Retail Consignment Contract Template for New Zealand

The Retail Consignment Contract is essential for businesses operating in New Zealand's retail sector where product owners wish to maintain ownership of their goods while leveraging established retail channels for sales. This document is particularly relevant in situations where suppliers want to test market demand, expand their distribution without significant upfront costs, or maintain control over premium products. The agreement comprehensively addresses key aspects of the consignment relationship including delivery procedures, commission structures, risk allocation, and compliance with New Zealand's commercial laws. It's designed to protect both parties' interests while ensuring transparency in the consignment arrangement and maintaining compliance with local regulations including GST requirements and consumer protection laws.

1. Parties: Identifies and provides full details of the consignor and consignee, including legal names, addresses, and company registration numbers if applicable

2. Background: Explains the context of the agreement, including the consignor's ownership of goods and consignee's retail business

3. Definitions: Defines key terms used throughout the agreement, including 'Consigned Goods', 'Commission', 'Net Sales Price', etc.

4. Appointment and Scope: Establishes the consignment relationship and defines the scope of the consignee's authority to sell the goods

5. Delivery and Acceptance of Goods: Details the process for delivery, inspection, and acceptance of consigned goods

6. Pricing and Commission: Specifies the pricing mechanism for goods and the commission structure for the consignee

7. Payment Terms: Outlines the payment process, timing, and method for remitting sales proceeds less commission

8. GST and Tax Obligations: Addresses GST requirements and clarifies tax responsibilities of both parties

9. Risk and Insurance: Allocates risk and specifies insurance requirements for the consigned goods

10. Title and Security Interest: Confirms retention of title by consignor and addresses PPSA requirements

11. Reporting and Records: Specifies reporting requirements and record-keeping obligations

12. Term and Termination: States the duration of the agreement and grounds for termination

13. Return of Goods: Procedures for returning unsold goods or handling goods upon termination

14. General Provisions: Standard boilerplate clauses including governing law, notices, and dispute resolution