contained in a contract and its general terms and conditions: which clause prevails?
A choice of forum clause contained in the contract itself prevails over conflicting clauses contained in the parties’ general terms and conditions.
Sale of goods
Buyer beware… of the goods description
Agreed qualities and good faith expectations of the Buyer in the sale of goods that can be used for multiple purposes.
Ancillary obligations, Real estate sale agreement
Obligation of a contracting party to act against its own interests?
The general principle of good faith does not establish an ancillary obligation requiring the seller in a real estate transaction to act against his or her own interests or prevent the buyer from needing to pay tax on the sale.