Does GAWEL Legal act on M&A or share deals?

No. This service covers commercial and contractual transactions only: license, co-development, manufacturing-supply, quality and distribution agreements. It does not extend to corporate or M&A work, share deals or equity transactions. Where a deal has a corporate-acquisition element, GAWEL Legal defines the contractual work it can undertake and identifies the corporate matters requiring separate counsel.

Which law governs a license or supply agreement drafted by GAWEL Legal?

The parties choose the governing law. GAWEL Legal drafts under Swiss law, where the parties are free to fix the content of their contract within the limits of the law (Art. 19 OR) and, as a rule, no special form is required for validity (Art. 11 OR). It can also work to a foreign governing law where the counterparty requires it, coordinating with local counsel on points that turn on that law.

How is the work priced: fixed fee or hourly?

As a phased fixed fee. Drafting and term-sheet work is fixed once the deal structure and document list are known, and negotiation runs as a capped phase of the same fee; work beyond the agreed scope is billed by time.

Can GAWEL Legal handle the quality agreement alongside the supply contract?

Yes. Manufacturing-supply and quality agreements are drafted as a matched pair so that the commercial terms and the GMP responsibilities align rather than contradict each other. GAWEL Legal prepares the legal documentation and the allocation of regulatory responsibilities between the parties; it does not perform the technical quality audit itself.

Pharma and MedTech transactions

GAWEL Legal drafts and negotiates life-sciences licensing, supply and distribution agreements under the OR, on a phased fixed fee. This is contractual transaction work for biotech, pharma and MedTech companies, including co-development and option arrangements, with negotiation as a capped phase of the fixed fee; corporate and M&A work, share deals and equity are outside its scope.

Discuss a transaction View scope

Agreements around a product

Development: Licensing, options and collaboration
Manufacturing: Supply and quality agreements
Commercialization: Distribution and reseller terms

Commercial and contractual transactions; corporate and M&A work is outside the scope.

Who this is for

US and international life-sciences companies licensing assets to or from Swiss and EU partners, or supplying products to them
Swiss biotechs licensing assets in- or out-bound with larger pharma partners
Swiss-affiliate pharma and MedTech teams managing supplier, manufacturing and distribution chains
Companies needing matched commercial and quality documentation for a single product program

Scope

License agreements:
in- and out-licensing of patents, know-how and regulatory data, with field, territory, exclusivity, milestone and royalty terms, drafted within the freedom-of-contract limits of Swiss law (Art. 19 OR)
Co-development and option deals:
collaboration, joint-steering and option-to-license structures that allocate development work, costs and resulting intellectual-property rights between the parties
Term sheets and heads of terms:
the main commercial terms of a transaction, with care taken that the binding and non-binding parts are clearly marked, since a Swiss contract binds on the parties' true common intent rather than the label used (Art. 18 OR)
Manufacturing-supply and quality agreements:
supply terms drafted as a matched pair with the quality/GMP responsibilities, so the commercial and regulatory obligations align rather than conflict
Distribution arrangements:
distribution and reseller contracts for finished products, including the responsibility split for regulatory, vigilance and recall duties along the chain
Liability and remedies:
warranty, indemnity, liability-cap and termination provisions calibrated to the default consequences of non-performance under Swiss law (Art. 97 OR)

How the work proceeds

Scoping The first step establishes the deal structure, the document list and the governing-law preference for the transaction.
Term sheet The term sheet records the commercial heads of terms and clearly identifies which parts are intended to bind.
Drafting The agreements are prepared as a scope-based fixed-fee deliverable against the agreed document list.
Negotiation Amendments are negotiated with the counterparty through to signature, as a capped phase of the fixed fee.
Completion The execution versions, signature pack and schedule of ongoing obligations are assembled for signing.

Fees

Phased fixed fee; capped negotiation phase

Scoping, the term sheet, drafting, negotiation and completion run as phases of one fixed fee, with the negotiation phase capped or collared; work beyond the agreed scope is billed by time.

Questions

Does GAWEL Legal act on M&A or share deals?: No. This service covers commercial and contractual transactions only: license, co-development, manufacturing-supply, quality and distribution agreements. It does not extend to corporate or M&A work, share deals or equity transactions. Where a deal has a corporate-acquisition element, GAWEL Legal defines the contractual work it can undertake and identifies the corporate matters requiring separate counsel.
Which law governs a license or supply agreement drafted by GAWEL Legal?: The parties choose the governing law. GAWEL Legal drafts under Swiss law, where the parties are free to fix the content of their contract within the limits of the law (Art. 19 OR) and, as a rule, no special form is required for validity (Art. 11 OR). It can also work to a foreign governing law where the counterparty requires it, coordinating with local counsel on points that turn on that law.
How is the work priced: fixed fee or hourly?: As a phased fixed fee. Drafting and term-sheet work is fixed once the deal structure and document list are known, and negotiation runs as a capped phase of the same fee; work beyond the agreed scope is billed by time.
Can GAWEL Legal handle the quality agreement alongside the supply contract?: Yes. Manufacturing-supply and quality agreements are drafted as a matched pair so that the commercial terms and the GMP responsibilities align rather than contradict each other. GAWEL Legal prepares the legal documentation and the allocation of regulatory responsibilities between the parties; it does not perform the technical quality audit itself.

Discuss your matter

Briefly describe the matter and the legal advice you need.

Discuss a transaction structure