How do I make sure I get the recipes when I buy a food brand?

In a restaurant, the recipe may live in a chef’s head and a binder. A packaged-food brand is different. The formulation is usually a controlled document, and pieces of it can be held in several places. A buyer who finds this out after closing can own a name and a label without being able to make the product.

Work out who holds what

Ask the seller where the full formulation sits. It might be the founder, a food scientist who consulted, the co-packer’s batch sheets, or an ingredient supplier’s blend. Ask whether anyone besides the seller can make the product from the documents alone. A formula held only by the co-packer is a dependency you should know about now.

Ask for the full set of documents

Beyond the formula, ask for specification sheets for the finished product, ingredient and packaging specifications, allergen information, process steps, and any lab or shelf-life testing. Ask for the labels and their approval history too. Together they let someone else reproduce the product, and a new co-packer will ask for them.

Put it in the agreement

Have your lawyer list the formulas and specifications as assets you are buying, with a delivery date and a promise that the seller keeps no copies for competing use. Ask whether anyone who helped develop the product, such as a contractor, assigned their rights to the brand. A lawyer can also advise on confidentiality terms for the co-packer.

• The master formulation and any versions in use.
• Supplier names and specifications for each ingredient.
• Written confirmation from the co-packer of what it holds.
• Agreements with anyone who helped develop the product.

For the restaurant version of this question, see do recipes come with a restaurant when you buy it.