1984 Flood traded under the service marks
and FLOOD (or variationsthereof). (Davis Decl. [#37-2]
3-5, 10-11).Four years later, to further expand their operations in Virginia, Crooks and Davisincorporated another business under the name John C. Flood
Virginia, Inc. ("VirginiaFlood").
6). Crooks and Davis invited Clinton Haislip and James Seltzer, who thenwere employees
1984 Flood, (Seltzer Decl. [#63-11]
Virginia Flood as non-controlling shareholders. (Davis Decl. [#37 -2]
7). Haislip and Seltzer initially owned
the stock, while Crooks and Davis owned
%, (Davis Dep. [#63-6] at 83), buteventually, Crooks and Davis gave Haislip and Seltzer an additional 1
share in thecompany, making Crooks and Davis equal owners with Haislip and Seltzer,
at 83-84,94). Because Haislip and Seltzer lacked the technical expertise to run the business
themselves at the outset, Crooks and Davis regularly helped with the technical aspects
thebusiness, maintained the books and records, and appointed a manager to oversee day-to-dayoperations.
at 58-60).There is no dispute that Virginia Flood had
without the modifier
Virginia." The partiesdisagree, however, about the nature and scope
that license. In his declaration, Seltzertestified that Crooks and Davis made a verbal agreement to allow Virginia Flood to use themarks on, among other things, its service trucks, contracts, invoices, and telephone bookadvertisements. (Seltzer Decl. [#63-11]
6). In exchange, Virginia Flood paid Crooks andDavis a weekly sum.
Davis testified, however, that Virginia Flood was allowed to usethe marks JOHN C. FLOOD or FLOOD only until it replaced the service trucks that already3
Case 1:06-cv-01311-RJL Document 86 Filed 03/31/10 Page 3 of 16