Blumhouse V EFO
Blumhouse V EFO
Blumhouse V EFO
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23 INTRODUCTION
24 1. If there is a lesson to be learned from the events giving rise to this case, it is as follows:
25 Do not under any circumstances do business with Emmett Furla Oasis Films, LLC (“EFO”), The Fyzz
26 Facility, LLC (“Fyzz”) or Meadow Williams (collectively, the “EFO Defendants”) – unless, of course,
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COMPLAINT
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1 2. Indeed, as evidenced by the plethora of prior lawsuits asserted against EFO, its principals,
2 and its related entities, they have made a pattern and practice of engaging in a laundry list of unlawful
3 misconduct, which has given rise to claims for breach of contract, breach of fiduciary duties, and even
4 fraud.
5 3. And Ms. Williams is no different – having been previously sued for the suspicious
6 circumstances surrounding her inheritance of hundreds of millions of dollars from the elderly billionaire
7 that she married shortly before his death. Truth be told, the very fact that Ms. Williams holds herself out
8 as a legitimate “actress” and “producer” is in and of itself tantamount to fraud – given that she has
9 actually used the money from her contested inheritance to buy her fame instead of actually earning it
11 4. Thus, in hindsight, it is unsurprising that EFO, Fyzz, and Ms. Williams failed to follow
12 through on their promises and obligations to Blumhouse, choosing instead to misappropriate the fruits of
13 Blumhouse’s creativity and labor for their own unlawful benefit while leaving Blumhouse high and dry
15 5. As described herein, after engaging Blumhouse to salvage what would otherwise have
16 been a failed motion picture entitled Boss Level (the “Picture”), and after Blumhouse spent substantial
17 time and money recutting the Picture into something with actual commercial viability, and after the EFO
18 Defendants were then able to license the recut version of the Picture for a substantial fee, the EFO
19 Defendants outrageously refused to pay Blumhouse its contractual share of that fee – choosing instead to
21 6. Further, to add insult to injury, despite the fact that the EFO Defendants had no right to
22 license the Picture without paying Blumhouse its fee, and despite the fact that the purported licensee of
23 the Picture – Defendant Hulu, LLC (“Hulu”) – has been repeatedly notified that the EFO Defendants
24 lacked the right to license the Picture without paying Blumhouse for its valuable and unique
25 contributions to the Picture, Hulu has offensively continued to exploit the Picture on its streaming
26 service while Blumhouse remains unpaid. Indeed, not only is Blumhouse unpaid, but it is actually out-
27 of-pocket for (a) the substantial costs that it incurred recutting the Picture and (b) the legal costs it has
28 incurred and is incurring in seeking to get paid what is contractually and unambiguously due to it.
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COMPLAINT
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1 7. Consequently, through this action, Blumhouse seeks to recover the monies undisputedly
2 owed by the EFO Defendants, and also seeks a judicial declaration that Hulu has no right to exploit the
3 Picture.
4 PARTIES
5 8. Plaintiff Blumhouse is a Delaware limited liability company with its principal place of
6 business in the County of Los Angeles, California. Founded in 2000 by Jason Blum, Blumhouse
7 produces motion pictures and television programs. While known primarily for its massively successful
8 slate of horror films (including such box office hits as Paranormal Activity, Insidious, The
9 Purge, Split, Get Out, Happy Death Day, Halloween, Us, and The Invisible Man), Blumhouse has also
10 produced numerous successful dramatic pictures (including the critically-acclaimed films Whiplash,
12 9. Defendant EFO is a California limited liability company with its principal place of
13 business in the County of Los Angeles, California. Although EFO purports to be engaged in the
14 business of producing motion pictures, it may be equally well-known in the entertainment industry for
15 its reputation of swindling its investors and business partners– conduct which has given rise to numerous
16 lawsuits against EFO and its principals. Indeed, within the past decade alone, EFO and its principals
18 10. On information and belief, Defendant Meadow Williams is an individual residing and
19 conducting business in the County of Los Angeles, California. While Ms. Williams holds herself out as
20 an “actress,” “writer,” and “producer,” she is perhaps most famous for inheriting hundreds of millions of
21 dollars from the late billionaire Gerald Kessler – whom Ms. Williams married shortly before his death
22 and whose death gave rise to claims of abuse and fraud against Ms. Williams by Mr. Kessler’s family.
23 Notably, Ms. Williams has used her contested inheritance to self-fund her purported entertainment
24 career. Or, put more bluntly, Ms. Williams pays money to put herself (and sometimes her boyfriend) in
26 11. Defendant Fyzz is a Delaware limited liability company that conducts substantial
27 business in the County of Los Angeles, California. When not breaching its contractual obligations, Fyzz
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COMPLAINT
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1 12. Defendant Hulu is a Delaware limited liability with its principal place of business in the
2 County of Los Angeles, California. Hulu is well-known for its streaming service, Hulu, which exhibits
3 its own original film and television content along with content licensed from other third-party motion
4 picture studios and television networks – and which, in this case, exhibited content without Plaintiff’s
5 requisite authorization.
6 13. Plaintiff is presently unaware of the true names and capacities of the defendants sued
7 herein as Does 1 through 10 inclusive and, therefore, sues said defendants by such fictitious names.
8 Plaintiff will amend this complaint to allege the true names and capacities of such fictitiously named
9 defendants when the same have been ascertained. Plaintiff is informed and believes, and based thereon
10 alleges, that each of the fictitiously named defendants is responsible in some manner for the
11 occurrences, acts and omissions alleged herein, and that Plaintiff’s damages were proximately caused by
12 their conduct.
13 14. Plaintiff is informed and believes, and based thereon alleges, that each defendant at all
14 times mentioned in this Complaint was the agent, employee, partner, joint venturer, co-conspirator,
15 and/or employer of the other defendants and was at all times herein mentioned acting within the course
16 and scope of that agency, employment, partnership, conspiracy, ownership or joint venture. Plaintiff is
17 further informed and believes, and thereon alleges, that the acts and conduct herein alleged of each
18 defendant was known to, authorized by and/or ratified by the other defendants, and each of them.
20 The Agreement
21 15. In 2019, the EFO Defendants found themselves in quite a quagmire: Despite their
22 collective efforts to finance and produce the Picture, the resulting product was, to say the least,
24 16. Accordingly, in a last-ditch effort to salvage the Picture, the EFO Defendants approached
25 Blumhouse with a proposal: If Blumhouse would step in and rework/recut the Picture to make it
26 commercially-viable, and if Blumhouse would advance the out-of-pocket costs in connection with such
27 an endeavor, Blumhouse would be entitled to share in the proceeds of the Picture if and when the new
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COMPLAINT
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1 cut of the Picture was ultimately distributed by a third party (either theatrically or through a streaming
2 service).
3 17. Relying on the EFO Defendants’ above-stated representations, and confident in its ability
4 to recut the Picture into something with actual commercial appeal, Blumhouse agreed to step in and
6 18. To confirm the parties’ agreement, Blumhouse and the EFO Defendants entered into a
7 written agreement, dated as of August 2, 2019 (the “Agreement”). A true and correct copy of the
9 19. Pursuant to the express terms of the Agreement, Blumhouse agreed to “recut the Picture”
10 and to “bring its ideas and creativity to the process.” Additionally, Blumhouse agreed to “advance the
12 20. As consideration for Blumhouse’s valuable services, the EFO Defendants jointly and
13 severally agreed that, inter alia, should the “New Cut” of the Picture be “licensed in the first instance to
14 a streaming service, e.g., Netflix, Blumhouse [would] be paid 5% of the license fee paid by such service,
16 21. The Agreement is also clear that the EFO Defendants may only authorize a license of the
17 “New Cut” subject to Blumhouse’s right to compensation. In other words, the EFO Defendants have no
18 right to license the “New Cut” of the Picture unless and until Blumhouse is paid its contractual
19 consideration.
20 22. In full compliance with its obligations under the Agreement, and in reliance on the EFO
21 Defendants’ promises thereunder, Blumhouse proceeded to create a “New Cut” of the Picture, incurring
22 total out-of-pocket costs of $126,393.92 in the process. The “New Cut” contains a substantial amount of
23 new material and unique elements created solely by Blumhouse, including a completely new final shot
27 Agreement, the EFO Defendants outrageously proceeded to secretly license the “New Cut” of the
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COMPLAINT
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1 Picture to Hulu – a “streaming service” – without paying Blumhouse its requisite 5% share of the license
2 fee.
3 24. More specifically, without any notice to Blumhouse, the EFO Defendants licensed the
4 “New Cut” of the Picture to Hulu for an all-in fee of $11,750,000, and then (when the concealed deal
5 was discovered by Blumhouse after-the-fact) failed and refused to pay Blumhouse the $587,500 fee to
7 25. Notably, prior to Blumhouse’s creation of its “New Cut,” Hulu had passed on the
8 opportunity to license the Picture from the EFO Defendants. It was only as a result of Blumhouse’s
10 26. To be clear, Blumhouse never waived its right to receive its 5% fee, nor did it ever
11 consent to have the “New Cut” of the Picture – replete with the new material and unique elements
12 created by Blumhouse at its own expense – exploited by the EFO Defendants and Hulu for free. To the
13 contrary, the deal between the EFO Defendants and Hulu was done behind Blumhouse’s back and
15 27. Despite repeated demands that the EFO Defendants simply pay Blumhouse its fee under
18 28. Given that the Agreement expressly precludes the EFO Defendants from licensing the
19 “New Cut” of the Picture without paying Blumhouse its contractual fee, and given that this fee was
20 never paid, the EFO Defendants did not have the right to license the “New Cut” of the Picture to Hulu.
21 Consequently, Hulu likewise had (and still has) no right to exploit the Picture.
22 29. Nonetheless, despite Blumhouse’s repeated demands that Hulu cease and desist from
23 exploiting the “New Cut” of the Picture – including by pointing out that Hulu necessarily lacks a clean
24 chain of title pursuant to the Agreement – Hulu has continued to exploit the “New Cut” for its own
25 financial gain, taking the unfounded position that it somehow has the right to do so.
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In fact, one of the Picture’s stars has confirmed to Blumhouse that the unique elements prepared by
28 Blumhouse were integral to the value of the Picture and led to the ultimate sale of the Picture to Hulu.
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COMPLAINT
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1 30. Faced with the EFO Defendants’ continued refusal to comply with their contractual
2 payment obligations, and in light of Hulu’s continued unauthorized exploitation of the Picture,
7 31. Plaintiff incorporates by reference each and every allegation contained in Paragraphs 1
9 32. Plaintiff and the EFO Defendants are parties to the written Agreement, which provides
10 for Plaintiff to receive 5% of any license fee paid by a streaming service to the EFO Defendants in
12 33. In addition to the express provisions of the Agreement (including as set forth above), an
13 implied covenant of good faith and fair dealing also exists which precludes the EFO Defendants from
14 doing anything that will injure Plaintiff’s right to receive the benefits of the Agreement.
15 34. As alleged, the EFO Defendants have materially breached the express and implied terms
16 of the Agreement by refusing to pay Plaintiff 5% of the $11,750,000 license fee received from Hulu.
17 35. Plaintiff has performed all of its obligations under the Agreement, except for those
18 otherwise excused by the EFO Defendants’ own breaches and/or failure to perform.
19 36. As a direct and proximate result of the EFO Defendants’ express and implied breaches of
20 the Agreement, Plaintiff has been damaged in an amount subject to proof at trial, but no less than
21 $587,500.
24 37. Plaintiff incorporates by reference each and every allegation contained in Paragraphs 1
26 38. As alleged, at the request of the EFO Defendants and for the benefit of the EFO
27 Defendants, Plaintiff rendered its valuable services by creating a “New Cut” of the Picture that
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COMPLAINT
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1 39. The EFO Defendants were aware that Plaintiff was providing these services, and both
3 40. Plaintiff has repeatedly demanded payment for its services, but the EFO Defendants have
5 41. The fair and reasonable value of Plaintiff’s services is in an amount subject to proof at
7 42. As an alternative form of relief, and in the event the EFO Defendants are not
8 contractually required to pay Plaintiff its fee under the Agreement, Plaintiff seeks recovery of the fair
12 43. Plaintiff incorporates by reference each and every allegation contained in Paragraphs 1
14 44. As alleged, an actual controversy and dispute has arisen between Plaintiff and Hulu as to
15 Hulu’s right to exploit the Picture. Plaintiff contends that Hulu has no right to exploit the Picture since
16 (1) Plaintiff has not been paid its fee for its new and unique contributions to the Picture, (2) the EFO
17 Defendants thus lacked the right to license the Picture to Hulu, and (3) Hulu thus does not possess a
18 clean chain of title. Hulu, on the other hand, disputes this contention, and maintains that it has the
20 45. Plaintiff therefore seeks a judicial declaration and determination that Hulu has no right to
23 WHEREFORE, Plaintiff prays for judgment against Defendants, and each of them, as follows:
25 1. For compensatory damages in an amount according to proof at the time of trial, together
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COMPLAINT
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1 AS TO THE SECOND CAUSE OF ACTION:
2 2. For the reasonable value of Plaintiff’s services in an amount according to proof at the
3 time of trial;
5 3. For a judicial declaration and determination that Hulu has no right to exploit the Picture.
11 8. For such other and further relief as deemed just and proper.
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By:
17 MARTIN D. SINGER
Attorneys for Plaintiff
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BLUMHOUSE PRODUCTIONS, LLC
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COMPLAINT
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1 REQUEST FOR JURY TRIAL
3 Please take notice that Plaintiff BLUMHOUSE PRODUCTIONS, LLC hereby requests a trial by
4 jury.
9 By: ______________________ _ _
MARTIN D. SINGER
10 Attorneys for Plaintiff
BLUMHOUSE PRODUCTIONS, LLC
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COMPLAINT
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EXHIBIT A