HV JVCO I, LLC v. Open Sunday, LLC

Superior Court of Delaware

HV JVCO I, LLC v. Open Sunday, LLC

DecidedApril 20, 2026

DocketN22C-12-237 PRW CCLD

StatusPublished

This text of HV JVCO I, LLC v. Open Sunday, LLC (HV JVCO I, LLC v. Open Sunday, LLC) is published on Counsel Stack Legal Research, covering Superior Court of Delaware primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

HV JVCO I, LLC v. Open Sunday, LLC, (Del. Ct. App. 2026).

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Opinion

IN THE SUPERIOR COURT OF THE STATE OF DELAWARE

HV JVCO I, LLC, ) ) Plaintiff-Counterclaim ) Defendant, ) ) v. ) C.A. No. N22C-12-237 PRW ) CCLD OPEN ON SUNDAY, LLC, ) ) Defendant-Counterclaim ) Plaintiff. )

Submitted: January 20, 2026 Decided: April 20, 2026

DECISION AFTER TRIAL

Neal J. Levitsky, Esquire, Griffin A. Schoenbaum, Esquire, FOX ROTHSCHILD LLP, Wilmington, Delaware; John A. Wait, Esquire, FOX ROTHSCHILD LLP, New York, New York. Attorneys for Plaintiff-Counterclaim Defendant HV JVCo I, LLC.

David L. Finger, Esquire, DAVID L. FINGER, ATTORNEY AT LAW, Wilmington, Delaware; Manotti L. Jenkins, Esquire, THE LAW OFFICES OF MANOTTI L. JENKINS, LTD., Chicago, Illinois; William Gray, Jr., Esquire, James M. Gross, Esquire, Langie Cadesca, Esquire, FOLEY HOAG, LLP, New York, New York; Jonathan Bard, Esquire, FOLEY HOAG, LLP, Boston, Massachusetts. Attorneys for Defendant-Counterclaim Plaintiff Open On Sunday, LLC.

WALLACE, J. This case concerns music royalties. But it also concerns something more

prosaic: names. People often use or are known by different names in different

settings—nicknames, middle names, initials, or whatever others happen to call them

(for better or worse). Ordinarily, that morphing poses no problem. A variation in

name rarely obscures identity.

That’s largely so in the music industry, too. Fans and consumers seldom

trouble themselves with the legal names of the performers they follow. An artist’s

public identity may bear only a passing resemblance to the name on a birth certificate;

no one is misled by the difference. As well, artists may adopt different names

depending on the persona they wish to project. Recognition, not precision, is what

matters.

The law can be less forgiving. There are contexts in which a name must be

exact. This case presents one of them. Here, the difference between one version of

an artist’s name and another determines whether a filing is effective and, in turn,

which party holds superior claim to certain royalty assets. From that premise, the

remainder of the dispute follows.

I. THE TRIAL

The trial of this case lasted two days and included testimony from four fact

witnesses, one expert, and more than 170 documentary exhibits.1 The central factual

1 The witnesses in order of appearance were: Cynthia Katz, Sherrese Clarke, Kristen Wilson, -1- dispute concerns which party holds the superior interest in—and thus the right to own

and receive—music royalty assets.

II. APPLICABLE LEGAL PRINCIPLES AND STANDARDS

The Court has examined all exhibits submitted by the parties and considered

the testimony of all witnesses. During trial, the Court applied the Delaware Rules of

Evidence to the testimony and the exhibits presented. Consistent with the Court’s

knowledge of those rules and the specific rulings the Court articulated during both

pretrial and trial proceedings, the Court has relied only on the evidence allowed under

those rules and rulings in reaching its verdict.

As this was a bench trial, the Court is the sole finder of fact.2 In turn, the Court

has made its own assessment of each witness’s credibility and reconciled, to the best

of its ability, any inconsistencies in the testimony and documentary evidence.3 The

Court then reviewed and applied the same instructions that it would give a jury in

these circumstances.4

Elliot Hayes, and Harold Thompson. This decision cites to: trial exhibits (by “JX” “CX” “DX” or “PX” number); the trial transcript (“[Day], [Last Name] Tr.”); and deposition transcripts (“[Last Name] Dep. Tr.”). 2 Pouls v. Windmill Ests., LLC, 2010 WL 2348648, at *4 (Del. Super. Ct. June 10, 2010). 3 Pencader Assoc., LLC v. Synergy Direct Mortg. Inc., 2010 WL 2681862, at *3 (Del. Super. Ct. June 30, 2010) (“[I]n a bench trial, it is the Court’s role to resolve the conflicts in witnesses’ testimony and weigh their credibility.”); Interim Healthcare, Inc. v. Spherion Corp., 884 A.2d 513, 545–46 (Del. Super. Ct. 2005) (setting forth “the customary Delaware standard” a trial judge applies when assessing trial testimony and evidence in a bench trial). 4 See, e.g., Del. Super. Ct. Civ. Pattern Jury Instr. 4.1 (Burden of Proof by a Preponderance of the Evidence); id. at 4.2 (Evidence Equally Balanced); id. at 23.1 (Evidence—Direct or -2- The Court has remained mindful throughout its deliberations that the party

seeking judgment and relief on its pled claim or counterclaim must prove each

element thereof by a preponderance of the evidence.5

In reaching its verdict, the Court has considered all applicable law—both

Delaware’s and other relevant states’—and each party’s respective arguments—both

oral and written—on the merits of the parties’ claims, defenses, and the weight to be

accorded to witness testimony and other forms of evidence submitted.6

III. FINDINGS OF FACT

Prakazrel Samuel Michel7—known to most as “Pras”—rose to prominence as

a member of the Fugees, a 1990s hip-hop group, and through his subsequent solo

Circumstantial); id. at 23.9 (Credibility of Witnesses—Weighing Conflicting Testimony); id. at 23.10 (Expert Testimony). 5 Pouls, 2010 WL 2348648, at *4; Surf’s Up Legacy Partners, LLC v. Virgin Fest, LLC, 2024 WL 1596021, at *15 (Del. Super. Ct. Apr. 12, 2024), reargument denied, 2024 WL 3273427 (Del. Super. Ct. July 2, 2024) (“A party must prove each element by a preponderance of the evidence.”); see Grand Acquisition, LLC v. Passco Indian Springs DST, 145 A.3d 990, 994 (Del. Ch. 2016), as revised (Sept. 7, 2016), aff’d, 158 A.3d 449 (Del. 2017) (explicating the preponderance of evidence standard); see also Reynolds v. Reynolds, 237 A.2d 708, 711 (Del. 1967) (defining preponderance of the evidence: “The side on which the greater weight of the evidence is found is the side on which the preponderance of the evidence exists.”); Newark Shopping Ctr. Owner, L.L.C. v. Saudades Grp., LLC, 2025 WL 655063, at *3 (Del. Super. Ct. Feb. 26, 2025) (same). 6 The Court may highlight certain facts and legal principles uniquely applicable to this case. But the fact that a certain principle is expressly mentioned here does not indicate that the Court did not consider other legal principles applicable to this case and to the parties’ claims and defenses during its deliberations. 7 Pras often uses the name “Samuel Prakazrel Michel”, but his name is legally “Prakazrel Samuel Michel.” See Stipulated Facts for Post-Trial Briefs, ¶ 3 (D.I. 113) [hereinafter “Stip. Facts”]; see also JX-176 (Pras’s Florida Driver’s License denoting an expiration date of October 29, 2028); JX- 133 (Pras’s Florida driving record as of December 8, 2022). Pras was a resident of Florida at all times relevant here. Stip. Facts, ¶ 17.

-3- work.8 From that success flowed a steady stream of royalties: contractual rights to

payment tied to recordings that have endured for decades.9 Some of those royalty

rights—the “Royalty Assets”—are the subject of this dispute.10

In the early 2020s, Pras sought to convert those long-term income streams into

immediate liquidity.11 He first turned to Open On Sunday, a firm in the business of

acquiring music assets.12 While Pras’s initial intent was to sell the rights to his

royalties, the deal between Open On Sunday was ultimately recast as a loan.13 In

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