UNITED STATES DISTRICT COURT
`FOR THE MIDDLE DISTRICT OF TENNESSEE
`NASHVILLE DIVISION
`
`
`EIGHT MILE STYLE, LLC; MARTIN
`AFFILIATED, LLC,
`
`Plaintiffs,
`
`v.
`
`SPOTIFY USA INC.; HARRY FOX
`AGENCY, LLC,
`
`Defendants,
`
`
`
`SPOTIFY USA INC.,
`
`
`Third-Party Plaintiff,
`
`
`Civil Case No. 3:19-CV-00736
`
`Hon. Aleta A. Trauger
`
`JURY DEMAND
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`v.
`
`KOBALT MUSIC PUBLISHING
`AMERICA, INC.,
`
`
`Third-Party Defendant.
`
`
`
`
`
`
`SPOTIFY USA INC.’S ANSWER TO
`PLAINTIFFS’ FIRST AMENDED COMPLAINT WITH
`AFFIRMATIVE DEFENSES
`
`Defendant Spotify USA Inc. (“Spotify”), by and through its undersigned attorneys, hereby
`
`files its Amended Answer to Plaintiffs’ First Amended Complaint with Affirmative Defenses as
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`follow.
`
`PRELIMINARY STATEMENT
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`
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`Spotify is the leading global digital music streaming service, currently operating in 92
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`markets, with 299 million monthly active users and over 60 million tracks. Built to reverse the
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`trend of music piracy which grew out of the Internet file-sharing platforms that were rampant in
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`the early 2000s and to provide fair compensation for artists, Spotify allows users to stream music
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`and other content on demand over the Internet and through mobile applications on various devices.
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`Spotify expends tremendous effort and resources to ensure that the various rights in any given
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`track made available on its service are properly licensed and that rightsholders are appropriately
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`compensated. Since launching the service, Spotify has paid over $16 billion to rightsholders.
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`
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`This action was originally commenced more than eight years after Spotify’s launch in the
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`United States, by two Michigan business entities (collectively “Eight Mile”) that acquired a portion
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`of the rights to musical compositions written by the hip-hop artist Eminem. This is not an action
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`by or on behalf of Eminem or his direct representatives; indeed, Eminem was “just as surprised as
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`anyone else” by Eight Mile’s lawsuit. The lawsuit was especially surprising because Eight Mile
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`has consistently and without objection accepted substantial royalty payments from Spotify for
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`almost a decade leading up to this lawsuit for streams and limited downloads of sound recordings
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`embodying musical compositions it now claims to assert against Spotify. Eight Mile suddenly
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`argues those same sound recordings should not have been made available to Spotify users at all.
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`Yet Eight Mile knowingly allowed its licensing agents, including Kobalt, and its affiliates, to grant
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`mechanical licenses to Spotify and to collect royalty payments on Eight Mile’s behalf pursuant to
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`those agreements. Plaintiffs cannot authorize musical compositions to be reproduced and
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`distributed, and accept the benefits of such reproduction and distribution, only to then turn around
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`and claim willful copyright infringement.
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`
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`What is more, Congress enacted the Music Modernization Act (“MMA”) in October 2018
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`to eliminate the very type of lawsuit that Plaintiffs now bring, threatening levels of damages and
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`liability that are not available under the statutory scheme. For lawsuits filed on or after January 1,
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`2018, the MMA makes statutorily prescribed royalties a copyright claimant’s “sole and exclusive”
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`remedy provided certain requirements are met. Under this scheme, Spotify’s ongoing compliance
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`with the statute strictly limits any remedy to statutory royalties.
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`
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`Recognizing the additional impediment the MMA poses for its already-weak claim, Eight
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`Mile devoted a substantial portion of its original complaint to alleging that Spotify failed to satisfy
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`the MMA’s requirements for invoking the statute’s limitation on liability. Notably, however, Eight
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`Mile materially mischaracterized how those requirements work, asserting that the MMA requires
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`compliance by the “earlier” of two potential deadlines, when in fact the statute calls for compliance
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`by the “later” of the two dates. Eight Mile’s failure to honor the statutory text is material—if Eight
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`Mile’s false premise were accurate, Spotify would be required to travel back in time up to 7 years
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`before the statute was enacted to comply with a new statutory requirement that is expressly forward
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`looking. Spotify pointed out the misstatement in its Answer, in addition to asserting a claim against
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`Kobalt Music Publishing America (“Kobalt”), based on its role in having licensed the musical
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`compositions at issue to Spotify.
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`
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`In response, Eight Mile amended its complaint. Yet rather than correcting its misstatement
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`of the law, Eight Mile chose to add, in tit-for-tat style, claims against Spotify’s licensing agent
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`Harry Fox Agency (“HFA”). And, in an apparent effort to dress up their new claims, Eight Mile
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`tacked on accusations of a “fraudulent scheme” and a “conspiracy”—accusations that are
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`unsupported by any details whatsoever, despite the requirements of Federal Rule of Civil
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`Procedure 9(b). But Eight Mile’s repetition of the mantras “fraud” and “conspiracy” do not make
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`them true. Tellingly, Eight Mile has not attempted to allege specific facts—the “who, what, when,
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`where, why, and how” that Rule 9(b) demands—to support its belated (and logically far-fetched)
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`theory of “fraud” and “conspiracy” between Spotify and HFA. In fact, a redline comparison of the
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`First Amended Complaint against the Complaint shows that Eight Mile often simply inserted some
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`form of the word “fraud” in front of a preexisting allegation, without explanation. These scattershot
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`references to fraudulent conduct are baseless; they are also, as abundant case law makes clear,
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`legally irrelevant to the only claims that Eight Mile has asserted—that is, under the Copyright Act.
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`If anything, the cries of fraud and conspiracy serve to underscore that Eight Mile’s legal claims
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`won’t stand up on their own.
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`GENERAL DENIAL
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`Except as otherwise expressly stated herein, Spotify (1) generally denies each and every
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`
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`allegation in the Complaint, including, without limitation, any allegations contained in the
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`preamble, introduction, headings, subheadings, unnumbered Paragraphs and footnotes of the
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`Complaint; (2) specifically denies that it has caused Plaintiffs to suffer any harm, losses, or
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`damages; (3) denies any liability to Plaintiffs; and (4) declines to adopt or acknowledge as accurate
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`any defined terms in the Complaint to the extent they constitute allegations directed at Spotify.
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`Spotify reserves the right to challenge the authenticity of all sources and documents referred to or
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`purportedly quoted from in the Complaint, and to assert that any of the sources or documents
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`referred to or purportedly quoted from by Plaintiffs in the Complaint are covered by the attorney-
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`client privilege, the work product doctrine, and/or otherwise applicable privileges. Spotify reserves
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`the right to seek to amend or supplement its Answer as may be necessary or appropriate.
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`RESPONSES TO SPECIFIC ALLEGATIONS
`
`NATURE OF THE ACTION
`
`To the extent the allegations in Paragraph 1 contain legal conclusions, Plaintiffs’
`
`1.
`
`characterization of their legal claims, and Plaintiffs’ definitions of terminology, no response is
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`required. To the extent a response is required, Spotify denies the allegations in Paragraph 1 and
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`denies that Plaintiffs have stated a claim or are entitled to any relief. To the extent Paragraph 1
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`contains allegations directed at entities other than Spotify, Spotify denies the allegations for lack
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`of knowledge or information sufficient to form a belief as to their truth.
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`2.
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`To the extent the allegations in Paragraph 2 contain legal conclusions, Plaintiffs’
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`characterization of their legal claims, and Plaintiffs’ definitions of terminology, no response is
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`required. To the extent a response is required, Spotify denies the allegations in Paragraph 2. To
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`the extent Paragraph 2 contains allegations directed at entities other than Spotify, Spotify denies
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`the allegations for lack of knowledge or information sufficient to form a belief as to their truth.
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`3.
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`To the extent the allegations in Paragraph 3 contain legal conclusions, Plaintiffs’
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`characterization of their legal claims, and Plaintiffs’ definitions of terminology, no response is
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`required. To the extent a response is required, Spotify denies the allegations in Paragraph 3 and
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`specifically denies that the allegations accurately and completely describe Spotify’s business and
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`history.
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`4.
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`To the extent the allegations in Paragraph 4 contain legal conclusions, Plaintiffs’
`
`characterization of their legal claims, and Plaintiffs’ definitions of terminology, no response is
`
`required. To the extent a response is required, Spotify denies the allegations in Paragraph 4. To
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`the extent Paragraph 4 contains allegations directed at entities other than Spotify, Spotify denies
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`the allegations for lack of knowledge or information sufficient to form a belief as to their truth.
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`5.
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`To the extent the allegations in Paragraph 5 contain legal conclusions, Plaintiffs’
`
`characterization of their legal claims, and Plaintiffs’ definitions of terminology, no response is
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`required. To the extent a response is required, Spotify denies the allegations in Paragraph 5. To
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`the extent Paragraph 5 contains allegations directed at or characterizations of entities other than
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`Spotify, Spotify denies the allegations for lack of knowledge or information sufficient to form a
`
`belief as to their truth.
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`6.
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`Spotify denies the allegations in Paragraph 6 and specifically denies the allegations
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`in Paragraph 6 concerning Plaintiffs’ characterizations of Kobalt’s purported beliefs for lack of
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`knowledge or information sufficient to form a belief as to their truth.
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`7.
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`Spotify admits that sound recordings embodying the Compositions have streamed
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`more than a billion times worldwide on Spotify’s platform. Spotify denies the remaining
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`allegations in Paragraph 7 and denies that Plaintiffs have suffered any harm, losses, or damages.
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`8.
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`Spotify denies the allegations in Paragraph 8 concerning the composition “Lose
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`Yourself” for lack of knowledge or information sufficient to form a belief as to their truth. To the
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`extent the allegations in Paragraph 8 contain legal conclusions and Plaintiffs’ characterization of
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`their legal claims, no response is required. To the extent a response is required, Spotify denies the
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`allegations in Paragraph 8. To the extent Paragraph 8 contains allegations directed at or
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`characterizations of entities other than Spotify, Spotify denies the allegations for lack of
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`knowledge or information sufficient to form a belief as to their truth.
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`9.
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`To the extent the allegations in Paragraph 9 contain legal conclusions and Plaintiffs’
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`characterization of their legal claims, no response is required. To the extent a response is required,
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`Spotify denies the allegations in Paragraph 9. To the extent Plaintiffs purport to characterize
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`Spotify’s relationship with any other entity, Spotify denies that Plaintiffs have completely and
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`accurately described that relationship. To the extent Paragraph 9 contains allegations directed at,
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`characterizations of, or activities involving entities other than Spotify, Spotify denies the
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`allegations for lack of knowledge or information sufficient to form a belief as to their truth.
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`10.
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`To the extent Paragraph 10 contains allegations directed at, characterizations of, or
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`activities involving entities other than Spotify, Spotify denies the allegations for lack of knowledge
`
`or information sufficient to form a belief as to their truth.
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`11.
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`To the extent the allegations in Paragraph 11 contain legal conclusions and
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`Plaintiffs’ characterization of their legal claims, no response is required. To the extent a response
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`is required, Spotify denies the allegations in Paragraph 11. To the extent Plaintiffs purport to
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`characterize Spotify’s relationship with any other entity, Spotify denies that Plaintiffs have
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`completely and accurately described that relationship. To the extent Paragraph 11 contains
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`allegations directed at, characterizations of, or activities involving entities other than Spotify,
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`Spotify denies the allegations for lack of knowledge or information sufficient to form a belief as
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`to their truth.
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`12.
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`To the extent the allegations in Paragraph 12 contain legal conclusions and
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`Plaintiffs’ characterization of their legal claims, no response is required. To the extent a response
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`is required, Spotify denies the allegations in Paragraph 12. To the extent Plaintiffs purport to
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`characterize Spotify’s relationship with any other entity, Spotify denies that Plaintiffs have
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`completely and accurately described that relationship. To the extent Paragraph 12 contains
`
`allegations directed at, characterizations of, or activities involving entities other than Spotify,
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`Spotify denies the allegations for lack of knowledge or information sufficient to form a belief as
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`to their truth.
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`13.
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`To the extent the allegations in Paragraph 13 contain legal conclusions and
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`Plaintiffs’ characterization of their legal claims, no response is required. To the extent a response
`
`is required, Spotify denies the allegations in Paragraph 13. To the extent Paragraph 13 contains
`
`allegations directed at, characterizations of, or activities involving entities other than Spotify,
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`Spotify denies the allegations for lack of knowledge or information sufficient to form a belief as
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`to their truth.
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`14.
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`To the extent the allegations in Paragraph 14 contain legal conclusions, no response
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`is required. To the extent a response is required, Spotify denies the allegations in Paragraph 14 and
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`specifically denies that the allegations in Paragraph 14 accurately and completely describe
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`Spotify’s services and business practices.
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`15.
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`To the extent the allegations in Paragraph 15 contain legal conclusions, no response
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`is required. To the extent a response is required, Spotify denies the allegations in Paragraph 15 and
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`specifically denies that the allegations in Paragraph 15 accurately and completely describe
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`Spotify’s services and business practices. To the extent Plaintiffs purport to characterize other
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`litigations or settlements, Spotify denies that Plaintiffs have completely and accurately described
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`those litigations or settlements. To the extent the allegations in Paragraph 15 purport to
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`characterize the U.S. Copyright Act, Spotify denies that Plaintiffs have accurately and completely
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`characterized the requirements of that statute and refers the Court to the U.S. Copyright Act for a
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`true and complete description of the matter Plaintiffs purport to describe in Paragraph 15. To the
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`extent Paragraph 15 contains allegations directed at entities other than Spotify, Spotify denies the
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`allegations for lack of knowledge or information sufficient to form a belief as to their truth.
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`16.
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`Spotify admits that it is a digital streaming service that allows users, through
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`different paid subscriptions and free accounts, to stream and perform conditional, limited
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`downloads of music and other content over the Internet and through mobile applications on various
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`devices. Spotify otherwise denies the allegations in Paragraph 16 and denies that the allegations
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`accurately and completely describe Spotify’s services and business practices, except admits it
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`utilizes servers located within the United States.
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`17.
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`Spotify admits that it entered into an agreement with the NMPA and agreements
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`with certain NMPA members. To the extent the allegations in Paragraph 17 purport to characterize
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`the agreement between NMPA and Spotify or the agreements between certain NMPA members
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`and Spotify, Spotify denies that Plaintiffs have accurately and completely characterized the
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`agreements, which speak for themselves. Spotify denies all remaining allegations in Paragraph 17.
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`To the extent Paragraph 17 contains allegations directed at entities other than Spotify, Spotify
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`denies the allegations for lack of knowledge or information sufficient to form a belief as to their
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`truth.
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`18.
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`Spotify admits that it entered into an agreement with the NMPA and agreements
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`with certain NMPA members. To the extent the allegations in Paragraph 18 purport to characterize
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`the agreement between NMPA and Spotify or the agreements between certain NMPA members
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`and Spotify, Spotify denies that Plaintiffs have accurately and completely characterized the
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`agreements, which speak for themselves. Spotify denies all remaining allegations in Paragraph 18.
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`To the extent Paragraph 18 contains allegations directed at or characterizations of entities other
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`than Spotify, Spotify denies the allegations for lack of knowledge or information sufficient to form
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`a belief as to their truth.
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`19.
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`Spotify admits that the Music Modernization Act limits a copyright-infringement
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`plaintiff to recovering statutory royalties under certain circumstances. To the extent the allegations
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`in Paragraph 19 purport to characterize the Music Modernization Act, Spotify denies that Plaintiffs
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`have accurately and completely characterized the requirements of that statute and refers the Court
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`to the Music Modernization Act for a true and complete description of the matter Plaintiffs purport
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`to describe in Paragraph 19.
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`20.
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`The allegations in Paragraph 20 consist of legal conclusions, to which no response
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`is required. To the extent a response is required, Spotify denies the allegations in Paragraph 20.
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`21.
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`The allegations in Paragraph 21 contain legal conclusions, to which no response is
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`required. To the extent the allegations in Paragraph 21 purport to characterize the Music
`
`Modernization Act, Spotify denies that Plaintiffs have accurately and completely characterized the
`
`requirements of that statute and refers the Court to the Music Modernization Act for a true and
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`complete description of the matter Plaintiffs purport to describe in Paragraph 21.
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`22.
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`The allegations in Paragraph 22 contain legal conclusions, to which no response is
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`required. To the extent a response is required, Spotify denies the allegations in Paragraph 22. To
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`the extent the allegations in Paragraph 22 purport to characterize the Music Modernization Act,
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`Spotify denies that Plaintiffs have accurately and completely characterized the requirements of
`
`that statute and refers the Court to the Music Modernization Act for a true and complete description
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`of the matter Plaintiffs purport to describe in Paragraph 22.
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`23.
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`The allegations in Paragraph 23 contain legal conclusions, to which no response is
`
`required. To the extent a response is required, Spotify denies the allegations in Paragraph 23. To
`
`the extent Paragraph 23 contains allegations directed at or characterizations of entities other than
`
`Spotify, Spotify denies the allegations for lack of knowledge or information sufficient to form a
`
`belief as to their truth. To the extent the allegations in Paragraph 23 purport to characterize the
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`Music Modernization Act, Spotify denies that Plaintiffs have accurately and completely
`
`characterized the requirements of that statute and refers the Court to the Music Modernization Act
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`for a true and complete description of the matter Plaintiffs purport to describe in Paragraph 23.
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`Specifically, despite Spotify already having identified the issue in its Answer to the Complaint,
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`Plaintiffs have once again inaccurately quoted the MMA in a way that fundamentally alters its
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`meaning. The relevant language states “[n]ot later than 30 calendar days after first making a
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`particular sound recording of a musical work available through its service via one or more covered
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`activities, or 30 calendar days after the enactment date, whichever occurs later.” Plaintiffs replace
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`the term “later” with the term “earlier” and thereby attempt to mislead the Court about the relevant
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`timing for compliance with the MMA’s limitation on liability.
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`24.
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`Spotify denies the allegations in Paragraph 24. To the extent the allegations in
`
`Paragraph 24 purport to characterize the Music Modernization Act, Spotify denies that Plaintiffs
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`have accurately and completely characterized the requirements of that statute and refers the Court
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`to the Music Modernization Act for a true and complete description of the matter Plaintiffs purport
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`to describe in Paragraph 24. To the extent Paragraph 24 contains allegations directed at or
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`characterizations of entities other than Spotify, Spotify denies the allegations for lack of
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`knowledge or information sufficient to form a belief as to their truth.
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`25.
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`The allegations in Paragraph 25 contain legal conclusions, to which no response is
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`required. To the extent a response is required, Spotify denies the allegations in Paragraph 25. To
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`the extent the allegations in Paragraph 25 purport to characterize the Music Modernization Act,
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`Spotify denies that Plaintiffs have accurately and completely characterized the requirements of
`
`that statute and refers the Court to the Music Modernization Act for a true and complete description
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`of the matter Plaintiffs purport to describe in Paragraph 25. To the extent Paragraph 25 contains
`
`allegations directed at or characterizations of entities other than Spotify, Spotify denies the
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`allegations for lack of knowledge or information sufficient to form a belief as to their truth.
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`26.
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`Spotify denies the allegations in Paragraph 26. To the extent the allegations in
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`Paragraph 26 purport to characterize the Music Modernization Act, Spotify denies that Plaintiffs
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`have accurately and completely characterized the requirements of that statute and refers the Court
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`to the Music Modernization Act for a true and complete description of the matter Plaintiffs purport
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`to describe in Paragraph 26.
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`27.
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`Spotify denies the allegations in Paragraph 27. To the extent the allegations in
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`Paragraph 27 purport to characterize the Music Modernization Act, Spotify denies that Plaintiffs
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`have accurately and completely characterized the requirements of that statute and refers the Court
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`to the Music Modernization Act for a true and complete description of the matter Plaintiffs purport
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`to describe in Paragraph 27.
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`28.
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`Spotify denies the allegations in Paragraph 28 to the extent directed at Spotify.
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`Spotify denies the remaining allegations in Paragraph 28 for lack of knowledge or information
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`sufficient to form a belief as to their truth.
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`29.
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`The allegations in Paragraph 29 contain legal conclusions and Plaintiffs’
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`characterization of their legal claims, to which no response is required. To the extent a response is
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`required, Spotify denies the allegations in Paragraph 29.
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`30.
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`The allegations in Paragraph 30 consist of legal conclusions and Plaintiffs’
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`characterization of their legal claims, to which no response is required. To the extent a response is
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`deemed required, Spotify denies allegations in Paragraph 30.
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`31.
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`The allegations in Paragraph 31 contain legal conclusions, to which no response is
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`required. To the extent a response is deemed required, Spotify denies the allegations in Paragraph
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`31 to the extent directed at Spotify. To the extent the allegations in Paragraph 31 purport to
`
`characterize the agreements between certain NMPA members and Spotify, Spotify denies that
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`Plaintiffs have accurately and completely characterized the agreements and the circumstances
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`surrounding them; the agreements speak for themselves. To the extent the allegations in Paragraph
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`31 purport to quote from and characterize Spotify’s statements, Spotify denies that Plaintiffs have
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`accurately and completely characterized the statements; those statements speak for themselves.
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`Spotify denies the remaining allegations in Paragraph 31 for lack of knowledge or information
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`sufficient to form a belief as to their truth.
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`PARTIES
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`32.
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`Spotify denies the allegations in the first two sentences of Paragraph 32 for lack of
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`knowledge or information sufficient to form a belief as to their truth. Spotify denies the remaining
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`allegations in Paragraph 32.
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`33.
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`Spotify denies the allegations in Paragraph 33 for lack of knowledge or information
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`sufficient to form a belief as to their truth.
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`34.
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`To the extent the allegations in Paragraph 34 consist of legal conclusions, no
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`response is required. To the extent a response is required, Spotify denies the allegations in
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`Paragraph 34 for lack of knowledge or information sufficient to form a belief as to their truth.
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`35.
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`Spotify admits that it is a Delaware corporation with its principal place of business
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`in New York, New York, but denies that its principal place of business is located at 45 W. 18th
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`Street, 7th Floor, New York, New York 10011. Spotify further admits that it maintains one office
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`in Tennessee, located at 1033 Demonbreun Street, Nashville, Tennessee 37203.
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`36.
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`Spotify denies the allegations in Paragraph 36 for lack of knowledge or information
`
`sufficient to form a belief as to their truth.
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`JURISDICTION AND VENUE
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`37.
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`The allegations in Paragraph 37 consist of legal conclusions and Plaintiffs’
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`characterization of their legal claims to which no response is required. To the extent a response is
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`required, Spotify admits that Plaintiffs purport to base jurisdiction over the subject matter of this
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`action on the statutory provisions cited.
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`38.
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`The allegations in Paragraph 38 consist of legal conclusions, to which no response
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`is required. To the extent a response is required, Spotify denies the allegations in Paragraph 38.
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`39.
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`The allegations in Paragraph 39 consist of legal conclusions, to which no response
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`is required. To the extent a response is required, Spotify denies the allegations in Paragraph 39.
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`40.
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`Spotify admits that Spotify maintains an office in Nashville, Tennessee. Spotify
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`otherwise denies the allegations in Paragraph 40.
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`41.
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`Spotify denies the allegations in Paragraph 41 and denies that the allegations
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`accurately and completely describe Spotify’s services and business practices in Tennessee, except
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`Spotify admits that Spotify has registered users in Tennessee.
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`42.
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`Spotify admits that John Marks, Brittany Schaffer, Alison Junker, and James Clauer
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`are employed by Spotify and based in Spotify’s Nashville office, as are other employees.
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`43.
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`Spotify admits the article referenced in Paragraph 43 was published but denies that
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`Plaintiffs have accurately and completely characterized the referenced article; the article speaks
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`for itself.
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`44.
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`Spotify admits that Spotify has registered users in Tennessee. Spotify otherwise
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`denies the allegations in Paragraph 44, including in part for lack of knowledge or information
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`sufficient to form a belief as to their truth.
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`45.
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`Spotify denies the allegations in Paragraph 45 for lack of knowledge or information
`
`sufficient to form a belief as to their truth.
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`46.
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`The allegations in Paragraph 46 consist of legal conclusions, to which no response
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`is required. To the extent a response is required, Spotify denies the allegations in Paragraph 46.
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`47.
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`To the extent Paragraph 47 contains allegations directed at, characterizations of, or
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`activities involving entities other than Spotify, Spotify denies the allegations for lack of knowledge
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`or information sufficient to form a belief as to their truth.
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`48.
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`To the extent Paragraph 48 contains allegations directed at, characterizations of, or
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`activities involving entities other than Spotify, Spotify denies the allegations for lack of knowledge
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`or information sufficient to form a belief as to their truth.
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`49.
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`To the extent the allegations in Paragraph 49 contain legal conclusions and
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`Plaintiffs’ characterization of their legal claims, no response is required. To the extent a response
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`is required, Spotify denies the allegations in Paragraph 49. To the extent Plaintiffs purport to
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`characterize Spotify’s relationship with any other entity, Spotify denies that Plaintiffs have
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`completely and accurately described that relationship. To the extent Paragraph 49 contains
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`allegations directed at, characterizations of, or activities involving entities other than Spotify,
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`Spotify denies the allegations for lack of knowledge or information sufficient to form a belief as
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`to their truth.
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`50.
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`Spotify admits that it maintains an office in Nashville, Tennessee. To the extent the
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`other allegations in Paragraph 50 contain legal conclusions and Plaintiffs’ characterization of their
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`legal claims, no response is required. To the extent a response is required, Spotify denies the
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`allegations in Paragraph 50. To the extent Plaintiffs purport to characterize Spotify’s relationship
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`or agreement with any other entity, Spotify denies that Plaintiffs have completely and accurately
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`described that relationship or agreement. To the extent Paragraph 50 contains allegations directed
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`at, characterizations of, or activities involving entities other than Spotify, Spotify denies the
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`allegations for lack of knowledge or information sufficient to form a belief as to their truth.
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`Case 3:19-cv-00736 Document 129 Filed 10/14/20 Page 15 of 37 PageID #: 1090
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`51.
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`The allegations in Paragraph 51 consist of legal conclusions, to which no response
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`is required. To the extent a response is required, Spotify denies the allegations in Paragraph 51. To
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`the extent Paragraph 51 contains allegations directed at, characterizations of, or activities involving
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`entities other than Spotify, Spotify denies the allegations for lack of knowledge or information
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`sufficient to form a belief as to their truth.
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`FACTS
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`52.
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`Spotify denies the allegations in Paragraph 52 for lack of knowledge or information
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`sufficient to form a belief as to their truth.
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`53.
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`Spotify denies the allegations in Paragraph 53 for lack of knowledge or information
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`sufficient to form a belief as to their truth.
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`54.
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`55.
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`Spotify denies the allegations in Paragraph 54.
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`Spotify denies the allegations in Paragraph 55 to the extent directed at Spotify.
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`Spotify denies the remaining allegations in Paragraph 55 for lack of knowledge or information
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`sufficient to form a belief as to their truth.
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`56.
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`Spotify denies the allegations in Paragraph 56 to the extent directed at Spotify.
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`Spotify denies the remaining allegations in Paragraph 56 for lack of knowledge or information
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`sufficient to form a belief as to their truth.
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`57.
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`Spotify admits that it is a digital music streaming service that allows users to stream
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`music and other content over the Internet and through mobile applications, and that there are
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`different forms of the service in the United States, including an ad-supported service that includes
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`advertisements served to users and that does not charge any subscription fees to users, and a paid
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`subscription version that allows subscribers to listen to content on-demand, offline, and without
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`commercial breaks in their music listening experience. Spotify further admits that a 2020
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`Case 3:19-cv-00736 Document 129 Filed 10/14/20 Page 16 of 37 PageID #: 1091
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`announcement reported that the Spo