GROSSMAN LLP 14 cv 7909

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Judd B. Grossman, Esq. jgrossman@ grossmanllp.com Lindsay E. Hogan, Esq. lhogan@ grossmanllp.com 405 Park A venue - 1Oth Floor New York, New York 10022 Telephone: (646) 770-7445 Facsimile: ( 646) 417-7997 r.::;

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Attorneys for Plaintiffs Peter Beard, l --: ~ ,- l l - : Nejma Beard and Peter Beard Studio, LLC , ; .:~_ ;, . ~ .. -

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

PETER BEARD, NEJMA BEARD, and PETER BEARD STUDIO, LLC,

Plaintiffs,

-against-

Case No:

COMPLAINT

:- -~-

NATALIE WHITE and NATALIE V. WHITE, LLC,

JURY TRIAL DEMANDED

Defendants.

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Plaintiffs Peter Beard, Nejma Beard, and Peter Beard Studio, LLC, for their Complaint

against Defendants Natalie White and Natalie V. White, LLC, state as follows, on knowledge as

to themselves and on information and belief as to all other matters, which are likely to have

evidentiary support after a reasonable opportunity for discovery:

NATURE OF THE ACTION

1. This is a case about how Defendant Natalie White used lies and deception to leech

onto well-known 76-yeard-old wildlife photographer, Peter Beard, in an effort to take advantage

of his celebrated artistic talents, all in the name of enriching herself at his expense. Now,

through an unconscionable purported consignment agreement (the "Purported Agreement"),

which White duped Mr. Beard into signing at a nightclub during a night of drinking, and another

alleged oral agreement (the "Purported Oral Agreement), she is continuing to seek to exploit him

for her own personal and financial gain. Plaintiffs have commenced this action to stop White

once and for all from continuing to illegally victimize Mr. Beard.

2. Mr. Beard has achieved great artistic and commercial success throughout his

career. In 2006, the well-known art-book publisher, Taschen, published a 750-plus page book

(the "Taschen Book") compiling Mr. Beard's oeuvre, or body of work, consisting largely of

Beard's original photographs and historic collages, which he has embellished with extraordinary

finishing touches. Mr. Beard has employed a wide variety of photographic layout techniques

during his career, including through the use of a "Giant Polaroid" instant camera. A number of

these Giant Polaroids have been included in the published Polaroid Collections of Photography.

3. By some accounts, Mr. Beard "is perhaps just as well known for his exuberant

party boy persona as he is for his iconic images and mixed media collages, some of which

include splotches of the artist's own blood."1 Unfortunately, though, Mr. Beard has encountered

a variety of bad actors along the way, including Defendant Natalie White, whom Beard met at a

nightclub almost seven years ago. Since that time, White has relentlessly pursued Mr. Beard in

an effort to be a constant figure at his side, falsely branding herself as Beard's "model muse."

4. In or about early fall 2013, White approached Mr. Beard about the possibility of

doing a Giant Polaroid photo-shoot. He had done one previously in 2009 with White and some

of her associates, but he was reluctant to work with White again because the prior shoot had gone

so horribly wrong. Among other things, White and other various parties, including Elizabeth

Fekkai (a close friend of White's and the registered agent for Defendant Natalie V. White, LLC)

See http://www.fodors.com/news/fodors-travel-tastemaker-photographer-and-africaphile-peter-beard-6919.html.

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had sold, copied and given away various Beard works from that photo-shoot, without Beard's

permission and without remitting a dime to him. Accordingly, to convince Mr. Beard to do

another Giant Polaroid shoot, White offered to organize yet another shoot, ostensibly to make

amends. Mr. Beard reluctantly agreed.

5. Unbeknownst to Mr. Beard, however, White had already devised a plan to dupe

Mr. Beard into signing away to her and others his rights to approximately 100 original Peter

Beard works-conservatively valued at more than $1 million. To coerce him into signing a

contract with such unconscionably one-sided terms, White directed her lawyers to prepare a

contract-without involving Beard's long-time counsel, whom White's attorneys knew well

from the 2009 shoot-which White planned to spring upon Mr. Beard when he least suspected it.

6. So White invited Mr. Beard to a nightclub on October 27, 2013-White's

birthday-ostensibly for a birthday celebration. In fact, though, White had lured him there to

coax him into signing the contract; indeed, weeks before she already began making arrangements

to have a notary present at her party for that very purpose.

7. Without reading the document, and certainly without having any opportunity to

consult counsel, Mr. Beard hurriedly signed the Purported Agreement shortly after 11:00 p.m., in

the middle of the dimly lit nightclub, with music playing and the drinks flowing.

8. The photo shoot began the very next day, and it took place over the course of two,

two-day sessions, the second of which White claims was governed by the Purported Oral

Agreement. The shoots took a toll on Mr. Beard. Following the first shoot, he was hospitalized

due to a dangerous unknown mix of alcohol and pills in his system. And Mr. Beard suffered a

serious stroke days after the second shoot.

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9. But none of this deterred Defendants from executing their scheme, and White

persisted in demanding that Mr. Beard complete at least 100 of the unfinished Giant Polaroid

photos from the shoots. And, in fact, Mr. Beard did complete approximately 16 works.

10. On May 1, 2014, however-while Mr. Beard and his wife, Plaintiff Nejma Beard,

were in Kenya, where they had been for nearly two months attending to the estate of her father,

who had passed away suddenly-White's attorneys sent a demand letter to Mr. Beard insisting

that he complete an additional84 works, allegedly as per the purported agreements.

11. Defendants have held hostage all the completed works (some of which they

admittedly have sold) as well as all 90 of the original unfinished Giant Polaroid photographs.

And, despite Plaintiffs' repeated demands, Defendants have refused to turn over Beard's works.

12. Moreover, Defendants admittedly have made dozens of unauthorized copies of

Beard's works from the shoots. Those copies clearly constitute copyright infringement under the

United States Copyright Act, 17 U.S.C. 106. Although Plaintiffs have yet to register the

copyright in these works, they are in the process of doing so in connection with this litigation,

and they may seek to amend this Complaint once they do.

13. In any case, the backdrop for the photo-shoots were decorated with over 120

original Beard works, all of which had been registered previously with the United States

Copyright Office, so Defendants' unauthorized copying of the Giant Polaroids including those

registered works constitutes copyright infringement for this separate and independent reason as

well. Accordingly, Plaintiffs seek the return of these unauthorized copies and an injunction

prohibiting Defendants' further unauthorized copying of Mr. Beard's works.

14. Plaintiffs also seek a declaratory judgment declaring void both purported

consignment agreements. As a basic matter, the agreements are procedurally and substantively

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unconscionable, both because of their incredibly one-sided terms, and the circumstances under

which they allegedly were executed.

15. What is more, Mr. Beard, who suffers from memory loss, confusional episodes,

hearing and vision loss, as well as other serious mental and physiological impairments, lacked

capacity to contract at the time of the agreements. And the alleged Purported Oral Agreement is

invalid for the additional reason that it violates the Statute of Frauds.

16. For these reasons, Plaintiffs have commenced this action seeking, among other

things: (1) an injunction ordering the return of the Beard's works; (2) an injunction prohibiting

the unauthorized copying of Beard's works; and (3) monetary damages, including punitive

damages, based on Defendants' willful and intentional misconduct.

PARTIES, .JURISDICTION, AND VENUE

17. Plaintiff Peter Beard is a domiciliary of New York, New York.

18. Plaintiff Nejma Beard is a domiciliary of New York, New York.

19. Plaintiff Peter Beard Studio, LLC (the "Studio") is a Delaware limited-liability

company located in Manhattan. Mr. Beard is the sole owner of the Studio.

20. Defendant Natalie White is a domiciliary of New York, New York.

21. Defendant Natalie V. White, LLC is a New York limited-liability company with

an address located in New York, New York. White is the sole member of Natalie V. White, LLC

22. This Court has personal jurisdiction over each of the Defendants because

Defendant White, who is the sole member of Natalie V. White, LLC, is domiciled in New York,

Defendants have transacted business within the State of New York (including the transactions at

issue in this litigation), Defendants have committed tortious acts within the State of New York,

and Defendants have committed tortious acts without the State causing injury within the State,

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such that this Court's assertion of jurisdiction over Defendants does not offend traditional

notions 'of fair play and due process.

23. This Court has subject-matter jurisdiction under 28 U.S.C. 1331 and 17 U.S.C.

106, et seq., and over Plaintiffs' related state-law claims under 28 U.S.C. 1367.

24. Venue is proper under 28 U.S.C 1391 because a substantial part of the events or

omissions giving rise to Plaintiffs' claims occurred in this District. In particular, Defendants

negotiated the transactions at issue in New York County, the activities related to the transactions

at issue occurred in here and all parties are located in this District.

STATEMENT OF FACTS

Peter Beard

25. Peter Beard is a 76-year old highly acclaimed American photographer. Mr.

Beard's signature style involves a complex photo-collage technique, whereby, among other

things, he embellishes his original photographs and collages with paints and other materials, a

process which he refers to as "hand-working" the photographs.

26. Mr. Beard has employed a variety of photographic techniques throughout his

career, including through the use of a "Giant Polaroid" instant camera. One of the artistic

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challenges of working with a Giant Polaroid camera is that the photographer can only create one

original print per photograph, without any opportunity to manipulate the image after the shot is

taken. Giant Polaroid photographs are one of a kind, so there are no useable negatives or digital

files; the only way to reproduce an image is by copying or scanning the original photograph.

27. At the time that Polaroid created its unique instant camera in 1970, it granted

certain artists free access to Giant Polaroid supplies (the camera and 20" x 24" instant film) in

exchange for some of the artists' Polaroid images. Among the artists who began experimenting

with the Giant Polaroids were Andy Warhol, Chuck Close, and Peter Beard.

28. In or about 1986, Mr. Beard began collaborating with Polaroid's "Artists Support

Program," and in connection with that work he photographed the likes of lman, Khadija Adam,

Paula Barbieri, Grace Jones, Owen Edwards and Magritte Ramme; eventually, in 1992 and 1993,

nine of Beard's Giant Polaroids were added to the Polaroid Collections of Photography.

29. Mr. Beard's artworks have been exhibited and published for decades. In 2006,

the well-known art-book publisher, Taschen, published a book (the "Taschen Book") that has

come to define Mr. Beard's oeuvre, or body of work. The large-format Taschen Book includes

over 750 pages of Beard's artworks.

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30. Peter Beard and his Studio have registered with the United States Copyright

Office the copyright in hundreds of his artworks (the "Registered Works"). True and correct

copies of the copyright registration for the Taschen Book are attached hereto as Exhibit A.

31. Like his art, Mr. Beard himself is quite well-known and admired by many, and

since the 1970's he has been a fixture of the New York nightlife scene:

In addition to photographing African wildlife, Beard has snapped supermodels and rock stars, first ladies and pop artists. And he is perhaps just as well known for his exuberant party boy persona as he is for his iconic images and mixed media collages, some of which include splotches of the artist's own blood. During Studio 54's heyday, Beard traipsed around Manhattan-and, across the globe-with the likes of Andy Warhol, Mick Jagger, Jackie Onassis, Cheryl Tiegs (to whom he was married for five years), and lman (the Somali model and actress whom Beard discovered while she was still a student at University of Nairobi.)

See http://www.fodors.com/news/fodors-travel-tastemaker-photographer-and-africaphile-peter-

beard-6919.html. Mr. Beard also was well-known for his friendships with Richard Lindner,

Francis Bacon and Larry Rivers.

32. Unfortunately, due to his advancing age and his lifestyle, Mr. Beard's mental and

physical health have declined, especially in recent years. Among other things, Mr. Beard has

suffered memory loss, confusional episodes, hearing and vision loss, as well as other serious

physiological impairments.

The Studio

33. Mr. Beard has been married for 28 years to his wife, Nejma Beard, and the couple

has a daughter, Zara. In or around 2001, Mr. and Mrs. Beard founded Peter Beard Studio, LLC

to protect Mr. Beard's works and his legacy as an artist and photographer. The Studio is located

in Chelsea, Manhattan, where Mr. Beard's works are archived and displayed.

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34. Mr. Beard and the Studio have long been represented and advised on art-related

legal matters by attorney John Charles Thomas and his law firm, Stout Thomas & Johnson. Mr.

Thomas has counseled Mr. Beard on various matters, including, among other things, copyrights,

rights of publicity/privacy, and the exhibition, sale, and editioning, of Mr. Beard's works.

35. Mr. Thomas and his law firm also have represented Mr. Beard concerning various

corporate matters relating to his business as an artist, including, for example, the formation of the

Studio.

36. Mr. Beard's long-time attorneys prepared resolutions naming Mrs. Beard as the

Studio's President and Executive Director, and they prepared a letter agreement whereby Mr.

Beard appointed Mrs. Beard as his "agent and representative" authorizing her to act on his behalf

regarding all his business affairs, including without limitation:

the sale and handling of my works (and the handling and storage of my negatives and source materials); my gallery and dealer relationships; the commissioning of works by me; the licensing of my copyrights and publicity rights (name and likeness); and my relationships with my art galleries, photo agents or other third-party representatives engaged to represent me in connection with sales, commissions, and/or licensing.

Natalie White and Her Cohorts

37. Defendant White, now 27-years old-almost 50 years Mr. Beard's junior-first

introduced herself to Mr. Beard almost seven years ago, while partying at a Chelsea nightclub.

38. Since that time, White has made a point of trying to be a constant figure at

Beard's side, along the way branding herself as Mr. Beard's "model muse." She of course is no

such thing~ but to bolster this fabricated persona, White hired at least one public-relations firm to

exploit and publicize her connections to Mr. Beard.

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I

39. Elizabeth Shiell Fekkai, the ex-wife of the celebrity hairstylist, Frederic Fekkai,

and a member of White's inner circle, has known Mr. Beard casually since 1984 when they met

at a nightclub.

40. At various points in time, including in connection with a 2009 Giant Polaroid

photo-shoot, Fekkai has purported to act as Mr. Beard's agent and representative in connection

with the sale of his artworks.

41. In or about April 2011, Mr. Beard's long-time attorneys learned that Ms. Fekkai

may have been selling various Beard works, including works from the 2009 shoot, purportedly

on consignment without remitting to Mr. Beard his share of the sale proceeds and without

properly accounting to him.

42. Accordingly, in an effort to resolve the dispute, they contacted Fekkai's attorney

(the "Attorney") demanding that Fekkai: (1) return all unsold works that Mr. Beard purportedly

had consigned for sale, loaned, or otherwise entrusted to Fekkai; and (2) provide a written

accounting of all works received from Mr. Beard and all works sold as well as a payment in full

to Mr. Beard for all amounts due from the sales proceeds.

43. In response, in early 2012, Fekkai and her Attorney ultimately advised that

Defendant White was in possession of the unsold Peter Beard works at issue. Despite Fekkai' s

assurances that White was willing to return the works, neither Fekkai nor White ever did so.

44. Bernie Chase, another of White's friends and colleagues, describes himself as "an

American multimillionaire, car dealer, art collector, pop-culture museum curator, and clockwork

enthusiast." See http://about.me/berniechase.

45. Chase also claims to have "displayed his keen eye for fine objects by launching

the Symbolic Collection-a purveyor of popular culture artifacts, memorabilia, and alternative I

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underground art. The Symbolic Collection-which has two locations-one in San Diego,

California, the other in London, England-is a combination art gallery and popular culture

museum. Symbolic Collection deals in a remarkable array of high-value 'investment'

collectables and artwork." /d.

46. Chase was introduced to Beard by White and since that time, Chase has attempted

to befriend Mr. Beard in an effort to amass a collection of Beard works and memorabilia.

Natalie White And Her Cohorts Devise A Scheme To Cash In On Their Beard Connections

47. In or about September/October 2013, after Mr. Beard underwent a major cancer-

related surgery, Natalie White and her cohorts, including Fekkai, Chase, and others, began

scheming to monetize their connections to Beard.

48. The plan they devised involved yet another Giant Polaroid shoot, which White

told Mr. Beard she would organize, ostensibly to make amends for the 2009 Giant Polaroid shoot

that had gone so horribly wrong, where White and Fekkai essentially disappeared with Beard's

works and then failed to remit to him any of the sales proceeds, as described above. In actuality,

though, White saw this as an opportunity to cash in, and she developed and implemented a well-

orchestrated plan to that end.

49. Among other things, White engaged the same Attorney who had represented

Fekkai previously concerning Mr. Beard's claims arising out of the 2009 Giant Polaroid shoot.

50. White directed the Attorney to prepare a contract for Mr. Beard's signature

outlining the specific terms and conditions governing the new photo-shoot and her expected

financial gain.

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51. White instructed the Attorney to create a limited-liability company, Defendant

Natalie V. White, LLC, so that White personally could avoid being a party to any purported

agreement and to insulate herself from potential liability in connection with her scheme.

52. According to the New York Department of State's website, Natalie V. White,

LLC was registered on October 28, 2013-the day after the Purported Agreement eventually was

signed. Moreover, White designated none other than Elizabeth Fekkai as the "registered agent."

A true and correct copy of the New York State Department of State's Entity Information for

Natalie V. White, LLC is attached hereto as Exhibit B.

53. Rather than involve Beard's longtime counsel, whose identity White's Attorney

knew well, White instructed the Attorney to provide her with a copy of the agreement to present

directly to Beard for his signature.

54. It was precisely because White and her Attorney knew very well the identity of

Beard's longtime counsel that she wanted to present the agreement to Mr. Beard for his signature

without their knowledge or involvement. White knew that the Purported Agreement's one-sided

terms would have been rejected out of hand.

White Cons Beard Into Signing the Purported Agreement

55. After finalizing the Purported Agreement and instructing her Attorney to establish

a limited-liability company to protect her in connection with this scheme, White's next step was

to dupe Mr. Beard into signing the Purported Agreement.

56. And, knowing Mr. Beard's affinity for the nightlife, White knew that there was no

better venue to coerce Mr. Beard into signing the Purported Agreement than a party.

57. So White decided to lure Mr. Beard to a nightclub on October 27, 2013-White's

birthday-ostensibly for a birthday celebration. In reality, however, it was all a ruse to deceive

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Mr. Beard into signing the Purported Agreement in a place where he likely would not have the

chance to review it closely (or at all).

58. To execute this next part of her scheme, White enlisted the help of more of her

friends, all of whom were unknown at the time to Mr. Beard. One of these friends was Amanda

Scoledes. On or about October 15, 2013-almost two full weeks before White's birthday

celebration where White planned to spring the Purported Agreement upon Mr. Beard-Scoledes

contacted a notary, Julian Hill, to be present for the signing. Scoledes called Mr. Hill again on

October 25, 2013, at which time she falsely held herself out as Peter Beard's "assistant" and

stated that she was calling on his behalf.

59. Scoledes asked Mr. Hill to meet her and Mr. Beard on October 27, 2013-at

approximately 11:00 p.m.-at Cipriani, located in the West Village of Manhattan.

60. When Mr. Hill arrived at Cipriani, Scoledes led him to the upstairs level, which

was arranged as a nightclub or lounge. Scoledes brought Mr. Hill to a large table where he was

introduced to Peter Beard, who at the time was accompanied by a large group, mostly of women.

The room was dimly lit, and a DJ was playing music. The Cipriani staff were assembling bottles

of champagne and other drinks at the tables, and Mr. Beard and the others had been drinking.

61. Shortly after Mr. Hill arrived, Scoledes took the Purported Agreement from her

bag to be signed by Mr. Beard, and then she accompanied Beard and Hill to the side of the bar

where Mr. Beard proceeded to flip directly to the signature page, without reading or reviewing

the Purported Agreement, and then to sign it hurriedly. He then returned to the party, at the

lounge table where he had been seated.

62. Mr. Beard did not read the Purported Agreement prior to signing it; in fact, he did

not read it until months later, after this litigation became imminent.

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63. Because Mr. Beard did not provide any form of identification, Scoledes and two

of White's other friends, Eva C. Bastianon and Henry J. Goldsmith, served as "Witnesses" to Mr.

Beard's signature at approximately 11:20 p.m.

64. After the three witnesses signed the Purported Agreement, Scoledes returned with

Natalie White, who was carrying a drink. Once White signed the Purported Agreement at

approximately 11:30 p.m., Mr. Hill then accompanied Scoledes to a nearby ATM where she

withdrew cash to pay the notary fee.

65. Scoledes then provided an e-mail address to Mr. Hill to send the invoice:

GiantPolaoid@gmail.com (a misspelled play on Beard's Giant Polaroids).

The Purported Agreement's One-Sided Terms

66. Unbeknownst to Beard at the time he signed it, the terms of the Purported

Agreement could hardly be more one-sided in White's favor. A true and correct copy of the

Purported Agreement is attached hereto as Exhibit C.

67. The document purports to require Mr. Beard to create "between fifty (50) and

ninety (90) original Giant Polaroid images" (hereinafter, referred to as the "Unfinished Giant

Polaroids") and "to use all reasonable best efforts to complete all Works within six (6) months

following the Shoot" (hereinafter to be referred to as the "Works").

68. The Purported Agreement provides a windfall to White, purportedly entitling her

to keep the first twentyjive completed Works. Even conservatively, therefore, the Purported

Agreement would provide White with approximately $1 million in artwork before Mr. Beard

could see a single dime. (Ex. Cat

compensation for their appearance and participation in the Shoot." (/d. at

"commission" for White is more than double what she claims to have previously received in

connection with the sale of Mr. Beard's works on consignment. See White v. Beard, Index

No.652254/2014 (N.Y. Co., July 23, 2014).

74. The Purported Agreement provides other broad protections to White at Mr.

Beard's expense. For example, it purports to require Mr. Beard personally to indemnify White

and any of her cohorts from any and all losses and expenses, even if those amounts are the result

of their own negligence or gross misconduct. (See Ex. Cat

how many Works existed, however, because White immediately took possession of all the

Unfinished Giant Polaroids and the Works following the shoot.

Beard Is Hospitalized Almost Immediately Following The First Shoot

79. Just weeks after the First Shoot, on or about November 13, 2014, Beard was

hospitalized on an emergency basis due to a dangerous mix of drugs and alcohol in his system,

and he subsequently was admitted to St. Luke's-Roosevelt Emergency Psychiatric Center, where

he was held for observation until mid-afternoon on Saturday November 16, 2013.

80. Mr. Beard's daughter Zara came to the hospital to pick him up upon being

discharged. Unfortunately, so did Eva Bastianon-again, one of White's cohorts and a witness

to the Purported Agreement-who took Beard from the hospital to a hotel room at the Soho

Grand, where Chase was staying and where White and her associates had arranged for Beard to

have a separate small room where he could "hand-work" and complete the Unfinished Giant

Polaroids from the First Shoot.

The Second Giant Polaroid Shoot -November 18-19, 2013

81. Knowing that Mr. Beard was an easy target and sensing how lucrative her plan

could be, White almost immediately broadened the reach of her scheme. And although Mr.

Beard had just been released from the hospital, White arranged for another two-day shoot (the

"Second Shoot") for November 18 and 19, 2013.

82. Although, as with the First Shoot, White had the Attorney draft an agreement for

Mr. Beard to sign (the "Purported Oral Agreement"), which was identical in all material respects

to the Purported Agreement, the Purported Oral Agreement was never signed by any of the

parties. A true and correct copy of the Purported Oral Agreement, a copy of which Defendants

recently provided in connection with this dispute, is attached hereto as Exhibit D.

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83. As evidenced from the face of the Purported Oral Agreement, however, including

among other things, the same signature block as the Purported Agreement (which provided for

signatures by both parties and a notary), clearly Defendants contemplated that it would have to

be signed to be effective.

84. White apparently secured additional funding from Bernie Chase for the Second

Shoot. To return the favor, she entered into an agreement with Chase providing a right of first

refusal for up to 25 of the completed Beard works from the Second Shoot at a price of $22,000

each; again, well below their retail value.

85. The Shoot proceeded as White had planned and once again, the background was

decorated with copies of the Registered Works tom directly from the Taschen Book.

Beard Suffers A Stroke Immediately Following The Second Shoot

86. Following the conclusion of the Second Shoot, the day after he arrived home, on

November 23 2013, Beard suffered from a stroke and was hospitalized for the next several days.

87. Again, ignoring Mr. Beard's health concerns and his best interests-all in the

name of making money-White and Bernie Chase arranged for Mr. Beard to complete the

remaining Giant Polaroid works.

88. To that end, only days after Mr. Beard's stroke, on or around December 10, 2013,

Mr. Beard was still in bed when Chase showed u.p unannounced at his home. Mr. Beard came to

his building lobby ostensibly for a quick chat-indeed, Mr. Beard was not wearing a jacket or

even shoes-but Chase coaxed him into his car and then took him to a hotel, where White and

Chase had reserved a room for Beard to complete the Unfinished Giant Polaroids from the

Second Shoot.

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White Seeks To Capitalize On Her Plan

89. Once again, the Purported Agreement purports to require Mr. Beard to "use all

reasonablebest efforts to complete all Works within six (6) months following the Shoot."

90. On May 1, 2014-just six months and two days after the First Shoot-White's

attorneys sent a demand letter (the "Demand Letter"), alleging a breach of the Purported

Agreement and tortious interference by Mrs. Beard. The letter demanded that Beard complete

"at least 84 more" works and "the pieces to which the models are entitled."

91. Demonstrating her callousness towards Mr. Beard's health and well-being, and

her singular focus on monetizing her scheme, White sent this Demand Letter almost immediately

upon the expiration of the 6-month period, even though she knew of Mr. Beard's serious health

issues over the preceding months, as well as the fact that in April and May 2014, Mr. and Mrs.

Beard were on an extended visit to Kenya to attend to the estate of Mrs. Beard's father, who had

passed away suddenly that March.

White Holds Hostage Beard's Photographs And Makes Unauthorized Copies of Beard's Works

92. At the time of White's Demand Letter, Mr. Beard had no recollection of how

many Works he had, in fact, completed, or of the number of Unfinished Giant Polaroids that

remained.

93. Mr. Beard's lack of information was due in part to his deteriorating mental health

and memory; but mostly because White had taken all the Unfinished Giant Polaroids and Works

to an undisclosed location and deprived Mr. Beard of any access to them.

94. Accordingly, in response to White's Demand Letter, Plaintiffs' counsel, among

other things, demanded the return of all completed Works and Unfinished Giant Polaroids.

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95. Defense counsel refused Mr. Beard's request, and all the Unfinished Giant

Polaroids and Works remain in a Manhattan art-storage facility under Defendants' exclusive

control.

96. And although Defendants did permit Mr. Beard-under defense counsel's

supervision-to inventory and inspect the Unfinished Giant Polaroids, to date he still has not

seen a single one of the completed Works, some of which he has been informed were already

sold (to Bernie Chase and possibly others).

97. What is more, Defendants admittedly have made dozens of copies of the

Unfinished Giant Polaroids taken during the First and Second Shoots. As an initial matter, these

Unfinished Giant Polaroids are not completed artworks, so they are not covered by the Purported

Agreement. 3 In any case, the Purported Agreement does not provide for the making of any

copies (of either finished or unfinished works), so of course Defendants' copying was

unauthorized.

98. Although Plaintiffs are in the process of registering the copyright protection for

all these Unfinished Giant Polaroids (it is highly unusual as a general matter, outside the

litigation context, to register the copyright in an unfinished work), of course this unauthorized

copying of Mr. Beard's photographs constitutes copyright infringement. And Plaintiffs intend to

amend their Complaint to add copyright-infringement claims on that basis, once those

photographs have been registered.

3 The Purported Agreement contemplates that the Giant Polaroid photographs are not finished works, stating that the photographs "will subsequently be hand worked by Beard in a style and artistic manner consistent with his past worked Giant Polaroid images" (see Exs. A and Bat 1 (Preamble)) and provides that "Beard shall deliver to White each finished worked Work as and when it is completed' (id. at~ 3(b ), emphasis added).

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99. Moreover, as explained above, almost all the unfinished photographs themselves

include images of Mr. Beard's Registered Works from the Taschen Book, which itself has been

registered with the Copyright Office. So the unauthorized copying of the Unfinished Giant

Polaroids constitutes copyright infringement for this separate and independent reason as well.

White Sues Beard

100. On July 15, 2014, Plaintiffs' counsel notified White's attorneys that, among other

things, Defendants "have committed knowing copyright infringement."

101. The following week, on July 23, 2014, White and Natalie V. White, LLC filed an

action in New York State Court against Peter and Nejma Beard and the Studio. See Natalie

White v. Peter Beard, Index No. 652254/2014, New York State Supreme Court, New York

County (the "State Court Action").

102. White has asserted claims against Beard for breach of the Purported Agreement

and the Purported Oral Agreement, and against Nejma Beard and Peter Beard Studio for tortious

interference with contract.

103. The State Court Action also requests a declaratory judgment that the purported

agreements prohibit Beard from entering into a consignment agreement with anyone other than

Defendants with respect to the pieces produced as a result of the First and Second Shoots.

104. On or about August 4, 2014, to accommodate the conflicting summer schedules of

the parties and counsel, Plaintiffs here (Defendants in the state-court litigation) agreed in a So-

Ordered Stipulation (the "So-Ordered Stipulation") not to file any motion against White or

Natalie V. White, LLC before October 3, 2014, which also is the so-ordered stipulated deadline

to answer the State Court Complaint.

21

105. The So-Ordered Stipulation in the State Court Action further provides that Natalie

White and Natalie V. White, LLC "shall not remove from Cirkers [art-storage facility], transfer,

sell, pledge, assign, or otherwise dispose of any of the Property," defined as "ten (10) finished

works of art and various giant Polaroid photographs and copies thereof that were created in

connection with the photography shoots at issue in this action," "until there has been either an

agreement by the parties or an order of the Court."

106. The So-Ordered Stipulation does not expressly state that Defendants will refrain

from continuing to make unauthorized copies of the Unfinished Giant Polaroids.

107. In light of the exclusive federal jurisdiction over Plaintiffs' federal copyright-

infringement claims, and the additional claims arising out of the same core nucleus of facts as the

State Court Action, Plaintiffs will seek to stay that case in favor of resolving all the claims here.

CAUSES OF ACTION

COUNT I

Violation of United States Copyright Act, 17 U.S.C. 106

108. Plaintiffs repeat and reallege the allegations contained in Paragraphs 1 through

107 as if fully set forth herein.

109. Peter Beard is the exclusive owner of all copyrights in the Registered Works

included in the Tasch en Book. Each of the Registered Works is the subject of a valid Certificate

of Copyright Registration issued by the Register of Copyrights. (See Ex. A.)

110. Under 17 U.S.C. 106(1) & (3) of the Copyright Act, Plaintiff has the exclusive

right to reproduce the Registered Works and distribute them to the public.

111. The Registered Works were used in the First and Second Shoots, and the

Unfinished Giant Polaroids include images of these Registered Works. A spreadsheet containing

those Works is attached hereto as Exhibit E.

22

112. Defendants have unlawfully made unauthorized copies of the Registered Works

and they have refused to return the copies to Plaintiffs despite Plaintiffs' repeated demands.

113. Plaintiffs are entitled to an injunction ordering the return of all the infringing

unauthorized copies of the Registered Works.

114. Plaintiffs have been damaged in an amount to be determined at trial as a direct

and proximate result of Defendants' infringing conduct in violation of Plaintiffs' exclusive rights

under 17 U.S.C. 106.

115. The foregoing acts of infringement by Defendants were willful, wanton, malicious

and oppressive and justify an award of punitive damages.

COUNT II

Declaratory Relief- The Purported Agreement

116. Plaintiffs repeat and reallege the allegations contained in Paragraphs 1 through

115 as if fully set forth herein.

117. A justiciable controversy exists between Plaintiffs, on the one hand, and

Defendants, on the other hand, as to the validity of the Purported Agreement.

118. Defendants filed the State Court Action alleging breach of contract, breach of the

implied covenant of good faith and fair dealing and tortious interference with respect to the

Purported Agreement.

119. Plaintiffs are entitled to and demand a judgment declaring void the Purported

Agreement between Peter Beard and Natalie V. White, LLC because, among other reasons:

( 1) neither of the parties to the Purported Agreement had the capacity to contract at the time the

alleged contract were executed, and (2) the Purported Agreement is unconscionable.

120. As detailed above, Beard did not have capacity to enter into the Purported

Agreement due, among other reasons, to his persisting mental and physiological ailments,

23

including memory loss, hearing and vision loss, and confusional episodes. Accordingly, he was

unable to comprehend the nature of the transaction and incapable of making a rational judgment

concerning the complex business transaction at the time he signed the Purported Agreement.

121. Natalie V. White, LLC was registered with the New York State Department of

State on October 28, 2013, the day after White signed the Purported Agreement on behalf of that

entity (again, White was not in her individual capacity a party to the Purported Agreement).

Accordingly, Natalie V. White, LLC lacked capacity to contract on October 27, 2013, when

White signed the Purported Agreement.

122. The Purported Agreement should be declared void because it is unconscionable.

Defendants coerced Mr. Beard into signing the Purported Agreement at a late-hour party during

a night of drinking. While Defendants had retained experienced attorneys to draft, prepare, and

provide legal counsel concerning the Purported Agreement, Mr. Beard did not read the Purported

Agreement and he was not advised by legal counsel prior to signing it.

123. Defendants intentionally concealed the Purported Agreement from Mr. Beard's

long-time counsel as well as his family and advisors. Indeed, rather than involve Beard's

longtime counsel, whose identity White's Attorney knew well, White instructed the Attorney to

provide her with a copy of the draft agreement to present directly to Beard for his signature.

124. For reasons stated more fully above, the Purported Agreement is almost entirely

one-sided in White's favor. Unsurprisingly, therefore, had Mr. Beard's longtime counsel been

given the opportunity to review the Purported Agreement, he would have advised Mr. Beard

against signing it.

125. Declaratory relief from this Court will resolve this controversy.

24

126. As alleged herein, a real, substantial and immediate controversy is presented

regarding the rights, duties and liabilities of the parties under the Purported Agreement.

Plaintiffs therefore seek a declaratory judgment under 28 U.S.C. 2201, et seq., and Rule 57 of

the Federal Rules of Civil Procedure declaring void the Purported Agreement.

COUNT III

Declaratory Relief- The Purported Oral Agreement

127. Plaintiffs repeat and reallege the allegations contained in Paragraphs 1 through

126 as if fully set forth herein.

128. A justiciable controversy exists between Plaintiffs, on the one hand, and

Defendants, on the other hand, as to the validity of the Purported Oral Agreement.

129. Defendants filed the State Court Action alleging breach of contract, quantum

meruit and unjust enrichment relating to the Purported Oral Agreement.

130. Plaintiffs are entitled to and demand a judgment declaring void the Purported Oral

Agreement between Peter Beard and Natalie V. White, LLC because, among other reasons:

(1) Beard did not have the capacity to enter into a contract, (2) it is unconscionable, (3) it violates

the Statute of Frauds, and ( 4) Defendants did not intend to be bound by any purported agreement

until it was in writing and signed.

131. As stated above, Beard did not have the capacity to enter into the Purported Oral

Agreement due to his issues with memory loss, hearing and vision loss, confusional episodes, his

recent hospitalization and a serious stroke immediately following the Second Shoot.

Accordingly, he was unable to comprehend the nature of the transaction and incapable of making

a rational judgment concerning the complex business transaction at the time of the alleged

Purported Oral Agreement.

25

132. His mental and physiological state at the time of the Second Shoot and

immediately thereafter rendered him unable to comprehend the nature of the transaction and

incapable of making a rational judgment concerning entering into the Purported Oral Agreement.

133. The Purported Oral Agreement should be declared void because it is

unconscionable. Defendants claim to have entered into the Purported Oral Agreement with Mr.

Beard at or about the time that he had just been hospitalized on an emergency basis due to a

dangerous mix of drugs and alcohol in his system.

134. Moreover, as with the Purported Agreement, while Defendants had retained

experienced attorneys to draft, prepare, and provide legal counsel concerning the Purported Oral

Agreement, Mr. Beard never saw or read the Purported Oral Agreement and he was not advised

by legal counsel concerning the proposed agreement.

13 5. Defendants intentionally concealed the fact of the Purported Oral Agreement from

Mr. Beard's long-time counsel as well as his family and advisors. Indeed, rather than involve

Beard's longtime counsel, whose identity White's Attorney knew well, White instructed the

Attorney to provide her with a copy of the draft agreement to present directly to Beard for his

signature. For reasons stated more fully above, the Purported Oral Agreement is almost entirely

one-sided in White's favor.

136. The Purported Oral Agreement violates the Statute of Frauds, N.Y. Gen. Oblig.

Law 5-701(a)(l), because it is incapable of being performed within one year, including, among

other reasons, because of the 10-year consignment term.

137. The Purported Oral Agreement violates the Statute of Frauds, N.Y. Gen. Oblig.

Law 5-701(a)(10), because it purports to be an agreement to procure a business opportunity.

138. Declaratory relief from this Court will resolve this controversy.

26

139. As alleged herein, a real, substantial and immediate controversy is presented

regarding the rights, duties and liabilities of the parties under the Purported Oral Agreement.

Plaintiffs therefore seek a declaratory judgment Court under 28 U.S.C. 2201, et seq., and Rule

57 of the Federal Rules of Civil Procedure declaring void the Purported Oral Agreement.

COUNT IV

Violation of New York Arts and Cultural Affairs Law 12.01

140. Plaintiffs repeat and reallege the allegations contained in Paragraphs 1 through

139 as if fully set forth herein.

141. Defendants' conduct as alleged above violated their duties to Mr. Beard as

defined in New York Arts and Cultural Affairs Law 12.01, which governs all consignments of

fine art by artists to an art merchant "for the purpose of exhibition and/or sale on a commission,

fee or other basis of compensation. "4

142. Section 12.01 imposes great protections for artists in a consignment context,

including the requirements that:

(i) the Works be held as "trust property in the hands of the consignee for the benefit of the consignor,"

(ii) "any proceeds from the sale of such work are trust funds in the hands of the consignee for the benefit of the consignor,"

(iii) the Works "shall remain trust property notwithstanding [their] purchase by the consignee for his own account until the price is paid in full to the consignor," and

4 For purposes of Section 12.01, an "art merchant" includes, among others, a person like White who "is in the business of dealing, exclusively or non-exclusively, in works of fine art," or "a person who by his occupation holds himself out as having knowledge or skill peculiar to such works, or to whom such knowledge or skill may be attributed by his employment of an agent or other intermediary who by his occupation holds himself out as having such knowledge or skill." See Arts & Cult. Affairs Law 11.01.

27

(iv) the Works and the sale proceeds "shall be considered property held in statutory trust, and no such trust property or trust funds shall become the property of the consignee."

See Arts & Cult. Affairs Law 12.01(1)(a).

143. Defendants have violated each of these provisions, and to the extent the Purported

Agreement and the Purported Oral Agreement purport to supersede any of these statutory

protections, they are invalid, because as a general matter ""[ w ]aiver of any provision of this

section is absolutely void." /d. 12.01(1)(b).

144. Defendants have violated Section 12.1 0, including, among other reasons, by:

(i) Failing to tum over or make available for inspection trust property, i.e., the

Unfinished Giant Polaroids and the completed Works (including

unauthorized copies thereof);

(ii) Failing to account for all trust funds, including any proceeds from the sale

of the Unfinished Giant Polaroids or the completed Works (including

unauthorized copies thereof); and

(iii) Converting trust property and trust funds for their own use and profit.

145. Section 12.01 permits "[a]ny person who has been injured by reason of a violation

of this article" to bring an action "to enjoin such unlawful act," and "to recover his or her actual

damages," as well as "reasonable attorneys' fees, costs and expenses."

146. Defendants' failure "to treat the trust property or trust funds" "in accordance with

the requirements of fiduciaries in section 11-1.6 of the estates, powers and trusts law," id.

12.01(2), renders them "guilty of a misdemeanor." See N.Y. E.P.T.L. 11-1.6(d).

147. As a direct and proximate result of Defendants' violations, Plaintiffs have been

damaged in an amount to be determined at trial.

28

148. Plaintiffs additionally seek the return of the Unfinished Giant Polaroids and the

completed Works, as well as unauthorized copies thereof.

149. Plaintiffs are entitled to an accounting of all sales, including commissions, of the

Unfinished Giant Polaroids and the completed Works, as well as unauthorized copies thereof.

COUNTV

Conversion

150. Plaintiffs repeat and reallege the allegations contained in Paragraphs 1 through

149 as if fully set forth herein.

151. Plaintiffs have title to and possessory right and interest in the Unfinished Giant

Polaroids and the completed Works, including unauthorized copies thereof. Plaintiffs' right in

and title to the Unfinished Giant Polaroids and the completed Works, including unauthorized

copies thereof, is superior to any such purported rights asserted by Defendants.

152. Notwithstanding the foregoing, Defendants continue to retain possession and/or

exclusive control over the Unfinished Giant Polaroids and the completed Works, including

unauthorized copies thereof, and they have refused Plaintiffs' repeated demands seeking the

return of these works, thereby interfering with Plaintiffs' title and right to possession in

derogation of Plaintiffs' rights.

153. As a direct and proximate result of said conduct, Plaintiffs have been deprived of

access to and use of the Unfinished Giant Polaroids and the completed Works, including

unauthorized copies thereof. Plaintiffs have expended time and money in an effort to recover

their property and to repair any damage to Beard's reputation caused by Defendants' misconduct.

According! y, Plaintiffs are entitled to the return of the works as well as compensatory and

consequential damages.

29

154. Defendants have acted knowing that they would deprive Plaintiffs of access to

and use of their rightful property. Defendants' acts were therefore willful, wanton, malicious

and oppressive and justify an award of punitive damages.

COUNT VI Replevin

155. Plaintiffs repeat and reallege the allegations contained in Paragraphs 1 through

154 as if fully set forth herein.

156. Plaintiffs have title to and possessory right and interest in the Unfinished Giant

Polaroids and the completed Works, including unauthorized copies thereof. Plaintiffs' right in

and title to the Unfinished Giant Polaroids and the completed Works, including unauthorized

copies thereof, is superior to any such purported rights asserted by Defendants.

157. As herein alleged, Defendants are in possession of the Unfinished Giant Polaroids

and the completed Works, including unauthorized copies thereof.

158. Plaintiffs have demanded return of the Unfinished Giant Polaroids and the

completed Works, including unauthorized copies thereof, thereby asserting their superior

ownership rights, but Defendants have refused Plaintiffs' repeated demands.

159. Accordingly, Defendants are liable to Plaintiffs for replevin and are required to

return forthwith to Plaintiffs the Unfinished Giant Polaroids and the completed Works, including

unauthorized copies thereof. Plaintiffs also are entitled to compensatory and consequential

damages resulting from Defendants' misconduct.

160. Defendants have acted knowing that they would deprive Plaintiffs of access to

and use of their rightful property. Defendants' acts were therefore willful, wanton, malicious

and oppressive and justify an award of compensatory and punitive damages in an amount to be

determined at trial.

30

COUNT VII

Unjust Enrichment

161. Plaintiffs repeat and reallege the allegations contained in Paragraphs 1 through

160 as if fully stated herein.

162. Defendants have wrongfully taken and are in possession of the Unfinished Giant

Polaroids and the completed Works, ~s well as unauthorized copies thereof, and they have

wrongfully benefitted through possession and sales of such works.

163. As a direct and proximate result of Defendants' wrongful taking, possession and

sale of these artworks, Defendants have been unjustly enriched to Plaintiffs' detriment.

164. To allow Defendants to retain the benefits they obtained from their wrongdoing

would unjustly enrich Defendants at Plaintiffs' expense. As the rightful owners of the

Unfinished Giant Polaroids and the completed Works, including unauthorized copies thereof,

Plaintiffs are entitled to a return of the works and compensatory and consequential damages,

including any and all proceeds obtained from the sale of those works.

165. As a result of Defendants' actions, Plaintiffs are entitled to and demand judgment

as against Defendants in an amount to be determined at trial and the return of the Unfinished

Giant Polaroids and the completed Works, including unauthorized copies thereof.

DEMAND FOR A JURY TRIAL

Under Federal Rule of Civil Procedure 38, Plaintiffs respectfully request a trial by jury on all claims so triable.

31

REQUEST FOR RELIEF

WHEREFORE, Plaintiffs Peter Beard, Nejma Beard, and Peter Beard Studio, LLC

respectfully request that the Court enter a judgment awarding Plaintiffs: (1) an injunction

ordering the return to Plaintiffs of the Unfinished Giant Polaroids and the completed Works, as

well as any copies thereof; (2) an injunction prohibiting the unauthorized copying of the

Unfinished Giant Polaroids or the completed Works; (3) compensatory and consequential

damages, including without limitation damages as Plaintiffs have sustained in consequence of

Defendants' infringements of the copyrights in the Registered Works, and to account for and pay

Plaintiffs all of Defendants' profits attributable to such infringements; or, alternatively, as

Plaintiffs may elect, that Plaintiffs be awarded such statutory damages as the Court may find just

because of Defendants' willful acts of infringement; (4) punitive damages in an amount to be

determined at trial by virtue of Defendants' willful and intentional tortious misconduct;

(5) reasonable attorneys' fees, costs, expenses, and disbursements associated with this action;

and (6) such other relief as the Court deems just and proper.

Dated: September 30, 2014 New York, New York

GROSSMAN LLP

B. Grossman, Esq. ark A venue 1Oth Floor

New York, New York 10022 jgrossman@ grossmanllp.com (646) 770-7445

Attorneys for Plaintiffs Peter Beard, Nejma Beard and Peter Beard Studio, LLC

32

EXHIBIT A

9/29/2014 WebVoyage Record View 1

- ~ - - -- ~ -

Help : Search History Titles Start Ovor

Public Catalog Copyright Catalog ( 1978 to present)

Search Request: Author= Beard, Peter, 1938-Search Results: Displaying 5 of 6 entries

Peter Beard (revised and updated editions)

Type of Work: Text Registration Number I Date: TX0007353282 I 2010-04-28

Application Title: Peter Beard (revised and updated editions) Title: Peter Beard (revised and updated editions)

Description: Book, 2 v. Copyright Claimant: Peter Beard, 1938-. Address: 205 West 57th Street #2B, New York, New York,

10019, United States. Date of Creation: 2008

Date of Publication: 2008-11-01 Nation of First Publication: Germany Authorship on Application: Peter Beard, 1938-; Citizenship: United States. Authorship: text/poetry, editing,

compilation, 2-dimensional artwork, photography. Alternative Title on Application: Peter Beard

Previous Registration: 2006, TX 6-417-085. Pre-existing Material: Previous edition of book registered.

Basis of Claim: photography, 2-dimensional artwork, compilation, editing, text. Rights and Permissions: Peter Beard, 205 West 57th Street, #2B, New York, NY, 10019, United States,

(212) 757-3320, nejma@peterbeard.com ISBN: 9783836508773

Names: Beard Peter. 1938-

j :4 prevlouJI next _.. j I Save, Print and Email (Helg Pa2e) I Select Download Format Full Record i r Format for PrinUSave I IEnter your email address: ~aii 1 l

http://cocatalog.loc.gov/cgi-bin/Pwebrecon.cgi?v1 :;:;5&ti:;:; 1,5&SC:;:;Author&SA=Beard%2C%20Peter%2C%201938%2D&PI D=2Zw9YRvOe5Q4qCj LpXof... 1/2

9/29/2014 WebVoyage Record View 1

~opyrip.t United St.atn Copyright Offrce

~ = ~ - ---- ~

Help Search History Titles . Start Ovor ---------~-------- ------

Public Catalog Copyright Catalog (1978 to present) Search Request: Author= Beard, Peter, 1938-Search Results: Displaying 4 of 6 entries

Type of Work: Text

Peter Beard.

Registration Number I Date: TX0006417085 I 2006-12-15 Title: Peter Beard.

Copyright Claimant: Peter Beard, 1938-Date of Creation: 2006

Date of Publication: 2006-11-15 Basis of Claim: New Matter: compilation, photos, artwork, ilL & certain texts.

Copyright Note: C.O. correspondence. Cataloged from appl. only.

Names: Beard. Peter. 1938-

I Save, Print and Email (Help Pa~e) I !select Download Format [~~fi .. R.ecor9_ . ~ i ~at for -Pnntisave J I !Enter your email address: 1 e~ailll

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Contact Us I Request Copies I Get a Search Estimate I Frequently Asked Questions (F AOs) about Copyright I Copyright Office Tlome Page I Library of Congress Home Page

http://cocatalog.loc.gov/cgi-bin/Pwebrecon.cgi?v1 =4&ti=1,4&SC=Author&SA=Beard%2C%20Peter%2C%201938%2D&PID=MDjBivERrBQvshld6TIMj... 1/1

EXHIBITB

9/29/2014 Entity Information

NYS Department of State

Division of Corporations

Entity Information

The information contained in this database is current through September 26, 2014.

Selected Entity N arne: NATALIE V. WHITE, LLC Selected Entity Status Information

Current Entity Name: NATALIE V. WHITE, LLC DOS ID #: 4478331

Initial DOS Filing Date: OCTOBER 28, 2013 County: NEW YORK

Jurisdiction: NEW YORK Entity Type: DOMESTIC LIMITED LIABILITY COMPANY

Current Entity Status: ACTIVE

Selected Entity Address Information DOS Process (Address to which DOS will mail process if accepted on behalf of the entity) ATTN: MS. ELIZABETH FEKKAI 121 EAST 23RD STREET, APT 7-D NEW YORK, NEW YORK, 10010

MS. ELIZABETH FEKKAI 121 EAST 23RD STREET, APT 7-D NEW YORK, NEW YORK, 10010

Registered Agent

This office does not require or maintain information regarding the names and addresses of members or

managers of nonprofessional limited liability companies. Professional limited liability companies

must include the name( s) and address( es) of the original members, however this information is not

recorded and only available by yiewin~ the certificate.

*Stock Information

http://appext20.dos.ny.gov/corp_public/CORPSEARCH.ENTITY _INFORMATION ?p_nameid=4479807 &p_corpid=44 78331 &p_entity _name=%4E%61... 1/2

9/29/2014 Entity Information

#of Shares Type of Stock $ Value per Share No Information Available

*Stock information is applicable to domestic business corporations.

N arne History

Filing Date Name Type OCT 28, 2013 Actual

Entity Name NATALIE V. WHITE, LLC

A Fictitious name must be used when the Actual name of a foreign entity is unavailable for use in New York State. The entity must use the fictitious name when conducting its activities or business inN ew

York State.

NOTE: New York State does not issue organizational identification numbers.

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EXHIBITC

I I

I

i , AGREEMENT FOR

PRODUCTION AND OWNERSHIP OF GIANT POLAROID PHOTOGRAPHS

W I TN E S S E T H:

WHEREAS, Beard and White have agreed to collaborate in connection with a certain photography shoot (the "Shoot") for the production of between fifty (50) and ninety(90) original Giant Polaroid images (collectively, the "Works", and each a -~work'') which Works will subsequently be hand worked by Beard in a style and artistic manner consistent \Vith his ~ worked Giant Polaroid images; and

\ ----

WHEREAS, the parties hereto desire to set forth their agreement with respect to the Shoot and the subsequent production and sale of the Works.

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

1. Beard hereby authorizes and directs White to arrange a Giant Polaroid shoot for the purpose of producing the Works. The Shoot is presently scheduled for the week o~.Q.~~~1~8, ~91} . .

.. ~ - .. '"-"' :e (,;,. - ,. .. - - - - - - ..... , .. , .:.- _;-.;.~_.;:~

2. In consideration for the agreement by Beard to sell and transfer rights to the Works as herein provided, White has agreed to pay all direct out-of-pocket associated with the Shoot, including, without limitation, studio costs, model fees (if any), production costs (including hair and makeup), studio rental fee, Giant Polaroid film, and other costs directly associated with the Shoot. Except as expressly set forth herein. Beard will not be paid a fee or any other compensation for his services under this Agreement. The parties hereto understand that models for the Shoot wiH also not be paid a separate fee, but shalleach receive one (1) fully hand worked Work in full compensation for their appearance and participation in the Shoot.

3. (a) Following the Shoot, Beard shall arrange for the processing, production .. printing and personal hand working of the Works. The parties agree that up to 25 of the Works produced by Beard (the exact number to be determined by White)shaH be given without cost to parties associated with the Shoot as determined by White in her sole discretion including, without limitation, models for the Shoot and Natalie White herself for having organized and underwritten the Shoot.

(b) All additional Works shall be consigned to White pursuant to the terms of this Agreement for a period of ten ( 1 0) years from the date of the Shoot for resale by White. The parties agree that Beard shall receive the sum of$18,.000 for each ofthe 25 Works sold by White (after

, __ - . _. - > .'.', Jt : -"~ .;.;. ... ,::..; ,:~' ~-::: :.~-- -~:~-,;~-~~;..

1

distribution of up to 25 Works pursuant to 3(a) above), and following the sale of such 25 Works, Beard shall receive sixty percent (60%) of the proceeds from the sale of any additional Works; provided, that White shall have the right at any time during such ten (I 0) year consignment period to purchase any Work from Beard for $18,000. (b) Beard agrees to sign each finished Work on the front and back of such Work and, upon request by White, to (i) have himself photographed with each such Work to document the authenticity ofsuch Work, and (ii) have the authorized Peter Beard Studio stamp affixed to each Work. Beard agrees to use all reasonable efforts to complete all Works within six (6) months following the Shoot. Beard shall deliver to White each finished worked Work as and when it is completed.

4. Beard, for himself, his successors, his heirs, and his assigns, agrees to indemnify, defend and hold White and its members (including Natalie White personally), managers, successors, assigns, agents~ attorneys, partners, affiliates~ and any subsequent purchaser or giftee from White of any of the Works (collectively, 4'the White Parties") hann1ess from and against any and all loss, cost, damage, or expense (including, without limitation, attorneys' fees and expenses and court cOsts), by reason of (i) any breach by Beard of any provision of this Agreement (including, without limitation, Section 5 hereot), and (ii) any act or claim by any third party (including without

limitation~ Nejrila Beard, Ansel Beard, Zara Beard, or Peter Beard Studio) other than a third party acting on behalf of White,

(a) Attempting to prevent or disrupt the Shoot or to seize any Works; (b) Attacking the ownership of Works granted to White hereunder, or the sale.or transfer

by any ofthe White Parties of any Works; and

(c) Any public disparagement of any of the White Parties. 5. Beard and White each represents and warrants that this Agreement has been duly authorized by eaeh such party, and that no consent thereto is required of any other party including, in the case of Beard, the Peter Beard Studiot Nejma Beard, Zara Beard, Ansel Beard or any party affiliated therewith.

6. This Agreement shall be governed and constructed under the laws of the state of New York without reference to principles of conflicts of laws.

7. Each party hereto agrees to keep the tenns of this Agreement strictly confidential, except as may be required to enforce its terms (including, without limitation, the indemnification provision set forth in Section 4 hereof); provided, that the parties may disclose the terms of this Agreement to their respective attorneys, accountants and advisors. The terms of this section 7 shalJ.survive the Shoot and delivery of the Works.

8. This Agreement is binding upon the parties hereto and their respective heirs, successors and assigns. The models involved in the Shoot are expressly excluded as third party beneficiaries under this Agreement.

9. Each party hereto agrees to execute and deliver to the other party (and, in the case of Beard, any subsequent owner or purchaser of any of the Works) such additional documentation and take

2

such further action as the other party (or owner or purchaser of any of the Works) may . . r~asonably request in order to confirm the tennsofthis Agreement and, in the case of Beard, to

confimt,.;fue authe~ticity of the Works AA9Jh.e g~ .title thereof-, pein~ transferred to Whiteand/or _any subsequenipurchaser of any Work.: " ... .. .. . '" -

1 0. Each party hereto acknowledges that it has been afforded the opportunity to consult with independent legal counsel of his or her choosing in connection with the negotiation, execution and delivery of this Agreement.

In Witness Whereof, the parties hereto hav uted this Agreement as of the date first set forth above. J Peter Beard

State ofNew York) ss:

County ofNew York)

n7ft, On the .P..L day of October in the year 2013, before me, the undersigned, personally appeared PETER BEARD, personally known to me or proved to me on the basis of satisfactory evidence to be the individuaiOO whose namcOO is(~) subscribed to the within instrument and acknowledged to me that he/s)re/tl}ey executed the same in hisr/t~r capacity(~) and that by

his/h./th~ signature~ on the instrument, the individual, or the person on behalf of which the individual~ acted, executed the agreement.

State of New York) ss:

County ofNew York)

3

--1--------

. '- . -

......... -

;.:: - - ' JULIAN M. HILL ~ - NOTARY PUBLICSTATE OF NEW YORK.-- ~-\:: ...

No. 01 Hl6233785 Qualified In' New York County

My Commlnton Expires Oecember 27. 2014

I I ' . ~

On the ;J'~ay of October in the year 2013, before me, the undersigned, personally appeared NATALIE WHITE, personally known to me or proved to me on the basis of satisfactory evidence to be the individual{11' whose name

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EXHIBITD

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AGREEMENT FOR

PRODUCTION AND OWNERSHIP OF GIANT POLAROID PHOTOGRAPHS

l'NmtemLoer 14,2013, by and '""LI'Aft,..,.,., ancl"Nl:ltiUie''l'.' WbitE~, :L~CC;'l{ York limited liability

W I TN E S S E T H:

WHEREAS, Beard and White have agreed to collaborate in connection with a certain photography shoot (the "Shoot") for the production ofbernreen one hundred (1 00) and rnro hundred (200) original Giant Polaroid images (collectively, the "Works", and each a "Work") which Works will subsequently be hand worked by Beard in a style and artistic manner consistent with his past worked Giant Polaroid images; and

WHEREAS, the parties hereto desire to set forth their agreement with respect to the Shoot and the subsequent production and sale of the Works.

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

1. Beard hereby authorizes and directs White to arrange a Giant Polaroid shoot for the purpose of producing the Works. The Shoot is presently scheduled for the week of November 14,2013.

2. In consideration for the agreement by Beard to sell and transfer lights to the Works as herein provided, White has agreed to pay all direct out-of-pocket associated with the Shoot, including, without limitation, studio costs, model fees (if any), production costs (including hair and makeup), studio rental fee, Giant Polaroid film, and other costs directly associated with the Shoot. Except as expressly set forth herein, Beard will not be paid a fee or any other compensation for his services under this Agreement. The parties hereto understand that models for the Shoot will also not be paid a separate fee, but shall each recdve one (1) fully hand worked Work in full compensation for their appearance and participation in the Shoot.

3. (a) Following the Shoot, Beard shall arrange for the processing, production, printing and personal hand working of the Works. The parties agree that up to 25 of the first Works produced by Beard (the exact number to be determined by White) shall be given without cost to parties associated with the Shoot as determined by White in her sole discretion including, without limitation, models for the Shoot and Natalie White herself for having organized and underwritten the Shoot.

(b) All additional Works shall be consigned to .White pursuant to the terms of this Agreement for a period of ten (1 0) years from the date of the Shoot for resale by White. The parties agree that Beard shall receive the sum of$18,000 for each of the next 25 Works sold by White (after

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distribution of up to 25 Works pursuant to 3(a) above), and following the sale of such 25 Works, Beard shall receive sixty percent (60%) of the proceeds from the sale of any additional Works; provi4e~, that White sh~l hay~ ~~e righ! at ai1Y :til:!l~ .4~ng s~9_h 1~g_( lQ)y~a.r ~9ns!~enj period to purchase any Work from Beard for $18,000.

(b) Beard agrees to sign each finished Work on the front and back of such Work and, upon request by White, to (i) have himself photographed with each such Work to document the authenticity of such Work, and (ii) have the authorized Peter Beard Studio stamp affixed to each Work. Beard agrees to use all reasonable efforts to complete all Works within six (6) months following the Shoot. Beard shall deliver to White each finished worked Work as and when it is completed.

4. Beard, for himself, his successors, his heirs, and his assigns, agrees to indemnify, defend and hold White and its members (including Natalie White personally), managers, successors, assigns, agents, attorneys, partners, affiliates, and any subsequent purchaser or giftee from White of any of the Works (collectively, '1he White Parties") harmless from and against any and all loss, cost, damage, or expense (including, without limitation, attorneys' fees and expenses and court costs), by reason of (i) any breach by Beard of any provision of this Agreement (including, without limitation, Section 5 hereof), and (ii) any act or claim by any third party (including without limitation, Nejma Beard, Ansel Beard, Zara Beard, or Peter Beard Studio) other than a third party acting on behalf of White,

(a) Attempting to prevent or disrupt the Shoot or to seize any Works; (b) Attacking the ownership of Works granted to White hereunder, or the sale or transfer

by any of the White Parties of any Works; and

(c) Any public disparagement of any of the White Parties. 5. Beard and White each represents and warrants that this Agreement has been duly authorized by each such party, and that no consent thereto is required of any other party including, in the case of Beard, the Peter Beard Studio, Nejma Beard, Zara Beard, Ansel Beard or any party affiliated therewith.

6. This Agreement shall be governed and constructed under the laws of the state ofN ew York without reference to principles of conflicts of laws.

7. Each party hereto agrees to keep the tenns of this Agreement strictly confidential, except as may be required to enforce its tenns (including, without limitation, the indemnification provision set forth in Section 4 hereof). The tenns of this section 7 shall survive the Shoot and delivery of the Works.

8. This Agreement is binding upon the parties hereto and their respective heirs, successors and assigns. The models involved in the Shoot are expressly excluded as third party beneficiaries under this Agreement.

9. Each party hereto agrees to execute and deliver to the other party (and, in the case of Beard, any subsequent owner or purchaser of any of the Works) such additional documentation and take such ftuther action as the other party (or owner or purchaser of any of the Works) may

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reasonably request in order to confirm the terms of this Agreement and, in the case of Beard, to confirm the authenticity of the Works and the good title in fifty percent (50%) thereof being vested in White p~u~suant to this Agreement.

10. Each party hereto acknowledges that it has been afforded the opportunity to consult with independent legal counsel of his or her choosing in connection with the negotiation, execution and delivery of this Agreement.

In Witness Whereof, the pru.ties hereto have executed this Agreement as of the date first set forth above.

Peter Beard Natalie V. White, LLC

State of New York) ss:

County ofNew York)

On the __ day of November in the year 2013, before me, the undersigned, personally apperu.ed PETER BEARD, personally known to me or proved to me on the basis of satisfactory evidence to be the individual( s) whose name( s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies) and that by his/her/their signature(s) on the instrument, the individual(s), or the person on behalf of which the individual(s) acted, executed the agreement.

State of New York) ss:

County ofNew York)

On the __ day ofNovember in the year 2013~ before me, the undersigned, personally appeared NATALIE WHITE, personally known to me or proved to me on the basis of

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satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies) and that by his/her/their signature(s) on the in:str'1.1!!tent, the _indi\:ic:ilJ~_(~),_()r tb5! _______ ----------- .. -

on-oelialrof wliiclithe individual( s )" acied~-executed the agreement.

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EXHIBITE

Registered Works

Title

1 Bacon's Portrait of Peter Beard, late 1970s -- -- ---

2 Giant Polaroid, Paula Barbieri and Diary Pages, 1986/2003 ~- - -------- - 1-- -------

3 "Fool to Cry" Diary Page, 1978 --

-------

4 Kamante Gatura, Renguti Village near Nairobi, 1961/62 --+ -----

5 "My Poison" Diary Page, September 4-5, 1976 - ,___ ----- -----

------ -----

6 Loliondo Lion Charge, Tanzania, 1964/2003 ----~-- ---------

7 Turkey Vulture, 1984/2006 --------

8 Diary Detail, Somali Ivory Poachers, Tsavo, 1978 ----- -------

----------

9 Turkana Bibi, 1960/2002 ------

10 Daii/Veruschka, Living Sculpture, NY 1963 ------ -----

-----------

11 Running Rhino, Serengeti, Tanzania, 1976/2006 ---r- --~------ -----

12 Jenny and Her Jewelry, Montauk, 2005 I ----- ----- ---- ---~-

13 Masai Lion Hunt by Charles Cottar, Serengeti, 1914 ------------

-

14 Aberdare Elephants, 1966/2006 ----

15 756 Elephants in Stressed out formation at the Tsavo Border, Kenya, 1976/2002 -- -----

-----

16 Kitchen Collage, Hog Ranch, 1984 ---

17 Francis Bacon's Portrait of Peter Beard, 1975 ----------

18 Diary Page, Seibu Show, tokyo, Prince to Imperial Hotel, April 26-27, 1978 --------- ----- ------ -----

19 "Ode to Yves Klein" Peter Beard and Zara, Montauk, 1992

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Registered Works

Title

20 Danielle Luna on Burned Diaries, 1977/2003 --------

21 Jackie 0. Photo Lesson, Skorpios, 1971/2003

22 "Bee Beard" Diary Pages, 1962-63

23 Diary Pages with Charlotte Rampling and Friends, 1963-64 1------- -~---- ----~----

24 Total Quality Operation, Diary Page, 1962-63 -----

25 Investigate Accidents, Diary Page, 1962-63 -----~-- ---

26 Serengeti Lion, 1976/2005

27 Forrest Elephants at Night, 1984 c-----

28 Zebra Rug, Lariak Estate, Laikipia, 1960/2003 -------

29 Loliondo Lion Charge, 1964 _____ ,

30 "Exiles on Main Street" from Montauk to Madison Square Garden, NY, July 1972

31 Living Sculpture, NYC, 2003

32 "Exiles on Main Street" Texas, 1972

I 33 Diary Pages by Andy Warhol, February 19-20, 1978 34 San Quentin Adjustment Center Diary Page, California, 1972

-----

35 Rolling Stones's Live Album Cover, 1972

36 Living Sculpture, Aries, 1984/2008 1-- ----

37 Elephant Population Dynamics, Murchison Falls, Kenya, Diary Page, May 1976 f-----

38 "Take That!" Diary Page, March 9, 1986

2

Registered Works

Title

39 Avril Crosby at Yale Bowl, New Haven, CT, 1959

40 Baran Woman, Marasbit Hospital, March 1968/2003

41 Beverly Johnson's Album Cover, September 4-5, 1976 --- ---

42 Janice on Diaries since the Mill Fire, NYC, 1986

43 I'll Write Whenever I can, Koobi For a, Lake Rudolf, Kenya, 1965/2004 ---

----

44 "Bringing Home the Bacon to Nej," Diary Pages, New York, 1998 ------- --- -----------~ -----

45 Kids and Birds, Ferguson's Gulf Spit, Kenya, 1965/2001

46 Diary Collage, 1970s-1980s

47 Pages from Last Word from Paradise, 1984

48 Diary Page with lman, Larry Rivers's Studio, Southampton, NY June 15, 1978 ----------------T

49 Buffalo Control at Philip Percival's, Potha, Kenya 1962 1- -----

so "Two Heads are Better than One," Diary Pages, March S-6, 1971

51 "Tokyo Memories" Diary Pages, May 20-21, 1978 --

,. ___

52 "Baby Falls into Pit Latrine," Diary Page, Hog Ranch, 1990

53 Diary Page Runaway Bay, Jamaica, January 28, 1980 ------ - --------------------

-

54 "Control Severe Vomiting" Diary Pages, September 2-3, 1976 -------------

----

55 "Sentimentalisms" Diary Pages, September 1991 ----

56 Planeload of "pebbleworms," Lake Rudolf, 1965

3

Registered Works

Title ----~-------

57 lman in !_~e Studio l9o, Hog Ranch, Kenya, First Photographs, Ap 1975

58 ~P Tarts" Diary Pages, 1962-63

59 PB hand print

60 Beard's Drawing of Zara, October 1988 ----

61 The last Man on Earth" 7 Reece Mews, london, 1972/2004

62 Man Junior Diary Pages, 1962-63

63 Madison Square Garden from Montauk, New York, July 1972/2001

64 Richard Lindner's Monumental Woman Watercolor for Eyelids of Morning - -

- ~-

65 Diary Pages with El Cordobes, October 26-27, 1980

66 Andy Warhol at Home in Montauk, 1972/2002

67 "Jamai~a ~...;~~---- y" Diary Page, April 29, 1970 -----~-- - --

---

68 "A Particularly Scary Spread" Diary Pages, 1970s , ____

--------

69 Machine in the Garden, Tsavo, 1972-73 I

70 Ode to the Peace Corpse, Alia Bay, lake Rudolf, 1965-2007 I ---

71 Magritte Ramme and World Record Cow Ele Tusk, c. 47 Jbs., Montauk, 1976/2004 ----- ------------ --------

72 Kids and Croc, 1965/2008

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Registered Works

Title

73 Rothschild's Giraffes, Uganda, 1966/1977 ---

74 Hunting Cheetahs in the Taru Desert, June 1960/2002

75 15'er, Ferguson's Gulf, Lake Rudolf, 1968/2002 ......

76 Snows of Kilimanjaro, 1984/2008

77 Under the Snows of Kilimanjaro (Mountain of Caravans), 1984/2011 !- -

78 The Jaggers Waterskiing on Lake Montauk Contact Sheet, July 1972/2000 ~------

79 1ry Pages, Lake Rudolf, 1964

80 Needle Nosed Rhino, 1972/2008 ____ ,,

81 1ry Pages Driftwood Cove, Montauk, Febru~ry 5 and 7, 1~9-~----

82 Charred in Wind Mill Fire Diaries, 1977, New York, 2005 ----

83 Diary Page Detail with Carole Bouquet, 1978

84 Diary Page with Beverly Johnson Portrait (Collaboration with Larry Rivers) London, January 21, 1976 -----

85 1ry Plus Extras" 1978/2013

86 Spitting Cobra, Tsavo, June 1960/2004

87 Diary Pages with Francis Bacon's Glove, April9-10, 1976 t--- ---

88 Lion at Night, Glen Cottar's, Masai Mara, 1984/2005

89 Giant Polaroid of Sabrina of Belgium, New York, January 22, 1997

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Registered Works

Title

90 Giant Polaroid, Jenna De Rosnay, New York, January 1997 ~~----

91 "Happy New Year," Diary Page, San Quentin Gas Chamber, 1972 ~--~-

--

92 Francis Bacon's Portrait of Peter Beard, 1975, and Masai Moran, 1984 ~~- ~-- ~----"

93 "Sacrifice the Bull" Diary Pages, Sept 19-20, 1991 -~~ ~~~--

94 SX-70s, Convalescing by the lV, October 1996 -~~-

95 Julie Foster, Chadd's Ford Inn, Pages, Delaware, January 26-27, 1988 -- ---

-~

96 Detail of Diary Pile (Since 1977), 2005 ~--- --~--~---

97 Wild dog at Ndutu/Serengeti, 1976 ~~

98 National Gallery of Art, Washington, D.C., Diary Pages, June 24-25, 1980 --~-- ---- ----

99 Chicago to Montauk, Diary pages, July 1-2, 1~78 __

100 Water Fowl, Montauk, 2005 ~~~-

101 "Heart Attack City/dead ele 1ry/Tsavo," 1972/2000

102 "Eye Wound" Diary Page, April 6, 1984 ~~-~

--

103 Loose Diary Pages, 1978

104 Eye for Living Sculpture," Diary Pages, 1961-84/1990

105 Yale-Kenya Diary Pages, 1962-63

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Registered Works

Title

106 Francis Bacon at 7 Reece Mews, london, 1972/2005 r---

107 Diary pages with "Man Ray lips," April1-2, 1988 --------- - ----

108 Rest in Peace, Tsavo, 1971/2001

109 Veruschka Rhino Diary Pages, 1964/2011

110 Diary Page with Charlotte Ram piing and Friends, 1963-64 -----~--

111 "Total Quality Operation" Diary Page, 1962-63 ----- --- -------~- ------

112 lyndon B. Johnson and Jacqueline Kennedy Diary Pages, Sept 20-21, 1976 ---- -----------

113 lion Pride, near Ndutu, South Serengeti, Tanzania, 1976/2004 ----r-

114 105lbs. Per Side Bull Elephant Shot by roy Holmes, Kenya, 1955 ------

115 Turkana Toto, lodwar, Kenya, 1964 -----

116 Francis Bacon at 80 Narrow Street, Collage and Contact Sheet Detail, 1972/2005 -------

117 Karen Blixen, Ramses, Kikuyu Chief, 1962 ------

118 "Dead Ele Double Exposure," Diary Page, Tsavo, 1972-73 ------- ----

119 Opening Spread, 1961-62 Diary -----

120 "Pours Out His Heart," Diary Pages, 1961-62

121 Darajani Rhino Roping, Tsavo, 1964 ----------,

122 Diary Page with Khadija, 1985

123 "Bicentennial Boobs for Tom Wesselmann," 1ry Page, Dec 3, 1986

124 "Crying Boy," Diary Page, March 31-April1, 1986 ----

7

JUDGE BRODERICK

The JS44 eM I cover sheet and the ;nfunna~~~:n:!:i:::, ~supplement ~n ~I ,., 2014 JS 44C/SDNY REV. 4/2014 pleadings or other papers as required by law, except as provided by local rules of court. This for~!~r~eu ~ Judicial Conference of the Un1ted States in September 1974, is required for use of the Clerk of Court for the purpose of initiating the civil docket sheet.

PLAINTIFFS DEFENDANTS Peter Beard, Nejma Beard, and Peter Beard Studio, LLC Natalie White and Natalie V. White, LLC

ATIORNEYS (IF KNOWN) ATIORNEYS (FIRM NAME, ADDRESS, AND TELEPHONE NUMBER Grossman LLP, 405 Park Avenue, 10th Floor, New York, New York, 10022 CUTI HECKER WANG LLP, 305 Broadway, Suite 607, New York, New York

10007

CAUSE OF ACTION (CITE THE U.S. CIVIL STATUTE UNDER WHICH YOU ARE FILING AND WRITE A BRIEF STATEMENT OF CAUS~ (DO NOT CITE JURISDICTIONAL STATUTES UNLESS DIVERSITY)

Claims, including copyright infringment under 17 U.S.C. Section 106, for injunctive and monetary relief.

Has this action, case, or proceeding, or one essentially the same been previously filed in SDNYat any time? N8esC1udge Previously Assigned

If yes, was this case Vol. 0 lnvol. 0 Dismissed. No 0 Yes 0 If yes, give date----------& Case No.---------Is THIS AN INTERNATIONAL ARBITRATION CASE7 No 0 Yes 0 (PLACE AN [x] IN ONE BOX ONLY)

CONTRACT

[ 1110 [ ]120 [ 1130 ! I 140 ! I 150

[ 1151 ! 1152

[ ]153

! I 160 [)() 190

[ I 195

INSURANCE MARINE MILLER ACT NEGOTIABLE INSTRUMENT RECOVERY OF OVERPAYMENT & ENFORCEMENT OF JUDGMENT MEDICARE ACT RECOVERY OF DEFAULTED STUDENT LOANS (EXCL VETERANS) RECOVERY OF OVERPAYMENT OF VETERAN'S BENEFITS STOCKHOLDERS SUITS OTHER CONTRACT CONTRACT PRODUCT LIABILITY

[ 1196 FRANCHISE

REAL PROPERTY

[ I 210 LAND CONDEMNATION

[ 1220 FORECLOSURE [ I 230 RENT LEASE & EJECTMENT

[ ] 240 TORTS TO LAND [ I 245 TORT PRODUCT

LIABILITY [ I 290 ALL OTHER REAL PROPERTY

TORTS

PERSONAL INJURY