JURY TRIAL DEMANDED

AMBER RAVENEL

SUPERIOR COURT OF CALIFORNIA

IN THE COUNTY OF LOS ANGELES

Plaintiff Amber Ravenel, by and on behalf of herself, alleges as follows:

THE PARTIES

1. Plaintiff Amber Ravenel is a resident and citizen of the State of California.
2. Defendant THE APP THAT STOLE CHRISTMAS IS A CALIFORNIA (“Company” corporation engaging in the business of financing, production, distribution and other exploitation of the Project, and to enter into, make and perform all such contracts and other undertakings, and engage in all such activities and transactions, as are reasonably necessary or appropriate in connection therewith, and no other unrelated endeavor.
3. Defendant PETER JOHN is a resident and citizen of the State of California. 
4. Defendant MIRIAM BAVLY is a resident and citizen of the State of California. (Defendant Peter John, and Defendant Miriam Bavly collectively referred to as “Defendant Members”) (Plaintiff and Defendant Members shall collectively be referred to as “Members”)
5. At all relevant times herein, the Plaintiff and the members are all managing members of the Defendant Company with an equal stake and ownership of 25 percent each.

JURISDICTION

• Venue properly lies in this county in that Plaintiff is informed and believes that all Defendants conduct significant business activities in the County of Los Angeles and that the conduct described herein was committed in County of Los Angeles in the State of California.

GENERAL ALLEGATIONS

• On September 27, 2019, the Plaintiff and the Defendant Members each executed the Company’s Operating Agreement and agreed to terms as follows:
  • The Plaintiff and the Members, shall each be regarded a as members and managing member of the company and shall therefore constitute the managing body of the Company.
  • All the decisions of the Company shall be decided by majority vote of the Members.
  • Each Member shall cast a management vote of up to 25 percent, no more and no less.
  • Each Member is entitled to a membership interest of 25 percent.
  • The Company shall engage in the business of film production and other related services.
  • Each Member shall contribute to the Company projects producer services as both an executive (financial investment) and as a creative on the Project in addition to writing services and in exchange, each Member was entitled to an executive producer credit, a writing credit and an individual producer credit.
• Following execution of the operation agreement, the Company embarked on its first project, the production of a short film entitled “The App That Stole Christmas”.
• The project was successful and the Members agreed to register all intellectual property rights to the project in the individual names of the Members.
• Sometimes in ***, 2021, the Plaintiff learned of a second project “The Drone That Saved Christmas”, intended as a sequel to the first successful project mentioned above. Despite the Plaintiff having an interest in the intellectual property, the Defendant Members did not consult or obtain the consent of the Plaintiff.
• The Defendant Members to the exclusion of the Plaintiff, unlawfully voted to embark on the second project.
• Following the unlawful vote, the Defendant Members proceeded to bind the Company with contractual obligations. The Plaintiff was never involved in execution of the contractual agreements, and neither was he provided with information on the agreements.
• On ***, 2021, the sequel was successfully completed and the Defendant Members voted to register all intellectual property rights in their individual names and to the exclusion of the Plaintiff.

CAUSE OF ACTION

COUNT ONE

NEGLIGENCE

1. The Defendant Members are informed and aware of the Plaintiff’s capacity as a member of the company and a co-owner of intellectual property rights attached to the short film “The App That Stole Christmas”
2. Notwithstanding the above, the Defendant Members acted and conducted themselves in a manner so as to defeat the Plaintiff’s rights and interests.
3. As a result of the Defendant Members’ actions, the Plaintiff has been subjected to unnecessary strife and mental anguish. In addition, the Plaintiff has injury as a direct consequence of the actions of the Defendant Members.
4. The Defendant Members owed a duty of care to consider and preserve the interest of the Plaintiff. The Defendant Members refused to act in good faith of the operation agreement willfully executed by all the Members.
5. The Defendant Members failed to exercise duty of care resulting to injury and loss suffered by the Plaintiff.
6. Defendants actions amount to willful and malicious negligence warranting damages, compensation, punitive damages and costs of this suit.

COUNT TWO

INTENTIONAL MISCONDUCT

• Defendant Members knowingly and intentionally sidelined the Plaintiff from all decisions made with regard to the sequel.
• The Defendant Members entered into a contractual agreement without the knowledge and consent of the Plaintiff. No attempt was made to involve the Plaintiff.
• The Defendant Members acted out of self-interest with absolute disregard for the rights of the Plaintiff.
• Each member of the Company is obligated to act in the best interest of all the members.
• Defendants intentionally, willfully and knowingly acted with due disregard for the Plaintiff’s rights.
• Defendants actions amount to intentional misconduct warranting damages, compensation, punitive damages and costs of this suit.

COUNT THREE

BREACH OF CONTRACT

• Defendant Members knowingly and intentionally acted in manner contrary to the operating agreement executed by all Members on September 27, 2019.
• Defendant Members knowingly and intentionally engaged in decision making sessions without prior notice to the Plaintiff.
• The Plaintiff was never served with a notice to inform her of the meeting to take place and neither was she served with an agenda demonstrating the purpose of the meeting.
• The Plaintiff was never notified of any intention to bind the Company through execution of a contract to oversee production of the sequel.
• Defendant Members acted in outright disregard of the operation agreement and the rights of the Plaintiff as a Member of the Company.
• The actions by the Defendants amount to breach of the operation agreement warranting orders in favor of the Plaintiff for damages, punitive damages and costs of this suit

COUNT FOUR

INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS

• The Plaintiff and the Defendant Members, each share a registered interest in the intellectual property rights of the short film known as “The App That Stole Christmas”.
• The Defendant Members embarked on a sequel that stems and roots from the short film “The App That Stole Christmas”. The Defendants commenced production of the sequel without prior notice to, and consent of, the Plaintiff.
• The Defendant Members completed the sequel and failed to acknowledge the intellectual property rights of the Plaintiff by having his name removed from all works related to the sequel.
• The Defendant Members engaged in infringement of, and interference with, the Plaintiff’s intellectual property rights.
• The Defendant Members knowingly and willfully acted against the rights of the Plaintiff herein.
• The Defendants’ actions amount to infringement of the Plaintiff’s intellectual property rights warranting orders to the effect of damages, compensation, punitive damages and costs of this suit

COUNT FIVE

(VIOLATION OF CALIFORNIA REVISED UNIFORM LIMITED LIABILITY COMPANY ACT)

BREACH OF FIDUCIARY DUTY TO A MEMBER

• Each Member of the Company is obliged to act in good faith with regard to the other members of the Company.
• Each Member has equal rights in the company and such right must not be interfered with without proper justification.
• Actions to be taken by the Company must be so acted with consideration of all the members through majority vote.
• Majority vote can only be achieved through the exercise of voting rights of ALL the members and not a select portion.
• Any member calling for a meeting where a vote is necessary, that Member must issue a notice to all members informing them of the proposed agenda, and each member shall be entitled to a vote.
• The Defendant Members failed to carry out their fiduciary duty to the Plaintiff.
• The Defendant Members refused to issue notice to the Plaintiff regarding meetings that were to take place. The Defendant Members equally refused to issue notice to the Plaintiff informing her of the action that required each member to cast their vote.
• The Defendant Members conducted their meetings and votes in secrecy and against the interest of the Plaintiff.
• The Defendants’ actions amount to breach of a fiduciary duty owed to the Plaintiff warranting orders to the effect of damages, compensation, punitive damages and costs of this suit

COUNT SIX

NEGLIGENT INFLICTION OF EMOTIONAL DISTRESS 

• The Defendants owed a duty of care to the Plaintiffs.
• As a result of the actions of the Defendants, the Plaintiff suffered mental and emotional distress.
• The Plaintiff has been under intense pressure, stress and trauma arising from the events and the anticipated losses occasioned by the events.
• Defendants actions amount to willful and malicious negligence intended to cause mental and emotional distress to the Plaintiffs warranting compensation and punitive damages.

WHEREFORE, it is respectfully prayed that this Court:

1. Assume jurisdiction of this case;
2. Declare the decisions and actions of the Defendants made in the absence of the Plaintiff as null and void;
3. Order the Defendants to include the Plaintiff’s name on all intellectual property rights, whether registered or intended to be registered, with immediate effect in so far as they relate to the “The App that Stole Christmas” production and the sequel;
4. Award the Plaintiff damages in the amount of $25,000,000;
5. Award the Plaintiff compensatory damages for Plaintiffs’ emotional pain and suffering, in an amount to be proven at trial;
6. Award the Plaintiff for loss of earnings in an amount to be determined at trial;
7. Award the Plaintiff punitive damages in an amount to be determined at trial;
8. Award the Plaintiff interest on lost earnings, compensation, and damages, including pre- and post-judgment interest and an upward adjustment for inflation;
9. Give an order enjoining Defendants from engaging in the unlawful acts complained of herein;
10. Award the Plaintiff reasonable costs of suit; and
11. Award the Plaintiff such other and further relief as this Court deems just and proper.

Dated:

Respectfully submitted,

__________________________________________

Amber Ravenel

PLAINTIFF

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