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General Terms of Contract serve as the foundation for commercial relationships in New Zealand, establishing the fundamental rights and obligations between contracting parties. This document is typically used when businesses need a standardized agreement that can be applied consistently across multiple commercial relationships, whether for goods, services, or both. It incorporates key provisions required under New Zealand law, including consumer protection measures, fair trading principles, and statutory guarantees. The terms are designed to be compliant with the Contract and Commercial Law Act 2017 and related legislation, while remaining flexible enough to accommodate various business needs. These General Terms of Contract can be customized for specific industries or transactions while maintaining their core legal framework and protections.

1. Parties: Identifies and defines the contracting parties, including their legal names, addresses, and company details

2. Background: Sets out the context and purpose of the agreement, including any relevant history or circumstances leading to the contract

3. Definitions and Interpretation: Defines key terms used throughout the agreement and establishes rules for interpreting the contract

4. Term and Commencement: Specifies when the agreement starts and its duration

5. Services or Products: Details the scope of services or products to be provided under the agreement

6. Price and Payment: Outlines fees, payment terms, invoicing procedures, and payment methods

7. Obligations and Responsibilities: Lists the key obligations of each party under the agreement

8. Representations and Warranties: States the promises and guarantees made by each party

9. Intellectual Property: Addresses ownership and usage rights of intellectual property

10. Confidentiality: Defines confidential information and obligations regarding its protection

11. Liability and Indemnities: Sets out liability limitations and indemnification obligations

12. Termination: Specifies how and when the agreement can be terminated

13. Dispute Resolution: Outlines the process for resolving disputes between parties

14. General Provisions: Includes standard legal provisions such as governing law, notices, and assignment