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Intercompany Service Agreement for Switzerland

Intercompany Service Agreement Template for Switzerland

A comprehensive legal agreement governed by Swiss law that establishes and regulates the provision of services between entities within the same corporate group. The document outlines the scope of services, performance standards, financial arrangements, and compliance requirements while adhering to Swiss legal framework, particularly the Swiss Code of Obligations. It includes provisions for service delivery, payment terms, intellectual property rights, data protection, and dispute resolution mechanisms, ensuring compliance with Swiss corporate and tax regulations, including transfer pricing requirements.

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What is a Intercompany Service Agreement?

The Intercompany Service Agreement is essential for formalizing service arrangements between affiliated companies under Swiss law. It is commonly used when one entity within a corporate group provides administrative, technical, managerial, or operational services to another group entity. The document ensures clarity in service scope, delivery standards, and financial arrangements while complying with Swiss regulatory requirements, particularly regarding transfer pricing, tax implications, and corporate governance. This agreement type is crucial for maintaining transparent and compliant intercompany relationships, documenting the arm's length nature of transactions, and establishing clear operational frameworks. It addresses Swiss-specific legal requirements while incorporating international best practices for intercompany arrangements.

What sections should be included in a Intercompany Service Agreement?

1. Parties: Identification of the group companies entering into the agreement, including full legal names, registration details, and addresses

2. Background: Context of the agreement, relationship between the parties, and general purpose of the service arrangement

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

4. Scope of Services: Detailed description of services to be provided, including service levels and performance standards

5. Service Provider's Obligations: Key responsibilities and commitments of the service provider

6. Service Recipient's Obligations: Key responsibilities and commitments of the service recipient

7. Fees and Payment Terms: Service fees, payment schedule, invoicing procedures, and payment methods

8. Term and Termination: Duration of the agreement, renewal terms, and termination provisions

9. Intellectual Property Rights: Ownership and usage rights of IP created or used in providing the services

10. Confidentiality: Protection of confidential information exchanged between the parties

11. Liability and Indemnification: Allocation of risks and responsibilities between the parties

12. Force Majeure: Provisions for handling events beyond parties' reasonable control

13. Governing Law and Jurisdiction: Specification of Swiss law as governing law and jurisdiction for dispute resolution

14. General Provisions: Standard contractual provisions including severability, entire agreement, and amendments

What sections are optional to include in a Intercompany Service Agreement?

1. Data Protection: Required when personal data processing is involved in the service provision

2. Compliance with Group Policies: Include when specific group-wide policies need to be referenced and followed

3. Service Levels: Detailed service level requirements when specific performance metrics need to be maintained

4. Staff and Personnel: Include when services involve dedicated personnel or secondment arrangements

5. Insurance: Required when specific insurance coverage needs to be maintained

6. Business Continuity: Include for critical services requiring disaster recovery and business continuity planning

7. Audit Rights: Include when regular auditing of services or compliance is required

8. Transfer Pricing Compliance: Required when services have significant transfer pricing implications

What schedules should be included in a Intercompany Service Agreement?

1. Schedule 1 - Service Description: Detailed description of each service to be provided, including specifications and deliverables

2. Schedule 2 - Service Levels: Detailed service level agreements, KPIs, and performance measurement criteria

3. Schedule 3 - Fee Schedule: Detailed breakdown of fees, calculation methodologies, and cost allocation

4. Schedule 4 - Contact Details: Key contact persons and escalation matrix for both parties

5. Schedule 5 - Technical Requirements: Technical specifications, systems access, and infrastructure requirements

6. Appendix A - Group Policies: Relevant group policies applicable to the service provision

7. Appendix B - Data Processing Terms: Specific terms for handling personal data if applicable

8. Appendix C - Transfer Pricing Documentation: Documentation supporting the arm's length nature of the service fees

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Switzerland

Publisher

Ƶ

Document Type

Service Agreement

Cost

Free to use
Relevant legal definitions








































Clauses








































Relevant Industries

Financial Services

Manufacturing

Pharmaceuticals

Technology

Consumer Goods

Professional Services

Healthcare

Energy

Telecommunications

Industrial

Logistics

Chemical

Insurance

Banking

Real Estate

Relevant Teams

Legal

Finance

Tax

Compliance

Treasury

Operations

Shared Services

Risk Management

Corporate Governance

Commercial

Contract Management

Internal Audit

Business Development

Accounting

Relevant Roles

Chief Financial Officer

Legal Counsel

Tax Director

Head of Compliance

Corporate Controller

Operations Director

Service Delivery Manager

Transfer Pricing Manager

Group Treasury Manager

Business Unit Head

Commercial Director

Risk Manager

Company Secretary

Finance Manager

Shared Services Director

Contract Manager

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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