Switzerland: Smart Contracts Definition and Legality

Switzerland has no law tailored for doing business online. Generally, contracts made through online channels are governed by the same provisions as standard “offline” contracts.

However, the Unfair Competition Act sets out certain rules a company or person offering goods or services by means of electronic commerce has to abide by. Under those rules, the company or person offering must:

  • Disclose its identity and contact details in full (including an e mail address), in a clear manner.

  • Outline the technical steps necessary to conclude the contract. In other words, the offeror must explain to his customer the purchase procedure he implemented (for example, step 1: confirmation of shopping basket, step 2: provision of payment details, step 3: review of order and payment details, step 4: purchase, step 5: confirmation of order; in practice this is done in most cases by displaying a flowchart).

  • Provide the opportunity and technical means to identify and correct input errors before the order is placed (see step 3 above as an example).

  • Confirm the order without delay by way of electronic communication (for example, a confirmation e-mail).

  • These rules apply irrespective of the goods or services purchased and without distinction between business-to-business and business-to-customer transactions. However, breaching these rules does not necessarily lead to a contract being unenforceable or void. Rather, the contracts legal force has to be assessed independently on a case by case basis with particular regard to defects in consent. If such defects are present, the contract can, in certain circumstances, be contested.

There is no legislative or regulatory body dedicated to passing legislation on doing business online. However, legislative and regulatory bodies in other fields, such as data protection or unfair competition, may regulate e-commerce issues where they concern their respective fields.

More information on online contracts can be found on the Thomson Reuters website page for digital business in Switzerland. More information on contract law can be found on Eugen Bucher’s website


Information quoted from Thomson Reuters website page for digital business in Switzerland

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