- 30 -
agreement that W&H uses in all of the escrow arrangements that W&H
has with WIB. During the term of the Contract, WIB was at all
times the escrow agent and did most of the caging.8
WIB began to deal with W&H in 1982 or 1983. WIB has been the
escrow agent for most of W&H’s clients. WIB’s first W&H-related
client was AICR. In 1984, about 15-20 percent of WIB’s business
pertained to W&H’s clients. By 1989, this had grown to 30-35
percent. Thereafter, the percentage dropped to about 25 percent.
WIB has always been unrelated to W&H in ownership.
The Escrow Agreement provides, in pertinent part, as follows:
WHEREAS, the Client [petitioner] agrees to pay all
costs for direct mail fund raising services as well as
cost for others providing services and supplies for the
direct mail fund raising program.
IT IS, THEREFORE, agreed:
1. ESCROW FUND. The Agency [W&H] and the Client hereby
agree that returns from the direct mail fund raising
programs shall be received by the Escrowee [WIB] and the
sum so received shall be known as the Escrow Fund.
2. PAYMENT OF CREDITORS. The Escrow Fund shall be held
by The Escrowee separate and apart from the other funds
of the Escrowee. The Agency shall present the Escrowee
with invoices of creditors, including invoices of the
Escrowee, which the Escrowee shall pay from said Escrow
Fund. All invoices paid from said Escrow Fund shall be
8 Caging involves receiving, opening, and processing the
return mail generated by a direct mail campaign. A caging
company generally performs such functions as depositing the
return mail receipts with a bank, providing to the client an
account of these receipts, verifying and correcting name and
address information with respect to contributors, recording
pertinent information with respect to contributors, and relaying
such contributor information to a computer company selected by
the client.
Page: Previous 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 NextLast modified: May 25, 2011