Case 1:19-cv-02426-DLC Document 67-1 Filed 09/12/19 Page 1 of 156
`Case 1:19-cv-02426—DLC Document 67-1 Filed 09/12/19 Page 1 of 156
`
`EXHIBIT 1
`
`EXHIBIT 1
`
`

`

`Case 1:19-cv-02426-DLC Document 67-1 Filed 09/12/19 Page 2 of 156
`
`
`
`
`
`No. 19 CV 02426 (DLC)
`
`
`[PROPOSED] SECOND AMENDED
`COMPLAINT
`
`Jury Trial Demanded
`
`UNITED STATES DISTRICT COURT
`SOUTHERN DISTRICT OF NEW YORK
`DOWNTOWN MUSIC PUBLISHING LLC,
`OLE MEDIA MANAGEMENT, L.P., BIG
`DEAL MUSIC, LLC, CYPMP, LLC, PEER
`INTERNATIONAL CORPORATION, PSO
`LIMITED, PEERMUSIC LTD., PEERMUSIC
`III, LTD., PEERTUNES, LTD., SONGS OF
`PEER LTD., RESERVOIR MEDIA
`MANAGEMENT, INC., THE RICHMOND
`ORGANIZATION, INC., ROUND HILL
`MUSIC LLC, THE ROYALTY NETWORK,
`INC., and ULTRA INTERNATIONAL MUSIC
`PUBLISHING, LLC,
`
`Plaintiffs and Counterclaim
`Defendants, and
`
`DEVON MUSIC, INC., ESSEX MUSIC, INC.,
`ESSEX MUSIC INTERNATIONAL, INC.,
`FOLKWAYS MUSIC PUBLISHERS, INC.,
`HAMPSHIRE HOUSE PUBLISHING CORP.,
`HOLLIS MUSIC, INC., MELODY TRAILS,
`INC., MUSICAL COMEDY PRODUCTIONS,
`INC., PALM VALLEY MUSIC, LLC, WORDS
`& MUSIC, INC., GREENSLEEVES
`PUBLISHING LIMITED, ME GUSTA MUSIC,
`LLC, ROUND HILL MUSIC LP, STB MUSIC,
`INC., and TUNECORE, INC.,
`
`Plaintiffs, and
`
`NATIONAL MUSIC PUBLISHERS’
`ASSOCIATION, INC.,
`
`Counterclaim Defendant,
`
`v.
`
`PELOTON INTERACTIVE, INC.,
`
`Defendant and Counterclaim
`Plaintiff.
`
`
`
`
`
`
`
`
`
`

`

`Case 1:19-cv-02426-DLC Document 67-1 Filed 09/12/19 Page 3 of 156
`
`2
`
`Plaintiffs Downtown Music Publishing LLC
`
`(“Downtown”), Anthem
`
`Entertainment L.P. (f/k/a ole Media Management, L.P.) (“Anthem”), Big Deal Music, LLC (“Big
`
`Deal”), CYPMP, LLC, doing business as Pulse Music Group (“Pulse”), Peer International
`
`Corporation, PSO Limited, Peermusic Ltd., Peermusic III, Ltd., Peertunes, Ltd., Songs of Peer,
`
`Ltd. (collectively, “Peer”), Greensleeves Publishing Limited (“Greensleeves”), Me Gusta Music,
`
`LLC (“Me Gusta”), Reservoir Media Management, Inc. (“Reservoir”), The Richmond
`
`Organization, Inc., Devon Music, Inc., Essex Music, Inc., Essex Music International, Inc.,
`
`Folkways Music Publishers, Inc., Hampshire House Publishing Corp., Hollis Music, Inc., Ludlow
`
`Music, Inc., Melody Trails, Inc., Musical Comedy Productions, Inc., Palm Valley Music, LLC,
`
`Words & Music, Inc., (collectively, “TRO”), Round Hill Music LLC, Round Hill Music LP
`
`(collectively, “Round Hill”), The Royalty Network, Inc. (“Royalty”), STB Music, Inc. (“STB”),
`
`TuneCore, Inc. (“TuneCore”) and Ultra International Music Publishing, LLC (“Ultra”), by their
`
`attorneys Paul, Weiss, Rifkind, Wharton & Garrison LLP, for their complaint against Peloton
`
`Interactive, Inc. (“Peloton”), upon knowledge as to themselves and their own acts, and upon
`
`information and belief as to all other matters, allege as follows.
`
`Nature of the Action
`
`1.
`
`This is an action to recover more than $300,000,000 in damages from
`
`Peloton. Here’s why: it is a central tenet of copyright law that statutory damages should be
`
`imposed on a willful infringer who either has actual knowledge of infringement or who acted in
`
`reckless disregard of its obligations under the copyright law. Peloton is a textbook willful
`
`infringer. It has used more than 2,000 musical works owned or administered by Plaintiffs over a
`
`period of years in the videos that it makes available to its hundreds of thousands of customers
`
`without a synchronization (or “sync”) license for a single one of those songs. And there is no
`
`doubt that Peloton’s infringement was and continues to be knowing and reckless. Peloton fully
`
`
`
`

`

`Case 1:19-cv-02426-DLC Document 67-1 Filed 09/12/19 Page 4 of 156
`
`3
`
`understood what the copyright law required, having entered into sync licenses with certain other
`
`copyright holders, while trampling the rights of Plaintiffs by using their musical works for free
`
`and without permission. Those copyright violations continue, as Peloton creates new workout
`
`videos containing works owned or administered by Plaintiffs.
`
`2.
`
`Indeed, it is only as a result of initial discovery in this lawsuit that the full
`
`scope and extent of Peloton’s unlawful infringement has started to come into focus, revealing more
`
`than 1,000 additional musical works that Plaintiffs own or control that Peloton has infringed during
`
`the relevant time period, beyond the 1,000+ infringed works identified in the original Complaint
`
`in this action. Those newly discovered works include some of the most famous and popular songs
`
`ever recorded, such as “Georgia On My Mind,” “I Can See For Miles” and “I Saw Her Standing
`
`There.”
`
`3.
`
`Peloton is one of the world’s most successful fitness and technology
`
`companies. Founded in 2012, it is a hardware company and subscription service that allows
`
`consumers to replicate the experience of a high-end exercise studio at home. Peloton sells high-
`
`tech stationary bikes and treadmills that enable users to participate in instructor-led video
`
`workouts, while competing against other class participants and viewing performance metrics. It
`
`sells subscriptions to its video content library both to consumers who have purchased a Peloton
`
`bike or treadmill and those that have not.
`
`4.
`
`Peloton’s fitness videos contain music from start to finish. Music not only
`
`can provide a tempo for a treadmill run or stationary bike ride; it is essential to creating the
`
`instructor’s desired atmosphere. Peloton publishes the music playlists for some of its archived
`
`videos and offers consumers the ability to select workout classes based on the type of music they
`
`
`
`

`

`Case 1:19-cv-02426-DLC Document 67-1 Filed 09/12/19 Page 5 of 156
`
`4
`
`want to hear, allowing them to choose a class focusing on, for example, classic rock, contemporary
`
`pop, electronic, hip hop or country, among other genres.
`
`5.
`
` By Peloton’s own admission, music is at the center of the ballyhooed
`
`Peloton experience. As Peloton said in a June 27, 2018 press release, “[o]ur members have
`
`embraced music as central to the Peloton experience and consistently rank it as one of the top
`
`aspects of the brand.” Peloton nonetheless deliberately decided to use Plaintiffs’ musical works
`
`without any regard for the rights of thousands of songwriters and creators whose music helped fuel
`
`the explosive growth of Peloton from a startup to a company reported to be valued at $8 billion.
`
`6.
`
`At all relevant times, Peloton was fully aware that in order to lawfully
`
`embody copyrighted musical works in connection with visual images, copyright law required
`
`Peloton to obtain authorization from owners of the copyrighted works in the form of what is
`
`commonly referred to as a “synchronization” or “sync” license. A synchronization license allows
`
`the licensee lawfully to reproduce a protected work “in connection with” or “in timed relation
`
`with” a visual image, such as videos that Peloton records, archives and makes available to its
`
`customers. On information and belief, Peloton entered into sync licenses with owners of certain
`
`other musical works while inexplicably and unlawfully using the musical works of Plaintiffs over
`
`a period of years without license or recompense.
`
`7.
`
`Plaintiffs therefore bring this action to enjoin Peloton’s ongoing
`
`infringement of copyrighted musical works owned or administered by Plaintiffs, and to recover
`
`the maximum statutory damages resulting from Peloton’s callous and flagrant prior and ongoing
`
`infringement.
`
`The Parties
`
`8.
`
`Plaintiffs are music publishers that own or control the copyrights in
`
`numerous musical works that were synchronized by Peloton without Plaintiffs’ authorization.
`
`
`
`

`

`Case 1:19-cv-02426-DLC Document 67-1 Filed 09/12/19 Page 6 of 156
`
`5
`
`Plaintiffs earn their livelihood, in part, by licensing their exclusive rights to sync their musical
`
`works.
`
`9.
`
`Plaintiff Downtown is a limited liability company organized and existing
`
`under the laws of Delaware, with its principal place of business in New York, New York, and is
`
`actively engaged in the business of music publishing whereby it licenses the use, reproduction,
`
`synchronization and distribution of musical works for which it either owns or controls the
`
`copyrights, including, for example, “Happy Xmas (War Is Over),” “Carnival” and “Amber.”
`
`10.
`
`Plaintiff Anthem (f/k/a ole Media Management, L.P.) is a limited
`
`partnership organized and existing under the laws of Ontario, Canada, with its principal place of
`
`business in Toronto, Ontario, and is actively engaged in the business of music publishing whereby
`
`it licenses the use, reproduction, synchronization and distribution of musical works for which it
`
`either co-owns or controls the copyrights, including, for example, “SexyBack,” “If It Makes You
`
`Happy” and “Tom Sawyer.”
`
`11.
`
`Plaintiff Big Deal is a limited liability company organized and existing
`
`under the laws of Delaware, with its principal place of business in Encino, California, and is
`
`actively engaged in the business of music publishing whereby it licenses the use, reproduction,
`
`synchronization and distribution of musical works for which it either owns or controls the
`
`copyrights, including, for example, “Hey Mami,” “Los Ageless” and “Stitches.”
`
`12.
`
`Plaintiff Peer consists of a group of related entities that are actively engaged
`
`in the business of music publishing whereby they license the use, reproduction, synchronization
`
`and distribution of musical works for which they either own or control the copyrights, including,
`
`for example, “Walk Like an Egyptian,” “Old Time Rock & Roll” and “It’s Too Funky in Here.”
`
`Plaintiff Peer International Corporation is a corporation organized and existing under the laws of
`
`
`
`

`

`Case 1:19-cv-02426-DLC Document 67-1 Filed 09/12/19 Page 7 of 156
`
`6
`
`New Jersey, with its principal place of business in New York, New York; Plaintiffs PSO Limited
`
`and Peermusic Ltd. are corporations organized and existing under the laws of New York, with
`
`their principal places of business in New York, New York; and Plaintiffs Peermusic III, Ltd.,
`
`Peertunes, Ltd. and Songs of Peer, Ltd. are corporations organized and existing under the laws of
`
`Delaware, with their principal places of business in New York, New York.
`
`13.
`
`Plaintiff Pulse is a limited liability corporation organized and existing under
`
`the laws of Delaware, with its principal place of business in Los Angeles, California, and is actively
`
`engaged in the business of music publishing whereby it licenses the use, reproduction,
`
`synchronization and distribution of musical works for which it either co-owns or controls the
`
`copyrights, including, for example, “American Money,” “Everybody Talks” and “Roar.”
`
`14.
`
`Plaintiff Greensleeves is a private limited company organized and existing
`
`under the laws of England, with its principal place of business in London, United Kingdom, and
`
`is actively engaged in the business of music publishing whereby it licenses the use, reproduction,
`
`synchronization and distribution of musical works for which it either co-owns or controls the
`
`copyrights, including, for example, “Get Busy,” “Let Me Love You” and “Watch Out For This
`
`(Bumaye).”
`
`15.
`
`Plaintiff Me Gusta is a limited liability company organized and existing
`
`under the laws of Tennessee, with its principal place of business in Nashville, Tennessee, and is
`
`actively engaged in the business of music publishing whereby it licenses the use, reproduction,
`
`synchronization and distribution of musical works for which it either co-owns or controls the
`
`copyrights, including, for example, “Better Dig Two,” “Heart Like Mine” and “Sangria.”
`
`16.
`
`Plaintiff Reservoir is a corporation organized and existing under the laws of
`
`Delaware, with its principal place of business in New York, New York, and is actively engaged in
`
`
`
`

`

`Case 1:19-cv-02426-DLC Document 67-1 Filed 09/12/19 Page 8 of 156
`
`7
`
`the business of music publishing whereby it licenses the use, reproduction, synchronization and
`
`distribution of musical works for which it either owns or controls the copyrights, including, for
`
`example, “Bring Me to Life,” “Fighter” and “Save a Horse (Ride a Cowboy).”
`
`17.
`
`Plaintiff TRO consists of a group of related entities that are actively engaged
`
`in the business of music publishing whereby they license the use, reproduction, synchronization
`
`and distribution of musical works for which they either own or control the copyrights, including,
`
`for example, “Fly Me to the Moon (In Other Words),” “Iron Man” and “My Generation.” The
`
`Richmond Organization, Inc., Devon Music, Inc., Essex Music, Inc., Essex Music International,
`
`Inc., Folkways Music Publishers, Inc., Hampshire House Publishing Corp., Hollis Music, Inc.,
`
`Ludlow Music, Inc., Melody Trails, Inc., Musical Comedy Productions, Inc. and Words & Music,
`
`Inc. are New York corporations organized and existing under the laws of New York with their
`
`principal places of business in New York, New York. Palm Valley Music, LLC is a limited
`
`liability company organized and existing under the laws of Delaware with its principal place of
`
`business in New York, New York.
`
`18.
`
`Plaintiff Round Hill consists of a group of related entities that are actively
`
`engaged in the business of music publishing whereby they license the use, reproduction,
`
`synchronization and distribution of musical works for which they either own or control the
`
`copyrights, including, for example, “Hit Me With Your Best Shot,” “Paradise by the Dashboard
`
`Light” and “Total Eclipse of the Heart.” Round Hill Music LLC is a corporation organized and
`
`existing under the laws of Delaware, with its principal place of business in New York, New York.
`
`Round Hill Music LP is a limited partnership organized and existing under the laws of Delaware,
`
`with its principal place of business in New York, New York.
`
`
`
`

`

`Case 1:19-cv-02426-DLC Document 67-1 Filed 09/12/19 Page 9 of 156
`
`8
`
`19.
`
`Plaintiff Royalty is a corporation organized and existing under the laws of
`
`New York, with its principal place of business in New York, New York, and is actively engaged
`
`in the business of music publishing whereby it licenses the use, reproduction, synchronization and
`
`distribution of musical works for which it either co-owns or controls the copyrights, including, for
`
`example, “Mrs. Officer” and “Na Na.”
`
`20.
`
`Plaintiff STB is a corporation organized and existing under the laws of New
`
`York, with its principal place of business in Jamaica, New York, and is actively engaged in the
`
`business of music publishing whereby it licenses the use, reproduction, synchronization and
`
`distribution of musical works for which it either co-owns or controls the copyrights, including, for
`
`example, “Hold You (Hold Yuh),” “Temperature” and “Who Am I.”
`
`21.
`
`Plaintiff TuneCore is a corporation organized and existing under the laws
`
`of Delaware, with its principal place of business in Brooklyn, New York, and is actively engaged
`
`in the business of music publishing whereby it licenses the use, reproduction, synchronization and
`
`distribution of musical works for which it either co-owns or controls the copyrights, including, for
`
`example, “2 Step,” “Laffy Taffy” and “Level Up.”
`
`22.
`
`Plaintiff Ultra is a corporation organized and existing under the laws of New
`
`York, with its principal place of business in New York, New York, and is actively engaged in the
`
`business of music publishing whereby it licenses the use, reproduction, synchronization and
`
`distribution of musical works for which it either owns or controls the copyrights, including, for
`
`example, “Mr. Saxobeat” and “31 Days.”
`
`23.
`
`Defendant Peloton is a corporation organized and existing under the laws
`
`of Delaware, with its principal place of business in New York, New York. Peloton sells stationary
`
`fitness bikes and treadmills and streams to its subscriber members workout videos that feature
`
`
`
`

`

`Case 1:19-cv-02426-DLC Document 67-1 Filed 09/12/19 Page 10 of 156
`
`9
`
`musical works for which it neither owns nor controls the copyrights, and for which it has not
`
`obtained the necessary license from the copyright owner.
`
`Jurisdiction and Venue
`
`24.
`
`This Court has subject matter jurisdiction over this action, which arises
`
`under the Copyright Act, 17 U.S.C. §§ 101 et seq., pursuant to 28 U.S.C. §§ 1331 and 1338(a).
`
`25.
`
`This Court has personal jurisdiction over Peloton because its principal place
`
`of business is located within this District, and because Peloton has conducted systematic and
`
`continuous business in this District.
`
`26.
`
`Venue is proper in this District pursuant to 28 U.S.C. §§ 1391(b), 1391(c)
`
`and 1400(a) because Peloton has its principal place of business within the District and has
`
`committed, and continues to commit, acts of copyright infringement within the District.
`
`Plaintiffs’ Exclusive Synchronization Rights
`
`The Facts
`
`27.
`
`Plaintiffs are music publishers that own and/or control the U.S. copyrights
`
`in certain musical compositions (for the purposes of this Complaint, the terms “musical
`
`compositions” and “musical works” are used interchangeably), in whole or in part. Plaintiffs often
`
`administer these copyrighted musical works on behalf of the songwriters who composed those
`
`songs. Without the creative efforts of those and other songwriters, the music that Peloton uses in
`
`its workout videos simply would not exist.
`
`28.
`
`The U.S. Copyright Act grants copyright owners such as Plaintiffs an
`
`exclusive bundle of rights with respect to each of their copyrighted works, which includes the
`
`exclusive right to reproduce, perform publicly and/or distribute (or authorize others to reproduce,
`
`perform and/or distribute) those copyrighted works. See 17 U.S.C. § 106.
`
`
`
`

`

`Case 1:19-cv-02426-DLC Document 67-1 Filed 09/12/19 Page 11 of 156
`
`10
`
`29.
`
`Pursuant to this exclusive grant of rights, Plaintiffs license the public
`
`performance, reproduction, synchronization and/or distribution of musical works in their catalogs,
`
`collect the income arising from such licensing, and pay the songwriters their share of the license
`
`income, where applicable. Those songwriters, in turn, rely on those license fees to support their
`
`livelihood so that they can continue creating new songs.
`
`30.
`
`A number of musical works owned and/or controlled by Plaintiffs are
`
`written by more than one songwriter, each of whom may be affiliated with a separate music
`
`publisher. To the extent that Peloton has obtained licenses from other music publishers with
`
`respect to their share of such joint works, such licenses, consistent with industry standard, do not
`
`convey rights with respect to the copyright interests of Plaintiffs or their administered songwriters
`
`in those works.
`
`31.
`
`The right to license the synchronization of a musical work is derived from
`
`the copyright owner’s exclusive right of reproduction. See 17 U.S.C. § 106(1). The word
`
`“synchronization” is used to describe this particular form of reproduction because “synchronizing
`
`involves making a piece of music an integral part of the audiovisual work — by recording the
`
`music in ‘timed-relation’ with the moving pictures in an audiovisual work.” AL KOHN & BOB
`
`KOHN, KOHN ON MUSIC LICENSING 1086 (4th ed. 2010). “[T]he permission granted under a
`
`synchronization license is traditionally limited to the making of a recording of a musical
`
`composition subject to the condition” that “the recording only be used as part of the particular
`
`audiovisual work specified in the agreement.” Id. Thus, use of the same musical composition in
`
`a different context or in a different audiovisual work “would require a separate license, carrying
`
`an additional fee.” Id. at 1105–06.
`
`
`
`

`

`Case 1:19-cv-02426-DLC Document 67-1 Filed 09/12/19 Page 12 of 156
`
`11
`
`Plaintiffs’ Copyrighted Musical Works
`
`32.
`
`Among many other copyrighted musical works, Plaintiff Downtown owns
`
`and/or controls the U.S. copyright in the musical compositions “Happy Xmas (War Is Over),”
`
`written and composed by John Lennon & Yoko Ono, for which the Register of Copyrights has
`
`duly issued Registration Certificate RE0000795735; “Working Class Hero,” written and
`
`composed by John Lennon, for which the Register of Copyrights has duly issued Registration
`
`Certificate RE0000846434; “Carnival,” written and composed by Natalie Merchant, for which the
`
`Register of Copyrights has duly issued Registration Certificate PA0000758810; and “Amber,”
`
`written and composed by Nicholas Hexum, for which the Register of Copyrights has duly issued
`
`Registration Certificate PA0001100362. In addition, among many other copyrighted musical
`
`works, Plaintiff Downtown co-owns and/or controls the U.S. copyright in the musical
`
`compositions “Shallow,” written and composed by Stefani Germanotta (aka Lady Gaga), Mark
`
`Ronson, Anthony Rossomando and Andrew Wyatt, for which the Register of Copyrights has duly
`
`issued Registration Certificate PA0002149916; “Green Onions,” written and composed by Booker
`
`T. Jones, Lewis Steinberg, Steve Cropper and Al Jackson, Jr., for which the Register of Copyrights
`
`has duly issued Registration Certificate RE0000478073; “Groove Is In The Heart,” written and
`
`composed by Kamaal Ibn John Fareed, Herbie Hancock, Dmitry Brill, Dong-Hwa Chung, Kier
`
`Kirby, Alex Butcher and Mike Miser, for which the Register of Copyrights has duly issued
`
`Registration Certificate PA0000532721; “Happier,” written and composed by Ed Sheeran,
`
`Benjamin Levin and Ryan Tedder, for which the Register of Copyrights has duly issued
`
`Registration Certificate PA0002150280; “Locked Out of Heaven,” written and composed by Peter
`
`Gene Hernandez (aka Bruno Mars), Philip Martin Lawrence and Ari Levine, for which the Register
`
`of Copyrights has duly issued Registration Certificate PA0001869823; “I’m Not The Only One,”
`
`
`
`

`

`Case 1:19-cv-02426-DLC Document 67-1 Filed 09/12/19 Page 13 of 156
`
`12
`
`written and composed by Sam Smith and James Napier, for which the Register of Copyrights has
`
`duly issued Registration Certificate PA0001906178; “Girls, Girls, Girls,” written and composed
`
`by Tommy Lee Bass, Mick Mars and Nikki Sixx, for which the Register of Copyrights has duly
`
`issued Registration Certificate PA0000342182; “Diamonds,” written and composed by Mikkel S.
`
`Eriksen, Tor Erik Hermansen, Benjamin J. Levin and Sia Furler (aka Sia), for which the Register
`
`of Copyrights has duly issued Registration Certificate PA0001833874; “Love Don’t Die,” written
`
`and composed by Joseph A. King, Isaac Edward Slade, Ryan Tedder, David Michael Welsh and
`
`Benjamin Wysocki, for which the Register of Copyrights has duly issued Registration Certificate
`
`PA0001920096; and “Sucker,” written and composed by Mustafa Ahmed, Louis Russel Bell,
`
`Adam King Feeney, Joseph Jonas, Nicholas Jerry Joseph, Paul Kevin Jonas, Ale Miles, Homer
`
`Steinweiss and Ryan Tedder, for which the Register of Copyrights has duly issued Registration
`
`Certificate PA0002184881.
`
`33. With respect to each of the works specifically identified in paragraph 32,
`
`Peloton, within the three years ending on March 19, 2019, and since, used that work in one or more
`
`videos that were made available to Peloton customers without obtaining a sync license from
`
`Downtown.
`
`34.
`
`Among many other copyrighted musical works, Plaintiff Anthem owns
`
`and/or controls the copyright in the musical compositions “The Spirit of Radio,” written and
`
`composed by Alex Zinojinovich, Geddy Lee Weinrib and Neil Elwood Peart, for which the
`
`Register of Copyrights has duly issued Registration Certificate PA0000066535; and “Tom
`
`Sawyer,” written and composed by Alex Zinojinovich, Geddy Lee Weinrib, Neil Elwood Peart
`
`and Paul Phillip Woods, for which the Register of Copyrights has duly issued Registration
`
`Certificate PA0000100466. In addition, among many other copyrighted musical works, Plaintiff
`
`
`
`

`

`Case 1:19-cv-02426-DLC Document 67-1 Filed 09/12/19 Page 14 of 156
`
`13
`
`Anthem co-owns and/or controls the copyright in the musical compositions “Gin and Juice,”
`
`written and composed by Mark L. Adams, Steve Arrington, Calvin Cordazor Broadus (aka Snoop
`
`Dogg), Harry Wayne Casey, Rick Finch, Raymond Guy Turner, Stephen C. Washington, Daniel
`
`Webster and Andre Romell Young, for which the Register of Copyrights has duly issued
`
`Registration Certificate PA0000901892; “If It Makes You Happy,” written and composed by
`
`Sheryl Suzanne Crow and Jeffrey Trott, for which the Register of Copyrights has duly issued
`
`Registration Certificate PA0000815033; “Miss Independent,” written and composed by Christina
`
`Aguilera, Kelly Brianne Clarkson, James Everette Lawrence and Matthew B. Morris, for which
`
`the Register of Copyrights has duly issued Registration Certificate PA0001105447; “Shake Ya
`
`Tailfeather,” written and composed by Jayson Riley Bridges, Tohri Murphy Lee Harper, Cornell
`
`Haynes (aka Nelly) and Varick D. Smith, for which the Register of Copyrights has duly issued
`
`Registration Certificates PA0001248945, PA0001196526; “SexyBack,” written and composed by
`
`Nathaniel Floyd Hills, Timothy Z. Mosley (aka Timbaland) and Justin R. Timberlake, for which
`
`the Register of Copyrights has duly issued Registration Certificate PA0001165048; “Starships,”
`
`written and composed by Carl Anthony Falk, Wayne Anthony Hector, Nadir Khayat, Onika Tanya
`
`Maraj (aka Nicki Minaj) and Rami Yacoub, for which the Register of Copyrights has duly issued
`
`Registration Certificate PA0001819003; and “Get Ur Freak On,” written and composed by Melissa
`
`A. Elliott (aka Missy Elliott), Nelly Kim Furtado and Timothy Z. Mosley (aka Timbaland), for
`
`which the Register of Copyrights has duly issued Copyright Certificate PA0001065000.
`
`35. With respect to each of the works specifically identified in paragraph 34,
`
`Peloton, within the three years ending on March 19, 2019, and since, used that work in one or more
`
`
`
`

`

`Case 1:19-cv-02426-DLC Document 67-1 Filed 09/12/19 Page 15 of 156
`
`14
`
`videos that were made available to Peloton customers without obtaining a sync license from
`
`Anthem.
`
`36.
`
`Among many other copyrighted musical works, Plaintiff Big Deal owns
`
`and/or controls the copyright in the musical compositions “Hey Mami,” written and composed by
`
`Amelia Randall Meath and Nicholas Christen Sanborn, for which the Register of Copyrights has
`
`duly issued Registration Certificate PA0001992052; “Los Ageless,” written and composed by
`
`Annie Clark, for which the Register of Copyrights has duly issued Registration Certificate
`
`PA0002145312; and “Stitches,” written and composed by Teddy Geiger, Daniel John Kyriakides
`
`and Danny Parker, for which the Register of Copyrights has duly issued Registration Certificate
`
`PA0001993016. In addition, among many other copyrighted musical works, Plaintiff Big Deal
`
`co-owns and/or controls the copyright in the musical compositions “High Hopes,” written and
`
`composed by Samuel S. Hollander, Jonas Jeeberg, Ilsey Juber, Bean William Ernest Lobban,
`
`Taylor Parks, Lauren Pritchard, Jacob S. Sinclair, Brendon Boyd Urie and Jenny Owen Youngs,
`
`for which the Register of Copyrights has duly issued Registration Certificate PA0002144483;
`
`“Thank God for Girls,” written and composed by Bruce Charles Balzer, Craig Michael Balzer,
`
`Rivers Cuomo, Alex Goose and Bill Petti, for which the Register of Copyrights has duly issued
`
`Registration Certificate PA0002089150; “Summer Nights,” written and composed by Ruth Anne
`
`Cunningham, Teddy Geiger, Sergio M. Popken, John Henry Ryan and Tijs M. Verwest (aka
`
`Tiesto), for which the Register of Copyrights has duly issued Registration Certificates
`
`PA0002065114, PA0002044086; “Where the Blacktop Ends,” written and composed by James
`
`Allen Shamblin and Steven Noel Wariner, for which the Register of Copyrights has duly issued
`
`Registration Certificate PA0000972877; and “Spaceship,” written and composed by Teddy
`
`Geiger, Henrick Nils Jonback, Christian Lars Karlsson, Jimmy Kennet Koitzsch, Ammar Malik
`
`
`
`

`

`Case 1:19-cv-02426-DLC Document 67-1 Filed 09/12/19 Page 16 of 156
`
`15
`
`and Evan Alexander Voytas, for which the Register of Copyrights has duly issued Registration
`
`Certificate PA0002144066 .
`
`37. With respect to each of the works specifically identified in paragraph 36,
`
`Peloton, within the three years ending on March 19, 2019, and since, used that work in one or more
`
`videos that were made available to Peloton customers without obtaining a sync license from Big
`
`Deal.
`
`38.
`
`Among many other copyrighted musical works, Plaintiff Peer owns and/or
`
`controls the copyright in the musical compositions “Walk Like an Egyptian,” written and
`
`composed by Liam H. Sternberg, for which the Register of Copyrights has duly issued Registration
`
`Certificate PA0000278841; “Old Time Rock & Roll,” written and composed by George H. Jackson
`
`and Thomas E. Jones III, for which the Register of Copyrights has duly issued Registration
`
`Certificate RE0000931306; “It’s Too Funky in Here,” written and composed by George H.
`
`Jackson, Robert A. Miller, Bradley A. Shapiro and Walter N. Shaw, for which the Register of
`
`Copyrights has duly issued Registration Certificate PAu000127840; “Ooby Dooby,” written and
`
`composed by Wade L. Moore and Allen R. Penner, for which the Register of Copyrights has duly
`
`issued Registration Certificate RE0000196669; and “Georgia On My Mind,” written and
`
`composed by Hoagy Carmichael and Stuart Gorrell, for which the Register of Copyrights has duly
`
`issued Registration Certificate R205803. In addition, among many other copyrighted musical
`
`works, Plaintiff Peer co-owns and/or controls the copyright in the musical compositions
`
`“Umbrella,” written and composed by Shawn C. Carter (aka Jay-Z), Thaddis Laphonia Harrell,
`
`Terius Youngdell Nash and Christopher A. Stewart, for which the Register of Copyrights has duly
`
`issued Registration Certificate PA0001355560; “Touch My Body,” written and composed by
`
`Mariah Carey, Crystal Nicole Johnson, Terius Youngdell Nash and Christopher A. Stewart, for
`
`
`
`

`

`Case 1:19-cv-02426-DLC Document 67-1 Filed 09/12/19 Page 17 of 156
`
`16
`
`which the Register of Copyrights has duly issued Registration Certificate PA0001608150; “Super
`
`Bass,” written and composed by Jeremy Michael Coleman, Esther Dean, Roahn Kirk Hylton,
`
`Daniel Andrew Johnson and Onika Tanya Maraj (aka Nicki Minaj), for which the Register of
`
`Copyrights has duly issued Registration Certificate PA0001733269; “Filthy,” written and
`
`composed by Levar Dopson Larrance, James Edward Fauntleroy II, Floyd Nathaniel Hills (aka
`
`Danja), Timothy Z. Mosley (aka Timbaland) and Justin R. Timberlake, for which the Register of
`
`Copyrights has duly issued Registration Certificate PA0002104122; and “Single Ladies (Put a
`
`Ring On It),” written and composed by Thaddis Laphonia Harrell, Beyonce Giselle Knowles,
`
`Terius Youngdell Nash and Christopher A. Stewart, for which the Register of Copyrights has duly
`
`issued Registration Certificate PA0001672219.
`
`39. With respect to each of the works specifically identified in paragraph 38,
`
`Peloton, within the three years ending on March 19, 2019, and since, used that work in one or more
`
`videos that were made available to Peloton customers without obtaining a sync license from Peer.
`
`40.
`
`Among many other copyrighted musical works, Plaintiff Pulse owns and/or
`
`controls the copyright in the musical compositions “American Money,” written and composed by
`
`Garrett Borns and Thomas James Schleiter, for which the Register of Copyrights has duly issued
`
`Registration Certificate PA0001991515; “Happy People,” written and composed by Lorraine Ann
`
`McKenna and Hailey Faith Whitters, for which the Register of Copyrights has duly issued
`
`Registration Certificate PA0002063464; and “Runaway (U & I),” written and composed by Cathy
`
`Dennis, Linus Johan Eklow, Christian Lars Karlsson, Julia Christine Karlsson, Jimmy Kennet
`
`Koitzsch and Anton Anders Rundberg, for which the Register of Copyrights has duly issued
`
`Registration Certificate PA0001987640. In addition, among many other copyrighted musical
`
`works, Plaintiff Pulse co-owns and/or controls the copyright in the musical compositions
`
`
`
`

`

`Case 1:19-cv-02426-DLC Document 67-1 Filed 09/12/19 Page 18 of 156
`
`17
`
`“Everybody Talks,” written and composed by Tyler Aaron Glenn and Timothy Alan Pagnotta, for
`
`which the Register of Copyri