22STCV00872

Assigned for all purposes to: Stanley Mosk Courthouse, Judicial Officer: Barbara Scheper

Electronically FILED by Superior Court of California, County of Los Angeles on 01/10/2022 08:39 AM Sherri R. Carter, Executive Officer/Clerk of Court, by R. Perez,Deputy Clerk

1 FREEDMAN + TAITELMAN, LLP

Bryan J. Freedman, Esq. (SBN: 151990)
2 [email protected]
Tamar Yeghiayan, Esq. (SBN: 298473)
3
[email protected]
4 1801 Century Park West, 5th Floor
Los Angeles, California 90067
5 Telephone: (310) 201-0005
Facsimile: (310) 201-0045
6
Attorneys for Plaintiff Justin Hurwitz
7

9 SUPERIOR COURT OF THE STATE OF CALIFORNIA

FOR THE COUNTY OF LOS ANGELES
10

11 JUSTIN HURWITZ, an individual, ) Case No.

)
12 Plaintiff, ) Unlimited Civil Case
)
13 vs. ) COMPLAINT FOR DAMAGES:
) 1. Breach of Fiduciary Duty
14 WILLIAM MORRIS ENDEAVOR ) 2. Constructive Fraud
15 ENTERTAINMENT, LLC, a.k.a. Endeavor ) 3. Negligent Misrepresentation
Operating Company, a Delaware limited ) 4. Negligence
16 liability company; ENDEAVOR CONTENT, ) 5. Breach of Contract
a Delaware limited liability company; and ) 6. Breach of Implied Covenant of Good
17 DOES 1 through 20, inclusive, ) Faith and Fair Dealing
) 7. Conspiracy to Defraud
18 Defendants. )
19 ) DEMAND FOR JURY TRIAL
)
20 )
)
21

22

23

24

25

26

27

28

1
COMPLAINT FOR DAMAGES
 1 Plaintiff Justin Hurwitz (“Plaintiff” or “Hurwitz”), hereby brings the following causes of

2 action against Defendants William Morris Endeavor Entertainment, LLC (“WME”) and Endeavor

3 Content, LLC (“Endeavor Content”), and Does 1 through 20, inclusive, alleges as follows:

4 INTRODUCTION

5 1. This action stems from WME’s shocking conduct, whereby the talent agency sought

6 to squeeze extra profit out of its client, the renowned composer Justin Hurwitz, behind his back in

7 violation of its ethical and fiduciary duties to him. WME cynically and systemically entered into

8 secret agreements concerning its client without its client’s knowledge or consent, after he had

9 entrusted WME, his agency, to look out for his best interest and to help maximize his potential

10 compensation. Instead, Hurwitz discovered that WME had been deceiving him – not only pocketing

11 what should have been his earnings but also lying to his face about it. To assist with this process

12 WME even went so far as to create multiple “subsidiaries” to hide its blatant conflict of interest with

13 its clients, and eventually landed with a “subsidiary” known as Endeavor Content, LLC. This

14 “subsidiary” was formed for the sole purpose of enabling WME to hide money from its clients and

15 routinely misappropriate millions of dollars from them. In fact, so controversial was this sham

16 “subsidiary” Endeavor Content for its ongoing cover-up of WME’s breaches of fiduciary duties,

17 that, under extreme pressure by the Writers Guild of America and a well-publicized settlement, it has

18 now been put up for sale. But that cannot be the end of this matter: it is now time for WME to

19 acknowledge the facts that are plain for all to see and to belatedly return its ill-gotten gains to its

20 clients-turned victims.

21 2. Like most artists, composers employ talent agents, on whom they rely to help them

22 find work and to negotiate the best possible compensation packages. By law, these agents owe a

23 fiduciary duty to their clients, and must provide their clients with conflict-free representation. Wolf

24 v. Superior Court (2003) 107 Cal.App.4th 25. Traditionally, agents retained by artists have received

25 a percentage of payments made to those artists for work procured on their behalf. By tying the

26 agents’ compensation to the artists’ compensation, this model ensures that the interests of agents and

27 their clients will be aligned. Indeed, if agents comply with their fiduciary duties, there could be no

28

2
COMPLAINT FOR DAMAGES
 1 circumstance by which the client could ever be competing with their own fiduciary – since the

2 fiduciary owes its undivided loyalty to the client.

3 3. WME, by contrast, abused its position of trust as Hurwitz’s fiduciary from the

4 moment Hurwitz’s score for the high-acclaimed film “La La Land” was projected to win an

5 Academy Award. At the time, Hurwitz had retained WME to help launch, grow, maintain and

6 protect his career in the entertainment industry by finding employment opportunities for him.

7 Hurwitz did not retain WME to engage in self-dealing or to directly, or secretly, compete with

8 Hurwitz for lucrative career opportunities. Part of WME’s representation included negotiating live-

9 to-film performance opportunities for Hurwitz; while doing so, it was, of course, obligated to act in

10 his – not WME’s – best interests. Yet, after Hurwitz won Academy Awards for Best Original Score

11 and Best Original Song for “City of Stars” for “La La Land,” WME decided to monetize such live-

12 to-film performances, not for Hurwitz, but for itself.

13 4. WME proposed crediting itself as the “Producers” for performances of La La Land in

14 Concert as a way of supposedly creating more opportunities for Hurwitz. WME promised Hurwitz

15 that, if he agreed to allow WME to be credited as such, he would have the right of first refusal to

16 conduct any performances of La La Land in Concert he wished. In reality, WME sold its own client

17 a bill of goods, abusing its agency relationship with Hurwitz in order to secure the license for the

18 tour of La La Land in Concert – only to self-deal by competing directly against Hurwitz for the

19 profits from the tour.

20 5. After enlisting Hurwitz to spend months of work adapting his score into a live-to-film

21 concert, WME repeatedly lied about how much money they were set to make from the tour,

22 convincing Hurwitz to accept a minimal piece of the pie. Then, as performance after performance

23 started getting booked, Hurwitz made numerous requests to conduct these upcoming performances.

24 In response, WME told Hurwitz “there was not enough money” to hire Hurwitz. In fact, on the

25 occasions Hurwitz was even offered the promised opportunity to conduct his own score, the amount

26 of pay was actually constrained because WME and/or Endeavor Content was taking a fixed profit

27 from every single La La Land in Concert performance. Hurwitz found himself in the absurd

28 position of being denied the opportunity to work by his own talent agent on a project in which his

3
COMPLAINT FOR DAMAGES
 1 talent agent was supposedly representing him. As a result, the talent-talent agency relationship had

2 been turned upside down.

3 6. WME had cynically concocted an illegal scheme, whereby its fixed profit from La La

4 Land in Concert was completely out of line with industry standards for talent agencies. Despite

5 numerous requests from Hurwitz for transparency, WME not only did not disclose its compensation

6 but actively and repeatedly lied about it. In a lame attempt to hide its clear conflict of interest, WME

7 created a sham “production company” Endeavor Content to conceal its fixed profits – a move that,

8 of course, would in no way remove WME’s fiduciary duty to Hurwitz. Only in the wake of the

9 Writers Guild’s pressure of revealing said talent agencies’ conflicts of interest, did WME rush to

10 transfer its license for La La Land in Concert to Endeavor Content, its newly created subsidiary, to

11 try to hide its clear breaches of its fiduciary duties. Hurwitz never consented to the secret transfer to

12 Endeavor Content, which at all relevant times was wholly owned by the same parent company.

13 Finally, in or around August 2020, once Hurwitz’s agent, Amos Newman, “left” WME to become

14 Senior Vice President, Music at Endeavor Content, did the incestuous nature and grift of these two

15 companies become clear. Prior to his leaving WME, Newman secured himself a $100,000 bonus for

16 his role in shepherding La La Land in Concert, then took a job literally managing the show. That’s

17 when it became apparent why WME had stopped advocating for Hurwitz - they were making much

18 more money from owning LLL in Concert than simply taking a commission from Hurwitz’s

19 earnings. Even as Amos was leaving WME, he stated to Hurwitz on a telephone call that he would

20 still be Hurwitz’s agent.

21 7. WME’s extreme selfishness and greed would ultimately prevent Hurwitz from

22 conducting his own score in order to pad WME’s profits. After Hurwitz asked that WME provide

23 him with the opportunity to conduct – at his fair market rate – WME and Endeavor Content

24 responded by locking Hurwitz out, preventing him from being able to conduct his own show and

25 score at all. Given WME’s underhanded actions and its unrepentant behavior subsequently, Hurwitz

26 has no choice but to bring this lawsuit so that he can expose WME's blatant conflict of interests, so

27 he can conduct the score for La La Land in Concert, and recover profits that his talent agency robbed

28 him of and attempted to hide from him.

4
COMPLAINT FOR DAMAGES
 1 THE PARTIES AND JURISDICTION

2 8. Hurwitz is, and at all relevant times was, an individual residing in the County of Los

3 Angeles, State of California.

4 9. WME is a Delaware Limited Liability Company which was formed in 2009, and is an

5 American holding company for talent and media agencies with its primary offices located in Beverly

6 Hills, California. WME represents artists in movies, television, music, theatre, digital media, and

7 publishing. WME is also a subsidiary of Endeavor which represents the National Football League

8 and National Hockey League. WME also leads a group which owns the Ultimate Fighting

9 Championship and owns Miss Universe.

10 10. Endeavor Content is a Delaware Limited Liability Company which was formed in

11 2018 as a subsidiary of WME, and is a production company that would supposedly be responsible

12 for developing, packaging and distributing TV and film projects that hail from clients inside the

13 Endeavor/WME orbit, as well as those from outside entities. At all times herein, Defendant

14 Endeavor Content’s principal place of business is in Beverly Hills, California. The true names and

15 capacities, whether individual, corporate, associate or otherwise of the defendants named herein as

16 Does 1 through 10, inclusive, are unknown to Hurwitz who therefore sues said Doe defendants by

17 such fictitious names. Hurwitz alleges on information and belief that each of the defendants,

18 including those designated as a Doe, are responsible for the events alleged herein and the damages

19 caused thereby as a principal, agent, co-conspirator, aider and abettor, or alter ego. Hurwitz will

20 seek leave of this Court to amend this Complaint to allege the true names and capacities of such

21 defendants when the same have been ascertained.

22 11. Hurwitz alleges on information and belief that WME, Endeavor Content, and the Doe

23 defendants at all times relative to this action, were the agents, servants, partners, joint venturers and

24 employees of each other. WME and the Doe defendants, in doing the acts alleged herein, were

25 acting with the knowledge and consent of each of the other defendants in this action. At all times

26 mentioned herein, each of the defendants was the co-conspirator, agent and/or employee of each of

27 the remaining defendants and in doing the things herein mentioned was acting within the scope of

28 such co-conspirator, agency and/or employment. At all relevant times, Defendants willfully

5
COMPLAINT FOR DAMAGES
 1 conspired and agreed amongst themselves, to commit the breaches and tortious activities herein

2 below described. Said wrongful conduct and acts were done pursuant to and in furtherance of a

3 conspiracy and agreement between Defendants.

4 12. There exists, and at all relevant time existed, a unity of interest and ownership

5 between Defendant WME and Defendant Endeavor Content such that separateness between them

6 ceased to exist and Defendant Endeavor Content has become and has been for its limited period of

7 time the alter ego of Defendant WME.

8 13. WME, Endeavor Content, and Does 1 through 10 will be collectively referred to

9 herein as the “Defendants.”

10 FACTS COMMON TO ALL CAUSES OF ACTION

11 14. Hurwitz is a world-renowned film composer, conductor, songwriter, and record

12 producer based in Los Angeles, California. In 2010, Hurwitz entered into an oral talent agency

13 agreement with WME to be represented, at first, as a sitcom writer, and, subsequently, as a music

14 composer. Hurwitz agreed to pay WME commissions in accordance with industry custom and

15 practice in exchange for WME’s services as his talent agent. Specifically, the oral agreement

16 provided for ten percent (10%) commissions payable to WME on any monetary sums or other

17 consideration which Hurwitz earned or received for any assignments, employments or engagements

18 on any project substantially negotiated while Hurwitz was represented by WME (the “WME-

19 Hurwitz Talent Agency Agreement”). Hurwitz never agreed that WME could take a profit

20 participation on any assignments, employments or engagements on any project that WME negotiated

21 on Hurwitz’s behalf and WME never indicated to Hurwitz that it would take a profit participation on

22 any assignments, employments or engagements on any project that WME negotiated on Hurwitz’s

23 behalf. Hurwitz did not agree to enter into an agreement with WME where he would be in direct

24 competition for funds with WME and would be left to advocate for himself against his supposed

25 representatives.

26 15. In 2016, while Hurwitz was represented by WME, Hurwitz achieved international

27 renown as the composer and orchestrator of the songs and score for the highly acclaimed motion

28 picture, “La La Land” (the “Film”). Hurwitz won Academy Awards for Best Original Score for “La

6
COMPLAINT FOR DAMAGES
 1 La Land” and Best Original Song for “City of Stars.” The score debuted as number two (2) on the

2 US Billboard 200 and number one (1) on the UK Albums Chart.

3 16. Under the guise of creating an exciting opportunity for Hurwitz, on January 26, 2017,

4 WME approached Hurwitz about creating a live orchestral show, or “live-to-film concert” of the

5 Film (the “LLL in Concert”). A “live-to-film concert” is a live performance in which all or part of

6 a theatrical film’s musical score (soundtrack) is performed live, often by a full orchestra and choir, in

7 front of the film screen. Concerts may involve screening a film in its entirety, or a performance of

8 several clips and may also include commentary or interviews with composers. Specifically,

9 Hurwitz’s WME agent Amos Newman and a WME booking agent, Alex Rabens, contacted Hurwitz

10 and asked him his opinion and thoughts about WME producing LLL in Concert.

11 17. On information and belief, Hurwitz’s agents at WME stated that other companies

12 were interested in the production of LLL in Concert and asked for Hurwitz’s support, insofar as

13 WME create more opportunities for Hurwitz to conduct his highly acclaimed score. On or about

14 January 26, 2017, Hurwitz was notified via a telephone call that he would have the “right of first

15 refusal” to conduct all of LLL in Concert performances (the “WME Representation”). In reliance on

16 the WME Representation, Hurwitz agreed to allow WME’s participation in obtaining the license

17 from Lionsgate, the Film’s distributor. After all, upon information and belief, without Hurwitz’s

18 participation the possibility of LLL in Concert could not exist. At no time, however, was Hurwitz

19 asked to produce or co-produce LLL in Concert.

20 18. WME had a conflict of interest that was not (and could not be) waived, and that

21 prevented WME from both being Hurwitz’s talent agents, and setting itself up as a Producer to LLL

22 in Concert. Based on the WME Representation, Hurwitz’s agreement to have WME become

23 Producers did not constitute a waiver of any conflict of interest, because WME did not disclose the

24 nature of the conflict.

25 19. On or around February 10, 2017, Lionsgate informed Hurwitz that Hurwitz’s

26 proposed role in having Lionsgate give a license to production companies to produce the live-to-film

27 concert of LLL in Concert was for Hurwitz to have (i) oversight/direction of the instrumentation for

28 the LLL in Concert, (ii) consultation on all creative development to help create a live extension of

7
COMPLAINT FOR DAMAGES
 1 the film, (iii) the right to conduct each performance (or any part thereof) at Hurwitz’s election, and

2 (iv) featured participation in the concerts at Hurwitz’s election (i.e. playing the piano, introducing

3 the performance) (hereafter, the “Lionsgate Agreement”). Lionsgate agreed to grant two licenses for

4 the live-to-film productions of the Film. Columbia Artists Management, LLC (“CAMI”) would

5 receive a license to produce LLL in Concert in Los Angeles, New York, Paris, Tokyo and London;

6 WME would receive the license to tour LLL in Concert for the rest of the World.

7 20. On March 26, 2017 CAMI entered into an agreement with Hurwitz whereby Hurwitz

8 was to oversee the preparation of the scores, video creation, rehearsals, content creation,

9 coordination with orchestra and choral contractors for instrumentalists and singers, to possibly

10 conduct LLL in Concert and participate in related rehearsals as necessary to deliver a professional-

11 grade performance (the “CAMI Agreement”). Pursuant to the CAMI Agreement, Hurwitz was to be

12 paid $50,000 for any performance which CAMI scheduled of LLL in Concert, which would be paid

13 whether Hurwitz decided to conduct the performance or not. Pursuant to the WME-Hurwitz Talent

14 Agency Agreement, Hurwitz’s agents would then receive their commission from Hurwitz’s

15 conducting fee.

16 21. LLL in Concert tour was to kick off with two CAMI production performances at the

17 Hollywood Bowl in Los Angeles starting on May 26, 2017, followed by WME production

18 performances in South Korea on June 3, 2017. Hurwitz began putting a tremendous amount of work

19 to create LLL in Concert, including developing special scores for LLL in Concert, collaborating with

20 a video editor to create a special conductor video, working with a music tech to create click tracks,

21 and even writing original music for the show. This involved an immense amount of work to bring

22 into fruition.

23 22. The CAMI production of LLL in Concert at the Hollywood Bowl ultimately became a

24 great success. Hurwitz was able to conduct both CAMI performances, which featured a 100- piece

25 symphony orchestra, choir, and jazz ensemble performing the film’s soundtrack, slickly adapted by

26 Hurwitz to work as a live show, all of which was Hurwitz’s creation.

27 23. After the completion of the LLL in Concert performances at the Hollywood Bowl,

28 WME began touring the same show created by Hurwitz. At the time, Hurwitz assumed that WME,

8
COMPLAINT FOR DAMAGES
 1 his talent agency and fiduciary, would commission themselves 10% on each LLL in Concert

2 performance pursuant to the WME- Hurwitz Talent Agency Agreement. In no way did Hurwitz

3 believe that WME would take a fixed profit participation from each performance of LLL in Concert

4 booked by WME. Had Hurwitz known of WME’s plan to take a profit participation in LLL in

5 Concert, he would have demanded additional compensation.

6 24. On or around February 21, 2017, Hurwitz received an email from WME, with a list

7 of twenty-three (23) performance dates that had been scheduled for LLL in Concert both

8 domestically and internationally from June 2017 through March 2018. At no time did anyone from

9 WME, including Hurwitz’s own agents, consult with Hurwitz on dates or his availability prior to

10 booking any of those twenty-three (23) performance dates. Hurwitz had to inform WME that he was

11 unfortunately not available to participate in any of the twenty-three (23) performance dates as they

12 had been scheduled at a time while he was working on another project – a fact of which Hurwitz’s

13 agent was well aware.

14 25. In or around May of 2017, prior to WME’s tour of LLL in Concert, after multiple

15 inquiries on behalf of Hurwitz, WME informed Hurwitz that he would only get paid if he conducted

16 the LLL in Concert performances. Hurwitz was astonished by his agent’s assertion that he would not

17 get paid on a production which he created. Hurwitz had to advocate for himself against his own

18 agency in stating that the only reason LLL in Concert existed was because of all of the work that he

19 had put in to create the show, and that it was unfair that he would not make money from the tour.

20 Upon information and belief, in or around May of 2017, Hurwitz had a phone conversation with his

21 WME agent, who had spoken to Alex Rabens, whereby Hurwitz was told that the WME production

22 had “totally different economics” from the CAMI production, and “there wasn’t a ton of money,” so

23 Hurwitz would never get the same amount of money from WME productions that the CAMI

24 productions were going to pay him.

25 26. Amos Newman, Hurwitz’s agent at WME then attempted to negotiate some sort of

26 residual compensation for Hurwitz. Upon information and belief, Hurwitz’s agent then sent a text

27 message to Hurwitz on or around May 1, 2017, informing him that he was able to negotiate “$3k a

28 performance.” Later, another agent at WME, Alex Rabens, called Hurwitz on or about May 25,

9
COMPLAINT FOR DAMAGES
 1 2017, to tell Hurwitz that it would not be $3,000 per performance, but it would rather be $3,000 per

2 city. When Hurwitz confronted Rabens about the discrepancy, Rabens stated that WME “barely got

3 more money” from having more performances in a given city. On a call between Hurwitz, Rabens,

4 and Newman, the two agents reiterated this claim. Trusting and believing that his agency was

5 obtaining the best possible deal for him as their client, Hurwitz was willing to accept this “deal,”

6 which at least provided him with some sort of residual payment from the performances.

7 27. On or around May 31, 2017, a deal was executed between Hurwitz and WME,

8 whereby Hurwitz would get paid $3,000 for one-performance engagements, $4,000 for two-

9 performance engagements, and $5,000 for three-or-more-performance engagements of LLL in

10 Concert (the “WME Residual Agreement”). The terms of the WME Residual Agreement were, and

11 are, duplicitous and outrageous, especially since, without informing Hurwitz, WME obtained the

12 right to produce LLL in Concert, and secured itself a limitless profit while Hurwitz’s profits were

13 tightly capped.

14 28. Although this WME Residual Agreement would not be commissioned by WME, any

15 and all performances booked for Hurwitz to conduct would be commissioned. In other words,

16 anytime Hurwitz conducted, WME would be taking its customary 10% commission of all bookings

17 Hurwitz, meanwhile, was unaware that the minimal amount of money which was given to him under

18 the WME Residual Agreement was actually a decoy for WME to continue to allow its Production

19 side to flourish, while double-dealing by still commissioning Hurwitz’s appearance fees anytime

20 they could.

21 29. After multiple performance dates for LLL in Concert bookings were made on behalf

22 of WME, on or around July 13, 2017, Hurwitz was informed that the CAMI performances which

23 were to be scheduled in New York, Tokyo, Paris and London were unable to proceed. Upon

24 information and belief, Hurwitz was informed that WME had flooded the Tokyo and London

25 markets with smaller productions, thereby rendering the grander CAMI production almost

26 impossible to book.

27 30. Disappointed with the fact that the CAMI productions of LLL in Concert were not

28 likely to proceed, Hurwitz reiterated to WME that he would like more opportunities to conduct LLL

10
COMPLAINT FOR DAMAGES
 1 in Concert performances in the locations which CAMI had promised Hurwitz: New York, Tokyo,

2 Paris and London.

3 31. In or around October 2017, Hurwitz was personally invited to conduct, and did

4 conduct, one performance of LLL in Concert for $75,000 in Seoul, South Korea.

5 32. In or around June 2017, Hurwitz went online and saw that LLL in Concert

6 performances had been scheduled for Sydney, Australia. Hurwitz immediately called his agent at

7 WME and was informed that there was only $4,000 per show available as a conducting fee, well

8 below his market rate. After advocating for himself, Hurwitz was told by his agent at WME that

9 “this is all they are offering.” It made no sense that there was no more money being offered, as there

10 were four performances being scheduled. Hurwitz ultimately agreed to perform four shows for a

11 total of $16,000. Unbeknownst to Hurwitz at the time, WME was hiding the fact that for each show

12 that WME produced of LLL in Concert, WME itself made a contracted rate of around $30,000.

13 WME had used its agency relationship with Hurwitz to secure the license for the tour in 2017 – only

14 to self-deal by competing directly against Hurwitz for the profits from the tour. This would have also

15 meant that WME was making $30,000 for every single performance for a total of $120,000 in total

16 for the Sydney performances.

17 33. As 2017 wound down, in response to WME flooding the market with a multitude of

18 smaller venues and smaller productions of LLL in Concert, on or around December 2017, CAMI had

19 to forfeit its license with Lionsgate for LLL in Concert because of CAMI’s more elaborate, higher

20 budget shows were being completely undermined by the WME production of LLL in Concert.

21 34. Hurwitz continued to see LLL in Concert performances booked in various locations,

22 including cities he had asked to conduct in. WME never circulated any possible dates prior to

23 booking any of the WME produced performances, nor had WME informed Hurwitz of the bookings

24 after the fact. Hurwitz informed WME that he was available and wanted to conduct at some of these

25 performances. After continuous requests to conduct, Hurwitz’s own agents at WME informed

26 Hurwitz that the “Buyer” would not pay enough for Hurwitz to conduct the performances. As a

27 result, WME hired local conductors for less money. This was a lie. Purchasers of shows are

28 responsible for a set budget for which they can book a show, and do not negotiate every single line

11
COMPLAINT FOR DAMAGES
 1 item of the purchase. In truth, the WME agents deliberately misled Hurwitz to hide the fact that

2 WME itself was actually profiting from each show, and hiring Hurwitz at his contracted rate would

3 dig into WME’s profits.

4 35. On or around December 13, 2017, Hurwitz informed his agent that he saw WME was

5 producing LLL in Concert performances in the United Kingdom, a location where Hurwitz had

6 specifically requested to conduct. Moreover, WME had booked these concerts at a time when

7 Hurwitz was unable to conduct because he was working on a new film score. Aggravated by this

8 revelation, Hurwitz informed his agent that “there’s really no scheduling at this point. WME’s

9 operating completely independent of my interest. It should have been booked and structured for me

10 to conduct and make money.”

11 36. Once CAMI had said it would be forfeiting its license with Lionsgate, WME quickly

12 swept in to take over the rights for all remaining cities. Hurwitz again made clear to WME that he

13 wanted the opportunity to conduct in these locations, especially the Tokyo, Japan shows.

14 37. In or around December 2017, Hurwitz saw that WME was producing Tokyo, Japan

15 shows, and in other locations in Japan, for LLL in Concert. Hurwitz was not asked about his

16 availability prior to WME booking the Tokyo performances, nor did WME ask Hurwitz to conduct

17 the performance.

18 38. In fact, when Hurwitz approached WME about conducting the Tokyo performance,

19 he was again turned down by WME, who stated that there was not enough money for Hurwitz to

20 conduct and they would have to go with a local conductor. WME had acquired CAMI productions

21 contract and license to produce LLL in Concert in these particular cities, and, as agents to Hurwitz,

22 they knew that pursuant to the CAMI Agreement, Hurwitz was to be paid $50,000 per show,

23 whether he did or did not perform at any of the CAMI production locations. Despite knowing this

24 fact, WME did not honor the CAMI Agreement.

25 39. In or around 2018, upon information and belief, Hurwitz’s own agent, Amos

26 Newman, had a phone call with Hurwitz and expressed how he found it particularly strange that a

27 composer and conductor who helped create the score for the show was being denied the chance to

28 perform his own score. At the time, Amos’s income was tied to commissions off of work he helped

12
COMPLAINT FOR DAMAGES
 1 create for Hurwitz. Hurwitz’s own agent then started recommending that they realign the

2 relationship so that WME would become 10% bookers instead of producers because “there’s no

3 producing anymore.” At the time Hurwitz was unaware as to how much WME was actually

4 profiting from LLL in Concert.

5 40. Also in 2018, as performances for LLL in Concert continued to get booked

6 worldwide, Hurwitz again began to question the WME Residual Agreement which capped his fees at

7 $5,000 per engagement, when he saw how many performances were getting grouped into a “single

8 engagement.” WME was not booking the LLL in Concert performances in a manner which would

9 maximize Hurwitz’s profits, and, tellingly, was still refusing to disclose how much money WME

10 was making per show.

11 41. Hurwitz is informed and believes and thereon alleges that WME’s strategy was highly

12 desirable for WME, but not for Hurwitz because WME was trying to arrange, and ultimately did

13 arrange, for much of the budget from purchasers of LLL in Concert to flow to WME through a secret

14 side agreement it had established to which Hurwitz was not privy.

15 42. Between January 2018 and June 2018, Hurwitz noticed that some of the WME talent

16 and booking agents that he had been dealing with concerning LLL in Concert started using a

17 different email account ending with the following: “@EndeavorContent.com.” Without the consent

18 of Hurwitz, WME transferred its rights to produce LLL in Concert to Endeavor Content for zero

19 consideration and without ever having received approval from Hurwitz. In fact, WME never

20 informed Hurwitz about any such transfer to Endeavor Content. To the contrary, WME was going to

21 great lengths to hide the transfer and hide the direct conflict of interest WME had with regards to its

22 relationship with Hurwitz. WME’s actions were deliberate in an effort to place its own interests

23 above its client’s interest in order to obtain a financial benefit from the rights transfer. Hurwitz’s

24 own agent, Newman, failed to realign the relationship into a 10% booking relationship but instead

25 fought for and received a $100,000 bonus – not for Hurwitz but for…himself.

26 43. Aside from the glaring conflict of interest, WME also was careless and negligent in

27 procuring and negotiating conducting fees for Hurwitz. On or around August 22, 2018, Hurwitz was

28 again informed of LLL in Concert performances that were taking place at New York’s Radio City

13
COMPLAINT FOR DAMAGES
 1 Music Hall, which finally included an offer for Hurwitz to conduct. Hurwitz was curious as to why

2 the fee for him to conduct the performances was so low and asked his agents for more transparency.

3 WME’s response was that “they have no more money to offer.” Hurwitz informed his agents at

4 WME that, after he had calculated the costs and potential ticket sales based on the venue’s seating

5 capacity, the numbers just did not make sense. After multiple requests from Hurwitz, WME then

6 provided some answers – while continuing to intentionally omit the profit that WME was actually

7 making from each show.

8 44. On or around September 4, 2018, Hurwitz further questioned WME as to where the

9 money was going, to which WME responded by stating, “[A]s discussed there was no more money

10 unfortunately.” This response began to raise a serious questions for Hurwitz: why was his agency

11 relentlessly refusing to advocate for its own client. As a result, Hurwitz emailed that he was seeking

12 “Transparency- Answer this question- what’s the gross and where does it go?” Hurwitz, predictably,

13 did not receive an answer to the question.

14 45. The pattern was unmistakable: time and time again, show after show, Hurwitz was

15 pushing WME (i) to participate in the performance of his own score and (ii) requesting transparency

16 from WME on where the money was going for shows. In response, WME continually claimed that

17 “there’s not enough money” for him to conduct.

18 46. On October 30, 2018, Hurwitz sent an email to his agents requesting to conduct at

19 previously scheduled performances in San Francisco. In response, WME stated that “they can

20 accommodate $25k for Justin to conduct” for two shows. Hurwitz would thus be obtaining $12,500

21 for each performance. WME had wrongfully made it seem that the Purchaser of the show was

22 negotiating this below-market rate for Hurwitz, wherein fact it was WME that would not reveal that

23 this conducting rate was constrained by the amount of money that WME and/or Endeavor Content

24 was taking as the “producers,” thereby robbing their own client of his contractually guaranteed fee.

25 47. In or around August 2019, Hurwitz pressed his agent for additional information and

26 transparency as to how much WME was making for a performance scheduled in Fortaleza, Brazil, as

27 Hurwitz was again informed that his conducting fee offer was lower than what Hurwitz thought he

28 deserved. After persistent follow-up attempts by Hurwitz, his agent finally responded that WME

14
COMPLAINT FOR DAMAGES
 1 and/or its sham “subsidiary” Endeavor Content, was going to make a gross Producer’s guarantee

2 between $30,000 to $35,000 for the one performance in Brazil.

3 48. In or around 2019, Hurwitz began producing his own performance for another live-to-

4 film production. It was at this time that he realized the lack of complexity involved in producing a

5 show after the show’s initial creation process. At this time, it became apparent to Hurwitz that WME

6 was pocketing far more money for the lifetime of the show than he was for conducting or from his

7 woefully inadequate residual. After being led to believe by WME that they had made a large capital

8 investment, Hurwitz’s production of another live-to-film show had begun to demystify the costs of

9 creating a show, which Hurwitz learned was a modest amount that was easily recouped after the first

10 few performances. He realized that WME has been using its relationship with Hurwitz to secure the

11 license for the tour in 2017 – only to turn around and compete directly against Hurwitz for the profits

12 from the tour. WME subsequently tried (and failed) to hide this conflict of interest by transferring its

13 production to Endeavor Content in 2018. In direct response to the concern that WME was violating

14 a conflict of interest, as it knew well from other pending litigation, WME transferred its production

15 of shows to Endeavor Content with absolutely no consideration whatsoever to, or approval from,

16 Hurwitz.

17 49. In or around August 2020, Hurwitz’s own agent at WME, Amos Newman, left WME

18 and became Senior Vice President, Music at Endeavor Content. Prior to this, Newman secured

19 himself a $100,000 bonus for himself for his role in shepherding LLL in Concert, his own fiduciaries

20 show, shortly after suggesting to Hurwitz that they realign the business into a 10% booking

21 relationship to create more commissionable income. It then became apparent as to why WME or

22 Endeavor Content stopped advocating for Hurwitz, it is because they were making much more

23 money from LLL in Concert.

24 50. In or around October 2020, Hurwitz saw that another show was scheduled in Tokyo,

25 an original CAMI production location, which Hurwitz had made very clear in 2018 that he wanted to

26 conduct. Hurwitz yet again informed WME that he really wanted to conduct in Tokyo, and received

27 the response that this would not be possible as the budget for the show was very low. Again, a local

28 conductor was asked to perform at a lower rate.

15
COMPLAINT FOR DAMAGES
 1 51. Upon information and belief, on or around December 8, 2020, Hurwitz finally learned

2 that WME was making around $30,000 per performance and that their “Buyers” paid that fee for

3 each and every single performance in an engagement. From the very beginning when Hurwitz was

4 informed that his royalty “had to” be capped at $5,000, he was falsely led to believe that WME’s

5 fees were capped or greatly diminished as the number of shows went up. Clearly, this was not the

6 case: WME had been misleading Hurwitz about the payment and budget structure all along.

7 52. Disgusted by the knowledge of how much WME was profiting off his labor, without

8 having ever disclosed its profits to Hurwitz, despite numerous requests that WME do so, Hurwitz

9 sought to renegotiate another deal with WME over the production of LLL in Concert. After ongoing

10 negotiations, WME and Hurwitz could not come to an agreement.

11 53. Ultimately in February 2021, Hurwitz contacted Ariel “Ari” Emanuel, head of WME,

12 to voice his frustrations. Hurwitz informed Emanuel that he wanted to be able to conduct his own

13 score, and remain a client at the agency, but that the conflict of interest was making it impossible to

14 do both. In response to Hurwitz’s inquiry, Emmanuel began to make excuses, falsely claiming WME

15 was not doing anything wrong. Emmanuel then claimed that Hurwitz would never get terms as

16 favorable for LLL in Concert as Hurwitz was already receiving for other live-to-film productions.

17 54. A follow up call between Emmanuel and Hurwitz was then scheduled where Hurwitz

18 trusted and believed that his agency, WME, would do the right thing – both for their client and in

19 accordance with their ethical and fiduciary duties. That was not the case. After it became clear that

20 Hurwitz would no longer be willing to stay silent to enable a cover-up of WME’s misconduct,

21 Emmanuel vengefully insisted that Hurwitz would no longer be able to work with “any of my

22 companies” and cancelled his call with Hurwitz. Emmanuel’s actions coupled with the fact that

23 Hurwitz’s agents were clearly not acting in their client’s best interests left Hurwitz with no other

24 option but to seek the representation of another talent agency. Subsequently, even the paltry

25 payments due to Hurwitz pursuant to the WME Residual Agreement have ceased, despite LLL in

26 Concert continuing to be booked worldwide.

27 ///

28 ///

16
COMPLAINT FOR DAMAGES
 1 FIRST CAUSE OF ACTION FOR BREACH OF FIDUCIARY DUTY

2 (Against WME and Does 1 through 10)

3 55. Hurwitz restates and incorporates by reference, as though fully set forth herein, the

4 allegations contained in each of the paragraphs above.

5 56. At all relevant times, and as described above, WME owed Hurwitz the absolute and

6 complete duty of fidelity owed as his agent and agent’s company. In particular, WME had a duty of

7 loyalty and the duty to avoid conflicts of interest and to refrain from self-dealing.

8 57. WME breached its fiduciary duty to Hurwitz by engaging in self-dealing by

9 receiving commissions from both sides of a transaction and causing a conflict of interest. WME

10 further breached its fiduciary duty by recommending its client, Hurwitz, place himself in a

11 transaction that the talent agency would benefit beyond its standard fee from the client. WME further

12 willfully breached its fiduciary duty to Hurwitz by placing its own interests above that of its client,

13 and by increasing its own profits at the expense of Hurwitz’s, which constituted a breach of the duty

14 of loyalty. WME further willfully breached its fiduciary duty to Hurwitz with the representation

15 under numerous conflicts of interest without obtaining valid, informed consent to those conflicts of

16 interest from Hurwitz. WME further breached its fiduciary duty to Hurwitz by concealing pertinent

17 and necessary financial information from Hurwitz, despite numerous requests for financial

18 transparency on behalf of Hurwitz.

19 58. As a result of WME’s willful breaches, Hurwitz suffered significant damages,

20 including but not limited to lost wages, lost employment opportunities, and other economic losses.

21 59. Hurwitz is informed and believes that Defendants committed the aforementioned acts

22 maliciously, fraudulently and oppressively, with the wrongful intention of injuring Hurwitz, from an

23 improper and evil motive amounting to malice, and in conscious disregard of Hurwitz’s rights.

24 Moreover, Hurwitz is informed and believes that WME’s officers, directors, and/or managers

25 authorized and ratified the foregoing wrongful acts. Hurwitz is therefore entitled to recover punitive

26 damages from Defendants according to proof.

27 ///

28 ///

17
COMPLAINT FOR DAMAGES
 1 SECOND CAUSE OF ACTION FOR CONSTRUCTIVE FRAUD

2 (Against All Defendants)

3 60. Hurwitz restates and incorporates by reference, as though fully set forth herein, the

4 allegations contained in each of the paragraphs above.

5 61. Pursuant to California Civil Code 1573, constructive fraud consists in any breach of

6 duty, without an actually fraudulent intent, gains an advantage to the person in fault, or anyone

7 claiming under him, by misleading another to his prejudice, or to the prejudice of any one claiming

8 under him. Further, an agent’s breach of his or her fiduciary duty to a principal thus constitutes

9 constructive fraud. Specifically, the failure of a fiduciary to disclose a material fact to his principal

10 that might affect the fiduciary’s motives or the principal’s decision constitutes constructive fraud,

11 regardless of whether the fiduciary acted with fraudulent intent.

12 62. At all relevant times, and described above, WME committed constructive fraud by

13 breaching its fiduciary duty to Hurwitz by placing its own interests above Hurwitz’s, and by

14 increasing its own profits at the expense of Hurwitz, which constituted a breach of the duty of

15 loyalty. WME further willfully breached its fiduciary duty to Hurwitz with the representation under

16 numerous conflicts of interest without obtaining valid, informed consent to those conflicts of interest

17 from Hurwitz. On information and belief, WME and Endeavor Content committed constructive

18 fraud by failing to disclose to Hurwitz material facts known to WME and Endeavor Content, which

19 material facts might affect WME’s motives or, if disclosed to Hurwitz, would have affected

20 Hurwitz’s decision, including but not limited to the following: (a) concealing the fact that WME was

21 profiting directly as producers from the program’s budget or revenues; (b) concealing the fact that

22 WME sought to prevent Hurwitz from working as a conductor in order to avoid having to increase

23 costs; (c) concealing the fact that WME intentionally failed to create a lucrative career for Hurwitz to

24 maximize WME’s producer net; (d) concealing the fact that WME generally makes more for shows

25 than Hurwitz is paid for those same shows; (e) concealing the fact that WME’s profits are often

26 determined before the profits of Hurwitz are calculated, which, therefore, reduces the overall amount

27 paid to Hurwitz for his work on a particular show; (f) concealing the fact that WME’s compensation

28 is often tied to the budget of a particular production rather than the amount paid to Hurwitz, and,

18
COMPLAINT FOR DAMAGES
 1 therefore, WME is incentivized to reduce the amount paid to Hurwitz in order to increase the amount

2 of the budget available to compensate WME; (g) concealing the fact that WME’s interests in

3 negotiating with show productions are not aligned to Hurwitz, and in fact, are at direct odds with

4 Hurwitz’s compensation.

5 63. As a result of WME’s commissions of constructive fraud under Civil Code Section

6 1573, Hurwitz suffered significant damages, including but not limited to lost wages, los employment

7 opportunities, and other economic losses.

8 64. Hurwitz is informed and believes that WME committed the aforementioned violations

9 of Civil Code Section 1573 maliciously and oppressively, with the wrongful intention of injuring

10 Hurwitz, from an improper and evil motive amounting to malice, and in conscious disregard of

11 Hurwitz’s rights. Moreover, Hurwitz is informed and believes that WME’s officers, directors, and/or

12 managers authorized and ratified the foregoing wrongful acts. Hurwitz is therefore entitled to

13 recover punitive damages from WME in an amount according to proof.

14 THIRD CAUSE OF ACTION FOR NEGLIGENT MISREPRESENTATION

15 (Against WME and Does 1 through 10)

16 65. Hurwitz restates and incorporates by reference, as though fully set forth herein, the

17 allegations contained in each of the paragraphs above. WME represented that at all times WME was

18 to take over production of LLL in Concert to create more opportunity for Hurwitz. WME

19 represented that Hurwitz would have right of first refusal for all performances produced by WME.

20 WME had no reasonable grounds for believing the representations were true at the times they were

21 made.

22 66. Hurwitz reasonably relied on WME’s representations.

23 67. Hurwitz was harmed as he was unable to conduct at LLL in Concert or was often

24 having to conduct performances of his own score at a reduced rate; and

25 68. Hurwitz’s reliance on WME’s representations was a substantial factor in causing him

26 harm.

27 ///

28 ///

19
COMPLAINT FOR DAMAGES
 1 FOURTH CAUSE OF ACTION FOR NEGLIGENCE

2 (Against WME and Does 1 through 10)

3 69. Hurwitz restates and incorporates by reference, as though fully set forth herein, the

4 allegations contained in each of the paragraphs above.

5 70. At all relevant times, and as described above, WME owed Hurwitz a duty to act with

6 ordinary care.

7 71. WME breached its duties to Hurwitz by failing to exercise ordinary care and due

8 diligence in its actions towards Hurwitz.

9 72. WME’s conduct constituted a want of even scant care and an extreme departure from

10 the ordinary standard of conduct.

11 73. As a direct and proximate result of WME’s negligent conduct, Hurwitz has suffered

12 damages, all in amounts according to proof and in excess of the minimum jurisdiction of this Court.

13 74. As alleged herein, WME is guilty of oppression, fraud, and/or malice as defined in

14 Civil Code Section 3294. By reason thereof, Hurwitz is entitled to recover punitive damages in an

15 amount to be determined at the time of trial.

16 FIFTH CAUSE OF ACTION FOR BREACH OF CONTRACT

17 (Against WME and Does 1 through 10)

18 75. Hurwitz restates and incorporates by reference, as though fully set forth herein, the

19 allegations contained in each of the paragraphs above.

20 76. By reason of their practice and industry customs, Hurwitz entered into an oral talent

21 agency agreement with WME to be represented, at first, as a sitcom writer, and, subsequently, as a

22 music composer. Hurwitz agreed to pay WME commissions in accordance with industry custom

23 and practice in exchange for WME’s services as his talent agent. Specifically, the oral agreement

24 provided for ten percent (10%) commissions payable to WME on any monetary sums or other

25 consideration which Hurwitz earned or received for any assignments, employments or engagements

26 on any project substantially negotiated while Hurwitz was represented by WME (the “WME-

27 Hurwitz Talent Agency Agreement”).

28 ///

20
COMPLAINT FOR DAMAGES
 1 77. WME breached the WME-Hurwitz Talent Agency Agreement, by virtue of their acts

2 and omissions, which include, without limitation, its failure to take the agreed upon 10%

3 commission from engagements procured for Hurwitz, concealing the fact that WME’s compensation

4 is often tied to the budget of a particular production rather than the amount paid to Hurwitz, and,

5 therefore, WME is incentivized to reduce the amount paid to Hurwitz in order to increase the amount

6 of the budget available to compensate WME, and concealing the fact that WME’s interests in

7 negotiating with show productions are not aligned to Hurwitz, and in fact, are at direct odds with

8 Hurwitz and drive up the budget.

9 78. As a direct and proximate result of WME’s acts, Hurwitz has suffered, and continues

10 to suffer, substantial monetary damages in an amount to proven at the time of trial, but well in excess

11 of the jurisdictional limit of this Court.

12 SIXTH CAUSE OF ACTION FOR BREACH OF THE IMPLIED COVENANT OF GOOD

13 FAITH AND FAIR DEALING

14 (Against WME and Does 1 through 10)

15 79. Hurwitz restates and incorporates by reference, as though fully set forth herein, the

16 allegations contained in each of the paragraphs above.

17 80. There is a covenant of good faith and fair dealing implied in every contract. This

18 implied covenant requires each contracting party to refrain from doing anything to injure the right of

19 the other to receive the benefits of the agreement.

20 81. WME breached the implied covenant of good faith and fair dealing in the WME-

21 Hurwitz Talent Agency Agreement by virtue of their acts and omissions.

22 82. As a direct and proximate result of the acts and omissions of WME, Hurwitz has

23 suffered, and continues to suffer, substantial monetary damages in an amount to be proven at the

24 time of trial, but well in excess of the jurisdictional limit of this Court.

25 SEVENTH CAUSE OF ACTION FOR CONSPIRACY TO DEFRAUD

26 (Against All Defendants)

27 83. Hurwitz restates and incorporates by reference, as though fully set forth herein, the

28 allegations contained in each of the paragraphs above.

21
COMPLAINT FOR DAMAGES
 84. As alleged above, Defendants, and each of them, did agree and conspire to commit

2 each of the acts alleged above, that each of said acts was committed in furtherance as part of such

3 agreement and conspiracy, and that in committing such acts, Defendants were acting as the agent of

4 each of the remaining Defendants, and that each act was committed within the scope of such agency.
5 85. In furtherance of said conspiracy to defraud, Defendants, and each of them, agreed to

6 willfully hide WME's breach of fiduciary duties, transferred the LLL in Concert production license

7 to Endeavor Content without Hurwitz's consent, and acted in conflict with the business interest of

8 Hurwitz causing Hurwitz to suffer damages. Thereafter, Defendants made no good faith effort to

9 mitigate the harm caused to Hurwitz. Rather Defendants continued to knowingly act in a manner

IO that was inconsistent with and contrary to the duties owed to Hurwitz.

11 86. As a consequence of the foregoing conspiracy, Hurwitz has been damaged in a sum in

12 excess of the jurisdictional minimum of this Court.

13 87. Hurwitz alleges on information and belief that the acts complained of herein were

14 done by Defendants with malice and oppression as those terms are defined in civil code Section

15 3294, and Hurwitz is therefore entitled to an award of exemplary and punitive damages from

16 Defendants, and each of them, in an amount according to proof.

17 PRAYER FOR RELIEF

18 I. For compensatory damages according to proof;

19 2. For exemplary and/or punitive damages as permitted by law;

20 3. For costs of suit herein;

21 4. For such other and further relief as the court may deem just and proper;

22 5. For a trial by jury on all causes of action as permitted by law.

23

24 Dated: January 10, 2022 FREEDMAN+ TArTELMAN, LLP

25

26 By:____,t.....,,,£--=--~----
Bryan J. Freedman
27 Tamar Yeghiayan
Attorneys for Justin Hurwitz
28

22
COMPLAINT FOR DAMAGES