Filed 12/21/23 Switzer v. Big Ticket Pictures CA2/2

NOT TO BE PUBLISHED IN THE OFFICIAL REPORTS

California Rules of Court, rule 8.1115(a), prohibits courts and parties from citing or relying on opinions 

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IN THE COURT OF APPEAL OF THE STATE OF CALIFORNIA

SECOND APPELLATE DISTRICT

DIVISION TWO

KAYE SWITZER et al.,

Plaintiffs and Appellants,

v.

BIG TICKET PICTURES INC. 

et al.,

Defendants and 

Respondents.

 B320513

 (Los Angeles County

 Super. Ct. No. BC690564)

APPEAL from a judgment of the Superior Court of Los 

Angeles County, Kristin S. Escalante, Judge. Affirmed.

Cozen O’Connor, Erik L. Jackson, Thomas W. Casparian; 

Chesnoff & Schonfeld and Richard A. Schonfeld for Plaintiffs and 

Appellants.
2

Loeb & Loeb, James A. Curry and Daniel J. Friedman for 

Defendants and Respondents.

* * * * * *

In this contract dispute, developers on the first season of 

the Judge Judy television show sued on the ground that a recent 

sale of the library of episodes triggered their right to a lump sum

cash-out payment of $4.95 million (rather than continuing to 

receive an income stream of residuals). On summary judgment, 

the trial court assumed that there was a sale of the library but 

ruled that the undisputed facts did not establish that the 

developers were contractually entitled to a cash-out. This was 

correct, so we affirm.

FACTS AND PROCEDURAL BACKGROUND

I. Facts

A. The Judge Judy show

Big Ticket Pictures Inc. (Big Ticket) produced the Judge 

Judy television show since its inception in 1995. Kaye Switzer 

(Switzer) and Sandi Spreckman (Spreckman) helped develop the 

show,1 which aired for 25 seasons. Judith Sheindlin (Sheindlin)

is the titular “Judge Judy.”

B. Rights of developers to share the show’s 

residuals

1. 1995 Agreement

In August 1995, Big Ticket entered into a contract with 

Switzer and Spreckman to compensate them for their role in 

developing the Judge Judy show. Big Ticket agreed to pay them 

1 Doug Llewelyn was a third developer, but is not a party to 

this lawsuit and is therefore not mentioned further.
3

$25,000 for the one-hour pilot episode, and to give them a 

“supervising producer” credit on all episodes in the show’s first 

season. Big Ticket had the option to retain Switzer and 

Spreckman as producers for each of the next five seasons. Big 

Ticket promised to pay Switzer and Spreckman 10 percent of the 

show’s “defined proceeds . . . in perpetuity” for any seasons in 

which they were retained as producers, and 5 percent of the 

show’s “defined proceeds” for any seasons in which they were not 

retained as producers but “for the life of the series.”

2. 1999 Settlement

In 1996, Big Ticket opted not to retain Switzer and 

Spreckman as producers on the show. In response to a lawsuit 

Switzer and Spreckman filed against Big Ticket and Spelling 

Entertainment Group, Inc. (with which Big Ticket was then 

affiliated), the parties to that litigation entered into a settlement 

agreement in April 1999 (the 1999 Settlement). Pursuant to the

settlement, Big Ticket agreed (1) to pay Switzer and Spreckman 

$500,000; and (2) to amend the 1995 Agreement to add “Exhibit 

1,” which defines the residual payments Switzer and Spreckman 

will receive for the Judge Judy show on a going-forward basis. 

The 1999 Settlement also affirmed that “[a]ll terms and 

conditions of this Settlement Agreement shall be binding upon 

and inure to the parties hereto and their respective heirs, 

successors and assigns.” 

As pertinent to this case, Exhibit 1 to the 1999 Settlement:

● Defines “Producer” as Big Ticket, and defines 

“Producer Company” as “Producer and any subsidiary of Spelling 

Entertainment Group, Inc. (other than Virgin Interactive

Entertainment, Inc.)” that engages in distribution of Judge Judy

episodes. 
4

● Defines “Participants” as Switzer and Spreckman, 

and entitles them to a percentage of the “Defined Proceeds,” 

which is the amount left over after “Distribution Fees,”

“Distribution Expenses,” and “Cost of Production” are deducted 

from “Gross Receipts.” “Gross Receipts,” in turn, are defined as 

“all monies actually received by a ‘Producer Company’ as 

consideration for the right to exhibit Episodes.”

● Obligates the Producer to give Switzer and 

Spreckman written statements regarding their defined proceeds 

as well as to allow inspection of its books upon demand.

● Regulates the Producer’s right to sell or dispose of the 

rights in the episodes of the Judge Judy show. More specifically, 

Exhibit 1 grants the “Producer” “the sole right and discretion to 

sell or otherwise dispose of any or all of its rights in the Episodes

to any Person.” Further, Exhibit 1 delineates that any sale of 

those rights must be either (1) “subject to the rights of [the]

Participant[s],” which means the buyer must continue paying 

Switzer and Spreckman the income stream comprised of the 

above-delineated percentage of defined proceeds; or (2) “including 

any or all rights of [the] Participant[s],” which means the 

Producer must pay Switzer and Spreckman a lump sum cash-out 

constituting their percentage (between the two of them—5 

percent) of the sale price. Helpfully, Exhibit 1 also spells out how 

to distinguish a sale “subject to” the Participants’ rights from a 

sale “including” them—namely, a sale is “subject to” the 

Participants’ rights if the buyer “assumes the executory 

obligations of Producer to Participant” (that is, if the buyer 

agrees to continue paying the income stream).
5

C. Right of Sheindlin to share the show’s residuals

1. 1996 Agreement

In June 1996, Big Ticket entered into a contract with 

Sheindlin regarding her salary for appearing as Judge Judy in 

the show (the 1996 Agreement).

2. 1999 Amendment

In April 1999, Big Ticket and Sheindlin amended the 1996 

Agreement (the 1999 Amendment). Under this amendment, 

Sheindlin was to be compensated in part by a salary and in part 

by a percentage of the show’s “Defined Proceeds.”

3. 2015 Amendment

In February 2015, Big Ticket—which by that time was a 

subsidiary of CBS Studios Inc. (CBS)—and Sheindlin—who by 

that time was negotiating through a company called Her Honor, 

Inc. (Her Honor)—signed a further amendment to the 1996 

Agreement (the 2015 Amendment). In that amendment, 

Sheindlin agreed to forego an increase in her salary for three 

upcoming seasons in exchange for Big Ticket “agree[ing] to 

transfer ownership of [the] existing [Judge Judy] episodes” and 

the corresponding copyrights (“the Library”). The transfer was 

not to occur until September 1, 2017, and could occur only after 

the documents “reasonably necessary to effectuate such [a]

transfer” were “execute[d]” by the parties. However, that future 

transfer of the Library would be “subject to all financial 

obligations to third-party participants” such as Switzer and 

Spreckman.

D. Status of the Library

1. Sheindlin tries to sell the Library

Sheindlin then sought to monetize her right to acquire the 

Library in September 2017 by finding a buyer. 
6

a. Sheindlin secures an amendment to 

expedite the possible sale

In anticipation of a possible sale, Big Ticket and Sheindlin 

signed a letter in January 2017 that amended the 1996 

Agreement to facilitate “accelerat[ing] the ownership transfer” of 

the Library. In that amendment, Big Ticket promised to take 

“commercially reasonable efforts to have the copyright 

assignment paperwork” attendant to a future transfer of the 

Library “prepared to submit to the copyright office” once a 

“binding agreement” between Sheindlin and a buyer was 

“sign[ed].”

b. Big Ticket sends August 2, 2017 letter

By mid-2017, Sheindlin located a possible buyer—

Lionsgate. On August 2, 2017, Big Ticket sent a letter “in 

connection” with the upcoming “assignment, transfer and sale by 

[Sheindlin] of all of her rights in the [Library] to a buyer to be 

designated by [Sheindlin].” In the letter, Big Ticket “hereby 

transfer[red] and assign[ed]” to Sheindlin and Sheindlin “hereby 

transfer[red] and assign[ed] to” the unidentified buyer all rights 

to the Library—although each transfer was “in each case effective 

at Closing.” Once effective, however, both transfers would be 

“free and clear of any liens, encumbrances or obligations of any 

kind to third parties or to [Big Ticket]”—“other than . . . 

participation obligations to each person or entity entitled to a 

participation in the receipts of the Judge Judy Show.” (Italics 

added.) Switzer and Spreckman were listed as persons whose 

“obligations” would continue to bind the buyer after the sale. Big 

Ticket also promised to “provide each Participant with 

participation statements,” even after the sale.

Sheindlin did not execute the August 2, 2017 letter.
7

2. Sheindlin ultimately decides not to sell the 

Library, and instead to allow Big Ticket to keep the Library

In an agreement signed on August 4, 2017, Big Ticket and 

Sheindlin agreed to take three actions (the August 4, 2017 

Agreement). First, Big Ticket paid Sheindlin approximately $99 

million in exchange for Sheindlin’s agreement that the 2015 

Amendment be modified to delete the paragraph that would have 

transferred the Library to her effective September 1, 2017; Big 

Ticket would “continue to own the copyright” and have the “sole 

and exclusive right to exploit” the Library. Second, Big Ticket 

and Sheindlin agreed that the August 2, 2017 letter was “revoked 

and of no force or effect” because no sale to a third-party buyer 

was ever consummated. Third, Sheindlin agreed to “negotiate in 

good faith” to return as the talent for the 25th (and final) season 

of Judge Judy.

E. Status of Payments

Switzer and Spreckman continued to receive their income 

stream of residuals from the Judge Judy episodes. They were 

never paid a lump sum cash-out payment.

II. Procedural Background

A. Pleadings

On January 19, 2018, Switzer and the trustee of The Sandi 

Spreckman Trust (collectively, plaintiffs) filed suit. In the 

operative first amended complaint, plaintiffs sued Big Ticket, 

CBS, Sheindlin, and Her Honor (collectively, defendants)2 for (1) 

2 Plaintiffs assert that the trial court “incorrectly meld[ed]” 

various CBS entities involved in the Library transactions, but it 

appears that it is plaintiffs who are creating confusion over CBS’s 

corporate structure. In any event, plaintiffs’ assertion is 

irrelevant because they did not name any CBS entity as a 
8

breach of contract, (2) breach of the implied covenant of good 

faith and fair dealing, (3) intentional interference with 

contractual relations, (4) unjust enrichment, (5) accounting, (6) 

declaratory relief, and (7) constructive trust. Plaintiffs sought a 

lump sum payment of at least $4.95 million on the theory that 

the Library was sold twice (first from Big Ticket to Sheindlin, 

and then from Sheindlin to Big Ticket as a CBS subsidiary), and 

the second sale triggered their right to a lump sum cash-out 

payment. 

B. Summary judgment

In August 2021, defendants filed a motion for summary 

judgment on two grounds—namely, (1) the Library was never 

sold, so there was no event triggering plaintiffs’ right to a lump 

sum cash-out payment; and (2) even if the Library had been sold, 

the sale was “subject to” plaintiffs’ rights to continue receiving an 

income stream, so they were still not entitled to a lump sum cashout payment. After responsive briefing, a hearing, and a posthearing brief by plaintiffs, the trial court issued a 21-page order 

granting summary judgment in favor of defendants.

The trial court sidestepped the first proffered ground for 

summary judgment, electing to “assume[] without deciding” that 

the Library had twice been sold. The court nonetheless granted 

summary judgment on the second proffered ground after 

concluding that “the undisputed evidence establishes that any 

sale . . . was ‘subject to the rights of the Participant’”—that is, 

that the sale contemplated that plaintiffs would continue to 

defendant in their operative complaint other than CBS and its 

subsidiary Big Ticket (which executed all of the contracts at 

issue) and therefore it is only those defendants’ liability that is at 

issue in this case. 
9

receive an income stream rather than a lump sum cash-out

payment. More specifically, the court pointed to the terms of the 

2015 Amendment (which contemplated the transfer of the 

Library from Big Ticket to Sheindlin) and the August 2, 2017 

letter (which, based on the court’s assumption, transferred the 

Library from Big Ticket to Sheindlin, and then from Sheindlin to 

the as-yet-unnamed buyer)—and how both documents explicitly 

stated that the sales were subject to plaintiffs’ right to a 

continued income stream. The trial court rejected plaintiffs’ 

primary counter-arguments—namely, that (1) the 1999 

Settlement only allowed the “Producer” to sell the Library subject 

to their income stream; (2) the 1999 Settlement defined 

“Producer” only as Big Ticket; and (3) the sale from Sheindlin 

back to Big Ticket, as a subsidiary of CBS, was not a sale by a 

“Producer,” and thus triggered plaintiffs’ right to a lump sum 

cash-out payment. The court reasoned that whoever buys the 

Library must “step[] into the role of ‘Producer’ under the” 1999 

Settlement because plaintiffs’ view that “Producer” only ever 

denotes Big Ticket would mean that whoever buys the Library 

would not be required to pay plaintiffs any income stream 

because the income stream itself is defined in part by the revenue 

the “Producer” earns (and if the buyer were not a producer, the 

“Producer” would be earning nothing). The court noted that no 

extrinsic evidence contradicted its reading of the plain language 

of the contract.

C. Appeal

Following the entry of judgment, plaintiffs filed this timely 

appeal. 
10

DISCUSSION

Plaintiffs argue that the trial court erred in granting 

summary judgment. 

“A defendant is entitled to summary judgment if it can 

‘show that there is no triable issue as to any material fact.’ (Code 

Civ. Proc., § 437c, subd. (c).) The defendant bears the initial 

burden of establishing that the plaintiff[s’] cause[s] of action 

ha[ve] ‘no merit’ by showing that the plaintiff[s] cannot establish 

‘[o]ne or more elements of [their] cause[s] of action.’ (Code Civ. 

Proc., § 437c, subds. (o) & (p)(2).) If this burden is met, the 

‘burden shifts’ to the plaintiff[s] ‘to show that a triable issue of 

one or more material facts exists as to [those] cause[s] of action . . 

. .’ (Id., subd. (p)(2); see Aguilar v. Atlantic Richfield Co. (2001) 

25 Cal.4th 826, 849 [citation].)” (Issakhani v. Shadow Glen 

Homeowners Assn., Inc. (2021) 63 Cal.App.5th 917, 924.) We 

independently review the trial court’s grant of summary 

judgment, considering all the evidence set forth in the moving

and opposing papers except that to which evidentiary objections 

were sustained and not challenged on appeal, and construing the 

evidence in the light most favorable to the party opposing 

summary judgment. (Hartford Casualty Ins. Co. v. Swift 

Distribution, Inc. (2014) 59 Cal.4th 277, 286 (Hartford); Reid v. 

Google, Inc. (2010) 50 Cal.4th 512, 534-535.) We review de novo 

questions of contractual interpretation. (Yahoo Inc. v. National 

Union Fire Ins. Co. etc. (2022) 14 Cal.5th 58, 67.) To that end, we 

are not bound by the trial court’s construction of the contract and 

instead must make an independent interpretation of the contract. 

(U.S. Bank National Assn. v. Yashouafar (2014) 232 Cal.App.4th 

639, 646; see generally Atalla v. Rite Aid Corp. (2023) 89 

Cal.App.5th 294, 307 [reviewing court is “‘not bound by the trial 
11

court’s stated reasons or rationales’” for granting summary 

judgment].) 

We independently agree with the trial court’s grant of 

summary judgment for defendants because, even if we assume 

that the Library was sold twice (from Big Ticket to Sheindlin and 

from Sheindlin back to Big Ticket), the undisputed evidence 

establishes that each of those sales was “subject to” plaintiffs’ 

rights to continue receiving an income stream (rather than a sale 

that “included” plaintiffs’ rights and thus entitled them to a lump 

sum cash-out payment). At most, three documents effectuated 

the sales of the Library that we are assuming occurred—namely, 

(1) the 2015 Amendment that granted Sheindlin the right to 

acquire the Library on September 1, 2017, (2) the August 2, 2017 

letter in which Big Ticket agreed to transfer the Library to 

Sheindlin, and Sheindlin agreed to transfer her rights to an 

unnamed “Buyer,”3 and (3) the August 4, 2017 Agreement in 

which Big Ticket and Sheindlin agreed that Big Ticket would reacquire its rights in the Library. All three documents explicitly—

and undisputedly—contemplate that each sale of the Library 

would be “subject to” plaintiffs’ rights because such a sale is 

defined in the 1999 Settlement as being “subject to” plaintiffs’ 

rights when the buyer “assumes the executory obligations” of 

continuing to pay the income stream, and because all three 

documents contemplate that the buyer will assume those 

obligations. (Civ. Code, § 1636 [contract must be interpreted “to 

give effect to the mutual intention of the parties as it existed at 

3 Because we are assuming, for purposes of our analysis, that 

the Library was twice sold, we need not respond to defendants’ 

argument that the August 2, 2017 letter was never executed by 

Sheindlin and therefore cannot constitute a valid contract. 
12

the time of contracting”]; Hartford, supra, 59 Cal.4th at p. 288 

[contract must be interpreted “‘in context [and] with regard to its 

intended function’”].) The 2015 Amendment specifies that Big 

Ticket’s sale to Sheindlin shall vest Sheindlin with rights in the 

Library “subject to all financial obligations to third-party 

participants” (like plaintiffs); the August 2, 2017 letter specifies 

that the sales from Big Ticket to Sheindlin and from Sheindlin to 

the unnamed buyer will be “free and clear” of “obligations” “other 

than . . . participation obligations to each person . . . entitled” to 

participate in the show’s receipts; and the August 4, 2017 

Agreement effectively identifies the unnamed buyer as Big 

Ticket, but does so by eliminating the pertinent provisions of the 

2015 Amendment and August 2, 2017 letter—thereby placing 

plaintiffs in precisely the position they were in prior to any sale, 

which is as recipients of an income stream. 

Plaintiffs resist this conclusion with what we view as four 

categories of arguments.

First and foremost, plaintiffs argue that the 1999 

Settlement prohibits anyone but Big Ticket from selling the 

Library “subject to” their rights because that agreement (1) 

defines “Producer” as Big Ticket, and (2) grants only the

“Producer” “the sole right and discretion to sell” the Library—

either through a sale “subject to” plaintiffs’ income stream or a 

sale that “includ[es]” a lump sum cash-out payment for plaintiffs. 

Like the trial court, we reject this construction of the 1999 

Settlement as unreasonable for two reasons. To begin, if we were 

to accept plaintiffs’ argument that only Big Ticket is a 

“Producer,” then once Big Ticket sold the Library to Sheindlin 

“subject to” plaintiffs’ income stream, Sheindlin would have been 

free not to pay plaintiffs anything because their income stream is 
13

a calculation of a proportion of “Gross Receipts,” which is the 

money that the “Producer” receives—yet it would be Sheindlin 

(and not Big Ticket) receiving that money; if “Producer” were 

limited to Big Ticket, then the gross receipts would be zero, and a 

fraction of zero is still zero. Along similar lines, if “Producer” 

could only mean Big Ticket, Sheindlin would have also been free 

not to give plaintiffs a written statement of the gross receipts and 

to ignore their demands for inspecting the company records 

pertinent to those receipts. These are absurd results, and yet 

they flow inexorably from plaintiffs’ construction of the word 

“Producer”—a definition we must apply consistently across the 

entirety of the 1999 Amendment. (Civ. Code, § 1638 [language of 

contract must be interpreted to avoid “absurdity”]; Eith v. 

Ketelhut (2018) 31 Cal.App.5th 1, 19 [courts must construe 

contract to avoid an interpretation which would result in 

absurdity]; Civ. Code, § 1653 [“inconsistent” interpretation of the 

same word must be rejected].) Further, if we were to accept 

plaintiffs’ construction of “Producer” and limit the right to sell the 

Library “subject to” plaintiffs’ income stream solely to Big Ticket, 

we would be chipping away at the rights that Big Ticket’s 

assigned buyer would have to sell the Library—in derogation of 

the 1999 Settlement’s mandate that the contract is to “inure[] to 

the benefit” of Big Ticket’s “assigns” to the same extent as Big 

Ticket itself. (Civ. Code, § 1641 [“The whole of a contract is to be 

taken together, so as to give effect to every part, if reasonably 

practicable, each clause helping to interpret the other”]; 

Brandwein v. Butler (2013) 218 Cal.App.4th 1485, 1507 [courts 

“give effect to all of a contract’s terms, and . . . avoid 

interpretations that render any portion superfluous, void or 

inexplicable”].) 
14

Plaintiffs respond with two further points. They assert 

that a buyer of the Library may “assume the Producer’s executory 

obligations” without itself becoming the “Producer,” which means 

that Scheindlin could buy the Library from Big Ticket but—

because she is not the “Producer”—could not sell it to anyone else 

without paying plaintiffs a lump sum cash-out. We reject this 

assertion. For starters, it leads to a result that cuts against the 

result plaintiffs want. If, as plaintiffs urge, Sheindlin is not a 

“Producer,” then she could not sell the Library at all because the 

1999 Settlement vests the “sole” power to sell in the “Producer”; 

and if there can be no second sale, plaintiffs are left receiving an 

income stream from the first sale until the end of time.4 To the 

extent plaintiffs are suggesting that Sheindlin is the “Producer” 

for purposes of a sale of the Library a second time—but only a 

4 For the first time at oral argument, plaintiffs argued that 

Sheindlin breached her contract by selling the Library at all. 

Plaintiffs have waived this newly minted theory by raising it for 

the first time during rebuttal at oral argument on appeal; it is 

nowhere in the operative complaint, and cannot be used to evade 

summary judgment (which, by definition, is framed by the 

operative pleadings). (People v. Crow (1993) 6 Cal.4th 952, 960, 

fn. 7 [argument raised for the first time at oral argument 

waived]; Heritage Marketing & Ins. Services, Inc. v. Chrustawka 

(2008) 160 Cal.App.4th 754, 764 [“[t]he pleadings frame the 

issues on a motion for summary judgment”].) But even if we were 

to excuse plaintiffs’ waiver, this new theory is wholly 

irreconcilable with plaintiffs’ position elsewhere in the litigation, 

which is predicated upon Sheindlin’s valid sale of the Library. 

What is more, plaintiffs’ new theory is also irrelevant because 

their decision to try to plead multiple, inconsistent theories about 

the meaning of the 1999 Settlement in no way affects our 

independent examination of what it must mean as a matter of 

law for purposes of summary judgment.
15

sale “including” a cash-out to plaintiffs—then plaintiffs are 

saying that Sheindlin is a “Producer” when it comes to effecting a 

sale that “includes” a cash-out but not a “Producer” when it comes 

to effecting a sale “subject to” a continuation of plaintiffs’ income 

stream. In other words, Sheindlin would have to be a producer 

and not a producer at the same time. (E.M.M.I. Inc. v. Zurich 

American Ins. Co. (2004) 32 Cal.4th 465, 475 [contract must be 

interpreted so that “same word” is given the “same meaning” 

throughout the contract]; but see Mirpad, LLC v. California Ins. 

Guarantee Assn. (2005) 132 Cal.App.4th 1058, 1071 [“same 

meaning” rule does not apply where same words are used 

separately and distinctly].) Sheindlin is a talented actor, but she 

is not Schrödinger’s cat.5 Plaintiffs further assert that the fact 

that the 1999 Settlement grants Big Ticket a release (which 

plaintiffs characterize as a “novation” without any citation to 

authority) if Big Ticket sells the Library “subject to” their income 

stream (but not if Big Ticket pays out a lump sum) somehow 

“confirms that the [buyer] does not implicitly become the 

Producer,” but the provision releasing Big Ticket from “any 

further obligation to” plaintiffs reflects nothing more than the 

fact that a sale “subject to” a continuing duty to pay an income 

stream would necessitate identifying who is on the hook for that 

stream—whereas a sale that had a continuing duty would not. 

We do not see how the release otherwise supports plaintiffs’ 

assertion.

5 In 1935, Austrian physicist Erwin Schrödinger 

hypothesized that a cat placed in an opaque box that would, in 

the future, poison the cat half the time was (until the box was 

opened and it was observed whether the poison was triggered)

both alive and dead.
16

Second, plaintiffs argue that the August 4, 2017 Agreement 

constitutes extrinsic evidence of what the parties were thinking 

when they drafted the 1999 Settlement—specifically, the August 

4, 2017 Agreement is proof that the parties were trying to erase 

their earlier transactions that would have triggered a duty to pay 

plaintiffs a lump sum cash-out. This argument lacks merit for a 

number of reasons. To begin, the trial court ruled that plaintiffs 

did not offer up the August 4, 2017 Agreement as extrinsic 

evidence at any point during the summary judgment proceedings. 

Plaintiffs challenge that ruling on appeal by collaterally 

attacking the trial court’s settled statement—but this is beyond 

our purview to review. (Marks v. Superior Court (2002) 27 

Cal.4th 176, 195 [trial court has “‘full and complete power’” to 

make a final determination of the content of the settlement 

statement, absent a showing the court acted arbitrarily]; 

Sidebotham v. Superior Court (1958) 161 Cal.App.2d 624, 628 

[appellate court has “no familiarity with the oral proceedings” 

from the trial court and therefore has no basis to “measure the 

adequacy or inadequacy” of the settled statement].) This 

argument also fails on its merits. Plaintiffs’ chain of logic seems 

to be that Big Ticket and Sheindlin schemed to deprive plaintiffs 

of their lump sum cash-out payment, which plaintiffs argue is 

shown by the August 4, 2017 Agreement’s rescission of the 

transfer provisions in the 2015 Amendment and the August 2, 

2017 letter, which thus raises questions of fact about whether Big 

Ticket and Sheindlin engaged in the scheme because they knew

their prior actions required a lump sum cash-out payment. But 

this chain of logic assumes its own conclusion—namely, that Big 

Ticket and Sheindlin concocted a scheme. What is more, the 

parties to the August 4, 2017 Agreement are not the same as the 
17

parties to the 1999 Settlement, so their actions have no bearing 

on the intent of the 1999 Settlement. 

Third, plaintiffs argue that there are questions of fact 

regarding whether the Library was sold. Yet we have assumed

for purposes—and the benefit—of plaintiffs’ claim to a lump sum 

cash-out payment that the Library was sold, so any questions of 

fact are immaterial and hence not a bar to summary judgment.

Fourth and lastly, plaintiffs argue that they are third-party 

beneficiaries of the contracts between Big Ticket and Sheindlin 

effectuating sales of the Library, and hence have a right to insist 

that the sales require a lump sum cash-out or a right to stop the 

purported rescission of the transfer provisions in the 2015 

Amendment and August 2, 2017 letter effectuated by the August 

4, 2017 Agreement.

6 This argument lacks merit. The 1999 

Settlement makes crystal clear that the “Producer” has “the sole

right and discretion to sell or otherwise dispose of any or all of its 

rights in the Episode to any Person.” (Italics added.) This 

language unambiguously refutes any notion that plaintiffs have 

any input—let alone a veto power—on the terms of any future

sale. And plaintiffs’ asserted right to object to any rescission 

effected by the August 4, 2017 Agreement would, in the end, 

leave the two-step sale of the Library intact, yet the undisputed 

facts show that plaintiffs are not entitled to any lump sum cash6 It is not entirely clear what plaintiffs are arguing because 

they raise this issue in passing without any citation to the record 

or any legal authority; we therefore have done our best to 

articulate what plaintiffs may be attempting to argue. 
18

out by virtue of that sale, so a right to object—even if it exists—

does them no good.7

DISPOSITION

The judgment is affirmed. Defendants are entitled to their 

costs on appeal.

NOT TO BE PUBLISHED IN THE OFFICIAL REPORTS.

______________________, J.

HOFFSTADT

We concur:

_________________________, P. J.

LUI

_________________________, J.

CHAVEZ

7 For the same reason, plaintiffs’ argument that the August 

2, 2017 letter, which we have assumed effectuated sales of the 

Library from Big Ticket to Sheindlin and from Sheindlin to an 

unnamed buyer, also states that those sales could not be 

“rescind[ed], cancel[led] or terminate[d]” fares no better.