1 Edwin F. McPherson – State Bar No.

106084
Pierre B. Pine – State Bar No. 211299
2 McPHERSON LLP
1900 Avenue of the Stars
3 25th Floor
Los Angeles, CA 90067
4 Tel:(310)553-8833
Fax:(310)553-9233
5

6 Attorneys for Defendants and Cross-Complainants KELLY BRIANNE p/k/a KELLY

CLARKSON, FACE FACE PRODUCTION, INC., and SHPANTS, INC.
7

8 SUPERIOR COURT OF THE STATE OF CALIFORNIA

9 FOR THE COUNTY OF LOS ANGELES
10

11 STARSTRUCK MANAGEMENT ) CASE NO. 20STCV37081

GROUP, LLC, a Tennessee limited )
12 liability company, ) [RELATED TO CASE NO. 23STCP04379]
)
13 Plaintiff, ) [Assigned For All Purposed, Dept. 36
vs. ) Hon. Wendy Chang]
14 )
KELLY CLARKSON, et al., ) CROSS-COMPLAINT/THIRD PARTY
15 ) COMPLAINT FOR:
Defendants. ) VIOLATION OF LABOR CODE
16 __________________________________) SECTION 1700, et. seq.
)
17 KELLY BRIANNE p/k/a KELLY )
CLARKSON, an individual; FACE )
18 FACE PRODUCTIONS, INC., a Nevada )
corporation; and SHPANTS, INC., a )
19 Nevada corporation, )
)
20 Cross-Complainants, )
vs. )
21 )
STARSTRUCK MANAGEMENT )
22 GROUP, LLC, a Tennessee limited )
liability company; STARSTRUCK )
23 ENTERTAINMENT, LLC, a Tennessee )
limited liability company; BRANDON )
24 BLACKSTOCK, an individual; and )
NARVEL BLACKSTOCK, an individual, )
25 and ROES 1 through 100, inclusive, )
)
26 Cross-Defendants. )
__________________________________)
27

28

-1- Cross-Complaint
 1 Defendants and Cross-Complainants KELLY BRIANNE p/k/a KELLY CLARKSON,
2 FACE FACE PRODUCTIONS, INC., and SHPANTS, INC. (hereinafter collectively “Cross-
3 Complainants”) hereby allege as follows:
4

5 GENERAL ALLEGATIONS
6 THE PARTIES
7 1. Cross-Complainant KELLY BRIANNE p/k/a KELLY CLARKSON is an
8 individual, residing in the State of New York.
9 2. Cross-Complainant FACE FACE PRODUCTIONS, INC. (hereinafter “Face
10 Face”) is, and at all times herein mentioned was, a Nevada corporation, with its principal place
11 of business in Nashville, Tennessee.
12 3. Cross-Complainant SHPANTS, INC. (hereinafter “Shpants”) is, and at all times
13 herein mentioned was, a Nevada corporation, with its principal place of business in Nashville,
14 Tennessee.
15 4. Cross-Complainants are informed and believe and, based upon such information
16 and belief, allege that Cross-Defendant STARSTRUCK MANAGEMENT GROUP, LLC
17 (hereinafter “SMG”) is, and at all times herein mentioned was, a limited liability company,
18 organized and existing under the laws of the State of Tennessee, and is, and at all times herein
19 mentioned was, operating as an unlicensed talent agent in the State of California.
20 5. Cross-Complainants are informed and believe and, based upon such information
21 and belief, allege that Third Party Defendant STARSTRUCK ENTERTAINMENT, LLC
22 (hereinafter “Starstruck Entertainment”) is, and at all times herein mentioned was, a limited
23 liability company, organized and existing under the laws of the State of Tennessee, and is, and at
24 all times herein mentioned was, operating as an unlicensed talent agent in the State of California.
25 6. Cross-Complainants are informed and believe and, based upon such information
26 and belief, allege that Third Party Defendant BRANDON BLACKSTOCK (hereinafter “B.
27 Blackstock”) is, and at all times herein mentioned was, an individual, residing in the State of
28 Montana, and is, and at all times herein mentioned was, an unlicensed talent agent in the State of

-2- Cross-Complaint
 1 California.
2 7. Cross-Complainants are informed and believe and, based upon such information
3 and belief, allege that Third Party Defendant NARVEL BLACKSTOCK (hereinafter “N.
4 Blackstock”) is, and at all times herein mentioned was, an individual, residing in the State of
5 Tennessee, and is, and at all times herein mentioned was, operating as an unlicensed talent agent
6 in the State of California.
7 8. Cross-Complainants are informed and believe and, based upon such information
8 and belief, allege that ROES 1 through 50 are, and at all times herein mentioned were,
9 corporations, partnerships, or other business entities, which were and are legally responsible and
10 liable for the acts, omissions, and events referred to in this Complaint.
11 9. Cross-Complainants are informed and believe and, based upon such information
12 and belief, allege that ROES 51 through 100 are, and at all times herein mentioned were,
13 individuals, who were and are legally responsible and liable for the acts, omissions, and events
14 referred to in this Complaint.
15 10. Cross-Complainants are ignorant of the true names and capacities of Cross-
16 Defendants sued herein as ROES 1 through 100, inclusive, and therefore sues said Cross-
17 Defendants under such fictitious names. Cross-Complainants will seek leave to amend this
18 Cross-Complaint to allege their true names and capacities when the same have been ascertained.
19 11. Cross-Complainants are informed and believe and, based on such information and
20 belief, allege that Cross-Defendants, and each of them, are, and at all times herein mentioned
21 were, the alter egos, agents, employees, partners, joint-venturers, co-conspirators, owners,
22 principals, and employers of the remaining Cross-Defendants, and each of them, and are, and at
23 all times herein mentioned were, acting within the course and scope of that agency, employment,
24 partnership, conspiracy, ownership, or joint-venture. Cross-Complainants are further informed
25 and believe and, based upon such information and belief, allege that the acts and conduct herein
26 alleged of each such Cross-Defendant were known to, authorized by, and/or ratified by the other
27 Cross-Defendants, and each of them.
28 ///

-3- Cross-Complaint
 1 BACKGROUND
2 12. On October 20, 2020, Cross-Complainants filed with the Labor Commissioner a
3 Petition to Determine Controversy, under Labor Code Section 1700, et seq. The Petition sought,
4 among other things, an Order (1) declaring that the alleged agreement that is the basis of
5 Plaintiff’s affirmative claims in this action be declared “void” and “unenforceable,” because
6 Cross-Defendants Starstruck Management and Third Party Defendants Starstruck Entertainment,
7 Brandon Blacktock, and Narvel Blackstock (hereinafter collectively “Starstruck”) violated the
8 Talent Agencies Act (hereinafter the “Act”) by unlawfully procuring employment for Cross-
9 Complainants without obtaining a Talent Agency License from the Labor Commissioner, and (2)
10 for a disgorgement of commissions previously paid by Cross-Complainants during the one year
11 prior to the filing of the Petition.
12 13. The Labor Commission hearing was conducted over multiple days from March 20,
13 2023 to March 24, 2023, at the offices of the Labor Commissioner. On November 21, 2023, the
14 Special Hearing Officer issued a Determination of Controversy, which was adopted as the
15 Determination of the Labor Commissioner, Lilia Garcia-Brower.
16 14. In the Determination of Controversy, the Labor Commissioner issued an award
17 ordering Starstruck to disgorge to Cross-Complainants a total of $2,641,374.00 in previously
18 paid commissions.
19

20 FIRST CAUSE OF ACTION

21 (Violation of Labor Code Section 1700 et. seq.)
22 15. Cross-Complainants adopt, reallege, and by this reference incorporate, Paragraphs
23 1 through 14, inclusive, hereinabove.
24 16. In or about 2007, Cross-Complainants entered into an oral agreement with
25 Starstruck (hereinafter the “Agreement”), whereby Starstruck was to act as Cross-Complainants’
26 personal managers.
27 17. Cross-Complainants are informed and believe and, based upon such information
28 and belief, allege that, commencing in approximately 2007, and continuing thereafter, Starstruck

-4- Cross-Complaint
 1 performed the functions, and acted in the capacity, of an unlicensed talent agency, as that term is
2 defined in Section 1700.4 of the California Labor Code, by, inter alia, procuring, offering,
3 promising or attempting to procure, employment, or engagements for Cross-Complainants as
4 artists in the entertainment industry.
5 18. Said activities included, but were not limited to, the solicitation, procurement
6 and/or negotiation of one or more agreements pertaining to the personal services of Cross-
7 Complainants as artists, as also defined in Section 1700.4 of the California Labor Code.
8 19. Cross-Complainants are informed and believe and, based upon such information
9 and belief, allege that Starstruck was not licensed as talent agents, that at no time has Starstruck
10 obtained a talent agency license from the California Labor Commissioner, and that the actions of
11 Starstruck in the capacity of unlicensed talent agents constituted a violation of, among other
12 things, the licensing requirement of Section 1700.5 of the California Labor Code.
13 20. Cross-Complainants are informed and believe and, based upon such information
14 and belief, allege that Starstruck entered into the Agreement with Cross-Complainants as a
15 subterfuge and fraudulent device to attempt to circumvent and evade the licensing requirements
16 and other requirements, restrictions, and regulations of the Talent Agencies Act, Section 1700 et
17 seq. of the California Labor Code.
18 21. Cross-Complainants are informed and believe and, based upon such information
19 and belief, allege that, commencing in or about 2007, and continuing through approximately
20 2020, Starstruck violated the Talent Agencies Act, as defined in Section 1700 et seq. of the
21 California Labor Code by, among other things, acting in the capacity of a talent agency, as
22 defined in Section 1700.4 of the California Labor Code by procuring, offering, promising, or
23 attempting to procure, employment or engagements on behalf of Cross-Complainants, who are
24 “artist[s]” under the Talent Agencies Act, without first obtaining a talent agency license from the
25 California Labor Commissioner, in violation of Section 1700.5 of the California Labor Code;
26 22. Based on the wrongful acts and conduct of Starstruck, as alleged hereinabove,
27 including the violations of Sections 1700, et seq. of the California Labor Code, the alleged
28 Agreement, and all agreements between the parties, should be declared void and unenforceable,

-5- Cross-Complaint
 1 no monies should be paid by Cross-Complainants to Starstruck, and all monies previously paid
2 by Cross-Complainants to Starstruck should be disgorged from Starstruck, forthwith.
3 23. Cross-Complainants are entitled to a full and complete accounting from Starstruck
4 of all monies received by Starstruck, directly or indirectly, in connection with any and all
5 contracts, employment, or engagements pertaining in any way to the personal services of Cross-
6 Complainants as artists in the entertainment industry, or otherwise relating to any services
7 performed or to be performed pursuant to the alleged Agreement, including, but not limited to,
8 any and all commissions, fees, profits, advances, producing fees, or other monies.
9

10 WHEREFORE, Cross-Complainants pray for judgment against Starstruck as follows:

11 1. A determination that the Agreement, and all agreements between the parties, are
12 void and unenforceable, that Cross-Complainants have no liability thereunder to Starstruck, and
13 that Starstruck has no rights or privileges thereunder;
14 2. An accounting from Starstruck concerning all monies or things of value received
15 directly or indirectly by Starstruck in connection with any services rendered or to be rendered by
16 Cross-Complainants as artists in the entertainment industry, or relating in any way to any
17 services performed or to be performed by Cross-Complainants pursuant to the alleged
18 Agreement;
19 3. An Order requiring Starstruck to disgorge and return to Cross-Complainants all
20 monies and things of value received by Starstruck, directly or indirectly, pursuant to the
21 Agreement and/or in connection with any contract, employment, or engagement involving the
22 personal services of Cross-Complainants as artists in the entertainment industry, including, but
23 not limited to, any and all commissions, fees, profits, advances, producing fees, or other monies;
24 4. A determination denying Starstruck any claim or offset based on the alleged value
25 of services rendered, or monies advanced or paid, by Starstruck, on behalf of Cross-
26 Complainants; and
27 ///
28 ///

-6- Cross-Complaint
 1 5. Such other and further relief as the Court may deem just and proper.
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3 DATED: March _j/., 2024 McPHERSON LLP

Edwin F. McPherson
4 Pierre B. Pine

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-7- Cross-Complaint
 PROOF OF SERVICE
STATE OF CALIFORNIA, COUNTY OF LOS ANGELES

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. My address is 1900 Avenue of the Stars, 25th Floor, Los
Angeles, California 90067. My electronic service address is [email protected].

On March 11, 2024, I served the foregoing document described as:

CROSS-COMPLAINT/THIRD PARTY COMPLAINT FOR: VIOLATION OF LABOR

CODE SECTION 1700, et. seq.

on the interested parties in this action by placing a true and correct copy thereof enclosed in
sealed envelopes addressed as follows:

SEE ATTACHED SERVICE LIST

BY MAIL

I am “readily familiar” with the firm’s practice of collection and processing correspon-
dence for mailing. Under that practice, it would be deposited with the U.S. Postal Service on that
same day with postage thereon fully prepaid at Los Angeles, California, in the ordinary course of
business. I am aware that, on motion of the party served, service is presumed invalid if postal
cancellation date or postage meter date is more than one day after the date of deposit for mailing.

BY FACSIMILE

I faxed such document to the offices of the addressee(s).

BY FEDERAL EXPRESS

I am readily familiar with the firm's practice of collection and processing correspondence
for overnight delivery and know that the document(s) described herein will be deposited in a box
or other facility regularly maintained by Federal Express for overnight delivery.

XXX BY ELECTRONIC MAIL

I caused a true and correct copy of such documents(s) to be transmitted by electronic mail
directly to the person(s) being served and to the name(s) and electronic mail address(es) of the
person(s) served as set forth on the service list via GreenFiling (www.greenfiling.com). [Code of
Civ. P. § 1010.6].

Executed on this March 11, 2024, at Los Angeles, California.

XXX (State) I declare under penalty of perjury, under the laws of the State of California, that
the foregoing is true and correct.

(Federal) I declare that I am employed in the office of a member of the Bar of this Court,
at whose direction the service was made.

RAFFAELLA CESANA
 SERVICE LIST

Bryan J. Freedman, Esq. Email: [email protected]

Jesse A. Kaplan, Esq. Email: [email protected]
FREEDMAN TAITELMAN + COOLEY, LLP
1801 Century Park West
5th Floor
Los Angeles, CA 90067

Attorneys for Plaintiff STARSTRUCK MANAGEMENT GROUP, LLC