2006 Utah Code - 32A-11a-104 — Notice of termination.

     32A-11a-104.   Notice of termination.
     (1) Except as provided in Subsection (3), a terminating party may not take an action described in Subsection 32A-11a-103(1) unless the terminating party provides prior notification in accordance with Subsection (2) to the affected party.
     (2) The notification required under Subsection (1) shall:
     (a) be in writing;
     (b) be mailed by registered mail, return receipt requested, to the affected party not less than 90 days before the date on which the distributorship agreement will be terminated or not renewed;
     (c) state the intention to terminate or not renew;
     (d) state the reasons for the termination or nonrenewal; and
     (e) state 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 32A-11a-103(1) without furnishing any prior notification if:
     (a) the affected party is insolvent, bankrupt, in dissolution, or in liquidation;
     (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;
     (c) the affected party or a person owning more than 10% of the stock or other ownership interest in the affected party:
     (i) is convicted of, pleads guilty to, or pleads no contest to a felony under the laws of the United States or 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;
     (ii) has its license or permit revoked or suspended for a period of 31 days or more; or
     (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) 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.
     (5) 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:
     (a) any other approved owner of the affected party purchases the ownership interest of the offending owner;
     (b) the offending owner was not materially involved in the management of the affected party; and
     (c) the purchase described in Subsection (5)(a) is completed within 90 days after the conviction or plea.

Enacted by Chapter 328, 1998 General Session