Utah Code 32B-14-202. Notice of termination
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(1) Except as provided in Subsection (3), a terminating party may not take an action described in Subsection 32B-14-201(1) unless the terminating party provides prior notification in accordance with Subsection (2) to the affected party.
Terms Used In Utah Code 32B-14-202
- Affected party: means a supplier or wholesaler who is a party to a distributorship agreement that a terminating party seeks to terminate or not renew. See Utah Code 32B-14-102
- Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
- Conviction: A judgement of guilt against a criminal defendant.
- Distributorship agreement: means a written agreement between a supplier and a wholesaler pursuant to which the wholesaler has the right to purchase, resell, and distribute in a designated geographical area any brand of beer manufactured, imported, or distributed by the supplier. See Utah Code 32B-14-102
- Good faith: is a s defined in Subsection 70A-1a-201(2)(t). See Utah Code 32B-14-102
- License: means :(62)(a) a retail license;(62)(b) a sublicense;(62)(c) a license issued in accordance with Chapter 7, Part 4, Off-premise Beer Retailer State License;(62)(d) a license issued in accordance with Chapter 11, Manufacturing and Related Licenses Act;(62)(e) a license issued in accordance with Chapter 12, Liquor Warehousing License Act;(62)(f) a license issued in accordance with Chapter 13, Beer Wholesaling License Act; or(62)(g) a license issued in accordance with Chapter 17, Liquor Transport License Act. See Utah Code 32B-1-102
- Person: means :(24)(a) an individual;(24)(b) an association;(24)(c) an institution;(24)(d) a corporation;(24)(e) a company;(24)(f) a trust;(24)(g) a limited liability company;(24)(h) a partnership;(24)(i) a political subdivision;(24)(j) a government office, department, division, bureau, or other body of government; and(24)(k) any other organization or entity. See Utah Code 68-3-12.5
- Plea: In a criminal case, the defendant's statement pleading "guilty" or "not guilty" in answer to the charges, a declaration made in open court.
- State: when applied to the different parts of the United States, includes a state, district, or territory of the United States. See Utah Code 68-3-12.5
- Supplier: means a person who sells an alcoholic product to the department. See Utah Code 32B-1-102
- Terminating party: means a supplier or wholesaler who:(8)(a) is a party to a distributorship agreement; and(8)(b) seeks to terminate or not renew the distributorship agreement. See Utah Code 32B-14-102
- Writing: includes :(48)(a) printing;(48)(b) handwriting; and(48)(c) information stored in an electronic or other medium if the information is retrievable in a perceivable format. See Utah Code 68-3-12.5
(2)
(2)(a) A terminating party shall provide the notification required under Subsection (1):
(2)(a)(i) in writing;
(2)(a)(ii) by registered mail, return receipt requested; and
(2)(a)(iii) to the affected party not less than 90 days before the date on which the distributorship agreement will be terminated or not renewed.
(2)(b) A terminating party shall state in the notification required under Subsection (1):
(2)(b)(i) the intention to terminate or not renew;
(2)(b)(ii) the reasons for the termination or nonrenewal; and
(2)(b)(iii) the date, not less than 90 days from the date of mailing, on which the termination or nonrenewal shall take effect if the reasons for the action are not eliminated by that date.
(3) A supplier or wholesaler may take an action described in Subsection 32B-14-201(1) without furnishing prior notification if:
(3)(a) the affected party is insolvent, bankrupt, in dissolution, or in liquidation;
(3)(b) the affected party makes an assignment for the benefit of creditors or similar disposition of substantially all of the assets of the affected party’s business; or
(3)(c) the affected party or a person owning more than 10% of the stock or other ownership interest in the affected party:
(3)(c)(i) is convicted of, pleads guilty to, or pleads no contest to a felony under federal law or a law of this state that in the reasonable, good faith judgment of the terminating party materially and adversely affects the good will or business of the terminating party;
(3)(c)(ii) has its license or permit revoked or suspended for a period of 31 days or more; or
(3)(c)(iii) engages in intentional fraudulent conduct in its dealings with the terminating party that in the reasonable, good faith judgment of the terminating party materially and adversely affects the good will or business of the terminating party.
(4) Notwithstanding Subsection (3)(c)(i), a supplier may not take an action under Subsection (3)(c)(i) because of a conviction or plea by an owner of the affected party, if:
(4)(a) any other approved owner of the affected party purchases the ownership interest of the offending owner;
(4)(b) the offending owner was not materially involved in the management of the affected party; and
(4)(c) the purchase described in Subsection (4)(a) is completed within 90 days after the conviction or plea.
(5) Subsection (3)(c)(iii) does not apply to conduct by a non-owner employee or representative of the affected party if the conduct occurred without the prior knowledge or consent of an owner of the affected party.