Farm Fresh Rhode Island Receives Assistance with Labor and Employment Policies

About: Farm Fresh Rhode Island is a non-profit 501(c)3 founded in 2004. The organization’s mission is to grow a local food system that values the environment, health, and quality of life for farmers and eaters of Rhode Island.  Goals include, preserving Rhode Island farmland, building healthier communities, strengthening RI community-based businesses, increasing access to fresh food, and improving the impact of food production and distribution on the environment.  Their programming ranges across areas, from access, to education, and distribution, and includes: farmers markets, market mobile produce aggregator and distribution system, Harvest Kitchen providing training and employment for youth from DCYF’s Juvenile Justice Corrections Services, bonus bucks SNAP incentives, Veggie Box subscriptions, farm to school programming, education and access programming for low-income seniors. Farm Fresh is an integral component of the Rhode Island food system.

Legal Issue: Farm Fresh came to the Legal Food Hub seeking legal assistance to review labor and employment policies and practices and ensure that they are up to speed on future expected changes in the law.

The Relationship: The Legal Food Hub connected Farm Fresh RI with labor and employment attorneys at Nixon Peabody to provide guidance as Farm Fresh RI works on updating employee handbooks and makes plans for its future practices.  Nixon Peabody’s Rhode Island office has special expertise in employment law, so it was a perfect fit, ensuring that Farm Fresh, an important organization supporting Rhode Island’s food system, receives the legal support it needs.

Simmons Farm Expands Offerings and Limits Liability with Waiver

About: Simmons Farm is a 120 acre family farm in Middletown, RI, specializing in traditional and heirloom produce, meat, dairy, eggs, cheese, and hay. The farm has passed down within the Simmons family through several generations and for the past twenty years has been run by Karla and Bryan Simmons.

Legal Issue: Karla and Bryan came to the Legal Food Hub looking for legal assistance to help them add a feature to their customers’ experiences. They hope to open the farm for nature walks and picnics, and sought assistance of an attorney to create a liability waiver to present participants who sign up for these additional activities.

The Relationship:  The Legal Food Hub matched Karla and Bryan with attorney Kristen Whittle from Barton Gilman’s Rhode Island office.  Kristen has extensive experience in insurance related matters and brings a wealth of knowledge to her work with Simmons Farm, helping them to grow their business and supporting a farm that is part of our Rhode Island food system.

Lost Art Obtains Trademark and Ensures Business Structure is Complete

Photo credit: Michael Salerno Photography

About: Kaylyn Keane, owner of Lost Art Cultured Foods LLC, produces and sells wholesale fermented vegetables, including sauerkraut and pickles.  Launching her business in November 2015, Kaylyn uses the shared kitchen space provided by culinary incubator Hope & Main, located in Warren, Rhode Island. Lost Art Cultured Foods sells to local markets and local retailers.

Legal Need: Kaylyn needed trademark advice for her logo as well as assistance ensuring her LLC filing (done online) was completed properly.

The Relationship: The Legal Food Hub matched Kaylyn with the Business Law Legal Clinic at Roger Williams University School of Law.  The Clinic was a great fit for Kaylyn as students seek to get exposure to a range of issues that arise for new businesses.  The students were able to hone their skills and gain experience,  and Kaylyn was able to access the legal assistance necessary to take her food business to the next level.

Earth Care Farm Transitions to Next Generation

About: Jayne Merner-Senecal runs her family’s farm, Earth Care Farm, located in Charlestown, RI and plans to take over ownership of the farm in the future.  Earth Care Farm was started by Jayne’s father, Mike Merner, forty years ago and has a diversified production of produce, meat, and compost.  They use organic practices though they are not organic certified (fun fact: Mike Merner wrote the original organic standards for Rhode Island).

Legal Need: Jayne and Mike sought legal assistance to better understand how best to transition the farm to Jayne from a tax and estate planning standpoint.  They also wanted guidance on when best to make this transfer and help determining the optimal relationship between the farm business LLC and the land.

The Relationship: The Legal Food Hub matched Jayne and Mike with attorney Deb Foppert of Archer & Foppert.  Deb and her partner specialize in tax planning, small business and corporate work, estate planning, and real estate. Through their work with  Archer & Foppert, Jayne and Mike were able to make a succession plan suited for their needs.

Cassie Seawell Secures Lease for 200 Acres

About: Cassie Seawell and her partner Michael Saucier have both worked on farms and are eager to start their own. Cassie and Michael identified 200 acres in Washington, ME that is ideal for their future vegetable and animal production.

Legal Need: Cassie reached out to the Legal Food Hub for assistance with reviewing and negotiating a lease. Cassie also wondered whether there should be two leases- one for the farmhouse and another for the farmland.

The Relationship: The Legal Food Hub matched Cassie with attorney Tom Kelly of Robinson, Kriger & McCallum. Tom specializes in real estate and helped Cassie and Michael redraft a lease that will allow their nascent farm, Leaf & Caul, to thrive.

Waltham Fields Community Farm Prepares for New Overtime Law

About: Waltham Fields Community Farm is a 501(c)(3) organization dedicated to promoting local agriculture and hunger relief through farmland preservation and education. WFCF practices socially, ecologically, and economically sustainable agriculture and provides farming, cooking, and science-based programs for children and adults alike. With a goal of distributing $80,000 worth of fresh produce in 2017 through emergency food programs, subsidized CSA shares, farm-to-school distribution, and the Waltham Fields Outreach Market, WFCF explicitly seeks to provide low-income and disadvantaged communities with fresh, nutritious, and sustainably-produced foods.

Legal Need: As both a farm and a non-profit, Waltham Fields Community Farm has a unique mix of employees. Shannon Taylor, WFCF’s Executive Director, sought legal assistance through the Legal Food Hub to understand the new overtime law requirements, particularly with deciphering what category certain employees fall into.

Lawyer: Legal Food Hub connected WFCF with Mary “Beth” O’Neal and Kathleen O’Toole at Conn Kavanaugh, who each specialize in employment law. Mary and Kate successfully prepared WFCF to comply with the new law.

Nomad Cheese Company Seeks Assistance with Contract and Entity Formation

Background: Kristen has been making cheese for about five years. For the past year, she has been employed by two dairy farmer friends, Caitlin Frame and Andrew Smith, who own The Milkhouse creamery in South China, ME. Now, Kristen is ready to start her own cheesemaking business and contacted the Legal Food Hub for assistance in making it happen.

Legal Need: Kristen plans to produce her own Nomad Cheese Company cheese using The Milkhouse’s infrastructure, but needed legal assistance to choose and form an appropriate business entity and to draft a contract for use of The Milkhouse’s facilities.

The Relationship: Legal Food Hub matched Kristen with Patrick Brady and Wendy Paradis at Bernstein Shur, who brought their deep expertise in startups and commercial strategy to Kristen’s business. Patrick and Wendy continue to work with Kristen to set Nomad Cheese Company on the path to success.

 

Wolf Meadow Farm Contracts for Local Milk

Background: Wolf Meadow Farm in Amesbury, MA began in 2010 when Luca Mignogna missed the flavor of fresh mozzarella cheese from his native Italy so much that he decided to start making his own. Born in Campbasso, Luca boasts that he imported the cheesemaker, not the cheese. Luca creates all his cheeses by hand using only fresh milk from three local dairies, and he and Wolf Meadow Farm have been highlighted twice in the Boston Globe, as well as in Edible Boston, which praised his “beautiful and delicious cheeses” that give an authentic taste of Italy.

Legal Need: Luca and his business manager, Christina Barbieri, sought legal assistance to establish the business’ future development. They wanted to trademark Wolf Meadow Farm’s name and logo, to explore adding Christina as a co-owner of the LLC or transitioning to another business entity, and to draft contracts with their local milk suppliers to guarantee their continued partnership.

The Relationship: Legal Food Hub matched Luca and Christina with Josh Fox at WilmerHale. Josh brings his deep experience in counseling startups and other emerging companies to bear as he continues to help Wolf Meadow Farm plan for the future. Josh is joined in WilmerHale’s representation of Wolf Meadow Farm by attorneys Eric French, Bill Caporizzo and Mike Bevilacqua.

Newton Community Farm Seeks Solar Panels

Background: Operating on 2.5 acres of town-owned land, the Newton Community Farm in Newton, MA is a 501(c)(3) non-profit farm that provides year-round educational opportunities to the local community while also selling its produce through an 80-member CSA, a farmers’ market, and a farm stand. In addition, the farm donates a portion of their produce to local food pantries. With the farm now in its eleventh season, farm manager Greg Maslowe and the Board of Directors are focusing anew on sustainability measures to carry Newton Community Farm through its second decade.

Legal Need: Greg wanted to install solar panels on the barn’s roof but had numerous questions about panel leasing, financing, and licensing as a 501(c)(3). Additionally, several community members had expressed interest in providing loans to fund the solar panel project. Greg sought legal assistance to determine what approach to installing the solar panels would best suit the farm’s needs, whether loans from the community members were possible, and, if so, to finalize the arrangement.

The Relationship: Legal Food hub connected Greg with Brook Detterman at Beveridge & Diamond. Brook has helped address Newton Community Farm’s questions and concerns and continues to work with them to bring the project to fruition.

 

Pumpkin Vine Family Farm Prepares to Hire First Employee, Forms LLC, and Strengthens Camp Forms

Background: Kelly and her husband, Anil, founded Pumpkin Vine Family Farm in Somerville, ME in 2008, keeping six-generation farmland in production and building a beloved resource for their community. The farm produces milk and cheese from its purebred goats and cows, as well as pastured pork, hay, garlic, and daffodils, and hopes to begin an apprenticeship program to help educate a new generation of farmers. The family also hosts three weeks of farm camp each summer, inviting children ages 4–10 to come and learn about plants and animals while helping with farm chores and other related activities.

Legal Need 1: Kelly and Anil are planning to hire employees and contacted the Legal Food Hub for help in reviewing their personnel policy and employment application and to ensure that they are in compliance with other employment-related requirements.

The Relationship: The Legal Food Hub connected Kelly and Anil with Rudman Winchell’s Anne-Marie Storey, who specializes in employment and human resources law. With her extensive experience in small businesses’ hiring and labor issues, Pumpkin Vine Family Farm now ready to hire their first employee.

Legal Need 2: Kelly’s husband, Anil, was the sole proprietor of Pumpkin Vine Family Farm, and the two sought legal assistance in forming an LLC together. They also needed legal review of the camp registration form and medical treatment authorization forms to ensure that they and their campers were fully protected.

The Relationship: The Legal Food Hub connected Kelly and Anil with Beth Boepple at BCM Environmental Land Law, who assisted them with forming an LLC and ensured that their forms were comprehensive and protective.

The Whole Almond Receives Assistance with Trademark and LLC

About: Myranda has been experimenting with and making her own almond milk for over 15 years, constantly tweaking her recipes and testing them on willing friends. Now, Myranda is slated to begin producing her sprouted almond milks at Fork Food Lab in Portland, ME, with the goal of providing the state of Maine with the highest-quality almond milk. In addition to her organic almonds, she will use locally-grown strawberries and blueberries in her flavored almond milks and plans to later produce milk from local grains, as well.

Legal Need: Myranda contacted the Legal Food Hub for assistance with forming a single member LLC and trademarking her business name, The Whole Almond.

The Relationship: Legal Food Hub connected Myranda with Andrew Kraus at Opticliff Law. Andrew specializes in trademark law and startup business strategy, and with his help, Myranda is off on strong legal footing.

 

Neighborhood Farm Forms LLC and Signs Lease

Background: In 2008, with no suitable traditional farmland available and inspired by WWII victory gardens, Kate Canney started farming in eleven private backyards in Needham, MA. She later leased five acres, which allowed her to greatly expand production, and The Neighborhood Farm now sells its produce at farmers’ markets, through a CSA, and to restaurants in the greater Boston area. With the farm’s increasing success, Boston.com highlighted the farm’s early years, and FarmAid named Kate a Farmer Hero in 2013. Now, after several seasons of searching, Kate is moving her entire operation to a single location and plans to expand her production while remaining deeply embedded in her local community.

Legal Need: Kate sought legal assistance through the Legal Food Hub to review the lease with Mainstone Farm in Wayland, where The Neighborhood Farm will be relocating. She also sought advice about and assistance with transitioning the business from a general partnership to an LLC with her wife, Jude.

The Relationship: Legal Food Hub matched Kate with Archstone Law Group’s Lori Yarvis, who is deeply experienced in providing general counsel services to startup businesses and food industry companies. With Lori’s help, the new iteration of The Neighborhood Farm is off to a great start with a written lease and business entity.

Sweet Pea Farm Seeks Assistance with Entity Formation

Background: Irene Beauregard and her business partner, Kathan Teepe, have been planning to start a farm for the past two years.  They plan to farm using organic practices, growing vegetables and flowers.  They are still in the beginning stages of starting their own farm business, and while they had spent time on important steps such as developing their business plan and actively seeking out farmland for lease, they had yet to make one of the most important decisions of all: creating a business entity and formalizing their own partnership agreement.

Legal Need: Irene and Kathan were in need of legal assistance to 1) create a partnership agreement between the two of them, and 2) advise them on what type of business structure they should choose, and then help with formation of that entity.

The Relationship: Legal Food Hub matched Irene and Kathan with Everett Petronio at Kalander & Shaw.  Everett brought a wealth of knowledge through his work helping small and start-up businesses, and given his extensive experience mentoring entrepreneurs, he was a perfect fit to help these young farmers start their business.  He guided Irene and Kathan through the incorporation process, making Sweet Pea Farm, LLC, a reality.

Lexington Farmers’ Market Receives Assistance in Seeking Non-Profit Status

Background:  The Lexington Farmers’ Market was founded in 2004 by three local residents looking to connect local farmers and food producers with residents in Lexington and nearby communities.  It’s an idea that has taken root and grown!  From May – October, thirty farmers and vendors meet in the historic center of Lexington to sell directly to an average of 700-800 customers a week in this “producer-only” market.  In a sign of its stability and success, the LFM also holds a Thanksgiving FEASTival and a Small Yet Mighty Winter Market hosted by a local school from January-March. The market was recently recognized by Clean Living Magazine as one of “America’s 50 Best Farmers’ Markets.”

Legal Need:  Facing a change in market leadership, the LFM Advisory Board knew that in order to provide organizational continuity, it was time to change the legal structure of the LFM.  Rosie Wall, Market Manager and sole proprietor at the time, sought legal assistance in taking the LFM from a sole proprietorship to a non-profit organization to ensure that the farmers’ market that had been built over many years would continue to serve the Lexington community.

The Relationship:  Legal Food Hub matched the LFM with attorneys John Lerner and Mary-Laura Greely at Pierce Atwood, who assisted in obtaining non-profit status for the market. The LFM is now overseen by a Board of Directors and run by a Market Manager staff member, allowing it to continue to provide healthy food and social connection to a large and growing community.

White’s Farm Seeks Assistance in Creating an LLC

Background: Stuart White began raising pigs in 1974 at White’s Farm in Winterport, Maine. At a time when most people didn’t give much thought to where their food came from, Stuart’s pigs were eating a grain-free diet of roots, native plants and other forage and were raised without antibiotics or growth hormones.  As interest in healthier, local food grew, Stuart began raising pigs for his friends and an ever-expanding community of health conscious eaters.  At present, 300 pigs roam freely on 90 acres of farmland where they continue to eat a natural and additive free diet.  Stuart sells whole and half pigs as well as additional value-added products such as sausages directly to consumers.

Legal Issue:  Stuart and his partner Yasmin Kun contacted the Hub to seek assistance in forming an LLC for White’s Farm.

The Relationship:  The Legal Food Hub matched Stuart and Yasmin with attorney Paige Streeter at Libby O’Brien Kingsley & Campion.  White’s Farm is now an LLC and customers who appreciate the tremendous work and commitment that Stuart puts into raising pigs can continue to enjoy the products they love.

Folklore Farm Seeks Assistance with Lease-To-Own Agreement

Background:  Michael Hayden has been farming in coastal Maine for almost five years.  Michael raises vegetables, including carrots, onions and garlic at Folklore Farm in Cherryfield, Maine. The bulk of what Michael grows goes to local schools and provides fresh, nutritious local produce to school lunch programs.  In addition, Michael has contracts with the Maine Sea Coast Mission to grow food for its “backpack program”, allowing children from food-insecure families to bring fresh produce home.  Michael’s commitment to this effort has been detailed in The Portland Press Herald.

Legal Need:  Michael currently has a “loose lease” with his landlord.  They have decided to move forward with a formal lease-to-own arrangement.  Michael contacted the Hub seeking assistance in drafting the appropriate legal documents.

The Relationship:  Legal Food Hub matched Michael with Peg Smith at Pierce Atwood.  They are currently working toward helping him achieve his dream of owning his own farm.

Saintly Cider Seeks Assistance with Contract Negotiation

Saintly Cider

Background:  Saintly Cider is a hard cider company owned and operated by Caleb Noble in Rowley, Massachusetts. Caleb fell in love with hard cider while attending college in Vermont and after graduation he began brewing his own. Two years and 47 batches later, Caleb perfected his champagne-style hard cider recipe and founded Saintly Cider to bring this delicious drink to the masses.

Legal Need:  Caleb contacted the Legal Food Hub for legal assistance with two contracts. First, Caleb needed an attorney to review and negotiate a contract with a nearby brewery, which would allow Saintly Cider to use the brewery’s equipment and manpower to produce its cider. Second, Caleb needed an attorney to review and negotiate a contract with a distributor.

Relationship:  The Legal Food Hub matched Caleb with an attorney at WilmerHale and they are currently working together to make sure Saintly Cider’s first large-batch production goes off without a hitch.

Delice Bakery Seeks Assistance with Business Expansion

Delice 1

Background:  Delice is a French bakery known for madeleines as well as pastries, cookies, and special occasion cakes. Blondine Jean Charles is the sole owner of Delice and operates her business out of CommonWealth Kitchen, a community kitchen in Dorchester. Blondine’s baked goods are so delicious that they are sold at local Whole Foods Markets.

Legal Need:  Blondine planned to expand her specialty baking business by leasing her own space where she could bake and sell her goods directly to customers.  Blondine contacted the Legal Food Hub for advice on entity formation and, specifically, whether she should establish an LLC prior to entering into a commercial lease.

Relationship:  The Legal Food Hub matched Blondine with the Harvard Law School Transactional Law Clinic, which assisted her with forming an LLC and advised her on entering into a commercial lease agreement.

Heritage Breed Farmer Seeks Assistance With Entity Formation

Round the Bend sheep

Background:  Round The Bend Farm is a nonprofit, working farm in South Dartmouth, Massachusetts, devoted to a collective vision of “a community of growers, educators and ‘agripreneurs’, who support themselves through food and farming businesses and nurture the public with real food and place-based education.” Geoff Kinder is a co-founder and farmer at Round The Bend Farm; he also sustainably raises heritage breed pigs, cows, and sheep on the farm’s property. Through his active management of grazing, the animals help to maintain optimum soil conditions by rooting the soil and consuming invasive species, thereby contributing to the well-being of the farm and neighboring lands. Geoff sells his pasture-raised, GMO-free pork and grass-fed beef and lamb directly to consumers through an increasingly popular Community Supported Agriculture program.

Legal Need:  Geoff contacted the Legal Food Hub for assistance in forming an LLC separate from Round The Bend Farm.

Relationship: The Legal Food Hub was able to match Geoff with an attorney at Beveridge and Diamond to assist him with equity formation for his farm business.

Cooperatively Run Farm Becomes LLC

13254606_591736267647859_7622605930921663390_nBackground: A group of five friends cooperatively run the Streamside Farm located in Brooks, Maine, where the young farmers grow fresh, pesticide-free produce on about one acre of leased farmland. The produce has been growing in leaps and bounds – the energetic crew plans to double their acreage for the next growing season.

Legal Need: The farmers decided to form an LLC for their farm operation. They came to the Legal Food Hub for assistance with drafting the certificate of formation and operating agreement.

The Relationship: The Legal Food Hub matched Streamside Farm with attorney William Logan from Soule, Soule & Logan. Bill has provided critical expertise to help Streamside Farm become an LLC.

Heiwa Tofu Comes to Hub to Purchase New Production Facility

Background: Tucked away in the picturesque seaside town of Belfast, Maine, is a small business with a big idea. While teaching high school physics and chemistry, Jeff Wolowitz noticed a high demand for locally grown tofu. Struck by this need, he launched a journey to produce certified organic tofu and soymilk from New England-grown soybeans. Thus was born Heiwa Tofu. Jeff and his family are committed to eating local, organic, seasonal food, so when it came to his products at Heiwa Tofu, he encouraged the same values. All ingredients are organic and sustainably grown. With a small staff of two part-timers, this modest but growing operation sells mostly to restaurants and retailers.

Legal Need: Heiwa Tofu outgrew its processing facility, so Jeff needed a new space to expand his business. Jeff found a suitable facility and reached out to the Legal Food Hub for legal assistance with purchasing the property and setting up an LLC to hold the real estate. Jeff also needed advice regarding an environmental inspection.

The Relationship: The Legal Food Hub matched Heiwa Tofu with an attorney at Robinson, Kriger & McCallum. Jeff was thrilled to be connected with a skilled attorney to answer his questions and address Heiwa Tofu’s essential legal matters.  Jeff is “very grateful” for the pro bono legal services that helped nurture his small business at a critical juncture.

Halcyon Farm Secures Lease to Expand Production

 

Lucas at Halcyon

Background: Halcyon Farm is a small-scale, intensive annual vegetable farm on Cape Cod owned and operated by Lucas Dinwiddie. For the past six years, Lucas has cultivated organic produce for direct-to-consumer sale on only one acre of land located on a busy highway in a residential neighborhood.

Legal Need: A housing development abuts Halcyon Farm. The development association is very supportive of the farm and agreed to lease a 1/5-acre parcel so that Lucas could expand his production. Halcyon Farm reached out to the Legal Food Hub for legal assistance in drafting this lease.

Relationship: The Legal Food Hub matched Halcyon Farm with Richard Stang, an attorney in Westport. Throughout the lease process, Lucas was thrilled to work with an attorney who was “extremely personable and helpful with getting this rolling.” In Lucas’s words, the lease process was “a pretty seamless experience” and he “couldn’t be more pleased with our work thus far.”

Jubali Juice Seeks Legal Assistance with Contract Formation, Investment Terms, and Partnership Structuring

Jubali

Background: Jubali Juice produces organic juices, smoothies, tea infusions, nut milks, and cleanses for health-conscious consumers. Jubali Juice was founded with the goal of making the highest quality products while also respecting the environment and giving back to the community. Jubali Juice uses locally sourced ingredients whenever possible. They also work with schools and hospitals in their commitment to local communities and participate in a carbon-offset program to be more sustainable.

Legal Need: Jubali Juice came to the Legal Food Hub with three distinct legal needs: drafting an exclusivity agreement with a national restaurant chain, revising an investor term sheet, and restructuring a partnership agreement.

 Relationship: The Legal Food Hub matched Jubali Juice with an attorney at Nixon Peabody in Boston to address its legal needs.

Southeastern Massachusetts Livestock Association Receives Assistance with Formation of New Non-Profit Entity

SEMALA

Background:  Southeastern Massachusetts Livestock Association (SEMALA) is a nonprofit organization comprised of farmers and local food advocates dedicated to addressing problems facing livestock farmers in southeastern New England. SEMALA was formed after the local slaughterhouse closed in 2007 and its members identified the need for a local animal processing facility. As such, SEMALA seeks to build and operate a new USDA-inspected slaughterhouse and processing facility in Westport, MA. This facility will primarily service southeastern Massachusetts, Rhode Island, and eastern Connecticut.

In addition, SEMALA is working with local educational institutions to develop curricula involving the processing of animals and value-added products and to involve students in studying the economic impacts of this facility on their community.

Legal Need:  SEMALA contacted the Legal Food Hub seeking to form a new nonprofit entity.

The Relationship:  The Legal Food Hub matched SEMALA with lawyers from Ropes & Gray who helped create a new nonprofit entity so that the association can continue to plan for a new slaughterhouse facility.