To: Stanley Sucks home...

23. As at September 29, 1999, the Defendant had also published on the Defendant’s Mac Tools Web Site many statements which purport to be authored by third parties and which, collectively and individually, lower the reputation and goodwill associated with the Plaintiff, its Products and Business, and which have the resulting effect of depreciating the value of the goodwill attaching to the MAC TOOLS Trade-marks. These alleged third party statements include:
    1. “It has come to my attention that there are some serious problems for a MAC TOOL distributor.” (see Anonymous Letter Page)

    2. “If you have answered yes to one or more of these questions you may be interested to know that a distributor association is being formed in order that we may together try to alleviate individual frustration and collectively negotiate with MAC TOOLS for a more equitable solution to our problems.” (see Anonymous Letter Page)

    3. “The website www.mactools.ab.ca has shown in detail how Mac Tools has operated over the past few years. Mass layoffs, plant closures, supply issues, service problems etc. How could Stanley Works, a 156 year old American corporate icon, allow this to happen and risk tarnishing their good name? Upheavals throughout the entire company have seen that revered reputation blackened with infamy.” (see Guest Rant Page)

    4. “Under the previous CEO, Richard Ayers (yes, that’s Dick-Ayers!), a restructuring process was implemented. It was a disaster for many involved, especially independent Distributors and factory workers. But, the stock remained healthy and was worth over $50/share. Under the new CEO, John Trani, Stanley REALLY began to change. Mr. Trani immediately geared-up (pun intended) to unleash a massive restructuring that would forever change the face of Stanley. Under his leadership, Stanley has seen a 25% work force reduction (from 20,000 down to 15,000.), 53 plant and 16 warehouse closings, supply and quality issues, and a freefall plunge in their stock value to under $25 per share. Mr. Trani is paid 3.2 million per year.” (see Guest Rant Page)

    5. “Closing a hinge factory in the U.S. and having them made in China in a “partnership” or closing the Goldbatt plant in Kansas; [sic] These closures affected real people who, in many cases, were 20 year plus loyal employees. They were thanked for their dedicated service by losing their jobs to Chinese and Mexican workers. Ironically, 1/3 of Goldbatt’s workforce were Mexican immigrants who came to U.S. looking for a better life.” (see Guest Rant Page)

    6. “Having made it through the public relations forum seemingly unscathed, Stanley was yet to hurl the final insult upon the public. During restructuring, Stanley had eliminated domestic steel and was using off shore steel in the new manufacturing facilities. Many of their high profile brands of hand tool were being touted as “Made in the U.S.A.”. Off shore steel means it is not “Made in the U.S.A.”. The public was mislead [sic] and the F.T.C. was not impressed.” (see Guest Rant Page)

    7. “After literally years of major upheaval, what do they have to show for it? A lean, efficient globally competitive giant poised to regain lost market capitalization? Likely, but at what cost? After turning their back of [sic] thousands of loyal distributors and employees, and wilfully deceiving the public, whatever Stanley does have to show for it, it was on the backs of their own loyal people and customers.” (see Guest Rant Page)

    8. “We leave [sic] in California, Orange county. We had a Mac Tools dealer over this area, his name is or was Gary Spurlock. Last year he was about to retire from Mac Tools. He got the name and social security numbers of his customers and forged the signatures of them, obtaining lines of credit ‘for his customers’ and putting these moneys in his pocket. Now he is gone, and nobody knows where he is. I realized this situation when a few weeks ago I got in the mail a letter from a collection agency were [sic] I was owing Mac Tools More [sic] than $7,000 in tools that I never got. I called 1 800MACTOOLS and nobody could explain what is going on. I’ve sending [sic] messages and still calling but the only thing they tell me is that now I must talk to the colllection [sic] agency. This dealer is a crook! and the big corporation is doing nothing about it! Please if you know something about this, or related to it, let me know.” (see Readers Writes Page)

    9. “I still haven’t talked to Mac yet. I am still making my list. I can’t believe the stuff they have cut out and the stupid stuff they have put in their book. What and [sic] the world is a drywall saw doing in that kind of tool catalog. They cut out all kinds of stuff [sic] I didn’t realize until I talked to Casper, my tool guy, today. He said they won’t listen and doesn’t know what they are gonna do about warranties on discontinued tools. He said that he can give the cash back since he is a private dealer but the company guys can’t. They have to credit your account. He said that it is a mess.... Another thing Casper said is that they don’t know who is behind all this mess. Stanley or the Mac department.” (see Readers Writes Page)

    10. “I have a feeling that it’s called ‘consolidation.’ I was a pilot for Eastern Air Lines for over 20 years, so I’ve heard it all before: ‘We are shrinking our way back to profitability.’ Translation: We are squeezing out all the employees so we can bankrupt this place and transfer all the assets to non-union Continental where everyone works for near minimum wage. Just look around - Stanley, Dannaher, Cooper, and Snap-On are buying out all the smaller companies and consolidating them. I would almost be willing to bet that we will soon have only one or two big companies owning all the rest. That way they can eliminate all the competition, eliminate duplicate manufacturing facilities, move most production outside the USA, eliminate most of the employees, and charge whatever they can get. The bean counters are running the store now. If it’s a low-profit or a low-volume item, it’s gone.” (see Readers Writes Page)

    11. “Stanley, contrary to Snap-on (that being said from a former Snap-on sales rep) never quite fully developed the franchisee franchisor commitment. This distributor stuff from MAC is pure malarkey.” (see Readers Writes Page)

    12. “I had once a MAC dealer, a top dog, let me say that he would pack up and get a MATCO tool truck and stick it to MAC. A former MAC and now Snap-on guys, also told me MAC is a joke. In all I feel bad for those top earners who manage to build a decent business under the brand. They are being outright cheated. What a franchise, and how these corporate heads managed to destroy it!!!!!!!! Those f... [sic] Harvard and Wharton grads are not as smart as they think. I also recall, that a ontime MAC had a policy of only promoting from within. A tool man could go as far as being CEO. Now all you have is probably a bunch of lawyers, CPAs and MBA’s [sic]. I am almost sure as to this guess.” (see Readers Writes Page)

    13. “Have seen some postings lately in the auto section about Mac dealers that wont [sic] warranty tools if theyre [sic] more than 10 years old. I dont [sic] have much of Mac hand tools so Im [sic] not too worried personally but if I did I would be pissed. So I was going to give my Mac dealer a hard time about it but he hadnt [sic] been by the shop for over a month. I was talking to my Snapon dealer today and mentioned about not seeing the Mac guy lately. He told me my Mac dealer and another had been fired. I know that Mac uses only employees and not independent dealers anymore and maybe this is why. My guess is my dealer didnt [sic] make his quota or something like that. He and the other dealer only started last year and he seemed like an ok guy. I had just bought an air drill from him and I still owe a balance, gee what am i [sic] to do?;-)” (see Readers Writes Page)

    14. “I don’t know about not warrantying tools over ten years old, but I do know the quality and service levels have taken a dive since the employee dealer program started. The dealer in my area is a good guy, but never has anything on the truck. He’s limited to $27,000 in inventory including used items. He’s frustrated because Mac continues to send him Stanley contractor tools and non tools items such as fishing poles, but he couldn’t put together a standard or metric wrench set to sell if he had to. It’s becoming a mobile mail order truck. Alot [sic] of sales are driven by a need at the moment or spontaneously when the tool is in your hand. If he doesn’t even have a good supply of the basics he misses those opportunities because later that day or week tool truck ‘S’ or ‘M’ or ‘C’ will be by and chances are they will have a decent inventory. I’ve gotten so fed up with the inventory and service level that a couple of weeks ago I traded in what Mac tools I had for another brand. Now I know if I need a T-square or fishing pole I can go see the Mac guy, otherwise I’m done.” (see Readers Writes Page)

    15. “The new MAC tools catalog is out and as I flip through it I notice a lot of items are no longer listed. They’ve discontinued three tool box lines. Only selection now is various model of Macsimizer, tech 1000, and economizer boxes. Almost all of the six point wrenches are discontiued [sic]. And to me the biggest shock was the almost total elimination of 3/4” drive tools. I called my local dealer to find out if this was the case and he said yes but with one difference, actually all of the 3/4” drive stuff is being discontinued. If a customer needs 3/4” drive they’ll have to special order Proto tools for them, however they don’t have a catalog for Proto. So what about warranty of previously bought MAC tools? Not sure. He said MAC/Stanley was streamlining. Doesn’t look like a good trend to me. The good news is that they did add contractor tools to the catalog, so next time your [sic] working on that heavy equipment and need a level or a cross cut saw you’re covered.” (see Readers Writes Page)

    16. “Well it sounds to me like all you MAC guys ,[sic] or were MAC guys. Are [sic] taking it up the tail pipe. I think you should take those corporate mother f*****s out back and lay the f*****g boots to em [sic] all! Well that’s all I have to say about that. Keep up the good work buddy.” (see Readers Writes Page)

    17. “My brother in-law [sic] got into Mac after 20 years of being a truck mechanic. Almost everything mentioned on your site happened to him and my sister. I think that it is criminal what they do to people and I am glad someone is publically [sic] telling their story. 20 years of work was reduced to nothing in a matter of 3 years. Now they have to start over at almost 50. Shame on Stanley.” (see Readers Writes Page)

    18. “This sounds awful familiar. I know nothing about tools, but I did get shnookered [sic] into becoming an Amway distributor and, maybe I am the only one, but I see some parallels. Not the MLM part, but more the deceptive recruiting and chew ‘em up and spit ‘em out mentality.” (see Readers Writes Page)

    19. “I was here last week and I saw a bunch of postings from a Bulliten [sic] Board Service that had a bunch of people complaining about MAC Tools, and how much they loathe them.... I’ll look at my MAC Tools guy in a whole different light, poor bastard.” (see Readers Writes Page)

    20. “I was a mac [sic] dealer for about 3 and a half years. I went broke (just like the guy before me and the guy before him and...). I admire what you are doing and wish I could have done the same thing. I looked at suing them, but it was going to cost me money I did not have. The way I was recruited and the product issues are exactly the way it happened to me as well. Another thing you may want to mention is the AES (Automotive Equipment Specialists). This was a program that was to help increase sales of scopes and other expensive tools that the competitors were already doing. This was a key reason why I got in. I specifically asked about equipment sales and I was told this new program was going to make Mac competitive with other companies. As with all the other promises you mention on your site, this too fell through. The competition kept on selling equipment in my territory. There was a long period where I could not get sockets and wrenches to remain even partially competitive. All the big sales and little sales were being ‘snapped’ up by the company who could supply. Eventually the cycle caught up with me and I had to throw in the towel on the dream of independence. After sucking up the loss and paying off my debts, I was left in bad financial shape. At my age (53) starting over financial has not been easy. I wish I knew then what I know now.” (see Readers Writes Page)

24. The Defendant’s Skunclenet Web Site publishes the Defendant’s views on a number of topics, including East Timor, the United States government’s involvement in the 1993 incident at Waco, Texas involving David Koresh, the use of drugs amongst high school students and photo radar. The Defendant’s Skunclenet Web Site as at September 17, 1999 made the following statement: “Sorry that this page hasn’t been updated in a while, but the staff have been busy putting together www.mactools,ab.ca.”

25. The statements referred to in paragraphs 22 and 23 hereof, when reviewed in their entirety, mean or are understood to mean that:
    1. Stanley abuses its employees, managers, distributors and customers;

    2. Stanley’s methods of conducting business cause many unhappy people;

    3. Stanley’s founders would “turn over in their graves” if they were aware of the company’s new corporate policies and way of doing business;

    4. Stanley is staffed by corporate villains and hooligans;

    5. Stanley relies upon underhanded methods of conducting its business in order to increase its profitability at the expense of its stakeholders;

    6. Stanley is deceitful, untrustworthy and dishonest;

    7. Stanley makes promises, but fails to honour them;

    8. Stanley makes false and misleading statements to induce prospective distributors to join the system;

    9. Stanley does not support its distributors;

    10. Statements made by Stanley should not be believed;

    11. Employees, distributors and customers of Stanley have lost confidence in the company;

    12. Stanley encourages its managers to engage in unethical business practices; and

    13. Stanley’s agents engage in fraudulent activities.

Defamatory Statements and Stanley’s Damages

26. By reason of the above defamatory publications, Stanley has suffered injury to its character, credit and reputation and damage to its trade and business. These statements and graphic designs are also false, misleading and defamatory and were published.

    li>Stanley has served the Defendant with a Notice pursuant to Section 13 of the Defamation Act, R.S.A. 1980, c. D-6, as amended. Stanley pleads and relies upon Sections 2 and 3 of the Defamation Act.

28. On September 28, 1999, W. Lee Webster, counsel for the Plaintiff, received the following e-mail message from the Defendant:

    “Gentlemen,
    At this point, you all must have surmised that the only way of making

    me go away is to purchase this site from me. The exposure this site has garnered is beyond expectations and with recent and upcoming media attention, it is poised to grow in exponents only the internet can foster. Conventional mass media and expanded internet domains specific to Stanley, and their activities, are the next logical step in this new arena of battle.

    As always, my dealing in good faith is still intact and, in what has become somewhat of a tradition, I am forewarning you of my intent and extend the opportunity to make further actions unnecessary. As always, if I hear nothing from you I will assume you are uninterested and will move forward with my plans.

    Regards,
    Phil McNeil
    

    www.mactools.ab.ca something new every day!”

29. On September 30, 1999, Sean Smyth, counsel for the Plaintiff, received the following e-mail message from the Defendant:
    “Sean, A quick note to show you what ignoring a tenacious Scot will do! have [sic] a good one. Phil”

Depreciation of Goodwill and Stanley’s Damages

30. The above statements and graphic designs, collectively and individually, lower the reputation and goodwill associated with the Plaintiff, its Products and Business, and depreciate the value of the goodwill attaching to the MAC TOOLS Trade-marks.

31. By the Defendant publishing statements and graphic designs of and about the Plaintiff on the Depreciating Web Sites in association with the MAC TOOLS Trade-marks, the Plaintiff has suffered, and will continue to suffer, damages and irreparable harm, including loss of reputation and goodwill with the public in general and, in particular, with customers and potential customers of the Plaintiff, its subsidiaries and their authorized distributors.

32. By reason of its aforementioned actions and conduct, the Defendant:
    1. has used the MAC TOOLS Trade-marks in a manner that is likely, contrary to Section 22(1) of the Trade-marks Act, to have the effect of depreciating the value of the goodwill attaching to the MAC TOOLS Trade-marks;

    2. has, contrary to section 19 of the Trade-marks Act, violated the Plaintiffs exclusive right to the use of the MAC TOOLS Trade-marks by using the words “Mac”, “Tools” and/or “Stanley” in the Defendant’s url addresses and in the meta tags of the Depreciating Web Sites; and

    3. has, contrary to section 20 of the Trade-marks Act, infringed the MAC TOOLS Trade-marks by selling his wares and services and advertising his wares, services and business in association with the MAC TOOLS Trade-mark.

33. The Plaintiff pleads and relies upon the provisions of the Trade-marks Act, including sections 19, 20, 22, 53.2 and 55.

34. The Plaintiff proposes that the trial of this matter be held at the Court House in the City of Edmonton, in the Province of Alberta.

35. The Plaintiff believes that this trial will not take longer than 25 days.

WHEREFORE THE PLAINTIFF CLAIMS:

1. a declaration that the Defendant:
   1. has used the MAC TOOLS Trade-marks in a manner, contrary to section 22(1) of the Trade-marks Act, that is likely to have the effect of depreciating the value of the goodwill attaching to the MAC TOOLS Trade-marks;

   2. has, contrary to section 19 of the Trade-marks Act, used the MAC TOOLS Trade-marks;

   3. has, contrary to section 20 of the Trade-marks Act, infringed the MAC TOOLS Trade-marks; and

   4. has published false, misleading and defamatory statements and graphics of and concerning the Plaintiff on the Defendant’s Mac Tools Web Site and the Defendant’s Skunclenet Web Site;

2. a permanent injunction restraining the Defendant and any person acting under the instructions of the Defendant and anyone aware of such order of this Honourable Court from:
   1. using the MAC TOOLS Trade-marks, or any other trade-mark, trade-name or design similar thereto, in a manner likely to have the effect of depreciating the value of the goodwill attaching to the MAC TOOLS Trade-marks;

   2. making false, misleading and depreciating statements in association with his use of the MAC TOOLS Trade-marks, or any other trade-mark, trade-name or design similar thereto, in a manner such that the statements would, collectively or individually, be likely to have the effect of depreciating the value of the goodwill attaching to the MAC TOOLS Trade-marks;

   3. using in any manner whatsoever, including on and in the meta tags and uniform resource locator (“url”) address of any web site, including the Depreciating Web Sites, the MAC TOOLS Trade-marks, either alone or in combination with any other words or symbols;

   4. using in any manner whatsoever, including on and in the meta tags and url address of any web site, including the Depreciating Web Sites, any trade-mark, trade-name or design confusingly similar to the MAC TOOLS Trade-marks;

   5. advertising the sale of new, used or broken MAC TOOLS Products in association with the MAC TOOLS Trade-marks or any other trade-mark or design confusingly similar thereto; and

   6. publishing false, misleading and defamatory statements and graphics of and concerning the Plaintiff on any web site, including the Depreciating Web Sites.

3. an order directing the Defendant to deliver up to the Plaintiff or its solicitors all hardware and software in the Defendant’s possession, custody, control or power which enable or facilitate the Defendant to post a web site on the Internet, including delivery up of the Defendant’s personal computers which serve as a host for the Depreciating Web Sites, or directing that the said materials be destroyed and proof of such destruction be provided to the Plaintiff or its solicitors within such times and upon such terms as may be fixed by this Honourable Court;

4. an order directing the Defendant to abandon his url address www.mactools.ab.ca;

5. damages in the amount of Ten Million Dollars ($10,000,000.00);

6. punitive and exemplary damages in the amount of Five Million Dollars ($5,000,000.00);

7. the Plaintiffs costs of this action on a solicitor and client basis, plus GST;

8. pre-judgment and post-judgment interest on the aforementioned amounts pursuant to the Judgment Interest Act (Alberta), as amended; and

9. such further and other relief as the Plaintiff may be entitled to and which this Honourable Court may deem just.

DATED at the City of Edmonton, in the Province of Alberta, this 29th day of October, 1999, and
DELIVERED BY Osler, Hoskin & Harcourt LLP, Barristers and Solicitors, Solicitors for the Plaintiff, whose address for service is in care of the said Solicitors at 1900, 333 - 7th Avenue SW, Calgary, Alberta, T2P 2Z1 to the attention of Andrew D. Little.

ISSUED out of the office of the Clerk of Court Queen’s Bench, Judicial District of Edmonton, this 29th day of October, 1999.

___________________ CLERK OF THE COURT