Food Import Agreements In New Zealand

Yes, you should have a written food import agreement with your overseas supplier if you're bringing food or drinks into New Zealand for distribution.

The slightly trickier part is that the agreement can't just say who sells what and at what price. Food importing comes with extra moving parts: labelling, local food standards, recalls, customs clearance, delivery risk, exchange rates and who takes responsibility if something goes wrong.

A well-drafted import export agreement for NZ food distribution helps you set clear rules with your supplier from day one. It also gives you a practical paper trail if MPI, Customs, retailers or customers ask questions later.

Do You Need A Written Food Import Agreement?

Yes, if you're importing food or beverages to sell in New Zealand, a written agreement is one of the best ways to protect your business.

Verbal promises and email chains can feel fine at the beginning, especially if the supplier is friendly and the first order is small. But once you're paying international freight, dealing with perishable stock, or selling into supermarkets, cafes or online channels, small gaps can become expensive very quickly.

Your agreement should cover both the commercial deal and the food-specific risks. That usually means dealing with:

• which products you're allowed to import and sell
• whether you have exclusive rights in New Zealand
• who is responsible for New Zealand labelling and compliance
• who pays for freight, insurance, customs clearance and storage
• what happens if products are delayed, damaged or rejected at the border
• how recalls, contamination issues and customer complaints are handled
• pricing, currency, payment timing and exchange rate risk
• product warranties, testing documents and certificates
• trade mark, packaging and marketing approvals

For example, say Maya imports a range of canned Korean sparkling drinks and sells them to dairies, Asian grocers and cafes around Auckland. The overseas supplier says the products are already labelled in English, so Maya assumes she's covered. Later, one product label misses a required allergen declaration for a flavouring ingredient. Maya may still be the New Zealand importer responsible for fixing the problem, even if the label came from the supplier.

That's why the agreement should be clear about who checks compliance, who pays for relabelling, and who helps if MPI or a retailer raises an issue.

What Should Your Import Distribution Agreement Cover?

Your import distribution agreement, or distribution agreement, should cover the product, the territory, the sales channels, the supply process, the compliance duties and the exit rights.

For a food distributor contract in NZ, including any product supply agreement, the usual commercial terms are only half the story. You also need terms that reflect the practical realities of importing food.

The Products And Specifications

Start by defining exactly what you're buying and selling. Don't rely on broad descriptions like "sauces" or "snack foods" if the range includes different ingredients, shelf lives or packaging formats.

Your agreement can set out:

• product names, SKUs and pack sizes
• ingredient specifications and allergen information
• shelf life on dispatch and on arrival in New Zealand
• storage requirements, such as chilled, frozen or ambient
• quality standards and testing requirements
• approved packaging and artwork
• which products need your written approval before they're changed

This matters because even a small formula change can affect labelling, allergen declarations, nutrition information or whether a product can be sold under the same claims.

Territory And Sales Channels

Your territory clause should say where you're allowed to sell the products. For many importers, that will be New Zealand, but you may also want to clarify whether it includes online sales to New Zealand customers, duty-free, distributors in the Pacific, or sales through marketplaces.

You can also define your channels. For example, you might be appointed for independent grocery and hospitality, while the supplier keeps direct rights for national supermarket chains. If that's the commercial deal, put it in writing.

Forecasts, Minimum Orders And Stock Planning

Food distribution relies on timing. You don't want too much stock expiring in storage, but you also don't want to run out during a key sales period.

Your agreement can deal with:

• minimum order quantities
• lead times for production and dispatch
• whether forecasts are binding or just estimates
• what happens if the supplier can't meet your forecast
• minimum shelf life required when products arrive
• how close-to-expiry stock is managed

If you're selling to retailers, check whether your customer contracts require you to meet delivery windows, credit standards or recall processes. Your supplier agreement should support those commitments rather than leave you carrying the whole risk.

Who Is Responsible For New Zealand Food Labelling And Compliance?

In practice, you should assume your business has responsibility for making sure imported food can legally be sold in New Zealand.

Under the Food Act 2014, food for sale in New Zealand must be safe and suitable. Importers also need to deal with MPI requirements, New Zealand Customs, biosecurity rules and the Australia New Zealand Food Standards Code.

Depending on what you import, you may need to be registered as a food importer with MPI. Some foods also have extra import clearance, testing, certificate or inspection requirements. If you store, handle, repack or process food in New Zealand, you may also need to operate under a food control plan or a national programme.

Your supplier may be overseas and unfamiliar with these local rules. That's not a criticism of them. It just means your agreement needs to bridge the gap.

Labelling And Claims

Food labels generally need to meet the Food Standards Code. Depending on the product, this may include requirements for:

• the name or description of the food
• lot identification
• date marking
• ingredients
• allergen declarations in the required format
• nutrition information
• directions for use or storage
• supplier details
• country of origin information where required
• warnings or advisory statements

Marketing claims also need care. Under the Fair Trading Act 1986, you can't make false or misleading claims about a product. Claims like "organic", "natural", "sugar free", "gluten free", "New Zealand made" or health-related statements should be checked carefully before they appear on packaging, websites or sales materials.

The Consumer Guarantees Act 1993 can also matter when goods are supplied to consumers, because the products need to meet consumer guarantees such as acceptable quality and fitness for purpose. Even if you mainly sell business-to-business, your products may ultimately reach consumers.

What To Put In The Agreement

Your imported food supplier terms, usually set out in a supplier agreement, should say who is responsible for each compliance task. For example:

• the supplier must give you accurate ingredient, allergen and nutrition information
• the supplier must tell you before changing ingredients, processes, packaging or production sites
• you have the right to approve labels for the New Zealand market
• the supplier must provide certificates, test reports and manufacturing records when reasonably needed
• the supplier must comply with agreed food safety standards
• the supplier must help with regulator, retailer or customer enquiries
• the supplier must reimburse agreed costs if a compliance issue is caused by incorrect information they supplied

Templates often miss these food-specific details. A generic distribution agreement may look tidy, but it may not protect you when the issue is an allergen declaration, a chilled freight failure or a border clearance hold.

What Happens If There Is A Recall Or Food Safety Issue?

Your agreement should set out a clear recall process, because recalls are much easier to manage when everyone already knows their role.

Food recalls can happen for many reasons, including undeclared allergens, contamination, foreign objects, incorrect labels, spoilage, temperature abuse or a manufacturing fault. Sometimes the issue starts overseas. Sometimes it happens during freight or storage. Either way, your New Zealand business may need to act quickly.

Under the Food Act 2014, unsafe or unsuitable food can trigger serious obligations. MPI has processes for food recalls, and you may need to notify or work with MPI depending on the issue. Retailers may also require immediate information, batch details and customer communications.

Your agreement should cover:

• who makes the decision to recall or withdraw stock
• who contacts MPI, retailers, logistics providers and customers
• how quickly the supplier must notify you of safety concerns
• what traceability records each party must keep
• who pays for recall costs, transport, storage, disposal and replacement stock
• whether the supplier must provide technical support, test results or public statements
• what insurance each party must maintain

Traceability is a big one. If you can't identify which batch went to which customer, a small issue can become a much larger and more expensive recall.

It's also worth checking whether your customers impose recall obligations on you. Supermarkets, wholesalers and foodservice groups often have strict supplier standards. Your import agreement should make sure your overseas supplier gives you enough support to meet those standards.

How Should Delivery, Risk And Payment Work?

Your agreement should be very clear about when responsibility for the goods moves from the supplier to you, and who pays each cost along the way.

International food shipments can involve factories, inland transport, export clearance, ports, sea or air freight, insurance, New Zealand Customs, MPI checks, biosecurity, warehousing and local delivery. If the contract is vague, both sides may assume the other party is responsible.

Delivery Terms And Incoterms

Many import agreements use Incoterms, such as EXW, FOB, CIF, DAP or DDP. These are international trade terms that help define who handles transport, insurance and risk at different points.

Incoterms are useful, but they aren't a complete agreement. You still need to cover practical questions like:

• which port or delivery point applies
• who books freight and chooses the carrier
• who arranges export documents and import clearance
• who is responsible for temperature-controlled freight
• what happens if a shipment is delayed at the border
• who pays demurrage, storage or inspection costs
• when title to the goods transfers

For chilled or frozen products, add temperature requirements and evidence obligations. For example, you might require temperature logs for the full journey and a right to reject products if the cold chain is broken.

Currency And Price Changes

Imported food is often priced in USD, EUR, AUD or the supplier's local currency. That can create a real margin problem if the exchange rate moves between placing an order and paying an invoice.

Your agreement can deal with:

• which currency applies
• whether prices are fixed for a period
• when the exchange rate is measured
• who pays bank fees and transfer charges
• whether price increases require notice
• whether you can cancel orders after a major price change

You should also factor in freight, insurance, tariffs, GST and customs costs. For tax and customs classifications and customs broker arrangements, it's sensible to get specialist accounting or customs advice because the answer can depend on the product and how it's imported.

Can You Ask For Exclusive Distribution Rights?

Yes, you can ask for exclusive distribution rights for food products in New Zealand, but the terms need to be specific.

Exclusive distribution food arrangements can be valuable. If you're investing in launch costs, retailer relationships, sampling, marketing, translation, labelling and local compliance, you may not want the supplier appointing another NZ distributor six months later.

A strong exclusivity clause should answer:

• what territory is exclusive, such as New Zealand only
• which products are covered
• which sales channels are included or carved out
• whether the supplier can sell directly to key accounts
• whether existing customers are excluded
• whether online sales into New Zealand are restricted
• what minimum sales or purchase targets you need to meet
• how long exclusivity lasts
• what happens if you miss the targets

Suppliers often ask for minimum purchase commitments in exchange for exclusivity. That's fair, but be careful about committing to volumes before you've tested local demand, clearance timing and retailer uptake.

You might agree to staged targets. For example, exclusivity could apply for the first 12 months while you launch the range, then continue only if you meet agreed purchase volumes or distribution milestones.

Also think about intellectual property. If you're building the brand locally, your agreement should say how you can use the supplier's trade marks, logos, images and packaging. Trade marks can be registered with IPONZ in New Zealand, and you should check who owns them and who is allowed to register or protect them locally.

Common Mistakes To Avoid

The biggest mistake is treating a food import agreement like a standard supply contract.

Food imports carry extra risks because the products are regulated, perishable in some cases, and sold into a market with specific local standards. A few common traps are worth avoiding.

Relying On The Supplier's Overseas Labels

An English label doesn't automatically mean the product is compliant in New Zealand. Check the Food Standards Code, allergen declarations, nutrition panel, claims and any required local information.

Forgetting About Product Changes

Your supplier might change an ingredient, factory, packaging supplier or manufacturing process without realising it affects your local obligations. Your agreement should require advance notice and your approval for changes that affect compliance or quality.

Leaving Recall Costs Unclear

If a recall happens, you don't want to argue about who pays while stock is still on shelves. Set the cost-sharing rules early, especially where the problem is caused by inaccurate supplier information or a manufacturing fault.

Agreeing To Exclusivity Without Support

Exclusive rights are helpful only if the supplier can produce reliably, provide documents, protect your territory and support your marketing. If you're taking on minimum purchase targets, make sure the supplier has matching obligations.

Ignoring Governing Law And Enforcement

Your supplier is overseas, so enforcement can be more complicated than a local contract. The agreement should clearly state the governing law and how serious issues are handled. The best choice depends on the supplier's country, the value of the deal and your bargaining position, so this is an area where tailored advice helps.

Key Takeaways

• A written food import agreement helps protect your NZ distribution business, especially where labelling, recalls, delivery risk and compliance are involved.
• Your agreement should clearly define the products, territory, sales channels, exclusivity and minimum order commitments.
• New Zealand food compliance matters. The Food Act 2014, MPI requirements, the Food Standards Code, the Fair Trading Act 1986 and the Consumer Guarantees Act 1993 can all be relevant.
• Don't assume the overseas supplier's labels, claims or certificates are enough for the New Zealand market.
• Use clear delivery, risk, payment and currency terms so you know who pays if shipments are delayed, damaged or held at the border.
• Recall processes, traceability records and supplier cooperation should be written into the agreement before anything goes wrong.

If you'd like help with your food import agreement, supplier terms, exclusivity clauses or labelling and compliance responsibilities, you can reach us at 0800 002 184 or team@sprintlaw.co.nz for a free, no-obligations chat.