Type of Action

1. This cause arises out of business relationships between Plaintiffs and Defendants tangential to what may be commonly referred to as the "Amway business." This dispute does not directly involve the purchase or sale of Amway products. Instead, it pertains to what may be referred to as the Amway-related "tool" and "function" business more particularly described below. The "tool" and "function" business is not a part of Amway itself, but pertains to the promotion of Amway through the independent efforts of Amway distributors. The parties hereto are engage(d) in the Amway-related "tool" and "function" business. The causes of action hereinafter set forth, arising out of the same series of transactions and occurrences, are based upon the Defendants, while acting as co-conspirators, fostering an unlawful pyramid scheme, unlawfully fixing prices of products and/or services within this State, tortious interference with Plaintiffs' contracts and business relationships and expectancies, breach of implied in fact contracts, and breach of attendant duties of good faith and fair dealing. The Defendants, acting in concert and conspiring among themselves and with others, have/are systematically, intentionally and willfully eliminating Plaintiffs, or have eliminated Plaintiffs, from the Amway-related "tool" and "function" business, in violation of law.

Jurisdiction and Venue

2. Jurisdiction is proper in this Court, in accordance with § 506.500 R.S.Mo., as all of the Defendants have transacted business, committed tortious acts, and made contracts within the State of Missouri, including Greene County. The Plaintiffs' causes of action arise from these acts. On knowledge and belief, the Defendants acted in concert with one another in furtherance of a joint enterprise or conspiracy, such that the acts of one Defendant constitute the acts of all other Defendants. The price fixing hereinafter alleged involved products delivered into Missouri and, at least in part, used or consumed by Missouri residents. The amount in controversy substantially exceeds the minimum jurisdictional limit for matters to be brought before this Court.

3. Venue is proper in this Court in accordance with the provisions of § 508.010(3) R.S.Mo., as there are resident and nonresident Defendants of this State, both individual and corporate, and several of the Defendants reside in Greene County, Missouri.

4. Defendants Dunn base their business operations in Missouri. The out-of-state Defendants all do business in Missouri, and most, if not all, do business with the Dunn Defendants. For example, Defendant Gooch attended a business meeting in Kansas City, Missouri, in March 1998; Defendant Childers attended meetings in Huggins, Missouri, in September 1997, and in Kansas City, Missouri, in March 1998, April 1999 and May 2001; Defendant Foley attended a meeting in Kansas City, Missouri, in March 1998, as did Defendant Woods; and Defendant Grabill attended meetings in Columbia, Missouri, in January 1992 and in St. Louis, Missouri, in July 1995, April 1996 and April 1997. These meetings involved discussions pertaining to and business with direct application to the Amway-related tool and function business, the focus of this action. Defendants transact such business with Missouri residents on a weekly basis and have done so for years.

Parties

5. Plaintiff Nitro Distributing, Inc. ("Nitro") is a Missouri corporation with offices located at 5133 South Campbell, Suite 102, in Springfield, Missouri. Nitro's principal is Ken Stewart. Nitro was incorporated on October 18, 1988. Nitro facilitates the Amway-related "tool" business for Stewart & Associates International, Inc. ("Stewart Associates"), an Amway distributorship owned by Ken Stewart, and operates in tandem with Plaintiff West Palm Convention Services, Inc. ("West Palm"), to build, support and enhance the Amway business. Nitro is not an Amway distributorship/independent business. Nitro and West Palm have the benefit of Stewart Associates' downline distributors, as hereinafter explained, such that Nitro's and West Palm's "downline" are those downline distributors of Stewart Associates. Plaintiffs Nitro, West Palm and non-party Stewart Associates are collectively referred to herein at times as the "Stewart Organization."

6. Plaintiff West Palm Convention Services, Inc. ("West Palm"), is a Florida corporation with offices located at 177 U.S. Highway 1, Suite 313, in Tequesta, Florida. West Palm's principal is Ken Stewart. West Palm was incorpor-ated in Florida on December 13, 1996. Prior to incorporating in Florida, West Palm was a Missouri corporation incorporated on February 5, 1992. West Palm facilitated the Amway-related rally, convention and function business for Stewart Associates and Ken Stewart, and operated in tandem with Nitro to build, support and enhance the Amway business. West Palm is not an Amway distributorship/ independent business.

7. Defendant Jimmy Dunn is a citizen of the State of Missouri, residing at 4078 East Forrest Ridge Lane, Rogersville, Greene County, Missouri. Upon knowledge and belief, Dunn operates an Amway distributorship through a nonparty corporation, but he is not an Amway distributorship/independent business. Dunn also conducts business through Defendant Jimmy V. Dunn & Associates, Inc. ("Dunn Associates"). Dunn Associates is organized and existing under the laws of the State of Missouri, with its principal place of business at 2446 South Sheridan Blvd., Springfield, Greene County, Missouri. Dunn Associates' principal is Jimmy Dunn. Upon knowledge and belief, Dunn Associates is in the business of purchasing and reselling business support materials for use by Amway distributors, and of organizing seminars, rallies and major functions attended by Amway distributors. Dunn Associates is not an Amway distributorship/independent business. Jimmy Dunn and Dunn Associates reside in Greene County, Missouri, conduct business in this State, and are subject to suit in Missouri. The acts and/or omissions of Jimmy Dunn, as herein described, are those of Dunn Associates. Unless otherwise noted, reference to "Defendant Dunn" herein shall refer to all Dunn Defendants who are/were co-conspirators in the conspiracy hereinafter described.

8. Defendant Harold [Hal] Gooch, Jr. is a citizen of the State of North Carolina, residing at Six Curtis Court, Thomasville, North Carolina. Upon knowledge and belief, Gooch operates an Amway distributorship through a nonparty corporation, but he is not an Amway distributorship/independent business. Gooch also conducts business through Defendants Gooch Support Systems, Inc. ("Gooch Systems") and Gooch Enterprises, Inc. ("Gooch Enterprises"), and is president and co-owner of each; he is the principal of each company. Gooch Systems and Gooch Enterprises are organized and existing under the laws of the State of North Carolina, with their principal place of business at Six Curtis Court, Thomasville, North Carolina. On knowledge and belief, Gooch Systems is in the business of purchasing and reselling business support materials for use by Amway distributors, and Gooch Enterprises is in the business of organizing seminars, rallies and major functions attended by Amway distributors. Neither Gooch Systems nor Gooch Enterprises are Amway distributorships/independent businesses Hal Gooch, Gooch Systems and Gooch Enterprises conduct, and have conducted, business in the State of Missouri, and are subject to suit in Missouri. The acts and/or omissions of Harold Gooch, Jr., as herein described, are those of Gooch Systems and Gooch Enterprises. Unless otherwise noted, reference to "Defendant Gooch" herein shall refer to all Gooch Defendants who are/were co-conspirators in the conspiracy hereinafter described.

9. Defendant William [Bill] Childers is a citizen of the State of North Carolina. Upon knowledge and belief, Childers operates an Amway distributorship through a nonparty corpor-ation, but he is not himself an Amway distributorship/independent business. Childers also conducts business through Defendant TNT, Inc. of Charlotte, North Carolina ("TNT"). TNT's principal is Defendant Childers. On knowledge and belief, TNT is organized and existing under the laws of the State of North Carolina, with its principal place of business at 1518 Providence Road, Charlotte, North Carolina. TNT is in the business of purchasing and reselling business support materials for use by Amway distributors, and of organizing seminars, rallies and major functions attended by Amway distributors. TNT is not an Amway distributorship/independent business. Childers and TNT conduct business in the State of Missouri, and are subject to suit in Missouri. The acts and/or omissions of William Childers, as herein described, are those of TNT. Unless otherwise noted, reference to "Defendant Childers" herein shall refer to all Childers Defendants, including TNT, who are/were co-conspirators in the conspiracy hereinafter described.

10. Defendant Thomas D. [Tim] Foley is a citizen of the State of Florida, residing at 11541 Lane Park Road, Tavares, FL 32778. Upon knowledge and belief, Foley operates an Amway distributorship through a nonparty corporation, but he is not himself an Amway distributorship/independent business. Foley also conducts business through Defendant T&C Foley, Inc. of Tavares, Florida ("T&C"). T&C's principal is Defendant Foley. On knowledge and belief, T&C is organized and existing under the laws of the State of Florida, with its principal place of business at 11541 Lane Park Road, Tavares, FL 32778. T&C is in the business of purchasing and reselling business support materials for use by Amway distributors, and of organizing seminars, rallies and major functions attended by Amway distributors. T&C is not an Amway distributorship/independent business. On knowledge and belief, the act and/or omissions of the co-conspirators and Defendant Foley are/were the acts and/or omissions of T&C. Foley and T&C conduct business in the State of Missouri, and are subject to suit in Missouri. Unless otherwise noted, reference to "Defendant Foley" herein shall refer to all Foley Defendants, including T&C, who are/were co-conspirators in the conspiracy hereinafter described.

11. Defendant Steven S. Woods is a citizen of the State of Florida, residing at 3316 NE Sugarhill Avenue, Jensen Beach, Florida 34957. Upon knowledge and belief, Woods operates an Amway distributorship through a nonparty corporation, but he is not himself an Amway distributorship/independent business. Woods also conducts business through Defendant G.F.I. International, Inc. of Jensen Beach, Florida ("GFI"). GFI's principal is Defendant Woods. On knowledge and belief, GFI is organized and existing under the laws of the State of Florida, with its principal place of business at 3316 NE Sugarhill Avenue, Jensen Beach, Florida 34957. GFI is in the business of purchasing and reselling business support materials for use by Amway distributors, and of organizing seminars, rallies and major functions attended by Amway distributors. GFI is not an Amway distributorship/independent business. On knowledge and belief, the act and/or omissions of the co-conspirators and Defendant Woods are/were the acts and/or omissions of GFI. Woods and GFI conduct business in the State of Missouri, and are subject to suit in Missouri. Unless otherwise noted, reference to "Defendant Woods" herein shall refer to all Woods Defendants, including GFI, who are/were co-conspirators in the conspiracy hereinafter described.

12. Defendant Parker E. Grabill is a citizen of the State of Michigan, residing at 0-1622 Lake Michigan Drive NW, Grand Rapids, MI 49544. Upon knowledge and belief, Grabill operates an Amway distributorship through a nonparty corporation, but he is not himself an Amway distributorship/independent business. Grabill also conducts business through Defendant Grabill Enterprises, Inc. of Grand Rapids, MI ("Grabill Enterprises"). Grabill Enterprises' principal is Defendant Grabill. On knowledge and belief, Grabill Enterprises is organized and existing under the laws of the State of Michigan, with its principal place of business at 0-1622 Lake Michigan Drive NW, Grand Rapids, MI 49544. Grabill Enterprises is in the business of purchasing and reselling business support materials for use by Amway distributors, and of organizing seminars, rallies and major functions attended by Amway distributors. Grabill Enterprises is not an Amway distributorship/independent business. On knowledge and belief, the act and/or omissions of the co-conspirators and Defendant Grabill are/were the acts and/or omissions of Grabill Enterprises. Grabill and Grabill Enterprises conduct business in the State of Missouri, and are subject to suit in Missouri. Unless otherwise noted, reference to "Defendant Grabill" herein shall refer to all Grabill Defendants, including Grabill Enterprises, who, on information and belief, are/were co-conspirators in the conspiracy hereinafter described.

13. Defendant ProNet Global Association, Inc. (hereinafter "ProNet"), is a purported not-for-profit, non-stock Delaware corporation engaged generally in the business of facilitating the sale of business support materials or "tools" for use by Amway distributors, and of organizing seminars, rallies and major functions attended by Amway distributors nationwide. ProNet's main offices are now located at Suite K, 5075 Cascade Road S.E., Grand Rapids, Michigan, but were previously located at 6851 Distribution Avenue South, Jacksonville, Florida. ProNet does business in Missouri and has "members" (including Defendant Dunn) in Greene County, Missouri. Defendants Gooch, Childers, Foley and Woods were/are "Founding Members" of ProNet, and serve on the ProNet Board of Directors and/or "steering committee." ProNet is not an Amway distributorship/independent business. ProNet is/was a co-conspirator in the conspiracy herein-after described. The conspiracy controls ProNet; it is the conspiracy's instrumentality.

14. Defendant Global Support Services, Inc. (hereinafter "Global"), is a purported Delaware corporation engaged generally in the business of buying, manufacturing, supplying and/or selling business support materials or "tools" to Defendant ProNet's members for use by other Amway distributors. Global's main offices are located at 6851 Distribution Avenue South, Jacksonville, Florida. Global does business in Missouri, including Greene County. Global works in tandem with ProNet. Global is/was a co-conspirator in the conspiracy hereinafter described. Global's principal is Don Brindley, a nonparty co-conspirator herein. Bindley's acts and/or omissions are/were Global's. Global is not an Amway distributorship/independent business.

15. Defendant ProNet Global I, Inc. (hereinafter "ProNet Profit"), is a for-profit Delaware corporation. On knowledge and belief, ProNet Profit works in tandem with Defendants ProNet and Global, sells goods and/or services to ProNet members, does business in many states including Missouri, and is a co-conspirator in the conspiracy hereinafter described. ProNet Profit's main offices are located at 6851 Distribution Avenue South, Jacksonville, Florida. ProNet Profit is not an Amway distributorship/independent business. On information and belief, ProNet Profit is controlled by Defendants Gooch, Childers, Foley and Woods, and owned by one or more of them and perhaps others.

16. Defendant Robert A. Blanchard (hereinafter "Blanchard"), is a citizen of the State of Michigan, residing at 932 Lakeside Drive S.E., East Grand Rapids, Michigan. Blanchard is and has been since July 15, 1999, the Chief Operating Officer of Defendant ProNet. Upon Blanchard becoming the COO of ProNet in 1999, ProNet opened offices in Grand Rapids, Michigan. On knowledge and belief, Blanchard has also served in some managerial and/or officer capacity for Defendant ProNet Profit since mid-1999. Blanchard is not an Amway distributorship/independent business. Blanchard is a co-conspirator in the conspiracy hereinafter described. The acts and/or omissions of Robert Blanchard, as herein described, are those of Defendants ProNet and ProNet Profit.

17. On knowledge and belief, the Defendants conspired among themselves and with other non-party co-conspirators, as more particularly described below, to undermine and damage Plaintiffs and the Stewart Organization, as well as certain other successful Amway distributors. Accordingly, in the furtherance of this conspiracy or enterprise, the primary purpose being to avoid "lines of sponsorship" and to impair the Plaintiffs' networks of downline distributors in order to profit unfairly from the Amway-related tool and function business, the act or omission of one Defendant or co-conspirator constituted the act or omission of the others. The conspiracy had and has a nexus in Missouri, as integral participants reside in Missouri, and acts of the conspiracy occurred in this State. As hereinafter more particularly detailed, on knowledge and belief, the Defendants conspired among themselves and with others to foster an unlawful pyramid scheme, to breach agreements affecting the Plaintiffs' businesses, to unjustifiably and illegally interfere with the Plaintiffs' contracts and business relationships and expectancies without legal justification, to deal unfairly absent good faith, and to impair and damage Plaintiffs' businesses to and for Defendants' own advantage and profit. Designated Defendants John Doe and Richard Roe are representative of other persons, unknown to Plaintiffs, who conspired with the other Defendants and co-conspirators to accomplish the unlawful purposes of the conspiracy enterprise as herein alleged, as not all of the co-conspirators are known by Plaintiffs.

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This page was last updated on 5/10/2007