Contract Repudiation? – Letter to a Brewer

One of our salespeople recently received several emails from an upset brewer in which he seemed to be discussing the repudiation of his contract with us.  It was not entirely clear however. We offered several options for the brewer to change the terms of their contract in an attempt to make them more amenable, but all were shot down. We decided since our salesperson was not able to make any progress, that perhaps our lawyer would. So, we sent the brewer the following letter:

 

February 13, 2017

 

Dear John,

I would like to thank you for your business. I am writing you today regarding your recent communication with one of the members of our sales staff. I have read through your emails and understand that you are not happy with the contract you signed. From my interpretation of your emails, it seems that you do not plan to honor the terms of your agreement in full.

It seems there may be some confusion on your part as to the purpose of our contract. Our contract exists to dictate how our companies will work together. Unless we mutually agree to changes in writing, those are the terms. In your emails, you appear to dictate what you are willing and not willing to do and you unilaterally intend to change the terms of our agreement. That, I am afraid, is not how this works. We are very willing to discuss reasonable adjustments that are mutually agreeable for both parties. However, the changes you have requested are unreasonable, completely one-sided, and therefore unacceptable.

I would like to ask you to clarify for me if it is your intention to repudiate your contract. If you choose to do so, please be aware that we will not relinquish any rights we have under this contract to any remedies to which we are entitled. The remedies, and our willingness to pursue them, are clearly presented in your contract. I am hopeful that our companies can find a compromise on this issue so we may continue to work together in the future.

Kindest Regards,

Steven

In-house counsel, 47Hops

 

Following that letter, not surprisingly, the brewer’s attitude seemed to change a little bit. Honestly, we want nothing more than to find an agreeable solution for both parties. It is not in our interest to bring any brewer to his or her knees. Hopefully the brewers don’t want that for us either. During the challenging times that lie ahead, we must all remember that we need each other. We should strive to work toward goals that are mutually beneficial so we can all survive long into the future.