§ 26:802 — Definitions

§802. Definitions
A. The following words or phrases, or the plural thereof, whenever they appear in
this Chapter, unless the context clearly requires otherwise, shall have the meanings ascribed
to them in this Section:
(1) "Agreement" means any agreement between a wholesaler and a supplier, whether
oral or written, whereby a wholesaler is granted the right to purchase and sell a brand or
brands of beer sold by a supplier.
(2) "Ancillary business" means a business owned by the wholesaler, by a substantial
stockholder of a wholesaler, or by a substantial partner of a wholesaler the primary business
of which is directly related to the transporting, storing, or marketing of the brand or brands
of beer of a supplier with whom the wholesaler has an agreement; or a business owned by
a wholesaler, a substantial stockholder of a wholesaler, or a substantial partner of a
wholesaler which recycles empty beverage containers of the supplier.
(3) "Beer" means a beverage obtained by alcoholic fermentation of an infusion or
concoction of barley or other grain, malt, and hops in water.
(4) "Commissioner" means the commissioner of the office of alcohol and tobacco
control.
(5) "Designated member" means the spouse, child, grandchild, parent, brother, or
sister of a deceased individual who owned an interest, including a controlling interest, in a
wholesaler, or any person who inherits under the deceased individual's will, or under the laws
of intestate succession of this state; or any person who or entity which has otherwise, through
a valid testamentary device by the deceased individual, succeeded the deceased individual
in the wholesaler's business, or has succeeded to the deceased individual's ownership interest
in the wholesaler pursuant to a written contract or instrument which has been previously
approved by the supplier; and also includes the appointed and qualified personal
representative and the testamentary trustee of a deceased individual owning an ownership
interest in a wholesaler. Designated member also includes the person appointed by a court
as the curator or conservator of the property of an incapacitated individual owning an
ownership interest in a wholesaler.
(6) "Good faith" means honesty in fact and the observance of reasonable commercial
standards of fair dealing in the trade.
(7) "Reasonable qualifications" means the standard of the reasonable criteria
established and consistently used by the respective supplier for similarly situated wholesalers
that entered into, continued, or renewed an agreement with the supplier during a period of
twenty-four months prior to the proposed transfer of the wholesaler's business, or for
similarly situated wholesalers who have changed managers or designated managers during
a period of twenty-four months prior to the proposed change in the manager or successor
manager of the wholesaler's business.
(8) "Retaliatory action" means the refusal to continue an agreement, or a material
reduction in the quality of service or quantity of products available to a wholesaler under an
agreement, which refusal or reduction is not made in good faith.
(9) "Sales territory" means an area of exclusive sales responsibility for the brand or
brands of beer sold by a supplier as designated by an agreement.
(10) "Similarly situated wholesalers" means wholesalers of a supplier that are of a
generally comparable size, and operate in markets with similar demographic characteristics,
including population size, density, distribution, and vital statistics, as well as reasonably
similar economic and geographic conditions.
(11) "Substantial stockholder or substantial partner" means a stockholder of or
partner in the wholesaler who owns an interest of ten percent or more of the partnership or
of the capital stock of a corporate wholesaler.
(12) "Successor" means a person who replaces a supplier, importer, broker, or
wholesaler with regard to the right to manufacture, sell, distribute, broker, or import a brand
or brands of beer or light wine.
(13) "Supplier" means a manufacturer or importer of beer and light wine brands as
registered with the commissioner.
(14) "Transfer of wholesaler's business" means the voluntary sale, assignment, or
other transfer of ten percent or more or control of the business or all or substantially all of
the assets of the wholesaler, or ten percent or more or control of the capital stock of the
wholesaler, including without limitation the sale or other transfer of capital stock or assets
by merger, consolidation, or dissolution, or of the capital stock of the parent corporation, or
of the capital stock or beneficial ownership of any other entity owning or controlling the
wholesaler.
(15) "Wholesaler" means a wholesaler of beer and light wine as licensed under this
Title.
B. Other words and phrases used in this Chapter shall have the meanings ascribed
to them in this Title, unless the context clearly requires otherwise.

Legislative History

Acts 1993, No. 132, §1, eff. May 26, 1993; Acts 2016, No. 386, §1.