Former Master Distributor Michael Rutherford has sued Pruvit and CEO Brian Underwood… again.

The June 20th Texas filed lawsuit is the latest legal escalation between Rutherford and his former MLM company.

To recap;

  • Rutherford sued Pruvit in June 2023, alleging his commissions had tanked, been suspended and Underwood had been misappropriating his income (Underwood wanted to make the arrangement official after Pruvit stopped paying executive commissions)

Instead of filing a counterclaim, Rutherford and O’Neal have now filed their own lawsuit. Pruvit and Underwood are named defendants.

Rutherford states he filed his own lawsuit because of a pending Motion to Dismiss in the Pruvit case, as well as an accompanying motion seeking emergency relief.

Not surprisingly, Rutherford’s lawsuit also pertained to the reached settlement with Pruvit. Details of which are provided in Rutherford’s Complaint;

The settlement agreement set forth the following terms:

a. That Plaintiffs were no longer allowed to “participate, in any way, with activities related to” Pruvit;

b. That while Rutherford was no longer allowed to participate in Pruvit, he was still entitled to “receive 100% of all commissions related” to his distributorship position with a maximum cap “of $100,000 per month of earnings . . .”; and

c. That Pruvit and Underwood “will not take any action to reallocate any [distributor] in [Rutherford’s] downline . . .”

In addition, the settlement agreement contained the following vague provision regarding the use of social media:

a. Removal of Social Media Posts. Rutherford and O’Neal shall immediately remove any disparaging remarks regarding Pruvit, Underwood, or any of their Representatives from any and all social media sites or applications controlled by Rutherford, O’Neal, and/or their Representatives.

Further, Rutherford and O’Neal shall unfriend and remove (as applicable):

(1) all Rutherford Social Media any current for former Pruvit promoter that Rutherford and/or O’Neal has not personal enrolled in Pruvit; and

(2) any person that asks to be unfriended or removed from Rutherford Social Media.

TL;DR: Pruvit agreed to keep paying Rutherford up to $100,000 a month for leaving the company, and Rutherford agreed to remove anyone from his social media followers who he didn’t personally recruit into Pruvit.

Rutherford argues that “immediately after executing the settlement agreement”, Underwood set about screwing him over.

Underwood, on behalf of himself and Pruvit, took actions to undermine the contract’s terms and to ensure that Rutherford did not receive the benefit of his bargain.

First, Underwood began recruiting distributor’s in Rutherford’s downline to join a competing MLM named Frequence.

I just want to interject here because the above sentence (emphasis mine), is extremely weird.

We have Brian Underwood, the CEO of Pruvit, allegedly cross-recruiting Pruvit distributors into Frequense.

Frequense is another LaCore Enterprises MLM company, fronted by Barb and Dave Pitcock.

In addition to Underwood’s alleged recruiting being irresponsible conduct from a corporate executive with fiduciary duties, it’s also completely at odds with a Pruvit press-release sent out on June 18th.

In the press-release Underwood, Terry LaCore and Chris Harding announced they were selling Pruvit back to themselves (yeah I know that’s also weird but it’s oddly the least weird thing about all of this).

“We are thrilled to announce that we are bringing Prüvit back to its roots,” said Brian Underwood, one of the original founders.

“This reacquisition is not just a business decision but a step towards honoring the legacy that Prüvit has created and ensuring its continued impact in the future.”

The reacquisition aims to refocus on the core values and fundamentals that have been instrumental in Prüvit’s journey so far.

The founders believe that this move will strengthen the company’s market position and enhance its ability to innovate and deliver value to its customers.

How is Underwood allegedly cross-recruiting into Frequense “honoring Pruvit’s legacy” or “strengthening the company’s market position”?

Pour one out for the remaining Pruvit distributors who weren’t allegedly cross-recruited and are just finding out about this now.

Getting back to Rutherford’s Complaint;

Underwood had a financial interest in Frequence – hence, his efforts to take members of Rutherford’s downline to the competing company.

Also, Underwood recruited members in Rutherford’s downline and placed them in different downlines, thereby removing them entirely from Rutherford’s business. These actions had an adverse impact on Rutherford’s commission.

In addition to Underwood’s alleged conduct, Rutherford also claims Pruvit’s compensation changes screwed him over too.

Immediately following the execution the settlement agreement, Underwood and Pruvit made changes to the company’s Compensation Plan which prohibited Rutherford from receiving 100% of his commissions unless he was able to participate in Pruvit’s business (which, as stated above, Rutherford was not permitted to).

Pruvit and Underwood made these changes unilaterally, in bad faith knowing that Rutherford would not be able to qualify for all his commissions due to the restrictions contained in the settlement agreement, thereby breaching the contract.

Rutherford additionally claims the Pruvit compensation changes saw distributors in his downline “leave the company”.

Pruvit and Underwood caused many distributors in Rutherford’s downline to leave his organization.

As a result, Rutherford’s commissions also were drastically reduced, thereby causing economic harm to him.

Rutherford claims upon contacting Pruvit about a proposed amendment to the settlement agreement, Pruvit “cut off his commissions completely” and filed suit against him.

Specific to Keisha O’Neal, Pruvit is alleged to have contacted her about social media settlement agreement violations.

The letter also alleged that O’Neal was in violation of a non-solicitation provision contained in the settlement agreement.

O’Neal claims she didn’t know who she was soliciting and who Pruvit wanted her to remove as friends from her social media accounts.

So, to ensure compliance with the settlement agreement, O’Neal contacted Pruvit and inquired as to the basis of the alleged violations.

During those discussions, the parties agreed that if O’Neal produced a full list of all her Facebook “friends” to Pruvit, it would then identify which persons, if any, were current or former distributors for Pruvit and would make a demand that those people be “unfriended” from O’Neal’s Facebook.

If this was done, then the parties agreed that compliance of the settlement agreement’s terms were satisfied.

Following execution of the agreement, Pruvit is alleged to have “acknowledged O’Neal’s compliance to the settlement agreement” in November 2023.

Then, out of nowhere, on January 31, 2024, Pruvit filed a lawsuit against O’Neal in the District Court of Texas, Clark County for allegedly violating the social media provision and the non-solicitation provision.

That case was later removed to the United States District Court of Texas in the Eastern District.

Rutherford went through the same ordeal. But when he sent Pruvit a list of his social media friends, Pruvit allegedly

decided to unilaterally change the terms of the settlement agreement.

While the settlement agreement provided only that Rutherford “unfriend and remove (as applicable)” all persons associated with his social media, Pruvit then demanded that not only must be “unfriend” people associated with Pruvit, but also that he could not allow any Pruvit distributors to “follow” his social media.

Rutherford claims he told Pruvit he “could not control who decided to “follow” his social media”.

Pruvit did not explain, in any fashion, how someone who “followed” his social media was a violation of the settlement agreement.

Instead, Pruvit simply proceeded to file a lawsuit against him and O’Neal.

Across three counts, Rutherford and O’Neal have sued Pruvit and Underwood for breach of written contract, fraud and violation of business and commerce code (chapter 54).

Rutherford and O’Neal are seeking compensatory damages, exemplary damages, treble damages and legal costs.

With respect to Rutherford’s accompanying emergency motion, a Temporary Restraining Order (TRO) and preliminary injunction are sought.

Pruvit had no right to suspend paying Rutherford his commissions and as such Rutherford as a likelihood of success on the merits of his breach of contract claim against Pruvit.

Unless Rutherford’s commissions are restored, he will suffer irreparable harm. Rutherford is currently in a marital custody battle regarding visitation rights over two of his children.

He relies on this income to pay for his and his children’s well-being as well as his legal services to date.

Without that income, Rutherford will be unable to pay the cost of his custody case and will lose visitation rights over his two children.

Additionally, Rutherford will be homeless.

Through the requested TRO and preliminary injunction, Rutherford seeks to force Pruvit to resume paying him

100% of his commissions until a trial on the merits of Rutherford’s breach of contract claim, or until after payment expires under the terms of the settlement agreement.

As at time of publication, a decision on Rutherford’s emergency motion remains pending.

I’ve added Rutherford’s latest Pruvit lawsuit to BehindMLM’s calendar. Stay tuned for updates as we continue to track the case.


Update 30th June 2024 – A hearing on Rutherford’s emergency motion has been scheduled for July 12th.