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as the back-end business, i.e., to existing customers.
Since around 1989 until a date not established by the record
in this case, Vita Industries, Inc. (Vita), which was incorpo-
rated in January 1989, was one of the Braswell sales corporations
and also provided to the other Braswell sales corporations
certain unspecified management services and other services not
established by the record herein.5 Beginning in 1993, Vita
entered a winding-down stage during which its activities were
limited primarily to collecting its receivables and paying its
liabilities and expenses.
In October 1992, Vita entered into an agreement with Cam-
paign Media Corporation (CMC), which was wholly owned by Chase
Revel (Mr. Revel) at the time that agreement was executed. (We
shall refer to that agreement as the Vita-CMC agreement.) The
Vita-CMC agreement, which was in force until sometime in 1996,
was to be binding on and inure to the benefit of the legal
representatives, successors, and assigns of CMC and Vita.
Pursuant to that agreement, CMC agreed to create advertising
material to promote Vita’s products and any other products that
Vita designated. In return, Vita agreed “to pay CMC royalties of
5% of the gross sales (less refunds, credit card chargebacks and
sales taxes) generated by any advertising material created by
5It is not clear from the record whether Vita provided such
services to other Braswell companies.
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