Exclusive Service Contract Template for New Zealand

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Key Requirements PROMPT example:

Exclusive Service Contract

"I need an Exclusive Service Contract for my IT consultancy company to be the sole provider of cybersecurity services to a financial institution in Auckland, starting from March 2025, with strict confidentiality provisions and detailed service level agreements."

Document background
This Exclusive Service Contract template is designed for use in New Zealand business environments where one party wishes to engage another as their sole provider for specific services. The document is particularly valuable in situations requiring long-term, exclusive business relationships with clearly defined service parameters and protection mechanisms. It complies with New Zealand contract law requirements and includes essential provisions for service delivery, exclusivity terms, performance metrics, and risk allocation. The agreement is structured to protect both parties' interests while ensuring clarity in their respective rights and obligations. It is commonly used in professional services, consulting, maintenance contracts, and various other business contexts where exclusive service arrangements are beneficial.
Suggested Sections

1. Parties: Identifies and provides full legal details of all parties to the agreement

2. Background: Sets out the context and commercial intent of the agreement

3. Definitions and Interpretation: Defines key terms and establishes interpretation rules

4. Appointment and Exclusivity: Establishes the exclusive nature of the appointment and its territorial/scope limitations

5. Services: Detailed description of the services to be provided

6. Term and Renewal: Specifies initial term, renewal options, and termination dates

7. Fees and Payment: Details service fees, payment terms, and invoicing requirements

8. Service Provider Obligations: Lists key obligations, performance standards, and compliance requirements

9. Client Obligations: Specifies client's responsibilities and commitments

10. Intellectual Property: Addresses ownership and usage rights of IP created or used in providing services

11. Confidentiality: Protects confidential information of both parties

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

13. Termination: Details termination rights, process, and consequences

14. General Provisions: Standard boilerplate clauses including notices, amendment process, governing law

Optional Sections

1. Performance Metrics: Used when specific KPIs or service levels need to be measured and monitored

2. Transition Services: Include when complex handover or setup period is required

3. Insurance: Required when specific insurance coverage needs to be maintained

4. Data Protection: Include when personal data processing is involved

5. Non-Solicitation: Add when protection against poaching staff is needed

6. Force Majeure: Include when need to address unforeseeable circumstances

7. Change Control: Used for contracts where scope or specifications may need formal variation process

8. Dispute Resolution: Include when specific dispute resolution mechanisms are required beyond court proceedings

Suggested Schedules

1. Schedule 1 - Service Specifications: Detailed description of services, methodologies, and deliverables

2. Schedule 2 - Fee Schedule: Detailed breakdown of fees, rates, and payment terms

3. Schedule 3 - Service Levels: Performance standards, KPIs, and measurement criteria

4. Schedule 4 - Key Personnel: Lists key staff members and their roles/responsibilities

5. Schedule 5 - Required Insurance: Details of required insurance coverage and limits

6. Schedule 6 - Form of Reports: Templates or requirements for regular reporting

7. Appendix A - Change Request Form: Template for requesting and documenting changes to services

8. Appendix B - Contact Details: Key contact information for both parties

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

Relevant legal definitions
Clauses
Relevant Industries

Information Technology

Professional Services

Consulting

Facilities Management

Marketing and Advertising

Healthcare Services

Engineering

Maintenance Services

Business Process Outsourcing

Education and Training

Legal Services

Financial Services

Property Management

Manufacturing

Relevant Teams

Legal

Procurement

Operations

Commercial

Business Development

Risk and Compliance

Sales

Service Delivery

Contract Administration

Account Management

Relevant Roles

Chief Executive Officer

Chief Operating Officer

Commercial Director

Procurement Manager

Contract Manager

Legal Counsel

Business Development Manager

Operations Manager

Service Delivery Manager

Risk Manager

Compliance Officer

Project Manager

Account Manager

Sales Director

General Manager

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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