2018 Mississippi Code
Title 67 - Alcoholic Beverages
Chapter 7 - Beer Industry Fair Dealing Act
§ 67-7-5. Definitions.

(a) “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 light wine or beer sold by a supplier.

(b) “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 light wine or beer of a supplier with whom the wholesaler has an agreement; or a business owned by a wholesaler, a substantial stockholder of a wholesaler.

(c) “Commission” or “department” means the Department of Revenue of the State of Mississippi.

(d) “Commissioner” means the Commissioner of Revenue of the Department of Revenue.

(e) “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 supplier; “designated member” includes the appointed and qualified personal representative and the testamentary trustee of a deceased individual owning an ownership interest in a wholesaler, and it includes the person appointed by a court as the guardian or conservator of the property of an incapacitated individual owning an ownership interest in a wholesaler.

(f) “Establish” means to adjust or regulate, to provide for and uphold.

(g) “Good faith” means honesty in fact and observance of reasonable commercial standards of fair dealing in the trade, as defined in and interpreted under the Uniform Commercial Code.

(h) “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 (24) months before the proposed transfer of the wholesaler’s business, or for similarly situated wholesalers who have changed managers or designated managers, under the agreement, during a period of twenty-four (24) months before the proposed change in the manager or successor manager of the wholesaler’s business.

(i) “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.

(j) “Sales territory” means a primary area of sales responsibility for the brand or brands of light wine or beer sold by a supplier as designated by an agreement.

(k) “Substantial stockholder or substantial partner” means a stockholder of or partner in the wholesaler who owns an interest of ten percent (10%) or more of the partnership or of the capital stock of a corporate wholesaler.

(l) “Successor” means a person who replaces a supplier with regard to the right to manufacture, sell, distribute or import a brand or brands of light wine or beer.

(m) “Supplier” means a manufacturer or importer of light wine or beer as regulated by the department under Sections 67-3-1 through 67-3-73.

(n) “Transfer of wholesaler’s business” means the voluntary sale, assignment or other transfer of ten percent (10%) or more of control of the business or all or substantially all of the assets of the wholesaler, or ten percent (10%) or more of control of the capital stocks 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.

(o) “Wholesaler” means a wholesaler of light wine or beer as regulated by the department under Sections 67-3-1 through 67-3-73.

(p) “Similarly situated wholesalers” means wholesalers of a supplier that are of a generally comparable size and operate in markets in Mississippi and adjoining states with similar demographic characteristics, including population size, density, distribution and vital statistics, as well as reasonably similar economic and geographic conditions.

(q) “Light wine and/or beer” has the meaning ascribed to such terms in Section 67-3-5.