Variation Agreement for New Zealand

Variation Agreement Template for New Zealand

A Variation Agreement is a formal legal document used under New Zealand law to modify, amend, or vary the terms of an existing contract or agreement. It maintains the legal continuity of the original agreement while incorporating agreed changes, ensuring all modifications are properly documented and legally binding. The document specifies which terms are being changed, added, or removed, the effective date of these changes, and confirms which original terms remain in force. It requires careful drafting to ensure compliance with New Zealand contract law principles and to maintain the enforceability of the original agreement as modified.

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What is a Variation Agreement?

A Variation Agreement is essential when parties need to modify an existing contractual relationship without creating an entirely new contract. This document type is commonly used in New Zealand when circumstances change, business requirements evolve, or parties agree to alter specific terms of their original agreement. The Variation Agreement must comply with New Zealand contract law principles and should clearly identify the original agreement, specify all modifications, and confirm the continuing validity of unchanged terms. It's particularly important in complex commercial relationships where formal documentation of changes is required for legal certainty and compliance purposes. The document typically includes details of the variations, their effective date, and any conditions that must be met for the changes to take effect.

What sections should be included in a Variation Agreement?

1. Parties: Identifies all parties to the variation agreement, matching those in the original agreement unless there are permitted assignments/transfers

2. Background: References the original agreement (including date and parties), explains the context for the variation, and confirms parties' agreement to vary

3. Definitions: Defines key terms used in the variation agreement, including reference to definitions in the original agreement

4. Interpretation: Establishes how the variation agreement relates to and should be read with the original agreement

5. Variations: Clearly sets out each amendment to the original agreement, with specific reference to clauses being modified, added, or deleted

6. Effective Date: Specifies when the variations take effect

7. Confirmation: Confirms that all other terms of the original agreement remain unchanged and in full force and effect

8. Governing Law: Confirms the agreement continues to be governed by New Zealand law

9. Execution: Signature blocks for all parties to execute the variation

What sections are optional to include in a Variation Agreement?

1. Conditions Precedent: Include when the variations are subject to certain conditions being met before taking effect

2. Representations and Warranties: Include when parties need to make new or confirm existing representations regarding the variation

3. Costs: Include when there needs to be specific provision for who bears the costs of preparing and implementing the variation

4. Third Party Rights: Include when the variation might affect rights of third parties under the original agreement

5. Regulatory Compliance: Include when the variation requires regulatory approval or notification

6. Transitional Provisions: Include when there need to be specific provisions managing the transition between old and new terms

What schedules should be included in a Variation Agreement?

1. Schedule 1 - Amendments: Detailed table or list showing the original clause and the new clause side by side

2. Schedule 2 - Marked-up Agreement: Copy of the original agreement showing all changes in track changes format

3. Schedule 3 - Clean Version: Clean version of the agreement incorporating all variations

4. Schedule 4 - Additional Documents: Any additional documents or forms required to implement the variation

5. Schedule 5 - Regulatory Approvals: Copies of any required regulatory approvals or notifications (if applicable)

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

New Zealand

Publisher

Genie AI

Document Type

Agreement Contract

Cost

Free to use
Relevant Industries

Financial Services

Real Estate

Construction

Technology

Manufacturing

Retail

Professional Services

Healthcare

Education

Transportation

Energy

Telecommunications

Agriculture

Mining

Hospitality

Relevant Teams

Legal

Commercial

Finance

Procurement

Operations

Risk & Compliance

Business Development

Corporate Affairs

Contract Administration

Project Management

Relevant Roles

Legal Counsel

Contract Manager

Commercial Manager

Business Development Manager

Project Manager

Chief Financial Officer

Chief Executive Officer

Risk Manager

Compliance Officer

Operations Manager

Procurement Manager

Account Manager

Company Secretary

General Counsel

Finance Director

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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