Page 9 - Beverage MasterFebMarch 2021_Update
P. 9

Legal & Marketing

               are selling your business to them and walking away.  vide an option for customers to opt out (such as an
               Typically, indemnity provisions should only last for   email address to contact). The more information
               a particular time period following the sale and have   (and the clearer the information) the better – and
               a few caveats of what does and does not trigger      when in doubt, ask for affirmative consent.
               indemnity. It’s important to make sure you under-
               stand them and how they may impact you in the          With these five things in mind, you can approach
               future.                                              a deal with confidence and find the perfect fit to
                                                                    expand and secure your brewery, distillery, or win-
                 It’s also important that you understand what will   ery. When in doubt, consult your attorney – we’re
               happen to your IP or the other side’s IP after the   here to help!
               deal is done. Who will end up as the owner? Who
               has control? Will any IP be left behind with either                    Ashley Earle is an attorney at
               party? Are there any pitfalls with the IP that need to                 Dinsmore & Shohl who focuses
               be addressed (like prior enforcement matters that                      on branding protection through
               resulted in Coexistence Agreements or liens)? Given                    trademark and copyright law.
               the importance of IP to any business, it’s doubly                      Dinsmore represents breweries,
               important to understand what happens to the IP in                      distilleries, wineries, cider compa-
               the deal as you look to the future.                                    nies and other alcoholic beverage
                                                                                      producers in business, regulatory,
                        Were Things Done Right with                                   intellectual property and litigation
                            the IP by Both Sides?                   matters. Dinsmore attorney represent these entities
                                                                    in every stage of their business, from formation to
                 While you want to believe all assurances a party   operation to final sale or closure.  Ashley can be
               makes in fostering the deal, both sides must do      contacted at...
               their due diligence. Did an employee copy and paste     513-977-8522 or
               images from Google that are infringing someone’s
               copyright? Did you use unauthorized background
               music in a promotional video or advertisement? Did
               you see a great idea at a trade show and implement
               something similar, not realizing it was patented or
               trademarked? As the brewery, distillery, or winery
               grows and expands, so do the footprint and the risk
               for claims against you.

                 Similarly, data privacy can be another pitfall. If
               any customer information is kept, such as names,
               birthdays, addresses, or credit card information, (or
               more abstract information such as IP address or use
               of cookies, beacons, and pixels), you have to be sure
               that this information is kept safe and confidential.
               Ensure there are no data breaches and never have
               been any breaches. Likewise, if you are keeping any
               data, a clear privacy policy must be in place. Do
               not be tempted to copy and paste a privacy policy
               found online. The Federal Trade Commission (FTC)
               often comes down hard on businesses for having a
               policy that does not match what they are actually
               doing. Copying and pasting can lead to a policy that
               misleads consumers as to how you handle their
               data – and that’s a big problem. A privacy policy
               can be fairly simple and straight forward: Explain
               what information you collect, where you keep it,
               how long you keep it, and how it is stored, and pro-

                                                                     BEVERAGE MASTER     February - March  2021     7

          BM020321 Main Pages  copy.indd   7                                                                        1/22/21   2:31 PM
   4   5   6   7   8   9   10   11   12   13   14