Same Clause, Different Culture, Different Outcome

This month has quietly turned into my “cultural month” in construction.

In just a few weeks, I’ve:

• Run in-house training for members of the Asian construction community on contracts and disputes

• Chaired the cultural conversation at AMINZ Construction Day, looking at contracts and disputes through a cultural lens

• Delivered a bilingual (English–Chinese) workshop on contracts and dispute resolution

And tomorrow, I’m heading to the Asian Construction Expo for the second year in a row to support the Asian community on dispute resolution

Same contracts. Same standard forms. Same familiar words like “reasonable,” “good faith,” “notice,” “cooperation.”

But what has become painfully clear (again) is this:

The contract wording hasn’t changed – but the people reading it have. And culture is quietly doing a lot of the interpretation.

In New Zealand’s construction sector, we increasingly have cross-cultural project teams: NZ main contractors, Asian subcontractors, migrant labour, overseas investors, local consultants. On paper, they are “agreeing” to the same clauses. In practice, they are often agreeing to very different expectations.

That gap is where disputes are born.

In many Asian business cultures, relationship and harmony sit above strict legal enforcement. In many Western legal and commercial cultures, clarity of rights and obligations sits above relationship if things go wrong.

On a project with both cultures in the room, “good faith” can quietly split into two different promises:

• One party hears: “We’ll treat each other kindly and not push the harsh bits.”

• The other hears: “We’ll be honest but still fully enforce our rights.”

  
  

Neither is wrong. But if no one says it out loud, both sides walk into the contract with different expectations of what “good faith negotiations” or “good faith variations” will look like when money or time is tight.

That's a dispute waiting for a trigger.

Bilingual doesn’t always mean “fully understood”

At my recent bilingual workshop, we looked at common English clauses alongside their Chinese explanations.

People could read the English. They could follow the Chinese.

But the real tension wasn’t language ability. It was cultural assumptions underneath the words.

For example, take a time-bar clause:

“The Contractor must give notice within 10 Working Days of becoming aware of the event, failing which the Contractor shall have no entitlement to an extension of time.”

Typical reactions:

• From some participants:“10 days is not enough. But if we are on good terms, the client or main contractor will still consider it, right?”

• From others:“If the contract says 10 days, that’s the line. After that, there’s no entitlement.”

In many Asian communities, relationship and trust are heavily relied on to “soften” strict wording. Saying “No, it’s out of time” can feel harsh, disrespectful, or even shameful.

In many NZ or Western contracting environments, time-bars are tools of risk management, not personal attacks. Strict enforcement feels normal and professional, not rude.

So you end up with:

• One side thinking: “Surely they will give me some flexibility.”

• The other side thinking: “Surely they know I’m entitled to apply the clause.”

  
  

No amount of dictionary-level translation solves that difference.

Culture doesn’t only show up in the dispute – it’s there from day one

We often talk about culture only when things have already blown up:

• “They wouldn’t speak up.”

• “They agreed to everything in the meeting but later seemed surprised.”

• “They didn’t tell us there was a problem until it was too late.”

But as I emphasised at AMINZ Construction Day — and again in my workshop — by the time we’re in adjudication or arbitration, cultural misunderstandings are already fully baked in.

Adjudicators, lawyers, and QSs need cultural awareness:

• Before the tender is issued

• Before the contract is signed

• Before the first variation is claimed

Not just when the dispute lands on the table.

Because culture shapes:

• How comfortable someone feels asking “stupid” questions during negotiation

• Whether they will admit they don’t fully understand a clause

• Whether “Yes” means “Yes, I agree” or “Yes, I hear you and don’t want to embarrass you”

• Whether keeping quiet is seen as respect – or as agreement

If you only look at culture at the end, you’re reading the last chapter of a story that started months back.

What I’m seeing in the Asian construction community

I heard a familiar pattern in the conversations:

• Contractors who sign contracts they’re not comfortable with because they don’t want to lose the relationship.

• Subcontractors who accept underpriced jobs based on trust, hoping it will “work out later”.

• People who delay formal notices because they don’t want to appear confrontational or “difficult”.

• Parties who avoid adjudication until the project is in crisis, because going formal feels like “breaking face” or damaging the community network.

  
  

Culturally, this makes sense:

• Respect for authority

• Avoiding open conflict

• Loyalty to relationships

• Fear of shame and gossip within a close-knit community

  
  

Legally and commercially, though, it creates risk:

• Missed deadlines for claims

• Weak written evidence

• Contracts that are only “understood” when it’s far too late

  
  

The result: Same standard contract. Same clauses. But very different behaviours, and very different outcomes.

Why this matters for lawyers, QSs, and other construction professionals

If you work around contracts and disputes – especially in a diverse market like New Zealand – cultural awareness is no longer a “nice to have”. It’s core risk management.

It doesn’t mean:

• Excusing non-compliance

• Ignoring clear contract wording

• Giving one group “special” treatment

It does mean:

• Recognising that what feels “normal” to you may feel extreme or disrespectful to others

• Making space before signing to surface assumptions

• Communicating risk in a way that actually lands with the person in front of you

  
  

Because once a dispute is underway, people don’t just argue about what the clause says. They argue about what they thought it meant… and what they thought the other party would (or wouldn’t) do.

Questions to ask before signing when cultures mix

You don’t need to be an expert in every culture.

But you do need the courage to ask better questions early, especially when you know there’s a cultural mix in the project team – NZ + Asian, different languages, migrant-led businesses, overseas investors, etc.

Here are some practical questions you can use at pre-contract stage:

1. On “good faith” and cooperation

• “When you read ‘good faith negotiations’, what do you expect that to look like?”

• “For you, what is more important if things get difficult – following the contract exactly, or being flexible to keep the relationship?”

• “If we hit a variation that we don’t agree on, what would a ‘fair’ outcome look like in your eyes?”

  
  

2. On hierarchy and communication

• “If your site staff have a problem, do they feel free to raise it directly, or must it go through a senior person?”

• “If you disagree with a decision, how would you normally handle that?”

• “Are there any situations where you would prefer a meeting in your first language, or with an interpreter present?”

  
  

3. On dispute resolution

• “How do you feel about using adjudication or mediation if we can’t resolve something?”

• “In your experience, when do people usually seek legal or expert advice – early, or only when things are really bad?”

• “Is there anything that would make you reluctant to use formal dispute processes, even if the contract allows it?”

  
  

These aren’t legal questions. They’re human questions.

But the answers help you see where the contract and the culture might clash – before it becomes an adjudication file (possibly on my desk).

If you’re part of the Asian construction community

If you’re a contractor, subcontractor, or business owner from an Asian background working in NZ, here are three simple moves that can change your outcomes:

1. Don’t confuse “I can read it” with “I fully understand the risk.” If a clause feels uncomfortable, ask why it’s there and what happens in the worst-case scenario. It’s not weakness. It’s professionalism.

2. Practice saying, “I need to think about this clause and get advice.” You can still be respectful and protect your future. A short pause before signing is cheaper than a long fight after.

3. Write things down, even with people you trust. Trust is important in our culture. So is clarity. A short email record or variation note protects both.

   
   

If you’re a “standard form” person

If you’re a QS, project manager, engineer, lawyer, or principal who lives inside NZS contracts and detailed legal drafting, remember:

• The people you’re working with may not have grown up in a system where you challenge written terms.

• Saying “No, that’s what the contract says” might feel normal to you, and like a personal betrayal to them.

• Simple adjustments – bilingual summaries, clearer explanations, early conversations – can prevent expensive misunderstandings.

You don’t have to change the clause. But you might need to change the conversation around it.

Bringing it back to “Same clause, different outcome”

When I look across AMINZ Construction Day, the bilingual workshop, and the Asian Construction Expo, one theme is constant:

The contract is not just legal. It is cultural.

We won’t fix disputes in our sector just by tightening clauses or adding more pages.

We’ll fix a lot more by:

• Asking better questions before signing

• Respecting how culture shapes silence, agreement, and “good faith”

• Making it safe for people to say, “I don’t understand this”

  
  

Same clause. Different culture. Different outcome.

The clause may be printed in black and white, but the real story is still written in how people read it.