FILED: NEW YORK COUNTY CLERK 01/05/ :54 PM INDEX NO /2017 NYSCEF DOC. NO. 148 RECEIVED NYSCEF: 01/05/2018

Transcription

1 SUPREME COURT OF THE STATE OF NEW YORK NEW YORK COUNTY X DANEL NOREGA p/lda ADORE DELANO, X ndex No /2017 Plaintiff, -against- JURY TRAL DEMANDED PRODUCER ENTERTANMENT GROUP, LLC SDEPEG RECORDS LLC, DAVD CHARPENTER, TOMAS COSTANZA, ASHLEY LEVY, PAUL COULTRUP, X Defendants. X ANSWER AND COUNTERCLAMS Defendants Producer Entertainment Group, LLC ("PEG"), Sidepeg Records LLC ("SDEPEG"), David Charpentier ("Charpentier") and Tomas Costanza ("Costanza") "Defendants" (collectively, the "Defendants"), by and through their undersigned attorneys, The Roth Law Firm PLLC, hereby submit their Answer to the Complaint, and PEG hereby submits its Counterclaims against Plaintiff Daniel Noriega p/k/a Adore Delano ("Plaintiff" or "Plaintiff' "Plaintiff"), as follows: 1. Defendants admit the allegations set forth in paragraph 1 of the Complaint, except deny that Plaintiff "has performed in hundreds of sold out concerts all over the world." 2. Defendants deny the allegations set forth in paragraph 2 of the Complaint, except deny knowledge or information sufficient so as to form a belief as to whether "Plaintiff's YouTube music videos have been viewed by nearly 10 million people." 3. Defendants deny the allegation set forth in paragraph 3 of the Complaint and, upon information and belief, Plaintiff quit in the middle of the second episode of "Rupaul's Drag Race All Stars." 1 of 21

2 4. Defendants admit the allegations contained in paragraph 4 of the Complaint to the extent that the Adore Delano brand has grossed over $2,500,000 since 2014, but denies that the brand has generated a profit in that amount. 5. Defendants deny the allegations contained in paragraph 5 of the Complaint. 6. Defendants deny the allegations contained in paragraph 6 of the Complaint. 7. Defendants deny the allegations contained in paragraph 7 of the Complaint. 8. Defendants deny the allegations contained in paragraph 8 of the Complaint. 9. Defendants deny the allegations contained in paragraph 9 of the Complaint. 10. Defendants deny the allegations contained in paragraph 10 of the Complaint. 11. Defendants deny the allegations contained in paragraph 11 of the Complaint. 12. Defendants deny knowledge or information sufficient so as to form a belief as to truth of the allegations contained in paragraph 12 of the Complaint. 13. Defendants admit the allegations contained in paragraph 13 of the Complaint. 14. Defendants admit the allegations contained in paragraph 14 of the Complaint. 15. Defendants deny the allegations contained in paragraph 15 of the Complaint. 16. The allegations contained in paragraph 16 of the Complaint calls for a legal conclusion for which no response is required. f a response is required, Defendants deny the allegations. 17. Defendants deny knowledge or information sufficient so as to form a belief as to truth of the allegations contained in paragraph 17 of the Complaint. 18. Defendants deny knowledge or information sufficient so as to form a belief as to truth of the allegations contained in paragraph 18 of the Complaint. 2 of 21

3 19. Defendants deny knowledge or information sufficient so as to form a belief as to truth of the allegations contained in paragraph 19 of the Complaint. 20. Defendants deny knowledge or information sufficient so as to form a belief as to truth of the allegations contained in paragraph 20 of the Complaint. 21. Defendants deny knowledge or information sufficient so as to form a belief as to truth of the allegations contained in paragraph 21 of the Complaint, and deny the allegations with respect to Killingsworth Recording Company but admit that it is owned by Costanza. 22. Defendants deny the allegations contained in paragraph 22 of the Complaint. 23. Defendants deny knowledge or information sufficient so as to form a belief as to truth of the allegations contained in paragraph 23 of the Complaint, but deny any and all allegations or implications of wrongdoing by Defendants. 24. Defendants deny the allegations contained in paragraph 24 of the Complaint. 25. Defendants admit the allegations contained in the paragraph 25 of the Complaint. 26. Paragraph 26 of the Complaint contains a legal conclusion for which no response is required. Assuming a response was required, Defendants deny the allegations as all Defendants are not New York limited liability companies. 27. Defendants deny the allegations contained in paragraph 27 of the Complaint, except admit that PEG agreed to serve as talent manager of Plaintiff pursuant to the terms of an Artist Management Agreement dated December 23, 2013, which was subsequently extended "Agreement" pursuant to an addendum dated May 6, 2015 (the "Agreement"). 28. Defendants deny the allegations contained in paragraph 28 of the Complaint. 29. Defendants deny the allegations contained in paragraph 29 of the Complaint. 30. Defendants deny the allegations contained in paragraph 30 of the Complaint. 3 of 21

4 31. Defendants deny the allegations contained in paragraph 31 of the Complaint. 32. Defendants deny the allegations contained in paragraph 32 of the Complaint. 33. Defendants deny the allegations contained in paragraph 33 of the Complaint. 34. Defendants deny the allegations contained in paragraph 34 of the Complaint. 35. Defendants deny the allegations contained in paragraph 35 of the Complaint, except admit that Plaintiff had access to and was provided with accounting statements. 36. Defendants admit the allegations contained in paragraph 36 of the Complaint, except deny that accounting statements contained information on a calendar year basis. 37. Defendants admit the allegations contained in paragraph 37 of the Complaint, except deny any allegations or implication of wrongdoing. Rather, and as explained in the Affidavit of David Carpentier, dated September 21, 2017, with respect Plaintiff's concert performances, PEG communicated with concert promoters to discuss opportunities for Plaintiff to perform. Promoters presented offers for Plaintiff that included the date of the proposed performance and the proposed fee payable to Plaintiff. PEG presented such offers to Plaintiff. (" Plaintiff and the concert promoters entered into an agreement ("Performance Contracts" Contracts") with respect to the Performance Fee. Performance Contracts were typically either (i) a written agreement signed by Plaintiff and each promoter, or (ii) otherwise communicated to the promotor by PEG on Plaintiff's behalf. Pursuant to the Agreement (as specifically related to "deposits collected" referenced in Paragraph 5(a)) and pursuant to the Performance Contracts: (i) the concert promoter would make an advance payment to PEG equal to fifty percent (50%) of the (" Deposit" Performance Fee ("Deposit"); (ii) the promoter would pay the balance of the Performance Fee almost exclusively in cash directly to Plaintiff upon Plaintiff's arrival at the performance venue at the time of the performance (those direct payments would equal fifty percent (50%) of the 4 of 21

5 Payment" Performance Fee)("Balance Payment"); (iii) upon completion of the performance, PEG would deduct its full Commission from the amount held by PEG as a Deposit, deduct any costs or expenses of which it is entitled reimbursement under Paragraphs 5 and 6 of the Agreement, and then pay the balance of the Deposit to Plaintiff (assuming that Plaintiff did not have a negative balance as a result of other expense advances paid by PEG at Plaintiff's request). The reason why PEG would be entitled to take its full 20% management fee out of the Deposit, was because PEG would take nothing (i.e. 0%) of the Balance Payment paid directly by the promotor to Plaintiff at the time of the performance. f Plaintiff did not receive the Balance Payment he would typically not perform and would notify PEG of the promotor's breach of the Performance Contract. The reason why these facts are so critical is because every mathematical calculation and purported figure contained in the Complaint completely omits and disregards the Balance Payments that Plaintiff collected directly from the promoters. 38. Defendants admit the allegations contained in paragraph 38 of the Complaint, except deny any allegations or implication of wrongdoing. Defendants further incorporate their response to paragraph 37 to the Complaint herein in its entirety. 39. Rather than admit or deny the allegations contained in paragraph 39, Defendants refer the court to the referenced accounting statements for the truth of the matter asserted therein. 40. Defendants admit the allegations contained in paragraph 40 of the Complaint. 41. Defendants admit the allegations contained in paragraph 41 of the Complaint. Defendants further incorporate their response to paragraph 37 to the Complaint herein in its entirety. 42. Defendants deny the allegations contained in paragraph 42 of the Complaint. 5 of 21

6 43. Defendants admit the allegations contained in paragraph 43 of the Complaint, except deny any allegations or implication of wrongdoing. Rather, and as explained in the Affidavit of David Carpentier, dated September 21, 2017, accounting statements referenced in the Complaint reflect that PEG was being reimbursed (by the promotor) for the travel expenses that it advanced in connection with Plaintiff's touring schedules -- as permitted in the parties' parties Agreement. Travel expenses that were reimbursable by venues/promotors were not in any way charged to Plaintiff, and this is accurately reflected in the referenced accounting statements. 44. Rather than admit or deny the allegations contained in paragraph 44, Defendants refer the court to the referenced accounting statements for the truth of the matter asserted therein. Defendants further incorporate their response to paragraph 43 to the Complaint herein in its entirety. 45. Defendants deny the allegations contained in paragraph 45 of the Complaint. Defendants further incorporate their response to paragraph 43 to the Complaint herein in its entirety. 46. Rather than admit or deny the allegations contained in paragraph 46, Defendants refer the court to the referenced accounting statements for the truth of the matter asserted therein. 47. Defendants admit the allegations contained in paragraph 47 of the Complaint. 48. Defendants admit the allegations contained in paragraph 48 of the Complaint. Defendants further incorporate their response to paragraph 37 to the Complaint herein in its entirety. 49. Defendants deny the allegations contained in paragraph 49 of the Complaint. 50. Defendants deny the allegations contained in paragraph 50 of the Complaint. 51. Defendants deny the allegations contained in paragraph 51 of the Complaint. 6 of 21

7 52. Defendants deny the allegations contained in paragraph 52 of the Complaint. 53. Defendants deny the allegations contained in paragraph 53 of the Complaint. 54. Defendants deny the allegations contained in paragraph 54 of the Complaint. 55. Defendants deny the allegations contained in paragraph 55 of the Complaint. 56. Defendants deny the allegations contained in paragraph 56 of the Complaint. 57. Defendants deny the allegations contained in paragraph 57 of the Complaint. 58. Defendants deny the allegations contained in paragraph 58 of the Complaint. 59. Defendants deny the allegations contained in paragraph 59 of the Complaint. 60. Defendants deny the allegations contained in paragraph 60 of the Complaint. 61. Defendants deny the allegations contained in paragraph 61 of the Complaint. 62. Defendants deny the allegations contained in paragraph 62 of the Complaint. 63. Defendants deny the allegations contained in paragraph 63 of the Complaint. 64. n response to paragraph 64 of the Complaint, Defendants repeat and reallege each of their denials and other responses to the above paragraphs of the Complaint, as if set forth at length herein. 65. Defendants deny the allegations contained in paragraph 65 of the Complaint, but admit that PEG and Plaintiff were parties to the Agreement. 66. Defendants deny the allegations contained in paragraph 66 of the Complaint. 67. Defendants deny the allegations contained in paragraph 67 of the Complaint. 68. Defendants deny the allegations contained in paragraph 68 of the Complaint. 69. n response to paragraph 69 of the Complaint, Defendants repeat and reallege each of their denials and other responses to the above paragraphs of the Complaint, as if set forth at length herein. 7 of 21

8 70. Defendants deny the allegations contained in paragraph 70 of the Complaint. 71. Defendants deny the allegations contained in paragraph 71 of the Complaint. 72. Defendants deny the allegations contained in paragraph 72 of the Complaint. 73. n response to paragraph 73 of the Complaint, Defendants repeat and reallege each of their denials and other responses to the above paragraphs of the Complaint, as if set forth at length herein. 74. Defendants deny the allegations contained in paragraph 74 of the Complaint. 75. Defendants deny the allegations contained in paragraph 75 of the Complaint. 76. Defendants deny the allegations contained in paragraph 76 of the Complaint. 77. Defendants deny the allegations contained in paragraph 77 of the Complaint. 78. Defendants deny the allegations contained in paragraph 78 of the Complaint. 79. Defendants deny the allegations contained in paragraph 79 of the Complaint. 80. Defendants deny the allegations contained in paragraph 80 of the Complaint. 81. Defendants deny the allegations contained in paragraph 81 of the Complaint. 82. Defendants deny the allegations contained in paragraph 82 of the Complaint. 83. n response to paragraph 83 of the Complaint, Defendants repeat and reallege each of their denials and other responses to the above paragraphs of the Complaint, as if set forth at length herein. 84. Defendants deny the allegations contained in paragraph 84 of the Complaint. 85. Defendants deny the allegations contained in paragraph 85 of the Complaint. 86. Defendants deny the allegations contained in paragraph 86 of the Complaint. 87. Defendants deny the allegations contained in paragraph 87 of the Complaint. 88. Defendants deny the allegations contained in paragraph 88 of the Complaint. 8 of 21

9 89. Defendants deny the allegations contained in paragraph 89 of the Complaint. 90. Defendants deny the allegations contained in paragraph 90 of the Complaint. 91. Defendants deny the allegations contained in paragraph 91 of the Complaint. 92. Defendants deny the allegations contained in paragraph 92 of the Complaint. 93. Defendants deny the allegations contained in paragraph 93 of the Complaint. 94. Defendants deny the allegations contained in paragraph 94 of the Complaint. 95. Defendants deny the allegations contained in paragraph 95 of the Complaint. 96. Defendants deny the allegations contained in paragraph 96 of the Complaint. 97. Defendants deny the allegations contained in paragraph 97 of the Complaint. 98. Defendants deny the allegations contained in paragraph 98 of the Complaint. 99. Defendants deny the allegations contained in paragraph 99 of the Complaint Defendants deny the allegations contained in paragraph 100 of the Complaint Defendants deny the allegations contained in paragraph 101 of the Complaint n response to paragraph 102 of the Complaint, Defendants repeat and reallege each of their denials and other responses to the above paragraphs of the Complaint, as if set forth at length herein Defendants admit the allegations contained in paragraph 103 of the Complaint Defendants admit the allegations constained in paragraph 104 of the Complaint Defendants deny the allegations contained in paragraph 105 of the Complaint Defendants admit the allegations contained in paragraph 106 of the Complaint to the extent Plaintiff did not enter into a "separate" agreement for his album sales; however, Defendants deny that any such "separate" agreement was required as the Agreement encompasses PEG commissions on such album sales. 9 of 21

10 107. Defendants deny the allegations contained in paragraph 107 of the Complaint Defendant deny the allegations contained in paragraph 108 of the Complaint Rather than admit or deny the allegations contained in paragraph 109, Defendants refer the court to the referenced accounting statements for the truth of the matter asserted therein Defendants deny the allegations contained in paragraph 110 of the Complaint Defendants admit the allegations contained in paragraph 111 of the Complaint, except deny that said individuals were "given" any monies and Defendants deny any allegation or implication of wrogdoing. Rather, the referenced monies were earned as compensation for performed services Rather than admit or deny the allegations contained in paragraph 112, Defendants refer the court to the referenced accounting statements for the truth of the matter asserted therein Defendants admit the allegations contained in paragraph 113 of the Complaint Defendants deny the allegations contained in paragraph 114 of the Complaint, but admit that the individuals referenced therein from time to time work out of the Killingsworth Recording studio Defendants deny the allegtions contained in paragraph 115 of the Complaint, but admit that Costanza owns Killingsworth Recording Company, which is a recording studio Rather than admit or deny the allegations contained in paragraph 116, Defendants refer the court to the referenced accounting statements for the truth of the matter asserted therein Rather than admit or deny the allegations contained in paragraph 117, Defendants refer the court to the referenced accounting statements for the truth of the matter asserted therein. 10 of 21

11 118. Defendants deny knowledge or information sufficient to as to know the truth of the allegations contained in paragraph 118 of the Complaint, except deny any allegation or implication of any wrongdoing by Defendants Defendants deny the allegations contained in paragraph 119 of the Complaint, except admit that Costanza, Ashley Levy, Paul Courtrup and Killingsworth Recording Company earned compensation as they were the songwriters, composers, producers and recording studio that created Plaintiff's songs and albums Rather than admit or deny the allegations contained in paragraph 120, Defendants refer the court to the referenced accounting statements for the truth of the matter asserted therein, but explicitly deny any allegations or implications of wrongdoing Defendants deny the allegations contained in paragraph 121 of the Complaint Defendants deny the allegations contained in paragraph 122 of the Complaint Defendants deny the allegations contained in paragraph 123 of the Complaint Defendants deny the allegations contained in paragraph 124 of the Complaint Defendants deny the allegations contained in paragraph 125 of the Complaint n response to paragraph 126 of the Complaint, Defendants repeat and reallege each of their denials and other responses to the above paragraphs of the Complaint, as if set forth at length herein Defendants deny the allegations contained in paragraph 127 of the Complaint Defendants deny knowledge or information sufficient to as to know the truth of the allegations contained in paragraph 128 of the Complaint Defendants deny the allegations contained in paragraph 129 of the Complaint Defendants deny the allegations contained in paragraph 130 of the Complaint of 21

12 131. Defendants deny the allegations contained in paragraph 131 of the Complaint n response to paragraph 132 of the Complaint, Defendants repeat and reallege each of their denials and other responses to the above paragraphs of the Complaint, as if set forth at length herein Defendants deny the allegations contained in paragraph 133 of the Complaint Defendants admit the allegations contained in paragraph 134 of the Complaint, except deny that any promises were made to Plaintiff other than what was contractually owed to him under the terms of the Agreement Defendants deny the allegations contained in paragraph 135 of the Complaint Defendants deny the allegations contained in paragraph 136 of the Complaint n response to paragraph 137 of the Complaint, Defendants repeat and reallege each of their denials and other responses to the above paragraphs of the Complaint, as if set forth at length herein Defendants deny the allegations contained in paragraph 138 of the Complaint Defendants deny the allegations contained in paragraph 139 of the Complaint Defendants deny the allegations contained in paragraph 140 of the Complaint Defendants deny the allegations contained in paragraph 141 of the Complaint Defendants deny the allegations contained in paragraph 142 of the Complaint Defendants deny the allegations contained in paragraph 143 of the Complaint Defendants deny the allegations contained in paragraph 144 of the Complaint Defendants deny the allegations contained in paragraph 145 of the Complaint Defendants deny the allegations contained in paragraph 146 of the Complaint Defendants deny the allegations contained in paragraph 147 of the Complaint. 12 of 21

13 148. Defendants deny the allegations contained in paragraph 148 of the Complaint Defendants deny the allegations contained in paragraph 149 of the Complaint Defendants deny the allegations contained in paragraph 150 of the Complaint, except admit that Costanza, Ashley Levy, Paul Courtrup and Killingsworth Record Company earned compensation as they were the songwriters, composers and producers that created Plaintiff's songs and albums Defendants deny the allegations contained in paragraph 151 of the Complaint Defendants deny the allegations contained in paragraph 152 of the Complaint Defendants deny the allegations contained in paragraph 153 of the Complaint Defendants deny the allegations contained in paragraph 154 of the Complaint Defendants deny the allegations contained in paragraph 155 of the Complaint Defendants deny the allegations contained in paragraph 156 of the Complaint Defendants deny the allegations contained in paragraph 157 of the Complaint Defendants deny the allegations contained in paragraph 158 of the Complaint. RESPONSE TO PRAYER FOR RELEF 159. Defendants deny that Plaintiff is entitled to any of the relief requested in any "WHEREFORE" clause contained in the Complaint, inclusive of all subparts. GENERAL DENAL AND AFFRMATVE DEFENSES 160. Unless otherwise specifically admitted, Defendants deny each and every material allegation asserted in the Complaint. Defendants further deny that any of the Plaintiff's rights were violated or that Plaintiffs suffered any damages whatsoever as a consequence of Defendants' actions or omissions. Defendants also deny that Plaintiff is entitled to any legal or 13 of 21

14 equitable relief whatsoever. Defendants, without admitting any of the allegations in the Complaint, assert the following separate and independent affirmative defenses: First Affirmative Defense 161. The Complaint fails to state a cause of action upon which relief may be granted. Second Affirmative Defense 162. Each cause of action in the Complaint is barred, in whole or in part, by reason of Plaintiff's waiver. Third Affirmative Defense 163. Each cause of action in the Complaint is barred, in whole or in part, by the principle of estoppel. Fourth Affirmative Defense 164. Each cause of action in the Complaint is barred, in whole or in part, by the doctrine of unclean hands. Fifth Affirmative Defense 165. Each cause of action in the Complaint is barred, in whole or in part, by the doctrine of laches. Sixth Affirmative Defense 166. Each cause of action in the Complaint is barred, in whole or in part, by unavailability of the damages requested, including without limitation, the unavailability of damages and/or attorneys' fees. 14 of 21

15 Seventh Affirmative Defense 167. Each cause of action in the Complaint is barred, in whole or in part, because Plaintiffs have not sustained any injury or damage by reason of any act or omission of Defendants. Eighth Affirmative Defense 168. Each cause of action in the Complaint is barred, in whole or in part, because if Plaintiffs were damaged in any way as a result of the matters alleged in the Complaint, the damage or injury was due wholly as a result of Plaintiffs' own conduct. Ninth Affirmative Defense 169. Plaintiffs are barred and precluded from any relief sought in the Complaint because they have failed and refused to mitigate their damages, if any. Tenth Affirmative Defense 170. Plaintiffs are barred and precluded from any relief sought in the Complaint because they have failed and refused to substantiate or document their damages, if any. Eleventh Affirmative Defense 171. Plaintiffs each received all the compensation they are entitled under applicable law. RESERVATON OF RGHTS 172. Defendants state that they currently have insufficient knowledge or information on which to form a belief as to whether they may have additional, as yet unstated, affirmative defenses available. Defendants reserve the right to assert additional affirmative defenses in the event that discovery indicates that such assertion would be appropriate. 15 of 21

16 DEMAND FOR JURY TRAL 173. Defendants hereby demand a trial by jury on all issues so triable. COUNTERCLAMS OF PRODUCER ENTERTANMENT GROUP, LLC 174. PEG is a company that manages artists in the entertainment industry The terms of PEG's client representations are stated in writing pursuant to an Artist Management Agreement Plaintiff executed an Artist Management Agreement on December 23, 2013 and PEG subsequently exercised its option to extend the terms of the Agreement as reflected in an addendum dated May 6, 2015 (the Artist Management Agreement and Addendum were "Agreement" previously defined as the "Agreement") David Charpentier is not a party to the Agreement David Charpentier executed the Agreement solely in his capacity as an officer of PEG The Agreement provides, among other things, that PEG is entitled to collect "twenty percent (20%) of Artist's Gross Monthly Earnings from Artist's activities in the Entertainment ndustry" and that net payouts by PEG to Plaintiff are calculated based on "deposits collected (minus compensation [and reimbursable expenses])" for completed contracts. Agreement, 5 and The 20% "compensation" (" Commissions" referenced in the Agreement ("Commissions"), applied (" to, among other things, fees payable to Plaintiff for concert performances ("Performance Fee") With respect to Plaintiff's concert performances, PEG communicated with concert promoters to discuss opportunities for Plaintiff to perform. Promoters presented offers for Plaintiff that included the date of the proposed performance and the proposed fee payable to 16 of 21

17 Plaintiff. PEG presented such offers to Plaintiff. Plaintiff and the concert promoters entered (" into an agreement ("Performance Contracts" Contracts") with respect to the Performance Fee Performance Contracts were typically either (i) a written agreement signed by Plaintiff and each promoter, or (ii) otherwise communicated between the promotor and PEG with PEG acting on Plaintiff's behalf Pursuant to the Agreement (as specifically related to "deposits collected" referenced in Paragraph 5(a)) and pursuant to the Performance Contracts: (i) the concert promoter would make an advance payment to PEG equal to fifty percent (50%) of the (" Deposit" Performance Fee ("Deposit"); (ii) the promoter would pay the balance of the Performance Fee almost exclusively in cash directly to Plaintiff upon Plaintiff's arrival at the performance venue at the time of the performance (those direct payments would equal fifty percent (50%) of the Payment" Performance Fee)("Balance Payment"); (iii) upon completion of the performance, PEG would deduct its full Commission from the amount held by PEG as a Deposit, deduct any costs or expenses of which it is entitled reimbursement under Paragraphs 5 and 6 of the Agreement, and then pay the balance of the Deposit to Plaintiff (assuming that Plaintiff did not have a negative balance as a result of other expense advances paid by PEG at Plaintiff's request) The reason why PEG would be entitled to take its full 20% management fee out of the Deposit, was because PEG would take nothing (i.e. 0%) of the Balance Payment paid directly by the promotor to Plaintiff at the time of the performance f Plaintiff did not receive the Balance Payment he would typically not perform and would notify PEG of the promotor's breach of the Performance Contract Balance Payments were paid directly to Plaintiff Balance Payments never passed through PEG. 17 of 21

18 188. Plaintiff never paid any monies to PEG from the Balance Payments received by Plaintiff Plaintiff did not write his songs alone Plaintiff did not compose his songs alone Plaintiff did not produce his songs alone Tomas Costanza, Ashley Levy and Paul Coutrup acted as songwriters, composers and producers in connection with each of the albums referenced in the Complaint At all relevant times, Plaintiff knew and understood that Costanza, Levy and Coutrup would be compensated for their respective involvement as songwriters, composers and producers in connection with each of the albums referenced in the Complaint At Plaintiff's request, PEG made advance payments in excess of $200,000 for album and music video production costs (for two albums and eleven music videos) All revenues from Plaintiff's music videos on YouTube were made directly to Plaintiff, and not to PEG Pursuant to the Agreement, Plaintiff owes PEG a 20% management fee on all revenues collected by Plaintiff from YouTube music videos Upon information and belief, Plaintiff received approximately $100,000 from YouTube in connection with is music videos Plaintiff has not paid PEG its management fee for any revenues generated from his YouTube music videos At Plaintiff's request, PEG made advance payments in excess of $75,000 for merchandising inventory for Plaintiff to sell at concerts and online. 18 of 21

19 200. Plaintiff directly received all revenues in connection with his concert tour and online merchandise sales Pursuant to the Agreement, Plaintiff owes PEG a 20% management fee on all revenues collected by Plaintiff in connection with his concert tour and online merchandise sales Upon information and belief, Plaintiff received approximately $600,000 from his tour merchandise sales Upon information and belief, Plaintiff received approximately $200,000 from his online merchandise sales Plaintiff has not paid PEG its management fee for any revenues generated from his concert tour and online merchandise sales Plaintiff has not provided any written notice of termination of the Agreement to PEG The Agreement continues to remain in full force and effect Since the commencement of this litigation, Plaintiff has received revenues from performances, merchandise sales, album sales and YouTube videos to which he has not paid any management fees to PEG. AS AND FOR A FRST CAUSE OF ACTON BY PEG AGANST NOREGA FOR BREACH OF CONTRACT 208. PEG repeats and realleges each allegation set forth above as if fully stated herein in its entirety The Agreement is a valid and binding contract by and between PEG and Plaintiff Pursuant to the Agreement, Plaintiff is obligated to pay PEG a 20% management fee on all revenues collected by Plaintiff in connection with his YouTube videos, and concert tour and online merchandise sales. 19 of 21

20 211. Upon information belief, Plaintiff has collected revenues of approximately $900,000 from his YouTube videos, and concert tour and online merchandise sales Plaintiff has not paid PEG its management fee for any revenues generated from his YouTube videos, concert tour and online merchandise sales thereby materially breaching the Agreement PEG has performed its obligations under the Agreement Notwithstanding that the Agreement has never been terminated pursuant to its terms, since the commencement of this litigation, Plaintiff has received revenues from performances, merchandise sales, album sales and YouTube videos to which he has not paid any Performance Fee to PEG -- all in breach of the Agreement As a result of the foregoing, PEG has suffered damages in an amount to be determined at trial but believed to be in excess of $180,000, exclusive of interest, costs and attorneys' fees. AS AND FOR A SECOND CAUSE OF ACTON BY PEG AGANST NOREGA FOR AN ACCOUNTNG 216. PEG repeats and realleges each allegation set forth above as if fully stated herein in its entirety Pursuant to the Agreement, Plaintiff is contractually obligated to pay PEG a management fee on all revenues collected by Plaintiff in connection with his YouTube videos, and concert tour and online merchandise sales Plaintiff is in exclusive possession of information relating to exact monetary amounts he has collected in connection said YouTube videos, and concert tour and online merchandise sales; with monies paid directly to Plaintiff, including but not limited to, his personal PayPal and bank accounts. 20 of 21

21 219. As a result of Plaintiff's contractual obligation to pay PEG a management fee, Plaintiff must provide a full accounting of all revenues collected directly by him since execution of the Agreement. WHEREFORE, PEG respectfully requests Judgment against Noriega in an amount to be to be determined at trial but believed to be in excess of $180,000 exclusive of interest, costs and attorneys' fees, and that Noriega be ordered to be provide PEG with a full accounting of all revenues collected directly by him since execution of the Agreement. PEG further requests a trial by jury on all issues so triable. DATED: New York, New York January 5, 2018 THE ROTH LAW FRM, PLLC By: s/ Richard A. Roth Richard A. Roth Jordan M. Kam 295 Madison Avenue, 22nd FlOOr New York, New York Tel: (212) Attorneys for Producers Entertainment Group LLC, Sidepeg Records LLC, David Charpentier and Tomas Costanza 21 of 21