Bemidji Distributing Co., Inc. - Page 18




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          thereby weakening Bravo.  Using the record and our best judgment,           
          we find that Bravo would have lost about one-third of its                   
          business (from loss of sales and efficiency due to lost                     
          personnel) if Mr. Langdon had reentered the market.                         
               (e)  The seller's business expertise in the industry.  Mr.             
          Langdon had 46 years of experience with every phase of the beer             
          distribution business and had built BDC to be the leading                   
          distributor in the region.  His expertise cannot be doubted.                
               (f)  The seller's relationships with customers, suppliers,             
          and others in the business.  Mr. Langdon had cultivated business            
          and personal relationships with his customers and suppliers over            
          many years.  It is reasonable to assume they would have been                
          loyal to him.                                                               
               (g)  The buyer's interest in eliminating competition.                  
          Bravo's need and desire to eliminate competition from Mr. Langdon           
          were clear from the beginning of negotiations.  Indeed, the sale            
          was contingent on a strong covenant not to compete.  As noted               
          above, there were good reasons for this.  Bravo might not have              
          survived if Mr. Langdon had gone into competition with it.                  
               (h)  The duration and geographic scope of the covenant.                
          Five years was a reasonable length of time to extend the                    
          covenant.  Mr. Langdon would have been 76 years old by the time             
          it expired and not likely to reenter the market after a 5-year              
          hiatus.  The geographic scope of the covenant was also                      






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