Breweries are often the creation of a core group of owners. One of the owners might be the mad-scientist brewer, who loves to create new style-busting beers. Another might be the marketing genius, who believes that an beer can be sold with the right branding and marketing. Still another might be the financier, who knows a good business opportunity when he or she sees it. Bringing these personalities together to create “The Brewery” is a wonderful thing.
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To help owners come together and stay together, they need an Ownership Agreement. Not only is this good business practice, but it’s also required by the TTB as part of the Brewer’s Notice licensing process . Ownership Agreements go by different names–Operating Agreement, Shareholders Agreement, Partnership Agreement, Buy-Sell Agreement–but they all have a common goal: Provide a clear roadmap for the brewery owners to jointly manage and grow the business and to minimize the impact of conflict and adversity among owners.
Avoid These Change-of-Ownership Mistakes:
We are always looking for new ways to help brewers make and sell craft beer in Florida. Our latest offering is the Florida Beer Distribution Guide.
Reading, writing, and revising complicated business contracts: the central parts of my practice. I am often asked to prepare a written contract my client wants to send to a contract partner or to revise a contract they received from their contract partner. For these situations – there are two words that will help save my clients save money: Term Sheet.
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Term Sheet (it may also be called a Letter of Intent, Memorandum of Understanding, or other names) contains the essence of the agreement between the involved parties. The term sheet is written in basic language that emphasizes important points of the agreement to all parties involved. The idea is that the decisions-makers will work out the key points of their agreement and write them down on a Term Sheet. This is the agreement without all the legal provisos, conditions, and boilerplates. A term sheet is a page (or two) in length, and is the most efficient way for contract partners to highlight the points that are significant to include within the agreement. Along with the terms, the contract partners should include specific directions for the attorney who is tasked with preparing the formal written contract (often, myself).
Best of all, a Term Sheet will help you save money and time:
You can prepare a Term Sheet on your own without calling the attorney.