Statement of Work (New Zealand)
STATEMENT OF WORK
SOW Reference: [SOW Number]
Date: [SOW Date]
PARTIES
Client: [Client Name] (NZBN [Client NZBN]), [Client Address]. Contact: [Client Contact].
Service Provider: [Provider Name] (NZBN [Provider NZBN]), [Provider Address].
This Statement of Work is made under and subject to the Contract and Commercial Law Act 2017 (CCLA) and forms a binding agreement between the Parties.
1. PROJECT SCOPE
1.1 Project Title: [Project Title]
1.2 Scope of Work: [Project Description]
1.3 Deliverables: [Deliverables]
2. ACCEPTANCE CRITERIA
2.1 [Acceptance Criteria]
2.2 If the Client does not provide written acceptance or rejection within the agreed review period, the deliverable shall be deemed accepted.
3. TIMELINE
3.1 Start Date: [Start Date]
3.2 Estimated Completion Date: [Completion Date]
3.3 Timelines are estimates only and may be extended by mutual written agreement or where the Client causes delay.
4. FEES AND PAYMENT
4.1 Total Fee: [Project Fee] (exclusive of GST). GST at 15% is payable by the Client on all fees, upon receipt of a valid tax invoice, under the Goods and Services Tax Act 1985.
4.2 Payment Schedule: [Payment Schedule]
4.3 Invoices are payable within 20 business days of issue. Overdue amounts bear interest at 2% per month from the due date.
5. INTELLECTUAL PROPERTY
5.1 All intellectual property in the deliverables created under this SOW is [Ip Ownership].
5.2 Pre-existing intellectual property of the Service Provider remains the Service Provider's property. The Client receives a non-exclusive licence to use such pre-existing materials only as embedded in or necessary to use the deliverables.
5.3 Copyright in deliverables is governed by the Copyright Act 1994.
6. CHANGE CONTROL
6.1 [Change Control Process]
7. WARRANTY
7.1 The Service Provider warrants that the deliverables will be free from material defects for [Warranty Period] after acceptance. The Service Provider will remedy any defect notified within the warranty period at no additional cost to the Client.
7.2 The Consumer Guarantees Act 1993 and the Fair Trading Act 1986 apply to the extent applicable.
8. GENERAL
8.1 Governing Law: This SOW is governed by the laws of New Zealand.
8.2 Dispute Resolution: The Parties must attempt good-faith negotiation before commencing proceedings. Unresolved disputes may be referred to mediation through AMINZ.
8.3 Entire Agreement: This SOW constitutes the entire agreement for this project and supersedes prior discussions.
EXECUTED as an agreement.
SIGNED for and on behalf of the Client:
Name: [Client Name]
NZBN: [Client NZBN]
SIGNED for and on behalf of the Service Provider:
Name: [Provider Name]
NZBN: [Provider NZBN]
Client
________________
Signature
Service Provider
________________
Signature
What Is a Statement of Work (New Zealand)?
A Statement of Work in New Zealand records the services to be provided, the fees, the service levels, and each party's obligations between the provider and the client under the Companies Act 1993.
When Do You Need a Statement of Work (New Zealand)?
A Statement of Work is needed whenever parties in New Zealand wish to formalize their arrangement regarding business operations, corporate governance, and commercial transactions. There are numerous situations in which this document becomes essential for protecting the interests of all involved parties. In a business context, you may need a Statement of Work when entering into new commercial relationships, when formalizing existing arrangements that have previously been informal, when expanding your business operations, or when restructuring existing agreements. Companies registered with Companies Office should confirm proper documentation is maintained for all significant business transactions. You should also consider using a Statement of Work when there has been a change in circumstances that affects an existing arrangement, when you need to comply with new regulatory requirements, when you wish to update outdated documentation, or when professional advisors recommend formalizing certain aspects of your affairs. In New Zealand, maintaining current and accurate legal documentation is considered established standards and can help prevent costly disputes. It is generally advisable to prepare a Statement of Work before any issues arise, rather than trying to document terms after a dispute has already begun. Proactive documentation provides clarity and reduces the potential for misunderstandings. If you are unsure whether you need this document for your specific situation in New Zealand, consulting with a qualified legal professional can provide guidance tailored to your circumstances. The timing of executing a Statement of Work is also important. In New Zealand, certain documents must be executed before specific actions are taken or within prescribed time periods to be effective. Delaying the preparation of necessary legal documents can result in complications, lost rights, or additional costs. Therefore, it is recommended to prepare this document as early as possible once the need has been identified.
What to Include in Your Statement of Work (New Zealand)
A well-drafted Statement of Work for use in New Zealand should contain several essential elements to confirm it is legally effective and provides adequate protection for all parties. Party Identification: The document should clearly identify all parties involved, including their full legal names, addresses, and relevant identification numbers. For individuals in New Zealand, this may include identity card or passport numbers. For companies, registration numbers and registered addresses should be specified. Clear identification prevents disputes about who is bound by the agreement. Recitals and Background: The document should include background information explaining the context and purpose of the arrangement. This helps establish the parties' intentions and can be important in interpreting the terms of the document if any ambiguity arises later. The recitals section provides valuable context for the operative provisions that follow. Operative Terms: The core terms and conditions should be set out clearly and thoroughly. This includes the rights and obligations of each party, any conditions or prerequisites, the duration of the arrangement, and any limitations or restrictions. All key terms should be defined precisely to avoid ambiguity and potential disputes. Payment and Financial Terms: Where applicable, the document should specify any payments, fees, deposits, or other financial considerations. The amounts, currency (NZD), payment schedules, and methods of payment should be clearly stated. Any provisions for late payment, interest charges, or adjustments should also be included. Term and Termination: The document should specify its duration, including the start date, end date or conditions for expiry, and any provisions for renewal or extension. The circumstances under which either party may terminate the arrangement early should be clearly defined, along with any notice requirements and the consequences of termination. Dispute Resolution: The document should include provisions for resolving any disputes that may arise, such as negotiation, mediation, arbitration, or litigation. In New Zealand, parties may choose to specify the jurisdiction of New Zealand courts and the applicable law. Including a clear dispute resolution mechanism can save significant time and expense if disagreements occur. Governing Law and Jurisdiction: The document should specify that it is governed by the laws of New Zealand and that disputes shall be subject to the jurisdiction of New Zealand courts. This is particularly important in cross-border transactions or where parties are based in different jurisdictions. Signatures and Execution: The document must be properly signed by all parties or their authorised representatives. In New Zealand, certain documents may need to be witnessed, notarised, or executed as deeds to be legally effective. The date of execution should be clearly recorded, and each party should retain an original signed copy for their records. The forms-legal.com Statement of Work (New Zealand) provides a ready-to-use template that meets New Zealand legal requirements.
Cite this page
Reference this free template in an article, syllabus, or research note:
Forms Legal. (2026). Statement of Work (New Zealand) (New Zealand) [Legal document template]. Forms Legal. https://forms-legal.com/new-zealand/business/contracts/statement-of-work-new-zealand
"Statement of Work (New Zealand) (New Zealand)." Forms Legal, 2026, https://forms-legal.com/new-zealand/business/contracts/statement-of-work-new-zealand.
@misc{formslegal-statement-of-work-new-zealand,
author = {{Forms Legal}},
title = {Statement of Work (New Zealand) (New Zealand)},
year = {2026},
howpublished = {\url{https://forms-legal.com/new-zealand/business/contracts/statement-of-work-new-zealand}},
note = {Free legal document template. Based on Companies Act 1993}
}Also available for these jurisdictions:
Frequently Asked Questions
A Statement of Work (SOW) is a contract document that defines the scope of work, deliverables, timeline, and payment terms for a specific project or engagement between a client and a service provider. In New Zealand, SOWs are governed by the Contract and Commercial Law Act 2017 (CCLA), which consolidated eleven commercial statutes including the Contractual Remedies Act 1979 and the Contractual Mistakes Act 1977. The CCLA provides remedies for misrepresentation and breach of contract, including the right to cancel and claim damages. A well-drafted SOW is critical because it defines what the service provider is obligated to deliver and what the client is obligated to pay. Without a clear SOW, disputes frequently arise about whether particular work is in or out of scope and whether milestones have been met. The Fair Trading Act 1986 also applies — any representations made about the service provider's capabilities or the project outcomes must not be misleading or deceptive.
Under New Zealand law, the Copyright Act 1994 provides that the first owner of copyright in a work is generally the author — the person who creates the work. Where a service provider (independent contractor) creates a work for a client under an SOW, the service provider owns the copyright unless the SOW expressly assigns ownership to the client or contains a licence. This is a critical difference from the employee context, where copyright in works created in the course of employment vests in the employer under s 21 of the Copyright Act 1994. To requires the client owns the deliverables, the SOW must contain an express assignment of intellectual property rights from the service provider to the client, effective upon payment. Alternatively, the parties may agree on a licence arrangement where the service provider retains ownership but grants the client a perpetual, royalty-free licence to use the deliverables. The SOW should also address pre-existing IP that the service provider brings to the project — the client typically receives a licence to use pre-existing IP embedded in the deliverables, but does not obtain ownership.
Acceptance criteria are the measurable standards that a deliverable must meet before the client is obligated to accept it and make payment. Acceptance criteria are particularly important in New Zealand IT and professional services SOWs because the Consumer Guarantees Act 1993 (CGA) and the Contract and Commercial Law Act 2017 (CCLA) provide remedies where services are not rendered with reasonable care and skill or where deliverables do not conform to agreed specifications. Clear acceptance criteria reduce disputes about whether a deliverable meets the contractual standard. A good acceptance clause defines the testing or review process, the timeframe within which the client must notify acceptance or rejection, the nature of defects that entitle the client to reject (major vs minor), and the process for remedying rejected deliverables. Where the client fails to review a deliverable within the agreed acceptance period, the SOW should deem the deliverable accepted to prevent payment disputes caused by client inaction.
Goods and Services Tax (GST) at 15% applies to the supply of services in New Zealand by GST-registered businesses under the Goods and Services Tax Act 1985. Service providers with annual taxable supplies exceeding NZD $60,000 must register for GST. Under a New Zealand SOW, all fees, milestone payments, and expense reimbursements are subject to GST if the service provider is GST-registered. The SOW should state clearly whether quoted fees are exclusive of GST (most common in B2B contracts) or inclusive of GST, and should require the service provider to issue valid tax invoices showing their GST registration number (IRD number in the format 000-000-000) and the amount of GST charged. The client (if GST-registered) may claim an input tax credit for the GST paid on services, subject to the standard input tax credit rules. Expense reimbursements that represent a disbursement (the service provider passes through a third-party cost) may be GST-exempt, but legal advice should be sought where the GST treatment is unclear.
A Statement of Work (New Zealand) does not legally require a lawyer in New Zealand, and individuals and businesses may draft and execute the document independently. The Companies Act 1993 does not mandate legal representation for the creation or signing of this type of document. However, seeking independent legal advice from a qualified New Zealand lawyer is recommended for transactions involving substantial financial value, complex regulatory requirements, or cross-border elements where multiple legal jurisdictions may apply. A lawyer can verify that the document complies with all applicable statutory requirements, identify potential risks specific to the transaction, and confirm that the terms adequately protect the interests of all parties involved. The High Court of New Zealand has jurisdiction over disputes arising from this type of document, and Companies Office may impose additional compliance obligations depending on the nature of the underlying transaction. Professional legal review is particularly advisable where the document will be submitted to government agencies or used as evidence in legal proceedings.
This template is provided for informational purposes only and does not constitute legal advice. Laws vary by jurisdiction and change over time. Consult a qualified attorney for advice specific to your situation.Full disclaimer
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