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1|[Ronald J, Nessim - State Bar No. 94208 messim@ birdmarclla.com 2|| Ariel A. Neuman - State Bar No, 241594 FILED aneuman@birdmarella.com Superior Court of Calit 3|| Andrew Mu State Bur No, 310545 Counts af La Anges ameternan@ birdmarella.com 4|| BIRD. MARELLA. BOXER, WOLPERT, NESSIM, DEC 2.0 2018 | DROOKS. LINCENDE G & RUOW. DE Sher. fogs bagguane ue 5|| 1875 Cemtury Park East, 23rd Floor mens ‘pag pueen 1.05 Angeles. Calilornia 90067-2561 mA Toa EB new 6|| Telephone: (310) 201-2100 Patri OFS Facsimile: (310) 201-2110 Auorneys for Plaintiff's Hanzer Hol 8 Arlita. Ine. 9 SUPERIOR COURT OF THE STATE OF CALIFORNIA 10 COUNTY OF LOS ANGELES, CENTRAL DISTRICT u 12] HANZER HOLDINGS. a California. CASE gst Cvo9e54 Limited Partnership, and ARLITA, INC. a 13 || California corporation. COMPLAINT for: 14 Plaintifts, | (1) Breach of Contract, including the | © Implied Covenant of Good Faith 15 xs and Fair Dealing corporation. | DEMAND FOR JURY TRIAL Defendant ‘COMPLAINT oct 1 paged 1 = Des XD = 1758972809 — Dee ype = Complaint Plaintiffs Hanzer Holdings and Arlita, Inc., collectively’ referred to herein as the “Plaintiffs.” by their undersigned attorneys, demanding a trial by jury, allege as follows: PARTIES Plaintiff Hanzer Holdings (“Hanzer") is a California Limited Partnership. Hanzer is a successor in interest to Major Talent Agency, Ine. (“MTA”). MITA was a California corporation in the business of acting as a talent agency in the entertainment industry, MTA acted as a packaging agent in connection with the original MacGyver television series and is an express third party benef (described below). iary of the 1984 Agreement 2. Plaintiff Arlita, Inc. (“Arlita’) is a California corporation. Arlita is also a |suecessor in interest to MTA relative to, inter alia, MTA’s work as a pack: nt in connection with the original MacGyver television series and the rights and interests associated therewith. 3. Defendant CBS Studios. Ine. (“CBS Studios”) is a corporation organized and existing under the laws of the State of Delaware, is qualified to do business in the State of California, and is de ng business 1ess unit of CBS Stuc CBS Television Studios. CBS Studios. through CBS Television Studios, a bu: , produces, owns and distributes television programming, including MacGyver. Plaintiffs are informed and believe that CBS Studios is the successor in interest to the rights and liabilities of. among others, Paramount Pictures Corporation, Television Production Division (“Paramount”). in connection with MacGyver. 4. The Plaintiffs do not know the true names and capaci ies of the defendants named herein as Does | through 20 and therefore sue these defendants under such fictitious names. ‘The Plaintiffs are informed and believe and based thereon allege that the defendants, and cach of them, including Does | through 20. and CBS Studios (sometimes collectively referred to hercin as the “Delendants”), are and at all material times have been the agents and servants of, and acted in concert with, one another with respect to the acts and conduc! herein alleged. and are responsible for and liable to the Plaintiff tor the SsH386 2 ‘COMPLAINT Boot 1 Baget 2 - Doc 1D = 1750972009 - Doc type = complaint 1 ||damages and losses arising out of such acts and conduct. The Plaintiffs will amend this 2 [complaint to show the true names. capacities. and conduct of Does 1 through 20 when and 3 |las the Plaintiffs ascertain the same. 4 JURISDICTION AND VENUE 3 5. Venue is proper in this county pursuant to California Code of Civil 6 || Procedure §§ 395 et seq. Each of the Plaintifi's has its principal place of business in Los 7|| Angeles County. Plaintiffs are informed and believe that the 1984 Agreement (described 8 |lbelow) ~ of which MTA was an express third party beneficiary — was negotiated and 9 || performed in Los Angeles County. Plaintitls" inj ies arising from CBS Stu 10 |} wrongdoing also occurred in Los Angeles County. In addition. CBS Studios is a business 1 llentity doing extensive business in Los Angeles County. 2 6. This Court has jurisdiction over CBS Studios both because (a) it has such 13 llextensive business activities in California as to be fairly regarded as being at home in this 14 }}State, and (b) it has purposefully engaged in a ities within California sufficient to constitute minit uum contacts with the State of California, and this action arises out of or 16 ||relates to CBS Studios’ contacts. 7 FACTUAL ALLEGATIONS 18 7. CBS Studios’ predecessor in interest. Paramount. entered into an 19 || “Agreement” with the loan-out companies for Henry Winkler and John Rich, “as of 20 || February 1. 1984" (dhe “1984 Agreement”), a copy of whi attached as Exhibit A 21 {hereto and incorporated hercin by reference, The 1984 Agreement governed. inter alia. 22 | the production of certain television series by Paramount involving the actin directing, 23 jJand/or producing work of. inter alia, Menry Winkler and/or John Rich. the 1984 Agreement, The 1984 2 8 MTA isan express third party beneficiary 25 || Agreement includes a “package comm sion” agreement between MTA and Paramount. 26 ||and thereby reflects an obligation by Paramount to benefit MTA through payment by 27 || Paramount to MTA. or its designee. of, ser alia, an upfront and deferred package 28 || commission on each series produced under the 1984 Agreement “and any spin-off series sass 3 COMPLAINT oct 1 Paget 3 = Doe 19 = 1759972808 - Doo Type = Complaint