Electronically FILED by Superior Court of California, County of Los Angeles on 05/22/2019 02:25 PM Sherri R.

Carter, Executive Officer/Clerk of Court, by V. Delgadillo,Deputy Clerk

1 JDF LAW, P.C.

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SUPERIOR COURT OF THE STATE OF CALIFORNIA
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FOR THE COUNTY OF LOS ANGELES
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KEVIN SHULMAN, an individual, Case No.: BC720405
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13 Plaintiff, [Assigned for all purposes to Hon.
Barbara Scheper, Dept. 30]
14 vs.
SECOND AMENDED COMPLAINT
15 DANA GUERIN, an individual; EPIC LEVEL FOR:
ENTERTAINMENT, LTD., a California
16 corporation; SQUEAKY FILM, LLC, a California 1. BREACH OF ORAL CONTRACT
17 limited liability company; JEREMY ROSEN, an (COUNT ONE);
individual; ROXWELL, INC. d/b/a ROXWELL 2. BREACH OF ORAL CONTRACT
18 FILMS, a California corporation; JOHN FRANK (COUNT TWO);
ROSENBLUM, an individual; CINDI RICE, an 3. BREACH OF ORAL JOINT
19 individual; IFC IN THEATERS LLC, a Delaware VENTURE AGREEMENT;
limited liability company; and DOES 1–20, 4. BREACH OF THE IMPLIED
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COVENANT OF GOOD FAITH
21 Defendants. AND FAIR DEALING (COUNT
ONE);
22 5. BREACH OF THE IMPLIED
COVENANT OF GOOD FAITH
23 AND FAIR DEALING (COUNT
24 TWO);
6. PROMISSORY ESTOPPEL;
25 7. QUANTUM MERUIT;
8. FRAUD;
26 9. CONVERSION;
10. CONSPIRACY TO COMMIT
27 INTENTIONAL INTERFERENCE
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SECOND AMENDED COMPLAINT
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 WITH CONTRACTUAL
1 RELATIONS; AND
2 11. DECLARATORY RELIEF

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SECOND AMENDED COMPLAINT
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 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 the primary 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. Defendant IFC IN THEATERS LLC (“IFC”) is a Delaware limited liability company

25 that regularly conducts business in Los Angeles County, California.

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

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

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

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

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

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

7 employment.

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 bedridden with cancer, and were clearly designed to take advantage of Plaintiff’s vulnerability in

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

15 the 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 recently

18 premiered 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 agreement whereby

23 the two would develop and produce a feature length film based on the “Manson Family” murders.

24 Toward that end, together, Plaintiff and Rosen optioned the rights to Ed Sanders’ 1971 novel The

25 Family in or around 2012.

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 1 14. Plaintiff and Rosen then set out to assemble a team of investors 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 also pitched the project to Guerin as a potential investor (knowing Guerin’s desire to fund

7 similar projects). Plaintiff’s connections proved instrumental, as both Ms. Turner and Guerin decided

8 to participate in the project, then known as The Family. With investors and an esteemed writer on

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

10 produced and 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 to part ways with a former director, so that he could work on bringing in director Mary

20 Harron. As a result, Plaintiff continued to leverage his contacts and credibility in the entertainment

21 industry to pull off the impossible: he reunited Ms. Turner and Ms. Harron to work on their first

22 project together in genre since their critically acclaimed 2000 film American Psycho. With Ms. Turner

23 and Ms. Harron on board, the film began gathering massive media attention and momentum toward

24 production. Budgets were created (including multiple iterations clearly identifying Plaintiff and Rosen

25 as “Producers,” as that was to be their role). Plaintiff’s longtime passion project was not only

26 becoming a reality, but was turning into a large scale commercially viable film, that would likely

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 1 elevate Plaintiff’s visibility and already excellent reputation to the next level. This was crucial for

2 Plaintiff, given the importance of a “Producer” credit on a Hollywood film of such commercial and

3 critical significance.

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

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

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

7 As a result, Plaintiff underwent surgery and began an intensive treatment regime that, for obvious

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

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

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

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

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

13 while undergoing treatment. Plaintiff had put so many years into the project by that point that he was

14 willing to do whatever it took to get this project off the ground.

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

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

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

18 and Shulman all agreed that a long form contract memorializing Plaintiff’s already agreed-upon

19 “Producer” credit and producer fee equating to 2.5% of the film’s budget would be forthcoming.

20 Rosen and Guerin repeatedly assured Plaintiff that this formality would be taken care of and that he

21 was absolutely entitled to this credit and fee given the fact that: (i) the project was his creation, and

22 would not have happened without his involvement; (ii) he spearheaded an undeniable multi-years-long

23 effort and work as a producer on the film; (iii) he was instrumental in securing the writer, director, and

24 multiple other key personnel; and (iv) the fact that this was fundamentally Plaintiff’s project, which he

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

26 oral agreements to credit and compensate Plaintiff in this manner, and in the amount described.

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

2 Agreement.” Despite spearheading the project as its undisputed “Producer,” a credit which was

3 constantly assured to Plaintiff, Plaintiff was “offered” the drastically reduced and wholly inadequate

4 credit of “Co-Producer.” Plaintiff’s producer fee was also cut in this document from 2.5% of the

5 film’s $5.5 million budget to a paltry $15,000 in “fixed compensation,” directly contrary to the

6 repeated explicit and binding agreement of the parties. This agreement contained releases of rights

7 that no “Co-producer” would possess, which shows that Defendants were aware that Plaintiff, in fact,

8 contributed significantly and creatively to the film. Plaintiff was presented this contract on a “take it or

9 leave it basis” and told that if he did not sign the Producer Agreement he would not be allowed on set

10 when principal photography began the next morning. This “agreement” was sent at 11:50 p.m. the

11 night before a 6:30 a.m. call time, further indication that this was a transparent attempt to strongarm

12 and intimidate Plaintiff into taking reduced compensation at the 11th hour (despite the existence of

13 binding agreements) and an attempt to take advantage Plaintiff’s vulnerability in the wake of battling

14 cancer. To add insult to injury, Plaintiff’s “Producer” credit appears to have been given to two Epic

15 Level employees, John Frank Rosenblum and Cindi Rice, who had no involvement whatsoever with

16 the film until that point.

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

18 aware of the agreements between Plaintiff, Epic Level, Rosen, and Guerin. They are not innocent

19 actors, but rather took affirmative steps to disrupt Shulman’s contractual relationships in an effort to

20 steal credit and compensation for themselves.

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

22 told him to be “grateful” he even received an offer and to “take what he could get.” Presumably, that

23 is because Rosen was still set to receive an appropriate credit and the portion of the budget originally

24 designated for Plaintiff. Later, Rosen even offered to provide Plaintiff with part of his fees, which

25 further evidences the fact that Rosen knew Plaintiff was entitled to more than the Producer Agreement

26 provided for. It also appears that by replacing Plaintiff with two Epic Level employees that Guerin

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 1 and Epic Level simply wanted to pay and take care of their own, rather than compensate Plaintiff for

2 the work he performed.

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

4 stonewalled and barred from the project.

5 23. Ultimately, Plaintiff refused to sign the Producer Agreement that he was presented with

6 as it did not reflect the actual agreement between the parties, and was not reflective of the work that

7 took place. It became very clear at that point what had happened: Defendants had conspired together,

8 while Plaintiff was recovering from cancer, to pull the rug out from underneath him, robbing him of

9 both credit and compensation for the eight years of work he had undeniably performed.

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

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

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

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

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

15 agreed upon producer fee, thereby necessitating this lawsuit. Charlie Says was subsequently

16 purchased by IFC for distribution (which had knowledge of Plaintiff’s claims when this transaction

17 occurred) and is currently set for release on May 10, 2019.

18 FIRST CAUSE OF ACTION

19 BREACH OF ORAL CONTRACT

20 COUNT ONE

21 (Against Rosen)

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

23 fully set forth herein.

24 27. In or around 2010, Plaintiff and Rosen entered into an oral agreement whereby the two

25 would develop and produce a feature length film based on the “Manson Family” murders. Pursuant to

26 this agreement, Plaintiff and Rosen agreed to produce the film together and equally share all producer

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 1 fees, as well as any and all back-end fees and participation. This oral agreement was subsequently

2 memorialized and ratified by further numerous verbal conversations and assurances spanning years, and

3 via emails and other documents relating to the Charlie Says film project, such as budgets and other

4 documents listing Shulman’s credit and fee.

5 28. Plaintiff performed all of his obligations under the oral agreement by, at the very least,

6 providing producer services on the project that ultimately became Charlie Says, or was excused from

7 performance.

8 29. Rosen breached the agreement by, at the very least, wrongfully excluding Plaintiff from

9 producing the film that became known as Charlie Says, and by receiving Plaintiff’s share of the

10 producer fees and credit, and/or denying him the same, and refusing to split compensation as agreed.

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

12 specific performance is warranted and justified.

13 31. As a direct and proximate result of Rosen’s breach of their oral agreement, Plaintiff has

14 suffered damages in an amount that is in excess of the minimum jurisdiction of this court.

15 SECOND CAUSE OF ACTION

16 BREACH OF ORAL CONTRACT

17 COUNT TWO

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

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

20 fully set forth herein.

21 33. In or around early 2014, Plaintiff and Guerin, acting in her individual capacity, entered

22 into an oral agreement whereby Plaintiff agreed to render producer services on the project that would

23 ultimately become Charlie Says in exchange for monetary compensation, including back-end fees and

24 participation, and “Producer Credit.” This oral agreement was subsequently memorialized and ratified

25 by further numerous verbal conversations and assurance spanning years, and via emails and other

26 documents relating to the Charlie Says film project, such as budgets and other documents listing

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 1 Shulman’s credit and fee. Guerin’s initial representations were made in her individual capacity and

2 predated the inclusion of Epic Level and Squeaky Film.

3 34. Guerin then founded Squeaky Film, along with Rosen, and Guerin’s brother Michael, for

4 the purposes of producing what would ultimately become Charlie Says. Guerin is now the primary

5 member/manager of Squeaky Film, along with her brother. At some point after Squeaky Film was

6 founded, Guerin and Plaintiff agreed that Plaintiff would be paid by Squeaky Film, or some undefined

7 entity was to eventually produce Charlie Says, an industry standard fee for his work on the project, and

8 that he would be a full producer on Charlie Says (and hence entitled to credit and compensation, both for

9 services already rendered, and going forward).

10 35. Once the Charlie Says project started gaining momentum, Guerin hired Epic Level to

11 produce Charlie Says, and, became a partner/producer/representative of Epic Level. On behalf of Epic

12 Level, Guerin further promised that Plaintiff would be paid a fee that would equate to no less than five

13 percent (5%) of the budget on the project, which would be shared with Rosen (i.e., 2.5% of the budget

14 allocated for Plaintiff). This representation was made verbally and was ratified numerous times over a

15 time period spanning more than a year, and memorialized in documents, including but not limited to

16 budgets for Charlie Says.

17 36. As the primary financier is was clear to Plaintiff that Guerin was effectively personally

18 guaranteeing this compensation and credit.

19 37. Plaintiff performed all of his obligations under the oral agreements by at the very least

20 providing producer services, or was excused from performance.

21 38. Guerin, Epic Level and Squeaky Film all breached the oral agreements by cutting

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

23 of their agreement. Specifically, these parties refused to attach Plaintiff to Charlie Says as a full

24 “Producer” despite already agreeing to do so, refused to provide him credit as “Producer” or allow him

25 to provide further producer services despite being willing and able to do so, and refused to pay

26 Plaintiff’s agreed-upon fee for the project, which was to be 2.5% of the film’s budget.

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 1 39. A “Producer” credit is a uniquely valuable asset in the entertainment industry such that

2 specific performance is warranted and justified.

3 40. As a direct and proximate result of Guerin’s, Epic Level’s and Squeaky Film’s breach of

4 their oral agreement, Plaintiff has suffered damages in an amount that is in excess of the minimum

5 jurisdiction of this court.

6 THIRD CAUSE OF ACTION

7 BREACH OF ORAL JOINT VENTURE AGREEMENT

8 COUNT ONE

9 (Against Rosen and Roxwell)

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

11 fully set forth herein.

12 42. In or around 2010, Plaintiff and Rosen, acting in his individual capacity and/or on behalf

13 of Roxwell, entered into an oral joint venture agreement for the purpose of developing and producing a

14 feature length film based on the “Manson Family” murders. Pursuant to this agreement, Plaintiff and

15 Rosen each invested services and capital and agreed to produce the film together and equally share all

16 producer fees, as well as any and all back-end fees and participation. This joint venture agreement was

17 subsequently memorialized and ratified by further numerous verbal conversations and assurances

18 spanning years, and via emails and other documents relating to the Charlie Says film project, such as

19 budgets and other documents listing Shulman’s credit and fee.

20 43. In light of this agreement, Plaintiff, Rosen, and Roxwell had a joint interest in the project

21 and possessed the right to jointly control its production.

22 44. Plaintiff performed all of his obligations under the joint venture agreement or was

23 excused from performance.

24 45. Rosen and/or Roxwell breached the joint venture agreement by wrongfully excluding

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

26 producer fees and credit, and/or denying him the same.

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

2 that specific performance is warranted and justified.

3 47. As a direct and proximate result of Rosen’s and/or Roxwell’s breach of their joint venture

4 agreement, Plaintiff has suffered damages in an amount that is in excess of the minimum jurisdiction of

5 this court.

6 FOURTH CAUSE OF ACTION

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

8 COUNT ONE

9 (Against Rosen and Roxwell)

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

11 fully set forth herein.

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

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

14 receive the benefits of the contract.

15 50. Plaintiff entered into various oral agreements described herein which were created for the

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

17 51. Plaintiff performed all of his obligations under the oral agreements described herein or

18 was excused from performance.

19 52. Rosen (acting in his individual capacity and on behalf of Roxwell) breached the implied

20 covenant of good faith and fair dealing by acting in a way that jeopardized the logistical viability of

21 Charlie Says and caused many involved in the project to lose faith in Rosen and Plaintiff as producers.

22 Rosen and Roxwell also breached this duty by inserting defendants Rosenblum and Rice as “producers”

23 at the 11th hour in an effort to create a pretext to prevent Plaintiff from continuing his services, by

24 barring Plaintiff from entering the set without signing a wholly deficient “producer agreement” despite a

25 willingness and ability to perform, and by creating and spreading false information about Plaintiff in an

26 effort to turn individuals against him, and prevent him from continuing to provide services.

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 1 53. Rosen was fully aware that such actions could jeopardize the film and thereby impact

2 Plaintiff’s producer credit and fees. Such actions were therefore contrary to the Plaintiff and Rosen’s

3 joint venture agreement and the interests of Plaintiff. On information and belief, Rosen’s conduct was a

4 contributing factor in Guerin’s, Epic Level’s, and Squeaky Film’s decision to cut Plaintiff out of Charlie

5 Says.

6 54. Plaintiff performed all of his obligations under the oral agreements or was excused from

7 performance.

8 55. As a direct and proximate result of Rosen’s and Roxwell’s breach of the implied

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

10 the minimum jurisdiction of this court.

11 FIFTH CAUSE OF ACTION

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

13 COUNT TWO

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

15 56. All previous allegations are realleged and incorporated herein by reference, as though

16 fully set forth herein.

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

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

19 receive the benefits of the contract.

20 58. Plaintiff entered into various oral agreements described herein which were created for the

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

22 59. Defendants Guerin, Epic Level, and/or Squeaky Film breached the implied covenant of

23 good faith and fair dealing by inserting defendants Rosenblum and Rice as “producers” at the 11th hour

24 in an effort to create a pretext to prevent Plaintiff from continuing his services, by barring Plaintiff from

25 entering the set without signing a wholly deficient “producer agreement” despite a willingness and

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 1 ability to perform, and by creating and spreading false information about Plaintiff in an effort to turn

2 individuals against him, and prevent him from continuing to provide services.

3 60. Plaintiff performed all of his obligations under the assorted oral agreements or was

4 excused from performance.

5 61. As a direct and proximate result of Guerin’s, Epic Level’s, and Squeaky Film' breach of

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

7 in excess of the minimum jurisdiction of this court.

8 SIXTH CAUSE OF ACTION

9 PROMISSORY ESTOPPEL

10 (Against Rosen, Roxwell, Guerin, Epic Level, and Squeaky Film)

11 62. All previous allegations are realleged and incorporated herein by reference, as though

12 fully set forth herein.

13 63. Plaintiff alleges this claim as an alternative to both counts of breach of oral contract and

14 breach of oral joint venture agreement.

15 64. Rosen, Roxwell, Guerin, Epic Level, and/or Squeaky Film (the entities via authorized

16 representatives, i.e. Rosen and Guerin) each made a promise clear and unambiguous in its terms that

17 Plaintiff would receive credit for his work as a “Producer” on Charlie Says (both retroactively and going

18 forward) and would be paid half of five percent (5%) of the film’s budget, i.e. 2.5% of the budget

19 personally, which would equate to $137,500 based on the initially projected $5.5 million budget.

20 65. Plaintiff relied on these promises as demonstrated by his extensive work on Charlie Says

21 over the past eight years to bring the film from an idea to a feature length film, that was subsequently

22 premiered at the Venice Film Festival.

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

24 Roxwell, Guerin, Epic Level, and/or Squeaky Film acknowledged Plaintiff as a “Producer” in various

25 communications and press releases and assured Plaintiff of the same, and gave no indication that they

26 would renege on clear promises.

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 1 67. As a direct and proximate result of Plaintiff’s reliance on these promises Plaintiff has

2 suffered damages in an amount that is in excess of the minimum jurisdiction of this Superior Court.

3 SEVENTH CAUSE OF ACTION

4 QUANTUM MERUIT

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

6 68. All previous allegations are realleged and incorporated herein by reference, as though

7 fully set forth herein.

8 69. Plaintiff alleges this claim as an alternative to counts for breach of oral agreements.

9 70. Guerin, as both an individual and subsequently on behalf of Epic Level and Squeaky

10 Film, requested, by words or conduct, that Plaintiff perform production services for them relating to a

11 film project based on the Manson Family murders. This project would ultimately become Charlie Says.

12 71. Plaintiff performed these services as requested, as evidenced by his extensive work on the

13 project over the past eight years to bring the film from an idea to a feature length film that was

14 ultimately premiered at the Venice Film Festival. Plaintiff’s efforts included, but are not limited to,

15 researching the project and potential scripts, soliciting the ultimate writer and director of the film,

16 working to assemble key personnel and performing traditional customary producer services for

17 thousands of hours.

18 72. Guerin’s representations were made in her individual capacity and predated the inclusion

19 of Epic Level and Squeaky Film.

20 73. Neither Epic Level, Squeaky Film, nor Guerin have paid Plaintiff for said services, the

21 direct and proximate result of which Plaintiff has suffered damages in an amount that is in excess of the

22 minimum jurisdiction of this Superior Court.

23 //

24 //

25 //

26 //

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 1 EIGHTH CAUSE OF ACTION

2 FRAUD

3 (Against Rosen, Roxwell, Guerin, Epic Level, and Squeaky Film)

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

5 fully set forth herein.

6 75. When Plaintiff returned to set after his successful cancer treatment in or about early/mid

7 2018, Rosen (in his individual capacity and on behalf of Roxwell) and Guerin (in her individual capacity

8 as a “friend” of Plaintiff’s, and on behalf of Epic Level and Squeaky Film) verbally misrepresented to

9 Plaintiff the material fact that Plaintiff would still be producing Charlie Says as previously agreed, that

10 he should continue to produce, and in fact increase his role on the project, and receive his fee and credit

11 for doing so, which would equate to 2.5% of the film’s budget. These communications were made in

12 person and directly with Rosen and Guerin, during pre-production, and was also generally

13 acknowledged. Guerin had authority to speak on behalf of, and bind, both Squeaky Film (as the primary

14 member/manager) and Epic Level (as a producer/partner for the company). Rosen had authority to speak

15 on behalf of, and bind, Roxwell, as he was the principal of the company.

16 76. By this point, however, Guerin, Epic Level, and Squeaky Film had placed their friends

17 and acquaintances in “producer” roles despite these friends having had no previous experience

18 substantively producing a project, and despite them drawing the ire of multiple above the line

19 filmmakers of the crew for their lack of ability, competence and experience.

20 77. While Plaintiff thought it odd that these other individuals were on set purportedly acting

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

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

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

24 78. It ultimately became clear that these representations were false when made and Rosen,

25 Roxwell, Guerin, Epic Level, and Squeaky Film knew that they were false when making the

26 representations, in an effort to placate Plaintiff from taking any action to protect his rights, to keep the

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 1 production moving forward, and in furtherance of a plot to place wholly unqualified friends and new

2 producers into Shulman’s role. They knew they could easily dupe and defraud Plaintiff given the pre-

3 existing business and friend relationship between Plaintiff and Guerin, and the trust that they had

4 between each other, and given that Plaintiff was just recently off observational treatment for cancer, and

5 would not necessarily know that he had reason to be concerned about the new faces around the pre-

6 production office.

7 79. Rosen, Roxwell, Guerin, Epic Level, and Squeaky Film intended to defraud and induce

8 Plaintiff into continuing to act in his crucial role on Charlie Says given his success in reuniting Ms.

9 Turner and Ms. Harron, and given that he was the only producer that the filmmakers trusted and

10 believed could actualize the film’s creative potential. The project could not happen without Plaintiff’s

11 continued involvement at that point in time.

12 80. Plaintiff relied on these promises, as evidenced by his extensive work on Charlie Says

13 subsequent to these representations.

14 81. Plaintiff did not know these promises were false and Plaintiff’s reliance on these

15 promises were both reasonable and foreseeable since Rosen, Roxwell, Guerin, Epic Level, and Squeaky

16 Film acknowledged Plaintiff as a “Producer” in various communications and press releases, and assured

17 Plaintiff of the same. These misrepresentations constitute at the very least deceit pursuant to California

18 Civil Code §§ 1709-1710, in the affirmative misrepresentations, and concealment of material facts

19 described herein.

20 82. As a direct and proximate result of this fraud, Plaintiff has suffered damages in an

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

22 83. This fraudulent conduct as described herein was done with a conscious disregard of

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

24 expense. Such conduct was unauthorized and constitutes oppression, fraud, and/or malice under

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

26 appropriate to punish or set an example of the offending parties in an amount to be determined at trial.

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 1 NINTH CAUSE OF ACTION

2 CONVERSION

3 (Against Rosen and Roxwell)

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

5 fully set forth herein.

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

7 which is being withheld by Rosen and/or Roxwell even though it rightfully belongs to Plaintiff.

8 86. Rosen and/or Roxwell have converted Plaintiff’s funds by prohibiting Plaintiff from

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

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

11 87. As a direct and proximate result of Rosen’s and Roxwell’s conversion, Plaintiff has

12 suffered damages in an amount that is in excess of the minimum jurisdiction of this Superior Court.

13 88. Rosen’s and/or Roxwell’s conduct as described herein was done with a conscious

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

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

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

17 appropriate to punish or set an example of Rosen and/or Roxwell in an amount to be determined at trial.

18 TENTH CAUSE OF ACTION

19 CONSPIRACY TO COMMIT INTENTIONAL INTERFERENCE WITH CONTRACTUAL

20 RELATIONS

21 (Against Rosenblum, Rice, and IFC)

22 89. All previous allegations are realleged and incorporated herein by reference, as though

23 fully set forth herein.

24 90. Plaintiff entered into agreements with both Guerin and Rosen to act as a producer on

25 what would ultimately become the Charlie Says film project, as described herein. The purpose of the

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 1 agreements was to conduct business together to partner in connection with the production, development

2 and ultimately sale of the Charlie Says project.

3 91. Defendants Rosenblum, Rice, and IFC had actual knowledge of the existence of these

4 agreements, and knew that Plaintiff would benefit economically therefrom. Defendants Rosenblum and

5 Rice each intentionally, wrongfully and purposefully, and in their own way, interfered with the

6 agreements by advising, counseling and persuading defendants Guerin and Rosen to breach, repudiate

7 and/or ignore the joint venture agreements. Similarly, IFC intentionally, wrongfully and purposefully

8 interfered with the agreements by refusing to credit Plaintiff as a producer. Defendants Rosenblum,

9 Rice, and IFC intentionally acted with a design to disrupt Plaintiff’s contractual relationship with

10 defendants Rosen and Guerin, or knew that interference was certain or substantially certain to occur as a

11 result of their actions.

12 92. Defendants Rosenblum’s, Rice’s, and IFC’s conduct was wrongful, was not privileged or

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

14 93. The acts complained of herein were made pursuant to a conspiracy among Defendants

15 Rosenblum, Rice, and IFC. Despite their knowledge of the agreements described herein, Defendants

16 Rosenblum, Rice, and IFC conspired to interfere with the agreements for their own financial benefit by

17 agreeing to do all of the things they did to move forward with the final production of Charlie Says

18 without the involvement of Plaintiff, to work in tandem to assist in cutting Plaintiff out of the deal, and

19 to release Charlie Says without crediting Plaintiff as a producer.

20 94. As a result of Defendants Rosenblum’s, Rice’s, and IFC’s interference, Plaintiffs have

21 suffered damages in an amount that is in excess of the minimum jurisdiction of the Superior Court.

22 95. Defendants Rosenblum’s, Rice’s, and IFC’s conduct as described herein was done with a

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

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

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

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

2 amount to be determined at trial.

3 ELEVENTH CAUSE OF ACTION

4 DECLARATORY RELIEF

5 (Against IFC)

6 96. All previous allegations are realleged and incorporated herein by reference, as though

7 fully set forth herein.

8 97. An actual dispute or controversy has arisen and exists between Plaintiff and IFC in that

9 IFC has failed and refused, and continues to fail and refuse, to credit Plaintiff as a producer on Charlie

10 Says.

11 98. A judicial declaration is necessary and appropriate at this time so that Plaintiff may

12 ascertain his rights with respect to credit on Charlie Says. Specifically, Plaintiff requests a judicial

13 declaration that Plaintiff is a producer on Charlie Says and that IFC is required to credit Plaintiff as such

14 moving forward.

15 PRAYER FOR RELIEF

16 WHEREFORE, Plaintiff demands judgment against Defendants, and each of them, for the

17 following:

18 1. Compensatory and general damages;

19 2. Costs of this action;

20 3. Pre- and post-judgement interest;

21 4. Punitive damages on causes of action eight (8), nine (9), and ten (10);

22 5. Injunctive relief;

23 6. Restitution;

24 7. An accounting;

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

26 9. Specific performance;

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 1 10. Declaratory relief; and

2 11. Any other and further relief that the Court considers just and proper.

3
4 Dated: May 22, 2019 JDF LAW, P.C.

5
6 By: ____________________________________
John D. Fowler, Esq.
7 Kevin J. Cammiso, Esq.
Attorneys for Plaintiff
8 KEVIN SHULMAN
9
10 DEMAND FOR JURY TRIAL
11 Plaintiff hereby demands a trial by jury.
12
13 Dated: May 22, 2019 JDF LAW, P.C.
14
15 By: ____________________________________
16 John D. Fowler, Esq.
Kevin J. Cammiso, Esq.
17 Attorneys for Plaintiff
KEVIN SHULMAN
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 1 PROOF OF SERVICE
2 STATE OF CALIFORNIA, COUNTY OF LOS ANGELES
3 I am employed in the county of Los Angeles, State of California. I am over the age of 18
and not a party to the within action. On May 22, 2019, I served the foregoing document described
4 as:
5 SECOND AMENDED COMPLAINT FOR:
6
1. BREACH OF ORAL CONTRACT (COUNT ONE);
7 2. BREACH OF ORAL CONTRACT (COUNT TWO);
3. BREACH OF ORAL JOINT VENTURE AGREEMENT;
8 4. BREACH OF THE IMPLIED COVENANT OF GOOD FAITH AND FAIR DEALING
(COUNT ONE);
9 5. BREACH OF THE IMPLIED COVENANT OF GOOD FAITH AND FAIR DEALING
(COUNT TWO);
10
6. PROMISSORY ESTOPPEL;
11 7. QUANTUM MERUIT;
8. FRAUD;
12 9. CONVERSION;
10. CONSPIRACY TO COMMIT INTENTIONAL INTERFERENCE WITH
13 CONTRACTUAL RELATIONS; AND
11. DECLARATORY RELIEF
14
15 on the following interested parties in this action:

16 DANA GUERIN, an individual; EPIC LEVEL ENTERTAINMENT, LTD., a California

19 X by placing X a true copy in a sealed envelope addressed as follows:

20 Stephen F. Moeller
VALENSI ROSE PLC
21 1888 Century Park East, Suite 1100
Los Angeles, California 90067
22 [email protected]
(Counsel for Defendants Dana Guerin, Epic Level Entertainment, Ltd., Squeaky Film, LLC, John
23 Frank Rosenblum, and Cindi Rice)
24
Lawrence Y. Iser
25 Kate Mangels
KINSELLA WEITZMAN ISER KUMP & ALDISERT LLP
26 808 Wilshire Boulevard, 3rd Floor
Santa Monica, California 90401
27 [email protected]
[email protected]
28 (Counsel for Defendants Jeremy Rosen1and Roxwell, Inc. d/b/a Roxwell Films)
PROOF OF SERVICE
 1
2 X (BY ELECTRONIC MAIL OR ELECTRONIC TRANSMISSION) Based on an agreement
of the parties to accept service by e-mail or electronic service, I enclosed the document to be sent to
3 persons at the e-mail addresses listed. I did not receive, within a reasonable time after the
transmission, any electronic message or other indication that the transmission was unsuccessful.
4
I declare under penalty of perjury under the laws of the State of California that the above
5
is true and correct.
6
Executed on May 22, 2019, at Los Angeles, California.
7
8 ____________________________
9 Kevin J. Cammiso

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