Contract analysis

1. This is a civil action for copyright infringement arising under the Copyright Act of 1976, 17 U.S.C. § 101 et seq. Plaintiffs seek actual damages, statutory damages, disgorgement of profits, injunctive relief, and attorneys' fees and costs resulting from Defendant's unauthorized reproduction, distribution, public performance, and digital transmission of Plaintiffs' copyrighted musical compositions and sound record

2. Defendant Crescendo Digital Media, Inc. is a digital streaming and content aggregation company that operates a business-to-business and business-to-consumer platform under the brand name "Crescendo Stream." Over a period of approximately four years — from January 1, 2019 through at least December 31, 2022 — Crescendo unlawfully reproduced, distributed, publicly performed, and digitally transmitted forty-seven (47)

3. Crescendo's unauthorized use of Plaintiffs' Works was predicated on an expired blanket license previously held through Fonseca's former distributor, Peregrine Music Group, LLC ("Peregrine"). Peregrine ceased operations in November 2018, and the blanket license expired by its express terms on December 31, 2018. No successor license was ever executed, renewed, assigned, or otherwise conveyed to Crescendo. Despite th

4. During the infringement period, Crescendo logged approximately 18,426,331 streams of Plaintiffs' Works on its platform. In addition, Crescendo sublicensed curated playlists containing Plaintiffs' Works to at least fourteen (14) commercial clients operating in the fitness, hospitality, and retail industries, generating sublicense revenue attributable to Plaintiffs' catalog of approximately $2,740,000. At no time du

5. Plaintiffs seek actual damages and Crescendo's profits attributable to the infringement pursuant to 17 U.S.C. § 504(b), or, at Plaintiffs' election, statutory damages pursuant to 17 U.S.C. § 504(c), including enhanced statutory damages for willful infringement under 17 U.S.C. § 504(c)(2). Plaintiffs further seek a permanent injunction under 17 U.S.C. § 502, as well as attorneys' fees and full costs of suit under 1

6. Plaintiff Marguerite D. Fonseca is an individual residing at 4827 Laurelgrove Avenue, Studio City, California 91604. Fonseca is a Grammy-nominated singer-songwriter, composer, and recording artist whose career spans approximately twenty-eight (28) years. Over the course of her career, Fonseca has released nine studio albums spanning the genres of Latin pop, jazz, and contemporary R&B. She has received three Grammy

7. Plaintiff Flor de Luna Publishing, LLC ("FDL Publishing") is a California single-member limited liability company with its principal office at 1200 South Grand Avenue, Suite 1450, Los Angeles, California 90015. FDL Publishing's Employer Identification Number is 82-4193507. FDL Publishing is the owner of the copyrights in the forty-seven (47) musical compositions at issue in this action, as identified in Exhibit A

8. Plaintiff Mariposa Sound Recordings, LLC ("Mariposa Sound") is a California single-member limited liability company with its principal office at 1200 South Grand Avenue, Suite 1450, Los Angeles, California 90015. Mariposa Sound's Employer Identification Number is 84-2671058. Mariposa Sound is the owner of the copyrights in the thirty-two (32) sound recordings at issue in this action, as identified in Exhibit A her

9. Defendant Crescendo Digital Media, Inc. ("Crescendo") is a corporation organized and existing under the laws of the State of Delaware, with its principal place of business at 3100 Esperanza Crossing, Suite 600, Austin, Texas 78758. Crescendo's registered agent in the State of Delaware is Capitol Registered Agents, Inc., located at 1209 Orange Street, Wilmington, Delaware 19801. Crescendo's Employer Identification

10. This Court has subject matter jurisdiction over this action pursuant to 28 U.S.C. §§ 1331 and 1338(a), as this action arises under the Copyright Act of 1976, 17 U.S.C. § 101 et seq. This Court has jurisdiction to grant the relief sought herein, including actual damages, statutory damages, injunctive relief, attorneys' fees, and costs.

11. Venue is proper in this district pursuant to 28 U.S.C. §§ 1391(b) and 1400(a). A substantial part of the events and omissions giving rise to the claims asserted in this Complaint occurred in this judicial district. Plaintiff Fonseca resides in Studio City, California, which is located within the Central District of California. The copyrighted Works at issue were created, in substantial part, in this district. Cre

12. This Court has personal jurisdiction over Crescendo. Crescendo transacts business in this district by operating its Crescendo Stream platform, which is accessible to and actively used by subscribers located in this district. Crescendo has subscribers in this district who have accessed and streamed Plaintiffs' copyrighted Works. Crescendo has streamed copyrighted content to users in this district and has thereby c

IV. FACTUAL ALLEGATIONS A. Fonseca's Musical Career and Copyrighted Works

13. Marguerite D. Fonseca is a Grammy-nominated singer-songwriter and recording artist with a professional career spanning approximately twenty-eight (28) years. Over the course of her career, Fonseca has released nine critically acclaimed studio albums encompassing the genres of Latin pop, jazz, and contemporary R&B. Her work has earned her three Grammy Award nominations and two Latin Grammy Awards, establishing her

14. Fonseca holds valid copyright registrations with the United States Copyright Office for each of the forty-seven (47) musical compositions at issue in this action, bearing Registration Numbers PA 1-742-891 through PA 2-318-406, and for each of the thirty-two (32) sound recordings at issue in this action, bearing Registration Numbers SR 0-891-220 through SR 1-104-773, as more particularly set forth in Exhibit A att

15. FDL Publishing owns the copyrights in the forty-seven (47) musical compositions at issue, and Mariposa Sound owns the copyrights in the thirty-two (32) sound recordings at issue. Fonseca's catalog is administered on a non-exclusive basis by Thornfield Music Administration, Inc. ("Thornfield"), a Los Angeles-based independent music administration company. Thornfield's President is Raymond O. Sato. Thornfield colle

16. From approximately January 1, 2016 through December 31, 2018, Peregrine Music Group, LLC ("Peregrine"), a California limited liability company that served as a digital music distributor, held a blanket license agreement (the "Peregrine License") to distribute certain of Fonseca's works to digital streaming platforms, including Crescendo. The Peregrine License Agreement was effective as of January 1, 2016 and expi

17. The Peregrine License was non-transferable and non-assignable. It contained no automatic renewal provision and no evergreen clause. The license terminated upon either (a) the expiration of the term on December 31, 2018, or (b) the dissolution or cessation of operations of Peregrine, whichever occurred first. Peregrine ceased operations in November 2018, approximately one month prior to the scheduled expiration of

18. Despite the expiration of the Peregrine License on December 31, 2018, Crescendo continued to reproduce, distribute, publicly perform, and digitally transmit the forty-seven (47) compositions and thirty-two (32) sound recordings identified in Exhibit A (collectively, the "Works") through its Crescendo Stream platform and sublicensed content packages from at least January 1, 2019 through at least December 31, 2022

19. Upon information and belief, Crescendo's internal content management system tagged the Works as "cleared — blanket license," relying on the expired and non-renewed Peregrine blanket license as the sole basis for the purported clearance designation. This tagging persisted for over four years despite the Peregrine License's clear and unambiguous expiration date of December 31, 2018, and despite Peregrine's dissolut

20. During the infringement period from January 1, 2019 through December 31, 2022, Crescendo's platform logged a total of approximately 18,426,331 streams of Plaintiffs' Works. These streams were made available to Crescendo's direct-to-consumer subscribers and to end users of Crescendo's commercial clients. Each stream constituted an unauthorized reproduction, distribution, public performance, and/or digital audio tr

21. In addition to direct-to-consumer streaming, Crescendo sublicensed curated playlists containing Plaintiffs' Works to at least fourteen (14) commercial clients operating in the fitness, hospitality, and retail industries. Upon information and belief, these commercial clients used the sublicensed playlists in their business establishments, including gyms, hotels, restaurants, and retail stores, thereby further repr

22. At no time during the period from January 1, 2019 through the present did Crescendo obtain any mechanical license, synchronization license, master use license, digital audio transmission license, or any other form of authorization from Plaintiffs, their publishing or recording entities, Thornfield Music Administration, Inc., or any other authorized representative for the use of the Works. No rights were assigned,

23. On March 6, 2023, Plaintiffs' counsel, Calderwood & Harkness LLP, sent a detailed cease-and-desist letter to Crescendo's General Counsel, Priya Chandrasekaran, at Crescendo's principal place of business. The cease-and-desist letter identified the Works at issue, detailed the expiration of the Peregrine License, and demanded that Crescendo: (a) immediately cease all unauthorized use of Plaintiffs' Works; (b) remov

24. On March 17, 2023, the law firm of Hargrove, Pennington & Cao LLP, acting as outside counsel for Crescendo, responded to the cease-and-desist letter. In its response, Crescendo, through its counsel, disputed that any infringement had occurred and asserted that Crescendo had acted in good faith reliance on the expired Peregrine blanket license. Crescendo refused to cease use of the Works, refused to remove the Wor

25. Crescendo's infringement of Plaintiffs' copyrights was willful within the meaning of 17 U.S.C. § 504(c)(2). The following facts demonstrate the willful nature of Crescendo's conduct: (a) Crescendo is a sophisticated digital media company with approximately $189,000,000 in annual revenue, over 2,300,000 active subscribers, and licensing agreements with over 4,000 rights holders. Crescendo is not a casual or unsoph

26. At a minimum, Crescendo's conduct constitutes reckless disregard of, or willful blindness to, Plaintiffs' exclusive rights under the Copyright Act. A company of Crescendo's size, sophistication, and resources — with a dedicated in-house legal team responsible for licensing compliance — had both the ability and the obligation to verify the status of its content licenses and to ensure that it was not exploiting cop

V. FIRST CAUSE OF ACTION Copyright Infringement of Musical Compositions (17 U.S.C. § 501) (Against Defendant Crescendo Digital Media, Inc.)

27. Plaintiffs reallege and incorporate by reference each and every allegation set forth in Paragraphs 1 through 26 above as though fully set forth herein.

28. Plaintiff FDL Publishing is the owner of valid, subsisting, and duly registered copyrights in the forty-seven (47) musical compositions identified in Exhibit A attached hereto. The copyright registrations for the musical compositions at issue bear Registration Numbers PA 1-742-891 through PA 2-318-406 and were issued by the United States Copyright Office. All registrations were timely filed — within three months

29. Crescendo, without authorization or license from FDL Publishing, Fonseca, Thornfield Music Administration, or any other authorized representative, has reproduced, distributed, publicly performed, and made available to the public the forty-seven (47) musical compositions identified in Exhibit A through its Crescendo Stream platform and sublicensed content packages, in violation of the exclusive rights granted to t

30. Crescendo's infringement of the forty-seven (47) musical compositions is willful and intentional within the meaning of 17 U.S.C. § 504(c)(2), for the reasons set forth in Paragraphs 25 and 26 above.

31. As a direct and proximate result of Crescendo's infringement of the forty-seven (47) musical compositions, Plaintiffs have been damaged in an amount to be proven at trial, but not less than $412,600 in unpaid mechanical and performance royalties. In addition, Plaintiffs are entitled to recover Crescendo's profits attributable to the infringement of the compositions, to the extent such profits are not taken into a

VI. SECOND CAUSE OF ACTION Copyright Infringement of Sound Recordings (17 U.S.C. § 501) (Against Defendant Crescendo Digital Media, Inc.)

32. Plaintiffs reallege and incorporate by reference each and every allegation set forth in Paragraphs 1 through 31 above as though fully set forth herein.

33. Plaintiff Mariposa Sound is the owner of valid, subsisting, and duly registered copyrights in the thirty-two (32) sound recordings identified in Exhibit A attached hereto. The copyright registrations for the sound recordings at issue bear Registration Numbers SR 0-891-220 through SR 1-104-773 and were issued by the United States Copyright Office. All registrations were timely filed — within three months of first

34. Crescendo, without authorization or license from Mariposa Sound, Fonseca, or any other authorized representative, has reproduced, distributed, and digitally transmitted the thirty-two (32) sound recordings identified in Exhibit A through its Crescendo Stream platform and sublicensed content packages, in violation of the exclusive rights granted to the copyright owner under 17 U.S.C. § 106, including but not limit

35. Crescendo's infringement of the thirty-two (32) sound recordings is willful and intentional within the meaning of 17 U.S.C. § 504(c)(2), for the reasons set forth in Paragraphs 25 and 26 above.

36. As a direct and proximate result of Crescendo's infringement of the thirty-two (32) sound recordings, Plaintiffs have been damaged in an amount to be proven at trial, but not less than $548,200 in unpaid master use royalties. In addition, Plaintiffs are entitled to recover Crescendo's profits attributable to the infringement of the sound recordings, to the extent such profits are not taken into account in computi

VII. PRAYER FOR RELIEF WHEREFORE, Plaintiffs Marguerite D. Fonseca, Flor de Luna Publishing, LLC, and Mariposa Sound Recordings, LLC respectfully pray for judgment against Defendant Crescendo Digital Media, Inc. as follows: A. For a declaration that Crescendo has willfully infringed Plaintiffs' copyrights in the forty-seven (47) musical compositions and thirty-two (32) sound recordings identified in Exhibit A attache

VIII. DEMAND FOR JURY TRIAL Plaintiffs hereby demand a trial by jury on all issues so triable in this action. Respectfully submitted, DATED: April 3, 2023 CALDERWOOD & HARKNESS LLP By: ________ Alan Ngo (SBN 198742) Christy Bauer (SBN 302156) 777 South Figueroa Street, 34th Floor Los Angeles, California 90017 Telephone: (213) 555-7400 Facsimile: (213) 555-7401 Email: a.ngo@calderwoodharkness.com Email: c.bauer@calder

1. By Sundial Data Systems Overnight Delivery to Defendant's principal place of business at the following address: Crescendo Digital Media, Inc. Attn: Priya Chandrasekaran, General Counsel & SVP, Legal Affairs 3100 Esperanza Crossing, Suite 600 Austin, Texas 78758

2. By Sundial Data Systems Overnight Delivery to Defendant's registered agent in the State of Delaware at the following address: Capitol Registered Agents, Inc. (Registered Agent for Crescendo Digital Media, Inc.) 1209 Orange Street Wilmington, Delaware 19801 The filing fee required by 28 U.S.C. § 1914(a) has been paid. The Civil Cover Sheet (Form JS-44) has been completed and filed contemporaneously with this Compla