Contracts (Privity) Act 1982

1: Short Title and commencement
1: This Act may be cited as the Contracts (Privity) Act 1982.
2: This Act shall come into force on 1 April 1983.
2: Interpretation
In this Act, unless the context otherwise requires,— benefit
a: any advantage; and
b: any immunity; and
c: any limitation or other qualification of—
i: an obligation to which a person (other than a party to the deed or contract) is or may be subject; or
ii: a right to which a person (other than a party to the deed or contract) is or may be entitled; and
d: any extension or other improvement of a right or rights to which a person (other than a party to the deed or contract) is or may be entitled beneficiary section 4 contract court promisee section 4
a: a party to the deed or contract; and
b: a person to whom the promise is made or given promisor section 4
a: a party to the deed or contract; and
b: a person by whom the promise is made or given. Section 2 court substituted 19 December 2002 section 3 Contracts (Privity) Amendment Act 2002
3: Act to bind the Crown
This Act shall bind the Crown.
4: Deeds or contracts for the benefit of third parties
Where a promise contained in a deed or contract confers, or purports to confer, a benefit on a person, designated by name, description, or reference to a class, who is not a party to the deed or contract (whether or not the person is in existence at the time when the deed or contract is made), the promisor shall be under an obligation, enforceable at the suit of that person, to perform that promise: provided that this section shall not apply to a promise which, on the proper construction of the deed or contract, is not intended to create, in respect of the benefit, an obligation enforceable at the suit of that person.
5: Limitation on variation or discharge of promise
1: Subject to sections 6 7 section 4
a: the position of a beneficiary has been materially altered by the reliance of that beneficiary or any other person on the promise (whether or not that beneficiary or that other person has knowledge of the precise terms of the promise); or
b: a beneficiary has obtained against the promisor judgment upon the promise; or
c: a beneficiary has obtained against the promisor the award of an arbitral tribunal the promise and the obligation imposed by that section may not be varied or discharged without the consent of that beneficiary.
2: For the purposes of paragraph (b) or paragraph (c) of subsection (1)
a: an award of an arbitral tribunal
b: an award of an arbitral tribunal Section 5(1)﻿(c) amended 19 December 2002 section 4 Contracts (Privity) Amendment Act 2002 Section 5(2)﻿(a) amended 19 December 2002 section 4 Contracts (Privity) Amendment Act 2002 Section 5(2)﻿(b) amended 19 December 2002 section 4 Contracts (Privity) Amendment Act 2002
6: Variation or discharge of promise by agreement or in accordance with express provision for variation or discharge
Nothing in this Act prevents a promise to which section 4
a: by agreement between the parties to the deed or contract and the beneficiary; or
b: by any party or parties to the deed or contract if—
i: the deed or contract contained, when the promise was made, an express provision to that effect; and
ii: the provision is known to the beneficiary (whether or not the beneficiary has knowledge of the precise terms of the provision); and
iii: the beneficiary had not materially altered his position in reliance on the promise before the provision became known to him; and
iv: the variation or discharge is in accordance with the provision.
7: Power of court to authorise variation or discharge
1: Where, in the case of a promise to which section 4
a: the variation or discharge of that promise or obligation is precluded by section 5(1)﻿(a)
b: it is uncertain whether the variation or discharge of that promise is so precluded,— a court, on application by the promisor or promisee, may, if it is just and practicable to do so, make an order authorising the variation or discharge of the promise or obligation or both on such terms and conditions as the court thinks fit.
2: If a court—
a: makes an order under subsection (1)
b: is satisfied that the beneficiary has been injuriously affected by the reliance of the beneficiary or any other person on the promise or obligation,— the court shall make it a condition of the variation or discharge that the promisor pay to the beneficiary, by way of compensation, such sum as the court thinks just.
8: Enforcement by beneficiary
The obligation imposed on a promisor by section 4
9: Availability of defences
1: This section applies only where, in proceedings brought in a court
2: Subject to subsections (3) and (4)
a: if the beneficiary had been a party to the deed or contract in which the promise is contained; or
b: if—
i: the beneficiary were the promisee; and
ii: the promise to which the proceedings relate had been made for the benefit of the promisee; and
iii: the proceedings had been brought by the promisee.
3: The promisor may, in the case of a set-off or counterclaim arising by virtue of subsection (2)
4: Notwithstanding subsections (2) and (3)
a: the beneficiary shall not be liable on the counterclaim, unless the beneficiary elects, with full knowledge of the counterclaim, to proceed with his claim against the promisor; and
b: if the beneficiary so elects to proceed, his liability on the counterclaim shall not in any event exceed the value of the benefit conferred on him by the promise. Section 9(1) amended 19 December 2002 section 5 Contracts (Privity) Amendment Act 2002
10: Jurisdiction of District Courts
Section 10 repealed 19 December 2002 section 6 Contracts (Privity) Amendment Act 2002
11: Jurisdiction of Disputes Tribunals
Section 11 repealed 19 December 2002 section 6 Contracts (Privity) Amendment Act 2002
12: Amendments of
Arbitration Act 1908 Section 12 repealed 1 July 1997 section 18 Arbitration Act 1996
13: Repeal
Section 13 repealed 1 January 2008 section 364(1) Property Law Act 2007
13A: Act does not apply to promises, contracts, or deeds governed by foreign law
This Act does not apply to any promise, contract, or deed, or any part of any promise, contract, or deed, that is governed by a law other than New Zealand law. Section 13A inserted 19 December 2002 section 7 Contracts (Privity) Amendment Act 2002
14: Savings
1: Nothing in this Act limits or affects—
a: any right or remedy that exists or is available apart from this Act; or
b: subpart 2
c: the law of agency; or
d: the law of trusts.
2: Subsection (1) section 7 section 13
3: Section 7 section 13 Section 14 substituted 1 January 2008 section 364(1) Property Law Act 2007
15: Application of Act
1: This Act does not apply to any promise, contract, or deed made before 1 April 1983.
2: Subsection (1) section 14(3) Section 15 substituted 1 January 2008 section 364(1) Property Law Act 2007