Terms and conditions in Switzerland: preparing terms for your business

What are terms and conditions for, and are they compulsory?

Standard terms avoid renegotiating payment, delivery, defects and subscription termination with every order. They complement the offer and individual agreement without overriding commitments specifically agreed with the customer.

There is no general obligation for every Swiss business to produce a document called “terms and conditions”. However, if you want your standard terms to apply, they must be validly incorporated into the contract. Certain activities and sales channels also carry specific information duties.

For a new business, drafting terms forces practical decisions: will you request a deposit? When does an order become binding? Who pays for additional work? How will complaints be handled? The answers should be consistent across your offers, website and daily practice.

An unconditional refund promise followed by a hard-to-find restrictive clause invites disagreement. Your terms should make the customer journey clearer, not contradict it.

Identify the contract: sale, mandate or contract for work

Start with what you promise. A sale concerns goods; a contract for work involves delivering an agreed result; a mandate concerns, in particular, performing an activity with due care. Some projects combine several elements.

The legal classification does not depend only on the document’s heading. A subscription, consulting engagement or digital project must be assessed according to the actual services. Do not adopt terms from a similar business without checking the consequences.

For mandates, Article 404 of the Code of Obligations (CO) allows either party to end the relationship at any time, with compensation for damage caused by termination at an inopportune time. Depending on the contract’s classification and mandatory rules, a minimum term, long notice period or exit penalty may therefore be ineffective.

Have a lawyer assess the classification and sensitive clauses. Duration and billing provisions must fit the applicable contract rules.

What should your terms cover?

A useful outline follows the relationship from the first offer to its end:

1. Seller and scope. Give the business’s legal name, contact details and the transactions covered.
2. Contract formation. Explain whether the offer, order or confirmation binds the parties.
3. Price. State the currency, taxes and possible extras consistently with the prices you display.
4. Payment. Set out deposits, due dates, payment methods and the treatment of late payment.
5. Performance. Describe delivery, work, timing and the information required from the customer.
6. Defects and complaints. Identify the contact channel and available remedies within legal limits.
7. Cancellation and termination. Distinguish a change of mind, ending a service and failure to perform.
8. Liability. Define commitments without promising a blanket exclusion of every risk.
9. Data and usage rights. Coordinate these provisions with the relevant documents.
10. Governing law and disputes. Ensure the clauses respect applicable protective rules.

Illustrative example: a Geneva communications agency offers a service that includes two rounds of revisions. The offer defines what those rounds cover, the customer’s response deadline and how additional requests are handled. This is more useful than a vague reference to unspecified extra charges.

State when payment is due and what happens if it is late. Statutory default interest is generally 5% per year once the debtor is in default. Default usually requires a demand for payment, except notably where a payment date has been validly agreed. Contractual rates and reminder fees require a valid basis and must respect legal limits. Avoid disproportionate charges, particularly for consumers.

Make sure your Swiss invoices reflect the deposits, deadlines and payment terms actually agreed.

Make the terms accessible and keep evidence of acceptance

Bring the terms to the customer’s attention before the contract is concluded and give them a genuine opportunity to read them. Mentioning them for the first time on an invoice is generally insufficient to impose them on an order already placed.

For online sales, place a visible link in the ordering process and make acceptance identifiable. An unticked checkbox can record the customer’s agreement. Let the customer retain the text and archive the version applicable to their order.

For an offer sent by email, attach the terms or provide a clearly accessible document and expressly incorporate them. Specify which document prevails if the individual offer and standard terms address the same point differently.

The electronic ordering process must also let customers identify the seller, understand the steps leading to a binding order, and detect and correct input errors. Send confirmation without delay. These details should not be buried in a lengthy legal document.

Test the journey on a phone: the price, terms and final action should remain readable before confirmation. Align deposits, invoices and collections with your accounting process so that the agreed commitments can be tracked.

Returns, unfair terms and personal data: sensitive points

Returns and warranty rights

An online purchase in Switzerland does not generally give the customer 14 days to change their mind. You may offer a voluntary return policy and define its period and conditions. Statutory revocation rights do exist in certain other situations, notably doorstep selling and some telephone sales.

Adapt your return terms to the sales channel and target market. If you target consumers abroad, also assess which rules in their countries may apply.

Distinguish statutory remedies for defects, the limitation period for claims and any commercial warranty offered by the seller or manufacturer. For an ordinary sale of movable goods, the statutory limitation period is generally two years from delivery. Where a professional seller supplies goods for a consumer’s personal or family use, it cannot be shortened below two years for new goods or one year for second-hand goods.

This does not prohibit every contractual adjustment to warranty rights. Swiss law allows certain limitations and even exclusions, subject to legal limits. A clause’s effect therefore depends on its wording and how it interacts with the customer’s rights.

Real estate, construction work and some goods incorporated into buildings are subject to special rules. Have these provisions checked instead of copying a generic “12-month warranty” clause.

Liability and contractual balance

Under Article 100 CO, an advance exclusion of liability for intent or gross negligence is void. Article 8 of the Unfair Competition Act also addresses consumer terms that create a significant, unjustified imbalance contrary to good faith. A clause is not automatically valid merely because it was displayed and accepted.

Personal data

Collecting customer data creates information duties about processing, subject to statutory exceptions. Provide a clear, accessible explanation of what you actually do with the data. Accepting a sale must not be presented as blanket permission for every possible use. A separate privacy notice often makes the information easier to understand.

Update terms and handle disagreements

Review your terms when you introduce subscriptions, change the ordering process, expand abroad or alter delivery arrangements. Date or number each version and retain earlier versions.

Publishing a new text does not automatically change existing contracts. Identify which relationships are affected and how customers should be informed or asked to agree where necessary. For recurring contracts, assess the variation mechanism and its validity.

If a dispute arises, collect the offer, order, accepted terms, correspondence and evidence of performance. Reconstruct the facts before replying. A proportionate commercial solution may preserve the relationship without accepting every claim.

A governing-law or jurisdiction clause must fit the contract and customer. Consumers covered by the Swiss Civil Procedure Code’s protective rules cannot waive those protected venues in advance. A clause that always requires proceedings at the seller’s registered office may therefore be ineffective.

For cross-border sales, examine the applicable international rules too. Choosing Swiss law does not automatically remove consumer protections.

Before using your terms, have the legal clauses reviewed and check with your team how they will work in practice. Billing and collection should reflect the deposits and due dates actually agreed. Clear processes also support reliable cash-flow management.

Identify the contracting business consistently across your terms, invoices and website. The guide to legal business names in Switzerland explains the difference between the registered name and other names used commercially.

Frequently asked questions

Sources and references

English edition reviewed on 10 October 2026. The example is illustrative. Primary Swiss sources are linked below in French.

• SECO SME Portal: general terms and conditions.
• SECO SME Portal: Swiss and European e-commerce rules.
• SECO: unfair terms.
• Swiss Code of Obligations, particularly Articles 100, 102, 104, 210 and 404.
• FDPIC: duty to inform.