-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NTzeakLZqiVs4AFhXTOLPpAFm9lqS7zZt855GYiNWIq5e/XqOk9/j2yiUHQufYWi hLnFbTelO4gFiG4x84CoLQ== 0001089355-10-000039.txt : 20100726 0001089355-10-000039.hdr.sgml : 20100726 20100726155417 ACCESSION NUMBER: 0001089355-10-000039 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100712 ITEM INFORMATION: Termination of a Material Definitive Agreement FILED AS OF DATE: 20100726 DATE AS OF CHANGE: 20100726 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VISUAL MANAGEMENT SYSTEMS INC CENTRAL INDEX KEY: 0001284453 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669] IRS NUMBER: 000000000 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-133936 FILM NUMBER: 10969429 BUSINESS ADDRESS: STREET 1: 1000 INDUSTRIAL WAY NORTH STREET 2: SUITE C CITY: TOMS RIVER STATE: NJ ZIP: 08755 BUSINESS PHONE: (732) 281-1355 MAIL ADDRESS: STREET 1: 1000 INDUSTRIAL WAY NORTH STREET 2: SUITE C CITY: TOMS RIVER STATE: NJ ZIP: 08755 FORMER COMPANY: FORMER CONFORMED NAME: WILDON PRODUCTIONS INC DATE OF NAME CHANGE: 20040322 8-K 1 n11428_8-k.htm FORM 8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 12, 2010

VISUAL MANAGEMENT SYSTEMS, INC.
(Exact name of registrant as specified in its charter)

 

 

 

 

 

Nevada

 

333-133936

 

68-0634458

(State or other jurisdiction of
incorporation)

 

(Commission File Number)

 

(IRS Employer Identification
Number)

1000 Industrial Way North, Suite C
Toms River, New Jersey 08755
(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (732) 281-1355

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

 

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o

Pre-commencement communications pursuant to Rule 14d-2 (b) under the Exchange Act (17 CFR 240.14d-2(b))

o

Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4 (c))


 

 

ITEM 1.02

TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT.

On July 12, 2010, Visual Management Systems, Inc.’s digital surveillance product design and manufacturing subsidiary Intelligent Product Development Group, LLC (“iPDG”) terminated its Master Distributor Agreement (the “Agreement”) and Amendment to Master Distributor Agreement (the “Amendment”) with Visual Management Systems Dealer Group, LLC, of Lafayette, Louisiana (“Dealer Group”), for breach of the terms of the Agreement and Amendment by Dealer Group, including not fulfilling its sales volume requirements, not fulfilling its requirements regarding training and knowledge of iPDG’s product line, and misrepresentations made by individuals affiliated with Dealer Group regarding iPDG. As a result of the termination of the Agreement and Amendment, Dealer Group’s exclusive nationwide distributorship for iPDG products is also terminated, and iPDG is free to enter into new distribution agreements for territories including the United States.

The terms of the Agreement and Amendment were described in the Form 8-K filed by Visual Management Systems, Inc. with the Securities and Exchange Commission on April 23, 2010.

SIGNATURES

          Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

 

 

 

Visual Management Systems, Inc.

 

 

 

(Registrant)

 

 

 

 

 

 

By:

 

/s/ Jason Gonzalez

 

 

 

 

  

 

 

Name:

 

Jason Gonzalez

 

 

Title:

 

President and Chief Executive Officer

Dated: July 26, 2010

2

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