Don't Get Eaten Alive

Dear Pros,

You've got Kat this week, maybe a little bit worse for wear, but worth it. I pulled an all-nighter this week working on a story for our upcoming Best New Chefs digital issue; sat down for conversations with Food & Wine's longest-serving editors in chief, Dana Cowin and Hunter Lewis, about the history and future of the BNC accolade; and had an epic night watching our most recent Tinfoil Swans guests, the hip-hop duo Run The Jewels, open for Wu-Tang Clan at Madison Square Garden. Like I said: Worth every yawn at my desk.

And worth your time this week is this story by my dear friend Jasmine Moy. She's a lawyer who works exclusively with people in the hospitality industry, and has been kind enough to assist us with the F&W Best New Chef Mentorship Program over the years. Watching The Bear was as stressful for her as it is for many of her chef and restaurateur clients — but not because of broken sauces and busted walk-ins. It was the paperwork.

Or more specifically, the lack of it. She likens an operating agreement to a prenup for a marriage.

"I begin by asking a lot of questions about how long the partners have known each other and how long they've worked together to gauge compatibility and temperament. I try my best to instill how big a responsibility it is to take other people's money for a new venture. How many personal financial ones are involved with signing a lease. I explain what a nightmare and how lengthy the licensing and buildout processes are," she writes.

And if the people are still determined to move ahead, there's another gauntlet of questions so the practical guardrails can all be documented. "What are their obligations to each other? Can we confirm that they have shared intentions about this project and commitment to their roles? Can they agree who has a say in major company decisions, and how they're going to separate and divide assets if things start to fall apart or conflicts arise that cannot be resolved?"

On The Bear, not only do none of those conversations happen — various people pressure the sous chef character, Sydney, into signing a partnership agreement for a restaurant she's considering leaving, and that agreement was written by a lawyer who is the brother-in-law of one of the owners.

Red flags abound, from Sydney working without pay for six months and the restaurant having some funky investor funding to potential trailing tax liability and issues of money laundering. And if you, like Sydney, are having a panic attack just reading this, click on over to Jasmine's story. She lays out every issue at play and suggests some ways to resolve them in the real world or — better yet — avoid them in the first place.

And if you're headed to New Orleans for Tales of the Cocktail this coming week, keep an eye out for the Food & Wine team who will be on the ground. In particular, seek out our senior editorial director Sean Flynn, who will be leading a talk, Future of Hospitality: The Art of Being Hospitable, on July 22 at 1:30 at The Ritz-Carlton as part of the Futures Lab. (Oh and legend has it that Run The Jewels will be at Tales pouring their Juice Runners canned cocktails, too.)

Protect ya neck,
Kat