BASIC ASPECTS OF AGENCY AGREEMENTS UNDER SWISS LAW AND COURT PRACTICE

An agency can be concluded either implicitly or expressly. In the absence of contractual provisions, the statutory provisions apply. The Principal´s interests are best served with an agreement in writing that, as far as possible and desired, opts out of statutory provisions.
It is possible that a court will infer an implicit agreement from a course of trading between two business partners. The statutory provisions that will apply if an implicit agreement is found primarily favor the interests of the agent.
Therefore, potential principals are well advised to avoid the circumstance in which a business relationship with a broker or commission agent can be construed as an agency agreement.

The Code of Obligations defines the agent as a person who contractually obliges itself, on a continuous basis and without being an employee, either (i) to act as an intermediary on behalf one or several principals in business transactions, or (ii) to conclude such transaction in their name and for ...