1 Plaintiff KEVIN SHULMAN complains and alleges on information and belief as follows:

2 THE PARTIES

3 Plaintiff

4 1. Plaintiff KEVIN SHULMAN (“Shulman” or “Plaintiff”) is an individual and at all

5 relevant times was a resident of Los Angeles County, California.

6 Defendants

7 2. Defendant DANA GUERIN (“Guerin”) is an individual and at all relevant times was a

8 resident of Los Angeles County, California.

9 3. Defendant EPIC LEVEL ENTERTAINMENT, LTD. (“Epic Level”) is a California

10 corporation that maintains its principal place of business in Los Angeles County, California. On

11 information and belief, Guerin is an owner and/or producer for Epic Level.

12 4. Defendant SQUEAKY FILM, LLC (“Squeaky Film”) is a California limited liability

13 company that maintains its principal place of business in Los Angeles County, California. On

14 information and belief, Guerin is a manager and/or member of Squeaky Film.

15 5. Defendant JEREMY ROSEN (“Rosen”) is an individual and at all relevant times was a

16 resident of Los Angeles County, California and New York, New York.

17 6. Defendant ROXWELL, INC. d/b/a ROXWELL FILMS (“Roxwell Films”) is a

18 California corporation that maintains its principal place of business in Los Angeles County, California.

19 On information and belief, Rosen is the sole officer and director of Roxwell Films.

20 7. Defendant JOHN FRANK ROSENBLUM (“Rosenblum”) is an individual and at all

21 relevant times was a resident of Los Angeles County, California.

22 8. Defendant CINDI RICE (“Rice”) is an individual and at all relevant times was a

23 resident of Orange County, California.

24 9. Defendants Does 1 through 20 are sued by fictitious names as their true names are

25 currently unknown to Plaintiff. Plaintiff will seek leave to amend this complaint to allege the true

26 names and capacities of these Defendants when the same have been ascertained. Plaintiff is informed

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1 and believes that at all times mentioned in this complaint, Defendants were the agents, co-conspirators,

2 joint-venturers, and/or employees of their co-defendants, and in doing the things alleged in this

3 complaint were acting within the course and scope of that agency, co-venture, conspiracy, and/or

4 employment.

5 10. Venue is proper in this jurisdiction as the Defendants reside in and/or are domiciled in

6 Los Angeles County, and a majority of the acts giving rise to this complaint transpired in Los Angeles

7 County.

8 ALLEGATIONS COMMON TO ALL CAUSES OF ACTION

9 Overview

10 11. The allegations contained in this Complaint stem from the efforts of Defendants to

11 underhandedly rob Plaintiff of credit and compensation he earned and deserves on a major film project

12 entitled “Charlie Says.” Even more reprehensible, these premeditated actions transpired while Plaintiff

13 was ill with cancer, and were clearly designed to take advantage of Plaintiff’s vulnerability in dealing

14 with his illness. Plaintiff has worked as a producer, creator and brainchild of a film project on the

15 Manson family for over eight years. His efforts resulted in the reunion of the writer/director duo of

16 Guinevere Turner and Mary Harron (known for the critically acclaimed motion picture “American

17 Psycho”) to collaborate on the production of what has ultimately become “Charlie Says,” a film

18 premiering at the Venice Film Festival.

19 Factual Background

20 12. Plaintiff and defendant Rosen were friends and business partners who produced films

21 together. Rosen also served as Shulman’s transactional legal counsel and talent manager.

22 13. In or around the year 2010, Plaintiff and Rosen entered into an oral joint venture

23 agreement for the purpose of developing and producing a feature length film based on the “Manson

24 Family” murders. Together, Plaintiff and Rosen optioned the rights to Ed Sanders’ 1971 novel The

25 Family in or around 2012, with the mutual understanding that both Plaintiff and Rosen would produce

26 the project.

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1 14. Plaintiff and Rosen then set out to assemble a team of financiers and filmmakers to

2 realize this goal. Accordingly, Plaintiff set his sights on signing Hollywood screenwriter Guinevere

3 Turner to draft a film adaptation of The Family. To do so, Plaintiff used his relationship with David

4 Hilary (whom Plaintiff ultimately brought on as a line producer) to gain an introduction to Ms. Turner

5 wherein he could inquire whether she would be interested in working on The Family. Plaintiff and

6 Rosen pitched to Guerin as a potential investor (knowing Guerin’s desire to fund similar projects).

7 Plaintiff’s connections proved instrumental, as both Ms. Turner and Guerin decided to participate in

8 the project, then known as The Family. With investors and an esteemed writer on board, Rosen and

9 Guerin established Squeaky Film, the entity through which The Family would be produced and

10 developed, in or around May of 2014.

11 15. Meanwhile, Ms. Turner set to work researching the Manson Family and developing a

12 treatment of The Family. In doing so, Ms. Turner came across Karlene Faith’s 2001 biography The

13 Long Prison Journey of Leslie van Houten: Life Beyond the Cult, which tells the story of convicted

14 “Manson Family” member Leslie van Houten’s rehabilitation while on death row. Plaintiff and Ms.

15 Turner agreed that this story would offer a unique perspective on the ordeal, so they agreed to work

16 with Rosen to acquire the rights to Ms. Faith’s story. As a result, Squeaky Film entered a literary

17 option/purchase agreement with Ms. Faith in 2015.

18 16. During this time period (i.e. 2014–2015), Plaintiff took creative and strategic control of

19 the project so that he could work on bringing in director Mary Harron. As a result, Plaintiff continued

20 to leverage his contacts and credibility in the entertainment industry to pull off the impossible: he

21 reunited Ms. Turner and Ms. Harron to work on their first project together in genre since their

22 critically acclaimed 2000 film American Psycho. With Ms. Turner and Ms. Harron on board, the film

23 began gathering massive media attention and momentum toward production. Budgets were created

24 (including multiple iterations clearly identifying Plaintiff and Rosen as “Producers,” as that was to be

25 their role). Plaintiff’s longtime passion project was not only becoming a reality, but was turning into a

26 large scale commercially viable film, that would likely elevate Plaintiff’s visibility and already

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1 excellent reputation to the next level. This was crucial for Plaintiff, given the importance of a

2 “Producer” credit on a Hollywood film of such commercial and critical significance. Plaintiff was

3 listed as “Producer” in a multitude of press releases that followed, including in many of the well-

4 known Hollywood trades.

5 17. In the following months, Plaintiff was actively engaged in all aspects of the film’s pre-

6 production. Plaintiff had already put over four years of time and effort into the project, and everything

7 was well underway as a result. Unfortunately, Plaintiff was then unexpectedly diagnosed with cancer.

8 As a result, Plaintiff underwent surgery and began an intensive treatment regimen that, for obvious

9 reasons, diverted some of his time and attention away from The Family for a brief period. In light of

10 this, Rosen pressured Plaintiff to tone down his involvement with The Family to focus on recovering

11 and to wrap up another project the pair were working on; only later did Plaintiff realize that this was

12 Rosen’s first step toward cutting him out of The Family. Nevertheless, Plaintiff remained involved

13 with the film and continued working in his capacity as a producer to the best of his ability, including

14 while undergoing cancer treatment. Plaintiff had put so many years into the project by that point that

15 he was willing to do whatever it took to get this project off the ground.

16 18. Plaintiff’s cancer was successfully treated, and he resumed his regular day-to-day

17 activities with respect to The Family, which had since been renamed Charlie Says. As pre-production

18 work was heating up and the “papering” of all existing verbal agreements taking place, Guerin, Rosen

19 and Shulman all agreed that a long form contract memorializing Plaintiff’s “Producer” credit and

20 producer fee equating to 2.5% of the film’s budget would be forthcoming. Rosen and Guerin

21 repeatedly assured Plaintiff that this formality would be taken care of and that he was absolutely

22 entitled to this credit and fee given the fact that: (i) the project was his creation, and would not have

23 happened without his involvement; (ii) he spearheaded an undeniable multi-years-long effort and work

24 as a producer on the film; (iii) he was instrumental in securing the writer, director, and multiple other

25 key personnel; and (iv) the fact that this was fundamentally Plaintiff’s project, which her undeniably

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1 produced. It was understood that this final “papering” was just a formality given the existence of oral

2 joint venture agreements to credit and compensate Plaintiff in this manner.

3 19. In or about March of 2018, Plaintiff finally received a purported “Producer

4 Agreement.” Despite spearheading the project as its undisputed “Producer,” which was constantly

5 assured to Plaintiff, Plaintiff was “offered” new terms: a drastically reduced and wholly inadequate

6 credit of “Co-Producer.” Plaintiff’s producer fee was also cut from 2.5% of the film’s $5.5 million

7 budget to a paltry $15,000 in “fixed compensation,” directly contrary to the repeated agreement of the

8 parties. This agreement contained releases of rights that no “Co-producer” would logically possess,

9 which shows that Defendants were aware that Plaintiff, in fact, contributed significantly and creatively

10 to the film. Plaintiff was then told that if he did not sign the wholly inadequate “Producer Agreement”

11 he would not be allowed on set when principal photography began the next morning. This

12 “agreement” was sent at 11:50 p.m. the night before a 6:30 a.m. call time, further indication that this

13 was a transparent attempt to strongarm and intimidate Plaintiff into taking reduced compensation at

14 the 11th hour, and an attempt to take advantage Plaintiff’s vulnerability in the wake of battling cancer.

15 To add insult to injury, Plaintiff’s “Producer” credit appears to have been given to two Epic Level

16 employees, John Frank Rosenblum and Cindi Rice, who had no involvement whatsoever with the film

17 until that point.

18 20. Rosenblum and Rice were fully aware of Shulman’s role and history on the film, and

19 agreements with Epic Level, Rosen, and Guerin. They are not innocent actors, but rather took

20 affirmative steps to disrupt Shulman’s contractual relationships in an effort to steal credit and

21 compensation for themselves.

22 21. Plaintiff voiced his concerns with the Producer Agreement to Rosen, who essentially

23 (and inexplicably) told him to be “grateful” he even received an offer and to “take what he could get.”

24 Presumably, that is because Rosen was still set to receive an appropriate credit and the portion of the

25 budget originally designated for Plaintiff. Later, Rosen even offered to provide Plaintiff with part of

26 his fees, which further evidences the fact that Rosen knew Plaintiff was entitled to more than the

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1 Producer Agreement provided for. It also appears that by replacing Plaintiff with two Epic Level

2 employees that Guerin and Epic Level simply wanted to pay and take care of their own, rather than

3 compensate Plaintiff for the work he performed.

4 22. Baffled by this turn of events Plaintiff sought some baseline explanation but was

5 stonewalled and barred from the project.

6 23. Ultimately, Plaintiff refused to sign the Producer Agreement as it did not reflect the

7 actual agreement between the parties, and was not reflective of the work that took place. It became

8 very clear at that point what had happened: Defendants had conspired together, while Plaintiff was

9 recovering from cancer, to pull the rug out from underneath him, robbing him of both credit and

10 compensation for the eight years of work he had undeniably performed.

11 24. Plaintiff is still at a loss as to why this happened. His Herculean efforts, leveraging of

12 personal connections, and hard work resulted in a project that will benefit everyone involved.

13 Apparently once Defendants saw how successful the Charlie Says project would ultimately be, they

14 seized the opportunity to cut Plaintiff out of the deal.

15 25. Defendants then refused to reinstate Plaintiff’s “Producer” credit or remit Plaintiff’s

16 agreed upon producer fee, thereby necessitating this lawsuit.

17 FIRST CAUSE OF ACTION

18 BREACH OF ORAL JOINT VENTURE AGREEMENT

19 COUNT ONE

20 (Against Rosen)

21 26. All previous allegations are realleged and incorporated herein by reference, as though

22 fully set forth herein.

23 27. In or around 2010, Plaintiff and Rosen entered into an oral joint venture agreement for

24 the purpose of developing and producing a feature length film based on the “Manson Family” murders.

25 Pursuant to this agreement, Plaintiff and Rosen agreed to produce the film together and equally share all

26 producer fees, as well as any and all back-end fees and participation. These fees would equate to no less

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1 than five percent (5%) of the budget on the project, or 2.5% of the budget for each individual. This joint

2 venture agreement was subsequently memorialized and ratified by further numerous verbal

3 conversations and assurance spanning years, and via emails and other documents relating to the Charlie

4 Says film project, such as budgets and other documents listing Shulman’s credit and fee.

5 28. Plaintiff performed all of his obligations under the joint venture agreement or was

6 excused from performance.

7 29. Rosen breached the joint venture agreement by wrongfully excluding Plaintiff from

8 producing the film known as Charlie Says and by receiving Plaintiff’s share of the producer fees and

9 credit, and/or denying him the same.

10 30. A full “Producer” credit is a uniquely valuable asset in the entertainment industry such

11 that specific performance is warranted and justified.

12 31. As a direct and proximate result of Rosen’s breach of their joint venture agreement,

13 Plaintiff has suffered damages in an amount that is in excess of the minimum jurisdiction of this court.

14 SECOND CAUSE OF ACTION

15 BREACH OF ORAL JOINT VENTURE AGREEMENT

16 COUNT TWO

17 (Against Epic Level, Guerin, and Squeaky Film)

18 32. All previous allegations are realleged and incorporated herein by reference, as though

19 fully set forth herein.

20 33. Plaintiff and Dana Guerin (on behalf of herself as an individual and primary financier,

21 and subsequently Epic Level and Squeaky Film) entered into an oral agreement whereby Plaintiff would

22 produce the film known as Charlie Says along with Rosen in exchange for 2.5% of the film’s budget

23 (which was originally to be $5.5 million). Plaintiff was to receive 2.5% of the budget personally, which

24 would equate to no less than $137,500 according to the original budget. This joint venture agreement

25 was subsequently memorialized and ratified by further numerous verbal conversations and assurances

26 spanning years, and via emails and other documents.

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1 34. This agreement came about given the personal friendship between Plaintiff and Guerin,

2 whereby they expressed a mutual interest in working together on film projects, with Guerin financing,

3 and Shulman producing. Guerin was particularly interested in the project that would ultimately become

4 Charlie Says. Guerin, as lead financier on the film, had the right to enter this agreement on behalf of

5 herself and subsequently Epic Level and Squeaky Film.

6 35. These representations were made both on a personal level by Guerin, given her

7 agreement to work with Plaintiff on film projects (and as she held the purse strings, putting up a

8 majority of the financing for the film) and also on behalf of Epic Level and Squeaky Film when it

9 became clear that those entities would be running certain aspects of film production.

10 36. Plaintiff performed all of his obligations under this oral agreement or was excused from

11 performance. This included acting as producer for years, assembling the team to create, produce, write,

12 direct and finance the Charlie Says film, and undertaking thousands of hours of efforts to get the project

13 made.

14 37. Guerin, Epic Level, and Squeaky Film breached the joint venture agreement by cutting

15 Plaintiff out of the deal after pre-production on Charlie Says concluded and refusing to honor the terms

16 of their agreement. Specifically, Guerin, Epic Level, and Squeaky Film refused to attach Plaintiff to

17 Charlie Says as a “Producer,” refused to provide him credit as “Producer” or allow him to provide

18 producer services despite being willing and able to do so, and refused to pay Plaintiff’s agreed-upon fee

19 for the project, which was to be 2.5% of the film’s budget.

20 38. A full “Producer” credit is a uniquely valuable asset in the entertainment industry such

21 that specific performance is warranted and justified.

22 39. As a direct and proximate result of these breaches, Plaintiff has suffered damages in an

23 amount that is in excess of the minimum jurisdiction of this Superior Court.

24 //

25 //

26 //

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1 THIRD CAUSE OF ACTION

2 BREACH OF THE IMPLIED COVENANT OF GOOD FAITH AND FAIR DEALING

3 (Against Rosen, Guerin and Epic Level)

4 40. All previous allegations are realleged and incorporated herein by reference, as though

5 fully set forth herein.

6 41. Plaintiff entered into oral joint venture agreements described herein which were created

7 for the purpose of developing and producing a feature length film based on the “Manson Family”

8 murders.

9 42. Plaintiff performed all of his obligations under the joint venture agreements or was

10 excused from performance.

11 43. Rosen, Guerin and Epic Level breached the joint venture agreement by wrongfully

12 excluding Plaintiff from producing the film known as Charlie Says and by receiving Plaintiff’s share of

13 the producer fees and credit, or denying him the same.

14 44. In every contract or agreement there is an implied promise of good faith and fair dealing.

15 This means that each party will not do anything to unfairly interfere with the right of any other party to

16 receive the benefits of the contract.

17 45. Defendants Rosen, Guerin and Epic Level breached the implied covenant of good faith

18 and fair dealing by inserting defendants Rosenblum and Rice as “producers” at the 11th hour in an effort

19 to create a pretext to prevent Plaintiff from continuing his services, by barring Plaintiff from entering the

20 set without signing a wholly deficient “producer agreement” despite a willingness and ability to do so,

21 and by creating and spreading false information about Plaintiff in an effort to turn individuals against

22 him, and by directly preventing Plaintiff from continuing to provide services.

23 46. Plaintiff performed all of his obligations under the joint venture agreements or was

24 excused from performance.

25 //

26 //

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1 47. As a direct and proximate result of Rosen’s, Guerin’s, and Epic Level’s breach of the

2 implied covenant of good faith and fair dealing, Plaintiff has suffered damages in an amount that is in

3 excess of the minimum jurisdiction of this Court.

4 FOURTH CAUSE OF ACTION

5 PROMISSORY ESTOPPEL

6 (Against Rosen, Guerin, and Epic Level)

7 48. All previous allegations are realleged and incorporated herein by reference, as though

8 fully set forth herein.

9 49. Plaintiff alleges this claim as an alternative to both counts of breach of oral joint venture

10 agreement.

11 50. Rosen, Guerin, and Epic Level each made a promise clear and unambiguous in its terms

12 that Plaintiff would receive credit for his work as a “Producer” on Charlie Says and would be paid half

13 of 5% of the film’s budget, i.e. 2.5% of the budget personally, which would equate to $137,500 based on

14 the initially projected $5.5 million budget.

15 51. Plaintiff relied on these promises as demonstrated by his extensive work on Charlie Says

16 over the past eight years to bring the film from an idea to a feature length film, that is to premiere at the

17 Venice Film Festival.

18 52. Plaintiff’s reliance on these promises were both reasonable and foreseeable since Rosen,

19 Guerin, and Epic Level acknowledged Plaintiff as a “Producer” in various communications and press

20 releases and assured Plaintiff of the same. Virtually every Hollywood trade publication issued press

21 releases confirming Shulman’s role as producer.

22 53. As a direct and proximate result of Plaintiff’s reliance on the promises of Rosen, Guerin,

23 and Epic Level, Plaintiff has suffered damages in an amount that is in excess of the minimum

24 jurisdiction of this Court.

25 //

26 //

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1 FIFTH CAUSE OF ACTION

2 QUANTUM MERUIT

3 (Against Epic Level and Guerin)

4 54. All previous allegations are realleged and incorporated herein by reference, as though

5 fully set forth herein.

6 55. Plaintiff alleges this claim as an alternative to both counts of breach of oral joint venture

7 agreement.

8 56. Guerin, as both an individual and on behalf of Epic Level, requested, by words or

9 conduct, that Plaintiff perform production services for them relating to a film project based on the

10 Manson Family murders. This project would ultimately become “Charlie Says.”

11 57. Plaintiff performed these services as requested, as evidenced by his extensive work on the

12 project, equating to several thousand hours of time and effort, to bring the film from an idea to a feature

13 length film that is now to premiere at the Venice Film Festival. Plaintiff’s efforts included, but are not

14 limited to, researching the project and potential scripts, soliciting the ultimate writer and director of the

15 film, working to assemble key personnel and performing traditional customary producer services for

16 thousands of hours.

17 58. Guerin’s representations were made in her individual capacity and predated the inclusion

18 of Epic Level.

19 59. Neither Epic Level nor Guerin have paid Plaintiff for said services, the direct and

20 proximate result of which Plaintiff has suffered damages in an amount that is in excess of the minimum

21 jurisdiction of this Court.

22 SIXTH CAUSE OF ACTION

23 FRAUD

24 (Against Rosen, Guerin, and Epic Level)

25 60. All previous allegations are realleged and incorporated herein by reference, as though

26 fully set forth herein.

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1 61. When Plaintiff returned to set after his successful cancer treatment, Rosen, Guerin (in her

2 individual capacity as a friend of Plaintiff’s, and on behalf of Epic Level) misrepresented to Plaintiff the

3 material fact that Plaintiff would still be producing Charlie Says as previously agreed, that he should

4 continue to produce, and in fact increase his role on the project, and receive his fee and credit for doing

5 so, which would equate to 2.5% of the film’s budget.

6 62. By that point, however, Guerin and Epic Level had placed their friends and acquaintances

7 in “producer” roles despite these friends having had no previous experience substantively producing a

8 project, and despite them drawing the ire of multiple above the line filmmakers of the crew for their lack

9 of ability, competence and experience.

10 63. While Plaintiff thought it odd that these other individuals were on set purportedly acting

11 on behalf of Guerin, he was led to believe that they were there to simply look after Guerin’s financial

12 interests, given that everyone on set was still heavily if not wholly reliant on Plaintiff to actually

13 produce the project as he was one of only three people who knew what was going on with the project.

14 64. It ultimately became clear that these representations were false when made and Rosen,

15 Guerin, and Epic Level knew that they were false when making the representations, in an effort to

16 placate Plaintiff from taking any action to protect his rights, to keep the production moving forward with

17 the belief that his role was both safe and more substantial, and in furtherance of a plot to place wholly

18 unqualified friends and new producers into Shulman’s role. Defendants knew they could easily dupe and

19 defraud Plaintiff given the pre-existing business and friendly relationship between Plaintiff and Guerin,

20 and the trust that they had between each other, and given that Plaintiff was just recently off

21 observational treatment for cancer, and would not necessarily know that he had reason to be concerned

22 about the new faces around the pre-production office.

23 65. Rosen, Guerin, and Epic Level intended to defraud and induce Plaintiff into continuing to

24 act in his crucial role on Charlie Says given his success in reuniting Ms. Turner and Ms. Harron, and

25 given that he was the only producer that the filmmakers trusted and believed could actualize the film’s

26 creative potential.

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1 66. Plaintiff relied on these promises, as evidenced by his extensive work on Charlie Says

2 subsequent to these representations.

3 67. Plaintiff did not know these promises were false, and Plaintiff’s reliance on these

4 promises were both reasonable and foreseeable since Rosen, Guerin, and Epic Level acknowledged

5 Plaintiff as a “Producer” in various communications and a multitude of press releases listing Shulman’s

6 name, and assured Plaintiff of the same. These misrepresentations constitute at the very least deceit

7 pursuant to California Civil Code §§ 1709-1710 (in the affirmative misrepresentations, and concealment

8 of material facts described herein).

9 68. As a direct and proximate result of Rosen’s, Guerin’s, and Epic Level’s fraud, Plaintiff

10 has suffered damages in an amount that is in excess of the minimum jurisdiction of this Court.

11 69. Rosen’s, Guerin’s, and Epic Level’s conduct as described herein was done with a

12 conscious disregard of Plaintiffs’ rights, with the intent to vex, annoy, and/or harass Plaintiff and to

13 unjustly profit at Plaintiff’s expense. Such conduct was unauthorized and constitutes oppression, fraud,

14 and/or malice under California Civil Code § 3294, entitling Plaintiff to an award of punitive damages in

15 an amount appropriate to punish or set an example of Rosen, Guerin, and Epic Level, in an amount to be

16 determined at trial.

17 SEVENTH CAUSE OF ACTION

18 CONVERSION

19 (Against Rosen, Guerin and Epic Level)

20 70. All previous allegations are realleged and incorporated herein by reference, as though

21 fully set forth herein.

22 71. Plaintiff has a definable interest in a sum of money that is capable of identification, and

23 which is being withheld by Rosen, Guerin, and/or Epic Level, even though it rightfully belongs to

24 Plaintiff.

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1 72. Rosen, Guerin and/or Epic Level have converted Plaintiff’s funds by prohibiting Plaintiff

2 from receiving a producer fee equating to 2.5% of the overall budget for Charlie Says as agreed, and

3 retaining the same for their own benefit, which deprives Plaintiff of the ability to use said funds.

4 73. As a direct and proximate result of Rosen’s, Guerin’s and/or Epic Level’s conversion,

5 Plaintiff has suffered damages in an amount that is in excess of the minimum jurisdiction of this

6 Superior Court.

7 74. Rosen’s, Guerin’s, and/or Epic Level’s conduct as described herein was done with a

8 conscious disregard of Plaintiff’s rights, with the intent to vex, annoy, and/or harass Plaintiff and to

9 unjustly profit at Plaintiff’s expense. Such conduct was unauthorized and constitutes oppression, fraud,

10 and/or malice under California Civil Code § 3294, entitling Plaintiff to an award of punitive damages in

11 an amount appropriate to punish or set an example of Rosen, Guerin, and/or Epic Level, in an amount to

12 be determined at trial.

13 EIGHTH CAUSE OF ACTION

14 UNFAIR BUSINESS PRACTICES

15 (Cal. Bus. & Prof. Code §§ 17200, et seq.)

16 (Against all Defendants)

17 75. All previous allegations are realleged and incorporated herein by reference, as though

18 fully set forth herein.

19 76. Defendants have engaged in unfair, unlawful and fraudulent business practices as

20 described in California Business & Professions Code § 17200, et seq.

21 77. Defendants’ actions constitute unfair business practices because, among other things,

22 Defendants’ practices are intended to deprive Plaintiff of producorial credit and fees properly due and

23 owing to him, and prevent Plaintiff from performing said services.

24 78. Defendants’ actions also constitute unlawful business practices because, among other

25 things, their actions constitute breach of contract, breach of implied covenant of good faith and fair

26 dealing, and promissory estoppel and fraud as described above.

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1 79. Plaintiff has suffered injury in fact and has lost money in which Plaintiff has/had a vested

2 interest as a result of Defendants’ unfair and fraudulent business practices. Defendants continue to hold

3 money that is owed to Plaintiff.

4 80. Defendants have been unjustly enriched at the expense of Plaintiff. Accordingly,

5 Plaintiff seeks restitution of all sums owed to it, plus interest, and an injunction to prevent Defendants

6 from exploiting Charlie Says to Plaintiff’s detriment.

7 NINTH CAUSE OF ACTION

8 BREACH OF FIDUCIARY DUTIES

9 (Against Rosen and Guerin)

10 81. All previous allegations are realleged and incorporated herein by reference, as though

11 fully set forth herein.

12 82. Rosen and Guerin both owed fiduciary duties to Plaintiff as joint-venturers and partners

13 both in the creation of the Charlie Says film project, and on outside film projects. Rosen additionally

14 owed fiduciary duties to Plaintiff not just as a partner, but also as his attorney.

15 83. To that end Rosen and Guerin owed Plaintiff a duty of loyalty and honesty, and to avoid

16 engaging in self-dealing to the detriment of Plaintiff, to act as a reasonably prudent partner would, to

17 refrain from misappropriating partnership opportunities, and to avoid secret dealings to the exclusion of

18 the other co-venturers.

19 84. Rosen and Guerin violated these duties by, at the very least: (i) misleading Plaintiff into

20 performing further work on the Charlie Says project without any intention of compensating him; (ii)

21 stealing Plaintiff’s credit and compensation and either keeping it for themselves or providing it to

22 individuals who did not actually perform the work; (iii) engaging in self-dealing by creating an

23 agreement that would financially compensate Guerin and Rosen to the detriment of Plaintiff; (iv) failing

24 to account to Plaintiff; and (v) knowingly acting against Plaintiff’s interests.

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1 85. This conduct was done without Plaintiff’s knowledge or consent, and was a substantial

2 factor in causing the harm described herein, which is in excess of the minimum jurisdiction of this

3 Superior Court.

4 86. Rosen and Guerin had actual knowledge of the joint venture and fiduciary relationship

5 that each shared with Plaintiff, and gave substantial assistance, counseling and/or encouragement to the

6 other to act in violation of the fiduciary duties as set forth above, and with actual knowledge that these

7 actions constituted a breach of the fiduciary duties owed to Plaintiff, such that both defendants aided and

8 abetted the other in these violations.

9 87. Rosen’s and/or Guerin’s conduct as described herein was done with a conscious disregard

10 of Plaintiff’s rights, with the intent to vex, annoy, and/or harass Plaintiff and to unjustly profit at

11 Plaintiff’s expense. Such conduct was unauthorized and constitutes oppression, fraud, and/or malice

12 under California Civil Code § 3294, entitling Plaintiff to an award of punitive damages in an amount

13 appropriate to punish or set an example of Rosen and/or Guerin, in an amount to be determined at trial.

14 TENTH CAUSE OF ACTION

15 CONSPIRACY TO COMMIT INTENTIONAL INTERFERENCE WITH CONTRACTUAL

16 RELATIONS

17 (Against Rosenblum and Rice)

18 88. All previous allegations are realleged and incorporated herein by reference, as though

19 fully set forth herein.

20 89. Plaintiff entered into oral joint venture agreements with both Guerin and Rosen to act as a

21 producer on what would ultimately become the Charlie Says film project, as described herein. The

22 purpose of the joint venture agreements was to conduct business together to partner in connection with

23 the production, development and ultimately sale/acquisition of the Charlie Says project.

24 90. Defendants Rosenblum and Rice had actual knowledge of the existence of the joint

25 venture agreements, and know that Plaintiff would benefit economically therefrom. Defendants

26 Rosenblum and Rice each intentionally, wrongfully and purposefully, and in their own way, interfered

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1 with the joint venture agreements by advising, counseling and persuading defendants Guerin and Rosen

2 to breach, repudiate and/or ignore the joint venture agreements. Defendants Rosenblum and Rice

3 intentionally acted with a design to disrupt Plaintiff’s contractual relationship with defendants Rosen

4 and Guerin, or knew that interference was certain or substantially certain to occur as a result of their

5 actions.

6 91. Defendants Rosenblum’s and Rice’s conduct was wrongful, was not privileged or

7 authorized, and constituted more than simply unscrupulous business tactics.

8 92. The acts complained of herein were made pursuant to a conspiracy among defendants

9 Rosenblum and Rice. Despite their knowledge of the joint venture agreements described herein,

10 defendants Rosenblum and Rice conspired to interfere with the agreements for their own financial

11 benefit by agreeing to do all of the things they did to move forward with the final production of Charlie

12 Says without the involvement of Plaintiff, and to work in tandem to assist in cutting Plaintiff out of the

13 deal.

14 93. As a result of defendants Rosenblum’s and Rice’s interference, Plaintiffs have suffered

15 damages in an amount that is in excess of the minimum jurisdiction of this Court.

16 94. Defendants Rosenblum’s and Rice’s conduct as described herein was done with a

17 conscious disregard of Plaintiff’s rights, with the intent to vex, annoy, and/or harass Plaintiff and to

18 unjustly profit at Plaintiff’s expense. Such conduct was unauthorized and constitutes oppression, fraud,

19 and/or malice under California Civil Code § 3294, entitling Plaintiff to an award of punitive damages in

20 an amount appropriate to punish or set an example of Defendants Rosenblum and Rice, in an amount to

21 be determined at trial.

22 PRAYER FOR RELIEF

23 WHEREFORE, Plaintiff demands judgment against Defendants for the following:

24 1. Compensatory and general damages;

25 2. Costs of this action;

26 3. Pre- and post-judgement interest;

27
17
28
29 COMPLAINT
30
1 4. Punitive damages on causes of action six (6), seven (7), nine (9) and ten (10);

2 5. Injunctive relief;

3 6. Restitution;

4 7. An accounting;

5 8. For imposition of a constructive trust pursuant to California Civil Code §§ 2223-2224;

6 9. Specific performance;

7 10. Any other and further relief that the Court considers just and proper.

8
9 Dated: August 31, 2018 JDF LAW, P.C.

10
11
12 By: ____________________________________
John D. Fowler, Esq.
13 Kevin J. Cammiso, Esq.
Attorneys for Plaintiff
14 KEVIN SHULMAN
15
16
17 DEMAND FOR JURY TRIAL
18 Plaintiff hereby demands a trial by jury.
19
20 Dated: August 31, 2018 JDF LAW, P.C.
21
22
23 By: ____________________________________
24 John D. Fowler, Esq.
Kevin J. Cammiso, Esq.
25 Attorneys for Plaintiff
KEVIN SHULMAN
26
27
18
28
29 COMPLAINT
30