Baby Let's Rap - Roberts v. Sugar Hill Publishing.pdf

86. The Sugar Hill Defendants have failed to provide a detailed accounting so that

Mr. Roberts can determine what specific amount of money to which he is entitled and have

failed to provide Mr. Roberts a copy of the Spaceship Coupe License Agreement.

87. If the Sugar Hill Defendants are permitted to withhold this information, which is

necessary for Mr. Roberts to determine what amount of money he is owed, they will be unjustly

enriched, to Roberts' detriment.

88. If the Sugar Hill Defendants are permitted to retain the amounts they have

wrongfully withheld from Roberts, they will be unjustly enriched, to Roberts' detriment.

89. The Sugar Hill Defendants have thus been unjustly enriched by obtaining the

benefit of the 2008 Settlement Agreement and the Spaceship Coupe Licensing Agreement

without providing Roberts his share of the associated royalties.

90. Roberts is entitled to a full, detailed accounting and to collect these wrongfully

withheld royalties.

AS AND FOR AN NINTH CAUSE OF ACTION (QUANTUM MERUIT)

91. Roberts repeats and re-alleges each and every allegation contained m the

preceding paragraphs of this Complaint, and incorporates them herein by reference.

92. Roberts performed his obligations under the 2008 Settlement Agreement in good

faith and entered into the Keith Settlement Agreement with the understanding that the Sugar Hill

Defendants would honor this settlement with the Keith Estate and would provide the information

necessary in the form of an accounting for Mr. Roberts to enforce his rights under 2008

Settlement Agreement.

93. The Sugar Hill Defendants received the benefit of settling the 2004 Action and

the benefit of the Spaceship Coupe Licensing Agreement.

16

94. The Sugar Hill Defendants have failed to honor the reapportionment of the

writer's credit in the Keith Settlement Agreement, and have generally failed in their duties as

music publishers of the Sugar Hill Composition.

95. Roberts is entitled to his fair portion of the writer's credit and a full and detailed

accounting of any royalties from and costs associated with the Sugar Hill Composition.

JURY DEMAND

Plaintiff demands trial by jury on all issues so triable herein.

PRAYER FOR RELIEF

WHEREFORE, Plaintiff respectfully requests judgment against Defendants as

follows:

A. Enter judgment against Joey Robinson Jr. on the First Count alleged

herein, piercing the corporate veils of the Sugar Hill Defendants and declaring that Robinson is

liable, personally and individually, for any judgments in this action against either of the Sugar

Hill Defendants;

B. Enter judgment against all Defendants on the Second Count alleged

herein, and order the Defendants to 1) provide a detail accounting of any royalties from and costs

associated with the Sugar Hill Composition; 2) provide a copy of the Spaceship Coupe License

Agreement and other information related to the agreement; and 3) pay Roberts all past, current,

and future royalties related to the composition, an amount to be determined at trial, but believed

to be in excess of $75,000, plus interest accrued and continuing to accrue thereon;

C. Enter judgment against all Defendants on the Third Count alleged herein,

declaring that Roberts is entitled under the 2008 Settlement Agreement and the Keith Settlement

Agreement to 1) a detailed accounting of any royalties from and costs associated with the Sugar

Hill Composition; 2) a copy of the Spaceship Coupe License Agreement and other information

17

related to the agreement; and 3) a 1/3 music credit and 2/3 lyrics credit for the Sugar Hill

Composition, and all past, current, and future royalties related to the composition;

D. Enter judgment against all Defendants on the Fourth Count alleged herein,

and order the Defendants to honor the Keith Settlement Agreement and awarding Roberts

damages in an amount to be determined at trial, but believed to be in excess of $75,000, plus

interest accrued and continuing to accrue thereon;

E. Enter judgment against all Defendants on the Fifth Count alleged herein,

ordering the Defendants to 1) provide a detail accounting of any royalties from and costs


Agreement and other information related to the agreement; 3) perform their fiduciary duty to

Roberts as music publishers of the Sugar Hill Composition; and 4) pay Roberts all past, current,



F. Enter judgment against all Defendants on the Sixth Count alleged herein,

awarding Roberts the equitable relief of divesting the Sugar Hill Defendants of their publishing

share derived from Roberts' writer contribution;

G. Enter judgment against all Defendants on the Seventh Count alleged

herein, ordering the Defendants to 1) provide a detail accounting of any royalties from and costs

associated with the Sugar Hill Composition; and 2) provide a copy of the Spaceship Coupe

License Agreement and other information related to the agreement;

H. Enter judgment against all Defendants on the Eighth Count alleged herein,



18





I. Enter judgment against all Defendants on the Ninth Count alleged herein,







J. Awarding Roberts such other and further relief as the Court may deem just

and proper.

Dated: April 7, 2015 Respectfully submitted,

FOLEY & LARDNER LLP

19

o ert . Weisbein, Esq. Adam Pence, Esq. FOLEY & LARDNER LLP 90 Park A venue New York, New York 10016-1314 Telephone: (212) 682-7474 Facsimile: (212) 682-23299 rweisbein@foley .com apence@foley .com

Attorneys for Plaintiff Mark Roberts

Case 1:04-cv-10079-LAP Document 1 Filed 12/21/04 Page 1 of 17

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------------------------------------------------------------- )(

MARK ROBERTS,

Plaintiff,

v.

NATHANIEL THOMAS KEITH, ADMINISTRATOR OF THE EST ATE OF NORMAN THOMAS KEITH, a.k.a. TOMMY KEITH, MOE MOORE, SUGARHILL RECORDS LTD., SUGAR HILL MUSIC PUBLISHING LTD., GAMBI MUSIC INC., TWENTY NINE BLACK MUSIC, SYLVIA ROBINSON, JOSEPH ROBINSON JR., RHINO RECORDS, SANCTUARY RECORDS GROUP LTD., CASTLE MUSIC UK AND SEQUEL RECORDS,

Defendants.

-------------------------------------------------------------------- )(

No.

COMPLAINT

Complaint for Copyright Infringement

Demand for Jury Trial

Plaintiff, Mark Roberts, by his attorneys, Germaine A. Corprew and Tracy

Richelle High, brings this action against defendants Nathaniel Thomas Keith, the

Administrator of the Estate of Norman Thomas Keith and Moe Moore (the "Copying

Defendants"); Sugar Hill Records Ltd., Sugar Hill Publishing Ltd., Gambi Music, Twenty

Black Mu;ic, Sylvia Robinson and Joseph Robinson Jr. (the "Publishing Defendants");

and RHINO RECORDS, SANCTUARY RECORDS GROUP LTD., CASTLE MUSIC UK, and

SEQUEL RECORDS (the "Distributing Defendants"), alleges as follows, on information and

belief, e)Ccept for information based on personal knowledge, which allegations are likely

to have evidentiary support after further investigation and discovery:


NATURE OF ACTION

1. Starting around 1975, Mr. Roberts aspired to be a songwriter, and from

1976 to 1977 wrote lyrics to three original songs (the "Works"): Love Trap, The Woman

That Got Away and Baby Let's Talk Now, Dance Later. Mr. Roberts sought to copyright

his work using a method employed by many budding lyricists. He mailed each of his

original works to himself in a sealed envelope, so that in the event of a dispute over

ownership of his lyrics, he could show ownership by opening the sealed envelopes and

presenting their contents. On May 31, 1976, he mailed the original lyrics to Love Trap to

himself. On December 11, 1976, he mailed the original lyrics to The Woman That Got

Away to himself. On February 28, 1977, he mailed the original lyrics to Baby Let's Talk

Now, Dance Later to himself.

2. In January 1978, with the intention of working with an established

producer in the music industry, Mr. Roberts mailed the original lyrics to his three Works

to Norman Thomas Keith, also known as, Tommy Keith. At that time, Mr. Keith was the

producer for the 1970's R&B group the "Moments." The Moments recorded for STANG

RECORDS, a subsidiary of ALL PLATINUM RECORDS. ALL PLATINUM RECORDS was

established in 1968 in Englewood, New Jersey, by Ms. Sylvia Robinson and her husband

Joseph Robinson Sr.

3. On or about February 3, 1978, Mr. Keith sent a telegram to Mr. Roberts

requesting that Mr. Roberts contact him to discuss the Works. Later that month, Mr.

Roberts contacted Mr. Keith Mr. Keith told Mr. Roberts that he liked Mr. Roberts'

lyrics; that he wanted Mr. Roberts to send him more lyrics; and that he wanted the

Moments to record tre Works.


4. In March 1978, Mr. Keith called Mr. Roberts regarding Baby Let's Talk

Now, Dance Later, and told Mr. Roberts that he liked that song, and asked if Mr. Roberts

had an idea as to the melody oftmt Work. In response, Mr. Roberts sung Baby Let's

Talk Now, Dance Later for Mr. Keith over the telephone. Later that month, Mr. Keith

played for Mr. Roberts, over the telephone, the three Works Mr. Roberts had forwarded

to Mr. Keith

5. In the Spring of 1978, Mr. Keith informed Mr. Roberts that the Moments

were leaving ALL PLATINUM RECORDS due to a dispute regarding the promotion of one of

their albums, and that he would be using the three Works with the "Rimshots," another

group he produced.

6. In the Summer of 1978, Mr. Keith contacted Mr. Roberts once af?ftin, this

time, however, to tell Mr. Roberts that he would be using the three Works on his solo-

album due to be released sometime during 1979.

7. In early 1979, Mr. Keith contacted Mr. Roberts and informed him that the

record label had m interest in seeing Mr. Keith do a solo album.

8. Later that same year, Mr. Keith contacted Mr. Roberts and informed him:

that the record labels he worked for, ALL PLATINUM RECORDS, STANG RECORDS and

VIBRATION RECORDS, which were owned and operated by the Defendants Sylvia and

Joseph Robinson, were closing down; that he would not be needing the lyrics to the three

Works; that he would never publish or use Mr. Roberts' three Works; and that Mr.

Roberts could have his original lyrics back.

9. In the Summer of 1979, Mr. Keith contacted Mr. Roberts to tell him that

ALL PLATINUM RECORDS was now operating as SUGAR HILL RECORDS, and that he was

3


involved in a new kind of music called "Rap." At that time, SUGAR HILL RECORDS was

owned by Ms. Robinson, who had formed the label in 1979 in order to take advantage of

the new "novelty" music called Rap that she had experienced while attending block

parties throughout the New York City area during the late 1970s.

10. When the Moments left STANG RECORDS in 1978 they were unable to

bring the name with them because it belonged to Ms. Robinson. As a result, the group

formerly known as the Moments went to another record label and recorded under the

moniker "Ray, Goodman and Brown."

11. Unbeknownst to Mr. Roberts, sometime in 1980 Mr. Keith persuaded

Harry Ray of Ray Goodman and Brown to record and release Mr. Roberts' work Baby

Let's Talk Now, Dance Later for SUGAR HILL RECORDS. Mr. Keith had barely masked the

name of Mr. Roberts' song, when he renamed the Work Baby Let's Rap Now, Dance A

Little Later.

12. After Baby Let's Rap Now, Dance A Little Later was released in 1980, it

was subsequently compiled into a CD "box set" entitled ''The Sugar Hill Records Story"

and was re-released in the United States by RHINO RECORDS in February 1997 and July

1999. Baby Let's Rap Now, Dance A Little Later was also compiled into another CD

"box set" entitled ''Sugarhill Street Soul" and was released in the United Kingdom by

CASTLE MUSIC UK in 2000; by Sequel Records in 2000; and by SANCTUARY MUSIC

GROUP LTD. in 2001.

13. Mr. Roberts never heard from Mr. Keith again after 1979, and recently

discovered that Mr. Keith had passed away.

14. On or about October 24, 1983, Mr. Roberts became discouraged by the

4


music business and decided to take employment as a New York State Corrections

Officer.

15. Mr. Roberts copyrighted his original lyrics to Love Trap and The Woman

That Got Away in 1987, and Baby Let's Talk Now, Dance Later in 1998.

16. Ms. Robinson claims ownership of the publishing rights to Baby Let's Rap

Now, Dance a Little Later through Gambi Music, Sugar Hill Publishing Ltd. and Twenty

Nine Black Music. By granting the publishing rights of Mr. Roberts' work Baby Let's

Talk Now, Dance Later to RHINO RECORDS, CASTLE MUSIC UK, SEQUEL RECORDS and

the SANCTUARY MUSIC GROUP, Ms. Robinson and Mr. Robinson Jr. reaped a financial

windfall from the proceeds of that song.

17. Mr. Roberts did not discover that his original work, Baby Let's Talk Now,

Dance Later, had been recorded and released until he visited www.BMI.comon or about

March 8, 2003. BMI.com is a website which provides access to songwriters' catalogues.

Once there, Mr. Roberts discovered that Tommy Keith had listed the three Works: Love

Trap, Baby Let's Rap Now, Dance a Little Later and The Woman that Got Away as his

own original works without crediting Mr. Roberts.

18. On or about July 23, 2003, Mr. Roberts contacted Defendant Nathaniel

Keith, Tommy Keith's son, by phone, regarding his Works. During the conversation, Mr.

Roberts recited the lyrics to Love Trap and The Woman that Got Away to Nathaniel

Keith Nathaniel Keith was convinced that Mr. Roberts was the author of those Works

based on the fact that those Works had been recorded by Mr. Keith's father- recordings

that Nathaniel Keith has in his possession- but had never been released to the general

public. At the end of the conversation, Nathaniel Keith informed Mr. Roberts that he had

5


no issue with crediting Mr. Roberts as an author on all three Works.

THE PARTIES

19. Plaintiff Mark Roberts is a disabled, retired corrections officer who is, and

remains, a resident of Newburgh, New York.

20. Upon information and belief, the Copying Defendants were or are

songwriters under a publishing contract with the Publishing Defendants, who copied Mr.

Roberts' Work, Baby Let's Talk Now, Dance Later, while employed by Ms. Robinson at

SUGARHILL RECORDS in Englewood, New Jersey.

21. Upon information and belief, Norman Thomas Keith passed away

sometime in 1990. His son, Nathania! Thomas Keith, is serving as the Administrator of

his Estate, and is located at 3205 West Clifford Street in Philadelphia, Pennsylvania.

22. Upon information and belief, defendant Sugar Hill Records Ltd. is an

organization located at 96 West Street in Englewood, New Jersey, and engages in the

business of wholesaling, manufacturing and distributing audio and video products, such

as vinyl records, cassette tapes and compact diskettes.

23. Upon information and belief, defendant Joseph Robinson Jr., is the

President of Sugar Hill Records Ltd.

24. Upon information and belief, defendant Sylvia Robinson is the Owner of

Sugar Hill Records Ltd.

25. Upon information and belief, defendant Gambi Music is an organization

located at 443 Liberty Road in Englewood, New Jersey, and engages in the business of

administering copyrights, licensing songs to record companies and others, and collecting

royalties by way of third-party contracts it has with various artists across the United

6


States, including New York.

26. Upon information and belief, defendant Joseph Robinson Jr. is the co-

President of Business Affairs for Gambi Music.

27. Upon information and belief, defendant Sylvia Robinson is co-President of

Business Affairs for Gambi Music.

28. Upon information and belief, defendant Sugar Hill Publishing Ltd. is an

organization located at 443 Liberty Road in Englewood, New Jersey, and engages in the

business of administering copyrights, licensing songs to record companies and others,

and collecting royalties by way of third-party contracts it has with various artists

throughout the United States, including New York.

29. Upon information and belief, defendant Joseph Robinson Jr. is the

President of Sugar Hill Publishing Ltd.

30. Upon information and belief, defendant Sylvia Robinson is the Chief

Executive Officer of Sugar Hill Publishing Ltd.

31. Upon information and belief, defendant Twenty Nine Black Music is an

organization located at 96 West Street in Englewood, New Jersey, and engages in the

business of administering copyrights, licensing songs to record companies and others,

and collecting royalties by way of third-party contracts it has with various artists

throughout the United States, including New York.

32. Upon information and belief, defendant Joseph Robinson Jr. is the co-

President of Twenty Nine Black Music.

33. Upon information and belief, defendant Sylvia Robinson is the co-

President of Twenty Nine Black Music.

7


34. Upon information and belief, RHINO RECORDS is an organization located

at 3400 West Olive Avenue in Burbank, California, and engages in the business of

producing and distributing music COs, reissuing archives, anthologies, and various

artists' musical compilations throughout the United Kingdom and the United States,

including New York.

35. Upon information and belief, SANC1lJARY RECORDS GROUP LTD., is an

organization located at 45-53 Sinclair Road in London, England and maintains an office

located at 369 Lexington Avenue in New York City, New York under the name

SANCTUARY RECORDS GROUP INC.

36. Upon information and belief, CASTLE MUSIC UK is a subsidiary of

SANCTUARY RECORDS GROUP LTD., and engages in the business of recompiling and

reissuing catalogue material, released on CD, music-cassettes and records throughout the

United Kingdom.

37. Upon information and belief, SEQUEL RECORDS is a subsidiary of

SANCTUARY RECORDS GROUP LTD., and engages in the business of recompiling and

reissuing catalogue material, released on CD, music-cassette and record throughout the

United Kingdom and the United States, including New York.

SUBJECT MATTER JURISDICTION

38. This is an action for copyright infringement arising under the Copyright

Act of 1976, as amended, 17 U .S.C. 101 et ~ This Court has jurisdiction over this

action pursuant to 28 U.S.C. 1331 and 1338(a).

PERSONAL JURISDICTION

39. This Court has jurisdiction over the Copying Defendants pursuant to New

8


York CPLR 302, in that defendants' infringing acts committed in New Jersey caused

injury to Mr. Roberts who resides in New York, and that both defendants intended to

profit from those infringing acts by introducing the copied Works into the stream of

interstate commerce.

40. This Court has jurisdiction over the Publishing Defendants pursuant to

New York CPLR 302, in that they all transact business in New York by way of

numerous publishing contracts they hold with various musical artists residing within the

State. These artists include, bli: are not limited to: Melvin Glover, also known as, Melle

Mel; Mahandas Dewes, also known as, Kool Moe Dee; and Reginald Payne, also known

as, Reggie Reg Barry Bailey, also known as, Barry B-Stro, George Belton Jr., also

known as, G-Man, Michael Fleming, also known as, E K Mike C, Darryl Calloway, also

known as, DJ Darryl C, and Larry Miller, also known as, Shubee, known collectively as

the "Crash Crew."

41. This Court has jurisdiction over the Distributing Defendants because they

are subsidiaries of a foreign corporation which has a corporate office located within New

York.

42. This Court also has jurisdiction over the Distributing Defendants pursuant

to New York CPLR 302, in that they placed the infringing work, Baby Let's Rap Now,

Dance A Little Later, via CD compilations entitled The Sugar Hill Story and Sugarhill

Street Soul, into the stream of interstate commerce, which included New York. The CD

Compilations entitled The Sugar Hill Story and Sugarhill Street Soul may be purchased

at, among other places: HMV, located at 308 West 1251h Street, New York, New York;

Virgin Records, located at 52 East 141h Street, New York, New York; and Tower

9


Records, located at 692 Broadway. The Distributing Defendants have also made the

compilations available via the internet at, among other sites: www. Amazon.com and

http:/ /music.cheaps.us.

VENUE

43. Venue in this District is proper pursuant to 28 U.S.C. 139I and

I400(a).

AS A FIRST CLAIM FOR RELIEF (For Copyright Infringement)

44. Plaintiff realleges each and every allegation set forth above, as if fully set

forth herein:

45. On or about May 3I, I976, plaintiff, Mark Roberts mailed his original

lyrics to his song Love Trap to himself.

46. On or about December II, I976, Mr. Roberts mailed his original lyrics to

his song The Woman That Got Away to himself.

47. On or about February 28, I977, Mr. Roberts mailed his original lyrics to

his song Baby Let's Talk Now, Dance Later to himself.

48. In or around January I978 Mr. Roberts mailed his original lyrics to his

songs Love Trap, The Woman That Got Away and Baby Let's Talk Now, Dance Later to

Norman Thomas Keith, also known as, Tommy Keith.

49. On or about February 3, I978, Mr. Keith responded to Mr. Roberts

regarding Mr. Roberts' Works with a telegram stating, "Received your material and like

same, please contact me 201-569-5I70."

50. In or around February I978, Mr. Keith told Mr. Roberts that he wanted to

IO


record Mr. Roberts' original Works with the Moments, an R&B Group he was producing.

51. In or around March 1978, Mr. Keith contacted Mr. Roberts and told him

that he liked the lyrics to Baby Let's Talk Now, Dance Later, and asked Mr. Roberts if he

had an idea of how the song should be played. As a result, Mr. Roberts sang for Mr.

Keith, over the telephone, Mr. Roberts' expression of how Baby Lets Talk Now, Dance

Later should be performed.

52. In or around March 1978, Mr. Keith played demos of Mr. Roberts'

original lyrics Love Trap, The Woman That Got Away and Baby Let's Talk Now, Dance

Later to Mr. Roberts over the telephone.

53. In early 1979, Mr. Keith contacted Mr. Roberts and informed him that the

labels he was working for, ALL PLATINUM, STANG RECORDS and VIBRATION RECORDS,

were going out of business.

54. In or around the Summer 1979, Mr. Keith contacted Mr. Roberts and

informed him that Ms. Robinson was opening a new record label called SUGAR HILL

RECORDS, and that he would be producing a new kind of music for that record label

called "Rap."

55. In or around the Summer of 1979, Mr. Keith informed Mr. Roberts that his

three songs Love Trap, The Woman That Got Away and Baby Let's Talk Now, Dance

Later, were Rhythm and Blues (R&B) songs, which he could not use, and that Mr.

Roberts could have the lyrics to his original Works back.

56. In 1980, Mr. Keith persuaded Harry Ray, formerly of the Moments and

who at that time was performing in the R&B group Ray, Goodman and Brown, to return

to SUGAR HILL RECORDS in order to record and release Baby Lets Rap Now, Dance A

11


Little Later, as a Moments song.

57. The Copying Defendants, Norman Thomas Keith and Moe Moore, are

credited with co-writing Baby Let's Rap Now, Dance A Little Later.

58. In or about February 1997, The Sugar Hill Records Story, containing the

Moments' recording of Baby Let's Rap Now, Dance A Little Later, a version of Mr.

Roberts' original work Baby Let's Dance Now, Talk Later, was re-released in the United

States by RHINO RECORDS.

59. On or about March 12, 1998, Mr. Roberts obtained copyright No. PAu-2-

266-246 for his work entitled Ready For Betty. Ready For Betty is a collection of Mr.

Roberts' works, including the lyrics to Baby Let's Talk Now, Dance Later.

60. On or about July 20, 1999, The Sugar Hill Records Story, containing the

Moments' recording of Baby Let's Rap Now, Dance A Little Later, was re-released in the

United States by RHINO RECORDS.

61. On or about April 24, 2000, Sugarhill Street Soul, another compilation of

SUGAR HILL RECORDS songs containing the Moments' recording of Baby Let's Rap Now,

Dance A Little Later, was re-released in the United Kingdom by SEQUEL RECORDS.

62. On or about May 3, 2000, Sugarhill Street Soul, another compilation of

SUGAR HILL RECORDS works containing the Moments' recording of Baby Let's Rap Now,

Dance A Little Later, was re-released in the United Kingdom by CASTLE MUSIC UK.

63. On or about January 2, 2001, Sugarhill Street Soul, containing the

Moments' recording of Baby Let's Rap Now, Dance A Little Later, was re-released in

Europe by SANCTUARY RECORDS GROUP LTD.

64. During the time of each release of the above-mentioned compilations

12


which contained the Moments' recording of Baby Let's Rap Now, Dance A Little Later,

Sylvia Robinson and Joseph Robinson Jr. claimed ownership of the copyright and the

publishing rights to that work, either individually or through their entities Gambi Music,

Sugar Hill Publishing Ltd. and/or Twenty Nine Black Music

65. The two CD box-set compilations, The Sugar Hill Records Story and

Sugarhill Street Soul, which contain the Moments' recording of Baby Let's Rap Now,

Dance A Little Later, are still being sold at the time of the filing of this action and

continue to generate monies associated with royalties and publishing rights.

66. Upon information and belief, on or around March 3, 2003 Mr. Roberts

logged into www .BMI.com, a "professional music website" and did a catalogue search

for Tommy Keith. At that time Mr. Roberts discovered that Mr. Keith had listed in his

catalogue songs titled Love Trap, The Woman That Got Away and Baby Let's Rap Now,

Dance A Little Later. Mr. Roberts also discovered that Mr. Keith had not named him in

connection with any of these works.

67. Upon information and belief, Mr. Roberts is not credited as an author on

the copies of Baby Let's Rap Now, Dance A Little Later that were released in 1980, 1997,

1999, 2000 or 2001.

68. Based on the foregoing, Mr. Roberts was denied the proceeds generated

by Baby Let's Rap Now, Dance A Little Later through Defendants' infringement of his

copyright in that work.

69. Each release, in the United States and the United Kingdom, represents a

separate and distinct violation of the Copyright Act 1976, entitling Mr. Roberts to recover

for damages as a result of each infringing act.

13


AS A SECOND CLAIM FOR RELIEF (Vicarious Liability)

70. Plaintiff repeats and realleges each and every allegation cortained in

paragraphs 1 through 69 of this Complaint as though fully set forth herein.

71. At the time the Copying Defendants copied Mr. Roberts' original work,

Baby Let's Talk Now, Dance Later, they were in the employ of Sylvia and Joseph

Robinson at SUGAR HILL RECORDS.

72. As the employer of the Copying Defendants, the Robinsons had the right

and the ability to supervise the infringing activities of the Copying Defendants.

73. As their employer, the Robinsons claimed publishing rights in the works

produced by their employees, the Copying Defendants.

74. As such, the Robinsons stood to enjoy a direct financial gain from all

works produced by their employees, the Copying Defendants.

75. The Robinsons continue to reap financial gains from Mr. Roberts' original

work Baby Let's Talk Now, Dance Later, through their publishing companies Sugar Hill

Publishing Ltd., Gambi Music and Twenty Nine Music.

76. As a result, the Robinsons are vicariously liable for the infringing acts of

her employees, the Copying Defendants.

AS A THIRD CLAIM FOR RELIEF (Contributory Infringement)

77. Plaintiff repeats and realleges each and every allegation contained in

paragraphs 1 through 76 of this Complaint as though fully set forth herein.

78. The Distributing Defendants are in the business of re-compiling and re-

14


issuing artist compilations throughout the United States and the United Kingdom.

79. The Distributing Defendants contributed their services and machinery to

the Copying Defendants and the Publishing Defen:lants so that the Moments' recording

of Baby Let's Rap Now, Dance A Little Later, a version of Mr. Roberts' original work

Baby Let's Dance Now, Talk Later, could be distributed throughout the United States and

the United Kingdom.

80. As a result, the Distributing Defendants are liable to Mr. Roberts as

contributory infringers.

AS A FOURTH CLAIM FOR RELIEF (Joint and Several Liability)

81. Plaintiff repeats and realleges each and every allegation cortained in

paragraph:; 1 through 80 of this Complaint as though fully set forth herein.

82. In that the Publishing Defendants are vicariously liable to Mr. Roberts for

the infringing acts of the Copying Defendants and the Distributing Defendants are liable

to Mr. Roberts as contributing infringers, all of the defendants are jointly and severally

liable for all damages suffered by Mr. Roberts as a result ofthe infringement of Mr.

Roberts' copyright in his original work, Baby Let's Talk Now, Dance Later.

follows:

WHEREFORE, Plaintiff demands judgment against Defendants as

(a) finding that Defendants have infringed Mr. Roberts' copyrights in its releasing of Baby Let's Rap Now, Dance A Little Later, into the stream of commerce in 1980, 1997, 1999, 2000, 2001, and listing Love Trap and The Woman That Got Away in Mr. Keith's catalogue without properly crediting Mr. Roberts;

15


(b) finding a substantial likelihood that Defendants will continue to infringe Mr. Roberts' copyrights in Baby Let's Talk Now, Dance Later, Love Trap and The Woman That Got Away unless enjoined from doing so;

(c) preliminarily and permanently enjoining Defendants, their directors and officers, agents, servants, employees, and all other persons in active concert or privity or in participation with them, from directly or indirectly infringing Mr. Roberts' copyrights in Baby Let's Talk Now, Dance Later, Love Trap and The Woman That Got Away or continuing to market, offer, sell, dispose of, transfer, display, advertise, reproduce, or develop any works derived or copied from Mr. Roberts' work or to participate in, assist in, sponsor or induce such activity;

(d) enjoining Defendants, their directors and officers, agents, servants, employees, and all other persons in active concert or privity or in participation with them, to return to Mr. Roberts any and all such originals, copies, facsimiles, or duplicates ofMr. Roberts work, Baby Let's Talk Now, Dance Later, Love Trap and The Woman That Got Away in their possession custody or control;

(e) enjoining Defendants, their directors and officers, agents, servants, employees, and all other persons in active concert or privity or in participation with them, to recall all distributors, wholesalers, jobbers, dealers, retailers, and all other persons known to Defendants, any originals, copies facsimiles, or duplicates of any works shown by evidence to infringe any copyright of Mr. Roberts in the works Baby Let's Talk Now, Dance Later, Love Trap and The Woman That Got Away;

(f) enjoining Defendants to deliver upon oath, to be impounded and destroyed pursuant to judgment herein, all originals, copies, facsimiles, or duplicates of any work shown by evidence to infringe any copyright of Mr. Roberts in the works Baby Let's Talk Now, Dance Later, Love Trap and The Woman That Got Away;

(g) requiring Defendants to file with the Court and to serve to Mr. Roberts, within 30 days after service of the Courts order as herein demanded, a report in writing under oath setting forth in detail the manner and form in which Defendants have complied with the Court's order;

16


(h) awarding Mr. Roberts and against Defendants the amount of Mr. Roberts' reasonable royalty according to proof, and any profits attributable to infringements of Mr. Roberts' copyrights in accordance with proof;

(i) awarding Mr. Roberts against Defendants the statutory damages based upon Defendants' acts of infringement pursuant to the Copyright Act of 1976, as amended, 17 U.S.C. 101 et~.;

(j) requiring Defendants to account to Mr. Roberts for all gains, profits, and advantages derived from Defendants' acts of copyright infringement and for its other violations of law;

(k) finding that any contracts between Defendants, Sugarhill Records, Gambi Music, Sylvia Robinson, Joseph Robinson Jr. and Norman Thomas Keith, transferring rights emanating from the work Baby Let's Rap Now, Dance A Little Later, Love Trap and The Woman That Got Away including but not limited to, licensing, royalties and publishing, are null and void because any such contract resulted in an involuntary transfer of Mr. Roberts' copyrights in that work;

(l) Declaratory Judgment finding that Mr. Roberts is the author of Baby Let's Rap Now, Dance A Little Later, and entitled to all rights as owner of a copyright in that work as guaranteed by the Copyright Act of 1976, as amended, 17 U.S.C. 101 et~.; and

(m) Granting Mr. Roberts such other and further relief as the Court may deem just.

Dated: New York, New York December 21, 2004

Germaine A. Corprew (GC-7518) Tracy Richelle High SULLIVAN & CROMWELL LLP 125 Broad Street New York, New York 10004-2498 Tel.: (212) 558-3985 Fax: (212) 558-3588 Counsel for Plaintiff Mark Roberts

17

"' ... ' .

SETTLEMENT AgREEMENT AND RELEASE

This settlement agreement and release ("Agreement"), dated as of

September 30, 2008, by and between Mark Roberts ("Plaintiff'), and Sugar Hill Music

Publishing and Twenty Nine Black Music ("Sugar Hill Defendants'') concerns the

following matters:

WITNESSETH

WHEREAS, Plaintiff is the aJleged sole owner of all right, title and

interest in and to the musical composition entitled ''Baby Let's Talk Now, Dance Later"

("Plaintiff Composition"), registered with the United States Copyright Office pursuant to

registration number PAU 2-877-776;

WHEREAS, the Sugar HilJ Defendants own the publishing rights to a

musical composition entitled "Baby Let's Rap Now, Dance A Little Later," BMI Number

73211 ("Defendant Composition") and musical compositions entitled "Love Trap," BMI

Number 1878022, and "Girl That Got Away," BMI Number 1878144 ("Joint

Compositions");

WHEREAS, Plaintiff filed a complaint in the United States District Court

for the Southern District of New York ("Court''), under the caption Mark Roberts v.

Thomas Keith, et al., Index No. 04-CV -10079 ("Action"), in which Plaintiff alleges that

the Defendant Composition and the Joint Compositions infringe certain copyrights held

by Plaintiff in the Plaintiff Composition and violated various other common Jaw rights of

Plaintiff;

WHEREAS, without conceding any infringement or other liability with

respect to Plaintiffs claims, the parties have agreed mutually to enter into this Agreement

according to the terms and in consideration of the mutual promises set forth below,

nothing herein being construed as an admission by any party of any kind to the others, all

such liability being expressly denied.

NOW, THEREFORE, in consideration of the promises herein made and

other good and valuable consideration, the receipt and sufficiency of which are hereby

acknowledged, it is hereby agreed as follows:

1. In consideration of the promises and releases made and granted herein,

Sugar Hill Defendants shall apportion credit for music and lyrics (a) in the Defendant

Composition for all purposes to Mark Roberts, Norman Thomas Keith, and Moe Moore,

in the order stated; (b) in the Joint Compositions to Mark Roberts and Norman Thomas

Keith, in the order stated. Sugar Hill Defendants agree to credit the Defendant

Composition and Joint Compositions as stated in this paragraph to all licensees of those

Compositions.

2. Sugar Hill Defendants agree to submit a letter to BMI simultaneously with

the execution of this Agreement reapportioning credit as stated in Paragraph 1 and

requesting acknowledgment of that reapportionment, in the form annexed hereto as

Exhibit A. Simultaneously with the execution of this Agreement and the submission of

the letter to BMI referred to in the previous sentence, Plaintiff agrees to file a stipulated

notice of dismissal with prejudice with the Court dismissing the Sugar Hill Defendants

from the Action, in the form annexed hereto as Exhibit B.

2

3. Sugar Hi11 Defendants agree not to reapportion credit for music and lyrics

for Defendant Composition and Joint Compositions without the express written

permission of Plaintiff, except as provided in Paragraph 4.

4. Sugar Hill Defendants agree to reapportion credit for music and lyrics for

Defendant Composition and/or the Joint Composition solely to Mark Roberts if any

settlement agreement with or judgment against the remaining defendants in the Action

apportions credit for Defendant Composition and/or the Joint Composition solely to

Plaintiff. The Sugar Hill Defendants shall remain the sole publishers of the Defendant

Composition and the Joint Compositions and shall not be required to render an

accounting or payment unless an individual writer's share exceeds $100.

5. Except for claims seeking to enforce the terms of this Agreement,

Plaintiff, on behalf of his past, present or future general partners, limited partners,

principals, predecessors-in-interest, successors-in-interest, administrators, heirs,

executors, representatives, agents, affiliates, licensees, designees, attorneys, transferees,

and all such entities' or individuals' predecessors, successors and assigns ("Plaintiff

Parties") do hereby irrevocably release, acquit and forever discharge the Sugar Hill

Defendants, and each of their past, present or future general partners, limited partners,

principals, predecessors-in-interest, successors-in-interest, administrators, shareholders,

officers, directors, owners, parents, employees, representatives, subsidiaries, agents,

related entities, divisions, affiliates, licensees, designees, attorneys, transferees and all

such entities' or individuals' -predecessors, successors and assigns ( .. Sugar Hill Parties")

of and from any and all debts, suits, actions, causes of action, controversies, demands,

rights, damages, losses, expenses, costs attorneys' fees, compensation, liabilities,

3

obligations and claims of every kind and nature whatsoever, suspected or unsuspected,

known or unknown, foreseen or unforeseen relating to this action ( .. Claims"), that the

Plaintiff Parties or any of them may now have, at any time may have had, or may in the

future have, against the Sugar Hill Parties arising out of or concerning any and all claims

asserted in the Action, including any claim that the exploitation by the Sugar Hill Parties

of the Defendant Composition and/or the Joint Compositions infringes Plaintiff's

copyrights or otherwise violates Plaintiff's rights.

6. Each party hereto warrants, acknowledges and represents that he or it has

all necessary right, title and authority to enter into this Agreement, to grant the rights and

interests herein granted and to perform all of his or its obligations under this Agreement.

Each party hereto further represents and warrants that he or it is not subject to any

statutory or contractual obligation that may make unlawful the execution of this

Agreement.

7. Plaintiff hereby warrants, represents and acknowledges that he holds all

copyright right, title and interest, and all other right, title or interest, in and to the Plaintiff

Composition and that he is the absolute and unconditional legal owner ofthat work.

Plaintiff further warrants, represents and acknowledges that the consent of no other

person, firm or corporation is required to grant such rights; and that the use by the Sugar

Hill Parties of any portion of the Plaintiff Composition in the Defendant Composition

shall not violate or infringe upon any common law or statutory rights of any person, firm

or corporation.

4

8. Plaintiff shall indemnify the Sugar Hill Defendants, in an amount not to

exceed the total sum paid to Plaintiff in royalties by the Sugar Hill Defendants for the

Defendant Composition and the Joint Compositions, from and against claims, in

connection with any proceeding of which Plaintiff has been given reasonable notice,

asserting in whole or in part that the reapportionment of credit for music and lyrics and

accompanying distribution of royalties pursuant to this Agreement violates the rights of a

third party (including but not limited to Moe Moore and the Estate of Norman Thomas

Keith), only if a court of competent jurisdiction determines that Plaintiff improperly was

awarded music and lyrics credit for the Defendant Composition and the Joint

Compositions.

9. This Agreement is binding upon and shall inure to the benefit of the

licensees, representatives, transferees, affiliates, divisions, entities, related entities,

subsidiaries, parent corporations, successors and/or assigns of the parties hereto.

10. If any provision of this Agreement is for any reason held to be invalid or

unenforceable, such provision shall not affect any other provision, but this Agreement

shall be construed as if such invalid and/or unenforceable provision had never been

contained in this Agreement.

11. This Agreement shall be governed by the Jaws of the State ofNew York

applicable to contracts made or to be performed in New York, without regard to the

conflicts of1aw principles thereof. All parties consent to the sole and exclusive personal

jurisdiction and venue in the Federal or State courts in the City ofNew York, New York,

and agree that all disputes or litigation regarding this Agreement shall be submitted to

5

and determined by said courts which have sole and exclusive jurisdiction. All notices

and all applications to any court required by or given under this Agreement shall be given

by, registered mail, return receipt requested, and addressed as follows:

If to Plaintiff:

Mark Roberts 1 007 Mcintosh Place Newburgh, New York 12550

If to Defendant:

Joseph Robinson, Jr. Gambi Music 443 Liberty Road Englewood, New Jersey 07631

12. Any party may subsequently change its address by notice given as

provided in this paragraph.

13. This Agreement shall be deemed to have been writtenjointly by the

parties. Ambiguities shall not be construed against the interest of any party by reason of

such party having drafted all or any part of this Agreement.

14. The representations, warranties and covenants contained in this

Agreement or in any other document delivered hereunder shall survive the execution of

this Agreement. This Agreement constitutes the entire understanding between Plaintiff,

on the one hand, and the Sugar Hill Defendants on the other hand, and may not be

modified, amended, tenninated or otherwise altered without an instrument in writing

signed by the parties to be charged.

15. The parties to this Agreement represent that they have read this

Agreement and know and understand its contents. The parties understand and expressly

agree that this Agreement has been freely and voluntarily entered into and that no oral or

written representations or promises of any kind, unless specifically contained in this

6

Agreement, have been made or relied upon by either party. The parties acknowledge that

they have had the benefit of the advice of legal counsel before executing this Agreement.

16. The parties may execute this Agreement in separate counterparts, each of

which shall be deemed an original instrument as against the party who has signed it

Each party's signature at the bottom hereof will signify acceptance of, and agreement to,

the terms and provisions contained herein. Facsimile copies of this Agreement shall be

of and have the same legal force and effect as an original.

1 7. No failure by any party to perform any of its or his obligations hereunder

shall be deemed a breach of this Agreement unless (i) such party is given written notice

of the failure that is alleged to constitute such breach within sixty ( 60) days of the alleged

breach, and (ii) the alleged breach is not cured or action to cure such breach is not

commenced within sixty (60) days after receipt of such notice.

7

J S. The parties shall bear then ,,wn CObts an.:t att.Jm::-y.:;' f~e~. ~md uthn Ices

in~ un-:!,1 in ~mncl:tmn with the Action ;md this Agreem p.utit's hereto hav.: .:x.xutul L1is \gr~r:.mt:nt "~ 1JI.

:hl dar~: tirJ;t l!bove written.

\brk Roberts

ro.c

EXHIBIT A

Luki Henderson, Business & Legal Affairs Department

BMI 320 West 57th Street New York, New York 10019

September~ 2008

Re: "Baby Let's Rap Now, Dance A Little Later" (BMI #73211) "Love Trap" (BMI #1878022) ''The Vt That Got Away'' CBM! #1878144)

We are the attorneys for Sugar Hill Music Hill Publishing and Twenty-Nine Black Music.

This is to advise BMI that our clients entered into a settlement agreement with Mark. Roberts, 1007 Mcintosh Place, Newburgh, New York 12550, pursuant to which they agreed to apportion credit for music and lyrics of the compositions identified above as stated in paragraph 1 of the enclosed settlement agreement Please note that no changes are to be made in the identity of the publishers.

Please amend your records accordingly. Thank you for your cooperation.

Sincerely,

JPC:kc JAMES P. CINQUE

cc: Mr. Joey Robinson, Jr. David Castleman, Esq.

EXHIBITB

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

------------------------------------------------------------------------ )( MARK ROBERTS

Plaintiff,

v.

NATHANIEL THOMAS KEITH, ADMINISTRATOR OF THE ESTATE OF NORMAN THOMAS KEITH, a.k.a. TOMMY KEITH, MOE MOORE, SUGAR HILL RECORDS LTD., SUGAR HILL MUSIC PUBLISHING LTD., GAMBI MUSIC INC., TWENTY NINE BLACK MUSIC, SYLVIA ROBINSON, JOSEPH ROBINSON JR., RHINO RECORDS, SANCTUARY RECORDS GROUP LTD., CASTLE MUSIC UK AND SEQUEL RECORDS,

Defendants,

------------------------------------------------------------------------ ){

INDEX NO. 04-CV-10079

STIPULATION OF DISMISSAL WITH PREJUDICE

Pursuant to the provisions of Federal Rule of Civil Procedure 4l(a)(l)(ii), Plaintiff Mark

Roberts and Defendants Sugar Hill Records Ltd., Sugar Hill Music Publishing Ltd., Gambi Music Inc.,

Twenty Nine Black Music, Sylvia Robinson, and Joseph Robinson Jr. (the "Sugar Hill Defendants"), by

and through their undersigned counsel of record, now hereby dismiss the Sugar Hill Defendants from this

action, with prejudice, and with all parties to bear their own attorneys fees and costs.

Dated: September 30, 2008 New York, New York

By: David A. Castleman (DC 0241)

125 Broad Street New York, NY 10004-2498 Tel: (2 I 2) 558-4000 Fax: (212) 558-3588

Attorney for Plaintiff Mark Roberts

CINQUE & CINQUE

By: James Cinaue (JPC-3763)

845 Third Avenue New York, NY 10022 Tel: (212) 759-5515 Fax: (212) 759-7737

Attorneys for Defendants Sugar Hill Records Ltd., Sugar Hill Music Publishing Ltd., Gambi Music Inc., Twenty Nine Black Music, Sylvia Robinson, Joseph Robinson Jr.

SETTLEMENT AGREEMENT AND RELEASE

This settlement agreement and release ("Agreement"), dated as of

November 3. 2009, by and between Mark Roberts ("Plaintiff"). and Nathaniel Thomas

Keith in his capacity as administrator of the estate of Norman Thomas Keith ("Keith"),

concerns the following matters:

WITNESSETH

WHEREAS. Plaintiff is the alleged sole owner of all right, title and

interest in and to the musical composition entitled "Baby Let's Talk Now. Dance Later"

("Plaintiff Composition"), registered with the United States Copyright Office pursuant to

registration number PAU 2-'cl77-776;

WHEREAS, Plaintiff filed a complaint in the United States District Court

for the Southern District of New York ("Court"), under the caption Mark Rohert.\ v.

Thomas Keith, eta/., Index No. 04-CY-10079 ("Action"), in which Plaintiff alleges that a

musical composition entitled "Baby Let's Rap Now, Dance A Little Later," BMl Number

73211 ("Defendant Composition") infringes certain copyrights held hy Plaintiff in the

Plaintiff Composition and violated various other common law rights of Plaintiff; and

WHEREAS. the parties have agreed mutually to enter into this Agreement

according to the terms and in consideration of the mutual promises set forth below,

nothing herein being construed as an admission by any party of any kind to the others, all

such liability being expressly denied.

NOW, THEREFORE, in consideration of the promises herein made and

other good and valuable consideration, the receipt and sufficiency of which are hereby

acknowledged, it is hereby agreed as follows:

I. In consideration of the promises and releases made and granted herein,

Keith agrees to reapportion credit for the lyrics of the Defendant Composition solely to

Mark Roberts. Roberts agrees that in this Agreement, Keith does not reapp011ion any

credit for the music of the Defendant Composition.

2. Keith agrees not to consent to any reapportionment credit for music and

lyrics for Defendant Composition without the express written permission or Plaintiff.

3. No payment of a dollar sum is required by Keith as a result of executing

this Agreement provided that he fulfills his obligations under this Agreement.

4. Plaintiff agrees to dismiss this Action immediately after executing the

Agreement.

5. Except for claims seeking to enforce the terms or this Agreement.

Plaintiff, on behalf of his past, present or future general partners, limited partners,

principals, predecessors-in-interest, successors-in-interest, administrators, heirs,

exewtors, representatives, agents, affiliates, licensees, designees, atlomcys, transferees,

and all such entities' or individuals' predecessors, successors and assigns ("Plaintiff

Parties") do hereby iiTevocaply release, acquit and forever discharge Keith, and each of

their past, present or future general partners, limited partners, predecessors-in-interest,

successors-in-interest. administrators, representatives, agents, affiliates, licensees,

2

designees, attorneys, transferees and all such entities' or individuals' predecessors.

successors and assigns ("Keith Parties") of and from any and all debts, suits, actions,

causes of action. controversies, demands, rights, damages, losses. expenses, costs

attorneys' fees. compensation, liabilities, obligations and claims of every kind and nature

whatsoever. suspected or unsuspected, known or unknown, foreseen or unforeseen

relating to this action ("Claims"), that the Plaintiff Parties or any of them may now have.

at any time may have had, or may in the future have, against the Keith Parties arising out

of or concerning any and all claims asserted in the Action.

6. Each party hereto warrants, acknowledges and represents that he or it has

all necessary right, title and authority to enter into this Agreement, to grant the rights and

interests herein granted and to perform all of his or its obligations under this Agreement.

Each party hereto further represents and warrants that he or it is not subject to any

statutory or contractual obligation that may make unlawful the execution of this

Agreement.

7. This Agreement is binding upon and shall inure to the benefit of the

licensees, representatives, transferees, affiliates, divisions, entities, related entities.

subsidiaries. parent corporations, successors and/or assigns of the parties ht:reto.

8. If any provision of this Agreement is for any reason held to be invalid or

unenforceable, such provision shall not affect any other provision. but this Agreement

shall be construed as if such invalid and/or unenforceable provision had never been

contained in this Agreemenl.

3

9. This Agreement shall be governed by the laws of the State of New York

applicable to contracts made or to be performed in New York. without regard to the

connicts of law principles thereof. All parties consent to the sole and exclusive personal

jurisdiction and venue in the Federal or State courts in the City of New York, New York,

and agree that all disputes or litigation regarding this Agreement shall be submitted to

and determined by said courts which have sole and exclusive jurisdiction. All notices

and all applications to any court required by or given under this Agreement shall he given

by, registered mail, return receipt requested, and addressed as follows:

If to Plaintiff:

Mark Roherts I 007 Mcintosh Place Newburgh, New York 12550

If to Defendant:

Nathaniel Thomas Keith 3205 Clifford Street. Philadelphia, PA 19 I 21

lO. Any patty may suhsequently change its address by notice given as

provided in this paragraph.

II. This Agreement shall be deemed to have been written jointly by the

parties. Ambiguities shall not be construed against the interest of any party by reason of

such party having drafted all or any part of this Agreement.

12. The representations, warranties and covenants contained in this

Agreement or in any other document delivered hereunder shall survive the execution of

this Agreement. This Agreement constitutes the entire understanding between Plaintiff,

on the one hand, and the Keith Defendants on the other hand, and may not be modified,

4

amended. terminated or otherwise altered without an instrument in writing signed by the

parties to be charged.

13. The pal1ies to this Agreement represent that they have read this

Agreement and know and understand its contents. The parties understand and expressly

agree that this Agreement has been freely and voluntarily entered into, that they have had

an opportunity to consult a lawyer about the terms of this Agreement, and that no oral or

written representations or promises of any kind, unless specifically contained in this

Agreement, have been made or relied upon by either party.

14. The parties may execute this Agreement in separate counterparts, each of

which shall be deemed an original instrument as against the party who has signed it.

Each party's signature at the bottom hereof will signify acceptance of, and agreement to,

the terms and provisions contained herein. Facsimile copies of this Agreement shall be

of and have rhe same legal force and effect as an original.

15. No failure by any party to perform any of its or his obligations hereunder

shall be deemed a breach of this Agreement unless (i) such party is given written notice

of the failure that is alleged to constitute such breach within sixty (60) days of the alleged

breach, and (ii) the alleged breach is not cured or action to cure such breach is nol

commenced within sixty (60) days after receipt of such notice.

5

16. The parties shall hear their own costs and attorneys' fees, and other fees

incurred in connection with the Action and this Agreement.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of

the date first above written.

Mark Roberts Nathaniel Thomas Keith

----------------

6

FOLEY FOLEY & LARDNER LLP

VIA E-MAIL [[email protected]) AND U.S. MAIL

James P. Cinque, Esq. CINQUE & CINQUE, P.C. 845 Third Avenue, Suite 1400 New York, New York 10022

January 13,2015

Re: Notice of Breach of Settlement Agreement

Dear Jim:

ATIORNEYS AT lAW

90 PARK AVENUE NEW YORK, NY 10016-1314 212.682.7474 TEL 212.687.2329 FAX foley.com

WRITER'S DIRECT LINE 212.338.3528 [email protected] EMAIL

CLIENT/MATIER NUMBER 999400-5171

This letter is in response to your e-mail correspondence of December 30, 2014. Over the past few months, we have tried to reach an amicable resolution to the current dispute between our client, Mark Roberts, and your client, Sugar Hill Music Publishing ("Sugar Hill"), regarding Mr. Roberts' proper share of royalties from Justine Timberlake's use of the song "Baby Let's Rap Now, Dance a Little Later" (hereinafter, the "Song") on his record 20/20 Experience. In your most recent e-mail, however, you stated that "I believe that we have exhausted our efforts to settle the matter," which constitutes an outright refusal by Sugar Hill to fulfill its obligations under the Settlement Agreement and Release, dated September 30, 2008 (the "Settlement Agreement") between Mr. Roberts, Sugar Hill, and Twenty Nine Black Music.

Accordingly, pursuant to Paragraph 17 of the Settlement Agreement, this letter serves as written notice that Sugar Hill has failed to perform, and hence breached, its obligations under the Agreement. In order to comply strictly with the notice provisions in the Settlement Agreement, we have sent a copy of this letter to Joseph Robinson, Jr. at the address provided in Paragraph 11 of the Agreement. Having fulfilled the notice requirements, we represent that all further communications will only be with you, as counsel for Sugar Hill, Twenty Nine Black Music and Mr. Robinson.

With this notice, Sugar Hill has sixty (60) days after receipt to cure the following breaches, which are outline below:

BOSTON BRUSSELS CHICAGO DETROIT

I. Reapportionment: Paragraph 4 specifically requires the Sugar Hill Defendants to reapportion the credit for the lyrics and/or music of the Song if a settlement with or judgment against Thomas Keith reapportioned the credit in the Song to Mr. Roberts. As you are well aware, Messrs. Roberts and Keith reached an agreement to reapportion Mr. Keith's credit for the lyrics, which was memorialized in a

JACKSONVILLE LOS ANGELES MADISON MIAMI

MILWAUKEE NEW YORK ORLANDO SACRAMENTO

SAN DIEGO SAN DIEGO/DEL MAR SAN FRANCISCO SHANGHAI

SILICON VALLEY TALLAHASSEE TAMPA TOKYO WASHINGTON, D.C.

:FOLEY FOLEY & LARDNER LLP

James P. Cinque, Esq. CINQUE & CINQUE, P.C. Page 2

separate settlement agreement, dated November 3, 2009, and which reapportionment you acknowledged in your letter to BMI dated June 10, 20 I 0. Consequently, Sugar Hill must honor this reapportionment and provide Mr. Roberts royalties that correspond to his current writer's share.

2. Full Payment: Mr. Roberts is entitled to his full gross share of all available royalties, including both performance, mechanical royalties and any other royalties. While acknowledging that Mr. Roberts is entitled to mechanical royalties, Sugar Hill has to date only offered to provide Mr. Roberts a third (33.3%) of the writer's share, for the performance royalties, subject to deductions for various costs, including but not limited to your firm's legal fees, a musicology report, and Copyright Office assignment filing fees. However, there is nothing in the Agreement that allows Sugar Hill to deduct expenses, such as legal fees, expert fees or filing fees.

In your November 4, 2014 e-mail correspondence, you requested that Mr. Roberts provide a W -9 tax form. Enclosed with this demand letter is this completed form. Please remit full gross payment immediately - for all royalties received -and confirm that Mr. Roberts will receive his correct share of all future royalties, including mechanical royalties. 1

3. Full and Accurate Accounting: Apart from right to full payment, the Settlement Agreement also requires Sugar Hill to provide a full and accurate accounting to Mr. Roberts. Sugar Hill's Royalty Accounting Statement, dated October 28, 2014 (the "Accounting Statement") in no way fulfills this contractual obligation. As explained in our November 17, 2014 letter, the Accounting Statement lacks sufficient information and documentation for any of the above-referenced deducted costs. The Accounting Statement also provides no explanation whatsoever for how Mr. Robert's purported share of $8,739.40 was determined based on the net royalties of $52,436.43 (or the gross royalties of $63,252.68) from Timberlake. Finally, Sugar Hill has failed to provide our office with a copy of the license agreement between Sugar Hill and the Timberlake writers, so that we may determine what the proper gross royalties should be.

1 As stated above, Mr. Roberts demands full payment under the Settlement Agreement. Any acceptance of a lesser amount, such as the sum of$8,739.40, which has been proffered by Sugar Hill, does not waive any rights Mr. Roberts has under the Settlement Agreement, including the right to additional royalties or a full accounting of the license proceeds.

:FOLEY FOLEY & LARDNER LLP

James P. Cinque, Esq. CINQUE & CINQUE, P.C. Page 3

Mr. Roberts reserves the right to file suit without further notice to you or your clients.

RSW:agp

cc : Joseph Robinson, Jr. Gambi Music 443 Liberty Road Englewood, New Jersey 07631 (via registered mail, return receipt requested)

Mr. Mark Roberts (via e-mail)

Fo~ W9 Request for Taxpayer Give Form to the requestor. Do not {Rev. August20la) Identification Number and Certification Oepatlmanl of the Trtuury send to the IRS.

lnltmal Revenue Slll'l'tco Name {at shown on your Income liM relum)

MARK ~oBeR"'\~ C\i Business name/disregarded entity name, II different from above .. 01

!. Check appropriate box lor ledereltax c:lanlllcadon: Exemption {ue Jn11rucUonl): 5 )i!fil'dlvlduaVola proprietor 0 C Corporallon 0 S Corpotatlon 0 Pllltnerahlp 0 TrvsUestala

8.."' Exempt peyee code Of II11Y) ---~a .. iS 0 Umlted liability compa11y. Enter the tax classlffc:allon {CC corporation, SS corporation, Pzpan~arshlp) 11> Exemption from FATCA reponing 0 2 ---~lii coda pranY)

if~ 0 Other (see lnstruc:llont) II>

~ Addreas {number, ttrael, end apt. or sulto no.)

"\.AcE' Requester's name and address {optlonaq

/OOr Me. j;r-J 10 St-\ Qj Chy, stale, and ZIP code ll NfiwR~i_q~ NE'~ ioR.~ ''l.SS o 1/)

List account numborjs) hera {opll6na~

.:F.r Taxpayer Identification Number (TIN) Enter your TIN In the appropriate box. The TIN provided must match the nama given on the "Name" lin to avoid backup withholding. For Individuals, this Is your social security number (SSN). However, lor a resident allen, sole proprietor, or disregarded enllty, eae the Partllnalnuctlons on page 3. For other anlltles,lt Ia your employer ldentlllcatlon number (EIN). II you do not have a number, see How to get a TIN on page 3.

Note. lithe account Is In more than one name, see the chart on page 4 for guidelines on whose number to enter.

I Employer ldenllftcallon number I

g;J-11111111 l:milll Certification Under penalties of pe~ury, I certify that: 1. The number shown on this form Is my correct taxpayer ldanllllcatlon number (or I am waiting for a number to be Issued to ma), and

2. lam nol subject to backup withholding because: (a) I am exempt from backup withholding, or (b) 1 have not been notlfted by the Internal Revenue Servloe PAS) thai I am subject to backup withholding as a result of a failure to report all Interest or dividends, or (c:) the IRS has nollfled me that I am no longer subject to backup withholding, and

3. I am e U.S. citizen or other U.S. person [defined below), and 4. The FATCA code(s) entered on this form (II any) Indicating that lam exempt from FATCA reporting Is correct. Certification lnatructlona. You must cross oulltem 2 above II you have been.notlfled by the IRS that you are currently subject to backup withholding because you have failed to report ell Interest and dividends on your tax return. For real estate transactions, Item 2 does not apply. For mortgage lnteresl paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an Individual rellrement arrangement (!RAj, and generally, payments other than Interest and dividends, you are not required to &lgn the certiHcatlon, but you must provide your correct TIN. See the Instructions on page._3_. __ _

Sign Slgn;.~-re of Here u.s. peraan.,.

General Instructions Secllon references are Ia the lntemal Revenue Code unlotaa otherwise noted. Future developments. The IRS hall created a page en IRS.gov for Information about Form W9, at www.lt'll.gov/w9. Information about any futvre developments allecUng Form W9 {such leglllallan enacled after we raleou It) will be pootad an that page.

Purpose of Form A perton who Is required to lfte an lnformellon return wllh the IRS must obtain your cOfTectleKpayer ldantiOcetlon numbar (TIN) to reporl, lor example, Income paid to you, paymenll mad ate you In setUement of payment c:ard and third pel1y network transactlona, real estate transactions, monga11a Interest you paid, acqulaltlon or abandonment ol111curad proparty, cancellollon of debt, or contrlbYtlona you made to en IRA.

Usa Form W9 only II you are a U.S. paroan {Including a rellidenl allen), to provide your corruct TIN to the parson requesting It (the requester) and, when applicable, to:

1. C11111fy that the TIN you are giving Is oorrac::t {or you are welting for a number to bei .. ued),

2. Conlly that you are nol subJect to backup withholding, or 3. Claim exempllon from backllp withholding II you are a U.S. xempt payee, If

applicable, you are alae c:enlfylng thai u a U.S. peraon, your allocable shore of eny pertnerahlp Income from a U.S. trade or bualneaala not subject to the

Dolo .. ,,s-

withholding tax on foralgn panner~' shera of effectively connoc::lad Income, and

4. CariHy that FATCA coda(s)entered an this form {If any) lndlcaUng lhlll you are exempt from thco FATCA reporting, It correct. Note. II you are a U.S. peraon and a requester glvn you a form othalthan Fo~

. W9 to raQuar your TIN, you muot use the requester' I form lilt lo subllanllally slmNar to this Form W-9. Definition of a U.S. parson. For federal tax purpoaes, you are ccmslderad a U.S. person II you Bill: An Individual who Is a U.S. c;ltl;an or U.S. resident allen, A pannershlp, corporaclan, company, or anoclaUon created or organiZed In the Unttod Stat or under rha lawa of the United Slat eo, An estate {other than a toralgn estate), or A domestic lrust {aa defined In Reguiutlons nc:tlon 301.770t7), Spec: tal rvlea far partnarahlpe. Pennershipa that condua a trade or bu1lno11 In tha UniiOd States are generally required to pay a withholding tax under HCtlan 1446 en any foreign partners' ehsro of elleotlvoly conneolad tuablelncome from such bualness. Further, In certain c:eset where a Form WU hal not been received,

tha rules under section 144!5 require a pllltnershlp to presume lhel a ptU'Iner Ia 1 foreign pmon, end pay the IICIIon t446 withholding lax. Thoroloro, K you 1111 U.S. pereon that Is a partner In a pertnershlp conducting a trade or business In ths Unllad Sratq, provide Form WS to lha pannershlp to 11tabl1h your U.S. allltus and avoid section t446 withholding on your share of pannerahip Income.

Cat. No. 10231X Form W-9 (Rov. 82013)

From: [email protected] [mailto:[email protected]] Sent: Friday, February 20, 2015 3:42 PM To: Weisbein, Robert S. Subject: "Spaceship Coupe"

Rob:

I am writing in response to your January 13, 2015 letter.

At the outset, I do not understand how you can state that Sugar Hill's conduct "constitutes an outright refusal. .. to fulfill its obligations." I refer you to the voluminous correspondence you and I have exchanged.

With respect to your specific comments:

1. Reapportionment: I have advised you on numerous occasions that the relevant law is that all joint authors share equally in the ownership of a joint work even where their respective contributions are not equal, unless there is a written agreement to the contrary. You have not provided any authority to the contrary. You have not provided me with any documents specifying each writer's percentage interest. Therefore it is clear that each owns one-third, regardless of whether the author wrote lyrics, music, or a combination of the two.

2. Payment: Do you seriously contend that Sugar Hill is not entitled to deduct expenses incurred in connection with establishing and settling the claim of copyright infringement which resulted in the payment your client seeks to share?

As I previously advised you, Sugar Hill is willing to pay a one-third writer's share to your client, provided that he acknowledges that this is in fact his rightful share. If your client continues to contend that he is entitled to more than one-third, Sugar Hill shall (as previously advised) interplead the funds at issue and charge your client with all of the legal fees incurred in connection with such action.

3. Accounting: Sugar Hill provided a detailed accounting statement which I thought I had further explained in my December 29th e-mail. I am at a loss to understand what other explanation you need. In addition, you have been provided with the accounting which Sugar Hill received in connection with the settlement.

It is up to your client to determine how to proceed. He can either acknowledge that he is entitled to a one-third writer's share and receive the proffered payment of $8,739.40, or else the various issues can be presented to a Court for resolution. If your client chooses the later option, please be advised that all legal fees incurred by Sugar Hill in connection with any such litigation shall be deducted from your client's share of the royalties.

Very truly yours,

James P. Cinque CINQUE & CINQUE, P. C. 845 Third Avenue, Suite 1400 New York, New York 10022 Telephone: (212) 759-5515 Telefax: (212) 759-7737 E-mail: [email protected]

The information contained in this transmission may contain privileged and confidential information. It is intended only for the use of the person(s) named above. If

you are not the intended recipient, you are hereby notified that any review, dissemination, distribution or duplication of this communication is strictly prohibited. If

you are not the intended recipient, please contact the sender by reply email and destroy all copies of the original message.

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Baby Let's Rap - Roberts v. Sugar Hill Publishing.pdf

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