Diane Pardoe/Sarah Pardoe

312 N. Kenwood St. Apt. A

Burbank, CA 91505
323.363.3803 Phone
[email protected]
[email protected]
Acting Pro Per

SUPERIOR COURT OF THE STATE OF CALIFORNIA

COUNTY OF LOS ANGELES, CENTRAL DISTRICT
(STANLEY MOSK COURTHOUSE)

)
) Case No. 23STCP00683
) Filed: March 2, 2023
DIANE PARDOE and )
) Assigned: Hon. Barbara A. Meiers
SARAH PARDOE, Individuals, Department 12
)
Plaintiffs / Appellants, )
) PLAINTIFFS’ / APPELLANTS’
vs. ) PRE-TRIAL BRIEF
)
)
JUDE SALAZAR, an Individual, )
Defendant / Respondent. )
)
)
________________________________
I. INTRODUCTION
The crux of this matter is: the Talent Agencies Act (“Act,” “TAA”), as written in
California Labor Code § 1700 et seq., does not give the California Labor Commission
(“CLC”) the authority to void or in any way affect the contractual rights of a person who
procures employment, without a talent agency license, for an artist.
“The Talent Agencies Act … was enacted in California ostensibly to regulate talent
agencies in the state, and to ensure that individuals and companies that were functioning as
talent agencies were properly licensed by the state’s Labor Commissioner. However, the Act,
as interpreted by the Labor Commissioner and the courts, has become much broader than
simply a licensing statute, and has deprived honest entertainment professionals of millions
of dollars. In fact, although traditionally used against managers, the Act has now been
construed so broadly as to allow the Labor Commissioner, an unelected individual, to
regulate licensed attorneys from all over the United States.”1
While procuring employment is the first of four activities that define a talent agent, there
is no statute saying that any of those activities are reserved for licensees, nor is there any
prescribed remedy or consequence unlicensed persons face when they procure.2 Further,
there is no statute stating that if an unlicensed person is found to have procured, that they
lose their rights to contract.

1
https://mcpherson-llp.com/articles/the-talent-agencies-act-from-humble-beginnings-to-the-regulation-of-attorneys-
has-it-gone-too-far
2
§ 1700.4. “Talent agency”; “Artists”
(a) "Talent agency" means a person or corporation who engages in the occupation of procuring, offering, promising,
or attempting to procure employment or engagements for an artist or artists, except that the activities of procuring,
offering, or promising to procure recording contracts for an artist or artists shall not of itself subject a person or
corporation to regulation and licensing under this chapter. Talent agencies may, in addition, counsel or direct artists
in the development of their professional careers.
(b) "Artists" means actors and actresses rendering services on the legitimate stage and in the production of motion
pictures, radio artists, musical artists, musical organizations, directors of legitimate stage, motion picture and radio
productions, musical directors, writers, cinematographers, composers, lyricists, arrangers, models, and other artists
and persons rendering professional services in motion picture, theatrical, radio, television and other entertainment
enterprises.
§ 1700.5. Necessity and posting of license
No person shall engage in or carry on the occupation of a talent agency without first procuring a license therefore
from the Labor Commissioner.
https://www.dir.ca.gov/dlse/talent/talent_laws_relating_to_talent_agencies.pdf
 II. FACTUAL BACKGROUND

This is an appeal of a CLC final determination of TAC-52862.

The Commissioner3 voided Plaintiffs’ contractual rights, claiming they had violated the
TAA licensing scheme by procuring employment opportunities for the Defendant/Artist
without a talent agency license.
Plaintiffs are a mother and daughter talent management team, doing business as Iris
Talent Management. Like all reputable talent representatives, their compensation is
commission-based, only paid when their clients are hired by a studio, network, or other talent
buyer.
On June 26, 2021, Defendant (a law school graduate) signed Plaintiffs’ written
management agreement, to enter a contractual client/manager relationship. As agreed-to in
the contract, the commission structure was 10% on any entertainment income she or her
talent agent initiated, and 15% on job opportunities Iris Talent Management initiated.
While a client, Defendant withheld owed commissions from Plaintiffs for multiple
commercials booked during the term of their contract. Following Defendant’s instructions,
her talent agent also withheld information and payment from Plaintiffs. Therefore, Plaintiffs
filed suit in Los Angeles Superior Court on July 14, 2022, a limited action Breach of Contract
filing (22STLC04635).
As promised, Defendant filed a Petition to Determine Controversy with the CLC on
August 4, 2022, claiming Plaintiffs had violated the TAA, and relatedly moving to stay the
Superior Court case until that action (this action) had been adjudicated. Plaintiffs filed an
Amended Complaint, adding claims that the TAA on its face and how it is applied is
unconstitutional.
Styne v. Stevens, 26 Cal. 4th 42, 59 (2001) holds how Superior Courts must ascertain if
there are colorable claims before staying a case for CLC adjudication. Plaintiffs opposed
Defendant’s Motion to Stay, based on the argument that as the TAA has no penalty provision,

3
All future uses of the word “Commissioner” refers to the California Labor Commissioner.
there could be no colorable claim. The case was stayed and referred to the Labor
Commissioner on October 20, 2022.
After receiving an interlocutory Order from the CLC, and knowing that final
determinations can take years, if ever given, Plaintiffs filed an appeal in Superior Court,
pursuant to CA Labor Code § 98.2 and CA Code of Civil Procedure § 437c, on the original
Breach of Contract case. The appeal was received and accepted on December 29, 2022.
Plaintiffs were then instructed by the Clerk’s office to re-file, as these appeals must be
classified as unlimited and assigned a new case number, department, and judge
(23STCP00010).
Subsequent to the final determination being issued two days after their hearing, on
February 17, 2023, Plaintiffs filed (again as required by the Clerk’s office) a third matter
(this case, 23STCP00683), appealing that final determination. As 23STCP00010 was now
redundant, Plaintiffs filed a Request for Dismissal of that matter without prejudice, and the
matter was vacated on June 12, 2023.
Defendant filed a Notice of Related Case in all cases on March 3, 2023. Plaintiffs
followed up on the status of the ruling on the Notice of Related Case filings, and the cases
were ruled as related on July 28, 2023.
Moreover, the facts relevant to this TAA controversy are clear and undisputed. In fact,
Plaintiffs have attempted multiple times to stipulate with the Defendant that:
● Plaintiffs are personal managers4.
● Plaintiffs do not have a talent agency license (and could not obtain one, even if
they tried).
● Plaintiffs procured employment to help maximize the quality and quantity of
Defendant’s employment opportunities, which they were hired to do.
While there have been previous cases related to the TAA’s extrajudicial enforcement,
this is the first time these arguments have been made in Superior Court, against an

4
Every use of the term “personal manager” is interchangeable with the term “talent manager”.
individual. Plaintiffs’ primary argument, that as the TAA has no penalty provision, there can
be no violation of law, has never been litigated in a CA State Court.

III. “DE NOVO” STANDARD OF REVIEW

As stated in CA Labor Code section 1700.44 (a): “In cases of controversy arising under
this chapter, the parties involved shall refer the matters in dispute to the Labor
Commissioner, who shall hear and determine the same, subject to an appeal within 10 days
after determination, to the superior court where the same shall be heard de novo.”
Thus, Plaintiffs “are entitled to a complete new hearing—a complete new trial—in the
superior court that is in no way a review of the prior proceeding.” Buchwald v. Katz, 8 Cal.
3d 493, 502 (1972) (discussing “de novo” review in the context of a TAA appeal).

IV. HOW THE COMMISSIONER INTERPRETS PROCUREMENT

For some 70 years, beginning with an amicus brief the Labor Commissioner (at that
time) submitted in Charles Radin v. Piper Laurie, 120 Cal. App. 2d 778 (1953), the
administrative agency has interpreted the Act as if the TAA reserves the exclusive right to
procure employment opportunities for artists to licensed talent agents; and as if the TAA has
a penalty provision giving adjudicators the right to void all or part of a found violator’s right
to contract.
In instructing the Radin Court to extinguish the personal manager’s contractual rights,
this amicus, written by the previous Commissioner, states how, “It has long been held in this
state that where a statute contains a penalty, that penalty is equivalent to an express
prohibition, and a contract in violation thereof is void. Refusal by our courts to allow any
recovery by unlicensed persons where licensing was required is but one example of this
general rule. Smith v. Bach, 183 Cal. 259, 262 (1920).” (Exhibit 1)
The Commissioner’s amicus infers the Artists’ Manager’s Act (“AMA”, the antecedent
title of the TAA, when talent agents were referred to as artists’ managers) has the needed
prohibition and penalty provisions. The amicus instructed the Radin court to void the
manager’s contract because of enacted prohibitions and penalty provisions found in the
similar licensing schemes for booking agents and general employment agents: “The laws of
this state [then listing the employment agent, theatrical/booking agent, and artists’ managers’
licensing schemes] … establish a clear intent on the part of the legislature to regulate closely
activities of such agents and managers.” (Emphasis added.) The CLC, despite the Legislature
never passing such measures, directed the Court to interpret the Act as if it had statutes
making unlicensed procurement a misdemeanor punishable by fine or imprisonment.
The AMA attached no penalty to unlicensed procurement in 1953 5, and there is no
penalty associated with unlicensed procurement in the TAA today. Yet, the Commissioner’s
enforcement remains unchanged: Salazar v. Pardoe, TAC–52862 (p. 6, fn 1) dismisses any
relevance to the TAA having no penalty provision, despite that “[t]he Act is silent—
completely silent—on the subject of the proper remedy for illegal procurement.” Marathon
Entertainment v. Blasi, 42 Cal. 4th 974 (2007) at 991.
In fact, in Marathon, Justice Werdegar writes three distinct times that the TAA has no
penalty provision – at pages 991, 992, and 996. (Exhibit 2)
As the AMA had, and the TAA has, no penalty for unlicensed procurement, there is no
equivalence to an express prohibition and thus the contract thereof should not be voided.
The CLC continues to operate as if the TAA has a remedy, citing “Civil Code remedies
[§§1598 and 1599]….”. And, as detailed below, the Civil Code statutes are not remedies,
and even if they were, a Labor Code licensing scheme with remedies in the Civil Code is the
epitome of unconstitutionally vague.

V. ISSUES BEING ADJUDICATED

1) Is there a penalty provision inside the Talent Agencies Act?

2) Do adjudicators have authority to create remedies the Legislature never enacted?
3) Are CA Civil Codes §§ 1598 and 1599 penalty provisions for the TAA?

5
Declaration of Jenny S. Lillge of the Legislative Intent Service, attesting to the Artists’ Managers Act having “no
penalty provision with regard to unlicensed procurement in 1953.” (Exhibit 3)
 4) If so, does the licensing scheme – § 1700 et seq of the Labor Code – give sufficient
notice that the penalty provisions for the Act are found in the Civil Code, and if not, does
that make the penalty provisions unconstitutionally vague?
5) Does the TAA have a statute or statutes expressly reserving the procurement of
employment for artists to licensees; and if not, is the Commissioner’s interpretation that a
license is necessary, unconstitutional as applied?

VI. LEGAL ARGUMENT

The instant facts, as related to an alleged TAA violation, are undisputed. Plaintiffs are
unlicensed and procured employment opportunities to help maximize the quality and
quantity of their clients’ career opportunities.
Plaintiffs argue, and present a litany of controlling case law supporting their claims, that
as the Legislature never enacted statutes prohibiting unlicensed persons from procuring, nor
a penalty provision creating consequences for unlicensed procurers, unlicensed
representatives procuring employment for an artist are not in violation of law, and the
Commissioner’s interpretation is unconstitutional.

A. If A Statute Has No Penalty Provision, There Is No Violation Of Law

Violations of law are “made up of two parts, forbidden conduct and a prescribed penalty.
The former without the latter is no [violation].” Wayne R. LaFave & Austin W. Scott, Jr.,
Substantive Criminal Law § 1.2(d), (1986), see U.S. v Evans, 333. U.S. 483, 485-486 (1948);
State v. Fair Lawn Serv. Ctr., Inc., 20 N.J. 468, 120 A.2d 233, 235 (1956).
As the United States Supreme Court holds in Evans, even when there is undeniable
evidence that a legislature wanted to punish a violator, assigning penalties is a legislative
function that no adjudicator has the authority to usurp.
At issue in Evans was a federal statute prohibiting the act of smuggling undocumented
persons into the country, and of harboring undocumented persons already in the country.
However, because Congress had only codified a remedy – five years in prison – for the
smuggling, and Evans had harbored an undocumented person, the Court ruled itself without
authority to decide upon and mete out a remedy. Assigning a penalty without statutory
guideposts “is a task outside the bounds of judicial interpretation;” reserved only for and by
legislative action. “[D]efining crimes and fixing penalties are legislative, not judicial,
functions.” Evans at 636.
“It is better for Congress, and more in accord with its function, to revise the statute than
for us to guess at the revision it would make. That task it can do with precision. We could
do no more than make speculation law.” Id at 495. (Exhibit 4)
The CLC is an administrative agency. California specifically bars administrative
agencies from assigning remedies:
“An administrative agency cannot by its own regulations
create a remedy which the Legislature has withheld….
‘Administrative regulations that alter or amend the statute or
enlarge or impair its scope are void and courts not only may,
but it is their obligation to strike down such regulations.’”
Dyna-Med Inc. v. Fair Employment & Housing Commission, 43 Cal. 3d
1385,1388 (1987). (Exhibit 5)
While Dyna-Med limited its review and prohibition to creating a remedy to punitive
damages, Peralta v. Fair Employment & Housing Commission, 52 Cal. 3d 40, 60 (1990)
holds that without statutory authority, administrative agencies are similarly barred from
creating compensatory remedies.

B. Buchwald, The Holding All Subsequent Cases Rely On For The Authority To
Void Accused Violators’ Contractual Rights, Is Judicial Error
Plaintiffs’ unprecedented challenge of Buchwald v. Superior Court, 254 Cal. App. 2d
347 (1967) is based on it being judicial error. Buchwald is the only Court of Appeal or State
Supreme Court case where the parties directly asked for, and it specifically held, that
adjudicators have the authority to void contracts. Every subsequent published case that
speaks to this issue, while deciding other questions, does so as dicta, accepting Buchwald,
though Buchwald does not follow the four higher-court holdings referenced within (see
below).
Wachs v. Curry, 13 Cal.App.4th 616, 626 (1993) simply accepted Buchwald’s precedent
at p. 351. Waisbren v. Peppercorn Productions, 41 Cal.App.4th 246, 252-253 (1996) also
simply accepted Buchwald at p. 351. Park v. Deftones, 71 Cal.App.4th 1465, 1471-1472
(1999), also followed the reasoning of Waisbren at p. 1470, mirroring Waisbren’s accepting
Buchwald. In Styne v. Stevens, 26 Cal. 4th 42, 59 (2001), too, Styne simply accepted (at 51)
the holding of Buchwald at 351. Marathon Entertainment v. Blasi, 42 Cal. 4th 974 (2007)
simply accepted the holdings of the other cases that lean on Buchwald.
While Waisbren, Park, Styne, Wachs, and Marathon go back to the same Buchwald cite,
none of those cases incorporate the four citations Buchwald cites at 351 for its authority to
void:
“‘Since the clear object of the Act is to prevent improper
persons from becoming artists' managers and to regulate such
activity for the protection of the public, a contract between an
unlicensed artists' manager and an artist is void.’ See Wood v.
Krepps, 168 Cal. 382, 386; Loving & Evans v. Blick, 33 Cal.
2d 603, 608-609); Contracts otherwise violative of the Act are
void. See Severance v. Knight-Counihan, 29 Cal. 2d 561, 568;
Smith v. Bach, 183 Cal. 259, 262.” (Exhibit 6)
In Wood, the Court refused to void a contract because the licensing scheme in question
did not, “declare that a contract made by any one in the conduct of the various businesses for
which licenses are provided to be procured … be invalid; nor is there any provision therein
indicating in the slightest this failure was intended to affect in any degree the right of
contract.” Id. at p. 386. (Exhibit 7, also referenced below.) Had Buchwald properly
followed Wood, as neither the AMA had, nor the TAA has, a provision in the slightest
indicating a failure to get a license should invalidate or in any way affect anyone’s right to
contract, it would have held that the court had no authority to invalidate or impair the
manager’s contractual rights.
Loving holds: “[I]t has been repeatedly declared in this state that ‘a contract
made contrary to the terms of a law designed for the protection of the public and prescribing
a penalty for the violation thereof is illegal and void, and no action may be brought to enforce
such contract.’” (Emphasis added.) Id. at 608. Had Buchwald properly followed Loving, as
the TAA has no prescribed penalty, it would have held that unlicensed persons’ contracts are
to be enforced.
Per Severance:
“The general rule controlling in cases of this character is
that where a statute prohibits or attaches a penalty to the
doing of an act, the act is void, and this, notwithstanding that
the statute does not expressly pronounce it so, and it is
immaterial whether the thing forbidden is malum in se or
merely malum prohibitum.”
“If the statute does not provide expressly that its violation
will deprive the parties to sue on the contract and the denial
of the relief is wholly out of proportion to the requirements
of public policy or appropriate individual punishment, the
right to recover will not be denied.” Id. at 572.
The TAA has neither a penalty provision, nor expressly provides that if an unlicensed
person is found to have procured, their contractual rights are to be voided. Therefore, had
Buchwald properly followed Severance, it would have upheld the manager’s contractual
rights, not extinguished them.
Smith holds, at p. 262: “The imposition by statute of a penalty implies a prohibition of
the act to which the penalty is attached, and a contract founded upon such act is void.”. As
the TAA has no such implication, Buchwald should have upheld the contract.
Buchwald was obliged to follow Wood, Smith, Loving and Severance…
"The decisions of [the CA Supreme Court] are binding
upon and must be followed by all the state courts of California.
Decisions of every division of the District Courts of Appeal are
binding upon all the superior courts of this state, and this is so
whether or not the superior court is acting as a trial or appellate
court. Courts exercising inferior jurisdiction must accept the law
declared by courts of superior jurisdiction. It is not their function
to attempt to overrule decisions of a higher court."
Auto Equity Sales, Inc. v. Superior Court, 57 Cal. 2d 450, 455 (1962)
As Buchwald did not accept the law declared by the courts of superior jurisdiction, its
holding is unsupportable. Likewise, this Court cannot choose to follow the Buchwald Court
of Appeals decision over the Supreme Court rulings in Wood, Smith, Loving and Severance,
along with Peralta and Dyna-Med, all of which oblige this Court to find Plaintiffs’
contractual rights are to be upheld.
 “Where a statute fails to provide a penalty it has been uniformly held that it is beyond
the power of the court to prescribe a penalty.” New Jersey v. Fair Lawn Service Center, Inc.
(N.J. 1956) 120 A.2d 233, 236. (Exhibit 8) While Plaintiffs know that this cannot be used
as precedent, they firmly believe it should be used as guidance (in fact, this case cites from
the holding in US v. Evans, the 1948 Supreme Court case referenced earlier. Thus, it is
beyond the power of the CLC to penalize.

C. Managers Are Not Able To Fulfill Their Responsibilities To Their Clients

Without Risking Harm From Commissioner’s Enforcement Of The TAA

The Commissioner’s enforcement of the TAA is extrajudicial and unsupportable.

Personal management is a necessary role in the entertainment industry. Personal managers
are the connection between artists just starting their careers, and those more seasoned. But
as the CLC interprets the TAA, it creates a catch-22, making it impossible for a manager to
do their job and stay inside the law.
The CLC has determined that any procurement activity by an unlicensed person (outside
of the safe harbor of working under the supervision of a licensee) is a violation of law. As
the goal of talent managers (and all talent representatives) is to have working clients, by
virtue of the jobs that talent managers do on an everyday basis, everything is in the realm of
procurement: securing jobs.
In the entertainment industry, the artist is both the product and the leader. The talent
manager guides the artist, while simultaneously supervising all aspects of their client’s
career, including the publicist; the transactional attorney; the theatrical, literary, live
performance, voiceover, and/or live booking agents; all working together in concert to
benefit the artist’s career. It is often the talent manager’s job to advise and decide which
demo tapes, reels, photos, and resume details are to be used, creating the materials to
effectively market the client. Talent managers also often find and/or reach out to agents on
behalf of the artist. All of which are part of the procurement process, making it impossible
for a talent manager, no matter how hard they may try to not procure, to not engage in
procurement on some level, and to then prohibit them from revenue created by the
procurement process.
If the CLC allowed talent managers to obtain a license, that would be one solution. Yet,
the CLC will not allow talent managers to obtain a talent agency license. When one tried to
be licensed, they received a letter rejecting their application, because they were not, and did
not want to be, talent agents. In a letter from DLSE Licensing and Registration Unit to
personal manager David Belenzon (Exhibit 9):

“Dear Mr. Belenzon,

“The DLSE has no jurisdiction over managers. The management

agreement is being returned. Thank you.”

Sincerely,
J. McBride”

The only way a talent manager can obtain a talent agency license is to change professions
and become a talent agent - a wholly separate profession.

D. No Penalties Can Legally Be Imposed Without A Penalty Provision

“Engrained in our concept of due process is the requirement of notice. Notice is

sometimes essential so that the citizen has the chance to defend charges. Notice is required
before property interests are disturbed, before assessments are made, before penalties
assessed.” Wolff v. Fox, 68 Cal. App. 3d 280 (1977), Lambert v. CA, 355 U.S. 225 (1957).
(Exhibit 10)
Every CLC ruling voiding an unlicensed person’s contract directly or indirectly cites the
indefensible holding in Buchwald, building on an unsupportable foundation. The final
determination being appealed in this case, TAC-52862, dismissed Plaintiffs’ legal arguments
without explanation. Further, it ignored the higher-court holdings of Wood, Smith, Loving
and Severance. Rather than accept the higher-court holdings or explain their inapplicability,
the CLC continued its reliance on Buchwald (at p. 5, lines 23 – 27) for its authority to purge
Plaintiffs’ right to contract.
 This final determination also dismissed the Act’s lack of a penalty provision, claiming
that after Marathon (at p. 991) stated that the Act had no remedy regarding procurement,
Plaintiffs “ignore the subsequent paragraphs applying Civil Code remedies (§§ 1598 and
1599) for voiding the contract as a whole or severing the contract to [only] contracts
including unlawful procurement.” Salazar v. Pardoe, TAC-52862 at p. 6, fn 1.
The Civil Code statutes of §§ 1598 and 1599 comprise the doctrine of severability,
only relevant after findings of illegality, to decide whether a contract should be voided in
part or full. Those paragraphs are inapplicable if there is no unlawfulness. Here, as noted
earlier, “[v]iolations of law are ‘made up of two parts, forbidden conduct and a prescribed
penalty. The former without the latter is no [violation]....’” Wayne R. LaFave & Austin W.
Scott, Jr., Substantive Criminal Law § 1.2(d), (1986), U.S. v Evans, 333. U.S. 483, 485-586
(1948). Therefore, there is no unlawfulness.
Further, even if there was a violation, these are mitigation, not penalty, statutes.
Even if they were penalty statutes, the TAA has no verbiage directing one to look to the
Civil Code provisions, making it the epitome of unconstitutionally vague.
In summary, the CLC uses unsupportable law to justify their extrajudicial
enforcement.

E. The TAA Licensing Scheme Doesn’t Follow Conventional California Licensing

Schemes

Following the Commissioner’s interpretation, unlicensed procurement is considered a

violation of CA Labor Code § 1700.4 (a). However, § 1700.4 (a) prohibits nothing; it only
lists a talent agent’s defining activities:
“procuring, offering, promising, or attempting to procure
employment or engagements for an artist or artists…. Talent
agencies may, in addition, counsel or direct artists in the
development of their professional careers.”
 There is no statute expressly stating that only licensees can engage in any or all four of
these defined activities, and there is no other language that gives a hint that any or all of these
activities are reserved for licensees.
An activity is reserved for licensees only when a legislature enacts a provision stating
that activity is expressly reserved for those with the requisite license; or conversely, there is
a provision expressly memorializing the legislature’s intent to make it unlawful to engage in
that action without the proper accreditation. For example, CA Business & Professions Code
(“BPC”) §§ 7028 – 7029 of the State Contractors Act outlines the severity and clarity of
the contractors’ licensing scheme.
In fact, California has dozens of licensing schemes. Most statutorily bar non-licensees
from engaging in some or all activities of the regulated profession. Some, like the Nursing
and Psychology Acts, only reserve the title of the regulated profession to licensees; anyone
can engage in the defining activity or activities. As written, the TAA seems to mirror the
schemes that only regulate title. Therefore, it would make more sense to ascertain that a
violation would only be saying one is licensed when not.
An activity should not be considered regulated solely because it is listed as a defining
action of a regulated profession or occupation. If that was so, only licensees could procure,
offer, promise, attempt to procure, counsel, or direct, as all are listed as defining activities.
If that was so, only licensed psychologists could lawfully use psychological principles.
BPC § 2903 (a) of the State Psychologists Act states: “The practice of psychology is
defined as rendering or offering to render … any psychological service involving the
application of psychological principles, methods, and procedures of understanding,
predicting, and influencing behavior, such as the principles pertaining to learning,
perception, motivation, emotions, and interpersonal relationships; ….” Per BPC § 2903 (c),
“Psychotherapy is … the use of psychological methods in a professional relationship to assist
a person or persons to acquire greater human effectiveness or to modify feelings, conditions,
attitudes, and behaviors that are emotionally, intellectually, or socially ineffectual
or maladaptive.” Past that definition, the Psychologists Act has no statute expressly reserving
these activities to those with a psychologist’s license. No court can find that a pastor, priest,
or rabbi, a salesperson, life coach, teacher, trainer, doctor, physical or drug rehabilitation
professional, an advertising executive, nurse or any other individual who uses psychological
principles to understand and influence the behavior of others, is in violation of that licensing
scheme, unless the accused claims to be a licensed psychologist or has committed an
unrelated infraction.
Many of California’s licensing schemes do not bar non-licensees from engaging in the
defined activities of the regulated profession. To Plaintiffs’ knowledge, no state court has
ever found that anyone acted unlawfully just for maintaining and beautifying outdoor areas
or examining the Earth’s materials (which are the defining activities of the following
professions), but both schemes do make it a misdemeanor to claim to be a professional
landscape architect (BPC § 5640 (a) and (b)) or geologist (BPC § 7872 (a)) without first
satisfying the licensing requirements.
The CA Vocational Nursing Act expressly states that non-licensees can engage in all
the activities as a licensee, “provided that such person shall not in any way assume to practice
as a licensed vocational nurse.” BPC § 2861.
Anyone can not only engage in the defining activities of an accountant, but they also
have the right to advertise their doing so. Non-licensed persons “must be permitted to use
the terms ‘accountant,’ ‘accounting,’ or ‘accounting services,’ if the use of those terms is
further qualified by an explanation, disclaimer or warning stating that the advertiser is not
licensed by the state, or that the services being offered do not require a state license, thereby
eliminating any potential or likelihood of confusion regarding those terms.” Moore v. CA
Board of Accountancy (1992) 2 Cal. 4th 999, 1023.
BPC § 5050 of the CA Accountancy Act states, “no person shall engage in the practice
of public accountancy in this state unless the person is the holder of a valid permit to practice
public accountancy.” The legislature did choose to reserve some activities only for licensees.
BPC § 5051 (a) to (e) are regulated activities that only licensees can engage in; § 5051 (f) to
(i) are defining activities anyone can engage in, with the addition that the person engaging in
those activities “does not hold himself or herself out, solicit or advertise for clients using the
certified public accountant or public accountant designation.”
 Most of California’s licensing schemes limit the defining activities of the regulated
professions to those who have qualified to obtain the requisite license. For instance, the CA
State Contractor’s Act makes it unlawful to advertise (BPC § 7027.1 - §7027.4) or engage
in the activity of contracting (BPC § 7028). It specifically defines each activity that is
reserved for licensees (BPC 7026.3 – 7026.12, § 7055 – 7058), including those that require
additional certification (BPC 7058.5 – 7058.7), and assigns individual remedies to each
violation (BPC § 7027.1 (c), § 7027.3, § 7028 (a) – (h), § 7028.1 (a) and (b)).
California law expressly states that only licensed cytotechnologists can lawfully
examine cytological slides (BPC §1270 (a)); only licensed physicians may prescribe drugs
(BPC § 2052); only those with valid California veterinary licenses can practice veterinary
medicine (BPC § 4825.1), and only those with valid locksmith licenses can engage in the
activities of a locksmith (BPC § 6980.10). Similarly, the occupational licensing schemes for
dentists (BPC § 1700), respiratory therapists, (BPC § 3760 (a) and (b)), pharmacists
(BPC § 4051 (a)), veterinarians (BPC § 4825), acupuncturists (BPC § 4935), professional
engineers (BPC § 6730), and among others, structural pest control specialists (BPC §
8550 (a)) create clear demarcation between the activities anyone can engage in and those
that require a license.
The Talent Agencies Act has no like provision. Thus, “procurement”, similar to
“counsel and direct”, must be viewed as a defining activity of a talent agent that does not
reserve such action for licensees.
In addition, the State Contractors Act expressly states that non-licensees cannot “bring
or maintain any action, or recover in law or equity in any action, in any court in this state for
the collection of compensation for the performance of any act or contract where a license is
required … regardless of the merits of the cause of action.” See BPC § 7031. The TAA
provides no such or similar notice.
It is “a public offense punishable by a fine” up to $20,000, and/or “by imprisonment” of
up to six months for those “acting as a real estate broker, real estate salesperson, or mortgage
loan originator … or who advertises using words indicating” the same. All the other licensing
schemes that regulate activities – reserve some activities only for licensees – have like
statutes so those considering engaging in those actions without first qualifying and obtaining
a license know the risks. The TAA provides no such or similar notice.
Similarly, all the State’s licensing schemes that do not regulate activities have codified
consequences for those who hold themselves out as licensees. For example, per BPC § 5120,
non-licensees engaging in the regulated activities reserved only for those with public
accountancy licenses are “guilty of a misdemeanor, punishable for not more than six
months,” and/or a fine up to $1,000. The TAA provides no such or similar notice.
Per BPC § 2790, it is a misdemeanor “punishable by imprisonment” for up to six months,
and/or “a fine not exceeding” $2,000, for an unlicensed person to claim to be a psychologist.
The TAA provides no such or similar notice.
The TAA has no statute reserving the procuring employment for artists to licensed talent
agents. Therefore, applying a remedy – any remedy – is unconstitutional.

F. The TAA, As Written, Is Unconstitutionally Vague

Every word of the TAA is important; every word that’s not there is significant, as well.
The “TAA admits of no exceptions….” Solis v. Blancarte, TAC-27089, 8 (2013).
“A court must first look to the words of the statute themselves, giving to the language
its usual, ordinary import; and according significance, if possible, to every word, phrase and
sentence in pursuance of the legislative purpose. A construction making some words
surplusage is to be avoided.” Dyna-Med Supra, 1379, 1386-1387.
“Statutes, regardless of whether criminal or civil in nature, must be sufficiently clear as
to provide adequate notice of the prohibited conduct as well as to establish a standard of
conduct which can be uniformly interpreted by the judiciary and administrative agencies."
Hall v. Bureau of Employment Agencies, 64 Cal.App.3d 482, 491 (1976). The TAA is not
“sufficiently clear”, and the CLC’s interpretation is not “uniformly interpreted”.
In fact, Marathon (at p. 989) notes that the TAA “contains no definition [of
procurement], and the Labor Commissioner has struggled over time to better delineate which
actions involve mere general assistance to an artist’s career and which stray across the line
to illicit procurement.” This struggle is synonymous with unconstitutional vagueness.
 It is not just the judiciary that speaks to the Labor Commissioner being unsure of what
is and is not lawful; the Commissioner admitted to being similarly unsure.
The Commissioner served as chair of the CA Entertainment Commission (CEC); a body
empowered to recommend to the Legislature how best to enforce the TAA. After more than
two years of examination, the Commissioner authored the “1986 Report of the CEC,” with
conclusions and recommendations on how to improve the TAA. In it, the Commissioner
explains how applying § 1700.4(a) is unconstitutionally vague:
“There is, however, an inherent inequity – and some
question of constitutional due process – in subjecting one to
criminal sanctions in violation of a law which is so unclear
and ambiguous as to leave reasonable persons in doubt
about the meaning of the language or whether a violation
has occurred.
‘Procure employment’ is just such a phrase … the
uncertainty of knowing when such activity may or may not
have occurred … has left the personal manager uncertain
and highly apprehensive about the permissible parameters of
their daily activity.”
Report of the CEC, Pg. 25 (emphasis added),
(Exhibit 11).
The Commissioner’s words mirror those from a foundational case explaining what
defines unconstitutional vagueness, Grayned v. Rockford, 408 U.S. 104, 108 (1972):
“It is a basic principle of due process that an enactment is
void for vagueness if its prohibitions are not clearly defined.
… We (the Supreme Court) insist that laws give the person of
ordinary intelligence a reasonable opportunity to know what is
prohibited, so that he may act accordingly. Vague laws may
trap the innocent by not providing fair warning. Second, if
arbitrary and discriminatory enforcement is to be prevented,
laws must provide explicit standards for those who apply
them."
The very person charged with the final word on what activities are lawful or unlawful
(the Labor Commissioner) admitted that it is impossible to discern “the meaning of the
language or whether a violation has occurred.” (“Report of the CEC”). And yet the CLC
continues to perpetuate “arbitrary and discriminatory enforcement” by extinguishing the
contractual rights of unlicensed persons who procure.
“A fundamental principle in our legal system is that laws which regulate persons or
entities must give fair notice of conduct that is forbidden or required. See Connally v. General
Constr. Co., 269 U. S. 385, 391 (1926) (“[A] statute which either forbids or requires the
doing of an act in terms so vague that men of common intelligence must necessarily guess
at its meaning and differ as to its application, violates the first essential of due process of
law”); Papachristou v. Jacksonville, 405 U. S. 156, 162 (1972) (“Living under a rule of law
entails various suppositions, one of which is that ‘[all persons] are entitled to be informed as
to what the State commands or forbids’ ” (quoting Lanzetta v. New Jersey, 306 U. S. 451,
453 (1939) (alteration in original)))” (FCC v. Fox Television Stations, Inc., 132 S. Ct. at
2317 (2012)).
In 2014, a 9th Circuit Court invalidated a Los Angeles ordinance banning people from
sleeping in cars, finding it void for vagueness because it failed “to draw a clear line between
innocent and criminal conduct.” Desertrain v. City of Los Angeles, 754 F.3d 1147, 1156
(2014). The Desertrain court listed a number of questions that the statute left unanswered:
“Is it impermissible to eat food in a vehicle? Is it illegal to keep a sleeping bag? Canned
food? Books? What about speaking on a cell phone? Or staying in the car to get out of the
rain?” Those unanswered questions created ambiguities making it, “impossible for citizens
to know how to keep their conduct within the pale.” Id. at 1156.
Per Labor Code § 1700.44 (d), personal managers can work in conjunction with, and at
the request of, a licensed talent agency. It does not clarify whether talent managers can
proactively work to bring agents on to an artist’s team. As the TAA is currently being
enforced, the agents are the procurers. Therefore, is it lawful for an unlicensed talent
representative (a talent manager) to work to place a client with a talent agency? In other
words, are unlicensed talent representatives legally allowed to hire the artist’s team, an
essential part of procurement?
The Act, as written, leaves this unanswered.
 It is universally accepted that personal managers work with their clients to choose the
photos, refine the resume, and edit the videos that first are used to garner an agent’s interest
and then used to pitch to talent buyers (casting, production, etc.). Is it lawful for a personal
manager to create the sales materials, an essential part of procurement?
The Act, as written, leaves this unanswered.
Is it lawful for personal managers to forward these materials to buyers? In a reply brief
to a legal challenge brought in Federal Court by the National Conference of Personal
Managers, the Labor Commissioner wrote that it was inside the legal line to “send [] out
resumes, photographs, videotapes, or written materials for an artist.” NCOPM v. Edmund
Brown, 15-56388; CA Labor Commissioner’s Appellee Answer Brief at 28.
The Act, as written, leaves this unanswered.
If one accepts that it is lawful for personal managers to send out an artist’s marketing
materials, is it unlawful to follow up that submission with a call or email?
The Act, as written, leaves this unanswered.
Is it unlawful if the recipient of the marketing materials proactively calls the unlicensed
representative about the artist, or if a buyer proactively contacts an unlicensed representative
about the availability of a client even if no materials were sent?
The Act, as written, leaves this unanswered.
Is it unlawful if an unlicensed representative receives a call from a buyer late at night,
who cannot reach the client’s agent, and wants to hire the actor to report to work at 6AM the
next morning? If receiving the call is legal, if the manager tells the artist about the
opportunity, has the legal line into procurement been crossed? What if the artist takes the
job; has that made the manager’s actions unlawful, even if the manager just received an offer,
passed it on, and did not engage in procurement past sharing information?
The Act, as written, leaves this unanswered.
Assuming that it is lawful for an unlicensed representative to receive a call and inform
their client about a job starting hours away, if, in that situation, the manager negotiates better
terms than originally offered by the buyer, has the manager’s actions now changed from law-
abiding to law-breaking?
 The Act, as written, leaves this unanswered.
Without answers to the litany of above questions, the Commissioner’s application must
be found unconstitutionally vague. To repeat the landmark holding in Grayned: “It is a basic
principle of due process that an enactment is void for vagueness if its prohibitions are not
clearly defined.” And to repeat the holding in Desertrain, a statute should be voided for
vagueness if it fails “to draw a clear line between innocent and criminal conduct.”
“Elementary notions of fairness enshrined in this Court’s constitutional jurisprudence
dictate that a person receive fair notice not only of the conduct that will subject him to
punishment but also of the severity of the penalty that a State may impose.” BMW of America
v. Gore 517 U.S. 559, 574 (1995). (Exhibit 12)
The Legislature failed to create a clear line as to what activities are reserved for
licensees, and Labor Code §§ 1700.4 (a) and 1700.5 as applied are thus unconstitutionally
vague.
Until and unless the legislature chooses by legislation to provide authority to penalize,
fine, or extinguish an accused violator’s right to contract, no adjudicator has the authority to
mete out any remedy.

G. Even If There Were Prohibitions & A Penalty Provision, Complete Disgorgement

Is Excessively Harsh

The CA Supreme Court notes how the Court does not “favor the idea of giving one's
goods to another without compensation.” Wood v. Krepps Supra at p. 387.
As noted in Marathon v. Blasi, “The Supreme Court has also warned that courts must
be wary of transforming a protective licensing scheme intended for the public safety into ‘an
unwarranted shield for the avoidance of a just obligation.’” (Gatti v. Highland Park Builders,
Inc. (1946) 27 Cal.2d 687, 690.)” (Exhibit 7)
“The Talent Agencies Act was designed to regulate talent agents so as to protect those
artists seeking employment. Though intended as a shield, the Act has become a sword in
the hands of some artists who, with or without good reason, were able to terminate their
management agreements and receive free management services simply by proving
unlawful procurement.”6
While the disgorgement of Plaintiffs’ commissions would result in the loss of no more
than $10,000, many such disgorgements and contract voidances have been in the hundreds
of thousands, and in several instances, many millions of dollars. As such, even if there were
prohibitions and a penalty provision written in the TAA, the penalties would be excessively
harsh. With no relationship between the remedy meted out and there being no such statute
giving authority to such actions, it makes the voidance, or any penalty, excessive.

VII. FURTHER CLARIFICATION

Rick Siegel has served as an advisor to Plaintiffs, contributing his extensive knowledge
of the Talent Agencies Act, as well as sharing his previous filings and resources. While not
an attorney, he represented Plaintiffs at the CLC as a non-attorney representative, and as part
of his representation of Plaintiffs in that forum, wrote documents and shared briefs he had
submitted in previous cases, of which he was a party.
He teaches a Minimum Continuing Legal Education course through Southwestern
University, titled “The Proper Way To Interpret the CA Talent Agencies Act”, which has
been approved by The State Bar of California for 1.50 total credit hours (Exhibit 13).
While Rick Siegel has been a party to previous cases related to the TAA’s extrajudicial
enforcement, this is the first time these arguments have been made in Superior Court,
against an individual.

VIII. TRIAL PROCEDURE

Plaintiffs will not present any witnesses, readily admitting to working diligently to
maximize the quality and quantity of their client/Defendant’s career opportunities, currently

6
Personal Managers and the California Talent Agencies Act: For Whom the Bill Toils, Page 20 & 21
https://digitalcommons.lmu.edu/cgi/viewcontent.cgi?referer=https://www.google.com/&httpsredir=1&article=1039
&context=elr
enforced as a violation of law. Plaintiffs only contend that such actions are not a violation of
law, and as such, they rely on the legal arguments detailed above.
Likewise, Plaintiffs are aware of Defendant’s insistence on having her commercial
agent, who still shares other clients with Plaintiffs, to testify that Plaintiffs procured.
Respectfully, as Plaintiffs have readily admitted that they are unlicensed and that they
procured, this seems unneeded, and appears to be a strategy to redirect the court’s attention
such that Defendant will not be expected to counter or respond to any of the aforementioned
legal arguments.

IX. CONCLUSION

Based on the arguments detailed above, Plaintiffs seek for this court to uphold the
precedents found in the United States Supreme Court and CA Supreme Court holdings
previously mentioned in this brief, thus ending the extrajudicial enforcement of the CLC that
relies on the judicial error in the Buchwald Court of Appeal matter. In this appeal, Plaintiffs
seek for their final determination from the CLC to be reversed and declared insupportable,
thus allowing them to continue with their breach of contract action to recover further
commission owed.
Plaintiffs seek to bar the CLC from continuing to infringe on the contractual rights of
unlicensed representatives for procuring employment opportunities for an artist, as the
legislature never gave any adjudicator the authority to do so.

Respectfully submitted,

____________________ _____________________
Diane Pardoe, in Pro Per Sarah Pardoe, in Pro Per

DATED: November 1, 2023

 PROOF OF SERVICE
1
STATE OF CALIFORNIA, COUNTY OF LOS ANGELES
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3 I am employed in the County of Los Angeles, State of California. I am over the age
of 18 and a party to the action entitled DIANE PARDOE and SARAH PARDOE
4 v. JUDE SALAZAR. My address is 312 N. Kenwood St. Apt. A, Burbank, CA
91505. On November 1, 2023, I served the within document(s) described as:
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6  PLAINTIFFS’ / APPELLANTS’ PRE-TRIAL BRIEF

 EXHIBIT LIST
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8 on the interested parties in this action as stated on the attached service list.

9 [ ] BY U.S. MAIL I deposited such an envelope in the mail at Los

Angeles, California, with postage thereon fully prepaid.
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11 [ ] BY MESSENGER I caused such envelope to be messengered to the

above mentioned address(es).
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13 [ ] BY PERSONAL I caused such envelope to be delivered by hand

to the offices of the SERVICE address(es).
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[ X ] BY E-MAIL By electronically transmitting a true copy of the
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foregoing document(s) to the e-mail addresses set forth on the attached mailing list.
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[ X ] STATE I declare under the penalty of perjury under the
17 laws of the State of California that the foregoing is true and correct.
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[ ] FEDERAL I declare that I am employed in the office of a
19 member of the bar of this Court whose direction the service was made.
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Executed on November 1, 2023, at Los Angeles, California.
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Name (printed): _________________
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SERVICE LIST
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Jude Salazar
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3425 Motor Ave, Apt 326
5 Los Angeles, CA 90034
P: 562.294.1810
6 E-Mail: [email protected]
7
Casey Raymond (Bar No. 303644)
8 State Of California
Department of Industrial Relations
9 Division Of Labor Standards Enforcement
10 320 W. 4th Street, Suite 600
Los Angeles, California 90013
11 Telephone: (213) 897-1511
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Email: [email protected]

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