Radioactive, J.V. v. Manson

On February 23, 1993, Shirley Manson (defendant), a resident of Scotland and well-known singer, executed a recording contract with Radioactive J.V. (plaintiff), a New York corporation (Manson-Radioactive Agreement), that contained New York forum-of-choice and choice-of-law clauses. Later that year, Radioactive released an album titled Angelfish that featured Manson as the lead singer. In 1994, the band Garbage executed a recording contract with Almo Records (Garbage-Almo Agreement) that contained California forum-of-choice and choice-of-law clauses. Later that year, Manson executed an agreement to record an album with Garbage as the band’s lead singer, and Manson and Radioactive executed an inducement letter that contained California choice-of-forum and choice-of-law clauses. Following the first album’s success, Almo and Radioactive executed an agreement for Manson to record a second album with Garbage that contained California choice-of-forum and choice-of-law clauses. In 2000, Almo was sold to Universal Music Group (UMG), an event that permitted Garbage to terminate the Garbage-Almo Agreement. Despite the termination, UMG asserted it still controlled the Manson-Radioactive Agreement. Manson and Garbage thereafter filed suit in California state court seeking, in part, a declaration that the Manson-Radioactive Agreement had become unenforceable after February 23, 2000, because of California Labor Code Section 2855’s seven-year limitation on personal-service contracts. Shortly after the California action was filed, Radioactive filed action in New York federal court seeking, in part, a determination that New York law applies to the Manson-Radioactive Agreement and, therefore, that Section 2855 was not applicable.