32B-14-305. Sale or transfer of supplier's business.

275 words·~1 min read·/ut/title-32b/chapter-14/32b-14-305

A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

(a)For purposes of this section, "successor" means a supplier who obtains a distribution right of a brand that a wholesaler distributes in this state pursuant to a distributorship agreement with another supplier who previously had the distribution rights of the brand.

(b)For purposes of Subsection (1)(a) , the successor may obtain a distribution right:

(i)by any means, including:

(A)merger;

(B)purchase of corporate shares; or

(C)purchase of assets; and

(ii)from:

(A)a supplier; or

(B)a person acting in an official capacity who is not a supplier including a nominee, representative, or fiduciary.

(a)A successor to a supplier that acquires a supplier's product or brand in this state is bound by the terms and conditions of each distributorship agreement with a wholesaler in this state that was in effect on the date on which the successor receives the assets or rights of the previous supplier.

(b)Notwithstanding Subsection (2)(a) , if the requirements of Subsection (2)(c) are met, a successor may contractually require the wholesaler to:

(i)execute a new distributorship agreement; and

(ii)comply with the successor's operational standards of performance.

(c)A successor may impose a requirement under Subsection (2)(b) if:

(i)the operational standards of performance being required are consistent with this chapter;

(ii)the operational standards of performance being required are uniformly imposed by the successor on similarly situated wholesalers; and

(iii)the successor provides the wholesaler at least one year to:

(A)execute a new distributorship agreement; and

(B)comply with the operational standards of performance.

Enacted by Chapter 276 , 2010 General Session