PROPER MEDIA, LLC v. DEFY MEDIA, LLC
PROPER MEDIA, LLC v. DEFY MEDIA, LLC
PROPER MEDIA, LLC v. DEFY MEDIA, LLC
COMPLAINT
undersigned counsel, as and for its Complaint against Defendant DEFY MEDIA, LLC
INTRODUCTION
2. Under the terms of the Agreement, Proper Media granted Defy the non-
exclusive right to represent Proper Media in connection with the solicitation, sale, and
Media for any such advertising within 45 days after the end of the applicable calendar
month. Defy has refused to pay the amounts owed under the Agreement since December
2017. Defy’s failure to pay Proper Media constitutes a material breach of the Agreement
for which Proper Media is entitled to recover all amounts owed, plus statutory pre-
PARTIES
place of business at 4150 Mission Blvd., Suite 220, San Diego, California, 92109.
with a principal place of business at 366 5th Avenue, 4th Floor, New York, New York
10001. Upon information and belief, Defy is registered with the New York Department
that a substantial part of the events giving rise to Proper Media’s claim occurred in this
District. Moreover, under Section 12 of the Agreement, the parties agreed and
“consent[ed] to the exclusive jurisdiction of the courts of the State of New York for
resolutions of all claims, difference[s] and disputes which the parties may have regarding
this Agreement.”
FACTS
properties that provide a variety of unique and compelling news and entertainment-based
content.
10. On or about May 2, 2016, Proper Media entered into the Agreement with
Defy. A true and correct copy of the Agreement is attached as Exhibit A. The parties’
rights and obligations under the Agreement are outlined in the agreement. See Exhibit A.
11. In consideration for Proper Media’s services under the Agreement, Defy
agreed to pay Proper Media a monthly fee, as defined in paragraph 2 of the Agreement.
See id. at ¶ 2.
12. The Agreement requires Defy to remit payment to Proper Media within 45
days after the end of the applicable calendar month. See id. at ¶ 2.
14. At all relevant times, Proper Media performed its obligations under the
Agreement.
This includes the past-due amount of $35,520.10 for January 2018, the past-due amount
of $43,840.09 for February 2018, the past-due amount of $38,475.54 for March 2018,
16. Since receiving notification of the outstanding amounts owed under the
Agreement, Defy repeatedly has refused to pay Proper Media any of the amounts owed.
17. Defy’s steadfast refusal to pay the amounts owed to Proper Media under the
18. As a result of Defy’s breach, Proper Media has been damaged in an amount
to be proven at trial.
19. Proper Media repeats and realleges the allegations contained in paragraphs
20. The Agreement is a valid and enforceable contract between Proper Media
and Defy.
21. Proper Media has fully and/or materially performed its obligations under
22. In breach of the Agreement, Defy has failed to pay Proper Media as
required.
23. As a direct result of Defy’s breaches of the Agreement, Proper Media has
(c) For such other and further relief as this Court deems just and proper.
Respectfully submitted,