Randy M. Kornfeld, Esq. (RK 9908) Oren L. Sibony, Esq. (OS 3519) KORNFELD & ASSOCIATES, P.C. 570 Lexington Avenue, 17" Floor New York, NY 10022 (212) 759-6767 Aitorneys for Marcus Congleton, Marcus Congleton p/k/a Ambulance, Ltd., Impervious Music, LLC and Dirty Tizzle LLC UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK Inte: TEEVEE TOONS, INC. Chapter 11 Wb/a TVT RECORDS, Case No. 08-10562 (ALG) Debtor. Xx BOLLCTION OF MARCUS CONGLETON, MARCUS CONGLETON P/KIA AMBULANCE LTD., IMPERVIOUS MUSIC, LLC, AND DIRTY TIZZLE, LLC TO DEBTOR'S NOTICE OF PROPOSED ASSUMPTION AND ASSIGNMENT OF EXECUTORY CONTRACTS AND UNEXPIRED LEASES Marcus Congleton, Marcus Congleton p/k/a Ambulance Ltd, Impervious Music, LLC, and Dirty Tizzle, LLC, (collectively, the “Creditors”), by their attorneys Komfeld & Associates, P.C. hereby object to Debtor's Notice of Proposed Assumption and Assignment of Executory Contracts and Unexpired Leases dated May 28, 2008, STATEMENT OF FACTS On or about December 17, 2001, Teevee Toons, Inc. (the “Debtor”), entered into an Sereement with Marcus Congleton and Andrew Haskell! (the “Short Form Agreement”), which is annexed hereto as Exhibit A. The Short Form Agreement provided that the Debtor would td jf Congleton and Mr. Haskell called their band “Ambulance.” Aer Mr. ‘Haskell left the band, Mr. Congleton farmed Impervious Music, LLC and Dirty Tizzle, LLC, two New York haiteg lity companies. Dirty Tizzle, TAC was the operating entity forthe band “Ambulance.” which received the ste royalties from albums, Dupervious Music, LLC was the entity which received Mr. Congleton's songwriting royalties from albums. The Debtor listed both LLCs as unsecured creditorsadvance money to Mr. Congleton and Mr. Haskell in exchange for all right, title and interest including the copyrights to six master recordings (the “ tial Masters”). The Short Form Agreement also provided the Debtor with the option of continuing its relationship with Mr. Congleton and Mr. Haskell but did not outline in detail the relative rights and remedies of the Parties with respect to such continuing relationship if any, and did not grant the Debtor any right, title and interest or copyrights to any additional masters, It was contemplated that a more complex agreement known as the long form agreement (the “Long Form Agreement”) would be executed between the parties. Indeed, negotiations conceming the Long Form Agreement took place and drafts of the Long Form Agreement were exchanged. However, the Long Form Agreement was never consummated or signed. In or about 2004, a twelve-song recording (an album) created by Mr. Congleton with contributions from others but not Mr. Haskell called “LP” was released through the Debtor. In or about 2006, a seven-song recording (an EP) created by Mr. Congleton with contributions from others but not Mr. Haskell called “New English” was released through the Debtor. In or about February of 2007, the Debtor stopped doing any work of any kind for Mr. Congleton. On February 19, 2008, the Debtor filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code. Less than two months later, on April 7, 2008, the Debtor filed a motion to, among other things, sell its assets and assume and assign all of its executory contracts (the “Sales Motion”). The Sales Motion lists a “Deadline to object to proposed cure amounts” of June 6, 2008 and a “Deadline to object to adequate assurance of future performance on executory contracts” of June 9, 2008. On May 1, 2008, this Honorable Court signed an order approving bid Procedures and scheduling a “Sale Hearing.” In this order, the Court set a deadline for “objections to the relief requested at the Sale Hearing” of “June 11, 2008.” The relief requested at the sale hearing included the assumption and assignment of executory contracts. On May 28,2008, the Debtor filed a “Notice of Proposed Assumption and Assignment of Executory Contracts and Unexpired Leases” which purported to set a deadline date for all objections “to the assumption and assignment of a contract or lease or a Proposed Cure Obligation” of June 6, 2008, Because of the Creditors’ inability to ascertain once and for all the deadline for their objections due to the Debtor’s contradiction of the Court’s and its own deadlines, and out of an abundance of caution, the Creditors are listing all of their objections herein without prejudice to supplement this objection before the Court-ordered deadline of June 11, 2008. OBJECTION: OBJECTION # 1 — THE DEBTOR IS ATTEMPTING TO EXPAND ITS RIGHTS UNDER ANY ALLEGED CONTRACT THROUGH THIS AS: [PTION AND ASSIGNMENT ‘The Debtor's motion is intentionally vague. In Exhibit A of the Sales Motion, the Debtor lists as assets to be sold, among other things, “General intangibles, including all intellectual Property, payment intangibles and software,” and “Any music recording or other musical work” and “all rights for all media” for that work. However, the Debtor does not set forth with particularity what rights it contends it has and is seeking to assume and assign. It is impossible to determine whether the Debtor is seeking to assume and assign contract rights, copyrights to musical compositions and recordings, or personal services. ‘The Debtor must set forth with particularity what rights it claims to have and what itis seeking to do with those rights. OBJECTION # 2 THE DEBTOR DOES NOT EVEN HAVE AN EXECUTORY CONTRACT WITH THE CREDITORS The Debtor does not have an executory contract with “Ambulance.” In 2001, the Debtor entered into an agreement with Marcus Congleton and Andrew Haskell, founding members of the band “Ambulance.” This Short Form Agreement between Mr. Congleton, Mr. Haskell and