Electronically FILED by Superior Court of California, County of Los Angeles on 07/01/2021 03:12 PM Sherri R.

Carter, Executive Officer/Clerk of Court, by R. Perez,Deputy Clerk

21STCV24384
Assigned for all purposes to: Stanley Mosk Courthouse, Judicial Officer: Holly Fujie

1 MARTIN D. SINGER (BAR NO. 78166)

DAVID B. JONELIS (BAR NO. 265235)
2 LAVELY & SINGER
PROFESSIONAL CORPORATION
3 2049 Century Park East, Suite 2400
Los Angeles, California 90067-2906
4 Telephone: (310) 556-3501
Facsimile: (310) 556-3615
5 [email protected]
[email protected]
6
Attorneys for Plaintiff
7 BLUMHOUSE PRODUCTIONS, LLC
8

9 SUPERIOR COURT OF THE STATE OF CALIFORNIA

10 FOR THE COUNTY OF LOS ANGELES

11

12 BLUMHOUSE PRODUCTIONS, LLC, a Case No.: ____________

Delaware limited liability company,
13
Plaintiff, COMPLAINT FOR:
14
vs. (1) BREACH OF CONTRACT
15
EMMETT FURLA OASIS FILMS, LLC, a (2) QUANTUM MERUIT
16 California limited liability company; THE
FYZZ FACILITY, LLC, a Delaware limited (3) DECLARATORY RELIEF
17 liability company; MEADOW WILLIAMS, an
individual; HULU, LLC, a Delaware limited
18 liability company; and DOES 1 through 10, [JURY TRIAL REQUESTED]
inclusive,
19
Defendants.
20

21

22 Plaintiff BLUMHOUSE PRODUCTIONS, LLC (“Blumhouse” or “Plaintiff”) alleges as follows:

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,

27 you want to be swindled and deprived of the benefit of the bargain.

28

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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

10 through talent and hard work.

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

14 and left with no option but to file a lawsuit.

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

20 pocket the entire fee for themselves.

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,

11 BlackKkKlansman, and The Normal Heart).

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

17 have been named as defendants in no less than 26 separate lawsuits.

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

25 movies – most of which are produced by EFO and its principals.

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

28 purports to be engaged in the business of film finance.

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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.

19 FACTS COMMON TO ALL CAUSES OF ACTION

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,

23 disappointing and lacking in commercial appeal.

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

5 create a new cut of the Picture.

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

8 Agreement is attached hereto as Exhibit “A.”

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

11 costs of such recutting.”

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,

15 without deduction of any kind.”

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

24 to end the Picture.

25 The EFO Defendants’ Breach of the Agreement

26 23. Notwithstanding their above-described contractual obligations to Blumhouse under the

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

6 which it is entitled under the Agreement.

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

9 valuable services that Hulu became interested in licensing the Picture.1

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

14 without Blumhouse’s requisite consent and authorization.

15 27. Despite repeated demands that the EFO Defendants simply pay Blumhouse its fee under

16 the Agreement, the EFO Defendants have inexplicably refused to do so.

17 Hulu’s Unauthorized Exploitation Of The Picture

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.

26

27
1
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,

3 Blumhouse has been forced to file this action.

5 FIRST CAUSE OF ACTION

6 (Breach of Contract – Against the EFO Defendants)

7 31. Plaintiff incorporates by reference each and every allegation contained in Paragraphs 1

8 through 30, inclusive, of this Complaint as if fully set forth herein.

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

11 connection with Plaintiff’s “New Cut” of the Picture.

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.

22 SECOND CAUSE OF ACTION

23 (Quantum Meruit – Against the EFO Defendants)

24 37. Plaintiff incorporates by reference each and every allegation contained in Paragraphs 1

25 through 30, inclusive, of this Complaint as if fully set forth herein.

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

28 ultimately resulted in a license to Hulu.

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COMPLAINT
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 1 39. The EFO Defendants were aware that Plaintiff was providing these services, and both

2 accepted and enjoyed the benefit of these services.

3 40. Plaintiff has repeatedly demanded payment for its services, but the EFO Defendants have

4 failed and refused to pay Plaintiff.

5 41. The fair and reasonable value of Plaintiff’s services is in an amount subject to proof at

6 trial, but no less than One Million Dollars ($1,00,000).

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

9 and reasonable value of its services under a quantum meruit theory.

10 THIRD CAUSE OF ACTION

11 (Declaratory Relief – Against Hulu)

12 43. Plaintiff incorporates by reference each and every allegation contained in Paragraphs 1

13 through 30, inclusive, of this Complaint as if fully set forth herein.

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

19 lawful right to exploit the Picture.

20 45. Plaintiff therefore seeks a judicial declaration and determination that Hulu has no right to

21 exploit the Picture.

22 PRAYER FOR RELIEF

23 WHEREFORE, Plaintiff prays for judgment against Defendants, and each of them, as follows:

24 AS TO THE FIRST CAUSE OF ACTION:

25 1. For compensatory damages in an amount according to proof at the time of trial, together

26 with interest thereon at the legal rate;

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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;

4 AS TO THE THIRD CAUSE OF ACTION:

5 3. For a judicial declaration and determination that Hulu has no right to exploit the Picture.

6 AS TO ALL CAUSES OF ACTION:

7 4. For all costs of suit;

8 5. For attorneys’ fees and costs as may be provided by law;

9 6. For pre-judgment interest at the maximum legal rate;

10 7. For post-judgment interest at the maximum legal rate; and

11 8. For such other and further relief as deemed just and proper.

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13 Dated: July 1, 2021 LAVELY & SINGER

PROFESSIONAL CORPORATION
14 MARTIN D. SINGER
15 DAVID B. JONELIS

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By:
17 MARTIN D. SINGER
Attorneys for Plaintiff
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BLUMHOUSE PRODUCTIONS, LLC
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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.

6 Dated: July 1, 2021 LAVELY & SINGER

PROFESSIONAL CORPORATION
7 MARTIN D. SINGER
DAVID B. JONELIS
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9 By: ______________________ _ _
MARTIN D. SINGER
10 Attorneys for Plaintiff
BLUMHOUSE PRODUCTIONS, LLC
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EXHIBIT A