brunnolou/swiss-code-of-obligations huggingface dataset:
Division One: General Provisions
Title Two: Effect of Obligations
Section Two: The Consequences of Non-Performance of Obligations
A. Failure to perform
I. Obligor’s duty to compensate
1. In general

Art. 97

1 An obligor who fails to discharge an obligation at all or as required must make amends for the resulting damage unless he can prove that he was not at fault.

2 The procedure for debt enforcement is governed by the provisions of the Federal Act of 11 April 1889[43](https://www.fedlex.admin.ch/eli/cc/27/317%5F321%5F377/en#fn-d8e2308) on Debt Collection and Bankruptcy and the Civil Procedure Code of 19 December 2008[44](https://www.fedlex.admin.ch/eli/cc/27/317%5F321%5F377/en#fn-d8e2317) (CPC).[45](https://www.fedlex.admin.ch/eli/cc/27/317%5F321%5F377/en#fn-d8e2326) 

[43](https://www.fedlex.admin.ch/eli/cc/27/317%5F321%5F377/en#fnbck-d8e2308) [SR **281.1**](eli/cc/11/529%5F488%5F529/en) 

[44](https://www.fedlex.admin.ch/eli/cc/27/317%5F321%5F377/en#fnbck-d8e2317) [SR **272**](eli/cc/2010/262/en) 

[45](https://www.fedlex.admin.ch/eli/cc/27/317%5F321%5F377/en#fnbck-d8e2326) Amended by Annex 1 No II 5 of the Civil Procedure Code of 19 Dec. 2008, in force since 1 Jan. 2011 ([AS **2010** 1739](eli/oc/2010/262/en);[BBl **2006** 7221](eli/fga/2006/914/en)).
Division One: General Provisions
Title Two: Effect of Obligations
Section Two: The Consequences of Non-Performance of Obligations
A. Failure to perform
I. Obligor’s duty to compensate
2. Obligation to act or refrain from action

Art. 98

1 Where the obligation is to take certain action, the obligee may without prejudice to his claims for damages obtain authority to perform the obligation at the obligor’s expense.

2 Where the obligation is to refrain from taking certain action, any breach of such obligation renders the obligor liable to make amends for the damage caused.

3 In addition, the obligee may request that the situation constituting a breach of the obligation be rectified and may obtain authority to rectify it at the obligor’s expense.
Division One: General Provisions
Title Two: Effect of Obligations
Section Two: The Consequences of Non-Performance of Obligations
A. Failure to perform
II. Scope of liability and compensation
1. In general

Art. 99

1 The obligor is generally liable for any fault attributable to him.

2 The scope of such liability is determined by the particular nature of the transaction and in particular is judged more leniently where the obligor does not stand to gain from the transaction.

3 In other respects, the provisions governing liability in tort apply_mutatis mutandis_ to a breach of contract.
Division One: General Provisions
Title Two: Effect of Obligations
Section Two: The Consequences of Non-Performance of Obligations
A. Failure to perform
II. Scope of liability and compensation
2. Exclusion of liability

Art. 100

1 Any agreement purporting to exclude liability for unlawful intent or gross negligence in advance is void.

2 At the discretion of the court, an advance exclusion of liability for minor negligence may be deemed void provided the party excluding liability was in the other party’s service at the time the waiver was made or the liability arises in connection with commercial activities conducted under official licence.

3 The specific provisions governing insurance policies are unaffected.
Division One: General Provisions
Title Two: Effect of Obligations
Section Two: The Consequences of Non-Performance of Obligations
A. Failure to perform
II. Scope of liability and compensation
3. Liability for associates

Art. 101

1 A person who delegates the performance of an obligation or the exercise of a right arising from a contractual obligation to an associate, such as a member of his household or an employee is liable to the other party for any damage the associate causes in carrying out such tasks, even if their delegation was entirely authorised.[46](https://www.fedlex.admin.ch/eli/cc/27/317%5F321%5F377/en#fn-d8e2403) 

2 This liability may be limited or excluded by prior agreement.

3 If the obligee is in the obligor’s service or if the liability arises in connection with commercial activities conducted under official licence, any exclusion of liability by agreement may apply at most to minor negligence.

[46](https://www.fedlex.admin.ch/eli/cc/27/317%5F321%5F377/en#fnbck-d8e2403) Amended by No II Art. 1 No 3 of the FA of 25 June 1971, in force since 1 Jan. 1972 ([AS **1971** 1465](eli/oc/1971/1465%5F1461%5F1461/en);[BBl **1967** II 241](eli/fga/1967/2%5F241%5F249%5F177/en)). See also the Final and Transitional Provisions of Title X, at the end of this Code.
Division One: General Provisions
Title Two: Effect of Obligations
Section Two: The Consequences of Non-Performance of Obligations
B. Default of obligor
I. Requirement

Art. 102

1 Where an obligation is due, the obligor is in default as soon as he receives a formal reminder from the obligee.

2 Where a deadline for performance of the obligation has been set by agreement or as a result of a duly exercised right of termination reserved by one party, the obligor is automatically in default on expiry of the deadline.
Division One: General Provisions
Title Two: Effect of Obligations
Section Two: The Consequences of Non-Performance of Obligations
B. Default of obligor
II. Effect
1. Liability for accidental damage

Art. 103

1 An obligor in default is liable in damages for late performance and even for accidental damage.

2 He may discharge himself from such liability by proving that his default occurred through no fault of his own or that the object of performance would have suffered the accidental damage to the detriment of the obligee even if performance had taken place promptly.
Division One: General Provisions
Title Two: Effect of Obligations
Section Two: The Consequences of Non-Performance of Obligations
B. Default of obligor
II. Effect
2. Default interest
a. In general

Art. 104

1 A debtor in default on payment of a pecuniary debt must pay default interest of 5% per annum even where a lower rate of interest was stipulated by contract.

2 Where the contract envisages a rate of interest higher than 5%, whether directly or by agreement of a periodic bank commission, such higher rate of interest may also be applied while the debtor remains in default.

3 In business dealings, where the normal bank discount rate at the place of payment is higher than 5%, default interest may be calculated at the higher rate.
Division One: General Provisions
Title Two: Effect of Obligations
Section Two: The Consequences of Non-Performance of Obligations
B. Default of obligor
II. Effect
2. Default interest
b. Debtor in default on payments of interest, annuities and gifts

Art. 105

1 A debtor in default on payment of interest, annuities or gifts is liable for default interest only as of the day on which enforcement proceedings are initiated or legal action is brought.

2 Any agreement to the contrary is assessed by the court in accordance with the provisions governing penalty clauses.

3 Default interest is never payable on default interest.
Division One: General Provisions
Title Two: Effect of Obligations
Section Two: The Consequences of Non-Performance of Obligations
B. Default of obligor
II. Effect
3. Excess damage

Art. 106

1 Where the value of the damage suffered by the creditor exceeds the default interest, the debtor is liable also for this additional damage unless he can prove that he is not at fault.

2 Where the additional damage can be anticipated, the court may award compensation for such damage in its judgment on the main claim.
Division One: General Provisions
Title Two: Effect of Obligations
Section Two: The Consequences of Non-Performance of Obligations
B. Default of obligor
II. Effect
4. Withdrawal and damages
a. Subject to time limit

Art. 107

1 Where the obligor under a bilateral contract is in default, the obligee is entitled to set an appropriate time limit for subsequent performance or to ask the court to set such time limit.

2 If performance has not been rendered by the end of that time limit, the obligee may compel performance in addition to suing for damages in connection with the delay or, provided he makes an immediate declaration to this effect, he may instead forego subsequent performance and either claim damages for non-performance or withdraw from the contract altogether.
Division One: General Provisions
Title Two: Effect of Obligations
Section Two: The Consequences of Non-Performance of Obligations
B. Default of obligor
II. Effect
4. Withdrawal and damages
b. Without time limit

Art. 108

No time limit need be set:

1.

 where it is evident from the conduct of the obligor that a time limit would serve no purpose;

2.

 where performance has become pointless to the obligee as a result of the obligor’s default;

3.

 where the contract makes it clear that the parties intended that performance take place at or before a precise point in time.
Division One: General Provisions
Title Two: Effect of Obligations
Section Two: The Consequences of Non-Performance of Obligations
B. Default of obligor
II. Effect
4. Withdrawal and damages
c. Effect of withdrawal

Art. 109

1 An obligee withdrawing from a contract may refuse the promised consideration and demand the return of any performance already made.

2 In addition he may claim damages for the lapse of the contract, unless the obligor can prove that he was not at fault.
Division One: General Provisions
Title Two: Effect of Obligations
Section Three: Obligations Involving Third Parties
A. Subrogation

Art. 110

A third party who satisfies the creditor is by operation of law subrogated to his rights:

1.

 if he redeems an object given in pledge for the debt of another and he owns said object or has a limited right in rem in it;

2.

 if the debtor notifies the creditor that the third party who is paying is to take the creditor’s place.
Division One: General Provisions
Title Two: Effect of Obligations
Section Three: Obligations Involving Third Parties
B. Guarantee of performance by third party

Art. 111

A person who gives an undertaking to ensure that a third party performs an obligation is liable in damages for non-performance by said third party.
Division One: General Provisions
Title Two: Effect of Obligations
Section Three: Obligations Involving Third Parties
C. Contracts conferring rights on third parties
I. In general

Art. 112

1 A person who, acting in his own name, has entered into a contract whereby performance is due to a third party is entitled to compel performance for the benefit of said third party.

2 The third party or his legal successors have the right to compel performance where that was the intention of the contracting parties or is the customary practice.

3 In this case the obligee may no longer release the obligor from his obligations once the third party has notified the obligor of his intention to exercise that right.
Division One: General Provisions
Title Two: Effect of Obligations
Section Three: Obligations Involving Third Parties
C. Contracts conferring rights on third parties
II. In the case of liability insurance

Art. 113

Where an employer has taken out liability insurance and his employee has contributed at least half of the premiums, the employee has sole claim to the policy benefits.
Division One: General Provisions
Title Three: Extinction of Obligations
A. Extinction of accessory rights

Art. 114

1 Where a claim ceases to exist by virtue of being satisfied or in some other manner, all accessory rights such as guarantees and charges are likewise extinguished.

2 Interest that has accrued may be reclaimed only if that right is conferred on the obligee by the contract or is evident from the circumstances.

3 The specific provisions governing charges on immovable property, securities and composition agreements are unaffected.
Division One: General Provisions
Title Three: Extinction of Obligations
B. Extinction by agreement

Art. 115

No particular form is required for the extinction of a claim by agreement even where the obligation itself could not be assumed without satisfying certain formal requirements required by law or elected by the parties.
Division One: General Provisions
Title Three: Extinction of Obligations
C. Novation
I. In general

Art. 116

1 Where a new debt relationship is contracted, there is no presumption of novation in respect of an old one.

2 In particular, in the absence of agreement to the contrary, novation does not result from signature of a bill of exchange in respect of an existing debt or from the issue of a new borrower’s note or contract of surety.
Division One: General Provisions
Title Three: Extinction of Obligations
C. Novation
II. In relation to current accounts

Art. 117

1 The mere posting of individual entries in a current account does not result in novation.

2 However, there is a presumption of novation if the balance on the account has been drawn and acknowledged.

3 Where special security exists for one of the account entries, unless otherwise agreed, such security is retained even if the balance on the account is drawn and acknowledged.
Division One: General Provisions
Title Three: Extinction of Obligations
D. Merger

Art. 118

1 An obligation is deemed extinguished by merger where the capacities of creditor and debtor are united in the same entity.

2 In the event of de-merger, the obligation is revived.

3 The specific provisions governing charges on immovable property and securities are unaffected.
Division One: General Provisions
Title Three: Extinction of Obligations
E. Performance becomes impossible

Art. 119

1 An obligation is deemed extinguished where its performance is made impossible by circumstances not attributable to the obligor.

2 In a bilateral contract, the obligor thus released is liable for the consideration already received pursuant to the provisions on unjust enrichment and loses his counter-claim to the extent it has not yet been satisfied.

3 This does not apply to cases in which, by law or contractual agreement, the risk passes to the obligee prior to performance.
Division One: General Provisions
Title Three: Extinction of Obligations
F. Set-off
I. Requirement
1. In general

Art. 120

1 Where two persons owe each other sums of money or performance of identical obligations, and provided that both claims have fallen due, each party may set off his debt against his claim.

2 The debtor may assert his right of set-off even if the countervailing claim is contested.

3 A time-barred claim may be set off provided that it was not time-barred at the time it became eligible for set-off.
Division One: General Provisions
Title Three: Extinction of Obligations
F. Set-off
I. Requirement
2. Under surety

Art. 121

A surety may refuse to satisfy the creditor to the extent that the principal debtor has a right of set-off.
Division One: General Provisions
Title Three: Extinction of Obligations
F. Set-off
I. Requirement
3. In contracts conferring rights on third parties

Art. 122

A person who has undertaken an obligation in favour of a third party may not set off that obligation against his own claims against said party.
Division One: General Provisions
Title Three: Extinction of Obligations
F. Set-off
I. Requirement
4. Where the debtor is bankrupt

Art. 123

1 Where the debtor is bankrupt, his creditors may set off their claims, even if they are not due, against the claims that the adjudicated bankrupt holds against them.

2 The exclusion or challenge of set-off in the event of the debtor’s bankruptcy is governed by the provisions of debt collection and bankruptcy law.
Division One: General Provisions
Title Three: Extinction of Obligations
F. Set-off
II. Effect of set‑off

Art. 124

1 A set-off takes place only if the debtor notifies the creditor of his intention to exercise his right of set-off.

2 Once this has occurred, to the extent that they cancel each other out, the claim and countervailing claim are deemed to have been satisfied as of the time they first became susceptible to set-off.

3 The special customs relating to commercial current accounts are unaffected.
Division One: General Provisions
Title Three: Extinction of Obligations
F. Set-off
III. Exceptions

Art. 125

The following obligations may not be discharged by set-off except with the creditor’s consent:

1.

 obligations to restore or replace objects that have been deposited, unlawfully removed or retained in bad faith;

2.

 obligations that by their very nature require actual performance to be rendered to the creditor, such as maintenance claims and salary payments that are absolutely necessary for the upkeep of the creditor and his family;

3.

 obligations under public law in favour of the state authorities.
Division One: General Provisions
Title Three: Extinction of Obligations
F. Set-off
IV. Waiver

Art. 126

The debtor may waive his right of set-off in advance.
Division One: General Provisions
Title Three: Extinction of Obligations
G. Prescription
I. Periods
1. Ten years

Art. 127

All claims prescribe after ten years unless otherwise provided by federal civil law.
Division One: General Provisions
Title Three: Extinction of Obligations
G. Prescription
I. Periods
2. Five years

Art. 128

The following prescribe after five years:

1.

 claims for agricultural and commercial rent and other rent, interest on capital and all other periodic payments;

2.

 claims in connection with delivery of foodstuffs, payments for board and lodging and hotel expenses;

 3.[47](https://www.fedlex.admin.ch/eli/cc/27/317%5F321%5F377/en#fn-d8e2820) 

 claims in connection with work carried out by tradesmen and craftsmen, purchases of retail goods, medical treatment, professional services provided by advocates, solicitors, legal representatives and notaries, and work performed by employees for their employers.

[47](https://www.fedlex.admin.ch/eli/cc/27/317%5F321%5F377/en#fnbck-d8e2820) Amended by No II Art. 1 No 4 of the FA of 25 June 1971, in force since 1 Jan. 1972 ([AS **1971** 1465](eli/oc/1971/1465%5F1461%5F1461/en);[BBl **1967** II 241](eli/fga/1967/2%5F241%5F249%5F177/en)). See also the Final and Transitional Provisions of Title X, at the end of this Code.
Division One: General Provisions
Title Three: Extinction of Obligations
G. Prescription
I. Periods
2a. Twenty years

Art. 128a48

Claims for damages or satisfaction arising from an injury or death in breach of contract prescribe three years from the date on which the person suffering damage became aware of the damage, but in any event twenty years after the date on which the harmful conduct took place or ceased.

[48](https://www.fedlex.admin.ch/eli/cc/27/317%5F321%5F377/en#fnbck-d8e2847) Inserted by No I of the FA of 15 June 2018 (Revision of the Law on Prescription), in force since 1 Jan. 2020 ([AS **2018** 5343](eli/oc/2018/807/en);[BBl **2014** 235](eli/fga/2014/65/en)).
Division One: General Provisions
Title Three: Extinction of Obligations
G. Prescription
I. Periods
3. Mandatory prescriptive periods

Art. 129

The prescriptive periods laid down under this Title may not be altered by contract.
Division One: General Provisions
Title Three: Extinction of Obligations
G. Prescription
I. Periods
4. Start of prescriptive period
a. In general

Art. 130

1 The prescriptive period commences as soon as the debt is due.

2 Where a debt falls due on notification, the prescriptive period commences on the first date on which such notice is admissible.
Division One: General Provisions
Title Three: Extinction of Obligations
G. Prescription
I. Periods
4. Start of prescriptive period
b. For periodic obligations

Art. 131

1 In the case of life annuities and similar periodic obligations, the prescriptive period for the principal claim commences on the date on which the first instalment in arrears was due.

2 When the principal claim prescribes, so too do all claims in respect of individual payments.
Division One: General Provisions
Title Three: Extinction of Obligations
G. Prescription
I. Periods
5. Computation of prescriptive periods

Art. 132

1 When computing prescriptive periods, the date on which the prescriptive period commences is not included and the period is not deemed to have expired until the end of its last day.

2 In other respects the provisions governing computation of time limits for performance also apply to prescription.
Division One: General Provisions
Title Three: Extinction of Obligations
G. Prescription
II. Effect on accessory claims

Art. 133

When the principal claim prescribes, so too do all claims for interest and other accessory claims.
Division One: General Provisions
Title Three: Extinction of Obligations
G. Prescription
IV. Interruption of prescriptive period
1. Grounds for interruption

Art. 135

The prescriptive period is interrupted:

1.

 if the debtor acknowledges the claim and in particular if he makes interest payments or part payments, gives an item in pledge or provides surety;

 2.[56](https://www.fedlex.admin.ch/eli/cc/27/317%5F321%5F377/en#fn-d8e3123) 

 by debt enforcement proceedings, an application for conciliation, submission of a statement of claim or defence to a court or arbitral tribunal, or a petition for bankruptcy.

[56](https://www.fedlex.admin.ch/eli/cc/27/317%5F321%5F377/en#fnbck-d8e3123) Amended by Annex 1 No II 5 of the Civil Procedure Code of 19 Dec. 2008, in force since 1 Jan. 2011 ([AS **2010** 1739](eli/oc/2010/262/en);[BBl **2006** 7221](eli/fga/2006/914/en)).
Division One: General Provisions
Title Three: Extinction of Obligations
G. Prescription
IV. Interruption of prescriptive period
2. Effect of interruption on co-obligors

Art. 13657

1 Where the prescriptive period for one person who is jointly and severally liable for a debt or jointly liable for indivisible performance is interrupted, it is likewise interrupted for all other co-obligors, provided the interruption is due to an act by the creditor.

2 Where the prescriptive period for the principal debtor is interrupted, it is likewise interrupted for the surety, provided the interruption is due to an act by the creditor.

3 However, where the prescriptive period for the guarantor is interrupted, it is not interrupted for the principal debtor.

4 An interruption effective against an insurer is also effective against the debtor and vice-versa, provided there is a direct claim against the insurer.

[57](https://www.fedlex.admin.ch/eli/cc/27/317%5F321%5F377/en#fnbck-d8e3145) Amended by No I of the FA of 15 June 2018 (Revision of the Law on Prescription), in force since 1 Jan. 2020 ([AS **2018** 5343](eli/oc/2018/807/en);[BBl **2014** 235](eli/fga/2014/65/en)).
Division One: General Provisions
Title Three: Extinction of Obligations
G. Prescription
IV. Interruption of prescriptive period
3. Start of new prescriptive period
a. In the event of acknowledgment or judgment

Art. 137

1 A new prescriptive period commences as of the date of the interruption.

2 If the claim has been acknowledged by public deed or confirmed by court judgment, the new prescriptive period is always ten years.
Division One: General Provisions
Title Three: Extinction of Obligations
G. Prescription
IV. Interruption of prescriptive period
3. Start of new prescriptive period
b. By action of the creditor

Art. 138

1 Where the prescriptive period has been interrupted by an application for conciliation, or the submission of a statement of claim or defence, a new prescriptive period commences when the dispute is settled before the relevant court.[58](https://www.fedlex.admin.ch/eli/cc/27/317%5F321%5F377/en#fn-d8e3199) 

2 Where the prescriptive period has been interrupted by debt enforcement proceedings, a new prescriptive period commences as of each step taken in the proceedings.

3 Where the prescriptive period has been interrupted by a petition for bankruptcy, a new prescriptive period commences as of the time specified by bankruptcy law at which it once again becomes possible to assert the claim.

[58](https://www.fedlex.admin.ch/eli/cc/27/317%5F321%5F377/en#fnbck-d8e3199) Amended by Annex 1 No II 5 of the Civil Procedure Code of 19 Dec. 2008, in force since 1 Jan. 2011 ([AS **2010** 1739](eli/oc/2010/262/en);[BBl **2006** 7221](eli/fga/2006/914/en)).