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15. Halliburton is an oil and natural gas company operating worldwide and throughout the United States and employs oilfield personnel to carry out its work. 17. For example, Plaintiff worked exclusively for Halliburton from approximately April 2015 to March 2015 and October 2015 until February 2016 as an oilfield contractor/solids control operator. Throughout his employment with Halliburton, he was classified as an independent contractor and paid on a day-rate basis. 18. As an oilfield contractor/ solids control operator, his primary job duties included maintaining and operating solids control equipment and rigging up and rigging down oilfield equipment. Halliburton typically scheduled Plaintiff to work 12 hour shifts, for as many as 7 days a week. Plaintiff worked well in excess of 40 hours each week while employed by Halliburton. 19. The work Plaintiff performed was an essential party of Halliburton’s core business. 20. During Plaintiff’s employment with Halliburton while he was classified as an independent contractor, Halliburton and/or the company it contracted with exercised control over all aspects of his job. Halliburton did not require any substantial investment by Plaintiff in order for him to perform the work required of him. Halliburton determined Plaintiff’s opportunity for profit and loss. Plaintiff was not required to possess any unique or specialized skillset (other than that maintained by all other individuals working in his same job position) to perform his job duties. Plaintiff worked exclusively for Halliburton, while working for Halliburton. 21. Indeed, Halliburton and/or the company it contracted with controlled all of the significant or meaningful aspects of the job duties performed by Plaintiff. 22. Halliburton ordered the hours and locations Plaintiff worked, tools used, and rates of pay received. 24. No real investment was required of Plaintiff to perform his job. More often than not, Plaintiff utilized equipment provided by Halliburton and/or its client to perform his job duties. Plaintiff did not provide the equipment he worked with on a daily basis. Halliburton and/or its clients made the large capital investments in buildings, machines, equipment, tools, and supplied in the business in which Plaintiff worked. 25. Plaintiff did not incur operating expenses like rent, payroll, marketing, and insurance. 26. Plaintiff was economically dependent on Halliburton during his employment. 27. Halliburton set Plaintiff’s rates of pay, his work schedule, and prohibited him from working other jobs for other companies while he was working on jobs for Halliburton. 28. Halliburton directly determined Plaintiff’s opportunity for profit and loss. Plaintiff’s earning opportunity was based on the number of days Halliburton scheduled him to work. 29. Very little skill, training, or initiative was required of Plaintiff to perform his job duties. 31. Plaintiff performed routine manual and technical labor duties that were largely dictated by Halliburton and/or its clients. 32. Plaintiff was not employed by Halliburton on a project-by-project basis. In fact, while Plaintiff was classified as an independent contractor, he was regularly on call for Halliburton and/or its clients and was expected to drop everything and work whenever needed. 33. All of the Putative Class Members perform the same or similar job duties and are subjected to the same or similar policies and procedures which dictate the day-to-day activities performed by each person. 34. The Putative Class Members also worked similar hours and were denied overtime as a result of the same illegal pay practice. The Putative Class Members all worked in excess of 40 hours each week and were often scheduled for 12 hour shifts for weeks at a time. Instead of paying them overtime, Halliburton paid the Putative Class Members a day-rate. Halliburton denied the Putative Class Members overtime for any and all hours worked in excess of 40 hours in a single workweek. 35. Halliburton’s policy of failing to pay its independent contractors, including Plaintiff, overtime violates the FLSA because these workers are, for all purposes, employees performing non- exempt job duties. 36. It is undisputed that the Putative Class Members are maintaining and working with oilfield machinery, performing manual labor, and working long hours out in the field. 38. Halliburton’s day-rate system violates the FLSA because Plaintiff and the other day- rate workers classified as independent contractors did not receive any pay for hours worked over 40 hours each week. VI. 42. Plaintiff incorporates all previous paragraphs and alleges that the illegal pay practices Defendant imposed on Plaintiff were likewise imposed on the members of the Class. 43. Numerous individuals were victimized by this pattern, practice, and policy which is in willful violation of the FLSA. 45. Based on his experiences and tenure with Defendant, Plaintiff is aware that Defendant’s illegal practices were imposed on the members of the Class. 46. The members of the Class were all improperly classified as independent contractors and not afforded the overtime compensation when they worked in excess of 40 hours per week. 47. Defendant’s failure to pay wages and overtime compensation at the rates required by federal law result from generally applicable, systematic policies, and practices which are not dependent on the personal circumstances of the members of the Class. 48. Plaintiff’s experiences are therefore typical of the experiences of the members of the Class. 49. The specific job titles or precise job locations of the various members of the Class do not prevent class or collective treatment. 50. Plaintiff has no interests contrary to, or in conflict with, the members of the Class. Like each member of the Class, Plaintiff has an interest in obtaining the unpaid overtime wages owed under state and/or federal law. 51. A class and collective action, such as the instant one, is superior to other available means for fair and efficient adjudication of the lawsuit. 52. Absent this Action, many members of the Class likely will not obtain redress of their injuries and Defendant will reap the unjust benefits of violating the FLSA. 53. Furthermore, even if some of the members of the Class could afford individual litigation against Defendant, it would be unduly burdensome to the judicial system. 55. The questions of law and fact common to each of the members of the Class predominate over any questions affecting solely the individual members. Among the common questions of law and fact are: a. Whether Defendant employed the members of the Class within the meaning of the FLSA; b. Whether the members of the Class were improperly misclassified as independent contractors; c. Whether Defendant’s decision to classify the members of the Class as independent contractors was made in good faith; d. Whether Defendant’s decision to not pay time and a half for overtime to the members of the Class was made in good faith; e. Whether Defendant’s violation of the FLSA was willful; and f. Whether Defendant’s illegal pay practices were applied uniformly across the nation to all members of the Class. 56. Plaintiff’s claims are typical of the claims of the members of the Class. Plaintiff and the members of the Class sustained damages arising out of Defendant’s illegal and uniform employment policy. 57. Plaintiff knows of no difficulty that will be encountered in the management of this litigation that would preclude its ability to go forward as a collective action. 58. Although the issue of damages may be somewhat individual in character, there is no detraction from the common nucleus of liability facts. Therefore, this issue does not preclude collective action treatment. X.

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25. As a condition of providing respiratory care products, Defendants require that their customers/patients entrust them with certain personal information. In their ordinary course of business, Defendants maintain personal information, including the name, address, zip code, date of birth, Social Security number, and personal medical information of each current and former customers/patients. 27. Defendants had a duty to adopt reasonable measures to protect Plaintiff’s and Class Members’ PII from involuntary disclosure to third parties. 28. On January 7, 2017, Defendant American HomePatient learned that its Newark, Delaware, office had been burglarized and that several unencrypted computer hard drives were stolen. The files on these computer hard drives contained personal and protected information. On March 6, 2017, Defendant American HomePatient notified Attorneys General across the country of the breach and provided them a copy of a notice that Defendant American HomePatient allegedly was “sending out… to its customers/patients.” 29. On or about March 6, 2017, Defendant American HomePatient sent a letter to current and former customers/patients, advising that Defendant American HomePatient discovered on January 7, 2017, its office in Newark, Delaware “had been burglarized” and that “[s]everal computer hard drives containing personal information were stolen from the office during the burglary” and “may have included first and last names, American HomePatient account numbers, Social Security Numbers, diagnosis codes, date of birth [sic], financial information, and treatment information.” 30. Upon information and belief, the March 6, 2017, letter was the first notice received by Defendant American HomePatient’s current and former customers/patients that their PII had been wrongly disclosed. 31. The March 6, 2017, letter failed to advise of the actual date of the Data Disclosure (only when it was discovered), or why Defendant American HomePatient waited two (2) months after discovering the incident to notify customers/patients of the Data Disclosure. 33. Defendants’ negligence in safeguarding its customers/patients’ PII is exacerbated by the repeated warnings and alerts directed to protecting and securing electronics. 34. Defendants have acknowledged the sensitive and confidential nature of the PII. To be sure, collection, maintaining, and protecting PII is vital to many of Defendants’ business purposes. Defendants have acknowledged through conduct and statements that the misuse or inadvertent disclosure of PII can pose major privacy and financial risks to impacted individuals, and that under state law they may not disclose and must take reasonable steps to protect PII from improper release or disclosure. Despite the prevalence of public announcements of data breach and data security compromises, and despite their own acknowledgments of data breach and data security compromises, and despite their own acknowledgment of their duties to keep PII private and secure, Defendants failed to take appropriate steps to protect the PII of Plaintiff and the proposed Class from being compromised. 35. Upon discovery, Defendant American HomePatient failed to take reasonable steps to clearly and conspicuously inform Plaintiff and the other Class Members of the nature, timing and extent of the Data Disclosure. By failing to provide adequate, timely notice, Defendant American HomePatient prevented Plaintiff and Class Members from protecting themselves from the consequences of the Data Disclosure. 36. The ramifications of Defendants failure to keep its customers/patients’ PII secure are long lasting and severe. Once PII is stolen, particularly Social Security numbers, fraudulent use of that information and damage to victims may continue for years. 38. Social Security numbers, for example, are among the worst kind of personal information to have stolen because they may be put to a variety of fraudulent uses and are difficult for an individual to change. 39. The Social Security Administration has warned that identity thieves can use an individual’s Social Security number to apply for additional credit lines. Such fraud may go undetected until debt collection calls commence months, or even years, later.4 40. Stolen Social Security numbers also make it possible for thieves to file fraudulent tax returns, file for unemployment benefits, or apply for a job using a false identity. Each of these fraudulent activities is difficult to detect. An individual may not know that his or her Social Security number was used to file for unemployment benefits until law enforcement notifies the individual’s employer of the suspected fraud. Fraudulent tax returns are typically discovered only when an individual’s authentic tax return is rejected. 41. What is more, it is no easy task to change or cancel a stolen Social Security number. An individual cannot obtain a new Social Security number without significant 2 62. Plaintiff brings this suit as a class action on behalf of himself and on behalf of all others similarly situated pursuant to Rule 23(b)(2), (b)(3) and (c)(4) of the Federal Rules of Civil Procedure. 63. The Nationwide Class that Plaintiff seeks to represent is defined as follows: Defendants’ current and former customers/patients whose PII was compromised as a result of the Data Disclosure which occurred on or about January 6, 2017. 64. In the alternative to the Nationwide Class, and pursuant to Federal Rule of Civil Procedure 23(c)(5), Plaintiff seeks to represent the following state classes only in the event that the Court declines to certify the Nationwide Class above. Specifically, the state class consists of the following: Defendants’ current and former customers/patients who currently reside in the United States and whose Personal Information was compromised as a result of the Data Disclosure which occurred on or about January 6, 2017. 66. Numerosity. Fed. R. Civ. P. 23(a)(1). The members of the Class are so numerous that joinder of all members is impractical. While the exact number of Class members is unknown to Plaintiff at this time, based on information and belief, it is estimated to be at or above 13,000. The exact number is generally ascertainable by appropriate discovery as Defendants have knowledge of the customers/patients whose PII was in the data file it disclosed. 68. Typicality. Fed. R. Civ. P. 23(a)(3). Plaintiff’s claims are typical of those of other Class Members because Plaintiff’s PII, like that of every other class member, was disclosed by Defendants. Plaintiff’s claims are typical of those of the other Class Members because, inter alia, all Members of the Class were injured through the common misconduct of Defendants. Plaintiff is advancing the same claims and legal theories on behalf of himself and all other Class members, and there are no defenses that are unique to Plaintiff. The claims of Plaintiff and those of Class members arise from the same operative facts and are based on the same legal theories. 69. Adequacy of Representation. Fed. R. Civ. P. 23(a)(4). Plaintiff will fairly and adequately represent and protect the interests of the Class in that he has no disabling conflicts of interest that would be antagonistic to those of the other members of the Class. Plaintiff seeks no relief that is antagonistic or adverse to the members of the Class and the infringement of the rights and the damages he has suffered are typical of other Class members. Plaintiff has retained counsel experienced in complex consumer class action litigation, and Plaintiff intends to prosecute this action vigorously. 71. The nature of this action and the nature of laws available to Plaintiff and the Class make the use of the class action device a particularly efficient and appropriate procedure to afford relief to Plaintiff and the Class for the wrongs alleged because Defendants would necessarily gain an unconscionable advantage since they would be able to exploit and overwhelm the limited resources of each individual Class member with superior financial and legal resources; the costs of individual suits could unreasonably consume the amounts that would be recovered; proof of a common course of conduct to which Plaintiff was exposed is representative of that experienced by the Class and will establish the right of each member of the Class to recover on the cause of action alleged; and individual actions would create a risk of inconsistent results and would be unnecessary and duplicative of this litigation. 72. The litigation of the claims brought herein is manageable. Defendants’ uniform conduct, the consistent provisions of the relevant laws, and the ascertainable identities of Class Members demonstrates that there would be no significant manageability problems with prosecuting this lawsuit as a class action. 74. Unless a Class-wide injunction is issued, Defendants may continue in their failure to properly secure the PII of Class Members, Defendants may continue to refuse to provide proper notification to Class Members regarding the Data Disclosure, and Defendants may continue to act unlawfully as set forth in this Complaint. 75. Further, Defendants have acted or refused to act on grounds generally applicable to the Class and, accordingly, final injunctive or corresponding declaratory relief with regard to the members of the Class as a whole is appropriate under Rule 23(b)(2) of the Federal Rules of Civil Procedure. 77. Plaintiff restates and realleges paragraphs 1 through 76 above as if fully set forth herein. 78. As a condition of their utilizing the services of Defendants, customers/patients were obligated to provide Defendants with certain PII, including their date of birth, mailing addresses, Social Security numbers, and personal medical information. 79. Plaintiff and the Class Members entrusted their PII to Defendants on the premise and with the understanding that Defendants would safeguard their information, use their PII for business purposes only, and/or not disclose their PII to unauthorized third parties. 80. Defendants have full knowledge of the sensitivity of the PII and the types of harm that Plaintiff and Class Members could and would suffer if the PII were wrongfully disclosed. 82. Defendants had a duty to exercise reasonable care in safeguarding, securing, and protecting such information from being compromised, lost, stolen, misused, and/or disclosed to unauthorized parties. This duty includes, among other things, designing, maintaining, and testing Defendants’ security protocols to ensure that Plaintiff and Class members’ information in Defendants’ possession was adequately secured and protected, and that employees tasked with maintaining such information were adequately trained on security measures regarding the security of customers/patients’ personal and medical information. 83. Plaintiff and the Class Members were the foreseeable and probable victims of any inadequate security practices and procedures. Defendants knew of should have known of the inherent risks in collecting and storing the PII of Plaintiff and the Class, the critical importance of providing adequate security of that PII, the necessity for encrypting PII stored on Defendants’ systems, and that they had inadequate employee training and education and IT security protocols in place to secure the PII of Plaintiff and the Class. 84. Defendants’ own conduct created a foreseeable risk of harm to Plaintiff and Class Members. Defendants’ misconduct included, but was not limited to, their failure to take the steps and opportunities to prevent the Data Disclosure as set forth herein. Defendants’ misconduct also included their decisions not to comply with industry standards for the safekeeping and encrypted authorized disclosure of the PII of Plaintiff and Class Members. 85. Plaintiff and the Class Members had no ability to protect their PII that was in Defendants’ possession. 87. Defendants had and continue to have a duty to adequately disclose that the PII of Plaintiff and Class Members within Defendants’ possession might have been compromised, how it was compromised, and precisely the types of information that were compromised and when. Such notice was necessary to allow Plaintiff and the Class Members to take steps to prevent, mitigate, and repair any identity theft and the fraudulent use of their PII by third parties. 88. Defendants had a duty to employ proper procedures to prevent the unauthorized dissemination of the PII of Plaintiff and Class Members. 89. Defendants have admitted that the PII of Plaintiff and Class Members was wrongfully disclosed to unauthorized third persons as a result of the Data Disclosure. 90. Defendants, through their actions and/or omissions, unlawfully breached their duty to Plaintiff and Class Members by failing to exercise reasonable care in protecting and safeguarding the PII of Plaintiff and Class Members during the time the PII was within Defendants’ possession or control. 91. Defendants improperly and inadequately safeguarded the PII of Plaintiff and Class Members in deviation of standard industry rules, regulations, and practices at the time of the Data Disclosure. 92. Defendants failed to heed industry warnings and alerts to provide adequate safeguards to protect customers/patients’ PII in the face of increased risk of theft. 93. Defendants, through their actions and/or omissions, unlawfully breached their duty to Plaintiff and Class Members by failing to have appropriate procedures in place to detect and prevent dissemination of their customers/patients’ PII. 95. But for Defendants’ wrongful and negligent breach of duties owed to Plaintiff and Class Members, the PII of Plaintiff and Class Members would not have been compromised. 96. There is a close causal connection between Defendants’ failure to implement security measures to protect the PII of current and former customers/patients and the harm suffered or risk of imminent harm suffered by Plaintiff and the Class. 97. As a result of Defendants’ negligence, Plaintiff and the Class Members have suffered and will continue to suffer damages and injury including, but not limited to: identity theft, out-of-pocket expenses associated with addressing false accounts opened; out-of-pocket expenses associated with procuring robust identity protection and restoration services; increased risk of future identity theft and fraud, and the costs associated therewith; and time spent monitoring, addressing and correcting the current and future consequences of the Data Disclosure. 98. Plaintiff restates and realleges paragraphs 1 through 76 above as if fully set forth herein. Invasion of Privacy (On Behalf of the Class) (Against American HomePatient, Inc., and Lincare Holdings, Inc.) Negligence (On Behalf of the Class) (Against American HomePatient, Inc., and Lincare Holdings, Inc.)

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(FLSA – COLLECTIVE ACTION FOR UNPAID OVERTIME) (O.R.C. § 4111.03 – RULE 23 CLASS ACTION FOR UNPAID OVERTIME) (R.C. § 4113.5 – RULE 23 CLASS ACTION FOR VIOLATIONS OF THE OHIO PROMPT PAY ACT) 24. At all times relevant herein, Plaintiff was jointly employed by Defendants as a RadCon Tech for Defendants at the Portsmouth site beginning in approximately November 2017. 26. During his employment with Defendants, Named Plaintiff was not fully and properly paid for all of his compensable hours worked because Defendants did not properly calculate his regular rate of pay for the purposes of lawfully paying him for his overtime hours worked, resulting in unpaid overtime wages. 27. Plaintiff and other similarly situated employees worked in excess of 40 hours in a workweek. 28. Plaintiff and other similarly situated employees were compensated on an hourly, not a salary or fee basis. 29. Plaintiff and other similarly situated employees received compensation for their work at an hourly rate for all hours worked, plus additional remuneration including additional payments for maintaining their own health insurance coverage instead of maintaining health coverage through Defendants’ employer sponsored plans. 30. Plaintiff and other similarly situated employees routinely earned additional remuneration to their hourly compensation. 31. The FLSA and Ohio Wage Act required Defendants to pay overtime compensation to their employees at the rate of one and one-half times their regular rate for the hours they worked in excess of forty. 29 U.S.C. § 207; O.R.C. §§ 4111.03, 4111.10. 33. Defendants unlawfully excluded the additional remuneration that was paid to Plaintiff and other members of the FLSA Collective and the Ohio Class in determining their “regular rates” for purposes of overtime compensation during weeks wherein they worked more than forty (40) hours. Defendants thereby miscalculated their regular rates and underpaid their overtime compensation. 34. Defendants are each jointly an “employer” of Plaintiff and others similarly situated as that term is defined by the FLSA and the Ohio Wage Act. 35. Upon information and belief, Defendants, at all times relevant hereto, were fully aware of the fact that they were legally required to comply with the wage and overtime payment laws of the United States and of the State of Ohio. 36. During relevant times, Defendants had knowledge of and acted willfully regarding their joint conduct described herein. 37. Defendants are in possession and control of necessary documents and information from which Plaintiff would be able to precisely calculate damages. 38. Plaintiff neither primarily performed managerial duties nor supervised two or more employees. Plaintiff could not hire, fire, or discipline employees. 39. Plaintiff’s primary job duties did not consist of the exercise of discretion and independent judgment with respect to matters of significance. 40. At all times, Plaintiff was employed as a non-exempt hourly employee entitled to overtime wages for all hours worked in excess of forty (40) in any workweek. 42. Named Plaintiff and other similarly situated employees have not been fully and lawfully compensated for all of their compensable hours worked due to the aforementioned policies and practices of not paying employees the correct overtime rate for all hours worked over 40 in a workweek. 43. Defendants knew or should have been aware that Plaintiff and other similarly situated employees worked in excess of forty (40) hours in a workweek and were entitled to be paid an overtime rate based on the correct regular rate of pay, but they willfully elected not to fully compensate its employees during all times relevant. 44. Defendants’ joint failure to fully and properly pay Plaintiff and other similarly situated employees resulted in unpaid overtime wages. 45. Named Plaintiff brings his FLSA claims pursuant to 29 U.S.C. § 216(b) as a representative action on behalf of himself and all other similarly situated employees of the opt-in class, consisting of: All current and former hourly, non-exempt employees of Defendants at the Portsmouth site who received remuneration payments in addition to their normal hourly rate of pay during any workweek that they worked over 40 hours in any workweek beginning three years preceding the filing date of this Complaint and continuing through the date of final disposition of this case (the “§216(b) Class” or the “§216(b) Class Members”). 47. The identity of the putative 216(b) Class Members are known to Defendants and are readily identifiable through Defendants’ payroll records. These individuals may readily be notified of this action, and allowed to opt into it pursuant to 29 U.S.C. §216(b), for the purpose of collectively adjudicating their claims for overtime compensation, liquidated damages, attorneys' fees and costs under the FLSA. 48. The net effect of Defendants’ policies and practices is that Defendants willfully failed to fully and properly pay Named Plaintiff and §216(b) Class Members overtime wages. Thus, Defendants jointly enjoyed substantial ill-gained profits at the expense of the Named Plaintiff and §216(b) Class Members. B. Fed.R.Civ. P. 23 Class Action for Unpaid Overtime Wages. 49. All of the preceding paragraphs are realleged as if fully rewritten herein. 51. During relevant times, Plaintiff and those Ohio Rule 23 Class Members worked more than forty (40) hours per workweek, but were not correctly compensated at a rate of at least one and one-half times their correct regular rate of pay for all hours worked in excess of 40 because of Defendants’ policy and practice of not fully and properly compensating their employees at the proper overtime rate during workweeks when they received remuneration payments in addition to their normal hourly rate of pay. 52. The Ohio Rule 23 Class, as defined above, is so numerous that joinder of all members is impracticable. 53. Named Plaintiff is a member of the Ohio Rule 23 Class and his claims for unpaid wages are typical of the claims of other members of the Ohio Rule 23 Class. 54. Named Plaintiff will fairly and adequately represent the Ohio Rule 23 Class and the interests of all members of the Ohio Rule 23 Class. 55. Named Plaintiff has no interest that is antagonistic to or in conflict with those interests of the Ohio Rule 23 Class that he has undertaken to represent. 56. Named Plaintiff has retained competent and experienced class action counsel who can ably represent the interests of the entire Ohio Rule 23 Class. 57. Questions of law and fact are common to the Ohio Rule 23 Class. 58. Class certification is appropriate under Fed. R. Civ. P. 23(b)(1) because individual actions would create the risk of inconsistent or varying adjudications that would establish incompatible standards of conduct for Defendants with respect to its non-exempt employees. 60. Class certification is appropriate under Fed. R. Civ. P. 23(b)(3) as the questions of law and facts common to the Ohio Rule 23 Class predominate over questions affecting individual members of the Ohio Rule 23 Class and because a class action is superior to other available methods for the fair and efficient adjudication of this litigation. 61. Questions of law and fact that are common to the Ohio Rule 23 Class include, but are not limited to: (a) whether Defendants violated the Ohio Wage Act by failing to pay the Ohio Rule 23 Class their correct overtime rate for all hours worked in excess of forty hours per week as a result of Defendants’ failure to properly calculate the Ohio Rule 23 Class Members’ regular rate of pay when they received remuneration payments in addition to their normal hourly rate of pay; (b) whether Defendants kept accurate records of the amount of time the Ohio Rule 23 Class was working each day; (c) whether Defendants’ violations of the Ohio Wage Act were knowing and willful; (d) what amount of unpaid and/or withheld overtime compensation is due to the Named Plaintiff and other members of the Ohio Rule 23 Class on account of Defendants’ violations of the Ohio Wage Act; and (e) what amount of prejudgment interest is due to Ohio Rule 23 Class members on the overtime or other compensation which was withheld or not paid to them. 63. All of the preceding paragraphs are realleged as if fully rewritten herein. 64. This claim is brought as part of a collective action by the Named Plaintiff on behalf of himself and the §216(b) Class. 65. During the relevant time period preceding this Complaint, Defendants jointly employed the Named Plaintiff and the §216(b) Class Members. 66. Named Plaintiff and the §216(b) Class Members were paid on an hourly basis when working in non-exempt positions. 67. Named Plaintiff and the §216(b) Class Members worked in excess of 40 hours in a workweek. 68. The FLSA requires that covered employees be compensated for every hour worked in a workweek. See 29 U.S.C. § 206(b). 69. The FLSA requires that non-exempt employees receive overtime compensation of their regular rate of pay for hours worked in excess of forty (40) per week. See 29 U.S.C. § 207(a)(1). 71. Named Plaintiff was not exempt from receiving FLSA overtime benefits because, inter alia, he was not an “executive,” “administrative,” or “professional” employee, as those terms are defined under the FLSA. See 29 C.F.R. §§ 541.1, et seq. 72. Named Plaintiff was not exempt from receiving FLSA overtime benefits because, inter alia, he was not a “learned professional” employee, as that term is defined under the FLSA. See 29 CFR § 541.301. 73. Named Plaintiff and the §216(b) Class Members frequently worked in excess of 40 hours per week and received additional remuneration to their hourly rates at times during such workweeks. 74. Named Plaintiff and the §216(b) Class Members should have been paid the correct overtime rate for all hours worked in excess of forty hours per workweek during the three years from the filing date of this Complaint. 75. Defendants violated the FLSA with respect to Named Plaintiff and the §216(b) Class by, inter alia, failing to fully compensate them at time-and-one-half times their regular rates of pay for hours worked over forty (40) hours in workweeks because Defendant did not properly calculate their employees’ overtime rate when they received remuneration in addition to their hourly rate of pay. 76. Defendants knew or should have known of the overtime payment requirements of the FLSA. Defendants jointly and willfully withheld and failed to pay the overtime compensation to which Named Plaintiff and the §216(b) Collective Members are entitled. 78. As a direct and proximate result of Defendants’ joint conduct, the Named Plaintiff and the §216(b) Class Members have suffered and continue to suffer damages. The Named Plaintiff seeks unpaid overtime and other compensation, liquidated damages, interest and attorneys’ fees, and all other remedies available, on behalf of himself and the 216(b) Class Members. 79. All of the preceding paragraphs are realleged as if fully rewritten herein. 80. This claim is brought under Ohio Law. 81. The Named Plaintiff and the Ohio Rule 23 Class Members have been jointly employed by Defendants, and Defendants are each an employer covered by the overtime requirements under Ohio law. 82. Ohio Law requires that employees receive overtime compensation “not less than one and one-half times” (1.5) the employee’s regular rate of pay for all hours worked over forty (40) in one workweek, “in the manner and methods provided in and subject to the exemptions of section 7 and section 13 of the Fair Labor Standards Act of 1937.” See O.R.C. § 4111.03(A); see also 29 U.S.C. § 207(a)(1). 84. Defendants’ company-wide corporate policy and/or practice of not properly paying its hourly, non-exempt employees the correct overtime rate for each hour worked over forty (40) hours in workweeks that employees received remuneration in addition to their hourly rate of pay resulted in unpaid overtime wages for the Named Plaintiff and Ohio Rule 23 Class. 85. Named Plaintiff and those similarly situated Ohioans were not exempt from the wage protections of Ohio Law. 86. Defendants violated the Ohio Wage Act with respect to Named Plaintiff and the Ohio Rule 23 Class by, inter alia, failing to compensate them at time-and-one-half times their correct regular rates for hours worked over forty (40) hours in a workweek because Defendants did not properly calculate their employees’ overtime rate when they received remuneration payments in addition to their normal hourly rate of pay. 87. The Named Plaintiff and the Ohio Rule 23 Class were not exempt from the wage protections of Ohio law. Indeed, during relevant times, the Named Plaintiff and the Ohio Rule 23 Class Members were not exempt from receiving overtime because, inter alia, they were not “executive,” “administrative,” “professional,” “outside sales” or “computer” employees, as those terms are defined under the FLSA. See O.R.C. § 4111.03(A); see also 29 C.F.R. §§ 541.0, et seq. 88. Defendants’ repeated and knowing failure to pay overtime wages to the Named Plaintiff and those similarly situated Ohioans were violations of R.C. §4111.03, and as such, Defendants jointly acted willfully. 90. All of the preceding paragraphs are realleged as if fully rewritten herein. 91. During relevant times, Named Plaintiff and the Ohio Rule 23 Class Members have been jointly employed by Defendants. 92. During relevant times, Defendants were each an entity covered by the OPPA and the Named Plaintiff and the Ohio Rule 23 Class Members have been jointly employed by Defendants within the meaning of the OPPA. 93. The OPPA requires Defendants to pay Named Plaintiff and Ohio Rule 23 Class all wages, including unpaid overtime, on or before the first day of each month, for wages earned by them during the first half of the preceding month ending with the fifteenth day thereof, and on or before the fifteenth day of each month, for wages earned by them during the last half of the preceding calendar month. See O.R.C. § 4113.15(A). 94. During relevant times, Named Plaintiff and the Ohio Rule 23 Class were not paid all wages, including overtime wages at one and one-half times their regular rate of pay within thirty (30) days of performing the work. See O.R.C. § 4113.15(B). 95. The Named Plaintiff and the Ohio Rule 23 Class Members’ unpaid wages remain unpaid for more than thirty (30) days beyond their regularly scheduled payday. 96. The Named Plaintiff and the Ohio Rule 23 Class Members have been harmed and continue to be harmed by such unpaid wages. A. 216(b) Collective Action for Unpaid Overtime Wages.

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23. Defendant offers the https://www.lazybearsf.com/ website to the public. The website offers features which should allow all consumers to access the goods and services which Defendant offers in connection with its physical location. The goods and services offered by Defendant’s website, include but are not limited to the following: ordering online for pickup; the camp commissary menu which allows consumers to order takeout food a la carte or dinner kit pickups such as the take-and-bake cookie dough, aged cheddar fondue, radicchio and marinated Romanesco salad, brown steakhouse bread, roasted hen of the woods mushrooms, wagyu striploin, and honeynut squash cheesecake; tickets, which serve the function of reservations; dinner tickets; private events such as off-site events outdoors or at a private residence, cooking classes, cocktail and spirits classes, and wine tastings; wine list containing over 1,500 selections; Defendant’s story; contact information; career opportunities; and gift cards. Consumers can further access information regarding the restaurant location and hours, social media web pages, joining Defendant’s email list, and Covid-19 policies. 42. Plaintiff, on behalf of himself and all others similarly situated, seeks to certify a Nationwide Class under Fed. R. Civ. P. 23(a) and 23(b)(2), the Nationwide Class is initially defined as follows: all legally blind individuals who have attempted to access Defendant’s website by the use of a screen reading software during the applicable limitations period up to and including final judgment in this action. 43. The California Class is initially defined as follows: all legally blind individuals in the State of California who have attempted to access Defendant’s website by the use of a screen reading software during the applicable limitations period up to and including final judgment in this action. 44. Excluded from each of the above Classes is Defendant, including any entity in which Defendant has a controlling interest, is a parent or subsidiary, or which is controlled by Defendant, as well as the officers, directors, affiliates, legal representatives, heirs, predecessors, successors, and assigns of Defendant. Also excluded are the judge and court personnel in this case and any members of their immediate families. Plaintiff reserves the right to amend the Class definitions if discovery and further investigation reveal that the Classes should be expanded or otherwise modified. 55. Plaintiff alleges and incorporates herein by reference each and every allegation contained in paragraphs 1 through 54, inclusive, of this Complaint as if set forth fully herein. 56. Section 302(a) of Title III of the ADA, 42 U.S.C. § 12181 et seq., provides: “No individual shall be discriminated against on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, or accommodations of any place of public accommodation by any person who owns, leases (or leases to), or operates a place of public accommodation.” 42 U.S.C. § 12182(a). 61. Plaintiff alleges and incorporates herein by reference each and every allegation contained in paragraphs 1 through 60, inclusive, of this Complaint as if set forth fully herein. 62. Defendant’s restaurant is a “business establishment” within the meaning of the California Civil Code § 51 et seq. Defendant generates millions of dollars in revenue from the sale of its goods and services in California through its restaurant and related services, and https://www.lazybearsf.com/ is a service provided by Defendant that is inaccessible to customers who are visually impaired like Plaintiff and Class Members. This inaccessibility denies visually impaired customers full and equal access to Defendant’s facilities and services that Defendant makes available to the non-disabled public. Defendant is violating the Unruh Civil Rights Act, California Civil Code § 51 et seq., in that Defendant is denying visually impaired customers the services provided by https://www.lazybearsf.com/. These violations are ongoing. 63. Defendant’s actions constitute intentional discrimination against Plaintiff and Class Members on the basis of a disability in violation of the Unruh Civil Rights Act, Cal. Civil Code § 51 et seq. in that: Defendant has constructed a website that is inaccessible to Plaintiff and Class Members; maintains the website in this inaccessible form; and has failed to take adequate actions to correct these barriers even after being notified of the discrimination that such barriers cause. 64. Defendant is also violating the Unruh Civil Rights Act, California Civil Code § 51 et seq. in that the conduct alleged herein likewise constitutes a violation of various provisions of the ADA, 42 U.S.C. § 12101 et seq. Section 51(f) of the California Civil Code provides that a violation of the right of any individual under the ADA shall also constitute a violation of the Unruh Civil Rights Act. VIOLATIONS OF THE AMERICANS WITH DISABILITIES ACT, 42 U.S.C. § 12181 ET SEQ. (On Behalf of Plaintiff, the Nationwide Class, and the California Class) VIOLATIONS OF THE UNRUH CIVIL RIGHTS ACT, CALIFORNIA CIVIL CODE § 51 ET SEQ. (On Behalf of Plaintiff and the California Class)

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(Declaratory Relief) (on behalf of Plaintiff and the Class) 106. Plaintiff realleges and incorporates by reference the foregoing allegations as if set forth fully herein. 107. An actual controversy has arisen and now exists between the parties in that Plaintiff contends, and is informed and believes that Defendant denies, that the Website contains access barriers denying deaf and hard-of-hearing individuals the full and equal access to the goods and services of the Website, which Defendant owns, operates, and/or controls, fails to comply with applicable laws including, but not limited to, Title III of the Americans with Disabilities Act, 42 U.S.C. § 12182, et seq., N.Y. Exec. Law § 296, et seq., and N.Y.C. Administrative Code § 8-107, et seq. prohibiting discrimination against the deaf and hard of hearing. 108. A judicial declaration is necessary and appropriate at this time in order that each of the parties may know their respective rights and duties and act accordingly. (Violation of 42 U.S.C. § 12181, et seq. — Title III of the Americans with Disabilities Act) (on behalf of Plaintiff and the Class) (Violation of New York City Human Rights Law, N.Y.C. Administrative Code § 8-102, et seq.) (on behalf of Plaintiff and New York subclass) (Violation of New York State Human Rights Law, N.Y. Exec. Law, Article 15 (Executive Law § 292 et seq.) (on behalf of Plaintiff and New York subclass) (Violation of New York State Civil Rights Law, NY CLS Civ R, Article 4 (CLS Civ R § 40 et seq.) (on behalf of Plaintiff and New York subclass) 22. Plaintiff, on behalf of herself and all others similarly situated, seeks certification of the following nationwide class pursuant to Rule 23(a) and 23(b)(2) of the Federal Rules of Civil Procedure: “all legally deaf and hard-of-hearing individuals in the United States who have attempted to access the Website and as a result have been denied access to the enjoyment of goods and services offered by the Website during the relevant statutory period.” 23. Plaintiff seeks certification of the following New York subclass pursuant to Fed. R. Civ. P. 23(a), 23(b)(2), and, alternatively, 23(b)(3): “all legally deaf and hard-of-hearing individuals in New York State who have attempted to access the Website and as a result have been denied access to the enjoyment of goods and services offered by the Website, during the relevant statutory period.” 24. There are hundreds of thousands of deaf or hard-of-hearing individuals in New York State. There are approximately 36 million people in the United States who are deaf or hard of hearing. Thus, the persons in the Class are so numerous that joinder of all such persons is impractical and the disposition of their claims in a class action is a benefit to the parties and to the Court. 25. This case arises out of Defendant’s policy and practice of maintaining an inaccessible website denying deaf and hard-of-hearing persons access to the goods and services of the Website. Due to Defendant’s policy and practice of failing to remove access barriers, deaf and hard-of-hearing persons have been and are being denied full and equal access to independently browse and watch videos on the Website. 26. There are common questions of law and fact common to the class, including without limitation, the following: a. Whether the Website is a “public accommodation” under the ADA; b. Whether the Website is a “place or provider of public accommodation” under the laws of New York; c. Whether Defendant through the Website denies the full and equal enjoyment of its goods, services, facilities, privileges, advantages, or accommodations to people with hearing disabilities in violation of the ADA; and d. Whether Defendant through the Website denies the full and equal enjoyment of its goods, services, facilities, privileges, advantages, or accommodations to people with hearing disabilities in violation of the laws of New York. 27. The claims of the named Plaintiff are typical of those of the Class. The Class, similarly to the Plaintiff, are deaf or hard of hearing, and claim that Defendant has violated the ADA, and/or the laws of New York by failing to update or remove access barriers on the Website, so it can be independently accessible to the Class of people who are legally deaf or hard of hearing. 28. Plaintiff will fairly and adequately represent and protect the interests of the members of the Class because Plaintiff has retained and is represented by counsel competent and experienced in complex class action litigation, and because Plaintiff has no interests antagonistic to the members of the Class. Class certification of the claims is appropriate pursuant to Fed. R. Civ P. 23(b)(2) because Defendant has acted or refused to act on grounds generally applicable to the Class, making appropriate both declaratory and injunctive relief with respect to Plaintiff and the Class as a whole. 29. Alternatively, class certification is appropriate under Fed. R. Civ. P. 23(b)(3) because questions of law and fact common to Class members clearly predominate over questions affecting only individual Class members, and because a class action is superior to other available methods for the fair and efficient adjudication of this litigation. 30. Judicial efficiency will be served by maintenance of this lawsuit as a class action in that it will avoid the burden that would be otherwise placed upon the judicial system by the filing of numerous similar suits by people with hearing disabilities throughout the United States. 31. References to Plaintiff shall be deemed to include the named Plaintiff and each member of the Class, unless otherwise indicated. 32. Defendant operates the Website, which is an online education platform that broadcasts live classes. It delivers information to millions of people across the United States. 33. The Website is a service and benefit offered by Defendant throughout the United States, including New York State. The Website is owned, controlled and/or operated by Defendant. 34. The Website allows users to browse, view, and purchase educational videos about many topics and to browse and view previews prior to making purchases. Defendant’s videos are available with the click of a mouse and are played through the Internet on computers, cell phones, and other electronic devices. 35. This case arises out of Defendant’s policy and practice of denying the deaf and hard of hearing full and equal access to the Website, including the goods and services offered by Defendant through the Website. Due to Defendant’s failure and refusal to remove access barriers to the Website, deaf and hard-of-hearing individuals have been and are being denied equal access to the Website, as well as to the numerous goods, services and benefits offered to the public through the Website. 36. Defendant denies the deaf and hard of hearing access to goods, services, and information made available through the Website by preventing them from freely enjoying, interpreting, and understanding the content on the Website. 37. The Internet has become a significant source of information for conducting business and for doing everyday activities such as reading news, watching videos, etc., for deaf and hard-of-hearing persons. 38. The deaf and hard of hearing access videos through closed captioning, which is a transcription or translation of the audio portion of a video as it occurs, sometimes including description of non-speech elements. Except for a deaf or hard-of-hearing person whose residual hearing is still sufficient to apprehend the audio portion of the video, closed captioning provides the only method by which a deaf or hard-of-hearing person can independently access the video. Unless websites are designed to allow for use in this manner, deaf and hard-of-hearing persons are unable to fully access the service provided through the videos on the Website. 39. There are well-established guidelines for making websites accessible to disabled people. These guidelines have been in place for several years and have been followed successfully by other large business entities in making their websites accessible. The Web Accessibility Initiative (“WAI”), a project of the World Wide Web Consortium which is the leading standards organization of the Web, has developed guidelines for website accessibility, called the Web Content Accessibility Guidelines (“WCAG”). The federal government has also promulgated website accessibility standards under Section 508 of the Rehabilitation Act. These guidelines are readily available via the Internet, so that a business designing a website can easily access them. These guidelines recommend several basic components for making websites accessible, including but not limited to adding closed captioning to video content. 40. The Website contains access barriers that prevent free and full use by Plaintiff and other deaf or hard-of-hearing persons, including but not limited to the lack of closed captioning. This barrier is in violation of WCAG 2.1 Guideline 1.2.2, which mandates that video content contain captioning. 41. The Website contains numerous educational videos that lack captioning. The videos Get Social: Connecting Your Business Channels by Sue B. Zimmerman; Using Photoshop Channels by Jason Hoppe; and Advanced Lighting for Adventure Photography by Michael Clark are amongst many others on the Website do not contain closed captioning. The lack of captioning prevents Plaintiff and other deaf or hard-of-hearing people from understanding the content of those videos, thus preventing them from learning about the topics being taught. 42. Due to the Website’s inaccessibility, Plaintiff and other deaf or hard-of-hearing individuals must in turn spend time, energy, and/or money to apprehend the audio portion of the videos offered by Defendant. Some deaf and hard-of-hearing individuals may require an interpreter to apprehend the audio portion of the video or require assistance from their friends or family. By contrast, if the Website was accessible, a deaf or hard-of-hearing person could independently watch the videos and enjoy the services provided by Defendant as hearing individuals can and do. 43. The Website thus contains access barriers which deny full and equal access to Plaintiff, who would otherwise use the Website and who would otherwise be able to fully and equally enjoy the benefits and services of the Website in New York State. 44. Plaintiff attempted to watch the educational videos Get Social: Connecting Your Business Channels by Sue B. Zimmerman; Using Photoshop Channels by Jason Hoppe; and Advanced Lighting for Adventure Photography by Michael Clark on the Website most recently on May 15, 2020 but was unable to do so independently because of the lack of closed captioning on the Website, causing it to be inaccessible and not independently usable by deaf and hard-of- hearing individuals. 45. As described above, Plaintiff has actual knowledge of the fact that the Website contains access barriers causing the Website to be inaccessible, and not independently usable by, deaf and hard-of-hearing individuals. 46. These access barriers have denied Plaintiff full and equal access to, and enjoyment of, the goods, benefits, and services of Defendant and the Website. 47. Defendant engages in acts of intentional discrimination, including but not limited to the following policies or practices: (a) constructing and maintaining a website that is inaccessible to deaf and hard-of-hearing Class members with knowledge of the discrimination; and/or (b) constructing and maintaining a website that is sufficiently intuitive and/or obviously inaccessible to deaf and hard-of-hearing Class members; and/or (c) failing to take actions to correct access barriers in the face of substantial harm and discrimination to deaf and hard-of-hearing Class members. 48. Defendant utilizes standards, criteria, and methods of administration that have the effect of discriminating or perpetuating the discrimination of others. 49. Plaintiff realleges and incorporates by reference the foregoing allegations as if set forth fully herein. 50. Title III of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12182(a), provides that “No individual shall be discriminated against on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, or accommodations of any place of public accommodation by any person who owns, leases (or leases to), or operates a place of public accommodation.” Title III also prohibits an entity from “[u]tilizing standards or criteria or methods of administration that have the effect of discriminating on the basis of disability.” 42 U.S.C. § 12181(b)(2)(D)(I). 51. Defendant operates a place of public accommodation as defined by Title III of ADA, 42 U.S.C. § 12181(7), a “place of education,” a “place of exhibition or entertainment,” a “place of recreation,” and “service establishments.” 52. Defendant has failed to make its videos accessible to individuals who are deaf or hard of hearing by failing to provide closed captioning for videos displayed on the Website. 53. Discrimination under Title III includes the denial of an opportunity for the person who is deaf or hard of hearing to participate in programs or services or providing a service that is not as effective as what is provided to others. 42 U.S.C. § 12182(b)(1)(A)(I-III). 54. Discrimination specifically includes the failure to provide “effective communication” to deaf and hard-of-hearing individuals through auxiliary aids and services, such as captioning, pursuant to 42 U.S.C. § 12182(b)(1)(A)(III); 28 C.F.R. § 36.303(C). 55. Discrimination also includes the failure to maintain accessible features of facilities and equipment that are required to be readily accessible to and usable by persons with disabilities. 28 C.F.R. §36.211. 56. Under Title III of the ADA, 42 U.S.C. § 12182(b)(1)(A)(I), it is unlawful discrimination to deny individuals with disabilities or a class of individuals with disabilities the opportunity to participate in or benefit from the goods, services, facilities, privileges, advantages, or accommodations of an entity. 57. Under Title III of the ADA, 42 U.S.C. § 12182(b)(1)(A)(II), it is unlawful discrimination to deny individuals with disabilities or a class of individuals with disabilities and the opportunity to participate in or benefit from the goods, services, facilities, privileges, advantages, or accommodations, which is equal to the opportunities afforded to other individuals. 58. Specifically, under Title III of the ADA, 42 U.S.C. § 12182(b)(2)(A)(II), unlawful discrimination includes, among other things, “a failure to make reasonable modifications in policies, practices, or procedures, when such modifications are necessary to afford such goods, services, facilities, privileges, advantages, or accommodations to individuals with disabilities, unless the entity can demonstrate that making such modifications would fundamentally alter the nature of such goods, services, facilities, privileges, advantages or accommodations.” 59. In addition, under Title III of the ADA, 42 U.S.C. § 12182(b)(2)(A)(III), unlawful discrimination also includes “a failure to take such steps as may be necessary to ensure that no individual with a disability is excluded, denied services, segregated or otherwise treated differently than other individuals because of the absence of auxiliary aids and services, unless the entity can demonstrate that taking such steps would fundamentally alter the nature of the good, service, facility, privilege, advantage, or accommodation being offered or would result in an undue burden.” 60. The acts alleged herein constitute violations of Title III of the ADA, 42 U.S.C. § 12101 et seq., and the regulations promulgated thereunder. Individuals who are deaf and hard of hearing have been denied full and equal access to the Website have not been provided services that are provided to other patrons who are not disabled, and/or have been provided services that are inferior to the services provided to non-disabled patrons. 61. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 62. Modifying its policies, practices, and services by providing closed captions to make its videos accessible to deaf and hard-of-hearing individuals would not fundamentally alter the nature of Defendant’s business, nor would it pose an undue burden to this flourishing company. 63. As such, Defendant discriminates, and will continue in the future to discriminate against Plaintiff and members of the proposed Class and Subclass on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, accommodations and/or opportunities of the Website in violation of Title III of the Americans with Disabilities Act, 42 U.S.C. § 12181 et seq. and/or its implementing regulations. 64. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and members of the proposed Class and Subclass will continue to suffer irreparable harm. 65. The actions of Defendant were and are in violation of the ADA and therefore Plaintiff invokes his statutory right to injunctive relief to remedy the discrimination. 66. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 67. Pursuant to 42 U.S.C. § 12188 and the remedies, procedures, and rights set forth and incorporated therein Plaintiff prays for judgment as set forth below. 68. Plaintiff realleges and incorporates by reference the foregoing allegations as though fully set forth herein. 69. N.Y. Exec. Law § 296(2)(a) provides that it is “an unlawful discriminatory practice for any person, being the owner, lessee, proprietor, manager, superintendent, agent or employee of any place of public accommodation . . . because of the . . . disability of any person, directly or indirectly, to refuse, withhold from or deny to such person any of the accommodations, advantages, facilities or privileges thereof.” 70. Defendant operates a place of public accommodation as defined by N.Y. Exec. Law § 292(9). 71. Defendant is subject to New York Human Rights Law because it owns and operates the Website. Defendant is a person within the meaning of N.Y. Exec. Law § 292(1). 72. Defendant is violating N.Y. Exec. Law § 296(2)(a) in refusing to update or remove access barriers to the Website, causing the videos displayed on the Website to be completely inaccessible to the deaf and hard of hearing. This inaccessibility denies deaf and hard-of-hearing patrons full and equal access to the facilities, goods and services that Defendant makes available to the non-disabled public. 73. Specifically, under N.Y. Exec. Law § 296(2)(c)(I), unlawful discriminatory practice includes, among other things, “a refusal to make reasonable modifications in policies, practices, or procedures, when such modifications are necessary to afford facilities, privileges, advantages or accommodations to individuals with disabilities, unless such person can demonstrate that making such modifications would fundamentally alter the nature of such facilities, privileges, advantages or accommodations.” 74. In addition, under N.Y. Exec. Law § 296(2)(c)(II), unlawful discriminatory practice also includes, “a refusal to take such steps as may be necessary to ensure that no individual with a disability is excluded or denied services because of the absence of auxiliary aids and services, unless such person can demonstrate that taking such steps would fundamentally alter the nature of the facility, privilege, advantage or accommodation being offered or would result in an undue burden.” 75. Defendant’s actions constitute willful intentional discrimination against the class on the basis of a disability in violation of the New York State Human Rights Law, N.Y. Exc. Law § 296(2) in that Defendant has: (a) constructed and maintained a website that is inaccessible to deaf and hard-of-hearing Class members with knowledge of the discrimination; and/or (b) constructed and maintained a website that is sufficiently intuitive and/or obvious that is inaccessible to deaf and hard-of-hearing Class members; and/or (c) failed to take actions to correct these access barriers in the face of substantial harm and discrimination to deaf and hard-of-hearing Class members. 76. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 77. As such, Defendant discriminates, and will continue in the future to discriminate against Plaintiff and members of the proposed Class and Subclass on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, accommodations and/or opportunities of the Website under § 296(2) et seq. and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and members of the Subclass will continue to suffer irreparable harm. 78. The actions of Defendant were and are in violation of New York State Human Rights Law and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 79. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines pursuant to N.Y. Exc. Law § 297(4)(c) et seq. for each and every offense. 80. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 81. Pursuant to N.Y. Exec. Law § 297 and the remedies, procedures, and rights set forth and incorporated therein Plaintiff prays for judgment as set forth below. 82. Plaintiff realleges and incorporates by reference the foregoing allegations as though fully set forth herein. 83. Plaintiff served notice thereof upon the attorney general as required by N.Y. Civil Rights Law § 41. 84. N.Y. Civil Rights Law § 40 provides that “all persons within the jurisdiction of this state shall be entitled to the full and equal accommodations, advantages, facilities and privileges of any places of public accommodations, resort or amusement, subject only to the conditions and limitations established by law and applicable alike to all persons. No persons, being the owner, lessee, proprietor, manager, superintendent, agent, or employee of any such place shall directly or indirectly refuse, withhold from, or deny to any person any of the accommodations, advantages, facilities and privileges thereof . . . . ” 85. N.Y. Civil Rights Law § 40-c(2) provides that “no person because of . . . disability, as such term is defined in section two hundred ninety-two of executive law, be subjected to any discrimination in his or her civil rights, or to any harassment, as defined in section 240.25 of the penal law, in the exercise thereof, by any other person or by any firm, corporation or institution, or by the state or any agency or subdivision.” 86. The Website is a public accommodations within the definition of N.Y. Civil Rights Law § 40-c(2). 87. Defendant is subject to New York Civil Rights Law because it owns and operates the Website. Defendant is a person within the meaning of N.Y. Civil Law § 40-c(2). 88. Defendant is violating N.Y. Civil Rights Law § 40-c(2) in refusing to update or remove access barriers to the Website, causing videos on the Website to be completely inaccessible to the deaf and hard of hearing. This inaccessibility denies deaf and hard-of-hearing patrons full and equal access to the goods and services that Defendant makes available to the non-disabled public. 89. In addition, N.Y. Civil Rights Law § 41 states that “any corporation which shall violate any of the provisions of sections forty, forty-a, forty-b or forty-two . . . shall for each and every violation thereof be liable to a penalty of not less than one hundred dollars nor more than five hundred dollars, to be recovered by the person aggrieved thereby . . . . ” 90. Specifically, under N.Y. Civil Rights Law § 40-d, “any person who shall violate any of the provisions of the foregoing section, or subdivision three of section 240.30 or section 240.31 of the penal law, or who shall aid or incite the violation of any of said provisions shall for each and every violation thereof be liable to a penalty of not less than one hundred dollars nor more than five hundred dollars, to be recovered by the person aggrieved thereby in any court of competent jurisdiction in the county in which the defendant shall reside . . . . ” 91. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 92. As such, Defendant discriminates, and will continue in the future to discriminate against Plaintiff and members of the proposed Class on the basis of disability are being directly or indirectly refused, withheld from, or denied the accommodations, advantages, facilities and privileges thereof in § 40 et seq. and/or its implementing regulations. 93. Plaintiff is entitled to compensatory damages of five hundred dollars per instance, as well as civil penalties and fines pursuant to N.Y. Civil Law § 40 et seq. for each and every offense. 94. Plaintiff realleges and incorporates by reference the foregoing allegations as if set forth fully herein. 95. N.Y.C. Administrative Code § 8-107(4)(a) provides that “It shall be an unlawful discriminatory practice for any person who is the owner, franchisor, franchisee, lessor, lessee, proprietor, manager, superintendent, agent or employee of any place or provider of public accommodation . . . [b]ecause of any person’s . . . disability . . . directly or indirectly . . . [t]o refuse, withhold from or deny to such person the full and equal enjoyment, on equal terms and conditions, of any of the accommodations, advantages, services, facilities or privileges of the place or provider of public accommodation.” 96. The Website is a public accommodation within the definition of N.Y.C. Administrative Code § 8-102. 97. Defendant is subject to City Law because it owns and operates the Website. Defendant is a person within the meaning of N.Y.C. Administrative Code § 8-102. 98. Defendant is violating N.Y.C. Administrative Code § 8-107(4)(a) in refusing to update or remove access barriers to the Website, causing the Website and the services integrated with the Website to be completely inaccessible to the deaf. This inaccessibility denies deaf patrons full and equal access to the facilities, goods, and services that Defendant makes available to the non-disabled public. Specifically, Defendant is required to “make reasonable accommodation to the needs of persons with disabilities . . . it is an unlawful discriminatory practice for any person prohibited by the provisions of [§ 8-107 et seq.] from discriminating on the basis of disability not to provide a reasonable accommodation to enable a person with a disability to . . . enjoy the right or rights in question provided that the disability is known or should have been known by the covered entity.” N.Y.C. Administrative Code § 8-107(15)(a). 99. Defendant’s actions constitute willful intentional discrimination against the class on the basis of a disability in violation of the N.Y.C. Administrative Code § 8-107(4)(a) and § 8107(15)(a) in that Defendant has: (a) constructed and maintained a website that is inaccessible to deaf and hard-of-hearing Class members with knowledge of the discrimination; and/or (b) constructed and maintained a website that is sufficiently intuitive and/or obvious that is inaccessible to deaf and hard-of-hearing Class members; and/or (c) failed to take actions to correct these access barriers in the face of substantial harm and discrimination to deaf and hard-of-hearing Class members. 100. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 101. As such, Defendant discriminates, and will continue in the future to discriminate against Plaintiff and members of the proposed Class and Subclass on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, accommodations, and/or opportunities of the Website under § 8-107(4)(a) and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and members of the Subclass will continue to suffer irreparable harm. 102. The actions of Defendant were and are in violation of City Law and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 103. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines under N.Y.C. Administrative Code § 8-120(8) and § 8-126(a) for each offense. 104. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 105. Pursuant to N.Y.C. Administrative Code § 8-120 and § 8-126 and the remedies, procedures, and rights set forth and incorporated therein Plaintiff prays for judgment as set forth below.

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1. Identify that the call was an attempt to collect a debt; 10. In July of 2014, DEFENDANT began placing calls to PLAINTIFF’s phone number, in an attempt to collect a consumer debt from PLAINTIFF. DEFENDANT left the following pre-recorded message multiple times: 800-377-7679. Again the number is 1-800-377-7679. Thank you and have a nice. 12. DEFENDANT never sent PLAINTIFF an initial 1692g notice. 13. PLAINTIFF is informed and believes and therefore alleges that PLAINTIFF and the class members are entitled to statutory damages and may have also suffered damages in other ways and to other extents not presently known to PLAINTIFF, and not specified herein. PLAINTIFF reserves the right to assert additional facts and damages not referenced herein, and/or to present evidence of the same at the time of trial. 14. PLAINTIFF repeats, re-alleges, and incorporates by reference, paragraphs 1 through 13 inclusive, above. 15. These claims for relief are brought by PLAINTIFF individually and on behalf of the following classes: a. Class Number One: A class consisting of nationwide consumers who: i. Within one year prior to the filing of this action; ii. Received a pre-recorded message from DEFENDANT; iii. Which failed to conform to 15 U.S.C. § 1692e(11) in that it did not: 16. A class action is superior for the fair and efficient adjudication of the class members’ claims as Congress specifically envisioned class actions as a principal means of enforcing the FDCPA. See 15 U.S.C.§ 1692k. The members of the class are generally unsophisticated consumers, whose rights will not be vindicated in the absence of a class action. Prosecution of separate actions by individual members of the classes would also create the risk of inconsistent or varying adjudications resulting in the establishment of inconsistent or varying standards and would not be in the best interest of judicial economy. 17. If facts are discovered to be appropriate, PLAINTIFF will seek to certify the class under Rule 23(b)(3) of the Federal Rules of Civil Procedure. 18. PLAINTIFF repeats, re-alleges and incorporates by reference, paragraphs 1 through 17 inclusive, above. 19. A debt collector is required to disclose in the initial communication “that the debt collector is attempting to collect a debt and that any information obtained will be used for that purpose” and in subsequent communications “that the communication is from a debt collector”. 15 U.S.C. §1692e(11). 2. Identify that any information obtained will be used for that purpose; nor 21. In July of 2014, DEFENDANT began placing calls to PLAINTIFF’S phone number in connection with the collection of a consumer debt. DEFENDANT left the following pre-recorded message on PLAINTIFF’S cell phone multiple times: 800-377-7679. Again the number is 1-800-377-7679. Thank you and have a nice 22. DEFENDANT’s pre-recorded message fails to identify the name of the debt collector in an attempt to trick the consumer into calling DEFENDANT back. 23. Further, DEFENDANT’s pre-recorded message fails to identify that the call was an attempt to collect a debt and that any information obtained will be used for that purpose, or that the communication was from a debt collector. 24. As a result of the FDCPA violations by DEFENDANT, PLAINTIFF is entitled to an award of statutory damages. 25. It has been necessary for PLAINTIFF to obtain the services of an attorney to pursue this claim, on behalf of herself and those similarly situated, and is entitled to recover reasonable attorneys’ fees therefor. 26. PLAINTIFF repeats, re-alleges and incorporates by reference, paragraphs 1 through 25 inclusive, above. 28. Here, DEFENDANT failed to send PLAINTIFF an initial collection letter notifying PLAINTIFF of her rights pursuant to §1692g(a). 29. As a result of the FDCPA violations by DEFENDANT, PLAINTIFF is entitled to an award of statutory damages. 30. It has been necessary for PLAINTIFF to obtain the services of an attorney to pursue this claim, on behalf of herself and those similarly situated, and is entitled to recover reasonable attorneys’ fees therefor. 9. PLAINTIFF repeats, re-alleges, and incorporates by reference, paragraphs 1 through 8 inclusive, above. VIOLATIONS OF THE FDCPA 15 U.S.C. §§ 1692d(6) and e(11) BROUGHT BY PLAINTIFF INDIVIDUALLY AND ON BEHALF OF CLASSES NUMBERS ONE AND TWO VIOLATION OF THE FDCPA 15 U.S.C. § 1692g(a) BROUGHT BY PLAINTIFF INDIVIDUALLY AND ON BEHALF OF CLASS NUMBER TWO

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20. Wells Fargo has built its retail banking business by cross-selling its products and encouraging its customers to maintain numerous accounts with the bank. Its drive to maximize accounts per customer has led Wells Fargo to promote and tolerate fraudulent, deceptive, and illegal practices that harm customers while inflating the bank’s bottom line. A. Wells Fargo Requires its Employees to Reach Unreasonable Quotas 21. A centerpiece of Wells Fargo’s business model is getting each customer to maintain multiple accounts. In a brochure published by Wells Fargo called “The Vision & Values of Wells Fargo,” Wells Fargo states: “‘Going for gr-eight.’ Our average retail banking household has about six products with us. We want to get to eight . . . and beyond. One of every four already has eight or more. Four of every 10 have six or more.” 22. In its 2014 Annual Report to the U.S. Securities and Exchange Commission, Wells Fargo boasts about its “products” per customer and its “cross-sell strategy”: “Our vision is to satisfy all our customers’ financial needs, help them succeed financially, be recognized as the premier financial services company in our markets and be one of America’s great companies. Important to our strategy to achieve this vision is to increase the number of our products our customers use and to offer them all of the financial products that fulfill their financial needs.” That report further states: “Our cross-sell strategy is to increase the number of products our customers use by offering them all of the financial products that satisfy their financial needs.” 71. This matter is brought by Plaintiff on behalf of herself and those similarly situated, under Federal Rules of Civil Procedure 23(b)(2) and 23(b)(3). 81. Plaintiff, a resident of Arizona, incorporates by reference each and every prior and subsequent allegation of this Complaint as if fully restated here. 82. The Arizona Consumer Fraud Act (“Act”) prohibits a variety of deceptive and fraudulent practices in connection with the sale or advertisement of merchandise or products. The Act specifically provides: The act, use or employment by any person of any deception, deceptive act or practice, fraud, false pretense, false promise, misrepresentation, or concealment, suppression or omission of any material fact with intent that others rely upon such concealment, suppression or omission, in connection with the sale or advertisement of any merchandise whether or not any person has in fact been misled, deceived or damaged thereby, is declared to be an unlawful practice. 89. Plaintiff incorporates by reference each and every prior and subsequent allegation of this Complaint as if fully restated here. 96. Plaintiff incorporates by reference each and every prior and subsequent allegation of this Complaint as if fully restated here. Asserted on Behalf of Plaintiff and the Class Violations of Fair Credit Reporting Act § 1681 et seq. Asserted on Behalf of Plaintiff and the Class Violations of the Arizona Consumer Fraud Act Asserted on Behalf of Plaintiff and the Class Unjust Enrichment

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15. On January 9, 2020, Plaintiff purchased three (3) airline tickets for travel to occur on April 3, 2020, returning April 13, 2020, traveling to Athens, Greece to visit Plaintiff’s daughter while she studied abroad. The travel was to be on British Airways originating from New York, with a connecting flight in London. 17. On March 11, 2020, United States President Donald Trump instituted a travel ban for flights from Europe to start on March 13, 2020 and continue for thirty (30) days. 18. On March 12, 2020, Plaintiff called the Capital One Venture Travel customer service number and was instructed to wait two (2) more weeks to see if her flights would be cancelled and if so, a refund would be automatically be issued by British Airways. 19. Plaintiff called Capital One Venture Travel again on March 25, 2020, and due to wait times, spent the next thirteen (13) hours waiting for a representative. When one finally answered, Plaintiff was told that British Airways was only offering travel vouchers which were only valid through January 9, 2021. 20. On April 3, 2020, Plaintiff called British Airways directly and was told that assistance could not be offered because the tickets were purchased through Capital One, not the airline directly. Plaintiff had learned during this call that purchases through the airline itself are refunded for cancelled flights, even if only one leg was cancelled. 21. Plaintiff then contacted Capital One again but learned that neither her rewards points nor credit card charges for the tickets would be refunded. 22. Plaintiff checked the terms and conditions listed on Capital One’s website but saw that the only relevant information concerned ticket purchases made directly with the airlines and not the travel services. The pages provided contact information for the airlines and set forth a dispute procedure only. 24. Capital One handled flight cancellation services poorly for card members, so much so that consumers, including Plaintiff, have been left without either travel and without a refund and/or reversal of charges and return of Rewards points. In short, Capital One Venture Card has received a windfall of from consumers that it has neither returned nor expressed any intention of returning in the future, entitling Plaintiff and other similarly-situated individuals to seek damages for recovery of same. 25. Plaintiff brings this claim on behalf of a class, pursuant to Federal Rules of Civil Procedure 23(a), (b)(2), b(3). 26. This claim is brought on behalf of a Class consisting of all Capital One Venture Card holders in the state of New Jersey who purchased airline travel using their Capital One Venture Card for travel on flights that later were cancelled as a result of COVID-19 travel restrictions. 27. Excluded from the Class are the Defendant, the officers and directors of the Defendant at all relevant times, members of the Defendant’s immediate families and their legal representatives, heirs, successors, or assigns, and any entity in which Defendant has or had a controlling interest. 28. Plaintiff reserves the right to amend or modify the Class definition with greater specificity or further division into subclasses or limitations to particular issues, as discovery and the orders of this Court warrant. 29. The identities of all class members are readily ascertainable from the Capital One’s records. 31. The Plaintiff will fairly and adequately protect the interests of the Class defined in this complaint. The Plaintiff has retained counsel with experience in handling consumer lawsuits, complex legal issues, and class actions, and neither the Plaintiff nor her attorneys have any interests, which might cause them not to vigorously pursue this action. 33. Certification of a class under Rule 23(b)(3) of the Federal Rules of Civil Procedure is also appropriate in that the questions of law and fact common to members of the Class predominate over any questions affecting an individual member, and a class action is superior to other available methods for the fair and efficient adjudication of the controversy. 34. Based on discovery and further investigation, Plaintiff may, in addition to moving for class certification, use modified definitions of the class, class claims, and the class period, and/or seek class certification only as to particular issues as permitted under Fed. R. Civ. P. 23(c)(4). Such modified definitions may be more expansive to include consumers excluded from the foregoing definitions. VI. 35. Plaintiff restates, re-alleges, and incorporates herein by reference the preceding paragraphs as it fully set forth herein. 36. Defendant made intentional misrepresentations to Plaintiff and the Class Members regarding their inability to receive refunds for their cancelled travel and that the airline was only able to give travel vouchers. 37. Said misrepresentation by Defendant was an unconscionable consumer practice. 38. Plaintiff and the Class Members reasonably relied on Defendant’s intentional misrepresentations. 39. Defendant’s representations proximately caused damage to Plaintiff and the Class Members. 41. The actions of Defendant entitle Plaintiff and other Class Members to a full refund of all consideration paid, plus interest and attorney fees and costs. 42. Further, as a result of the foregoing, Plaintiff and Class Members suffered and will continue to suffer ascertainable losses and other damages as described in detail in paragraphs 15 through 24 of this Class Action Complaint, and are entitled to treble damages as provided by N.J.S.A. § 56:18-19. 43. Plaintiff restates, re-alleges, and incorporates herein by reference the preceding paragraphs as it fully set forth herein. 44. Capital One has benefitted from its unlawful acts by retaining the payments used to purchase travel tickets which have been cancelled. Retentions of those monies under these circumstances is unjust and inequitable because Capital One charged consumers full price for travel and fees for travel that they can now not take due to a global pandemic. 45. Because Defendant’s retention of the non-gratuitous benefits conferred by Plaintiff and other members of this Class is unjust and inequitable, Defendant must pay restitution to Plaintiff and members of the Class for their unjust enrichment, as ordered by the Court. 46. Plaintiff restates, re-alleges, and incorporates herein by reference the preceding paragraphs as it fully set forth herein. 48. Defendant had wrongfully exercised control over and/or intentionally interfered with the rights of Plaintiff and members of the class by limiting passengers on cancelled flights to a travel voucher which must be used within one (1) year while Defendant has unlawfully retained the monies Plaintiff and the Class Members paid for tickets on cancelled flights. 49. Defendant deprived Plaintiff and the other members of the Class of the value they paid for the tickets on cancelled flights as well as their right to a refund. 50. Plaintiff and members of the Class have requested and/or demanded that Defendant issue refunds for cancelled flights. 51. This interference with the rights and services for which Plaintiff and the members of the Class paid damaged Plaintiff and the members of the Class, in that they purchased tickets, and, as such, Defendant has deprived Plaintiff and members of the Class of the right to their property, in this case, the amounts paid for tickets on cancelled flights. 52. Plaintiff and members of the Class are entitled to a refund of the full amount paid for tickets on cancelled flights. IX. 53. Plaintiff restates, re-alleges, and incorporates herein by reference the preceding paragraphs as it fully set forth herein. 54. During the COVID19 Pandemic, Defendant has intentionally allowed wait times on hold to increase to unreasonable levels and instructed customer service representatives speaking to consumers (“Class Members”) to furnish misleading information in hopes of confusing consumers and reducing and/or avoiding issuance of refunds to which the consumers are entitled for all flights cancelled as a result of the COVID19 Pandemic. 56. Defendant’s representations were made with the intent that Plaintiff and Class Members rely upon the misstatements in accepting rebookings instead of pressing for a refund. 57. Plaintiff and the Class Members relied on Defendant’s representations. 58. The reliance by Plaintiff and the Class Members on Defendant’s representations was reasonable. 59. Defendant’s representations proximately caused damage to Plaintiff and the Class Members. 60. By misrepresenting that Plaintiff and the Class Members were only entitled to travel vouchers, Defendant financially harmed Plaintiff and Class Members, causing damages. X. 61. Plaintiff restates, re-alleges, and incorporates herein by reference the preceding paragraphs as it fully set forth herein. 62. Defendant and Class Members, including Plaintiff, entered into valid contracts for Defendant to provide airline travel tickets via third parties and in exchange Plaintiff and Class Members would pay money and/or travel reward points and/or a combination of the two, to complete the transaction. 63. Defendant’s services carried with it the obligation to refund all consideration paid by Plaintiff and Class Members should flights be cancelled as a result of unforeseen world events, specifically the COVID19 Pandemic. 65. Defendant breached its obligations owed to Plaintiff and Class Members by failing after-the-fact to provide a full refund for travel cancelled because of the COVID-19 Pandemic. 66. As a result of Defendant’s failure to perform the contract, Plaintiff and other Class Members have been damaged and did not receive the paid for benefits, refund, and/or performance to which they each and all were entitled. 67. As a result, Plaintiff and the Class Members are entitled to fair compensation in the form of full refunds for all tickets, fees, taxes, and interest that Defendant charged and/or collected.. BREACH OF CONTRACT CONVERSION FRAUDULENT MISREPRESENTATION UNJUST ENRICHMENT VIOLATIONS OF THE NEW JERSEY CONSUMER FRAUD ACT, N.J. STAT. ANN. § 56:8, et seq.

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47. Plaintiff brings this action as a class action pursuant to Federal Rule of Civil Procedure 23(a) and (b)(3) on behalf of a class, consisting of all those who purchased Capstone’s securities between November 7, 2013 and November 5, 2015, inclusive (the “Class Period”) and who were damaged thereby (the “Class”). Excluded from the Class are Defendants, the officers and directors of the Company, at all relevant times, members of their immediate families and their legal representatives, heirs, successors or assigns and any entity in which Defendants have or had a controlling interest. 53. The market for Capstone’s securities was open, well-developed and efficient at all relevant times. As a result of these materially false and/or misleading statements, and/or failures to disclose, Capstone’s securities traded at artificially inflated prices during the Class Period. Plaintiff and other members of the Class purchased or otherwise acquired Capstone’s securities relying upon the integrity of the market price of the Company’s securities and market information relating to Capstone, and have been damaged thereby. 54. During the Class Period, Defendants materially misled the investing public, thereby inflating the price of Capstone’s securities, by publicly issuing false and/or misleading statements and/or omitting to disclose material facts necessary to make Defendants’ statements, as set forth herein, not false and/or misleading. Said statements and omissions were materially false and/or misleading in that they failed to disclose material adverse information and/or misrepresented the truth about Capstone’s business, operations, and prospects as alleged herein. 64. Plaintiff repeats and realleges each and every allegation contained above as if fully set forth herein. 75. Plaintiff repeats and realleges each and every allegation contained above as if fully set forth herein. Background Violation of Section 10(b) of The Exchange Act and Rule 10b-5 Promulgated Thereunder Against All Defendants Violation of Section 20(a) of The Exchange Act Against the Individual Defendants

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15. On August 21, 2017, the entire United States experienced a once every two generations event: a total eclipse of the sun by the earth’s moon, also called a Solar Eclipse.3 During a Solar Eclipse, the moon moves between the sun and the earth. When the orbital planes of both the sun and the moon are identical, the moon casts a shadow onto the earth.4 16. There are three types Solar Eclipses. The first is a partial Solar Eclipse, which happens when the orbital planes of the moon and the sun are not in exact alignment. In a partial Solar Eclipse, the sun will appear to have a shadow across a portion of its surface. The second type of Solar Eclipse is an “annular” Solar Eclipse, which happens when the moon is farther away from the earth. During such events, the moon in front of the sun will appear as a dark disk “on top of a larger sun-colored disk.5 18. During a TSE, the moon actually casts two shadows on the earth. The first shadow is known as the “umbra” and is the dark center of the moon’s shadow, which gets smaller as it reaches earth. The second shadow is known as the “penumbra” which get larger as it reaches earth. People standing in the penumbra will see a partial eclipse, while those standing in the umbra will see a TSE. Solar Eclipses only last for a few minutes in any one location. Serious eye injury can occur when people view either partial or TSE without certain protective eyewear. Indeed, the NASA website warns of this danger on its Eclipse website.6 August 21, 2017 TSE 19. The 2017 TSE is reported to have been the most viewed in history.7 Indeed, it has been estimated that nearly half of America’s 323 million people watched or viewed the TSE, with an estimated 20 million watching from the totality, or umbra.8 21. According to paper published by the Royal College of Ophthalmologists in the United Kingdom, symptoms of solar retinopathy typically show up approximately 12 hours after the viewing event, and can include the following symptoms: • Blurry vision • A central blind spot in one or both eyes • Increased sensitivity to light • Distorted vision • Changes in perception of color.12 Short term issues arising from unprotected or improperly protected direct Solar Eclipse watching can include “solar keratitis” which is similar to sunburn of the cornea (the front part of the eye) and can cause eye pain and light sensitivity, with symptoms often occurring within 24 hours after exposure.13 23. The popularity of the 2017 TSE created an economic boom for Eclipse Glasses makers. As of July 27, 2017, it was reported that American Paper Optics, located in Bartlett, Tennessee, had produced 37 million Eclipse Glasses, and was expecting to make and sell 100 million.17 USA Today reported that approximately 10 million Eclipse Glasses manufactured by American Paper Optics were sold to Amazon.18 24. On or about August 1, 2017, Plaintiff Corey Thomas Payne purchased from Amazon a three-pack of Eclipse Glasses that were delivered to his home in Charleston, South Carolina on August 3, 2017. Corey Thomas Payne gave one pair of the Eclipse Glasses to his fiancé, Kayla Harris. Both Plaintiffs used the Eclipse Glasses to view the TSE on August 21, 2017, and did not view the eclipse during any time without wearing the Eclipse Glasses. 25. Plaintiffs did not receive notice of the recall from Amazon. 26. Later that day, both Plaintiffs began to experience pain and discomfort, headaches, eye watering and other symptoms. Thereafter, both Plaintiffs began to see dark spots in their line of vision, suffered vision impairment, including blurriness, a central blind spot, increased sensitivity, changes in perception of color, and distorted vision. 27. Amazon knew the requirements that made Eclipse Glasses safe to use for viewing the TSE on August 21, 2017, and that providing defective Eclipse Glasses that did not meet the requisite standards would result in eye injury and vision impairment. 29. Amazon’s August 19, 2017 email “recall” was tragically too little, too late. Its email notification was insufficient to timely apprise customers of the defective nature of their glasses, and resulted in Plaintiffs and members of the proposed class using defective Eclipse Glasses to view the August 21, 2017 TSE unknowing that the glasses were unfit for their intended purpose. 30. Upon information and belief, many Eclipse Glasses sold by Amazon were sold in packs of 3 and 20, and distributed to individuals, who never received a warning email. Notwithstanding Amazon’s woefully inadequate email notification, any and all users of Eclipse Glasses were subjected to unreasonable and foreseeable risks of severe and permanent eye injury due to the negligence of Amazon. 31. As a direct and proximate result of Defendant’s conduct in selling and distributing unsafe Eclipse Glasses, Plaintiffs and the class have suffered a significant increased risk of injury or disease, requiring an award of the cost of a program for medical monitoring for the early detection of such eye injury, disease or disease resulting from exposure to the sun caused by Defendant’s unsafe Eclipse Glasses. Reasonable medical procedures exist for the early detection of eye injury, disease process and disease caused by unsafe exposure to the sun resulting from exposure to the sun from Defendant’s unsafe Eclipse Glasses. Early detection of injury, disease or disease process resulting from exposure to the sun caused by Defendant’s unsafe Eclipse Glasses will benefit Plaintiffs and Class Members. 33. A class action is the proper form to bring Plaintiffs’ claims under FRCP 23. The potential class is so large that joinder of all members would be impracticable. Additionally, there are questions of law or fact common to the class, the claims or defenses of the representative parties are typical of the claims or defenses of the class, and the representative parties will fairly and adequately protect the interests of the class. 34. This action satisfies all requirements of FRCP 23(a), (b)(1), and (b)(3), including numerosity, commonality, typicality, adequacy, predominance, and superiority. 35. Numerosity and Ascertainability: The Class is so numerous that joinder of all members is impracticable. While the exact number is unknown at this time, it is generally ascertainable by appropriate discovery, and based upon the Defendant’s sales volume, it is reasonable to presume that the members of the Class are so numerous that joinder of all members is impracticable. The disposition of the claims of these Class Members in a single action will provide substantial benefits to all parties and to the Court. 38. The claims of the Class Representative Plaintiffs are furthermore typical of other class members because Plaintiffs makes the same claims as other class members. Plaintiffs have interest in seeking compensation from Defendant for injuries suffered due to the purchase of defective Amazon Eclipse Glasses. 39. Adequacy: Plaintiffs will fairly and adequately represent and protect the interests of the class because Plaintiffs have no disabling conflicts of interest that would be antagonistic to those of the other class members. Plaintiffs seeks no relief that is antagonistic or adverse to the members of the class and the damages Plaintiffs suffered are typical of other class members. Further, Plaintiffs have retained counsel with substantial experience in prosecuting consumer class actions, including actions involving unfair, false, misleading and deceptive advertising. Plaintiffs and their counsel are committed to vigorously prosecuting this action on behalf of the Class, and have the financial resources to do so. 41. The nature of this action and the nature of South Carolina law and consumer protection and product liability laws available to Plaintiffs and the class members make the use of the class action device a particularly efficient and appropriate procedure to afford relief to Plaintiffs and the class members for the wrongs alleged because Defendant would necessarily gain an unconscionable advantage since they would be able to exploit and overwhelm the limited resources of each individual class member with superior financial and legal resources; the costs of individual suits could unreasonably consume the amounts that would be recovered; proof of a common course of conduct to which Plaintiffs were exposed to an inherently defective and extremely dangerous product resulting in injuries and damages is representative of that experienced by class members and will establish the right of each member of the class to recover on the cause of action alleged; and individual actions would create a risk of inconsistent results and would be unnecessary and duplicative of this litigation. 42. The proposed class is described as follows: All persons residing in South Carolina (“South Carolina Class”) and/or the United States (“Nationwide Class”) who purchased unsafe Eclipse Glasses from Amazon.com through its website prior to August 21, 2017. 43. Plaintiffs reserve the right to modify or amend the definition of the proposed class if discovery and further investigation reveals that the class should be expanded, divided into additional subclasses or modified in any other way. 45. The class action is superior to all other available methods for the fair and efficient adjudication of this controversy. Because of the number and nature of common questions of fact and law, multiple separate lawsuits would not serve the interest of judicial economy. 46. Class-wide declaratory, equitable, and injunctive relief is appropriate pursuant to Rule 23(b)(1) and/or (b)(2) because Defendant have acted on grounds that apply generally to the Class, and inconsistent adjudications with respect to Defendant’s liability would establish incompatible standards and substantially impair or impede the ability of Class Members to protect their interests. Class-wide relief assures fair, consistent and equitable treatment and protection of all Class Members, and uniformity and consistency in Defendant’s duties to perform corrective action. 47. Excluded from the class are: a. Defendant and any entities in which Defendant has controlling interest; b. Any entities in which Defendant’s officers, directors, or employees are employed and any of the legal representatives, heirs, successors, or assigns of Defendant; c. The Judge to whom this case is assigned and any member of the Judge’s immediate family and any other judicial officer assigned to this case; d. All persons or entities that properly execute and timely file a request for exclusion from the class; e. Any attorneys representing the Plaintiffs or the class. 49. Plaintiffs, individually and on behalf of themselves only, repeat, reallege, and incorporate by reference each of the foregoing paragraphs of this Complaint as if fully set forth herein. 50. At all times relevant, Defendant violated the South Carolina Unfair Trade Practices Act, S.C. Code Ann. § 39-5-10, et seq., by the use of false or misleading representations or omissions of material fact in connection with the marketing, advertising, promotion and sale of Eclipse Glasses. 52. The South Carolina Unfair Trade Practices Act declares that unfair or deceptive acts or practices in the conduct of trade or commerce are unlawful. Defendants violated the South Carolina Unfair Trade Practices Act in the manner described above, including by the use of false or misleading representations or omissions of material fact in connection with the marketing, advertising, promotion and sale of Eclipse Glasses to consumers. 53. Plaintiffs dispute the adequacy, timeliness, and efficacy of any and all refund and/or recall efforts implemented by Defendant. The inadequacy of Defendant’s efforts to recall the defective Eclipse Glasses resulted in foreseeable and preventable harm to customers including Plaintiffs. 54. By reason of such violations and pursuant to the South Carolina Unfair Trade Practices Act, Plaintiffs are entitled to recover all of the monies paid for the defective products, to be compensated for the lost value arising out of the use of the product, and to recover any and all consequential damages recoverable under the law including, but not limited to, exposure to a dangerous and defective product, medical expense, both past and future lost wages, and other losses. 55. Privity existed between Plaintiffs and Defendant. 56. In connection with the sale of the defective product to Plaintiffs, Defendant, through its employees, agents and representatives, violated the South Carolina Unfair Trade Practices Act by engaging in unfair or deceptive acts or practices, failing to disclose the dangerous design and/or manufacturing defect of the product, and failing to adequately and fully compensate Plaintiffs. 58. Plaintiffs are entitled to equitable relief, including restitutionary disgorgement of monies unfairly, deceptively and/or unlawfully collected by Defendant and an injunction prohibiting Defendant from engaging in the same or similar practices described herein in the future. 59. Pursuant to the South Carolina Unfair Trade Practices Act, Plaintiffs are entitled to compensatory damages, treble damages, attorneys’ fees and costs of this suit. 60. Plaintiffs, individually and on behalf of the proposed class, repeat, reallege and incorporate by reference each of the foregoing allegations as though fully set forth herein. 61. Defendant engaged in unfair competition or unfair, unconscionable, deceptive or fraudulent acts or practices in violation of the state consumer protection statutes listed below. The direct and proximate result of Defendant’s misrepresentations and unlawful course of conduct was the inducement of Plaintiffs and members of the class to purchase unsafe and/or defective Eclipse Glasses from Defendant. 62. In connection with the sale of the defective product to both Plaintiffs and members of the proposed class, Defendant, through its employees, agents and representatives, violated state consumer protection statutes by engaging in unfair or deceptive acts or practices, failing to disclose the unsafe and/or defective design and/or misbranding of the product, and failing to adequately and fully compensate consumers. 64. Defendant intended that Plaintiffs and members of the proposed class would rely on their materially deceptive practices; and that Plaintiffs and members of the proposed class would purchase Eclipse Glasses from Defendant as a consequence of the deceptive practices, including Defendant’s false advertising, misrepresentations and omissions of material facts, including but not limited to the safety of the product for its intended use. Plaintiffs and members of the proposed class were deceived by Defendant’s misrepresentations, which constitute unfair and deceptive acts and practices. 65. As a direct and proximate result of unfair and/or deceptive acts or practices, Plaintiffs and members of the proposed class suffered an ascertainable loss, in that they paid for a product that they would not have purchased had Defendant not engaged in unfair and deceptive conduct. Plaintiffs were damaged and suffered injuries resulting from the dangerous design and/or misbranding and false advertising of the product described herein. This injury is of the type the state consumer protection statutes were designed to prevent and directly results from Defendant’s conduct. 66. Under the statutes listed herein to protect consumers against unfair, deceptive, fraudulent and unconscionable trade and business practices, Defendant is the supplier, advertiser and seller that is subject to liability for unfair, deceptive, fraudulent and unconscionable consumer sales practices. 68. As a direct and proximate result of Defendant’s wrongful conduct as alleged herein, Plaintiffs and members of the class are entitled to compensatory damages, treble damages, attorneys’ fees and costs of this suit. 69. Plaintiffs, individually and on behalf of the proposed class, repeat, reallege and incorporate by reference each of the foregoing allegations as though fully set forth herein. 70. Plaintiffs assert this claim for violations of the Uniform Deceptive Trade Practices Act (“UDTPA”), which prohibits “[r]epresenting that goods … have sponsorship, approval, characteristics, … uses, [or] benefits … that they do not have,” on behalf of all Class members who reside in the twenty-three states who have enacted these provisions of the UDTPA. 71. Defendant engaged in deceptive trade practices in violation of the twenty-three state consumer protection statutes that incorporate the provisions of the UDTPA quoted above by, inter alia, failing to provide a product free from inherent defect; failing to properly warn consumers of the inherent dangers of the product; inadequately testing the product before placing the product into interstate commerce; failing to provide a product that would meet the reasonable expectations of the ordinary consumer as to its safety. The Eclipse Glasses were under the exclusive control of Defendant prior to sale and Defendant had a duty to warn purchasers of the dangers posed by the product in an effective manner. 73. The kinds of harms that befell Plaintiffs and members of the proposed class were foreseeable results of the defects in the product as alleged herein. Neither Plaintiffs nor members of the proposed class had any reason to know, prior to or at the time of purchase, or at any time prior to their injuries, that the Eclipse Glasses were defective, harmful and dangerous to consumers. 74. Defendant has violated the deceptive trade practices statutes of the following states that incorporate the provisions of the UDTPA quoted above, as follows: a. Defendants have engaged in deceptive trade practices in violation of Ala. Code § 8-19- 5, et seq.; b. Defendants have engaged in deceptive trade practices in violation of Alaska Stat. § 76. Plaintiffs, individually and on behalf of the proposed class, repeat, reallege and incorporate by reference each of the foregoing allegations as though fully set forth herein. 77. Defendant owed a duty of care to Plaintiffs and the proposed class to distribute and sell the Eclipse Glasses such that they were neither defective nor unreasonably dangerous when used as intended, to inspect and ensure the glasses that it provided were in fact safe, to warn of any post-sale defects discovered in its products, and recall dangerous products. Defendant owed duties to Plaintiffs and members of the proposed class as purchasers to use reasonable care to provide true, reliable, and safe information regarding the Eclipse Glasses. Defendant undertook a duty to reasonably communicate about the safety of the glasses to Plaintiffs and the class. 78. Defendant knew that viewing the August 21, 2017 TSE without proper eye protection would result in eye injuries and permanent blindness to Plaintiffs and the proposed class members, particularly given the media coverage surrounding the August 21, 2017 TSE. 79. Defendant knew or had reason to know that Plaintiffs and the proposed class, as consumers and members of the general public for whom the Eclipse Glasses alleged herein was placed into interstate commerce, would be likely to use the Eclipse Glasses in the manner described herein. 80. Defendant knew or reasonably should have known of the danger associated with the manner and circumstances of Plaintiffs and the proposed class’s foreseeable use of the Eclipse Glasses alleged herein, which danger would not be obvious to the general public. 82. Defendant breached its duties by selling and distributing Eclipse Glasses that were unsafe and/or defective, misbranded, and unfit for their intended use, resulting in physical injury, including but not limited to temporary and/or permanent blindness. 83. As a direct and proximate result of the Defendant’s acts and/or omissions, Plaintiffs and members of the proposed class have suffered injuries, damages and losses as alleged in this Complaint. 84. Defendant’s acts and/or omissions were intentional, fraudulent, malicious, or reckless and, thereby, Plaintiffs and members of the proposed class are entitled to an award of exemplary and punitive damages in an amount to be proven at trial. 85. Plaintiffs, individually and on behalf of the proposed class, repeat, reallege and incorporate by reference each of the foregoing allegations as though fully set forth herein. 86. Defendant gave false information that the Eclipse Glasses it advertised, marketed, distributed, and sold to customers were safe and effective for their intended use. 87. Plaintiffs and class members relied upon Defendant’s express and implied representations that the Eclipse Glasses were safe for use in viewing the TSE on August 21, 2017. 88. It was reasonable for Plaintiffs and class members to rely on the representations communicated by Defendant as to the safety and efficacy of the Eclipse Glasses, and Plaintiffs and class members relied on Defendant’s representations and advertisements. 91. Plaintiffs, individually and on behalf of the proposed class, repeat, reallege and incorporate by reference each of the foregoing allegations as though fully set forth herein. 92. Defendant knew or should have known that the Eclipse Glasses it advertised, marketed, distributed, and sold to Plaintiffs and class members were not safe for the protection of their eyes while viewing the TSE on August 21, 2017. 93. Defendant failed to warn Plaintiffs and class members that the Eclipse Glasses they purchased were in fact unsafe and/or defective for the protection of their eyes while viewing the 96. Plaintiffs repeat, reallege and incorporate by reference each of the foregoing allegations as though fully set forth herein. 97. Defendant by and through the sale of the Eclipse Glasses, warranted to consumers and/or foreseeable users, such as Plaintiffs and members of the class, that the glasses were fit for their ordinary, intended and foreseeable use. 98. Plaintiffs and class members used the Eclipse Glasses in the ordinary, intended and foreseeable manner in which the product was to be used in reliance on said warranties. BREACH OF WARRANTY NEGLIGENT FAILURE TO WARN NEGLIGENCE NEGLIGENT MISREPRESENTATION RULE 23(B)(2) INJUNCTIVE RELIEF 105. In addition to or in the alternative to the above, Plaintiffs, individually and on behalf of the proposed class, bring this class action under Rule 23(b)(2) because Defendant has acted or refused to act on grounds that apply generally to the Class as a whole, such that final injunctive relief is appropriate with respect to the Class as a whole. 106. Such injunctive relief includes, but is not limited to, the implementation and funding of a medical monitoring program for the Plaintiffs and the Class for the early detection of eye injury, disease process and disease resulting from exposure to the sun caused by Defendant’s unsafe Eclipse Glasses; an order requiring Defendant to cease and desist from engaging in the unlawful, unfair, and/or deceptive practices alleged in the Complaint; and injunctive relief to remedy Defendant’s past conduct. VIOLATIONS OF UNIFORM DECEPTIVE TRADE PRACTICES ACTS VIOLATION OF S.C. CODE ANN. § 39-5-10, ET SEQ. SOUTH CAROLINA UNFAIR TRADE PRACTICES ACT VIOLATION OF STATE CONSUMER PROTECTION STATUTES

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(Oregon Regular, Overtime, and Termination Wages) 19. Plaintiff incorporates and realleges the allegations contained in ¶¶1-18 as though fully set forth herein. 42. Plaintiff incorporates and realleges the allegations contained in ¶¶1-32 as though fully set forth herein. 43. Plaintiff and the similarly-situated employees have been and are entitled to the rights, protections, and benefits provided under Oregon State wage and hour laws. 44. As the employer, Defendant is required to maintain and preserve records for the hours worked by each employee for each workday and the total hours worked for each workweek; and the total regular time earnings for each employee for hours worked for each workweek, exclusive of overtime hours. Defendant is required to maintain a regular payday at which date all employees shall be paid the wages due and owing them. 7. Defendant is a regional healthcare provider managing hospitals and related service departments in Deschutes, Crook, and Jefferson counties, to include Pioneer Memorial Hospital; St. Charles Medical Center - Bend; St. Charles Medical Center - Redmond; and St. Charles - Madras. Headquartered in Bend, Oregon, Defendant has 2,978 or more employees. During 2010, Defendant had $496,697,733.00 in total revenue, with $475,549,705.00 in total expenses, for an annual net profit of over $21 million dollars. 8. Defendant is subject to the FLSA and Oregon State wage and hour laws. COMPLAINT FLSA COLLECTIVE ACTION; RULE 23 CLASS ACTION (FLSA; Oregon Wage and Hour Law) h. For such other and further relief as the Court finds just and proper. DEMAND FOR JURY TRIAL Plaintiff hereby demands a jury trial on all issues triable by jury. DATED: January 4, 2013.

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17. Defendant conducts business in El Paso, Texas. The primary job duties of the “Maintenance Technicians,” “Lead Maintenance Technicians,” and “Maintenance Supervisors” are the same. Plaintiffs and Class Members worked as “Maintenance Technicians,” “Lead Maintenance Technicians,” and “Maintenance Supervisors”, but essentially performed duties relating to installing, repairing, and maintaining apartments at Defendant’s complexes. Specifically, “Maintenance 21. Plaintiffs have actually knowledge that Class Members have also denied overtime pay for hours worked over forty hours in a week. 35. Plaintiffs re-allege and incorporate by reference the facts asset forth above. 36. Defendant violated 29 U.S.C. 207(a) by failing to pay Plaintiffs and Class members time and one-half the regular rate of pay for all hours worked in excess of 40 hours during a workweek. 37. Defendant did not adequately keep track of Plaintiffs’ work hours, even though Plaintiffs were non-exempt employees for overtime purposes as outlined under the Fair Labor Standards Act, 29 U.S.C. §§ 201 et. seq. (“FLSA”). 38. Plaintiffs and Class members have been damaged by these violations of 29 U.S.C. 207(a). 39. Defendant’s violations of U.S.C. 207(a) were repeated, willful and intentional. 40. Plaintiffs and the Class members are entitled to an amount equal to all their unpaid regular and overtime wages as liquidated damages. 29 U.S.C. 216(b). 41. Additionally, Plaintiffs and Class Members are entitled to recover attorneys’ fees and costs as required by the FLSA. 29 U.S.C. 216(b).

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14. Defendant is a Bakery and Café, where sandwiches, salads, quiches and assorted house-made beverages (coffee, tea, matcha, and lemonades) can be purchased both online and in its bakeries. The company, which originated in France has various locations in New York City, one in Manhattan at 301/303 6th Avenue, New York, NY 10014 and another location on Long Island at 550 Middle Neck Road, Great Neck, NY 11023. 15. Defendant’s Website is heavily integrated with plenty of information on its bakeries. Through the Website, Defendant’s customers are, inter alia, able to: learn information about Defendant’s bakeries, including their location and hours of operation; learn about Wholesales, learn information for catering and events; and learn about items available in the bakeries vs online. 16. Defendant’s Website is a commercial marketplace. Through the Website, one can learn about items available for purchase in bakeries and online; learn about the purchase items for delivery; and interact with the company’s social media accounts via links contained on the Website. 17. It is, upon information and belief, Defendant’s policy and practice to deny Plaintiff Olsen and other blind or visually-impaired users access to its Website, thereby -7- denying the facilities and services that are offered and integrated with its bakeries. Due to its failure and refusal to remove access barriers to its Website, Plaintiff Olsen and visually-impaired persons have been and are still being denied equal access to Defendant’s bakeries and the numerous facilities, goods, services, and benefits offered to the public through its Website. 18. Plaintiff Olsen cannot use a computer without the assistance of screen- reading software. He is, however, a proficient NVDA screen-reader user and uses it to access the Internet. He has visited the Website on separate occasions using screen- reading software. 19. During his visits to the Website, the last occurring on or about December 13, 2020, Plaintiff Olsen encountered multiple access barriers that denied him the full enjoyment of the facilities, goods, and services of the Website, as well as to the facilities, goods, and services of Defendant’s bakeries. Because of these barriers he was unable to, substantially equal to sighted individuals: a. Know what is on the Website. This is in part due to the non-text sliding images lacking alt-text describing them. For example, many of the sliding images throughout the Website, require a two-step process to allow accessibility to navigate the primary navigation through the screen reader. Plaintiff Olsen also had difficulty learning about the ingredients used in each product, as the screen reader does not inform the user of such. On the Website, a sighted user can easily access the ingredients used for each particular item on the menu. b. Navigating the Website. This Website was extremely difficult to navigate with a screen reader. The main navigation links are not clearly labeled, which -8- caused confusion. Plaintiff Olsen was unable to access the links through the screen reader, he had to use the “enter” toggle navigator then were brought to a navigation module that brought them to the main headings. When ordering online, the Plaintiff Olsen was able to access links, even though they are repeated various times; he was able to add things to cart. There was no information given as to whether item was added to cart, through the screen reader. This caused confusion on Plaintiff Olsen because he was unsure that the item was added to the cart, which caused him to attempt to keep adding item. The cart was accessible and once in the cart, Plaintiff was able to edit and complete purchase, even though links were repeated multiple times. 20. Plaintiff Olsen was denied full and equal access to the facilities and services Defendant offers to the public on its Website because he encountered multiple accessibility barriers that visually-impaired people often encounter with non-compliant websites: a. Lack of alt-text for images. b. Links use general text like “here” with no surrounding text explaining the link purpose. c. Forms have fields without label elements or title attributes. d. Webpages have duplicate IDs which cause problems in screen readers. e. Form field labels are not unique on a page or enclosed in a fieldset with a legend that makes the label unique. f. Headings are not nested correctly. g. Webpages have markup errors. -9- Defendant Must Remove Barriers to Its Website 21. Due to the inaccessibility of its Website, blind and visually-impaired customers such as Plaintiff Olsen, who need screen-readers, cannot fully and equally use or enjoy the facilities, goods, and services Defendant offers to the public on its Website. The Website’s access barriers that Plaintiff Olsen encountered have caused a denial of his full and equal access in the past, and now deter him on a regular basis from accessing the Website. These access barriers have likewise deterred him from visiting Defendant’s bakeries and enjoying them equal to sighted individuals. 22. If the Website was equally accessible to all, Plaintiff Olsen could independently navigate it, view goods and service items, learn about the items for sale, including available sizes, learn about sizing in general, and complete a purchase for delivery, as sighted individuals do. 23. Through his attempts to use the Website, Plaintiff Olsen has actual knowledge of the access barriers that make these services inaccessible and independently unusable by blind and visually-impaired people. 24. Because simple compliance with the WCAG 2.1 Levels A and AA Guidelines would provide Plaintiff Olsen and other visually-impaired consumers with equal access to the Website, Plaintiff Olsen alleges that Defendant has engaged in acts of intentional discrimination, including, but not limited to, the following policies or practices: a. Constructing and maintaining a website that is inaccessible to visually-impaired individuals, including Plaintiff Olsen; -10- b. Failing to construct and maintain a website that is sufficiently intuitive to be equally accessible to visually-impaired individuals, including Plaintiff Olsen; and, c. Failing to take actions to correct these access barriers in the face of substantial harm and discrimination to blind and visually impaired consumers, such as Plaintiff Olsen, as a member of a protected class. 25. Defendant therefore uses standards, criteria or methods of administration that have the effect of discriminating or perpetuating the discrimination of others, as alleged herein. 26. Title III of the ADA expressly contemplates the injunctive relief that Plaintiff Olsen seeks under 42 U.S.C. § 12188(a)(2). 27. Because its Website has never been equally accessible, and because Defendant lacks a corporate policy that is reasonably calculated to cause its Website to become and remain accessible, Plaintiff Olsen seeks a permanent injunction under 42 U.S.C. § 12188(a)(2) requiring Defendant to retain a qualified consultant acceptable to Plaintiff Olsen to assist Defendant to comply with WCAG 2.1 Levels A and AA guidelines for its Website: a. Remediating the Website to be WCAG 2.1 A and AA compliant; b. Training Defendant’s employees and agents who develop the Website on accessibility compliance under the WCAG 2.1 A and AA guidelines; c. Regularly checking the accessibility of the Website under the WCAG 2.1 A and AA guidelines; -11- d. Regularly testing user accessibility by blind or vision-impaired persons to ensure that Defendant’s Website complies under the WCAG 2.1 A and AA guidelines; and, e. Developing an accessibility policy that is clearly disclosed on Defendant’s Website, with contact information for users to report accessibility-related problems. 28. Although Defendant may currently have centralized policies on maintaining and operating its Website, Defendant lacks a plan and policy reasonably calculated to make them fully and equally accessible to, and independently usable by, blind and other visually impaired consumers. 29. Without injunctive relief, Plaintiff Olsen and other visually impaired consumers will continue to be unable to independently use the Website, violating its rights. 30. Defendant has, upon information and belief, invested substantial sums in developing and maintaining its Website and has generated significant revenue from the Website. These amounts are far greater than the associated cost of making its Website equally accessible to visually impaired customers. 31. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 32. Plaintiff Olsen seeks to certify a nationwide class under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the United States who have attempted to access Defendant’s Website and as a result have been denied access to the equal -12- enjoyment of goods and services offered in Defendant’s bakeries during the relevant statutory period (“Class Members”). 33. Plaintiff Olsen seeks to certify a State of New York subclass under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the State of New York who have attempted to access the Website and as a result have been denied access to the equal enjoyment of goods and services offered in Defendant’s bakeries during the relevant statutory period (“New York Subclass Members”). 34. Plaintiff Olsen seeks to certify a New York City subclass under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the New York City who have attempted to access the Website and as a result have been denied access to the equal enjoyment of goods and services offered in Defendant’s bakeries during the relevant statutory period (“New York City Subclass Members”). 35. Common questions of law and fact exist amongst the Class Members, New York Subclass Members and New York City Subclass Members: a. Whether Defendant’s bakeries are places of “public accommodation”; b. Whether Defendant’s Website is a “public accommodation” or a service or good “of a place of public accommodation” under Title III of the ADA; c. Whether Defendant’s Website is a “place or provider of public accommodation” or an “accommodation, advantage, facility or privilege” under the NYSHRL or NYCHRL; -13- d. Whether Defendant’s Website denies the full and equal enjoyment of its goods, services, facilities, privileges, advantages, or accommodations to people with visual disabilities, violating Title III of the ADA; and e. Whether Defendant’s Website denies the full and equal enjoyment of its goods, services, facilities, privileges, advantages, or accommodations to people with visual disabilities, violating the NYSHRL or NYCHRL. 36. Plaintiff Olsen’s claims are typical of the Class Members, New York Subclass Members and New York City Subclass Members: they are all severely visually impaired or otherwise blind, and claim that Defendant has violated Title III of the ADA, NYSHRL or NYCHRL by failing to update or remove access barriers on its Website so it can be independently accessible to the visually impaired individuals. 37. Plaintiff Olsen will fairly and adequately represent and protect the Class and Subclasses’ interests because he has retained and is represented by counsel competent and experienced in complex class action litigation, and because he has no interests antagonistic to the Class or Subclasses. Class certification of the claims is appropriate under Fed. R. Civ. P. 23(b)(2) because Defendant has acted or refused to act on grounds generally applicable to the Class and Subclasses, making appropriate both declaratory and injunctive relief with respect to Plaintiff, the Class and Subclasses. 38. Alternatively, class certification is appropriate under Fed. R. Civ. P. 23(b)(3) because fact and legal questions common to Class and Subclass Members predominate over questions affecting only individuals, and because a class action is superior to other available methods for the fair and efficient adjudication of this litigation. -14- 39. Judicial economy will be served by maintaining this lawsuit as a class action in that it is likely to avoid the burden that would be otherwise placed upon the judicial system by the filing of numerous similar suits by people with visual disabilities throughout the United States. 40. Plaintiff Olsen, individually and on behalf of the Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 41. Title III of the ADA prohibits “discriminat[ion] on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, or accommodations of any place of public accommodation by any person who owns, leases (or leases to), or operates a place of public accommodation.” 42 U.S.C. § 12182(a). 42. Defendant’s bakeries are public accommodations under Title III of the ADA, 42 U.S.C. § 12181(7). Its Website is a service, privilege, or advantage of Defendant’s bakeries. The Website is a service that is integrated with these locations. 43. Under Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities the opportunity to participate in or benefit from the goods, services, facilities, privileges, advantages, or accommodations of an entity. 42 U.S.C. § 12182(b)(1)(A)(i). 44. Under Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities an opportunity to participate in or benefit from the goods, services, facilities, privileges, advantages, or accommodation, which is equal to the opportunities afforded to other individuals. 42 U.S.C. § 12182(b)(1)(A)(ii). -15- 45. Under Title III of the ADA, unlawful discrimination also includes, among other things: [A] failure to make reasonable modifications in policies, practices, or procedures, when such modifications are necessary to afford such goods, services, facilities, privileges, advantages, or accommodations to individuals with disabilities, unless the entity can demonstrate that making such modifications would fundamentally alter the nature of such goods, services, facilities, privileges, advantages or accommodations; and a failure to take such steps as may be necessary to ensure that no individual with a disability is excluded, denied services, segregated or otherwise treated differently than other individuals because of the absence of auxiliary aids and services, unless the entity can demonstrate that taking such steps would fundamentally alter the nature of the good, service, facility, privilege, advantage, or accommodation being offered or would result in an undue burden. 42 U.S.C. § 12182(b)(2)(A)(ii)-(iii). 46. These acts violate Title III of the ADA, and the regulations promulgated thereunder. Plaintiff Olsen, who is a member of a protected class of persons under Title III of the ADA, has a physical disability that substantially limits the major life activity of sight under 42 U.S.C. §§ 12102(1)(A)-(2)(A). Furthermore, he has been denied full and equal access to the Website, has not been provided services that are provided to other patrons who are not disabled, and has been provided services that are inferior to the services provided to non-disabled persons. 47. Under 42 U.S.C. § 12188 and the remedies, procedures, and rights set forth and incorporated therein, Plaintiff Olsen requests the relief as set forth below. 48. Plaintiff Olsen, individually and on behalf of the New York Subclass Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. -16- 49. Defendant’s State of New York bakeries constitute sales establishments and public accommodations under N.Y. Exec. Law § 292(9). Defendant’s Website is a service, privilege or advantage of that bakeries. Defendant’s Website is a service that is by and integrated with those bakeries. 50. Defendant is subject to NYSHRL because it owns and operates their bakeries and the Website. Defendant is a “person” under N.Y. Exec. Law § 292(1). 51. Defendant is violating the NYSHRL in refusing to update or remove access barriers to its Website, causing its Website and the services integrated with its bakeries to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, goods and services that Defendant makes available to the non-disabled public. N.Y. Exec. Law §§ 296(2)(a), 296(2)(c)(i), 296(2)(c)(ii). 52. Readily available, well-established guidelines exist on the Internet for making websites accessible to the blind and visually impaired. These guidelines have been followed by other large business entities and government agencies in making their websites accessible, including but not limited to: adding alt-text to graphics and ensuring that all functions can be performed using a keyboard. Incorporating the basic components to make its Website accessible would neither fundamentally alter the nature of its business nor result in an undue burden to them. 53. Defendant’s actions constitute willful intentional discrimination against the class because of a disability, violating the NYSHRL, N.Y. Exec. Law § 296(2), in that Defendant has: -17- a. Constructed and maintained a website that is inaccessible to Class Members with knowledge of the discrimination; and/or b. Constructed and maintained a website that is sufficiently intuitive and/or obvious that is inaccessible to blind class members; and/or c. Failed to take actions to correct these access barriers in the face of substantial harm and discrimination to blind class members. 54. Defendant discriminates, and will continue in the future to discriminate against Plaintiff Olsen and New York Subclass Members on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, accommodations and/or opportunities of Defendant’s Website and its bakeries under § 296(2) et seq. and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and the New York Subclass Members will continue to suffer irreparable harm. 55. As Defendant’s actions violate the NYSHRL, Plaintiff Olsen seeks injunctive relief to remedy the discrimination. 56. Plaintiff Olsen is entitled to compensatory damages, as well as civil penalties and fines under N.Y. Exec. Law § 297(4)(c) et seq. for every offense. 57. Plaintiff Olsen is entitled to reasonable attorneys’ fees and costs. 58. Under N.Y. Exec. Law § 297 and the remedies, procedures, and rights set forth and incorporated therein Plaintiff prays for judgment as set forth below. -18- 59. Plaintiff Olsen, individually and on behalf the New York City Subclass Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 60. Defendant’s New York City location is a sales establishment and public accommodation under the NYCHRL, N.Y.C. Admin. Code § 8-102(9), and its Website is a service that is integrated with its establishment. 61. Defendant is subject to NYCHRL because it owns and operates its bakery in the New York City and its Website, making it a person under N.Y.C. Admin. Code § 8-102(1). 62. Defendant is violating the NYCHRL in refusing to update or remove access barriers to Website, causing its Website and the services integrated with its bakeries to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, goods, and services that Defendant makes available to the non-disabled public. N.Y.C. Admin. Code §§ 8-107(4)(a), 8-107(15)(a). 63. Defendant’s actions constitute willful intentional discrimination against the Subclass because of a disability, violating the NYCHRL, N.Y.C. Admin. Code § 8- 107(4)(a) and § 8-107(15)(a,) in that it has: a. Constructed and maintained a website that is inaccessible to blind class members with knowledge of the discrimination; and/or b. Constructed and maintained a website that is sufficiently intuitive and/or obvious that is inaccessible to blind class members; and/or -19- c. Failed to take actions to correct these access barriers in the face of substantial harm and discrimination to blind class members. 64. As such, Defendant discriminates, and will continue in the future to discriminate against Plaintiff Olsen and the New York City Subclass Members because of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, accommodations and/or opportunities of its Website and its establishments under § 8-107(4)(a) and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and the New York City Subclass will continue to suffer irreparable harm. 65. As Defendant’s actions violate the NYCHRL, Plaintiff Olsen seeks injunctive relief to remedy the discrimination. 66. Plaintiff Olsen is also entitled to compensatory damages, as well as civil penalties and fines for each offense. N.Y.C. Admin. Code §§ 8-120(8), 8-126(a). 67. Plaintiff Olsen is also entitled to reasonable attorneys’ fees and costs. 68. Under N.Y.C. Admin. Code § 8-120 and § 8-126 and the remedies, procedures, and rights set forth and incorporated therein Plaintiff prays for judgment as set forth below. 69. Plaintiff Olsen, individually and on behalf the Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 70. An actual controversy has arisen and now exists between the parties in that Plaintiff Olsen contends, and is informed and believes that Defendant denies, that its Website contains access barriers denying blind customers the full and equal access to the -20- goods, services and facilities of its Website and by extension its bakeries, which Defendant owns, operates and controls, fails to comply with applicable laws including, but not limited to, Title III of the Americans with Disabilities Act, 42 U.S.C. §§ 12182, et seq., N.Y. Exec. Law § 296, et seq., and N.Y.C. Admin. Code § 8-107, et seq. prohibiting discrimination against the blind. 71. A judicial declaration is necessary and appropriate now in order that each of the parties may know its respective rights and duties and act accordingly. DECLARATORY RELIEF Defendant, Its Website And Its Website’s Barriers VIOLATIONS OF THE NYCHRL VIOLATIONS OF THE ADA, 42 U.S.C. § 12181 et seq. VIOLATIONS OF THE NYSHRL

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19. Specifically, on September 25, 2018, Defendant placed, or caused to be placed, an automated text message to Plaintiff’s cellular telephone number ending in 7557 (“7557 Number”): 20. On September 27, 2018 and September 29, 2018, Plaintiff received additional texts from 30. Plaintiff brings this case as a class action pursuant to Fed. R. Civ. P. 23, on behalf of himself and all others similarly situated. 31. Plaintiff brings this case on behalf of the below defined Class: All persons within the United States (1) who, within the four years prior to the filing of this Complaint; (2) were sent a text message; (3) from Defendant or anyone on Defendant’s behalf; (4) to said person’s cellular telephone number; (5) using the same equipment, or type of equipment, used to text Plaintiff’s cellular telephone; (6) without the recipient’s prior express consent. 32. Defendant and their employees or agents are excluded from the Class. Plaintiff does not know the number of members in the Class but believes the Class members number in the several thousands, if not more. 35. There are numerous questions of law and fact common to the Class which predominate over any questions affecting only individual members of the Class. Among the questions of law and fact common to the Class are: (1) Whether Defendant made non-emergency text messages to Plaintiff and Class members’ cellular telephones using an ATDS; (2) Whether Defendant can meet their burden of showing that they obtained prior express written consent to make such text messages; (3) Whether Defendant’s conduct was knowing and willful; (4) Whether Defendant are liable for damages, and the amount of such damages; and (5) Whether Defendant should be enjoined from such conduct in the future. 41. Plaintiff re-alleges and incorporates the foregoing allegations as if fully set forth herein. 42. It is a violation of the TCPA to make “any call (other than a call made for emergency purposes or made with the prior express consent of the called party) using any automatic telephone dialing system … to any telephone number assigned to a … cellular telephone service ….” 47 U.S.C. § 227(b)(1)(A)(iii). 43. The TCPA defines an “automatic telephone dialing system” (hereinafter “ATDS”) as “equipment which has the capacity – (A) to store or produce telephone numbers to be called, using a random or sequential number generator; and (B) to dial such numbers.” Id. at § 227(a)(1). 44. Defendant – or third parties directed by Defendant – used equipment having the capacity to store telephone numbers, using a random or sequential generator, and to dial such numbers and/or to dial numbers from a list automatically, without human intervention, to make non-emergency telephone calls to the cellular telephones of Plaintiff and the other members of the Class. 45. These text messages were sent without regard to whether Defendant had first obtained express permission from the text messaged party to make such text messages. In fact, Defendant did not have prior express consent to text message the cell phones of Plaintiff and the other members of the putative Class when its text messages were made. 46. Defendant violated § 227(b)(1)(A)(iii) of the TCPA by using an automatic telephone dialing system to send non-emergency telephone text messages to the cell phones of Plaintiff and the other members of the putative Class without their prior express consent. 47. All Defendant are directly, jointly, or vicariously liable for each such violation of the PROPOSED CLASS

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39. Immigrants have continued to play a vital role in the U.S. military in the modern era, including since 2001, when the current period of armed conflict commenced. In 2009, there were nearly 115,000 immigrants serving in the U.S. military, representing almost 8 percent of the then–1.4 million military personnel on active duty.4 40. Non-citizens make up a considerable number of those fighting in today’s wars. Between 1999 and 2010, approximately 80,000 non-citizens enlisted in the military, accounting for 4 percent of the total number of persons entering service in that period.5 Between 2011 and 2015, an average of about 10,000 non-citizens served in the Army per year.6 The role non- citizens have played in recent conflicts is also reflected in the number—over 100,000—that have naturalized on the basis of their military service since 2001.7 42. Immigrants are critical to the readiness of the U.S. military. In every recruitment year between 2002 and 2013, with the exception of 2009, the Army would have failed its recruitment goals for its active duty force without non-citizen enlistments.10 43. Immigrant, and specifically non-citizen, recruits also tend to be of “higher quality” than their citizen counterparts. DoD reported that in 2016, the majority of non-citizen recruits were “high-quality,” with Tier 1 education credentials (i.e., at least a high school diploma as opposed to an alternative credential, such as a GED) and an Armed Forces Qualification Test (“AFQT”) score in the 50th percentile or higher. It further reported that a higher percentage of non-citizen recruits in the Army (which had over half of all non-citizen recruits) were high-quality compared to citizen recruits.11 MAVNI recruits, in particular, are of exceptional quality, averaging four more years of education and 17 points higher on the AFQT than non-MAVNI service members and with English proficiency generally on par with that of native-born speakers.12 45. Finally, non-citizens are likely to possess skills critical to the military, particularly linguistic diversity and cultural competencies as well as medical and information-technology expertise.14 DoD initiated the MAVNI program for this very reason, to recruit non-citizens who have skills “vital to the national interest,” including healthcare professionals and individuals with expertise in certain foreign languages and cultures. 10 U.S.C. § 504(b)(2). 46. Immigrants have repeatedly gone above and beyond the call of duty in their military service to the United States. Many immigrants have served with distinction and are among those awarded the highest honors in the military. Over 20 percent of recipients of the military’s highest honor—the Congressional Medal of Honor—have been immigrants.15 Immigrants have also won significant awards in combat and many have sacrificed their lives fighting for this country since 2011.16 B. Congress Has Historically Allowed Non-Citizens Serving During Wartime to Naturalize Almost Immediately Upon Entering Service 48. Congress first authorized the expedited naturalization of non-citizens serving in the military during the War of 1812 by passing legislation permitting non-citizens to immediately become citizens so long as they had declared an intention to naturalize before the start of hostilities.17 49. During the Civil War, the Union passed several laws to encourage the enlistment of non-citizens by offering a path to expedited naturalization. An 1862 law permitted “any alien” who “has been or shall be hereafter honorably discharged . . . to become a citizen” upon proof of one year’s residency (reduced from the general requirement of five) within the United States.18 50. Congress provided an expedited path to citizenship for non-citizens serving during World War I. In a 1918 law, it authorized “any alien” serving in the military during the war to “file his petition for naturalization . . . without proof of the required five years’ residence within the United States.”19 In discussing this Act, senators emphasized that the nearly 125,000 non-citizen soldiers then serving in the U.S. Army should not be sent to fight in a war overseas without first obtaining their citizenship.20 52. In 1952, Congress enacted the INA, which continues to authorize an expedited path to citizenship for non-citizens serving in the U.S. military. 53. Under 8 U.S.C. § 1440, which governs expedited military naturalization during wartime, service members must meet a single requirement to apply for naturalization—they must have “served honorably as a member of the Selected Reserve of the Ready Reserve or in an active-duty status.” Id.§ 1440(a). Active duty service members begin their service when they ship to basic training. Members of the Selected Reserve begin their service either when they ship to basic training or when they participate in their first drill, whichever comes first. 54. Section 1440 imposes no other requirement for service members to demonstrate their eligibility to apply for naturalization. 55. The plain language of section 1440—“served honorably”—makes clear that the honorable service requirement is backwards-looking. 56. Section 1440 does not condition the honorable service requirement upon any minimum length of service. 58. DHS, which is responsible for implementing and enforcing the naturalization laws, reads section 1440 to provide that service members establish their eligibility to apply for naturalization by demonstrating only that they have served honorably. 59. DHS has also explicitly acknowledged in past rulemaking that section 1440 imposes no minimum service duration requirement. 61. USCIS Form N-426 further reflects that section 1440 establishes a service member’s eligibility to apply for naturalization based solely upon the demonstration of honorable service. The form instructs DoD to record the applicant’s periods of service and designate “yes” or “no” as to whether the applicant has served honorably during each period. It does not require DoD to verify whether a service member has met a minimum service duration or any other requirement. D. DoD’s Role in Certifying Honorable Service is Purely Ministerial 62. In the INA, Congress charged the Secretary of Homeland Security “with the administration and enforcement of this chapter and all other laws relating to immigration and naturalization of aliens, except insofar as . . . such laws relate to the powers, functions, and duties conferred upon,” inter alia, the Attorney General. 8 U.S.C. § 1103(a)(1). 8 U.S.C. § 1421(a) delegates to the Attorney General “[t]he sole authority to naturalize persons as citizens of the United States.” The Attorney General has, in turn, authorized USCIS “to perform such acts as are necessary and proper to implement the Attorney General’s [naturalization] authority” under 8 A. Immigrants Make Valuable Contributions to the U.S. Military

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(Violations of the Telephone Consumer Protection Act, 47 U.S.C. § 227(c)—Telemarketing) On Behalf of Plaintiff and the DNC Class Against All Defendants (Violations of the Telephone Consumer Protection Act, 47 U.S.C. § 227(b)(1)—Robocalling) On Behalf of Plaintiff and the Cellular Telephone Class Against All Defendants 19. Robocalls Outlawed: Enacted in 1991, the TCPA makes it unlawful “to make any call (other than a call made for emergency purposes or made with the prior express consent of the called party) using an automatic telephone dialing system or an artificial or prerecorded voice . . . to any telephone number assigned to a . . . cellular telephone service.” 47 U.S.C. § 227(b)(1). Calls made by an ATDS or with a prerecorded or artificial voice are referred to as “robocalls” by the Federal Communications Commission (“FCC”) and herein. Encouraging people to hold robocallers accountable on behalf on their fellow Americans, the TCPA provides a private cause of action to persons who receive such calls. 47 U.S.C. § 227(b)(3). 20. Rationale: In enacting the TCPA, Congress found: “Evidence compiled by the Congress indicates that residential telephone subscribers consider automated or prerecorded telephone calls, regardless of the content or the initiator of the message, to be a nuisance and an invasion of privacy.” Telephone Consumer Protection Act of 1991, Pub. L. No. 102-243, 105 Stat. 2394 § 2(10). Congress continued: “Banning such automated or prerecorded telephone calls to the home, except when the receiving party consents to receiving the call or when such calls are necessary in an emergency situation affecting the health and safety of the consumer, is the only effective means of protecting telephone consumers from this nuisance and privacy invasion.” Id. § 2(12). 71. Pursuant to Federal Rules of Civil Procedure 23(b)(2) and (b)(3), Plaintiff brings this case on behalf of two classes. 94. Plaintiff realleges and incorporates by reference each and every allegation set forth in the preceding paragraphs. 95. Defendants and/or its affiliates or agents violated the TCPA, 47 U.S.C. § 227(c); 47 C.F.R. § 64.1200(c)(2), by placing multiple unsolicited telemarketing calls (including text messages) within a 12-month period to the residential (including residential cellular) telephone numbers of Plaintiff and members of the DNC Class even though those numbers had been listed on the NDNCR for at least 31 days. 96. Plaintiff and members of that class are entitled to an award of $1,500 in damages for each knowing or willful violation and $500 in damages for each other violation. A. The Enactment of the TCPA and Its Regulations

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1. Past and future loss of earnings; 1. Providing a product that was unreasonably dangerous in construction or composition; 2. Past and future medical expenses; 2. Providing a product that was unreasonably dangerous in design; 3. Nursing and rehabilitative care expenses; 3. Providing a product that was unreasonably dangerous because of inadequate warning about the product; 30. Defendants are by operation of law presumed to know that their products contained redhibitory defects which they failed to declare, so that defendants are further liable unto Plaintiffs under Articles 2520 et seq. of the Louisiana Civil Code. Such liability includes return of the purchase price, damages, including, but not limited to, mental anguish, and attorney’s fees pursuant to Article 2545 of the Louisiana Civil Code and the presumption contained therein. 31. Separate and apart from, and in the alternative to, their status as manufacturers of their products, defendants entered into a contract of sales with Plaintiff as a result of Plaintiff’s purchase of their products. 32. Defendants are liable unto Plaintiff under the Louisiana Products Liability Act, R.S. 9:2800.51, et seq., as Plaintiff’s damages were proximately caused by the acts and/or omissions of defendants in the following particulars: 32. As a result of their breach of conventional obligations, defendants are obligors in bad faith per Articles 1994 and 1997 of the Louisiana Civil Code and liable unto Plaintiffs for all damages, foreseeable or not, that are a direct consequence of defendants’ failure to perform, including, but not limited to, damages for pecuniary and non-pecuniary loss. 33. Defendants, in the alternative, are liable unto Plaintiff under Article 2298 of the Louisiana Civil Code in that defendants were unjustly enriched without cause at the expense of the Plaintiff. 34. Defendants have engaged in unfair or deceptive acts in violation of the Louisiana Unfair Trade Practices Act, LSA-R..S. 51:1401 et seq., warranting the imposition of damages and attorneys’ fees. 35. To the extent that the evidence establishes that defendants have engaged in intentional misrepresentations, delictual fraud or have violated Art. 1953of the Louisiana Civil Code, Defendants are liable unto Plaintiff for the imposition of damages and attorneys’ fees. 37. Defendants are liable unto Plaintiff for negligent infliction of emotional distress. 38. As the proximate result of the aforementioned acts and/or omissions of defendants, Plaintiff has sustained, or are certain to sustain, the following damages: 39. Plaintiff pleads the doctrine of res ipsa loquitur. 4. Providing a product that was unreasonably dangerous because of nonconformity to express warranties. 4. Loss of earning capacity; 41. Defendants are liable as solidary obligors under Article 1800 and 2324(A) of the Louisiana Civil Code. 42. The Complaint is filed within one (1) year of when Plaintiff first learned of a defect in defendants’ products and the causal link between her injury and a defect in defendants’ products. Plaintiff asserts the doctrine of contra non valentem. 43. Plaintiff requests and is entitled to trial by jury on all issues against all defendants. 5. Past and future pain and suffering; 6. Past and future mental anguish; 7. Fear of future injury; 8. Permanent disability; 9. Loss of enjoyment of life.

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27. On or about June 18, 2019, Defendant sent the following telemarketing text messages to Plaintiff’s cellular telephone number ending in 4155 (the “4155 Number”): 28. Defendant’s text messages were transmitted to Plaintiff’s cellular telephone, and within the time frame relevant to this action. 29. Defendant’s text messages constitute telemarketing because they encouraged the future purchase or investment in property, goods, or services, i.e., promoting their services to consumers to search for real estate properties through Defendant’s mobile application. 30. The information contained in the text messages advertises Defendant’s “free real estate app to search properties,” which Defendant sends to promote its business. 32. At no point in time did Plaintiff provide Defendant with his express written consent to be contacted using an ATDS. 33. Plaintiff is the subscriber and sole user of the 4155 Number, and is financially responsible for phone service to the 4155 Number. 34. Plaintiff has been registered with the national do-not-call registry since 2011. 35. The impersonal and generic nature of Defendant’s text messages demonstrates that Defendant utilized an ATDS in transmitting the messages. See Jenkins v. LL Atlanta, LLC, No. 1:14- cv-2791-WSD, 2016 U.S. Dist. LEXIS 30051, at *11 (N.D. Ga. Mar. 9, 2016) (“These assertions, combined with the generic, impersonal nature of the text message advertisements and the use of a short code, support an inference that the text messages were sent using an ATDS.”) (citing Legg v. Voice Media Grp., Inc., 20 F. Supp. 3d 1370, 1354 (S.D. Fla. 2014) (plaintiff alleged facts sufficient to infer text messages were sent using ATDS; use of a short code and volume of mass messaging alleged would be impractical without use of an ATDS); Kramer v. Autobytel, Inc., 759 F. Supp. 2d 1165, 1171 (N.D. Cal. 2010) (finding it "plausible" that defendants used an ATDS where messages were advertisements written in an impersonal manner and sent from short code); Hickey v. Voxernet LLC, 887 F. Supp. 2d 1125, 1130; Robbins v. Coca-Cola Co., No. 13-CV-132-IEG NLS, 2013 U.S. Dist. LEXIS 72725, 2013 WL 2252646, at *3 (S.D. Cal. May 22, 2013) (observing that mass messaging would be impracticable without use of an ATDS)). 36. The text messages originated from telephone number 954-945-7909, a number which upon information and belief is owned and operated by Defendant. 38. Long codes work as follows: Private companies known as SMS gateway providers have contractual arrangements with mobile carriers to transmit two-way SMS traffic. These SMS gateway providers send and receive SMS traffic to and from the mobile phone networks' SMS centers, which are responsible for relaying those messages to the intended mobile phone. This allows for the transmission of a large number of SMS messages to and from a long code. 39. Specifically, upon information and belief, Defendant utilized a combination of hardware and software systems to send the text messages at issue in this case. The systems utilized by Defendant have the capacity to store telephone numbers using a random or sequential generator, and to dial such numbers from a list without human intervention. 40. Defendant’s unsolicited text messages caused Plaintiff actual harm, including invasion of his privacy, aggravation, annoyance, intrusion on seclusion, trespass, and conversion. Defendant’s text messages also inconvenienced Plaintiff and caused disruption to his daily life. 41. Plaintiff brings this case as a class action pursuant to Fed. R. Civ. P. 23, on behalf of himself and all others similarly situated. 43. Defendant and its employees or agents are excluded from the Class. Plaintiff does not know the number of members in the Class, but believes the Class members number in the several thousands, if not more. 47. The common questions in this case are capable of having common answers. If Plaintiff’s claim that Defendant routinely transmits text messages to telephone numbers assigned to cellular telephone services is accurate, Plaintiff and the Class members will have identical claims capable of being efficiently adjudicated and administered in this case. 52. Plaintiff re-alleges and incorporates the foregoing allegations as if fully set forth herein. 53. It is a violation of the TCPA to make “any call (other than a call made for emergency purposes or made with the prior express consent of the called party) using any automatic telephone dialing system … to any telephone number assigned to a … cellular telephone service ….” 47 U.S.C. § 227(b)(1)(A)(iii). 54. Defendant – or third parties directed by Defendant – used equipment having the capacity to dial numbers without human intervention to make non-emergency telephone calls to the cellular telephones of Plaintiff and the other members of the Class defined below. 55. These calls were made without regard to whether or not Defendant had first obtained express permission from the called party to make such calls. In fact, Defendant did not have prior express consent to call the cell phones of Plaintiff and the other members of the putative Class when its calls were made. 56. Defendant has, therefore, violated § 227(b)(1)(A)(iii) of the TCPA by using an automatic telephone dialing system to make non-emergency telephone calls to the cell phones of Plaintiff and the other members of the putative Class without their prior express written consent. 57. Defendant knew that it did not have prior express consent to make these calls, and knew or should have known that it was using equipment that at constituted an automatic telephone dialing system. The violations were therefore willful or knowing. 59. Plaintiff re-allege and incorporate paragraphs 1-51 as if fully set forth herein. 60. At all times relevant, Defendant knew or should have known that its conduct as alleged herein violated the TCPA. 60. Plaintiff repeats and realleges the paragraphs 1-51 of this Complaint and incorporates them by reference herein. 61. Defendant knew that it did not have prior express consent to make these calls, and knew or should have known that its conduct was a violation of the TCPA. 62. 47 C.F.R. § 64.1200(e), provides that § 64.1200(c) and (d) “are applicable to any person or entity making telephone solicitations or telemarketing calls to wireless telephone numbers.”1 62. Because Defendant knew or should have known that Plaintiff and Class Members had not given prior express consent to receive its autodialed calls, the Court should treble the amount of statutory damages available to Plaintiff and the other members of the putative Class pursuant to § 227(b)(3) of the TCPA. 63. 47 C.F.R. § 64.1200(d) further provides that “[n]o person or entity shall initiate any call for telemarketing purposes to a residential telephone subscriber unless such person or entity has instituted procedures for maintaining a list of persons who request not to receive telemarketing calls made by or on behalf of that person or entity.” 63. As a result of Defendant’s violations, Plaintiff and the Class Members are entitled to an award of $1,500.00 in statutory damages, for each and every violation, pursuant to 47 U.S.C. § 227(b)(3)(B) and 47 U.S.C. § 227(b)(3)(C). 64. Any “person who has received more than one telephone call within any 12-month period by or on behalf of the same entity in violation of the regulations prescribed under this subsection may” may bring a private action based on a violation of said regulations, which were promulgated to protect telephone subscribers’ privacy rights to avoid receiving telephone solicitations to which they object. 47 U.S.C. § 227(c). 65. Defendant violated 47 C.F.R. § 64.1200(c) by initiating, or causing to be initiated, telephone solicitations to telephone subscribers such as Plaintiff and the Do Not Call Registry Class members who registered their respective telephone numbers on the National Do Not Call Registry, a listing of persons who do not wish to receive telephone solicitations that is maintained by the federal government. 67. To the extent Defendant’s misconduct is determined to be willful and knowing, the Court should, pursuant to 47 U.S.C. § 227(c)(5), treble the amount of statutory damages recoverable by the members of the Do Not Call Registry Class. Knowing and/or Willful Violation of the TCPA, 47 U.S.C. § 227(b) (On Behalf of Plaintiff and the Class) PROPOSED CLASS Violations of the TCPA, 47 U.S.C. § 227(b) (On Behalf of Plaintiff and the Class) Violation of the TCPA, 47 U.S.C. § 227 (On Behalf of Plaintiff and the Do Not Call Registry Class)

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92. Class Definition: Plaintiff Pallagrosi brings this action as a class action pursuant to Fed.R.Civ.P. 23, seeking damages under California law on behalf of himself and all members of the following proposed class: All persons who purchased any purportedly discounted item from a Banana Republic Factory or Gap Factory store in the United States between October 9, 2011 and the present. (hereafter the “Nationwide Class”). 93. Sub-Class Definition: Plaintiff Pallagrosi also brings this action as a class action pursuant to Fed.R.Civ.P. 23, seeking damages under New Jersey law on behalf of himself and all members of the following proposed sub-class: All persons who purchased any purportedly discounted item from a Banana Republic Factory or Gap Factory store in New Jersey between October 9, 2011 and the present. (hereafter the “New Jersey Subclass”) 94. Plaintiff Pallagrosi also brings this action as a class action pursuant to Fed.R.Civ.P. 23, seeking damages under Florida law on behalf of himself and all members of the following proposed sub-class: All persons who purchased any purportedly discounted item from a Banana Republic Factory or Gap Factory store in Florida between October 6, 2011 and the present. (hereafter the “Florida Subclass”)

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2.1 guidelines; c. Regularly test user accessibility by blind or vision-impaired persons to ensure that Defendant’s Website complies under the WCAG 2.1 guidelines; and, d. Develop an accessibility policy that is clearly disclosed on Defendant’s Websites, with contact information for users to report accessibility-related problems. 21. Defendant is a clothing and accessories retailer, and owns and operates www.zootsports.com (its “Website”), offering features which should allow all consumers to access the goods and services and which Defendant ensures the delivery of such goods throughout the United States, including New York State. 22. Defendant’s Website offers products and services for online sale and general delivery to the public. The Website offers features which ought to allow users to browse for items, access navigation bar descriptions and prices, and avail consumers of the ability to peruse the numerous items offered for sale. 23. Plaintiff is a visually-impaired and legally blind person, who cannot use a computer without the assistance of screen-reading software. Plaintiff is, however, a proficient JAWS and NVDA screen-reader user and uses it to access the Internet. Plaintiff has visited the Website on separate occasions using a screen-reader. 25. Defendant’s Website, www.zootsports.com, lacks prompting information necessary to allow Plaintiff to locate and narrow down a specific field of desired products and price range. This omission was exacerbated by the lack of alt. text, which is the invisible code embedded beneath a graphical image on a website. Such lack of alt text was especially found in those portions on the website containing the “Tri SS Aero Racesuit – Aloha” and “Men’s Wave 1” products, which Plaintiff was interested in exploring for possible purchase. 26. The Website also requires the use of a mouse to effectively browse and make a purchase. Yet Plaintiff cannot use a mouse because manipulating the mouse is a visual activity of moving the mouse pointer from one visual spot on the page to another. 27. Nor did the Website provide Plaintiff with the ability to skim content, as Plaintiff was forced to manually scroll, line by line, in an effort to browse content of interest located toward the bottom of a given page. 28. Finally, the Website did not provide a live chat feature, so Plaintiff was unable to effectively communicate his questions and concerns which would in effect aid his browsing experience. Plaintiff ultimately left the site without making a purchase due to the lack of reasonable accommodations on the Website. 29. These access barriers effectively denied Plaintiff the ability to use and enjoy Defendant’s website the same way sighted individuals do. 31. Due to the inaccessibility of Defendant’s Website, blind and visually-impaired customers such as Plaintiff, who need screen-readers, cannot fully and equally use or enjoy the facilities, products, and services Defendant offers to the public on its Website. The access barriers Plaintiff encountered have caused a denial of Plaintiff’s full and equal access in the past, and now deter Plaintiff on a regular basis from visiting the Website, presently and in the future. 32. If the Website was equally accessible to all, Plaintiff could independently navigate the Website and complete a desired transaction as sighted individuals do. 33. Through his attempts to use the Website, Plaintiff has actual knowledge of the access barriers that make these services inaccessible and independently unusable by blind and visually-impaired people. 35. Defendant therefore uses standards, criteria or methods of administration that have the effect of discriminating or perpetuating the discrimination of others, as alleged herein. 36. The ADA expressly contemplates the injunctive relief that Plaintiff seeks in this action. In relevant part, the ADA requires: In the case of violations of . . . this title, injunctive relief shall include an order to alter facilities to make such facilities readily accessible to and usable by individuals with disabilities . . . Where appropriate, injunctive relief shall also include requiring the . . . modification of a policy . . . 42 U.S.C. § 12188(a)(2). 38. Although Defendant may currently have centralized policies regarding maintaining and operating its Website, Defendant lacks a plan and policy reasonably calculated to make them fully and equally accessible to, and independently usable by, blind and other visually-impaired consumers. 39. Defendant has, upon information and belief, invested substantial sums in developing and maintaining their Website and has generated significant revenue from the Website. These amounts are far greater than the associated cost of making their Website equally accessible to visually impaired customers. 40. Without injunctive relief, Plaintiff and other visually-impaired consumers will continue to be unable to independently use the Website, violating their rights. 42. Plaintiff, on behalf of himself and all others similarly situated, seeks certify a New York State subclass under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the State of New York who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of those services, during the relevant statutory period. 43. Plaintiff, on behalf of himself and all others similarly situated, seeks certify a New York City subclass under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the City of New York who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of goods and services offered, during the relevant statutory period. 45. Plaintiff’s claims are typical of the Class. The Class, similarly to the Plaintiff, are severely visually impaired or otherwise blind, and claim that Defendant has violated the ADA, NYSYRHL or NYCHRL by failing to update or remove access barriers on its Website so either can be independently accessible to the Class. 46. Plaintiff will fairly and adequately represent and protect the interests of the Class Members because Plaintiff has retained and is represented by counsel competent and experienced in complex class action litigation, and because Plaintiff has no interests antagonistic to the Class Members. Class certification of the claims is appropriate under Fed. R. Civ. P. 23(b)(2) because Defendant has acted or refused to act on grounds generally applicable to the Class, making appropriate both declaratory and injunctive relief with respect to Plaintiff and the Class as a whole. 47. Alternatively, class certification is appropriate under Fed. R. Civ. P. 23(b)(3) because fact and legal questions common to Class Members predominate over questions affecting only individual Class Members, and because a class action is superior to other available methods for the fair and efficient adjudication of this litigation. 48. Judicial economy will be served by maintaining this lawsuit as a class action in that it is likely to avoid the burden that would be otherwise placed upon the judicial system by the filing of numerous similar suits by people with visual disabilities throughout the United States. 49. Plaintiff, on behalf of himself and the Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 51. Defendant’s Website is a public accommodations within the definition of Title III of the ADA, 42 U.S.C. § 12181(7). The Website is a service that is offered to the general public, and as such, must be equally accessible to all potential consumers. 52. Under Section 302(b)(1) of Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities the opportunity to participate in or benefit from the products, services, facilities, privileges, advantages, or accommodations of an entity. 42 U.S.C. § 12182(b)(1)(A)(i). 53. Under Section 302(b)(1) of Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities an opportunity to participate in or benefit from the products, services, facilities, privileges, advantages, or accommodation, which is equal to the opportunities afforded to other individuals. 42 U.S.C. § 12182(b)(1)(A)(ii). 55. The acts alleged herein constitute violations of Title III of the ADA, and the regulations promulgated thereunder. Plaintiff, who is a member of a protected class of persons under the ADA, has a physical disability that substantially limits the major life activity of sight within the meaning of 42 U.S.C. §§ 12102(1)(A)-(2)(A). Furthermore, Plaintiff has been denied full and equal access to the Website, has not been provided services that are provided to other patrons who are not disabled, and has been provided services that are inferior to the services provided to non-disabled persons. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 56. Under 42 U.S.C. § 12188 and the remedies, procedures, and rights set forth and incorporated therein, Plaintiff, requests relief as set forth below. 57. Plaintiff, on behalf of himself and the New York State Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 58. N.Y. Exec. Law § 296(2)(a) provides that it is “an unlawful discriminatory practice for any person, being the owner, lessee, proprietor, manager, superintendent, agent or employee of any place of public accommodation . . . because of the . . . disability of any person, directly or indirectly, to refuse, withhold from or deny to such person any of the accommodations, advantages, facilities or privileges thereof.” 60. Defendant is subject to New York Human Rights Law because it owns and operates its Website. Defendant is a person within the meaning of N.Y. Exec. Law § 292(1). 61. Defendant is violating N.Y. Exec. Law § 296(2)(a) in refusing to update or remove access barriers to its Website, causing its Website to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, services that Defendant makes available to the non-disabled public. 62. Under N.Y. Exec. Law § 296(2)(c)(i), unlawful discriminatory practice includes, among other things, “a refusal to make reasonable modifications in policies, practices, or procedures, when such modifications are necessary to afford facilities, privileges, advantages or accommodations to individuals with disabilities, unless such person can demonstrate that making such modifications would fundamentally alter the nature of such facilities, privileges, advantages or accommodations being offered or would result in an undue burden". 63. Under N.Y. Exec. Law § 296(2)(c)(ii), unlawful discriminatory practice also includes, “a refusal to take such steps as may be necessary to ensure that no individual with a disability is excluded or denied services because of the absence of auxiliary aids and services, unless such person can demonstrate that taking such steps would fundamentally alter the nature of the facility, privilege, advantage or accommodation being offered or would result in an undue burden.” 65. Defendant’s actions constitute willful intentional discrimination against the class on the basis of a disability in violation of the NYSHRL, N.Y. Exec. Law § 296(2) in that Defendant has: a. constructed and maintained a website that is inaccessible to blind class members with knowledge of the discrimination; and/or b. constructed and maintained a website that is sufficiently intuitive and/or obvious that is inaccessible to blind class members; and/or c. failed to take actions to correct these access barriers in the face of substantial harm and discrimination to blind class members. 66. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 68. Defendant’s actions were and are in violation of New York State Human Rights Law and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 69. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines under N.Y. Exec. Law § 297(4)(c) et seq. for each and every offense. 70. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 71. Under N.Y. Exec. Law § 297 and the remedies, procedures, and rights set forth and incorporated therein Plaintiff prays for judgment as set forth below. 72. Plaintiff, on behalf of himself and the New York State Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 73. Plaintiff served notice thereof upon the attorney general as required by N.Y. Civil Rights Law § 41. 74. N.Y. Civil Rights Law § 40 provides that “all persons within the jurisdiction of this state shall be entitled to the full and equal accommodations, advantages, facilities and privileges of any places of public accommodations, resort or amusement, subject only to the conditions and limitations established by law and applicable alike to all persons. No persons, being the owner, lessee, proprietor, manager, superintendent, agent, or employee of any such place shall directly or indirectly refuse, withhold from, or deny to any person any of the accommodations, advantages, facilities and privileges thereof . . .” 76. Defendant’s Website is a service, privilege or advantage of Defendant and its Website which offers such goods and services to the general public is required to be equally accessible to all. 77. Defendant is subject to New York Civil Rights Law because it owns and operates their Website, and Defendant is a person within the meaning of N.Y. Civil Law § 40-c(2). 78. Defendant is violating N.Y. Civil Rights Law § 40-c(2) in refusing to update or remove access barriers to its Website, causing its Website and the goods and services integrated with such Website to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, goods and services that Defendant makes available to the non-disabled public. 79. N.Y. Civil Rights Law § 41 states that “any corporation which shall violate any of the provisions of sections forty, forty-a, forty-b or forty-two . . . shall for each and every violation thereof be liable to a penalty of not less than one hundred dollars nor more than five hundred dollars, to be recovered by the person aggrieved thereby . . .” 81. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 82. Defendant discriminates, and will continue in the future to discriminate against Plaintiff and New York State Sub-Class Members on the basis of disability are being directly or indirectly refused, withheld from, or denied the accommodations, advantages, facilities and privileges thereof in § 40 et seq. and/or its implementing regulations. 83. Plaintiff is entitled to compensatory damages of five hundred dollars per instance, as well as civil penalties and fines under N.Y. Civil Law § 40 et seq. for each and every offense. 84. Plaintiff, on behalf of himself and the New York City Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 85. N.Y.C. Administrative Code § 8-107(4)(a) provides that “It shall be an unlawful discriminatory practice for any person, being the owner, lessee, proprietor, manager, superintendent, agent or employee of any place or provider of public accommodation, because of . . . disability . . . directly or indirectly, to refuse, withhold from or deny to such person, any of the accommodations, advantages, facilities or privileges thereof.” 87. Defendant is subject to NYCHRL because it owns and operates its Website, making it a person within the meaning of N.Y.C. Admin. Code § 8-102(1). 88. Defendant is violating N.Y.C. Administrative Code § 8-107(4)(a) in refusing to update or remove access barriers to Website, causing its Website and the services integrated with such Website to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, products, and services that Defendant makes available to the non-disabled public. 89. Defendant is required to “make reasonable accommodation to the needs of persons with disabilities . . . any person prohibited by the provisions of [§ 8-107 et seq.] from discriminating on the basis of disability shall make reasonable accommodation to enable a person with a disability to . . . enjoy the right or rights in question provided that the disability is known or should have been known by the covered entity.” N.Y.C. Admin. Code § 8-107(15)(a). 91. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 92. As such, Defendant discriminates, and will continue in the future to discriminate against Plaintiff and members of the proposed class and subclass on the basis of disability in the full and equal enjoyment of the products, services, facilities, privileges, advantages, accommodations and/or opportunities of its Website under § 8-107(4)(a) and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and members of the class will continue to suffer irreparable harm. 93. Defendant’s actions were and are in violation of the NYCHRL and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 94. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines under N.Y.C. Administrative Code § 8-120(8) and § 8-126(a) for each offense as well as punitive damages pursuant to § 8-502. 95. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 97. Plaintiff, on behalf of himself and the Class and New York State and City Sub- Classes Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 98. An actual controversy has arisen and now exists between the parties in that Plaintiff contends, and is informed and believes that Defendant denies, that its Website contains access barriers denying blind customers the full and equal access to the products, services and facilities of its Website, which Defendant owns, operations and controls, fails to comply with applicable laws including, but not limited to, Title III of the Americans with Disabilities Act, 42 U.S.C. §§ 12182, et seq., N.Y. Exec. Law § 296, et seq., and N.Y.C. Admin. Code § 8-107, et seq. prohibiting discrimination against the blind. 99. A judicial declaration is necessary and appropriate at this time in order that each of the parties may know their respective rights and duties and act accordingly. DECLARATORY RELIEF VIOLATIONS OF THE NYSHRL VIOLATION OF THE NEW YORK STATE CIVIL RIGHTS LAW VIOLATIONS OF THE ADA, 42 U.S.C. § 12181 et seq. VIOLATIONS OF THE NYCHRL

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13. Plaintiff brings this claim for relief for violation of 29 U.S.C. § 2101 et seq., on behalf of himself and on behalf of all other similarly situated former employees, pursuant to 29 U.S.C. § 2104(a)(5) and Fed. R. Civ P. 23(a), who worked at or reported to Defendant’s Site and were terminated without cause on or about December 14, 2015, and within 30 days of that date, or were terminated without cause as the reasonably foreseeable consequence of the mass layoffs and/or plant closings ordered by Defendant on or about December 14, 2015, and who are affected employees, within the meaning of 29 U.S.C. § 2101(a)(5) (the “Class”). 14. The persons in the Class identified above (“Class Members”) are so numerous that joinder of all members is impracticable. Although the precise number of such persons is unknown, the facts on which the calculation of that number can be based are presently within the sole control of Defendant. 15. Upon information and belief, Defendant employed approximately 200 employees at the Site. Case: 5:15-cv-00377-JMH-REW Doc #: 1 Filed: 12/18/15 Page: 3 of 8 - Page ID#: 3 4 16. On information and belief, the identity of the members of the class and the recent residence address of each of the Class Members is contained in the books and records of Defendant. 17. On information and belief, the rate of pay and benefits that were being paid by Defendant to each Class Member at the time of his/her termination is contained in the books and records of the Defendant. 18. Common questions of law and fact exist as to each of the Class Members, including, but not limited to, the following: (a) whether the Class Members were employees of Defendant who worked at or reported to Defendant’s Site; (b) whether Defendant terminated the employment of the Class Members without cause on their part and without giving them 60 days advance written notice in violation of the WARN Act; and (c) whether Defendant unlawfully failed to pay the Class Members 60 days wages and benefits as required by the WARN Act. 19. Plaintiff’s claims are typical of those of the Class. Plaintiff, like other Class Members, worked at or reported to Defendant’s Site and was terminated without cause on or about December 14, 2015, due to the mass layoffs and/or plant closings ordered by Defendant. 20. Plaintiff will fairly and adequately protect the interests of the Class. Plaintiff has retained counsel competent and experienced in complex class actions, including the WARN Act and employment litigation. Case: 5:15-cv-00377-JMH-REW Doc #: 1 Filed: 12/18/15 Page: 4 of 8 - Page ID#: 4 5 21. On or about December 14, 2015, Defendant terminated Plaintiff’s employment as part of a mass layoff or a plant closing as defined by 29 U.S.C. § 2101(a)(2), (3), for which he was entitled to receive 60 days advance written notice under the WARN Act. 22. Class certification of these claims is appropriate under Fed. R. Civ. P. 23(b)(3) because questions of law and fact common to the Class predominate over any questions affecting only individual members of the Class, and because a class action is superior to other available methods for the fair and efficient adjudication of this litigation – particularly in the context of WARN Act litigation, where individual plaintiffs may lack the financial resources to vigorously prosecute a lawsuit in federal court against corporate defendants, and damages suffered by individual Class Members are small compared to the expense and burden of individual prosecution of this litigation. 23. Concentrating all the potential litigation concerning the WARN Act rights of the members of the Class in this Court will obviate the need for unduly duplicative litigation that might result in inconsistent judgments, will conserve the judicial resources and the resources of the parties and is the most efficient means of resolving the WARN Act rights of all the members of the Class. 24. Plaintiff intends to send notice to all Class Members to the extent required by Rule 23.

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(Declaratory Relief) (on behalf of Plaintiff and the Class) 103. Plaintiff realleges and incorporates by reference the foregoing allegations as if set forth fully herein. 104. An actual controversy has arisen and now exists between the parties in that Plaintiff contends, and is informed and believes that Defendant denies, that the Website contains access barriers denying deaf and hard-of-hearing individuals the full and equal access to the goods and services of the Website, which Defendant owns, operates, and/or controls, fails to comply with applicable laws including, but not limited to, Title III of the Americans with Disabilities Act, 42 U.S.C. § 12182, et seq., N.Y. Exec. Law § 296, et seq., and N.Y.C. Administrative Code § 8-107, et seq. prohibiting discrimination against the deaf and hard of hearing. 105. A judicial declaration is necessary and appropriate at this time in order that each of the parties may know their respective rights and duties and act accordingly. (Violation of New York State Human Rights Law, N.Y. Exec. Law, Article 15 (Executive Law § 292 et seq.) (on behalf of Plaintiff and New York subclass) (Violation of New York City Human Rights Law, N.Y.C. Administrative Code § 8-102, et seq.) (on behalf of Plaintiff and New York subclass) (Violation of 42 U.S.C. §§ 12181, et seq. — Title III of the Americans with Disabilities Act) (on behalf of Plaintiff and the Class) (Violation of New York State Civil Rights Law, NY CLS Civ R, Article 4 (CLS Civ R § 40 et seq.) (on behalf of Plaintiff and New York subclass) 19. Plaintiff, on behalf of himself and all others similarly situated, seeks certification of the following nationwide class pursuant to Rule 23(a) and 23(b)(2) of the Federal Rules of Civil Procedure: “all legally deaf and hard-of-hearing individuals in the United States who have attempted to access the Website and as a result have been denied access to the enjoyment of goods and services offered by the Website during the relevant statutory period.” 20. Plaintiff seeks certification of the following New York subclass pursuant to Fed. R. Civ. P. 23(a), 23(b)(2), and, alternatively, 23(b)(3): “all legally deaf and hard-of-hearing individuals in New York State who have attempted to access the Website and as a result have been denied access to the enjoyment of goods and services offered by the Website, during the relevant statutory period.” 22. This case arises out of Defendant’s policy and practice of maintaining an inaccessible website denying deaf and hard-of-hearing persons access to the goods and services of the Website. Due to Defendant’s policy and practice of failing to remove access barriers, deaf and hard-of-hearing persons have been and are being denied full and equal access to independently browse and watch videos on the Website. 23. There are common questions of law and fact common to the class, including without limitation, the following: a. Whether the Website is a “public accommodation” under the ADA; b. Whether the Website is a “place or provider of public accommodation” under the laws of New York; c. Whether Defendant through the Website denies the full and equal enjoyment of its goods, services, facilities, privileges, advantages, or accommodations to people with hearing disabilities in violation of the ADA; and d. Whether Defendant through the Website denies the full and equal enjoyment of its goods, services, facilities, privileges, advantages, or accommodations to people with hearing disabilities in violation of the laws of New York. 24. The claims of the named Plaintiff are typical of those of the Class. The Class, similarly to the Plaintiff, are deaf or hard of hearing, and claim that Defendant has violated the ADA, and/or the laws of New York by failing to update or remove access barriers on the Website, so it can be independently accessible to the Class of people who are legally deaf or hard of hearing. 26. Alternatively, class certification is appropriate under Fed. R. Civ. P. 23(b)(3) because questions of law and fact common to Class members clearly predominate over questions affecting only individual Class members, and because a class action is superior to other available methods for the fair and efficient adjudication of this litigation. 27. Judicial efficiency will be served by maintenance of this lawsuit as a class action in that it will avoid the burden that would be otherwise placed upon the judicial system by the filing of numerous similar suits by people with hearing disabilities throughout the United States. 28. References to Plaintiff shall be deemed to include the named Plaintiff and each member of the Class, unless otherwise indicated. 29. Defendant operates the Website, which provides videos, information, and articles on a variety of topics related to the World Trade Center. It delivers information to tens of millions of people and businesses across the United States. 31. The Website allows the user to browse videos, photos, and articles. Defendant’s videos are available with the click of a mouse and are played through the Internet on computers, cell phones, and other electronic devices. 32. Defendant’s videos are available with the click of a mouse and are played through the Internet on computers, cell phones, and other electronic devices. 33. This case arises out of Defendant’s policy and practice of denying the deaf and hard of hearing access to the Website, including the goods and services offered by Defendant through the Website. Due to Defendant’s failure and refusal to remove access barriers to the Website, deaf and hard-of-hearing individuals have been and are being denied equal access to the Website, as well as to the numerous goods, services and benefits offered to the public through the Website. 34. Defendant denies the deaf and hard of hearing access to goods, services, and information made available through the Website by preventing them from freely enjoying, interpreting, and understanding the content on the Website. 35. The Internet has become a significant source of information for conducting business and for doing everyday activities such as reading news, watching videos, etc., for deaf and hard-of-hearing persons. 37. There are well established guidelines for making websites accessible to disabled people. These guidelines have been in place for several years and have been followed successfully by other large business entities in making their websites accessible. The Web Accessibility Initiative (“WAI”), a project of the World Wide Web Consortium which is the leading standards organization of the Web, has developed guidelines for website accessibility, called the Web Content Accessibility Guidelines (“WCAG”). The federal government has also promulgated website accessibility standards under Section 508 of the Rehabilitation Act. These guidelines are readily available via the Internet, so that a business designing a website can easily access them. These guidelines recommend several basic components for making websites accessible, including but not limited to adding closed captioning to video content. 38. The Website contains access barriers that prevent free and full use by Plaintiff and other deaf or hard-of-hearing persons, including but not limited to the lack of closed captioning. This barrier is in violation of WCAG 2.1 Guideline 1.2.2, which mandates that video content contain captioning. 40. The Website thus contains access barriers which deny full and equal access to Plaintiff, who would otherwise use the Website and who would otherwise be able to fully and equally enjoy the benefits and services of the Website in New York State. 41. Plaintiff attempted to watch the video “Street Artists of the World Trade Center” on the Website in March 2018 but was unable to do so independently because of the lack of closed captioning on the Website, causing it to be inaccessible and not independently usable by deaf and hard-of-hearing individuals. 42. As described above, Plaintiff has actual knowledge of the fact that the Website contains access barriers causing the Website to be inaccessible, and not independently usable by, deaf and hard-of-hearing individuals. 43. These access barriers have denied Plaintiff full and equal access to, and enjoyment of, the goods, benefits, and services of Defendant and the Website. 44. Defendant engages in acts of intentional discrimination, including but not limited to the following policies or practices: (a) constructing and maintaining a website that is inaccessible to deaf and hard- of-hearing Class members with knowledge of the discrimination; and/or (b) constructing and maintaining a website that is sufficiently intuitive and/or obviously inaccessible to deaf and hard-of-hearing Class members; and/or (c) failing to take actions to correct access barriers in the face of substantial harm and discrimination to deaf and hard-of-hearing Class members. 46. Plaintiff realleges and incorporates by reference the foregoing allegations as if set forth fully herein. 47. Title III of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12182(a), provides that “No individual shall be discriminated against on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, or accommodations of any place of public accommodation by any person who owns, leases (or leases to), or operates a place of public accommodation.” Title III also prohibits an entity from “[u]tilizing standards or criteria or methods of administration that have the effect of discriminating on the basis of disability.” 42 U.S.C. § 12181(b)(2)(D)(I). 48. Defendant operates a place of public accommodation as defined by Title III of ADA, 42 U.S.C. § 12181(7) (“place of exhibition and entertainment,” “place of recreation,” and “service establishments”). 49. Defendant has failed to make its videos accessible to individuals who are deaf or hard of hearing by failing to provide closed captioning for videos displayed on the Website. 50. Discrimination under Title III includes the denial of an opportunity for the person who is deaf or hard of hearing to participate in programs or services, or providing a service that is not as effective as what is provided to others. 42 U.S.C. § 12182(b)(1)(A)(I-III). 51. Discrimination specifically includes the failure to provide “effective communication” to deaf and hard-of-hearing individuals through auxiliary aids and services, such as captioning, pursuant to 42 U.S.C. § 12182(b)(1)(A)(III); 28 C.F.R. § 36.303(C). 65. Plaintiff realleges and incorporates by reference the foregoing allegations as though fully set forth herein. 66. N.Y. Exec. Law § 296(2)(a) provides that it is “an unlawful discriminatory practice for any person, being the owner, lessee, proprietor, manager, superintendent, agent or employee of any place of public accommodation . . . because of the . . . disability of any person, directly or indirectly, to refuse, withhold from or deny to such person any of the accommodations, advantages, facilities or privileges thereof.” 67. Defendant operates a place of public accommodation as defined by N.Y. Exec. Law § 292(9). 68. Defendant is subject to New York Human Rights Law because it owns and operates the Website. Defendant is a person within the meaning of N.Y. Exec. Law § 292(1). 69. Defendant is violating N.Y. Exec. Law § 296(2)(a) in refusing to update or remove access barriers to the Website, causing the videos displayed on the Website to be completely inaccessible to the deaf and hard of hearing. This inaccessibility denies deaf and hard-of-hearing patrons full and equal access to the facilities, goods and services that Defendant makes available to the non-disabled public. 71. In addition, under N.Y. Exec. Law § 296(2)(c)(II), unlawful discriminatory practice also includes, “a refusal to take such steps as may be necessary to ensure that no individual with a disability is excluded or denied services because of the absence of auxiliary aids and services, unless such person can demonstrate that taking such steps would fundamentally alter the nature of the facility, privilege, advantage or accommodation being offered or would result in an undue burden.” 72. Defendant’s actions constitute willful intentional discrimination against the class on the basis of a disability in violation of the New York State Human Rights Law, N.Y. Exc. Law § 296(2) in that Defendant has: (a) constructed and maintained a website that is inaccessible to deaf and hard- of-hearing Class members with knowledge of the discrimination; and/or (b) constructed and maintained a website that is sufficiently intuitive and/or obvious that is inaccessible to deaf and hard-of-hearing Class members; and/or (c) failed to take actions to correct these access barriers in the face of substantial harm and discrimination to deaf and hard-of-hearing Class members. 74. As such, Defendant discriminates, and will continue in the future to discriminate against Plaintiff and members of the proposed Class and Subclass on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, accommodations and/or opportunities of the Website under § 296(2) et seq. and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and members of the Subclass will continue to suffer irreparable harm. 75. The actions of Defendant were and are in violation of New York State Human Rights Law and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 76. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines pursuant to N.Y. Exc. Law § 297(4)(c) et seq. for each and every offense. 77. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 78. Pursuant to N.Y. Exec. Law § 297 and the remedies, procedures, and rights set forth and incorporated therein Plaintiff prays for judgment as set forth below. 79. Plaintiff served notice thereof upon the attorney general as required by N.Y. Civil Rights Law § 41. 81. N.Y. Civil Rights Law § 40 provides that “all persons within the jurisdiction of this state shall be entitled to the full and equal accommodations, advantages, facilities and privileges of any places of public accommodations, resort or amusement, subject only to the conditions and limitations established by law and applicable alike to all persons. No persons, being the owner, lessee, proprietor, manager, superintendent, agent, or employee of any such place shall directly or indirectly refuse, withhold from, or deny to any person any of the accommodations, advantages, facilities and privileges thereof . . . .” 82. N.Y. Civil Rights Law § 40-c(2) provides that “no person because of . . . disability, as such term is defined in section two hundred ninety-two of executive law, be subjected to any discrimination in his or her civil rights, or to any harassment, as defined in section 240.25 of the penal law, in the exercise thereof, by any other person or by any firm, corporation or institution, or by the state or any agency or subdivision.” 83. The Website is a public accommodations within the definition of N.Y. Civil Rights Law § 40-c(2). 84. Defendant is subject to New York Civil Rights Law because it owns and operates the Website. Defendant is a person within the meaning of N.Y. Civil Law § 40-c(2). 85. Defendant is violating N.Y. Civil Rights Law § 40-c(2) in refusing to update or remove access barriers to the Website, causing videos on the Website to be completely inaccessible to the deaf and hard of hearing. This inaccessibility denies deaf and hard-of-hearing patrons full and equal access to the goods and services that Defendant makes available to the non-disabled public. 87. Specifically, under N.Y. Civil Rights Law § 40-d, “any person who shall violate any of the provisions of the foregoing section, or subdivision three of section 240.30 or section 240.31 of the penal law, or who shall aid or incite the violation of any of said provisions shall for each and every violation thereof be liable to a penalty of not less than one hundred dollars nor more than five hundred dollars, to be recovered by the person aggrieved thereby in any court of competent jurisdiction in the county in which the defendant shall reside . . . .” 88. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 89. As such, Defendant discriminates, and will continue in the future to discriminate against Plaintiff and members of the proposed Class on the basis of disability are being directly or indirectly refused, withheld from, or denied the accommodations, advantages, facilities and privileges thereof in § 40 et seq. and/or its implementing regulations. 90. Plaintiff is entitled to compensatory damages of five hundred dollars per instance, as well as civil penalties and fines pursuant to N.Y. Civil Law § 40 et seq. for each and every offense. 91. Plaintiff realleges and incorporates by reference the foregoing allegations as if set forth fully herein. 93. The Website is a public accommodation within the definition of N.Y.C. Administrative Code § 8-102(9). 94. Defendant is subject to City Law because it owns and operates the Website. Defendant is a person within the meaning of N.Y.C. Administrative Code § 8-102(1). 95. Defendant is violating N.Y.C. Administrative Code § 8-107(4)(a) in refusing to update or remove access barriers to the Website, causing the Website and the services integrated with the Website to be completely inaccessible to the deaf and hard of hearing. This inaccessibility denies deaf and hard-of-hearing patrons full and equal access to the facilities, goods, and services that Defendant makes available to the non-disabled public. Specifically, Defendant is required to “make reasonable accommodation to the needs of persons with disabilities . . . any person prohibited by the provisions of [§ 8-107 et seq.] from discriminating on the basis of disability shall make reasonable accommodation to enable a person with a disability to . . . enjoy the right or rights in question provided that the disability is known or should have been known by the covered entity.” N.Y.C. Administrative Code § 8-107(15)(a). 97. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 98. As such, Defendant discriminates, and will continue in the future to discriminate against Plaintiff and members of the proposed Class and Subclass on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, accommodations, and/or opportunities of the Website under § 8-107(4)(a) and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and members of the Subclass will continue to suffer irreparable harm.

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18. E*TRADE is one of the largest online focused broker-dealers in the world and has over 30 brick and mortar locations across the United States. It also offers other financial products and services including online banking. E*TRADE aims to compete with traditional financial institutions by offering cheaper and more user-friendly digital services. E*TRADE markets itself as the “original place to invest online, and still one of the best.” E*TRADE, https://us.etrade.com/platforms (last visited July 20, 2020). It further markets itself as “[t]he complete package for traders who won’t compromise…with intuitive, easy-to-use trading platforms and apps, specialized trading support, and stock, options and futures for traders of every level.” 65. Plaintiffs hereby incorporate by reference the factual allegations set forth above. 66. Customers must enter into the Customer Agreement with Defendant E*TRADE to open, establish and maintain an E*TRADE trading account for the purchase, sale or carrying of securities or contracts relating thereto. Exhibit A at 1. The Customer Agreement provides the terms and conditions “under which E*TRADE will establish and maintain one or more accounts on behalf of the Account Holder and shall govern the Account Holder's relationship with E*TRADE, including all transactions between E*TRADE and the Account Holder and all products and services now and in the future offered through E*TRADE.” Id. 67. Use of E*TRADE’s website and platform is governed by E*TRADE’s Customer Agreement which provides, as follows: “E*TRADE offers a variety of ways to access the Account, including telephone, online, mobile application and interactive voice response services.” The Customer Agreement further acknowledges that E*TRADE’s website and mobile application may make available “Market Data” which is defined as “all data distributed by E*TRADE regarding bids, offers and market transactions and all information based on any such data.” 70. Plaintiffs hereby incorporate by reference the factual allegations set forth above. 71. Plaintiffs and members of the Class and Subclass entered into the Customer Agreement with Defendant E*TRADE to open an E*TRADE trading account. Ex. A. They agreed to E*TRADE’s Terms and Conditions by using E*TRADE’s website and trading platform. 72. Plaintiffs and members of the Class and Subclass fulfilled their obligations under these contracts by adhering to their terms and using E*TRADE’s trading services through its website and trading platform. 73. E*TRADE was obligated under the Customer Agreement and E*TRADE Terms and Conditions to timely provide the trading services required under those contracts at all times, including but not limited to when Plaintiffs and members of the Class and Subclass attempted to use the service during the Outage. 76. Plaintiffs hereby incorporate by reference the factual allegations set forth above. 77. E*TRADE had a duty to exercise reasonable care in conducting and facilitating transactions for its customers. 78. E*TRADE unlawfully breached its duties by, among other things, (i) failing to provide adequate technological systems necessary to perform under the contract; (ii) failing to provide trading services when an Outage occurred due to a lack of infrastructure and alternate means for customers to place timely trades; (iii) failing to provide access to its trading services in a timely manner; and (iv) otherwise permitting the Outage prohibiting the parties from performing in a timely manner (or at all) under the contracts. 80. Plaintiffs hereby incorporate by reference the factual allegations set forth above. 81. E*TRADE had a duty to exercise reasonable care in conducting and facilitating transactions for its customers. 82. E*TRADE unlawfully breached its duties by, among other things, (i) failing to provide adequate technological systems necessary to perform under the contract; (ii) failing to provide trading services when an Outage occurred due to a lack of infrastructure and alternate means for customers to place timely trades; (iii) failing to provide access to its trading services in a timely manner; and (iv) otherwise permitting the Outage prohibiting the parties from performing in a timely manner (or at all) under the contracts. 83. E*TRADE’s conduct as set forth in this Complaint was want of even scant care, and its acts and omissions were and continue to be an extreme departure from the ordinary standard of conduct. Indeed, E*TRADE essentially abandoned its customers altogether during the Outage, a standard of care so far below what is required for a business engaging in time sensitive trading services that it amounts to a complete abandonment of its duties. No other conduct than that committed by E*TRADE could be more grossly negligent than abandoning its customers altogether for a substantial period of times during which they incurred substantial losses and were unable to contact anyone at E*TRADE and then received grossly inaccurate statements. 85. Plaintiff Mohand hereby incorporates by reference the factual allegations set forth above and further asserts this cause of action with respect to himself individually and on behalf of the Subclass. 86. E*TRADE has engaged in unfair competition within the meaning of California Business & Professions Code section 17200, et seq., because E*TRADE’s conduct is unlawful and unfair, as herein alleged. 87. Plaintiff Mohand and members of the Subclass and E*TRADE are each a “person,” or “persons,” within the meaning of Section 17201 of the California Unfair Competition Law (“UCL”). 88. The UCL prohibits any unlawful or unfair business practices or acts. E*TRADE’s conduct, as alleged herein, constitutes an unlawful and unfair business practice that occurred in connection with the marketing, advertisement, and sale of its services. 89. E*TRADE’s conduct, as described within, violated the UCL’s unlawful prong because: (1) it constitutes a breach of contract or of the implied covenant of good faith and fair dealing, and (2) constitutes negligence or gross negligence. Breach of the Implied Covenant of Good Faith and Fair Dealing For Breach of Contract Gross Negligence Negligence Violation of California Unfair Competition Law, Cal. Bus. & Prof. Code §§ 17200, et seq.

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(29 U.S.C. § 216(b) Collective Action) VIOLATION OF THE FAIR LABOR STANDARDS ACT, 29 U.S.C. § 201, et seq. – FAILURE TO PAY OVERTIME 26. Defendants operate a restaurant in Traverse City, Michigan that specializes in comfort food; including Cornish Pasties, Breakfast Bobbies, soups, salads, wraps, and sandwiches. See, https://cousinjennyspasties.com/ (last visited on 10/21/20). 27. Plaintiffs were employed by Defendants in the Traverse City restaurant as Front of the House Employees. 28. Plaintiffs regularly and customarily earned more than $30 in tips per month. 29. On August 24, 2020, Plaintiffs’ sent a letter to Defendants demanding the return of all confiscated tips and explained that retention of their tips was a clear violation of the FLSA. 30. Defendants ignored Plaintiffs’ August 24, 2020 request to return all of their tips. 31. Plaintiffs bring this action pursuant to 29 U.S.C. § 216(b) of the FLSA on behalf of themselves and on behalf of: All current and former hourly Front of the House Employees who worked for Defendants at any time in the past three years. (hereinafter referred to as the “FLSA Collective”). Plaintiffs reserve the right to amend this definition if necessary. 32. Defendants are liable under the FLSA for, inter alia, failing to properly compensate Plaintiff and others similarly situated. 34. Consistent with Defendants’ policies and practice, Plaintiffs and the proposed FLSA Collective were unlawfully deprived of their tips/gratuities. 35. All of the work Plaintiff and the proposed FLSA Collective performed was assigned by Defendants, and/or Defendants were aware of all of the work the Plaintiffs and the proposed FLSA Collective performed. 36. As part of its regular business practice, Defendants intentionally, willfully, and repeatedly engaged in a pattern, practice, and/or policy of violating the FLSA with respect to Plaintiffs and the members of the FLSA Collective. This policy and pattern or practice includes, but is not limited to wage theft (stealing tips). 37. Defendant is aware, or should have been aware, that federal law, particularly the FLSA, deems tips the property of the employee and that under no circumstances may the employer confiscate the employee’s tips. 38. Defendant’s unlawful conduct was widespread, repeated, and consistent. 39. A collective action under the FLSA is appropriate because the employees described above are “similarly situated” to Plaintiff under 29 U.S.C. § 216(b). The employees on behalf of whom Plaintiff brings this collective action are similarly situated because (a) they have been or are employed in the same or similar positions; (b) they were or are performing the same or similar job duties; (c) they were or are subject to the same or similar unlawful practices, policy, or plan; and (d) their claims are based upon the same factual and legal theories. 41. There are many similarly situated current and former Front of the House Employees who were underpaid in violation of the FLSA. They would benefit from the issuance of a court- authorized notice of this lawsuit and the opportunity to join. 42. Plaintiffs estimate the FLSA Collective, including both current and former Key Holders over the relevant period, includes dozens of members. The precise number should be readily available from a review of Defendants’ personnel and payroll records. 43. Plaintiff re-alleges and incorporates all paragraphs herein. 44. At all times relevant to this action, Defendants were subject to the mandates of the FLSA, 29 U.S.C. § 201, et seq. 45. At all times relevant to this action, Defendants were engaged in interstate commerce, or in the production of goods for commerce, as defined by the FLSA. 46. At all times relevant to this action, Plaintiffs and the FLSA Collective members were “employees” of Defendants within the meaning of 29 U.S.C. § 203(e)(1) of the FLSA. 47. Plaintiffs and other FLSA Collective members, by virtue of their job duties and activities actually performed, are all non-exempt employees. 48. Plaintiffs and the FLSA Collective members either: (1) engaged in commerce; or (2) engaged in the production of goods for commerce; or (3) were employed in an enterprise engaged in commerce or in the production of goods for commerce. 50. At all times relevant to this action, Defendants were obligated to comply with the FLSA, in particular, 29 U.S.C. § 203(m)(2)(B), which provides: An employer may not keep tips received by its employees for any purposes, including allowing managers or supervisors to keep any portion of employees’ tips, regardless of whether or not the employer takes a tip credit. [emphasis added]. 51. Furthermore, 29 U.S.C. § 216(b) states: Any employer who violates section 203(m)(2)(B) of this title shall be liable to the employee or employees affected in the amount of the sum of any tip credit taken by the employer and all such tips unlawfully kept by the employer, and in an additional equal amount as liquidated damages. 52. At all times relevant to this action, Defendants confiscated the tips left by Defendants’ customers for Plaintiffs and the other Front of the House Employees, in violation of the FLSA. 53. Defendants’ violations of the FLSA were knowing and willful. Defendants knew or could have allowed Front of the House Workers to retain their tips, but Defendants did not.

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10. Defendant is a satellite entertainment service company that provides installation and repair services of residential and commercial satellite internet and television equipment to customers in multiple states, including western Arkansas, eastern Oklahoma, Kansas, and Missouri. 11. Defendant employed Plaintiff and the Technicians to install and repair residential and/or commercial satellite internet and television equipment in western Arkansas, eastern Oklahoma, Kansas, and Missouri. 12. Plaintiff and the Technicians did not have a written contract to perform work for Defendant. 13. Plaintiff and the Technicians had the ability to work for Defendant indefinitely, subject to their right to resign and Defendant’s right to terminate them. 14. Prior to the start of employment, Defendant conducted background checks on Plaintiff and the Technicians. 15. Defendant directed Plaintiff and the Technicians to create business bank accounts, so that any payments from Defendant could be directly deposited into their business bank accounts. 16. Plaintiff and the Technicians were required to obtain worker’s compensation insurance or sign a Certificate of Non-Coverage waiver to work for Defendant. Plaintiff was specifically informed that if he refused to do so, he would effectively be terminated by being removed from the scheduling calendar. 17. Plaintiff and the Technicians were not required to have any specialized or unique skill to work for Defendant. 19. The training program provided Plaintiff and the Technicians with a detailed step- by-step guide on how to do their jobs and how to deal with customers. The steps Plaintiff and Technicians had to take were as follows: (1) greet the customer; (2) take before pictures; (3) plug in the modem and walk around the house to test the strength of the Wi-Fi; (4) explain to the customer what they were going to do; (5) obtain signature from the client that gives permission for Plaintiff and the Technicians to perform the installation; (6) install the satellite dish pursuant to certain instructions by Defendant (i.e., mounting only on certain material, digging a hole no less than certain inches below ground, using certain amount of concrete to secure the dish); (7) take after pictures; and (8) obtain signature from the client that indicated that the job was completed. Without the signature from the client, Plaintiff and Technicians did not get paid for the job. 20. Throughout their employment, Plaintiff and the Technicians were required to attend mandatory training sessions after the initial training program, including trainings on how to use new software and perform certain repairs. 21. Plaintiff and the Technicians were required to work according to the schedule that was set by Defendant’s schedule. 23. Plaintiff and the Technicians were essential to the success of Defendant’s business and their duties were to Defendant’s ability to provide services to its customers because they provided the services Defendant was selling. B. Experience While Working for Defendant 24. Plaintiff and the Technicians received all assignments, called “work orders,” from Defendant through an application software called “OASIS” that they were required to download onto their phone. 25. Plaintiff and the Technicians had no control over customer volume. 26. Plaintiff and the Technicians received as many as six work orders a day with specific directions on what services to provide. 27. Defendant regularly switched, added, and cancelled work orders without asking Plaintiff and the Technicians. 28. Defendant tracked where Plaintiff and the Technicians were at all times through 67. Pursuant to FLSA, 29 U.S.C. § 216(b), Plaintiff’s consent form is attached as Exhibit A.1 It is likely other individuals will join this case as opt-in Plaintiffs as the case proceeds. 68. Pursuant to FLSA, 29 U.S.C. § 216(b), Plaintiff seeks to certify the following FLSA Collective: All current and former satellite installation and repair technicians who worked for Defendant and were classified as “independent contractors” at any time within three (3) years prior to the filing of the original Complaint in this action through the date of final judgment. 70. Defendant is liable under the FLSA for failing to properly compensate Plaintiff and the FLSA Collective, and as such, notice should be sent to the FLSA Collective. In violation of the FLSA, Defendant has denied minimum wage and overtime pay to numerous similarly situated current and former satellite installation and repair technicians who would benefit from the issuance of court-supervised notice of this lawsuit and the opportunity to join. Members of the FLSA Collective are known to Defendant and should be readily identifiable through Defendant’s records. 71. Pursuant to Rule 23 of the Federal Rules of Civil Procedure, Plaintiff brings this action as a class action on behalf of himself and all others similarly situated. 72. Specifically, Plaintiff brings Count III and IV, as a Rule 23 class action on behalf of himself and the following persons: All current and former satellite installation and repair technicians who worked for Defendant in Missouri and were classified as “independent contractors” at any time within two (2) years prior to the filing of the original Complaint in this action through the date of final judgment. 73. Specifically, Plaintiff brings Count V, as a Rule 23 class action on behalf of himself and the following persons: All current and former satellite installation and repair technicians who worked for Defendant in Missouri and were classified as “independent contractors” at any time within five (5) years prior to the filing of the original Complaint in this action through the date of final judgment. 75. Numerosity: The potential members of the proposed classes are so numerous that joinder of all members would be infeasible and impracticable. While the precise number of class members is unknown to Plaintiff at this time, it is estimated that each of the classes above include at least 20 individuals. 76. Ascertainable Class: The proposed classes are ascertainable in that its members can be identified and located using information contained in Defendant’s payroll and personnel records. 77. Typicality: The claims of Plaintiff are typical of the claims of all members of the classes because all members of the classes sustained similar injuries and damages arising out of Defendant’s common course of conduct in violation of the law, and the injuries and damages of all members of the class were caused by Defendant’s wrongful conduct in violation of the law, as alleged herein. 78. Adequacy: Plaintiff is an adequate representative of the classes, will fairly protect the interests of the members of the classes, and will vigorously pursue this suit. Plaintiff has no interests antagonistic to the interests of the other members of the classes, and are not subject to unique defenses. Plaintiff’s attorneys are competent, skilled, and experienced in litigating class actions of this kind and other complex litigation. 80. Existence of Predominance and Questions of Fact and Law: There are common questions of fact and law as to the members of the classes which predominate over questions affecting only individual members of the classes, including without limitation: a. Whether Defendant misclassified Plaintiff and the members of the classes as independent contractors; b. Whether Defendant failed to fully and accurately record the hours worked each day and each workweek by the members of the classes as required under applicable state statutes; c. Whether Defendant violated Missouri wage and common laws by failing to pay Plaintiff and members of the classes all compensation due and owing; d. Whether Defendant violated Arkansas wage and common laws by failing to pay Plaintiff and members of the classes all compensation due and owing; e. Whether Defendant has been unjustly enriched; and f. Whether Defendant is liable to Plaintiff and the members of the classes for damages claimed hereunder, including but not limited to compensatory and/or punitive damages, injunctive and declaratory relief, pre- and post- judgment interest, statutory and/or liquidated damages, and reasonable attorneys’ fees and costs. 81. Plaintiff repeats and realleges the allegations contained in the preceding paragraphs as if fully set forth herein. 82. At all relevant times herein, Defendant has been and continues to be an employer within the meaning of the FLSA, 29 U.S.C. §§ 203 and 206. 83. The FLSA requires “every employer [to] pay each of his employees who in any workweek is engaged in commerce” at least the minimum wage. See 29 U.S.C. §§ 206(a)(1). 85. Department of Labor regulations provide that “‘wages’ cannot be considered to have been paid by the employer and received by the employee unless they are paid finally and unconditionally, or ‘free and clear.’” 29 C.F.R. § 531.35. The FLSA’s minimum wage requirement is not met “where the employee ‘kicks-back’ directly or indirectly” all or part of the employer’s wage payment. Id. An FLSA violation occurs “in any workweek when the cost of [tools of the trade] purchased by the employee cuts into the minimum or overtime wages required to be paid him under the Act.” Id. 86. At all relevant times herein, Plaintiff and members of the FLSA Collective did not qualify for any exemption from the minimum wage obligations imposed by the FLSA. 87. At all relevant times herein, Plaintiff and members of the FLSA Collective are, or were, employees of TSC – and not independent contractors – and, thus, were entitled to receive the protections afforded by the FLSA. 88. Defendant knew or should have known that Plaintiff and members of the FLSA Collective were entitled to minimum wage pay under the FLSA. 89. Despite this knowledge, Defendant paid Plaintiff and members of the FLSA Collective a certain percentage of the profits made from the service ultimately purchased and paid for by the customer, which did not equal or exceed the minimum wage rate. 90. In addition to the low rates of compensation, Defendant required Plaintiff and members of the FLSA Collective to pay for all job-related expenses out-of-pocket and did not reimburse them for those costs. Thus, the amounts paid to Plaintiff and members of the FLSA Collective “finally and unconditionally or free and clear” did not equal to or exceed the minimum wage rate. 92. As a result of Defendant’s willful violations of the FLSA, Plaintiff and members of the FLSA Collective were injured because they did not receive the minimum wages due to them. 93. The exact amount of compensation that Defendant has failed to pay Plaintiff and members of the FLSA Collective is unknown at this time, as many of the records necessary to make such precise calculations are in the possession of Defendant or were not kept by Defendant. 94. The FLSA requires employers to make, keep, and preserve records of the wages, hours, and other conditions and practices of employment, and to preserve such records. Plaintiff and members of the FLSA Collective are entitled to review their records of hours worked to determine the exact amount of minimum wages they are owed by Defendant. Absent Defendant keeping these records as required by law, Plaintiff and members of the FLSA Collective are entitled to submit their information about the number of hours worked. 95. Accordingly, Plaintiff and members of the FLSA Collective seek an award of unpaid minimum wages, an additional equal amount as liquidated damages as provided by statute, and reasonable attorneys’ fees and costs as provided by statute. 96. Plaintiff repeats and realleges the allegations contained in the preceding paragraphs as if fully set forth herein. 97. At all relevant times herein, Defendant has been and continues to be an employer within the meaning of the FLSA, 29 U.S.C. §§ 203 and 207. A. Employment with Defendant Failure to Pay Overtime (Violation of the AMWA, Ark. Code. Code Ann. § 11-4-201, et seq.) 143. Plaintiff repeats and realleges the allegations contained in the preceding paragraphs as if fully set forth herein. 144. Ark. Code Ann. § 11-4-211 provides, in relevant part: “[N]o employer shall employ any of his or her employees for a work week longer than forty (40) hours unless the employee receives compensation for his or her employment in excess of the hours above specified at a rate not less than one and one-half times the regular rate of pay at which he or she is employed.” 145. Defendant failed to properly compensate Plaintiff and the members of the class by failing to pay overtime for hours worked in excess of 40 hours in any one week. 146. Defendant willfully violated the provisions of Ark. Code Ann. § 11-4-218 and is therefore liable to Plaintiff and the members of the class. 147. As a result of Defendant’s unlawful acts as described herein, Plaintiff and the members of the class have been deprived of compensation for all time worked and is entitled to costs and attorneys’ fees. Failure to Pay Overtime (Violation of the FLSA, 29 U.S.C. § 201, et seq.) Failure to Pay Minimum Wage (Violation of the FLSA, 29 U.S.C. § 201, et seq.)

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23. On or about January 7, 2015, Defendant sent a written communication to Mr. Kemper in connection with the collection of the debt allegedly owed by him. A true and correct copy of the January 7, 2015 communication to Mr. Kemper is attached hereto as Exhibit A. 24. The January 7, 2015 communication was the first communication Mr. Kemper received from Defendant. 26. The January 7, 2015 communication to Mr. Kemper stated that Defendant “has been retained by Bank of America, N.A., successor-in-interest to FIA Card Services (the “Bank”), in connection with the above-referenced account. Please be advised that the Bank intends to invoke its right to file a lawsuit against you.” See Ex. A. 27. The January 7, 2015 communication then stated: If you notify this firm within thirty (30) days after your receipt of this letter, that the debt or any portion thereof, is disputed, we will obtain verification of the debt or a copy of the judgment, if any, and mail a copy of such verification or judgment to you. Upon your written request within the same thirty (30) day period mentioned above, we will provide you with the name and address of the original creditor, if different from the current creditor. Ex. A. 28. Defendant’s January 7, 2015 communication also stated: This communication is from a debt collector. We are attempting to collect a debt and any information obtained will be used for that purpose. Ex. A. 29. Defendant’s January 7, 2015 communication violated 15 U.S.C. §1692g(a)(4) by failing to inform Plaintiff that Defendant need mail verification of the debt, or a copy of the judgment, if any, to him only if he notified Defendant in writing that he disputed the debt. 30. That is, a debt collector need only provide verification of a debt, or a copy of an applicable judgment, if the consumer disputes the debt in writing. By failing to include this “in writing” requirement in its initial debt collection letter, Defendant misstated Plaintiff’s rights under the FDCPA. 32. Defendant’s misstatement of the rights afforded by the FDCPA would cause the least-sophisticated consumer to understand, incorrectly, that orally disputing a debt would trigger Defendant’s obligation to obtain and send verification of the debt. Such a misunderstanding could lead the least-sophisticated consumer to waive or otherwise not properly vindicate her rights under the FDCPA. 33. Moreover, failing to dispute the debt in writing would cause a consumer to waive the important protections afforded by 15 U.S.C. §1692g(b)—namely, that a debt collector cease contacting the consumer until the debt collector provides the consumer with verification of the alleged debt. 35. Upon information and good-faith belief, Defendant’s January 7, 2015 communication is based on a form template used by Defendant to collect consumer debts in default on behalf of Bank of America, N.A. 36. Plaintiff brings this action as a class action pursuant to Federal Rules of Civil Procedure 23(a) and (b)(3) on behalf of a Class consisting of: (a) All persons with an address within the United States, (b) to whom Andreu, Palma & Andreu, PL mailed an initial debt collection communication that stated: “If you notify this firm within thirty (30) days after your receipt of this letter, that the debt or any portion thereof, is disputed, we will obtain verification of the debt or a copy of the judgment, if any, and mail a copy of such verification or judgment to you,” (c) in the one year preceding the date of this complaint, (d) in connection with the collection of a consumer debt. Excluded from the Class is Defendant, its officers and directors, members of their immediate families and their legal representatives, heirs, successors, or assigns, and any entity in which Defendant has or had controlling interests. 37. The proposed Class satisfies Fed. R. Civ. P. 23(a)(1) because, upon information and belief, it is so numerous that joinder of all members is impracticable. The exact number of Class members is unknown to Plaintiff at this time and can only be ascertained through appropriate discovery. The proposed Class is ascertainable in that, upon information and belief, the names and addresses of all members of the proposed Class can be identified in business records maintained by Defendant. 39. Plaintiff satisfies Fed. R. Civ. P. 23(a)(4) because he will fairly and adequately protect the interests of the members of the Class and has retained counsel experienced and competent in class action litigation. Plaintiff has no interests that are contrary to or in conflict with the members of the Class that he seeks to represent. 40. A class action is superior to all other available methods for the fair and efficient adjudication of this controversy, since joinder of all members is impracticable. 41. Furthermore, as the damages suffered by individual members of the Class may be relatively small, the expense and burden of individual litigation make it impracticable for the members of the Class to individually redress the wrongs done to them. There will be no difficulty in the management of this action as a class action. 42. Issues of law and fact common to the members of the Class predominate over any questions that may affect only individual members, in that Defendant has acted on grounds generally applicable to the Class. Among the issues of law and fact common to the Class are: a) Defendant’s violations of the FDCPA as alleged herein; b) Defendant’s failure to properly provide in its initial debt collection letter the disclosures required by 15 U.S.C. §1692g; c) the existence of Defendant’s identical conduct particular to the matters at issue; d) the availability of statutory penalties; and e) the availability of attorneys’ fees and costs. 43. Plaintiff repeats and re-alleges each and every allegation contained in paragraphs 1 through 42. 45. Defendant’s January 7, 2015 communication was its initial communication to Mr. Kemper. 46. The January 7, 2015 communication was in connection with an attempt to collect the Debt from Plaintiff. 48. The January 7, 2015 communication did not contain the proper disclosures required by 15 U.S.C. §1692g, nor did Defendant provide such disclosures within five days thereafter. 49. Specifically, the January 7, 2015 communication violated 15 U.S.C. §1692g(a)(4) by failing to inform Plaintiff that Defendant need only mail verification of the debt to him, and a copy of any judgment, if he notified Defendant in writing that he disputed the debt. PRACTICES ACT, 15 U.S.C. §1692g(a)(4)

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2.0 guidelines; c. Regularly test user accessibility by blind or vision-impaired persons to ensure that Defendant’s Website complies under the WCAG 2.1 guidelines; and, d. Develop an accessibility policy that is clearly disclosed on Defendant’s Websites, with contact information for users to report accessibility-related problems. 20. Defendant is a digital delivery service company, and owns and operates the website, www.gopuff.com (its “Website”), offering features which should allow all consumers to access the goods and services and which Defendant ensures the delivery of such goods throughout the United States, including New York State. 21. Defendant operates and distributes its products throughout the United States, including New York. 22. Defendant offers the commercial website, www.gopuff.com, to the public. The website offers features which should allow all consumers to access the goods and services whereby Defendant allows for the delivery of those ordered goods to consumers throughout the United States, including New York State. The goods and services offered by Defendant include, but are not limited to the following: the ability to browse home essentials, alcohol and food for purchase and delivery, view an FAQ, obtain defendant’s contact information, and related goods and services available online. 24. Plaintiff is a visually-impaired and legally blind person, who cannot use a computer without the assistance of screen-reading software. Plaintiff is, however, a proficient JAWS screen-reader user and uses it to access the Internet. Plaintiff has visited the Website on separate occasions using the JAWS screen-reader. 25. During Plaintiff’s visits to the Website, the last occurring in March 2021, Plaintiff encountered multiple access barriers that denied Plaintiff full and equal access to the facilities, goods and services offered to the public and made available to the public; and that denied Plaintiff the full enjoyment of the facilities, goods and services of the Website. 26. While attempting to navigate the Website, Plaintiff encountered multiple accessibility barriers for blind or visually-impaired people that include, but are not limited to, the following: 28. Empty Links That Contain No Text causing the function or purpose of the link to not be presented to the user. This can introduce confusion for keyboard and screen- reader users; 29. Redundant Links where adjacent links go to the same URL address which results in additional navigation and repetition for keyboard and screen-reader users; and 30. Linked Images Missing Alt-text, which causes problems if an image within a link contains no text and that image does not provide alt-text. A screen reader then has no content to present the user as to the function of the link, including information contained in PDFs. 32. Due to the inaccessibility of Defendant’s Website, blind and visually-impaired customers such as Plaintiff, who need screen-readers, cannot fully and equally use or enjoy the facilities, products, and services Defendant offers to the public on its Website. The access barriers Plaintiff encountered have caused a denial of Plaintiff’s full and equal access in the past, and now deter Plaintiff on a regular basis from visiting the Website, presently and in the future. 33. These access barriers on Defendant’s Website have deterred Plaintiff from learning about those various home essentials, alcohol and food for purchase and delivery, and enjoying them equal to sighted individuals because: Plaintiff was unable to determine and or purchase items from its Website, among other things. 34. If the Website was equally accessible to all, Plaintiff could independently navigate the Website and complete a desired transaction as sighted individuals do. 35. Through his attempts to use the Website, Plaintiff has actual knowledge of the access barriers that make these services inaccessible and independently unusable by blind and visually-impaired people. 37. Defendant therefore uses standards, criteria or methods of administration that have the effect of discriminating or perpetuating the discrimination of others, as alleged herein. 38. The ADA expressly contemplates the injunctive relief that Plaintiff seeks in this action. In relevant part, the ADA requires: In the case of violations of . . . this title, injunctive relief shall include an order to alter facilities to make such facilities readily accessible to and usable by individuals with disabilities . . . Where appropriate, injunctive relief shall also include requiring the . . . modification of a policy . . . 42 U.S.C. § 12188(a)(2). 40. If the Website was accessible, Plaintiff and similarly situated blind and visually- impaired people could independently view service items, shop for and otherwise research related goods and services available via the Website. 41. Although Defendant may currently have centralized policies regarding maintaining and operating its Website, Defendant lacks a plan and policy reasonably calculated to make them fully and equally accessible to, and independently usable by, blind and other visually-impaired consumers. 42. Defendant has, upon information and belief, invested substantial sums in developing and maintaining their Website and has generated significant revenue from the Website. These amounts are far greater than the associated cost of making their Website equally accessible to visually impaired customers. 43. Without injunctive relief, Plaintiff and other visually-impaired consumers will continue to be unable to independently use the Website, violating their rights. 44. Plaintiff, on behalf of himself and all others similarly situated, seeks to certify a nationwide class under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the United States who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of goods and services, during the relevant statutory period. 45. Plaintiff, on behalf of himself and all others similarly situated, seeks certify a New York State subclass under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the State of New York who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of those services, during the relevant statutory period. 46. Plaintiff, on behalf of himself and all others similarly situated, seeks certify a New York City subclass under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the City of New York who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of goods and services offered, during the relevant statutory period. 48. Plaintiff’s claims are typical of the Class. The Class, similarly to the Plaintiff, are severely visually impaired or otherwise blind, and claim that Defendant has violated the ADA, NYSYRHL or NYCHRL by failing to update or remove access barriers on its Website so either can be independently accessible to the Class. 49. Plaintiff will fairly and adequately represent and protect the interests of the Class Members because Plaintiff has retained and is represented by counsel competent and experienced in complex class action litigation, and because Plaintiff has no interests antagonistic to the Class Members. Class certification of the claims is appropriate under Fed. R. Civ. P. 23(b)(2) because Defendant has acted or refused to act on grounds generally applicable to the Class, making appropriate both declaratory and injunctive relief with respect to Plaintiff and the Class as a whole. 50. Alternatively, class certification is appropriate under Fed. R. Civ. P. 23(b)(3) because fact and legal questions common to Class Members predominate over questions affecting only individual Class Members, and because a class action is superior to other available methods for the fair and efficient adjudication of this litigation. 52. Plaintiff, on behalf of himself and the Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 53. Section 302(a) of Title III of the ADA, 42 U.S.C. § 12101 et seq., provides: No individual shall be discriminated against on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, or accommodations of any place of public accommodation by any person who owns, leases (or leases to), or operates a place of public accommodation. 42 U.S.C. § 12182(a). 54. Defendant’s Website is a public accommodations within the definition of Title III of the ADA, 42 U.S.C. § 12181(7). The Website is a service that is offered to the general public, and as such, must be equally accessible to all potential consumers. 55. Under Section 302(b)(1) of Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities the opportunity to participate in or benefit from the products, services, facilities, privileges, advantages, or accommodations of an entity. 42 U.S.C. § 12182(b)(1)(A)(i). 56. Under Section 302(b)(1) of Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities an opportunity to participate in or benefit from the products, services, facilities, privileges, advantages, or accommodation, which is equal to the opportunities afforded to other individuals. 42 U.S.C. § 12182(b)(1)(A)(ii). 58. The acts alleged herein constitute violations of Title III of the ADA, and the regulations promulgated thereunder. Plaintiff, who is a member of a protected class of persons under the ADA, has a physical disability that substantially limits the major life activity of sight within the meaning of 42 U.S.C. §§ 12102(1)(A)-(2)(A). Furthermore, Plaintiff has been denied full and equal access to the Website, has not been provided services that are provided to other patrons who are not disabled, and has been provided services that are inferior to the services provided to non-disabled persons. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 59. Under 42 U.S.C. § 12188 and the remedies, procedures, and rights set forth and incorporated therein, Plaintiff, requests relief as set forth below. 60. Plaintiff, on behalf of himself and the New York State Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 62. Defendant’s Website and its’ sale of goods to the general public, constitute sales establishments and public accommodations within the definition of N.Y. Exec. Law § 292(9). Defendant’s Website is a service, privilege or advantage of Defendant. 63. Defendant is subject to New York Human Rights Law because it owns and operates its Website. Defendant is a person within the meaning of N.Y. Exec. Law § 292(1). 64. Defendant is violating N.Y. Exec. Law § 296(2)(a) in refusing to update or remove access barriers to its Website, causing its Website to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, services that Defendant makes available to the non-disabled public. 65. Under N.Y. Exec. Law § 296(2)(c)(i), unlawful discriminatory practice includes, among other things, “a refusal to make reasonable modifications in policies, practices, or procedures, when such modifications are necessary to afford facilities, privileges, advantages or accommodations to individuals with disabilities, unless such person can demonstrate that making such modifications would fundamentally alter the nature of such facilities, privileges, advantages or accommodations being offered or would result in an undue burden". 67. Readily available, well-established guidelines exist on the Internet for making websites accessible to the blind and visually impaired. These guidelines have been followed by other large business entities and government agencies in making their website accessible, including but not limited to: adding alt-text to graphics and ensuring that all functions can be performed using a keyboard. Incorporating the basic components to make its Website accessible would neither fundamentally alter the nature of Defendant’s business nor result in an undue burden to Defendant. 68. Defendant’s actions constitute willful intentional discrimination against the class on the basis of a disability in violation of the NYSHRL, N.Y. Exec. Law § 296(2) in that Defendant has: a. constructed and maintained a website that is inaccessible to blind class members with knowledge of the discrimination; and/or b. constructed and maintained a website that is sufficiently intuitive and/or obvious that is inaccessible to blind class members; and/or c. failed to take actions to correct these access barriers in the face of substantial harm and discrimination to blind class members. 69. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 71. Defendant’s actions were and are in violation of New York State Human Rights Law and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 72. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines under N.Y. Exec. Law § 297(4)(c) et seq. for each and every offense. 73. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 74. Under N.Y. Exec. Law § 297 and the remedies, procedures, and rights set forth and incorporated therein Plaintiff prays for judgment as set forth below. 75. Plaintiff, on behalf of himself and the New York State Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 76. Plaintiff served notice thereof upon the attorney general as required by N.Y. Civil Rights Law § 41. 78. N.Y. Civil Rights Law § 40-c(2) provides that “no person because of . . . disability, as such term is defined in section two hundred ninety-two of executive law, be subjected to any discrimination in his or her civil rights, or to any harassment, as defined in section 240.25 of the penal law, in the exercise thereof, by any other person or by any firm, corporation or institution, or by the state or any agency or subdivision.” 79. Defendant’s Website is a service, privilege or advantage of Defendant and its Website which offers such goods and services to the general public is required to be equally accessible to all. 80. Defendant is subject to New York Civil Rights Law because it owns and operates their Website, and Defendant is a person within the meaning of N.Y. Civil Law § 40-c(2). 81. Defendant is violating N.Y. Civil Rights Law § 40-c(2) in refusing to update or remove access barriers to its Website, causing its Website and the goods and services integrated with such Website to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, goods and services that Defendant makes available to the non-disabled public. 83. Under NY Civil Rights Law § 40-d, “any person who shall violate any of the provisions of the foregoing section, or subdivision three of section 240.30 or section 240.31 of the penal law, or who shall aid or incite the violation of any of said provisions shall for each and every violation thereof be liable to a penalty of not less than one hundred dollars nor more than five hundred dollars, to be recovered by the person aggrieved thereby in any court of competent jurisdiction in the county in which the defendant shall reside ...” 84. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 85. Defendant discriminates, and will continue in the future to discriminate against Plaintiff and New York State Sub-Class Members on the basis of disability are being directly or indirectly refused, withheld from, or denied the accommodations, advantages, facilities and privileges thereof in § 40 et seq. and/or its implementing regulations. 86. Plaintiff is entitled to compensatory damages of five hundred dollars per instance, as well as civil penalties and fines under N.Y. Civil Law § 40 et seq. for each and every offense. 87. Plaintiff, on behalf of himself and the New York City Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 89. Defendant’s Website is a sales establishment and public accommodations within the definition of N.Y.C. Admin. Code § 8-102(9). 90. Defendant is subject to NYCHRL because it owns and operates its Website, making it a person within the meaning of N.Y.C. Admin. Code § 8-102(1). 91. Defendant is violating N.Y.C. Administrative Code § 8-107(4)(a) in refusing to update or remove access barriers to Website, causing its Website and the services integrated with such Website to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, products, and services that Defendant makes available to the non-disabled public. 92. Defendant is required to “make reasonable accommodation to the needs of persons with disabilities . . . any person prohibited by the provisions of [§ 8-107 et seq.] from discriminating on the basis of disability shall make reasonable accommodation to enable a person with a disability to . . . enjoy the right or rights in question provided that the disability is known or should have been known by the covered entity.” N.Y.C. Admin. Code § 8-107(15)(a). 94. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 95. As such, Defendant discriminates, and will continue in the future to discriminate against Plaintiff and members of the proposed class and subclass on the basis of disability in the full and equal enjoyment of the products, services, facilities, privileges, advantages, accommodations and/or opportunities of its Website under § 8-107(4)(a) and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and members of the class will continue to suffer irreparable harm. 96. Defendant’s actions were and are in violation of the NYCHRL and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 97. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines under N.Y.C. Administrative Code § 8-120(8) and § 8-126(a) for each offense as well as punitive damages pursuant to § 8-502. 98. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 99. Under N.Y.C. Administrative Code § 8-120 and § 8-126 and the remedies, procedures, and rights set forth and incorporated therein Plaintiff prays for judgment as set forth below. Defendant’s Barriers on Its Website VIOLATIONS OF THE NYCHRL VIOLATIONS OF THE ADA, 42 U.S.C. § 12181 et seq. VIOLATION OF THE NEW YORK STATE CIVIL RIGHTS LAW VIOLATIONS OF THE NYSHRL

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15. On November I I, 2015, Westpac filed with the sEc its Annual Report on Form 20-F for the fiscal year ended September 30, 2015 (the "2015 20-F"). Attached to the 2015 20-F were certificatious pursuant to the Sarbanes-Oxley Act of 2002 ("SOX") signed by Defendants Hartzer and King attesting to the accuracy of financial reporting, the disclosure of any material changes to the Company's intemal control over financial reporting and the disclosure of all ffraud. 17. On November 9, 2016, Westpac flled with the SEC its Annual Report on Form 20-F for the fiscal year ended September 30, 2016 (the "2016 20-F"). Attached to the 2016 20-F were SOX certifications signed by Defendants Hartzer and King attesting to the accuracy of financial reporting, the disclosure of any material changes to the Company's internal control over financial reporting and the disclosure of all fraud. 19. On November 8, 2017, Westpac filed with the SEC its Annual Report on Form 20-F for the fiscal year ended September 30, 2017 (the "2017 20-F"). Attached to the 2017 20-F were SOX certifications signed by Defendants Hartzer and King attesting to the accuracy of financial reporting, the disclosure of any material changes to the Company's internal control over financial reporting and the disclosure of all fraud. 21. On November 7, 2018, Westpac filed with the SEC its Annual Report on Form 20-F for the fiscal year ended September 30, 2018 (the "2018 20-F"). Attached to the 2018 20-F were SOX certifications signed by Defendants Hartzer and King attesting to the accuracy of financial reporting, the disclosure of any material changes to the Company's internal control over financial reporting and the disclosure of all fraud. 23. The 2018 20-F stated the following regarding anti-money laundering regulation and related requirements: Westpac has a Group-wide program to manage its obligations under the Anti- Money Laundering and Counter-Terrorism Financing Act 2006 (Cth). We continue to actively engage with the regulator, AUSTRAC, on our activities. Our Anti-Money Laundering and Counter-Terrorism Financing Policy (AML/CTF Policy) sets out how the Westpac Group complies with its legislative obligations. The AML/CTF Policy applies to all business divisions and employees ®ermanent, temporary and third party providers) working in Australia, New Zealand and overseas. United States The USA PATRIOT Act of 2001 requires US financial institutions, including the US branches of foreign banks, to take certain steps to preveiit, detect and report individuals and entities involved in international money laundering and the financing of terrorism. The required actions include verifying the identity of financial institutions and other customers and counteaparties, terminating correspondent accounts for foreign `shell banks' and obtaining information about the owners of foreign bank clients and the identity of the foreign bank's agent for service of process in the US. The anti-money laundering compliance requirements of the USA PATRIOT Act include requirements to adopt and implement an effective anti-money laundering program, report suspicious transactions or activities, and implement due diligence procedures for correspondent and other customer accounts. Westpac's New York branch and Westpac Capital Markets LLC maintain an anti-money laundering compliance program designed to address US legal requirements. US economic and trade sanctions, as administered by the Office of Foreign Assets Control (OFAC), prohibit or significantly restrict US financial institutions, including the US branches and operations of foreign banks, and other US persons from doing business with certain persons, entities and jurisdictions. Westpac's New York branch and Westpac capital Markets LLC maintain compliance programs designed to comply with OFAC sanctions programs, and Westpac has a Group-wide program to ensure adequate compliance. 25. On November 6, 2019, Westpac filed with the SEC its Annual Report on Form 20-F for the fiscal year ended September 30, 2018 (the "2019 20-F"). Attached to the 2019 20-F were SOX certifications signed by Defendants Hartzer and King attesting to the accuracy of financial reporting, the disclosure of any material changes to the Company's internal control over fiilancial reporting and the disclosure of all fraud. 38. Plaintiff brings this action as a class action pursuant to Federal Rule of Civil Procedure 23(a) and (b)(3) on behalf of a class consisting of all persons other than defendants who acquired Westpac securities publicly traded on NYSE during the Class Period, and who were damaged thereby (the "Class"). Excluded from the Class are Defendants, the officers and directors of Westpac, members of the Individual Defendants' immediate families and their legal representatives, heirs, successors or assigns and any entity in which Officer or Director Defendants have or had a controlling interest. 39. The members of the Class are so numerous that joinder of all members is impracticable. Throughout the Class Period, Westpac securities were actively traded on NYSE. While the exact number of Class members is unknown to Plaintiff at this time and can be ascertained only through appropriate discovery, Plaintiff believes that there are hundreds, if not thousands of members in the proposed Class. 40. Plaintiff's claims are typical of the claims of tlie members of the Class as all members of the Class are similarly affected by defendants' wrongful conduct in violation of federal law that is complained of herein. 42. Common questions of law and fact exist as to all members of the Class and predominate over any questions solely affecting individual members of the Class. Among the questions of law and fact common to the Class are: whether the Exchange Act were violated by Defendants' acts as alleged herein; whether statements made by Defendants to the investing public during the Class Period misrepresented material facts about the flnancial condition and business ofwestpac; whether Defendants' public statements to the investing public during the Class Period omitted material facts necessary to make the statements made, in light of the circumstances under which they were made, not misleading; whether the Defendants caused Westpac to issue false and misleading fllings during the Class Period; whether Defendants acted knowingly or recklessly in issuing false filings; whether the prices of westpac securities during the Class Period were artificially inflated because of the Defendants' conduct complained of herein; and whether the members of the Class have sustained damages and, if so, what is the proper measure of damages. 44. Plaintiff will rely, in part, upon the presumption of reliance established by the fraud-on-the-market doctrine in that: • Westpac shares met the requirements for listing, and were listed and actively traded on the NYSE, an efficient market; As a public issuer, Westpac filed periodic public reports; Westpac regularly communicated with public investors via established market communication mechanisms, including through the regular dissemination of press releases via major newswire services and through other wide-ranging public disclosures, such as communications with the financial press and other similar reporting services; Westpac's securities were liquid and traded with moderate to heavy volume during the Class Period; and Westpac was followed by a number of securities analysts employed by major brokerage firms who wrote reports that were widely distributed and publicly available. 45. Based on the foregoing, the market for Westpac securities promptly digested current information regarding Westpac from all publicly available sources and reflected such information in the prices of the shares, and Plaintiff and the members of the Class are entitled to a presumption of reliance upon the integrity of the market. 47. Plaintiff repeats and realleges each and every allegation contained above as if fully set forth herein. 48. This Count is asserted against Defendants is based upon Section loo of the Exchange Act,15 U.S.C. § 78j¢), and Rule lob-5 promulgated thereunder by the SEC. 49. During the Class Period, Defendants, individually and in concert, directly or indirectly, dissemmated or approved the false statements specified above, which they knew or deliberately disregarded were misleadmg in that they contained misrepresentations and failed to disclose material facts necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading. 50. Defendants violated §10(b) of the 1934 Act and Rule lob-5 in thatthey: employed devices, schemes and artifices to defraud; made untrue statements of material facts or omitted to state material facts necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading; or engaged in acts, practices and a course of business that operated as a fraud or deceit upon plaintiff and others similarly situated in connection with their purchases of Westpac securities during the Class Period. 52. Individual Defendants, who are the senior officers and/or directors of the Company, had actual knowledge of the material omissions and/or the falsity of the material statements set forth above, and intended to deceive Plaintiff and the other members of the Class, or, in the alternative, acted with reckless disregard for the truth when they failed to ascertain and disclose the true facts in the statements made by them or other Westpac personnel to members of the investing public, including Plaintiff and the Class. 53. As a result of the foregoing, the market price of Westpac securities was artificially inflated during the Class Period. In ignorance of the falsity of Defendants' statements, Plaintiff and the other members of the Class relied on the statements described above and/or the integrity of the market price of Westpac securities during the Class Period in purchasing Westpac securities at prices that were artificially inflated as a result of Defendants' false and misleading statements. 55. As a result of the wrongful conduct alleged herein, Plaintiff and other members of the Class have suffered damages in an amount to be established at trial. 56. By reason of the foregoing, Defendants have violated section lo(b) of the l934 Act and Rule lob-5 promulgated thereunder and are liable to the plaintiff aiid the other members of the Class for substantial damages which they suffered in connection with their purchase of Westpac securities during the Class Period. 57. Plaintiff repeats and realleges each and every allegation contained in the foregoing paragraphs as if fully set forth herein. 58. During the class period, the Individual Defendants participated in the operation and management of Westpac, and conducted and participated, directly and indirectly, in the conduct of Westpac's business affairs. Because of their senior positions, they knew the adverse non-public information about Westpac's misstatement of revenue and profit and false financial statements. 59. As officers and/or directors of a publicly owned company, the Individual Defendants had a duty to disseminate accurate and truthful information with respect to Westpac's financial condition and results of operations, and to correct promptly any public statements issued by Westpac which had become materially false or misleading. 61. By reason of the above conduct, the Individual Defendants are liable pursuant to Section 20(a) of the Exchange Act for the violations committed by Westpac. pRAyER FOR RELlnF WHEREFORE, plaintiff, on behalf of hiinself and the Class, prays for judgment and relief as follows: (a) declaring this action to be a proper class action, designating plaintiff as Lead Plaintiff and certifying plaintiff as a class representative under Rule 23 of the Federal Rules of Civil Procedure and designating plaintiff s counsel as Lead Counsel; (b) awarding damages in favor of plaintiff and the other class members against all defendants, jointly and severally, together with interest thereon; awarding plaintiff and the Class reasonable costs and expenses incurred in this action, including counsel fees and expert fees; and (d) awarding plaintiff and other members of the class such other and further relief as the Court may deem just and proper. For Violations of Section loo) And Rule lob-5 Promulgated Thereunder Against All Defendants Materially False and Misleading Statements Issued During the Class Period Violations of Section 20(a) of the Exchange Act Against the Individual Defendants

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(Violations of the TCPA "Sales Call" Prohibition, 47 U.S.C. sec. 227 et seq.) (Knowing and/or Willful Violations of the TCPA "Sales Call" Prohibition, 47 U.S.C. sec. 227 et seq.) 12. In or about October 2017, Plaintiff received a pre-recorded telephone solicitation to purchase a pharmaceutical medication including an influenza vaccination ("flu shot") from Telemarketers to Plaintiff's cellular telephone number (917) 621-5795. Plaintiff at no time ever obtained a flu shot from Albertsons. 13. Plaintiff had not provided prior express written clear and conspicuous consent to receive pre-recorded telephone solicitations from Telemarketers. Plaintiff may have provided his telephone number to Albertsons only as required for the activation and receipt of an Albertsons' "Preferred Savings Card" bearing the number 48602055737. 14. These unsolicited telephone calls were placed for purposes of selling pharmaceutical medications including vaccinations at Albertsons retail establishments. 16. Plaintiff did not provide any one, more, or all Defendants, nor any agent of Defendants, prior express written clear and conspicuous consent to cause Plaintiff to receive pre-recorded telemarketing calls on his telephone number. 17. Telemarketers' Sales Call did not provide an automated, interactive voice- and/or key press-activated opt-out mechanism at the outset of the Robo-Call for Plaintiff to immediately terminate the call and prevent further Robo-Calls. The telephone Sales Calls violated the TCPA in multiple respects. 18. Upon information and belief, Defendants illegally harvested Plaintiff's telephone number from, inter alia, Albertsons' "Preferred Savings Card" registration record, pharmaceutical medication purchase records, and/or other impermissible sources. 20. 47 C.F.R. § 64.1200(b)(3) requires “[i]n every case where the artificial or prerecorded voice telephone message includes or introduces an advertisement or constitutes telemarketing and is delivered to a residential telephone line or any of the lines or telephone numbers described in paragraphs (a)(1)(i) through (iii), provide an automated, interactive voice- and/or key press-activated opt-out mechanism for the called person to make a do-not- call request, including brief explanatory instructions on how to use such mechanism, within two (2) seconds of providing the identification information required in paragraph (b)(1) of this section. When the called person elects to opt out using such mechanism, the mechanism, must automatically record the called person's number to the seller's do-not-call list and immediately terminate the call. . . .” (emphases added). 22. 47 C.F.R. § 64.1200(d)(2) states that “No person or entity shall initiate any call for telemarketing purposes to a residential telephone subscriber unless such person or entity has instituted procedures for maintaining a list of persons who request not to receive telemarketing calls made by or on behalf of that person or entity. The procedures instituted must meet the following minimum standards: (2) Training of personnel engaged in telemarketing. Personnel engaged in any aspect of telemarketing must be informed and trained in the existence and use of the do-not-call list.” 24. Plaintiff brings this action on behalf of himself and all persons similarly situated pursuant to Rule 23 of the Federal Rules of Civil Procedure. This action satisfies the numerosity, commonality, typicality, adequacy, predominance and superiority requirements of each of those provisions. The Class is defined as follows: All individuals who within the past four years received one or more pre-recorded telemarketing calls to a telephone number (i) without prior express written clear and conspicuous consent and/or (ii) without being provided an automated, interactive voice- and/or key press-activated opt- out mechanism for the called person to immediately terminate the call at the outset and make a do-not- call request. Excluded from the Class are: (1) individuals who both (a) had received a flu shot from Albertsons during the flu season immediately preceding when the subject calls were received and (b) had not yet received a flu shot from Albertsons during the flu season in which the subject calls were received; (2) employees of the Defendants, including their officers or directors; (3) Defendants' affiliates, subsidiaries, or co- conspirators; and (4) the Court to which this case is assigned. 26. Plaintiff's claims are typical of, and not antagonistic to, the claims of the other Class members because Plaintiff was injured by Defendants' practices and by asserting his claims, Plaintiff will also advance the claims of all members of the Class who were damaged by the same wrongful conduct of Defendants and their co- conspirators as alleged herein, and the relief sought is common to the Class. 28. These common questions and others predominate over questions, if any, that affect only individual members of the Class. 29. The claims of the representative Plaintiff are typical of the claims of the Class. There are no material conflicts with any other member of the Class that would make class certification inappropriate. Plaintiff and counsel will fairly and adequately represent the interests of the Class. 31. Prosecution of separate actions by individual Class members would create the risk of inconsistent or varying adjudications, establishing incompatible standards of conduct for the Defendants, and would magnify the delay and expense to all parties and to the court system resulting from multiple trials of the same factual issues. 32. Injunctive relief is appropriate as to the Class as a whole because Defendants have acted or refused to act on grounds generally applicable to the Class. 33. Whatever difficulties may exist in the management of the class action will be greatly outweighed by the benefits of the class action procedure, including, but not limited to, providing Class members with a method for the redress of claims that may otherwise not warrant individual litigation. 34. Plaintiff incorporates and realleges, as though fully set forth herein, each of the paragraphs above. 36. Pursuant to 47 U.S.C. sec. 227(c)(5)(A), Plaintiff seeks injunctive relief prohibiting such conduct in the future. 37. Plaintiff incorporates and realleges, as though fully set forth herein, each of the paragraphs above. 38. As a result of Defendants', and Defendants' agents, knowing and/or willful violations of the TCPA, Plaintiff seeks for himself and each Class Member treble damages, as provided by statute, up to $1,500.00 for each and every violation, pursuant to 47 U.S.C. sec. 227(c)(5). 39. Treble damages are particularly appropriate where other pharmacies already settled similar TCPA claims.

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10. Exhibit A is false, deceptive, and misleading because the letter presents multiple conflicting interpretations as to whether or not the underlying delinquency will be reported to the credit bureaus. 12. By stating that the debt may be reported to the credit bureaus, and then stating that it would not be reported, Defendant’s letter confuses the consumer concerning whether the debt will be reported or not. 13. The letter also confuses the consumer concerning whether the Defendant itself may report the delinquency to the credit bureaus. While stating in one sentence that the debt may be reported to the credit bureaus, but that only LVNV will not report it, the least sophisticated consumer is led to believe, that the account in question may be reported by the Defendant itself. In fact, the debt is no longer eligible for credit reporting at all. 14. Another reasonable interpretation of the letter given the proximity of the confusing and conflicting language is that what Defendant means when it says the current owner may report it to the credit bureaus, is that the owner just prior to LVNV may report it to the credit bureaus. Through this interpretation, the least sophisticated consumer reconciles the inherent contradictory language, leaving the consumer confused as to his or her rights. B. Interest 15. Notwithstanding the above, Defendant is attempting to collect a debt against Plaintiff incurred from the use of a credit card. 16. Even the least sophisticated is aware that credit card debts accrue interest. 17. In Exhibit A, Defendant discloses the principal balance obligation in addition to the interest balance obligation. 19. Despite Defendant’s choice not to pursue interest, Defendant’s letter deceptively implies that interest is accruing by making clear that interest is being pursued on the debt. 20. Upon information and belief, Defendant highlights the “Interest balance” to impart a sense of urgency to the consumer to pay his or her debts lest interest continue to accrue. 21. Thus, Defendant’s deceptive language leads to two reasonable interpretations. 22. On the one hand, the least sophisticated consumer reads Exhibit A and believes that the balance being sought in the letter is the total and final balance. This interpretation is supported by Defendant’s failure to disclose that interest is accruing. 23. On the other hand, the least sophisticated consumer reads Exhibit A and believes that interest is continuing to accrue given the fact that even the least sophisticated consumer is aware that credit card debt accrues interest, and by applying this information in the context of Defendant’s clear indication that interest is accruing by the listing of the “interest balance.” 24. Disclosing whether or not interest is accruing is in fact material as it directly impacts whether a consumer will pay their debts. If interest is accruing, a consumer is more likely to pay their debts before they increase. 25. Given that Defendant’s letter leads to two reasonable interpretations, at least one of which is false, Defendant’s letter is false, deceptive, and misleading. 26. Plaintiff brings this as a class action pursuant to Fed. R. Civ. P. 23. 43. Plaintiff repeats the allegations contained in the above paragraphs and incorporates them as if specifically set forth at length herein. 44. Defendant’s false and deceptive representations to Plaintiff violate the below provisions of the FDCPA. 46. Section 1692f provides: § 1692f. Unfair Practices A debt collector may not use unfair or unconscionable means to collect or attempt to collect any debt. . . . 47. Plaintiff repeats the allegations contained in the above paragraphs and incorporates them as if specifically set forth at length herein. 48. Defendant’s collection letter is false and deceptive in violation of numerous provisions of the FDCPA. 6. On or about October 18th, 2016, Defendant sent Plaintiff the letter attached as Exhibit A, in attempt to collect a debt from Plaintiff. 7. Exhibit A sought to collect a purported credit card debt incurred for personal, family or household purposes and not for business purposes. Upon information and belief, the underlying debt is beyond the statute of limitations. Upon information and belief, the underlying debt is over seven years old, making it ineligible for credit reporting. 8. Credit card debt has long been considered a “debt” as that term is used and defined within the FDCPA. 9. Collection letters within the Second Circuit are viewed from the perspective of the least sophisticated consumer. A. Credit Reporting The Class VIOLATION OF THE CONNECTICUT UNFAIR TRADE PRACTICES ACT Conn. Gen. Stat. § 42-110 et seq. VIOLATIONS OF THE FAIR DEBT COLLECTION PRACTICES ACT 15 U.S.C. §1692 et seq.

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2.1 guidelines; c. Regularly test user accessibility by blind or vision-impaired persons to ensure that Defendant’s Website complies under the WCAG 2.1 guidelines; and, d. Develop an accessibility policy that is clearly disclosed on Defendant’s Websites, with contact information for users to report accessibility-related problems. 21. Defendant is a book publishing company that owns and operates www.bookbaby.com (its “Website”), offering features which should allow all consumers to access the goods and services and which Defendant ensures the delivery of such goods throughout the United States, including New York State. 22. Defendant’s Website offers products and services for online sale and general delivery to the public. The Website offers features which ought to allow users to browse for items, access navigation bar descriptions and prices, and avail consumers of the ability to peruse the numerous items offered for sale. 23. Plaintiff is a visually-impaired and legally blind person, who cannot use a computer without the assistance of screen-reading software. Plaintiff is, however, a proficient NVDA screen-reader user and uses it to access the Internet. Plaintiff has visited the Website on separate occasions using a screen-reader. 25. Many features on the Website lacks alt. text, which is the invisible code embedded beneath a graphical image. As a result, Plaintiff was unable to differentiate what products were on the screen due to the failure of the Website to adequately describe its content. Such issues were predominant in the section where Plaintiff was attempting, but was unsuccessful, in making a purchase. 26. Many features on the Website also fail to Add a label element or title attribute for each field. This is a problem for the visually impaired because the screen reader fails to communicate the purpose of the page element. It also leads to the user not being able to understand what he or she is expected to insert into the subject field. As a result, Plaintiff and similarly situated visually impaired users of Defendant’s Website are unable to enjoy the privileges and benefits of the Website equally to sighted users. 27. Many pages on the Website also contain the same title elements. This is a problem for the visually impaired because the screen reader fails to distinguish one page from another. In order to fix this problem, Defendant must change the title elements for each page. 29. These access barriers effectively denied Plaintiff the ability to use and enjoy Defendant’s website the same way sighted individuals do. 30. It is, upon information and belief, Defendant’s policy and practice to deny Plaintiff, along with other blind or visually-impaired users, access to Defendant’s website, and to therefore specifically deny the goods and services that are offered to the general public. Due to Defendant’s failure and refusal to remove access barriers to its website, Plaintiff and visually-impaired persons have been and are still being denied equal access to Defendant’s Website, and the numerous goods and services and benefits offered to the public through the Website. 31. Due to the inaccessibility of Defendant’s Website, blind and visually-impaired customers such as Plaintiff, who need screen-readers, cannot fully and equally use or enjoy the facilities, products, and services Defendant offers to the public on its Website. The access barriers Plaintiff encountered have caused a denial of Plaintiff’s full and equal access in the past, and now deter Plaintiff on a regular basis from equal access to the Website. 32. If the Website were equally accessible to all, Plaintiff could independently navigate the Website and complete a desired transaction as sighted individuals do. 34. Because simple compliance with the WCAG 2.1 Guidelines would provide Plaintiff and other visually-impaired consumers with equal access to the Website, Plaintiff alleges that Defendant has engaged in acts of intentional discrimination, including but not limited to the following policies or practices: a. Constructing and maintaining a website that is inaccessible to visually-impaired individuals, including Plaintiff; b. Failure to construct and maintain a website that is sufficiently intuitive so as to be equally accessible to visually impaired individuals, including Plaintiff; and, c. Failing to take actions to correct these access barriers in the face of substantial harm and discrimination to blind and visually-impaired consumers, such as Plaintiff, as a member of a protected class. 35. Defendant therefore uses standards, criteria or methods of administration that have the effect of discriminating or perpetuating the discrimination of others, as alleged herein. 36. The ADA expressly contemplates the injunctive relief that Plaintiff seeks in this action. In relevant part, the ADA requires: In the case of violations of . . . this title, injunctive relief shall include an order to alter facilities to make such facilities readily accessible to and usable by individuals with disabilities . . . Where appropriate, injunctive relief shall also include requiring the . . . modification of a policy . . . 42 U.S.C. § 12188(a)(2). 38. Although Defendant may currently have centralized policies regarding maintaining and operating its Website, Defendant lacks a plan and policy reasonably calculated to make them fully and equally accessible to, and independently usable by, blind and other visually-impaired consumers. 40. Without injunctive relief, Plaintiff and other visually-impaired consumers will continue to be unable to independently use the Website, violating their rights. 41. Plaintiff, on behalf of himself and all others similarly situated, seeks to certify a nationwide class under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the United States who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of goods and services, during the relevant statutory period. 42. Plaintiff, on behalf of himself and all others similarly situated, seeks to certify a New York City subclass under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the City of New York who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of goods and services offered, during the relevant statutory period. 48. Plaintiff, on behalf of himself and the Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 49. Section 302(a) of Title III of the ADA, 42 U.S.C. § 12101 et seq., provides: No individual shall be discriminated against on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, or accommodations of any place of public accommodation by any person who owns, leases (or leases to), or operates a place of public accommodation. 42 U.S.C. § 12182(a). 50. Defendant’s Website is a public accommodations within the definition of Title III of the ADA, 42 U.S.C. § 12181(7). The Website is a service that is offered to the general public, and as such, must be equally accessible to all potential consumers. 51. Under Section 302(b)(1) of Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities the opportunity to participate in or benefit from the products, services, facilities, privileges, advantages, or accommodations of an entity. 42 U.S.C. § 12182(b)(1)(A)(i). 52. Under Section 302(b)(1) of Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities an opportunity to participate in or benefit from the products, services, facilities, privileges, advantages, or accommodation, which is equal to the opportunities afforded to other individuals. 42 U.S.C. § 12182(b)(1)(A)(ii). 54. The acts alleged herein constitute violations of Title III of the ADA, and the regulations promulgated thereunder. Plaintiff, who is a member of a protected class of persons under the ADA, has a physical disability that substantially limits the major life activity of sight within the meaning of 42 U.S.C. §§ 12102(1)(A)- (2)(A). Furthermore, Plaintiff has been denied full and equal access to the Website, has not been provided services that are provided to other patrons who are not disabled, and has been provided services that are inferior to the services provided to non-disabled persons. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 55. Under 42 U.S.C. § 12188 and the remedies, procedures, and rights set forth and incorporated therein, Plaintiff, requests relief as set forth below. 56. Plaintiff, on behalf of himself and the New York City Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 58. Defendant’s Website is a sales establishment and public accommodations within the definition of N.Y.C. Admin. Code § 8-102(9). 59. Defendant is subject to NYCHRL because it owns and operates its Website, making it a person within the meaning of N.Y.C. Admin. Code § 8-102(1). 60. Defendant is violating N.Y.C. Administrative Code § 8-107(4)(a) in refusing to update or remove access barriers to Website, causing its Website and the services integrated with such Website to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, products, and services that Defendant makes available to the non-disabled public. 61. Defendant is required to “make reasonable accommodation to the needs of persons with disabilities . . . any person prohibited by the provisions of [§ 8-107 et seq.] from discriminating on the basis of disability shall make reasonable accommodation to enable a person with a disability to . . . enjoy the right or rights in question provided that the disability is known or should have been known by the covered entity.” N.Y.C. Admin. Code § 8-107(15)(a). 63. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 64. As such, Defendant discriminates, and will continue in the future to discriminate against Plaintiff and members of the proposed class and subclass on the basis of disability in the full and equal enjoyment of the products, services, facilities, privileges, advantages, accommodations and/or opportunities of its Website under § 8-107(4)(a) and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and members of the class will continue to suffer irreparable harm. 65. Defendant’s actions were and are in violation of the NYCHRL and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 66. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines under N.Y.C. Administrative Code § 8-120(8) and § 8-126(a) for each offense as well as punitive damages pursuant to § 8-502. 67. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 69. Plaintiff, on behalf of himself and the Class and New York City Sub-Classes Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 70. An actual controversy has arisen and now exists between the parties in that Plaintiff contends, and is informed and believes that Defendant denies, that its Website contains access barriers denying blind customers the full and equal access to the products, services and facilities of its Website, which Defendant owns, operates and controls, fails to comply with applicable laws including, but not limited to, Title III of the Americans with Disabilities Act, 42 U.S.C. §§ 12182, et seq., and N.Y.C. Admin. Code § 8-107, et seq. prohibiting discrimination against the blind. 71. A judicial declaration is necessary and appropriate at this time in order that each of the parties may know their respective rights and duties and act accordingly. DECLARATORY RELIEF VIOLATIONS OF THE ADA, 42 U.S.C. § 12181 et seq. VIOLATIONS OF THE NYCHRL

win

1. Whether Defendant’s employees and agents such as managers, bell staff, doormen, concierges, transportation providers, security personnel, front desk and other staff are trained to assist blind and vision-impaired guests with basic needs such as: completing the hotel registration; learning about and completing service requests like laundry, dry cleaning, valet, shipping, room service, etc.; reviewing the hotel bill and charges; counting and identifying currency; using a signature guide or template in conjunction with their credit card; using a passcard-type of key; luggage rooms, business center, gym or health club, lounge facilities, rest rooms; orienting guests to hotel and guest room layouts; location of fire alarms, emergency exits and equipment; heating and air conditioning controls; TV remote controls; message retrieval system; automated wake- up systems; and safe deposit box. 2. Whether Defendant accepts guide dogs and, if so, if there are any charges associated with the guide dogs, their policies with respect to guide dogs and if there are any rest areas for guide dogs. 25. Defendant owns and operates a hotel in the City of New York. This location offers dining and entertainment options, including on-site restaurants, room service and lobby lounges. 26. Defendant’s Website offers features to the public that should allow all consumers to access the facilities and services that it offers about their hotel. The Website is heavily integrated with their hotel, serving as their gateway. 28. Plaintiff is a visually-impaired and legally blind person, who cannot use a computer without the assistance of screen-reading software. Plaintiff is, however, a proficient JAWS screen-reader user and uses it to access the Internet. Plaintiff has visited the Defendant’s Website on separate occasions using the JAWS screen-reader. 29. During Plaintiff’s visits to the Website, last occurring in March, 2019, Plaintiff was not able to determine from the reservation system on the Website what ADA compliant features, if any, the hotel offers and whether the guest rooms have handicap accessible facilities or communications equipment in the guest rooms suitable to blind or visually-impaired persons. As a result, Plaintiff has been denied full and equal access to the facilities, goods and services offered to the public and made available to the public; and that denied Plaintiff the full enjoyment of the facilities, goods, and services of Defendant’s physical location in New York City by being unable to learn any information about the accessibility features of the hotel or its guest rooms. Defendant Must Include Information Relating to ADA Compliant Rooms and Handicap Accessibility Features Through Its Website Reservation System 31. These access barriers on Defendant’s Website reservation system have deterred Plaintiff from visiting Defendant’s physical location, and enjoying them equal to sighted individuals because: Plaintiff was unable to find information on the Website reservation system relating to the accessibility of the hotel and guest rooms for blind and visually-impaired people and other important information, preventing Plaintiff from reserving a room at the hotel, staying at the hotel and using the facilities of the hotel including restaurants and attending events. 32. If the hotel and the Website reservation system were equally accessible to all, Plaintiff could independently navigate the Website and complete a desired transaction as sighted individuals do. 33. Through visiting the Website, Plaintiff has actual knowledge of the lack of information on accessibility features available on the reservation system on the Website that result in making the services and facilities of the hotel inaccessible and independently unusable by blind and visually-impaired people. 35. Defendant therefore use standards, criteria or methods of administration that have the effect of discriminating or perpetuating the discrimination of others, as alleged herein. 36. The ADA expressly contemplates the injunctive relief that Plaintiff seeks in this action. In relevant part, the ADA requires: In the case of violations of . . . this title, injunctive relief shall include an order to alter facilities to make such facilities readily accessible to and usable by individuals with disabilities . . . Where appropriate, injunctive relief shall also include requiring the . . . modification of a policy . . . 42 U.S.C. § 12188(a)(2). 38. If the ADA-required information is included on the Website reservation system, Plaintiff and similarly situated blind and visually-impaired people could independently determine through use of the Website if Defendant’s hotel and guest rooms are ADA compliant and if the facilities described relating the facilities and communications equipment in guest rooms are acceptable to the Plaintiff and similarly situated blind and visually-impaired people 39. Although Defendant may currently have centralized policies regarding maintaining and operating its Website and the inclusion of information on the Website, Defendant lacks a plan and policy reasonably calculated to include the ADA-required information on the Website reservation system to make such information fully and equally accessible to, and independently usable by, blind and other visually-impaired consumers. 4. Whether or not emergency exit signs are compliant with ADAAG1 requirements and emergency evacuation plans and information are provided in braille and large print. 40. Defendant has, upon information and belief, invested substantial sums in developing and maintaining the Website and has generated significant revenue from the Website. These amounts are far greater than the associated cost of including the information required under the ADA regulations on the Website reservation system in order to make its facilities and guest rooms equally accessible to visually impaired customers. 41. Without injunctive relief, Plaintiff and other visually-impaired consumers will continue to be unable to independently use the Website reservation system to obtain information relating to ADA accessibility of the hotel and their guest rooms, violating their rights. 43. Plaintiff, on behalf of himself and all others similarly situated, seeks to certify a New York State subclass under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the State of New York who have attempted to access Defendant’s Website to obtain the ADA- required information and as a result have been denied access to the equal enjoyment of goods and services offered in Defendant’s physical location, during the relevant statutory period. 44. Plaintiff, on behalf of himself and all others similarly situated, seeks to certify a New York City subclass under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the City of New York who have attempted to access Defendant’s Website to obtain the ADA- required information and as a result have been denied access to the equal enjoyment of goods and services offered in Defendant’s physical location, during the relevant statutory period. 46. Plaintiff’s claims are typical of the Class. The Class, similarly to the Plaintiff, are severely visually impaired or otherwise blind, and claim that Defendant have violated the ADA, NYSHRL or NYCHRL by failing to include the ADA-required information on the Website reservation system so individuals with disabilities can independently assess if Defendant’s hotel or guest rooms meet the accessibility needs of the Plaintiff and the Class. 47. Plaintiff will fairly and adequately represent and protect the interests of the Class Members because Plaintiff has retained and is represented by counsel competent and experienced in complex class action litigation, and because Plaintiff has no interests antagonistic to the Class Members. Class certification of the claims is appropriate under Fed. R. Civ. P. 23(b)(2) because Defendant has acted or refused to act on grounds generally applicable to the Class, making appropriate both declaratory and injunctive relief with respect to Plaintiff and the Class as a whole. 48. Alternatively, class certification is appropriate under Fed. R. Civ. P. 23(b)(3) because fact and legal questions common to Class Members predominate over questions affecting only individual Class Members, and because a class action is superior to other available methods for the fair and efficient adjudication of their litigation. 49. Judicial economy will be served by maintaining their lawsuit as a class action in that it is likely to avoid the burden that would be otherwise placed upon the judicial system by the filing of numerous similar suits by people with visual disabilities throughout the United States. 5. Whether or not all accessible signage complies with the requirements of the ADAAG. 51. Section 302(a) of Title III of the ADA, 42 U.S.C. § 12101 et seq., provides: No individual shall be discriminated against on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, or accommodations of any place of public accommodation by any person who owns, leases (or leases to), or operates a place of public accommodation. 42 U.S.C. § 12182(a). 52. Defendant’s hotel is a place of public accommodation within the definition of Title III of the ADA, 42 U.S.C. § 12181(7)(A). Defendant’s Website is a service, privilege, or advantage of Defendant’s hotel. The Website is a service that is integrated with the Defendant’s hotel and is a gateway thereto. 53. Under Section 302(b)(1) of Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities the opportunity to participate in or benefit from the goods, services, facilities, privileges, advantages, or accommodations of an entity. 42 U.S.C. § 12182(b)(1)(A)(i). 54. Under Section 302(b)(1) of Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities an opportunity to participate in or benefit from the goods, services, facilities, privileges, advantages, or accommodation, which is equal to the opportunities afforded to other individuals. 42 U.S.C. § 12182(b)(1)(A)(ii). 56. The acts alleged herein constitute violations of Title III of the ADA, and the regulations promulgated thereunder. Plaintiff, who is a member of a protected class of persons under the ADA, has a physical disability that substantially limits the major life activity of sight within the meaning of 42 U.S.C. §§ 12102(1)(A)-(2)(A). Furthermore, Plaintiff has been denied full and equal access to the ADA-required information on the Website reservation system, and, as a result, has not been provided services that are provided to other patrons who are not disabled, and has been provided services that are inferior to the services provided to non-disabled persons. Defendant have failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 57. Under 42 U.S.C. § 12188 and the remedies, procedures, and rights set forth and incorporated therein, Plaintiff, requests relief as set forth below. 58. Plaintiff, on behalf of himself and the New York State Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 6. Whether or not the stairs, escalators and elevators comply with ADAAG standards, such as braille for floor numbers in the elevator and a verbal annunciator for each floor. 60. Defendant’s physical hotel is located in the State of New York and constitute a place of public accommodation within the definition of N.Y. Exec. Law § 292(9). Defendant’s Website is a service, privilege or advantage of Defendant. Defendant’s Website is a service that is heavily integrated with this physical location and is a gateway thereto. 61. Defendant is subject to New York Human Rights Law because it owns and operates its physical location and Website. The Defendant is a person within the meaning of N.Y. Exec. Law § 292(1). 62. Defendant is violating N.Y. Exec. Law § 296(2)(a) in refusing to include the ADA-required information on the Website reservation system, causing the Website and the services integrated with Defendant’s physical location to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, goods and services that Defendant makes available to the non-disabled public. 63. Under N.Y. Exec. Law § 296(2)(c)(i), unlawful discriminatory practice includes, among other things, “a refusal to make reasonable modifications in policies, practices, or procedures, when such modifications are necessary to afford facilities, privileges, advantages or accommodations to individuals with disabilities, unless such person can demonstrate that making such modifications would fundamentally alter the nature of such facilities, privileges, advantages or accommodations being offered or would result in an undue burden." 65. Readily available, well-established guidelines exist on the Internet for including the ADA-required information on websites making such websites accessible to the blind and visually impaired. Incorporating the basic components to make the Website reservation system include the ADA-required information would neither fundamentally alter the nature of Defendant’s business nor result in an undue burden to Defendant. 66. Defendant’s actions constitute willful intentional discrimination against the class on the basis of a disability in violation of the NYSHRL, N.Y. Exec. Law § 296(2) in that Defendant has: a. constructed and maintained a website that does not contain the ADA- required information on its reservation system making their hotel inaccessible to blind class members with knowledge of the discrimination; and/or b. failed to take actions to correct the lack of the ADA-required information in the face of substantial harm and discrimination to blind class members. 67. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 69. Defendant’s actions were and are in violation of New York State Human Rights Law and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 7. Whether or not the hotel has removed or protected protruding objects which protrude more than 4” into walkways and hallways such as drinking fountains, fire extinguishers, and planters and if they provide cane detectable warnings for the underside of stairways. 70. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines under N.Y. Exec. Law § 297(4)(c) et seq. for each and every offense. 71. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 72. Under N.Y. Exec. Law § 297 and the remedies, procedures, and rights set forth and incorporated therein Plaintiff prays for judgment as set forth below. 73. Plaintiff, on behalf of himself and the New York City Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 74. N.Y.C. Administrative Code § 8-107(4)(a) provides that “It shall be an unlawful discriminatory practice for any person, being the owner, lessee, proprietor, manager, superintendent, agent or employee of any place or provider of public accommodation, because of . . . disability . . . directly or indirectly, to refuse, withhold from or deny to such person, any of the accommodations, advantages, facilities or privileges thereof.” 75. Defendant’s hotel is a place of public accommodation within the definition of N.Y.C. Admin. Code § 8-102(9), and the Website is a service that is integrated with their establishments. 77. Defendant is violating N.Y.C. Administrative Code § 8-107(4)(a) in refusing to update the Website and remove access barriers to its hotel by failing to include the ADA- required information on its reservation system, causing the services integrated with their physical location to be completely inaccessible to the blind. The inaccessibility denies blind patrons full and equal access to the facilities, goods, and services that Defendant makes available to the non- disabled public. 78. Defendant is required to “make reasonable accommodation to the needs of persons with disabilities . . . any person prohibited by the provisions of [§ 8-107 et seq.] from discriminating on the basis of disability shall make reasonable accommodation to enable a person with a disability to . . . enjoy the right or rights in question provided that the disability is known or should have been known by the covered entity.” N.Y.C. Admin. Code § 8-107(15)(a). 79. Defendant’s actions constitute willful intentional discrimination against the Sub- Class on the basis of a disability in violation of the N.Y.C. Administrative Code § 8-107(4)(a) and § 8-107(15)(a) in that Defendant has: a. constructed and maintained a website that does not contain the ADA- required information on its reservation system making their hotels inaccessible to blind class members with knowledge of the discrimination; and/or b. failed to take actions to correct the lack of the ADA-required information in the face of substantial harm and discrimination to blind class members. 8. Whether or not the guest rooms contain tactile and large print thermostat controls and talking/large print clocks. 80. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 82. Defendant’s actions were and are in violation of the NYCHRL and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 83. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines under N.Y.C. Administrative Code § 8-120(8) and § 8-126(a) for each offense as well as punitive damages pursuant to § 8-502. 84. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 85. Under N.Y.C. Administrative Code § 8-120 and § 8-126 and the remedies, procedures, and rights set forth and incorporated therein Plaintiff prays for judgment as set forth below. 86. Plaintiff, on behalf of himself and the Class and New York State and City Sub- Classes Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 88. A judicial declaration is necessary and appropriate at this time in order that each of the parties may know their respective rights and duties and act accordingly. DECLARATORY RELIEF Defendant’s Website and Compliance with Requirement to Describe Accessibility Features VIOLATIONS OF THE NYSHRL VIOLATIONS OF THE ADA, 42 U.S.C. § 12181 et seq. VIOLATIONS OF THE NYCHRL

win

(Violations of the Fair Labor Standards Act) (Violations of 29 CFR 516) 19. Plaintiff KRISTY REYES, files this case as an “opt in” collective action, as it is specifically allowed by 29 U.S.C. § 216(b). 20. The class that Plaintiff KRISTY REYES, seeks to represent may be described as follows: All current and former employees of Defendant who worked as “Care Givers” and/or “Cooks”, and was not compensated at time and a half for hours worked above forty each workweek and who were not compensated for off-the- clock work performed, in violation of 29 U.S.C. 201 et. seq. 21. Plaintiff, KRISTY REYES, seeks to represent only those members of the above-described group who, after appropriate notice of their ability to opt into this action, have provided consent in writing to be represented by counsel for Plaintiff KRISTY REYES, as required by 29 U.S.C. § 216(b). 22. Those persons who choose to opt in, referred to as the “Putative class members”, will be listed on subsequent pleadings and copies of their written consents to sue will be filed with the Court. 23. Plaintiff KRISTY REYES contends that this action is appropriate for collective action status because Defendant herein has acted in the same manner with regard to all members of the putative class. 25. For purposes of this action, the “relevant period” is defined as such period commencing on the date that is three years prior to the filing of this action, and continuing thereafter. 26. Defendant employed Plaintiff KRISTY REYES from approximately June 19 2015 to January 18, 2016. Plaintiff worked as a Care Giver whose job was to care for the elderly. 27. During her employment and in the routine performance of day-to-day job duties, Plaintiff has performed non-exempt work, during a significant period of most days, as classified by the Act, because the performance of Plaintiff’s job required it and because Defendant’s management required the performance of those non-exempted job duties, as a condition of her continued employment. 28. During Plaintiff KRISTY REYES’S employment, she and similarly situated employees wore a uniform and were given instructions by Defendant as to their day-to-day job duties and responsibilities. 29. Defendant supervised Plaintiff and similarly situated employees. 30. Plaintiff was not an independent contractor. 31. Plaintiff was paid an hourly rate and was therefore not a salaried employee. 32. Plaintiff was a non-exempt employee, as no lawful exemption excused defendant from paying her at a rate of time and a half for all hours worked above forty in a given week. 33. Plaintiff’s regular workweek schedule was 6:00AM to and 6:00PM Monday through Sunday. 35. Although Plaintiff worked 84 hours per week, her overtime pay would not begin until she had worked fifty-six (56) hours. 36. Plaintiff was required to work the first sixteen (16) hours above forty (40) hours each week at her regular rate of $9.17 per hour instead of the overtime rate of $13. 75 per hour. 37. Plaintiff was denied sixteen (16) hours of overtime pay for the duration of her employment with defendant. 38. Further, during these hours worked, Plaintiff performed the function of her job, which included the performance duties typically performed by “hourly” paid non-exempt employees because the job required it and the Defendant’s management required it, as a condition of Plaintiff’s continued employment. 39. Defendant required Plaintiff and all others similarly situated to perform all necessary work to include the performance of those duties otherwise typically performed by “hourly” employees which routinely required Plaintiff and other similarly situated employees to work “overtime” and “off-the-clock” hours as defined by 29 U.S.C. § 201 et seq., for which they failed to receive overtime compensation as required by the Act. 40. Defendant failed to pay statutory overtime as required by 29 U.S.C. § 201 et seq. 41. Each and every allegation contained in the foregoing paragraphs is re-alleged as if fully written herein. 43. Plaintiff KRISTY REYES and all others similarly situated are entitled to receive overtime pay for all hours they have worked in excess of 40 during each seven-day workweek and minimum wage for off-the-clock hours worked. 44. Defendant failed to compensate Plaintiff and all others similarly situated, their entitled pay (including overtime pay) for those hours they worked in excess of 40 per week. 45. Defendant failed to compensate Plaintiff and all others similarly situated, their entitled pay (including overtime pay) for those hours worked in excess of forty (40) per week and for off-the-clock work performed. 46. Defendant has violated 29 U.S.C. § 201 et seq. by failing to compensate the Plaintiff and all other similarly situated employees “overtime” pay for all hours worked in excess of 40 hours per week. Defendant failed to Compensate Plaintiff for overtime hours worked both on and off the clock and failed to compensate Plaintiff and similarly situated employees at minimum wage for off-the-clock hours worked. 47. Defendant failed to keep or record accurate time records reflecting the hours employees, such as the Plaintiff and those similarly situated actually worked. 48. The Defendant’s conduct was willful within the meaning of 29 U.S.C. § 255(a). 49. No lawful exemption excused the Defendant from compensating Plaintiff and all others similarly situated, overtime pay for hours worked over forty per week or for time worked off the clock. 51. Defendants knowingly, willfully, or with reckless disregard carried out an illegal pattern and practice of deceptive and fraudulent accounting practices regarding overtime a n d o f f - t h e - c l o c k compensation due to Plaintiff and to all others similarly situated. 52. Plaintiff and all others similarly situated seek an amount of back-pay equal to the unpaid overtime compensation from the date they commenced employment for the Defendant until the date of trial. 53. Plaintiff and all others similarly situated further seek an additional equal amount as liquidated damages, as well as reasonable attorney’s fees and costs as provided by 29 U.S.C. § 216(b), along with post-judgment interest at the highest rate allowed by law. 54. Each and every allegation contained in the foregoing paragraphs is re-alleged as if fully written herein. 55. Other employees have been victimized by the above referenced pattern, practice, and policy of Defendants in violation of the FLSA. 56. Thus, from personal knowledge, Plaintiff is aware that the illegal practices and policies of Defendant have been imposed on other workers. 57. Other, similarly situated employees are being denied their lawful wages. 59. Plaintiff KRISTY REYES experiences are typical experiences of the putative class as it pertains to compensation. 60. The specific job titles or job requirements of the various members of the class do not prevent collective treatment. 61. All employees, regardless of their job requirements or rates of pay, who are denied overtime compensation for hours worked in excess of 40 per week and not paid for off- the-clock work performed, are similarly situated. 62. Although the issue of damages may be individual in character, there is no detraction from the common nucleus of liability facts. 63. All current and former employees who worked as “Caregivers” or “Cooks” who at any time during the three years prior to the date of filing of this action to the date of judgment were denied overtime pay for hours worked in excess of forty (40) and not compensated for off-the-clock work in any given workweek are properly included as members of the class.

win

(Violation of the Consumer Legal Remedies Act, California Civil Code § 1750, et seq., Injunctive Relief) (Violation of the "Fraudulent" Prong of the UCL, California Business & Professions Code §17200, et seq.) (Violation of the "Unfair" Prong of the UCL, California Business & Professions Code §17200, et seq.) (Violation of the California False Advertising Law, California Business & Professions Code Sections 17500, et seq.) (Violation of the "Unlawful" Prong of the UCL, California Business & Professions Code § 17200, et seq.) 22. On February 29, 2016, Plaintiff purchase a ring manufactured by Defendant KC Jewelry from Modern Jewelry. Below is a picture of the ring along with the applicable tags. 23. The ring was represented to contain 4.25 carats of diamonds. 24. Plaintiff had the ring disassembled to measure the total weight of the diamonds. Once the ring was disassembled in this way, the only value for the resultant is as scrap. 26. There is no indication on the label that the carat weight was approximated. 27. Defendants intentionally overstated the weight of the diamonds. 28. All defendants including KC, Youssian, Yosian, and Modern Jewelry, and the other Store Defendants acted together and with full knowledge in representing that the diamond weights were overstated. 29. All defendants knew that Plaintiff and other members of the class would rely upon the weights indicated on the product label. 30. All defendants knew that Plaintiff and other members of the class would have no reasonable way to detect that the diamond weights were overstated. Doing so, as here, required disassembly of the item rendering the item no longer jewelry. 31. All defendants knew that Plaintiffs would be relying upon the product label and intended that Plaintiffs would rely upon the product label. 32. Plaintiffs bring this action on their own behalf and on behalf of a proposed Class of all other persons similarly situated. The Class Plaintiffs seek to represent is defined as: a. All persons who, in the United States after September 1 2012 (the "Class Period"), purchased from Defendants: (1) one or more pieces of jewelry where the weight of diamonds indicated on the product label exceeded the actual weight of the diamonds in the jewelry by more than 1/100 of a carat (1 point, 2mg). 34. Plaintiffs reserve the right to expand, limit, modify, or amend this class definition, including the addition of one or more subclasses, in connection with Plaintiffs' motion for class certification, or at any other time, based upon, inter alia, changing circumstances and/or new facts obtained during discovery. 35. Numerosity: The Class is composed of thousands of individuals, whose joinder in this action would be impracticable. The disposition of their claims through this class action will benefit all Class Members, the parties, and the courts. 37. Typicality: Plaintiff’s claims are typical of, and are not antagonistic to, the claims of all Class Members. Plaintiff and the Class Plaintiffs have all been deceived (or were likely to be deceived) by Defendants overstating of the diamond weight in the jewelry manufactured and/or sold by Defendants. 38. Adequacy: Plaintiff is an adequate representative of the Class because Plaintiff is a member of the Class and Plaintiff’s interests do not conflict with the interests of the Class Members Plaintiff seeks to represent. Plaintiff will fairly and adequately represent and protect the interests of the Class because Plaintiff is not antagonistic to the Class. Plaintiff has retained counsel who is competent and experienced in the prosecution of consumer fraud and class action litigation. 40. All Class Members, including Plaintiff, were exposed to one or more of Defendants’ misrepresentations or omissions of material fact including Defendants’ claims that the weight of diamonds indicated on the jewelry product label was higher than the actual weight. Due to the scope and extent of Defendants’ consistent false advertising scheme, disseminated in a massive, years-long campaign to consumers via the Internet, radio, TV and print media, it can reasonably be inferred that such misrepresentations or omissions of material fact were uniformly made to all Class Members. In addition, it can be reasonably presumed that all Class Members, including Plaintiff, affirmatively acted in response to the representations contained in Defendants’ product labeling when purchasing jewelry from Defendants. 41. Plaintiff is informed and believes that Defendants keep extensive computerized records of its customers through, inter alia, customer loyalty programs, co-branded credit cards and general marketing programs. Defendants have one or more databases through which a significant majority of Class Members may be identified and ascertained, and it maintains contact information, including email and home mailing addresses, through which notice of this action could be disseminated in accordance with due process requirements. 42. Plaintiff re-alleges by reference as if fully set forth herein, all of the above paragraphs. 44. Defendants have violated the "unfair" prong of the UCL by overstating the carat weight of the diamonds in jewelry manufactured and sold by Defendants. 45. These acts and practices were unfair because they caused Plaintiff, other members of the Class, and were likely to cause consumers, to falsely believe that the weight of the diamonds in jewelry manufactured and sold by Defendants was greater than actual. As a result, purchasers, including Plaintiff and other members of the Class, reasonably perceived that they were buying products which contained more diamond weight than actual. Thus, Plaintiff and other members of the Class paid more for Defendants jewelry than they would have otherwise had the true weight been identified. Furthermore, Plaintiff and other members of the Class were more likely to purchase a KC product from a Store Defendant perceiving that such purchases were bargains as compared to other jewelry stores. This perception has induced reasonable purchasers, including Plaintiff and other members of the Class, to buy such products, which they otherwise would not have purchased. 46. The gravity of the harm to members of the Class resulting from these unfair acts and practices outweighed any conceivable reasons, justifications, and/or motives of Defendants for engaging in such deceptive acts and practices. By committing the acts and practices alleged above, Defendants engaged in unfair business practices within the meaning of California Business & Professions Code §§ 17200, et seq. 48. Plaintiff re-alleges by reference as if fully set forth herein, all of the above paragraphs. 49. The UCL defines unfair business competition to include any "unlawful, unfair or fraudulent" act or practice, as well as any "unfair, deceptive, untrue or misleading" advertising. Cal. Bus. & Prof. Code § 17200. 50. A business act or practice is "fraudulent" under the UCL if it is likely to deceive members of the consuming public. 51. Defendants labelling and selling of jewelry overstating the weight of diamonds was "fraudulent" within the meaning of the UCL because they deceived Plaintiff and other members of the Class, and were likely to deceive members of the Class, into believing that jewelry manufactured and sold by Defendants were of greater value than if the true diamond weight had been disclosed. Plaintiff and other members of the Class were also likely to be deceived that jewelry manufactured and sold by Defendants was a better value than that offered by other manufacturers and retailers. As a result, purchasers, including Plaintiff, reasonably perceived that they were receiving products which regularly sold in the retail marketplace at substantially higher prices (and were, therefore, worth more) than what they paid. This perception induced reasonable purchasers, including Plaintiff, to buy KC’s products from the Store Defendants, which they otherwise would not have purchased. 53. As a result of the conduct described above, Defendants have been unjustly enriched at the expense of Plaintiff and members of the Class. Specifically, Defendants have been unjustly enriched by obtaining revenues and profits that it would not otherwise have obtained absent its false, misleading and deceptive conduct. 54. Through its unfair acts and practices, Defendants have improperly obtained money from Plaintiff and the Class. As such, Plaintiff requests that this Court cause Defendants to restore this money to Plaintiff and all Class Members, and to enjoin Defendants from continuing to violate the UCL as discussed herein and/or from violating the UCL in the future. Otherwise, Plaintiff, the Class, and members of the general public may be irreparably harmed and/or denied an effective and complete remedy if such an order is not granted. 55. Plaintiffs re-allege by reference as if fully set forth herein, all of the above paragraphs. 56. The UCL defines unfair business competition to include any "unlawful, unfair or fraudulent" act or practice, as well as any "unfair, deceptive, untrue or misleading" advertising. Cal. Bus. & Prof. Code § 17200. 58. The FTCA prohibits "unfair or deceptive acts or practices in or affecting commerce" (15 U.S.C. § 45(a)(l)). The FTC has established guidelines that describe the accuracy with which diamond weights must be stated under 16 C.F.R. §23.17. At no time was any indication made on the product label that diamond weights were approximate. 59. Misstating the weight of the diamonds is unfair and deceptive. 60. By overstating the weight of the diamonds on KC’s jewelry, KC violated the FTCA. 61. Each Store Defendant knew or should have known that KC was overstating the weight of diamonds in KC’s jewelry. By selling KC’s jewelry to consumers knowing that the weights were overstated, the Store Defendants approved of and adopted KC’s untrue and misleading statements. Thus, each Store Defendant acted in concert with KC and all Defendants acted to violate the FTCA, Cal. Bus. & Prof. Code §17200 and §17500, and California Civil Code §1770. 62. California Business & Professions Code§ 17500 prohibits a business from misrepresenting the weight of goods. 63. California Civil Code §1770, subsection (a)(5) prohibits a business from representing that goods have quantities that they do not have. Representing that jewelry has a total carat weight greater than actually present violates subsection a(5). 64. Defendants’ misrepresentation of diamond weights violated and continues to violate the FTCA, 15 U.S.C. § 45(a)(l), and 15 U.S.C. § 52(a), as well as 16 C.F.R. §23.17. It also violated and continues to violate Cal. Bus. & Prof. Code§ 17501, and Cal. Civ. Code§ 1770 (a)(5) by representing on product labels that the quantity of the good contained is greater than actual. 66. Through its unfair acts and practices, Defendants have improperly obtained money from Plaintiff and the Class. As such, Plaintiff requests that this Court cause Defendants to restore this money to Plaintiffs and all Class Members, and to enjoin Defendants from continuing to violate the UCL, and/or from violating the UCL in the future. Otherwise, Plaintiffs, the Class, and members of the general public may be irreparably harmed and/or denied an effective and complete remedy if such an order is not granted. 67. Plaintiffs re-allege by reference as if fully set forth herein, all of the above paragraphs. 68. The California False Advertising Law, California Business & Professions Code §17500, et seq., prohibits unfair, deceptive, untrue, or misleading advertising, including, but not limited to, false statements as quality or quantity. In relevant part, §17500 states: It is unlawful for any person, firm, corporation or association, or any employee thereof with intent directly or indirectly to dispose of real or personal … to make or disseminate or cause to be made or disseminated before the public in this state, or to make or disseminate or cause to be made or disseminated from this state before the public in any state … or in any other manner or means whatever … any statement, concerning that real or personal property … which is untrue or misleading, and which is known, or which by the exercise of reasonable care should be known, to be untrue or misleading[.] 70. Defendant KC disseminated these untrue and misleading statements from California. 71. Each Store Defendant conducted business within the state of California by purchasing goods from 75. Plaintiff re-alleges by reference as if fully set forth herein, all of the above paragraphs. 76. This cause of action is brought pursuant to the CLRA. 78. Defendants' sale of consumer goods to Plaintiffs and members of the Class were "transactions" within the meaning of California Civil Code§ 1761(e). The products purchased by Plaintiff and members of the proposed Class are "goods" within the meaning of California Civil Code§ 176l(a). 79. As described herein, Defendants violated the CLRA by falsely representing the quantity of diamonds contained within the jewelry by stating that the item contained more diamonds than actual. Defendants inflated the purported weight of diamonds in violation of Cal. Civ. Code § 1770(a)(5). 80. Plaintiff and other members of the Class relied upon Defendants’ false representations in deciding to purchase the jewelry from Defendants. Plaintiff would not have purchased such items at the price paid absent Defendants’ unlawful conduct. As a result of these acts and practices, Plaintiff and other members of the Class have suffered damage in that Plaintiff and other members of the Class have spent money with Defendants that Plaintiff and other members of the Class would not have otherwise spent absent Defendants’ unlawful and misleading acts and practices. 81. Pursuant to §1782(a) of the CLRA, on April 22, 2016, Plaintiffs' counsel, on behalf of Plaintiffs, served Defendant KC by United States certified mail, return receipt requested, with notice of KC's particular violations of the CLRA and requested that Defendant identify victims, notify victims and remedy its illegal conduct within 30 days. Defendant KC did not rectify nor agree to remedy the conduct complained of within 30 days of receipt of the complaint. As a result, Plaintiff and members of the Class are entitled to actual damages, restitution and punitive damages. Furthermore, Plaintiff and other members of the Class are entitled to recover attorneys’ fees, costs, expenses, and disbursements pursuant to California Civil Code sections 1780 and 1781. 83. Plaintiff incorporates by reference all allegations of the preceding paragraphs as though fully set forth herein. 84. Defendants acted together and individually in systematically misrepresenting the weights of diamonds contained within KC’s jewelry and sold by the Store Defendants. Each Defendant acted with full knowledge that the weights of diamonds contained in KC’s products was overstated. By so acting, each Defendant approved of and adopted the misrepresentations in the weights of KC’s products. 85. The weight of the diamonds in KC’s products is a material fact that would be reasonably relied upon by all purchasers of KC’s products. 87. Plaintiff and the Class were actually misled and deceived and were induced by Defendant to purchase Defendant KC’s products from the Store Defendants which they would not otherwise have purchased, or would have paid substantially less for. 88. As a result of the conduct of Defendants, Plaintiffs and the Class members have been damaged in an amount to be determined at trial. 89. Plaintiff incorporates by reference all allegations of the preceding paragraphs as though fully set forth herein. 90. Defendants had a duty to provide honest and accurate information to its customers so that customers could make informed decisions on the substantial purchase of a jewelry. 91. Defendants specifically and expressly misrepresented material facts to Plaintiff and Class members, as discussed above. Each Defendants was aware that the weights of diamonds stated in labels of KC’ products was systematically overstated. 92. Defendants knew, or in the exercise of reasonable diligence, should have known, that the ordinary and reasonable consumer would be misled by Defendants misleading and deceptive representations. 93. Each Defendant was aware that the weights stated on KC’s product’s labels was not accurate. 94. Plaintiff and the Class members justifiably relied on Defendant’s misrepresentations and have been damaged thereby in an amount to be determined at trial. 96. Plaintiff and members of the Class conferred a benefit on Defendants by purchasing Defendant KC’s products from the Store Defendants. 97. Defendants had knowledge that this benefit was conferred upon it. 98. Because of its wrongful acts and omissions, Defendants charged a higher price for KC’s products than KC’s products true value and Defendants obtained money which rightfully belongs to Plaintiff and the members of the Class. 99. Defendants have been unjustly enriched at the expense of Plaintiff and the Class and its retention of this benefit under the circumstances would be inequitable. 100. Plaintiff seeks an order requiring Defendant to make restitution to them and the other members of the Class. FRAUD NEGLIGENT MISREPRESENTATION UNJUST ENRICHMENT

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19. Ms. Fishman-Palmer also seeks to represent a subclass defined as all Class members who purchased Coleman Bands in New York (the “New York Subclass”). 20. Numerosity. Members of the Class and New York Subclass are so numerous that their individual joinder herein is impracticable. On information and belief, members of the Class and New York Subclass number in the millions. The precise number of Class and New York Subclass members and their identities are unknown to Plaintiff at this time but may be determined through discovery. Class and New York Subclass members may be notified of the pendency of this action by mail and/or publication through the distribution records of Defendant and third-party retailers and vendors. 21. Existence and predominance of common questions of law and fact. Common questions of law and fact exist as to all Class and New York Subclass members and predominate over questions affecting only individual Class and New York Subclass members. Common legal and factual questions include, but are not limited to whether Defendant’s labeling, marketing and promotion of Coleman Bands is false and misleading. 22. Typicality. The claims of the named Plaintiff are typical of the claims of the Class and New York Subclass in that the named Plaintiff was exposed to Defendant’s false and misleading marketing and promotional materials and representations, purchased Coleman Bands, and suffered a loss as a result of that purchase. 24. Superiority. The class mechanism is superior to other available means for the fair and efficient adjudication of the claims of Class and New York Subclass members. Each individual Class and New York Subclass member may lack the resources to undergo the burden and expense of individual prosecution of the complex and extensive litigation necessary to establish Defendant’s liability. Individualized litigation increases the delay and expense to all parties and multiplies the burden on the judicial system presented by the complex legal and factual issues of this case. Individualized litigation also presents a potential for inconsistent or contradictory judgments. In contrast, the class action device presents far fewer management difficulties and provides the benefits of single adjudication, economy of scale, and comprehensive supervision by a single court on the issue of Defendant’s liability. Class treatment of the liability issues will ensure that all claims and claimants are before this Court for consistent adjudication of the liability issues. 25. Plaintiff incorporates by reference and re-alleges each and every allegation set forth above as though fully set forth herein. 26. Plaintiff brings this claim individually and on behalf of members of the New York Subclass against Defendant. 27. By the acts and conduct alleged herein, Defendant committed unfair or deceptive acts and practices by making false representations on the labeling of Coleman Bands. 28. The foregoing deceptive acts and practices were directed at consumers. 30. Plaintiff and members of the New York Subclass were injured as a result because (a) they would not have purchased Coleman Bands if they had known that Coleman Bands were ineffective to repel mosquitos, and (b) they overpaid Coleman Bands on account of their misrepresentation that they “repel[] mosquitos.” 31. On behalf of herself and other members of the New York Subclass, Plaintiff seeks to enjoin the unlawful acts and practices described herein, to recover her actual damages or fifty dollars, whichever is greater, three times actual damages, and reasonable attorneys’ fees. 32. Plaintiff incorporates by reference and re-alleges each and every allegation set forth above as though fully set forth herein. 33. Plaintiff brings this claim individually and on behalf of members of the New York Subclass against Defendant. 34. Based on the foregoing, Defendant has engaged in consumer-oriented conduct that is deceptive or misleading in a material way which constitutes false advertising in violation of Section 350 of the New York General Business Law by misrepresenting on the labeling of Coleman Bands their ability to repel mosquitos. 35. The foregoing advertising was directed at consumers and was likely to mislead a reasonable consumer acting reasonably under the circumstances. 36. This misrepresentation has resulted in consumer injury or harm to the public interest. 38. On behalf of herself and other members of the New York Subclass, Plaintiff seeks to enjoin the unlawful acts and practices described herein, to recover their actual damages or five hundred dollars, whichever is greater, three times actual damages, and reasonable attorneys’ fees. 39. Plaintiff hereby incorporates by reference the allegations contained in all preceding paragraphs of this complaint. 40. Plaintiff brings this claim individually and on behalf of the members of the proposed Class and the New York Subclass against Defendant. 41. Plaintiff, and each member of the Class and New York Subclass, formed a contract with Defendant at the time Plaintiff and the other Class and New York Subclass members purchased Coleman Bands. The terms of the contract include the promises and affirmations of fact made by Defendant on Coleman Bands’ packaging and through marketing and advertising, including that the product was an insect repellent that would repel mosquitoes. This labeling, marketing, and advertising constitute express warranties and became part of the basis of the bargain, and are part of the standardized contract between Plaintiff and the members of the Class and New York Subclass and Defendant. 42. Plaintiff relied on the express warranty that her Coleman Bands were an insect repellent that would repel mosquitoes. This express warranty further formed the basis of the bargain, and is part of the standardized contract between Plaintiff and the members of the Class and New York Subclass and Defendants. 44. Plaintiff and the Class and New York Subclass performed all conditions precedent to Defendant’s liability under this contract when they purchased Coleman Bands. 45. Defendant breached express warranties about Coleman Bands and their qualities because Defendant’s statements about Coleman Bands were false and Coleman Bands do not conform to Defendant’s affirmations and promises described above. 46. Plaintiff and each of the members of the Class and New York Subclass would not have purchased the Coleman Bands had they known the true nature of Coleman Bands, specifically that Coleman Bands do not repel mosquitoes. 47. As a result of Defendant’s breaches of express warranty, Plaintiff and each of the members of the Class and New York Subclass have been damaged in the amount of the purchase price of Coleman Bands and any consequential damages resulting from the purchases. 48. On November 8, 2019, prior to filing this action, Defendant was served with a pre-suit notice letter that complied in all respects with U.C.C. §§ 2-313, 2-607. Plaintiff’s counsel sent Defendant a letter advising them that they breached an express warranty and demanded that they cease and desist from such breaches and make full restitution by refunding the monies received therefrom. 49. Plaintiff hereby incorporates by reference the allegations contained in all preceding paragraphs of this complaint. 51. As discussed above, Defendant provided Plaintiff and Class and New York Subclass members with materially false or misleading information about the Coleman Bands. Specifically, Defendant marketed Coleman Bands as an insect repellent that repels mosquitoes. As indicated above, however, these representations are false and misleading as Coleman Bands do not repel mosquitoes. 52. The misrepresentations and omissions of material fact made by Defendant, upon which Plaintiff and Class and New York Subclass members reasonably and justifiably relied, were intended to induce and actually induced Plaintiff and Class and New York Subclass members to purchase Coleman Bands. 53. The false and misleading representations and omissions were made with knowledge of their falsehood. Defendant is a top distributor of outdoor recreation products in the United States who is undoubtedly aware of the studies finding that Coleman Bands and other, similar mosquito wristbands do not work. Nonetheless, Defendant continues to sell its ineffective and worthless Coleman Bands to unsuspecting consumers. 54. The fraudulent actions of Defendant caused damage to Plaintiff and Class and New York Subclass members, who are entitled to damages and other legal and equitable relief as a result. 55. As a result of Defendant’s willful and malicious conduct, punitive damages are warranted. 56. Plaintiff hereby incorporates by reference the allegations contained in all preceding paragraphs of this complaint. 58. Plaintiff and the Class and New York Subclass conferred a benefit on Defendant in the form of monies paid to purchase Defendant’s Coleman Bands. 59. Defendant voluntarily accepted and retained this benefit. 60. Defendant has been unjustly enriched in retaining the revenues derived from Plaintiff’s and Class and New York Subclass members’ purchases of Coleman Bands. Retention of those monies under these circumstances is unjust and inequitable because Defendant misrepresented that Coleman Bands “repels mosquitoes.” 61. Because Defendant’s retention of the non-gratuitous benefits conferred on it by Plaintiff and Class and New York Subclass members is unjust and inequitable, Defendant must pay restitution to Plaintiff and the Class and New York Subclass members for their unjust enrichment, as ordered by the Court. Breach Of Express Warranty (On Behalf Of The Class And New York Subclass) Fraud (On Behalf Of The Class And New York Subclass) Unjust Enrichment (On Behalf Of The Class And New York Subclass) Violation Of New York General Business Law § 349 (On Behalf Of The New York Subclass) Violation Of New York General Business Law § 350 (On Behalf Of The New York Subclass)

lose

25. Pursuant to Federal Rule of Civil Procedure 23, Plaintiff brings this action on behalf of himself and a Nationwide Class of similarly situated persons defined as follows: The Nationwide Class. All Releasees from Federal prison in the United States who, within the applicable statute of limitations preceding the filing of this action to the date of class certification, incurred bank fees on a JPMorgan Chase debit card or currently have an unused balance on a JPMorgan Chase debit card under $20. 26. Additionally, pursuant to Federal Rule of Civil Procedure 23, Plaintiff brings this action on behalf of himself and a Multi-State Class of similarly situated persons defined as follows: The Multi-State Class. All Releasees from Federal prison in the United States, except for the State of Iowa, who, within the applicable statute of limitations preceding the filing of this action to the date of class certification, incurred bank fees on a JPMorgan Chase debit card or currently have an unused balance on a JPMorgan Chase debit card under $20. 7 27. Together, the Nationwide Class and the Multi-State Class are the “Class” or the “Classes.” 28. Plaintiff reserves the right to modify or amend the definition of the proposed Class before the Court determines whether certification is appropriate. 29. Excluded from the Class is Defendant, its parents, subsidiaries, affiliates, officers, and directors, any entity in which Defendant has a controlling interest, all customers who make a timely election to be excluded, governmental entities, and all judges assigned to hear any aspect of this litigation, as well as their immediate family members. 30. Numerosity. The members of the Class are so numerous that joinder is impractical. The Classes consist of thousands of members, the identity of whom is within the knowledge of Defendant and can be ascertained only by resort to Defendant’s records. 31. Typicality. The representative Plaintiff’s claims are typical of the claims of the Class in that the representative Plaintiff, like all Class members, was defaulted into using a JPMorgan Chase debit card and then prevented from accessing the full amount of his personal funds without interference, obstacles, and fees. The representative Plaintiff, like all Class members, has been damaged by Defendant’s misconduct in that he has been forced to use a JPMorgan Chase debit card to access his own funds and has been assessed, has been prevented from fully accessing all funds, and/or will continue to be assessed unfair and unconscionable bank fees. Furthermore, the factual basis of Defendant’s misconduct is common to all Class members and represents a common thread of unfair and unconscionable conduct resulting in injury to all members of the Class. 32. Commonality and Predominance. There are numerous questions of law and fact common to the Class, and those common questions predominate over any questions affecting 8 only individual Class members. Among the questions of law and fact common to the Classes are whether Defendant: a. automatically opens debit card accounts for Releasees without consent; b. imposes contractual forms upon Releasees, without providing Releasees with the meaningful ability to review or approve the terms of those contracts; c. deceives Releasees about, and does not adequately disclose, ATM fees by, among other things, charging, in effect, two service fees for every non-JPMorgan Chase ATM withdrawal; d. forces persons to forfeit unused balances on debit cards; e. converts money belonging to Plaintiff and the other members of the Classes through its policies and practices; f. is unjustly enriched through its policies and practices; and g. violates the consumer protection acts of various states through its policies and practices. 33. Additional questions of law and fact common to the Classes include: a. the proper method or methods by which to measure damages; and b. the declaratory relief to which the Classes are entitled. 34. Adequacy of representation. Plaintiff’s claims are typical of the claims of the other Class members, in that they arise out of Defendant’s same wrongful policies and practices. Plaintiff has suffered the harm alleged herein and has no interests antagonistic to the interests of the other Class members. Plaintiff is committed to the vigorous prosecution of this action and has retained competent counsel experienced in the prosecution of class actions and, in particular, class actions on behalf of consumers and against financial institutions. For these reasons, Plaintiff is an adequate representative and will fairly and adequately protect the interests of the Class. 9 35. Superiority. A class action is superior to other available methods for the fair and efficient adjudication of this controversy. Since the amount of each individual Class member’s claim is small relative to the complexity of the litigation, and due to the financial resources of Defendant, no Class member could afford to seek legal redress individually for the claims alleged herein. Consequently, absent a class action, the Class members will continue to suffer losses and Defendant’s misconduct will proceed without remedy. 36. Even if Class members themselves could afford such individual litigation, the court system could not. Given the complex legal and factual issues involved, individualized litigation would significantly increase the delay and expense to all parties and to the Court. Individualized litigation would also create the potential for inconsistent or contradictory rulings. By contrast, a class action presents far fewer management difficulties, allows claims to be heard that might otherwise go unheard because of the relative expense of bringing individual lawsuits, and provides the benefits of economies of scale and of adjudication and comprehensive supervision by a single court. 37. In Federal prisons, JPMorgan Chase issues debit cards to inmates when they are released that contain the balances remaining in their prison accounts. The accounts are funded with both contributions from inmates’ friends and family and with monies the inmates earned for work in prison, as well as monies in the possession of inmates at the time of their arrest. 38. Released inmates have no choice but to accept the JPMorgan Chase debit cards, as the prisons foist the cards upon the Releasees on their way out, and the cards are the only means by which a Releasee can receive funds that he or she owns and has a right to possess, 10 unencumbered—money earned, often times, at the rate of 17 cents an hour in prison jobs. 39. No contract is created between Releasees and JPMorgan Chase at the time of release. The inmate is handed minimal information without explanation or an opportunity to agree or disagree. 40. JPMorgan Chase has a (literally) captive market and exploits its unfettered power to gouge Releasees—just at the moment they begin their attempt to reintegrate into society. 41. Releasees later discover that Defendant charges them fees for accessing their own or for failing to access their money quickly enough for Defendant’s liking. Releasees also discover they are forced to forfeit remaining balances on debit cards that they cannot use. 42. Not only does JPMorgan Chase have contractual basis for assessing any fees, but the fees it does assess are excessive and unconscionable. For example, unless a Releasee can locate a JPMorgan Chase ATM, JPMorgan Chase charges two separate ATM withdrawal fees for each ATM withdrawal: a $2.00 fee for itself and a fee of $2.50 to $4 for use of the non- JPMorgan Chase ATM. Shockingly, a Releasee thus faces a $5.00 charge or more to make a single ATM withdrawal if he or she cannot locate a Chase ATM. 43. Even after JPMorgan Chase issues the debit card, JPMorgan Chase does everything it can to keep Releasees locked into the debit card. For example, JPMorgan Chase makes it cost-prohibitive for a Releasee to receive his or her funds in cash, even after release. Indeed, if a Releasee simply walks in to a JPMorgan Chase branch and asks for the branch to provide the funds on his debit card to him in cash, JPMorgan Chase will charge an astounding $10.00 for that “privilege.” 11 44. The $10.00 cash conversion fee exists solely to disincentivize Releasees from receiving their funds in cash and to force Releasees to use the JPMorgan Chase debit card issued to them without their consent. 45. Market surveys indicate that such cash withdrawal fees are unheard of in the debit card market. For example, another Chase debit card product offered on the open market, Chase Liquid, provides this same service for free. Direct Express does as well. Wal-Mart and Western Union charge just $2. 46. Similarly, JP Morgan Chase charges a shocking $15 for the issuance of a check for funds in an debit card account. Chase’s “Liquid” debit card charges just $8 for this service— and Western Union charges just $5.95 for check issuance. 47. JPMorgan Chase has an obvious incentive to force Releasees to use its debit cards. Via payments network rules, JPMorgan Chase earns money every time an inmate uses a card for a debit card purchase or for an ATM withdrawal. To make sure Releasees use their debit cards in a way that makes money for the Bank, JPMorgan Chase makes it difficult for Releasees to remove their funds from their debit cards—either via an over the counter withdrawal or via a check. 48. JPMorgan Chase also reaps significant fee income from forcing Releasees to use its debit cards. For example, it charges 45 cents merely to check a balance at an ATM, $1.50 if an account is inactive for 90 days, $7.50 to replace the card a second time within a year, and $0.25 for declined point-of-sale (“POS”) transactions, and it charges for the use of non- JPMorgan Chase ATMs. 49. Even small penalties can be both more significant—and more devastating—for newly-released prisoners, who may have less money and banking experience and who face many 12 other barriers to reintegrating into society. 50. The harshness of the fee structure is designed to ensure that users will forfeit small, remaining balances to the Bank because of the difficulty or impossibility of retrieving them. This feature acts as another, hidden fee imposed on users of the JPMorgan Chase debit cards. 51. Indeed, the under-use of balances is a well-known phenomenon in the similar gift- card industry. As much as $41 billion in gift-card value has gone unused since 2005, according to research firm TowerGroup, often due to the inability to “use up” remaining balances. 52. Upon information and belief, the same phenomenon impacts the JP Morgan Chase’s debit cards foisted upon Releasees—to JP Morgan Chase’s great benefit. 53. JPMorgan Chase’s fee schedule prevents Releasees from fully “using up” the funds placed on their debit cards. Balances under $20.00 are not retrievable at an ATM. An in- person withdrawal at a Bank branch costs $10.00, making it impossible to retrieve a remaining balance under that amount. And the Bank provides no indication anywhere in the debit card documentation, website, or other materials that a check refund of the remaining balance is a possibility—and charges $15 for the right even when a debit card holder seeks a check. II. Conversion (On Behalf of the Classes) 126. Plaintiff repeats and realleges the preceding and subsequent paragraphs as though set forth herein. 127. Defendant had, and continues to have, a duty to maintain and preserve debit cardholders’ funds and to prevent their diminishment through its own wrongful acts. 128. Defendant has, without proper authorization, assumed and exercised the right of ownership over these funds, in hostility to the rights of Plaintiff and the Class members, without legal justification. 24 129. Defendant continues to retain the funds unlawfully and without the consent of Plaintiff or the Class members. 130. Defendant intends to permanently deprive Plaintiff and the Class members of the funds. 131. Plaintiff and the Class members properly own the funds, not Defendant, who now claims it is entitled to their ownership, contrary to the rights of Plaintiff and the Class members. 132. Plaintiff and the Class members are entitled to the immediate possession of the funds. 133. Defendant has wrongfully converted the specific and readily identifiable funds. 134. Defendant’s wrongful conduct is continuing. 135. As a direct and proximate result of Defendant’s wrongful conversion of their funds, Plaintiff and the members of the Classes have suffered and continue to suffer damages. 136. By reason of the foregoing, Plaintiff and the members of the Classes seek to recover from Defendant all damages and costs permitted by law, including all amounts that Defendant has wrongfully converted. 137. Therefore, Plaintiff prays for relief as set forth below. I. BACKGROUND Unjust Enrichment (On Behalf of the Classes) 118. Plaintiff repeats and realleges the preceding and subsequent paragraphs as though set forth herein, excepting those paragraphs that allege the existence of a valid contract. 119. By means of Defendant’s wrongful conduct alleged herein, Defendant knowingly received and retained wrongful benefits and funds from Plaintiff and the members of the Classes. In so doing, Defendant acted with conscious disregard for the rights of Plaintiff and the members of the Classes. 120. As a result of Defendant’s wrongful conduct as alleged herein, Defendant has been unjustly enriched at the expense of, and to the detriment of, Plaintiff and the Class members. 23 121. Defendant’s unjust enrichment is traceable to, and resulted directly and proximately from, the conduct alleged herein. 122. Under the common law doctrine of unjust enrichment, it is inequitable for Defendant to retain the benefits it received, and is still receiving, without justification, from the imposition of bank fees on debit cards in an unfair, unconscionable, and oppressive manner. Defendant’s retention of such funds under circumstances making it inequitable to do so constitutes unjust enrichment. 123. The financial benefits Defendant derived rightfully belong to Plaintiff and the Class members. Defendant should be compelled to disgorge in a common fund, for the benefit of Plaintiff and the Class members, all wrongful or inequitable proceeds Defendant received. A constructive trust should be imposed upon all wrongful or inequitable sums Defendant received traceable to Plaintiff and the Class members. 124. Plaintiff and the members of the Classes have no adequate remedy at law. 125. Therefore, Plaintiff prays for relief as set forth below. Violation of New York’s Consumer Protection from Deceptive Acts and Practices Act, N.Y. GEN. BUS. LAW. § 349 et seq. New York General Business Law Section 349 (On Behalf of the Classes) 138. Plaintiff repeats and realleges the preceding and subsequent paragraphs as though set forth herein. 139. Plaintiff brings this claim on behalf of the Classes for violation of section 349 of New York’s Consumer Protection from Deceptive Acts and Practices Act, N.Y. GEN. BUS. LAW 25 § 349 et seq. 140. Section 349 prohibits “[d]eceptive acts or practices in the conduct of any business, trade or commerce or in the furnishing of any service in [the State of New York].” N.Y. GEN. BUS. LAW § 349(a). 141. As described herein, Defendant engaged, and continues to engage, in deceptive, unfair, and unconscionable acts and practices in violation of section 349 by automatically creating debit cards for Plaintiff and the Class members, placing all of Plaintiff’s and the Class members’ funds on the debit cards, and then making it impossible for Plaintiff and the Class members to fully consume all of the funds on the cards—all without Plaintiff’s or the Class members’ consent. 142. Plaintiff and the Class members had no reasonable choice other than to go along with Defendant’s conduct of forcing them to accept their funds on debit cards when they were released from Federal prison, and once the funds were on the debit cards, Plaintiff and the Class members had no reasonable option other than to pay the deceptive, unfair, and unconscionable fees Defendant charged, which prevented Plaintiff and the Class members from receiving all of their money upon their release from prison. Plaintiff and the Class members would not have accepted Defendant’s debit cards if they had known it was impossible for them to receive the entirety of their funds via the debit cards. 143. Plaintiff and the Class members were injured in fact and lost money as a result of Defendant’s deceptive, unfair, and unconscionable acts and practices for all of the reasons set forth above, including but not limited to (i) because Plaintiff and the Class members were unable to recover the entirety of their money from Defendant’s debit cards and, consequently, never had an opportunity to recover the entirety of their own money on their release from prison and (ii) 26 because Defendant charged Plaintiff and the Class members deceptive, unfair, and unconscionable fees for use of its debits as fully described above. 144. By reason of the foregoing, Defendant’s conduct, as alleged herein, constitutes deceptive acts and practices in violation of section 349, and Plaintiff and the Class members seek recovery of the actual damages they have suffered as a result of Defendant’s actions. The amount of such damages is to be determined at trial, but will not be less than $50 per act. N.Y. GEN. BUS. LAW § 349(h). 145. Plaintiff and the Class members seek to enjoin such unlawful, deceptive acts and practices described above. Each of the Class members will be irreparably harmed unless the Court enjoins Defendant’s unlawful, deceptive, unfair, and unconscionable actions. 146. Plaintiff and the Class members seek declaratory relief, restitution for monies wrongfully obtained, disgorgement of ill-gotten revenues and/or profits, injunctive relief prohibiting Defendant from, inter alia, continuing to force Releasees to use its debit cards on release from Federal prison and continuing to charge deceptive, unfair, and unconscionable fees for use of the cards, and other relief allowable under section 349. 147. Therefore, Plaintiff prays for relief as set forth below.

win

(Against All Defendants For Violations of Section 10(b) And Rule 10b-5 Promulgated Thereunder) (Violations of Section 20(a) of the Exchange Act Against The Individual Defendants) 20. On December 23, 2011, Defendant Vieau issued a statement concerning a battery recall involving the Fisker Karma, after determining that some of the battery packs it produced for Fisker “could have a potential safety issue relating to the battery cooling system.” Viaeau further stated: Specifically, certain hose clamps that are part of the battery pack’s internal cooling system were misaligned, positioned in such a way that could potentially cause a coolant leak. Over time, it is possible that in certain rare circumstances, this coolant leak could potentially lead to an electrical short circuit. 21. On December 29, 2011, Fisker recalled 239 Karma cars manufactured from July 1, 2011 through November 3, 2011, advising that certain clamps may have been positioned incorrectly during assembly with the high-voltage battery. 22. On March 8, 2012, Consumer Reports reported that while conducting speedometer calibration runs on its test track with a Fisker Karma, the car’s “dashboard flashed a message and sounded a ‘bing’ showing a major fault.” Materially False and Misleading Statements Issued During the Class Period 24. On March 11, 2011, the Company filed an annual report for the period ended December 31, 2010 on Form 10-K with the SEC, which was signed by, among others, Defendants Vieau and Granara and reiterated the Company’s previously announced annual financial results and financial position. In addition, the Form 10-K contained signed certifications pursuant to the Sarbanes-Oxley Act of 2002 (“SOX”) by Defendant Vieau and Granara, stating that the financial information contained in the Form 10-K was accurate and that they disclosed any material changes to the Company’s internal control over financial reporting. 26. On April 1, 2011, the Company announced the pricing of an offering of 18 million shares of common stock at a price of $6.00 per share and an offering of $125,000,000 principal amount of convertible subordinated notes due 2016. The net proceeds from the sale of the common stock and the convertible notes were estimated to be approximately $102.7 million and $120.6 million, respectively. 27. On May 9, 2011, the Company issued a press release announcing its financial results for the first quarter ended March 31, 2011. For the quarter, the Company reported a net loss of $54 million, or $0.51 diluted LPS and revenue of $18 million, as compared to a net loss of $29 million, or $0.28 diluted LPS and revenue of $24 million for the same period a year ago. 28. On May 10, 2011, the Company filed a quarterly report for the period ended March 31, 2011 on Form 10-Q with the SEC, which was signed by Defendants Vieau and Granara and reiterated the Company’s previously announced quarterly financial results and financial position. In addition, the Form 10-Q contained signed certifications by Defendants Vieau and Granara, stating that the financial information contained in the Form 10-Q was accurate and that they disclosed any material changes to the Company’s internal control over financial reporting. 30. On August 5, 2011, the Company filed a quarterly report for the period ended June 30, 2011 on Form 10-Q with the SEC, which was signed by Defendants Vieau and Prystash and reiterated the Company’s previously announced financial results and financial position. In addition, the Form 10-Q contained signed certifications by Defendants Vieau and Prystash, stating that the financial information contained in the Form 10-Q was accurate and that they disclosed any material changes to the Company’s internal control over financial reporting. 31. On November 9, 2011, the Company issued a press release announcing its financial results for the third quarter ended September 30, 2011. For the quarter, the Company reported a net loss of $64 million, or $0.51 diluted LPS and revenue of $64 million, as compared to a net loss of $44 million, or $0.42 diluted LPS and revenue of $26 million for the same period a year ago. 32. On November 9, 2011, the Company filed a quarterly report for the period ended September 30, 2011 on Form 10-Q with the SEC, which was signed by Defendants Vieau and Prystash and reiterated the Company’s previously announced quarterly financial results and financial position. In addition, the Form 10-Q contained signed certifications by Defendants Vieau and Prystash, stating that the financial information contained in the Form 10-Q was accurate and that they disclosed any material changes to the Company’s internal control over financial reporting. 34. On March 12, 2012, the Company filed an annual report for the period ended December 31, 2011 on Form 10-K with the SEC, which was signed by, among others, Defendants Vieau and Prystash and reiterated the Company’s previously announced annual financial results and financial position. In addition, the Form 10-K contained signed certifications pursuant to SOX by Defendant Vieau and Prystash, stating that the financial information contained in the Form 10-K was accurate and that they disclosed any material changes to the Company’s internal control over financial reporting. 36. The statements referenced in ¶¶ 23-25; 27-35 above were materially false and/or misleading because they misrepresented and failed to disclose the following adverse facts, which were known to defendants or recklessly disregarded by them that: (1) the Company had severe manufacturing deficiencies at its Livonia, Michigan manufacturing facility, which produced defective prismatic cells that resulted in premature failure of battery modules and packs; (2) as a result of the defective prismatic cells, A123 would likely be required to recall and replace the affected modules and packs and incur substantial costs in doing so, threatening the financial viability of the Company; and (3) as a result of the foregoing, the Company’s statements were materially false and misleading at all relevant times. 43. Plaintiff brings this action as a class action pursuant to Federal Rule of Civil Procedure 23(a) and (b)(3) on behalf of a Class, consisting of all those who purchased or otherwise acquired A123 securities during the Class Period (the “Class”); and were damaged thereby. Excluded from the Class are defendants herein, the officers and directors of the Company, at all relevant times, members of their immediate families and their legal representatives, heirs, successors or assigns and any entity in which defendants have or had a controlling interest. 44. The members of the Class are so numerous that joinder of all members is impracticable. Throughout the Class Period, A123 securities were actively traded on the NASDAQ. While the exact number of Class members is unknown to Plaintiff at this time and can be ascertained only through appropriate discovery, Plaintiff believes that there are hundreds or thousands of members in the proposed Class. Record owners and other members of the Class may be identified from records maintained by A123 or its transfer agent and may be notified of the pendency of this action by mail, using the form of notice similar to that customarily used in securities class actions. 46. Plaintiff will fairly and adequately protect the interests of the members of the Class and has retained counsel competent and experienced in class and securities litigation. Plaintiff has no interests antagonistic to or in conflict with those of the Class. 47. Common questions of law and fact exist as to all members of the Class and predominate over any questions solely affecting individual members of the Class. Among the questions of law and fact common to the Class are: � whether the federal securities laws were violated by defendants’ acts as alleged herein; � whether statements made by defendants to the investing public during the Class Period misrepresented material facts about the business, operations and management of A123; � whether the Individual Defendants caused A123 to issue false and misleading financial statements during the Class Period; � whether defendants acted knowingly or recklessly in issuing false and misleading financial statements; � whether the prices of A123 securities during the Class Period were artificially inflated because of the defendants’ conduct complained of herein; and � whether the members of the Class have sustained damages and, if so, what is the proper measure of damages. 48. A class action is superior to all other available methods for the fair and efficient adjudication of this controversy since joinder of all members is impracticable. Furthermore, as the damages suffered by individual Class members may be relatively small, the expense and burden of individual litigation make it impossible for members of the Class to individually redress the wrongs done to them. There will be no difficulty in the management of this action as a class action. 50. Based upon the foregoing, Plaintiff and the members of the Class are entitled to a presumption of reliance upon the integrity of the market. 51. Plaintiff repeats and realleges each and every allegation contained above as if fully set forth herein. 52. This Count is asserted against defendants and is based upon Section 10(b) of the Exchange Act, 15 U.S.C. § 78j(b), and Rule 10b-5 promulgated thereunder by the SEC. 54. Pursuant to the above plan, scheme, conspiracy and course of conduct, each of the defendants participated directly or indirectly in the preparation and/or issuance of the quarterly and annual reports, SEC filings, press releases and other statements and documents described above, including statements made to securities analysts and the media that were designed to influence the market for A123 securities. Such reports, filings, releases and statements were materially false and misleading in that they failed to disclose material adverse information and misrepresented the truth about A123’s operations and business prospects. 56. Defendants were personally motivated to make false statements and omit material information necessary to make the statements not misleading in order to personally benefit from the sale of A123 securities from their personal portfolios. 57. Information showing that defendants acted knowingly or with reckless disregard for the truth is peculiarly within defendants’ knowledge and control. As the senior managers and/or directors of A123, the Individual Defendants had knowledge of the details of A123 internal affairs. 58. The Individual Defendants are liable both directly and indirectly for the wrongs complained of herein. Because of their positions of control and authority, the Individual Defendants were able to and did, directly or indirectly, control the content of the statements of A123. As officers and/or directors of a publicly-held company, the Individual Defendants had a duty to disseminate timely, accurate, and truthful information with respect to A123’s businesses, operations, future financial condition and future prospects. As a result of the dissemination of the aforementioned false and misleading reports, releases and public statements, the market price of A123 securities was artificially inflated throughout the Class Period. In ignorance of the adverse facts concerning A123’s business and financial condition which were concealed by defendants, Plaintiff and the other members of the Class purchased A123 securities at artificially inflated prices and relied upon the price of the securities, the integrity of the market for the securities and/or upon statements disseminated by defendants, and were damaged thereby. 60. By reason of the conduct alleged herein, defendants knowingly or recklessly, directly or indirectly, have violated Section 10(b) of the Exchange Act and Rule 10b-5 promulgated thereunder. 61. As a direct and proximate result of defendants’ wrongful conduct, Plaintiff and the other members of the Class suffered damages in connection with their respective purchases and sales of the Company’s securities during the Class Period, upon the disclosure that the Company had been disseminating misrepresented financial statements to the investing public. 62. Plaintiff repeats and realleges each and every allegation contained in the foregoing paragraphs as if fully set forth herein. 64. As officers and/or directors of a publicly owned company, the Individual Defendants had a duty to disseminate accurate and truthful information with respect to A123’s operations, and to correct promptly any public statements issued by A123 which had become materially false or misleading. 65. Because of their positions of control and authority as senior officers, the Individual Defendants were able to, and did, control the contents of the various reports, press releases and public filings which A123 disseminated in the marketplace during the Class Period concerning A123’s results of operations. Throughout the Class Period, the Individual Defendants exercised their power and authority to cause A123 to engage in the wrongful acts complained of herein. The Individual Defendants therefore, were “controlling persons” of A123 within the meaning of Section 20(a) of the Exchange Act. In this capacity, they participated in the unlawful conduct alleged which artificially inflated the market price of A123 securities. 66. Each of the Individual Defendants, therefore, acted as a controlling person of A123. By reason of their senior management positions and/or being directors of A123, each of the Individual Defendants had the power to direct the actions of, and exercised the same to cause, A123 to engage in the unlawful acts and conduct complained of herein. Each of the Individual Defendants exercised control over the general operations of A123 and possessed the power to control the specific activities which comprise the primary violations about which Plaintiff and the other members of the Class complain. Background

lose

15. On or about December 15, 2014, Plaintiff, Fernando Zamora, was hired by Defendants to work as a food preparer I cook, at Defendants' Mexican restaurant, doing business as "Ofrenda", located at 113 Seventh Avenue South, New York, New York 10014. 16. Plaintiff, Fernando Zamora, worked for the Defendants without interruption, beginning December 2014 and ending with his termination on or about January 13, 2019. 17. During Plaintiffs employment by Defendants, he worked over forty ( 40) hours per week. Plaintiff worked six ( 6) shifts per week, and his hours ranged from fifty (50) to more than seventy (70) hours per week. 18. Plaintiff was not paid hourly for all hours worked, or overtime compensation. In the beginning of his employment, Plaintiff was paid a fixed weekly salary of $460.00. In 2015, Plaintiffs weekly pay was increased to $600.00, for all hours worked. In 2014 and 2015, Plaintiff generally worked six (6) days per week and his hours were 3:00 p.m. to 11:00 p.m. during weekdays and 3:00 p.m. to 12:30 a.m. on Fridays and Saturdays; Plaintiff worked approximately fifty-two (52) hours per week. 20. In 2017, Plaintiff's hours remained the same and his pay was changed to $754.00 per week for cooking and an additional $15.00 per hour for preparation work, which Plaintiff performed between 10:00 a.m. and 3:00 p.m., approximately four (4) days per week. 21. At all times during his employment, Plaintiff worked more than forty ( 40) hours per week. 22. At all times during his employment, work performed above forty ( 40) hours per week was not paid at time and one-half Plaintiff's regular hourly rate of pay as required by state and federal law. 23. Plaintiff was paid his wages using two (2) weekly checks. 24. Plaintiff worked in the kitchen; he was not a tipped employee. 25. Defendants knowingly and willfully operated and continue to operate their business with a policy of not paying wages for all hours worked, to the Plaintiff and other similarly situated employees. 26. Defendants knowingly and willfully operated and continue to operate their business with a policy of not paying Plaintiff and other similarly situated employees either the FLSA overtime rate (of time and one-halt), or the New York State overtime rate (of time and one-halt), in violation of the FLSA and New York Labor Law and the supporting federal and New York State Department of Labor Regulations. 28. At all relevant times, upon information and belief, and during the course of Plaintiffs employment, the Defendants failed to maintain accurate and sufficient time records. 29. Neither at the time of hire, nor at any time thereafter, did Defendants provide Plaintiff with a written wage notice identifying Plaintiffs regular hourly rate of pay and corresponding overtime rate of pay. 30. Plaintiff normally worked in excess of forty ( 40) hours per week. 31. At no time during his employment did Defendants provide Plaintiff with an accurate wage statement, or other kind of receipt, with his wages, which accurately accounted for and explained Plaintiffs hours, hourly rate, gross wages, deductions, and net wages. 32. Plaintiff re-alleges and re-avers each and every allegation and statement contained in paragraphs "1" through "31" of this Complaint as if fully set forth herein. 33. At all relevant times, upon information and belief, Defendants were and continue to be an employer engaged in interstate commerce and/or the production of goods for commerce within the meaning of the FLSA, 29 U.S.C. §§ 206(a) and 207(a). Further, Plaintiff is a covered individual within the meaning of the FLSA, 29 U.S.C. §§ 206(a) and 207(a). 35. Upon information and belief, at all relevant times, Defendants have had gross revenues in excess of five hundred thousand dollars ($500,000). 36. Plaintiff, Fernando Zamora, was entitled to be paid at the rate of time and one-half his regular hourly rate of pay for all hours worked in excess of the maximum hours provided for in the FLSA. 37. Defendants failed to pay Plaintiff and other similarly situated employees wages for all hours worked, minimum wages, and overtime compensation in the lawful amount for all hours worked in excess of the maximum hours provided for in the FLSA. 38. At all relevant times, Defendants had, and continues to have a policy and practice of refusing to pay overtime compensation at the statutory rate of time and one- half to Plaintiff for all hours worked in excess of forty ( 40) hours per work week, which violated the FLSA, 29 U.S.C. §§ 201, et seq., including 29 U.S.C. §§ 207(a)(l) and 215(a). 39. Defendants knowingly and willfully disregarded the provisions of the FLSA as evidenced by their failure to compensate Plaintiff and Collective Action Members for all hours worked, illegally not paying wages, and not paying statutory overtime rate of time and one-half for all hours worked in excess of forty ( 40) hours per week, when they knew or should have known such was due and that non-payment of wages and overtime pay would financially injure Plaintiff and the Collective Action Members. 41. Defendants failed to make, keep and preserve records with respect to each of its employees sufficient to determine the wages, hours and other conditions and practices of employment in violation of the FLSA, 29 U.S.A. §§ 201, et seq., including 29 U.S.C. §§ 21 l(c) and 215(a). 42. Records, if any, concerning the number of hours worked by Plaintiff and the actual compensation paid to Plaintiff are in the possession and custody of the Defendants. Plaintiff intends to obtain these records by appropriate discovery proceedings to be taken promptly in this case and, if necessary, will then seek leave of Court to amend this Complaint to set forth the precise amount due. 43. Defendants failed to properly disclose or apprise Plaintiff, Fernando Zamora, of his rights under the FLSA. 44. As a direct and proximate result of Defendants' willful disregard of the FLSA, Plaintiff and Collective Action Members are entitled to liquidated damages pursuant to the FLSA. 45. Due to the intentional, willful and unlawful acts of the Defendants, Plaintiff suffered damages in an amount not presently ascertainable of unpaid minimum wages and overtime compensation, an equal amount as liquidated damages, and prejudgment interest thereon. 46. Plaintiff and Collective Action Members are entitled to an award of his reasonable attorneys' fees, ·costs and expenses, pursuant to 29 U.S.C. § 216(b). 48. At all relevant times, Plaintiff was employed by Defendants within the meaning ofNew York Labor Law§§ 2 and 651. 49. Defendants knowingly and willfully violated Plaintiffs rights by failing to pay Plaintiff, and illegally deducting from Plaintiff, wages for hours worked. 50. Defendants knowingly and willfully violated Plaintiffs rights by failing to pay Plaintiff overtime compensation at rates of not less than one and one-half times Plaintiffs regular hourly rate of pay, for each hour worked in excess of forty (40) hours in a workweek. 51. Defendants knowingly and willfully violated Plaintiffs rights by failing to pay "spread of hours" premiums to Plaintiff for each day he worked in excess of ten ( 10) hours pursuant to New York State Department of Labor Regulations §§137-1.7; 142-2.4. 52. At relevant times, Defendants did not provide Plaintiff and other similarly situated employees, with a document or written statement accurately accounting for his actual hours worked, and setting forth their hourly rate of pay, regular wage, and/or overtime wages. 53. Upon information and belief, this was done in order to disguise the actual number of hours the employees worked, and to avoid paying them for their full hours worked; and, overtime due. 54. Defendants willfully disregarded and purposefully evaded record keeping requirements of the New York Labor Law by failing to maintain accurate and complete payroll records. 56. Plaintiff re-alleges and re-avers each and every allegation and statement contained in paragraphs "1" through "55" of this Complaint as if fully set forth herein. 57. The New York State Wage Theft Prevention Act requires every employer to notify its employees, in writing, among other things, of the employee's rate of pay and regular pay day. 58. The New York State Wage Theft Prevention Act requires every employer to notify its employees, in writing, with every payment of wages, of the dates of work covered, the rate of pay and basis thereof, hours worked, gross wages, deductions, allowances, and net wages. 59. Plaintiff was paid by two (2) weekly checks, and not provided with an accurate wage statement as required by law. 60. Defendants failed to comply with the notice and record keeping requirements of the New York State Wage Theft Prevention Act and as such are liable for civil penalties, attorneys' fees, and costs. [Statutory Penalties Pursuant to the New York State Wage Theft Prevention Act] [Violation of the Fair Labor Standards Act]

win

11. On information and belief, on or about August 12, 2015, Defendants used a telephone facsimile machine, computer, or other device to send an unsolicited facsimile to Plaintiff. A copy of the facsimile is attached hereto as Exhibit A. Case: 2:16-cv-01151-EAS-KAJ Doc #: 1 Filed: 12/07/16 Page: 3 of 14 PAGEID #: 1 4 12. On information and belief, Defendants receive some or all of the revenues from the sale of the products, goods and services advertised on Exhibit A, and Defendants profit and benefit from the sale of the products, goods and services advertised on Exhibit A. 13. Plaintiff did not give prior express invitation or permission to Defendants to send the fax. 14. On information and belief, Defendants faxed the same and other unsolicited facsimiles without the required opt-out language to Plaintiff and at least 40 other recipients or sent the same and other advertisements by fax with the required opt-out language but without first receiving the recipients’ express invitation or permission and without having an established business relationship as defined by the TCPA and its regulations. 15. There is no reasonable means for Plaintiff (or any other class member) to avoid receiving unauthorized faxes. Fax machines are left on and ready to receive the urgent communications their owners desire to receive. 16. Defendants’ facsimile attached as Exhibit A does not display a proper opt-out notice as required by 47 C.F.R. § 64.1200. 17. In accordance with Fed. R. Civ. P. 23(b)(1), (b)(2) and (b)(3), Plaintiff brings this class action pursuant to the JFPA, on behalf of the following class of persons: All persons who (1) on or after four years prior to the filing of this action, (2) were sent telephone facsimile messages of material advertising the commercial availability or quality of any property, goods, or services by or on behalf of Defendants, (3) from whom Defendants did not obtain “prior express invitation or permission” to send fax advertisements, and (4) with whom Defendants did not have an established business relationship, and/or (5) which did not display a proper opt-out notice. Case: 2:16-cv-01151-EAS-KAJ Doc #: 1 Filed: 12/07/16 Page: 4 of 14 PAGEID #: 1 5 Excluded from the Class are the Defendants, their employees, agents and members of the Judiciary. Plaintiff seeks to certify a class which include but are not limited to the fax advertisements sent to Plaintiff. Plaintiff reserves the right to amend the class definition upon completion of class certification discovery. 18. Class Size (Fed. R. Civ. P. 23(a)(1)): Plaintiff is informed and believes, and upon such information and belief avers, that the number of persons and entities of the Plaintiff Class is numerous and joinder of all members is impracticable. Plaintiff is informed and believes, and upon such information and belief avers, that the number of class members is at least forty. 19. Commonality (Fed. R. Civ. P. 23 (a) (2)): Common questions of law and fact apply to the claims of all class members. Common material questions of fact and law include, but are not limited to, the following: (a) Whether the Defendants sent unsolicited fax advertisements; (b) Whether Defendants’ faxes sent to other persons, not the Plaintiff, constitute advertisements; (c) Whether the Defendants’ faxes advertised the commercial availability or quality of property, goods, or services; (d) The manner and method the Defendants used to compile or obtain the list of fax numbers to which they sent Exhibit A, other unsolicited faxed advertisements or other advertisements without the required opt-out language; (e) Whether the Defendants faxed advertisements without first obtaining the recipient's prior invitation or permission; (f) Whether the Defendants sent the faxed advertisements knowingly; Case: 2:16-cv-01151-EAS-KAJ Doc #: 1 Filed: 12/07/16 Page: 5 of 14 PAGEID #: 1 6 (g) Whether the Defendants violated the provisions of 47 U.S.C. § 227 and the regulations promulgated thereunder; (h) Whether the faxes contain an “opt-out notice” that complies with the requirements of § (b)(1)(C)(iii) of the Act, and the regulations promulgated thereunder, and the effect of the failure to comply with such requirements; (i) Whether the Defendants should be enjoined from faxing advertisements in the future; (j) Whether the Plaintiff and the other members of the class are entitled to statutory damages; and (k) Whether the Court should award treble damages. 20. Typicality (Fed. R. Civ. P. 23 (a) (3)): The Plaintiff's claims are typical of the claims of all class members. The Plaintiff received the same or similar faxes as the faxes sent by or on behalf of the Defendants advertising products, goods and services of the Defendants during the Class Period. The Plaintiff is making the same claims and seeking the same relief for itself and all class members based upon the same federal statute. The Defendants have acted in the same or in a similar manner with respect to the Plaintiff and all the class members by sending Plaintiff and each member of the class the same or similar faxes or faxes which did not contain the proper opt-out language or were sent without prior express invitation or permission. 21. Fair and Adequate Representation (Fed. R. Civ. P. 23 (a) (4)): The Plaintiff will fairly and adequately represent and protect the interests of the class. It is interested in this matter, has no conflicts, and has retained experienced class counsel to represent the class. 22. Need for Consistent Standards and Practical Effect of Adjudication (Fed. R. Civ. P. 23 (b) (1)): Class certification is appropriate because the prosecution of individual actions by Case: 2:16-cv-01151-EAS-KAJ Doc #: 1 Filed: 12/07/16 Page: 6 of 14 PAGEID #: 1 7 class members would: (a) create the risk of inconsistent adjudications that could establish incompatible standards of conduct for the Defendants, and/or (b) as a practical matter, adjudication of the Plaintiff's claims will be dispositive of the interests of class members who are not parties. 23. Common Conduct (Fed. R. Civ. P. 23 (b) (2)): Class certification is also appropriate because the Defendants have acted and refused to act in the same or similar manner with respect to all class members thereby making injunctive and declaratory relief appropriate. The Plaintiff demands such relief as authorized by 47 U.S.C. §227. 24. Predominance and Superiority (Fed. R. Civ. P. 23 (b) (3)): Common questions of law and fact predominate over any questions affecting only individual members, and a class action is superior to other methods for the fair and efficient adjudication of the controversy because: (a) Proof of the claims of the Plaintiff will also prove the claims of the class without the need for separate or individualized proceedings; (b) Evidence regarding defenses or any exceptions to liability that the Defendants may assert and attempt to prove will come from the Defendants’ records and will not require individualized or separate inquiries or proceedings; (c) The Defendants have acted and are continuing to act pursuant to common policies or practices in the same or similar manner with respect to all class members; (d) The amount likely to be recovered by individual class members does not support individual litigation. A class action will permit a large number of relatively small claims involving virtually identical facts and legal issues to be resolved efficiently in one proceeding based upon common proofs; and Case: 2:16-cv-01151-EAS-KAJ Doc #: 1 Filed: 12/07/16 Page: 7 of 14 PAGEID #: 1 8 (e) This case is inherently manageable as a class action in that: (i) The Defendants identified persons to receive the fax transmissions and it is believed that the Defendants’ and/or Defendants’ agents’ computers and business records will enable the Plaintiff to readily identify class members and establish liability and damages; (ii) Liability and damages can be established for the Plaintiff and the class with the same common proofs; (iii) Statutory damages are provided for in the statute and are the same for all class members and can be calculated in the same or a similar manner; (iv) A class action will result in an orderly and expeditious administration of claims and it will foster economics of time, effort and expense; (v) A class action will contribute to uniformity of decisions concerning the Defendants’ practices; and (vi) As a practical matter, the claims of the class are likely to go unaddressed absent class certification. Claim for Relief for Violation of the JFPA, 47 U.S.C. § 227 et seq. 25. The JFPA makes it unlawful for any person to “use any telephone facsimile machine, computer or other device to send, to a telephone facsimile machine, an unsolicited advertisement . . . .” 47 U.S.C. § 227(b)(1)(C). 26. The JFPA defines “unsolicited advertisement” as “any material advertising the commercial availability or quality of any property, goods, or services which is transmitted to any person without that person's prior express invitation or permission, in writing or otherwise.” 47 U.S.C. § 227 (a) (5). Case: 2:16-cv-01151-EAS-KAJ Doc #: 1 Filed: 12/07/16 Page: 8 of 14 PAGEID #: 1 9 27. Opt-Out Notice Requirements. The JFPA strengthened the prohibitions against the sending of unsolicited advertisements by requiring, in § (b)(1)(C)(iii) of the Act, that senders of faxed advertisements place a clear and conspicuous notice on the first page of the transmission that contains the following among other things (hereinafter collectively the “Opt-Out Notice Requirements”): (1) A statement that the recipient is legally entitled to opt-out of receiving future faxed advertisements – knowing that he or she has the legal right to request an opt- out gives impetus for recipients to make such a request, if desired; (2) A statement that the sender must honor a recipient’s opt-out request within 30 days and the sender’s failure to do so is unlawful – thereby encouraging recipients to opt-out, if they did not want future faxes, by advising them that their opt-out requests will have legal “teeth”; (3) A statement advising the recipient that he or she may opt-out with respect to all of his or her facsimile telephone numbers and not just the ones that receive a faxed advertisement from the sender – thereby instructing a recipient on how to make a valid opt-out request for all of his or her fax machines; (4) The opt-out language must be conspicuous. The requirement of (1) above is incorporated from § (b)(D)(ii) of the Act. The requirement of (2) above is incorporated from § (b)(D)(ii) of the Act and the rules and regulations of the Federal Communications Commission (the “FCC”) in ¶ 31 of its 2006 Report and Order (In the Matter of Rules and Regulations Implementing the Telephone Consumer Protection Act, Junk Prevention Act of 2005, 21 F.C.C.R. 3787, 2006 WL 901720, which rules and regulations took effect on August 1, 2006). The requirements of (3) above are contained in Case: 2:16-cv-01151-EAS-KAJ Doc #: 1 Filed: 12/07/16 Page: 9 of 14 PAGEID #: 1 10 § (b)(2)(E) of the Act and incorporated into the Opt-Out Notice Requirements via § (b)(2)(D)(ii). Compliance with the Opt-Out Notice Requirements is neither difficult nor costly. The Opt-Out Notice Requirements are important consumer protections bestowed by Congress upon the owners of the telephone lines and fax machines giving them the right, and means, to stop unwanted faxed advertisements. 28. 2006 FCC Report and Order. The JFPA, in § (b)(2) of the Act, directed the FCC to implement regulations regarding the JFPA, including the JFPA’s Opt-Out Notice Requirements and the FCC did so in its 2006 Report and Order, which in addition provides among other things: A. The definition of, and the requirements for, an established business relationship for purposes of the first of the three prongs of an exemption to liability under § (b)(1)(C)(i) of the Act and provides that the lack of an “established business relationship” precludes the ability to invoke the exemption contained in § (b)(1)(C) of the Act (See 2006 Report and Order ¶¶ 8-12 and 17-20); B. The required means by which a recipient’s facsimile telephone number must be obtained for purposes of the second of the three prongs of the exemption under § (b)(1)(C)(ii) of the Act and provides that the failure to comply with these requirements precludes the ability to invoke the exemption contained in § (b)(1)(C) of the Act (See 2006 Report and Order ¶¶ 13-16); C. The things that must be done in order to comply with the Opt-Out Notice Requirements for the purposes of the third of the three prongs of the exemption under § (b)(1)(C)(iii) of the Act and provides that the failure to comply with these requirements Case: 2:16-cv-01151-EAS-KAJ Doc #: 1 Filed: 12/07/16 Page: 10 of 14 PAGEID #: 1 11 precludes the ability to invoke the exemption contained in § (b)(1)(C) of the Act (See 2006 Report and Order ¶¶ 24-34); D. The failure of a sender to comply with the Opt-Out Notice Requirements precludes the sender from claiming that a recipient gave “prior express invitation or permission” to receive the sender’s fax (See Report and Order ¶ 48). As a result thereof, a sender of a faxed advertisement who fails to comply with the Opt- Out Notice Requirements has, by definition, transmitted an unsolicited advertisement under the JFPA. This is because such a sender can neither claim that the recipients of the faxed advertisement gave “prior express invitation or permission” to receive the fax nor can the sender claim the exemption from liability contained in § (b)(C)(1) of the Act. 29. The Fax. Defendants sent the advertisement on or about August 12, 2015, via facsimile transmission from telephone facsimile machines, computers, or other devices to the telephone lines and facsimile machines of Plaintiff and members of the Plaintiff Class. The Fax constituted an advertisement under the Act. Defendants failed to comply with the Opt-Out Requirements in connection with the Fax. The Fax was transmitted to persons or entities without their prior express invitation or permission and/or Defendants are precluded from asserting any prior express invitation or permission or that Defendants had an established business relationship with Plaintiff and other members of the class, because of the failure to comply with the Opt-Out Notice Requirements. By virtue thereof, Defendants violated the JFPA and the regulations promulgated thereunder by sending the Fax via facsimile transmission to Plaintiff and members of the Class. Plaintiff seeks to certify a class which includes this Fax and all others sent during the four years prior to the filing of this case through the present. Case: 2:16-cv-01151-EAS-KAJ Doc #: 1 Filed: 12/07/16 Page: 11 of 14 PAGEID #: 1 12 30. Defendants’ Other Violations. Plaintiff is informed and believes, and upon such information and belief avers, that during the period preceding four years of the filing of this Complaint and repeatedly thereafter, Defendants have sent via facsimile transmission from telephone facsimile machines, computers, or other devices to telephone facsimile machines of members of the Plaintiff Class other faxes that constitute advertisements under the JFPA that were transmitted to persons or entities without their prior express invitation or permission (and/or that Defendants are precluded from asserting any prior express invitation or permission or that Defendants had an established business relationship because of the failure to comply with the Opt-Out Notice Requirements in connection with such transmissions). By virtue thereof, Defendants violated the JFPA and the regulations promulgated thereunder. Plaintiff is informed and believes, and upon such information and belief avers, that Defendants may be continuing to send unsolicited advertisements via facsimile transmission in violation of the JFPA and the regulations promulgated thereunder, and absent intervention by this Court, will do so in the future. 31. The TCPA/JFPA provides a private right of action to bring this action on behalf of Plaintiff and the Plaintiff Class to redress Defendants’ violations of the Act, and provides for statutory damages. 47 U.S.C. § 227(b)(3). The Act also provides that injunctive relief is appropriate. Id. 32. The JFPA is a strict liability statute, so the Defendants are liable to the Plaintiff and the other class members even if their actions were only negligent. 33. The Defendants knew or should have known that (a) the Plaintiff and the other class members had not given prior express invitation or permission for the Defendants or anybody else to fax advertisements about the Defendants’ products, goods or services; (b) the Case: 2:16-cv-01151-EAS-KAJ Doc #: 1 Filed: 12/07/16 Page: 12 of 14 PAGEID #: 1 13 Plaintiff and the other class members did not have an established business relationship; (c) Defendants transmitted advertisements; (d) the Faxes did not contain the required Opt-Out Notice; and (e) Defendants’ transmission of advertisements that did not contain the required opt- out notice or were sent without prior express invitation or permission was unlawful. 34. The Defendants’ actions caused damages to the Plaintiff and the other class members. Receiving the Defendants’ junk faxes caused Plaintiff and the other recipients to lose paper and toner consumed in the printing of the Defendants’ faxes. Moreover, the Defendants’ faxes used the Plaintiff's and the other class members’ telephone lines and fax machine. The Defendants’ faxes cost the Plaintiff and the other class members time, as the Plaintiff and the other class members and their employees wasted their time receiving, reviewing and routing the Defendants’ unauthorized faxes. That time otherwise would have been spent on the Plaintiff's and the other class members’ business activities. The Defendants’ faxes unlawfully interrupted the Plaintiff's and other class members’ privacy interests in being left alone. WHEREFORE, Plaintiff, PROGRESSIVE HEALTH AND REHAB CORP., individually and on behalf of all others similarly situated, demands judgment in its favor and against Defendants, STRATEGY ANESTHESIA LLC and JOHN DOES 1-5, jointly and severally, as follows: A. That the Court adjudge and decree that the present case may be properly maintained as a class action, appoint the Plaintiff as the representative of the class, and appoint the Plaintiff’s counsel as counsel for the class; B. That the Court award actual monetary loss from such violations or the sum of five hundred dollars ($500.00) for each violation, whichever is greater, and that the Court award treble damages of $1,500.00 if the violations are deemed “willful or knowing”; Case: 2:16-cv-01151-EAS-KAJ Doc #: 1 Filed: 12/07/16 Page: 13 of 14 PAGEID #: 1 14 C. That Court enjoin the Defendants from additional violations; and D. That the Court award pre-judgment interest, costs, and such further relief as the Court may deem just and proper. Respectfully submitted,

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2.0 guidelines; c. Regularly test user accessibility by blind or vision-impaired persons to ensure that Defendant’s Website complies under the WCAG 2.0 guidelines; and, d. Develop an accessibility policy that is clearly disclosed on Defendant’s Websites, with contact information for users to report accessibility-related problems. 20. Defendant is a jewelry retailer that operates H. STERN Stores (hereinafter its “Stores”) as well as the H. STERN website, offering features which should allow all consumers to access the goods and services which Defendant offers in connection with their physical locations. 21. Defendant operates H. STERN Stores in New York City, including its Store located at 645 5th Avenue, New York, NY 10022. 22. These Stores constitute places of public accommodation. Defendant’s Stores provide to the public important goods and services. Defendant’s Website provides consumers with access to an array of goods and services including Store locations and hours, the ability to browse and purchase jewelry, including rings, necklaces, bracelets, earrings, gifts, sale items, promotional information, and related goods and services. 24. It is, upon information and belief, Defendant’s policy and practice to deny Plaintiff, along with other blind or visually-impaired users, access to Defendant’s website, and to therefore specifically deny the goods and services that are offered and integrated with Defendant’s Stores. Due to Defendant’s failure and refusal to remove access barriers to its website, Plaintiff and visually-impaired persons have been and are still being denied equal access to Defendant’s Stores and the numerous goods and services and benefits offered to the public through the Website. 25. Plaintiff is a visually-impaired and legally blind person, who cannot use a computer without the assistance of screen-reading software. Plaintiff is, however, a proficient JAWS screen-reader user and uses it to access the Internet. Plaintiff has visited the Website on separate occasions using the JAWS screen-reader. 28. Due to the inaccessibility of Defendant’s Website, blind and visually-impaired customers such as Plaintiff, who need screen-readers, cannot fully and equally use or enjoy the facilities, products, and services Defendant offers to the public on its Website. The access barriers Plaintiff encountered have caused a denial of Plaintiff’s full and equal access in the past, and now deter Plaintiff on a regular basis from accessing the Website. 29. These access barriers on Defendant’s Website have deterred Plaintiff from visiting Defendant’s physical locations and enjoying them equal to sighted individuals because: Plaintiff was unable to find the location and hours of operation of Defendant’s physical Stores on its Website and other important information, preventing Plaintiff from visiting the locations to take advantage of the goods and services that it provides to the public. 30. If the Website was equally accessible to all, Plaintiff could independently navigate the Website and complete a desired transaction as sighted individuals do. 31. Through her attempts to use the Website, Plaintiff has actual knowledge of the access barriers that make these services inaccessible and independently unusable by blind and visually-impaired people. 33. Defendant therefore uses standards, criteria or methods of administration that have the effect of discriminating or perpetuating the discrimination of others, as alleged herein. 34. The ADA expressly contemplates the injunctive relief that Plaintiff seeks in this action. In relevant part, the ADA requires: In the case of violations of . . . this title, injunctive relief shall include an order to alter facilities to make such facilities readily accessible to and usable by individuals with disabilities . . . Where appropriate, injunctive relief shall also include requiring the . . . modification of a policy . . . 42 U.S.C. § 12188(a)(2). 36. If the Website was accessible, Plaintiff and similarly situated blind and visually- impaired people could independently view service items, locate Defendant’s physical locations and hours of operation, shop for and otherwise research related goods and services available via the Website. 37. Although Defendant may currently have centralized policies regarding maintaining and operating its Website, Defendant lacks a plan and policy reasonably calculated to make them fully and equally accessible to, and independently usable by, blind and other visually-impaired consumers. 39. Without injunctive relief, Plaintiff and other visually-impaired consumers will continue to be unable to independently use the Website, violating their rights. 40. Plaintiff, on behalf of herself and all others similarly situated, seeks to certify a nationwide class under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the United States who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of goods and services offered in Defendant’s physical locations, during the relevant statutory period. 41. Plaintiff, on behalf of herself and all others similarly situated, seeks certify a New York State subclass under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the State of New York who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of goods and services offered in Defendant’s physical locations, during the relevant statutory period. 42. Plaintiff, on behalf of herself and all others similarly situated, seeks certify a New York City subclass under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the City of New York who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of goods and services offered in Defendant’s physical locations, during the relevant statutory period. 44. Plaintiff’s claims are typical of the Class. The Class, similarly to the Plaintiff, are severely visually impaired or otherwise blind, and claim that Defendant has violated the ADA, NYSYRHL or NYCHRL by failing to update or remove access barriers on its Website so either can be independently accessible to the Class. 45. Plaintiff will fairly and adequately represent and protect the interests of the Class Members because Plaintiff has retained and is represented by counsel competent and experienced in complex class action litigation, and because Plaintiff has no interests antagonistic to the Class Members. Class certification of the claims is appropriate under Fed. R. Civ. P. 23(b)(2) because Defendant has acted or refused to act on grounds generally applicable to the Class, making appropriate both declaratory and injunctive relief with respect to Plaintiff and the Class as a whole. 47. Judicial economy will be served by maintaining this lawsuit as a class action in that it is likely to avoid the burden that would be otherwise placed upon the judicial system by the filing of numerous similar suits by people with visual disabilities throughout the United States. 48. Plaintiff, on behalf of herself and the Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 49. Section 302(a) of Title III of the ADA, 42 U.S.C. § 12101 et seq., provides: No individual shall be discriminated against on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, or accommodations of any place of public accommodation by any person who owns, leases (or leases to), or operates a place of public accommodation. 42 U.S.C. § 12182(a). 50. Defendant’s Stores are public accommodations within the definition of Title III of the ADA, 42 U.S.C. § 12181(7). Defendant’s Website is a service, privilege, or advantage of Defendant’s Stores. The Website is a service that is integrated with these locations. 51. Under Section 302(b)(1) of Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities the opportunity to participate in or benefit from the products, services, facilities, privileges, advantages, or accommodations of an entity. 42 U.S.C. § 12182(b)(1)(A)(i). 53. Under Section 302(b)(2) of Title III of the ADA, unlawful discrimination also includes, among other things: [A] failure to make reasonable modifications in policies, practices, or procedures, when such modifications are necessary to afford such goods, services, facilities, privileges, advantages, or accommodations to individuals with disabilities, unless the entity can demonstrate that making such modifications would fundamentally alter the nature of such goods, services, facilities, privileges, advantages or accommodations; and a failure to take such steps as may be necessary to ensure that no individual with a disability is excluded, denied services, segregated or otherwise treated differently than other individuals because of the absence of auxiliary aids and services, unless the entity can demonstrate that taking such steps would fundamentally alter the nature of the good, service, facility, privilege, advantage, or accommodation being offered or would result in an undue burden. 42 U.S.C. § 12182(b)(2)(A)(ii)-(iii). 54. The acts alleged herein constitute violations of Title III of the ADA, and the regulations promulgated thereunder. Plaintiff, who is a member of a protected class of persons under the ADA, has a physical disability that substantially limits the major life activity of sight within the meaning of 42 U.S.C. §§ 12102(1)(A)-(2)(A). Furthermore, Plaintiff has been denied full and equal access to the Website, has not been provided services that are provided to other patrons who are not disabled, and has been provided services that are inferior to the services provided to non-disabled persons. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 56. Plaintiff, on behalf of herself and the New York State Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 57. N.Y. Exec. Law § 296(2)(a) provides that it is “an unlawful discriminatory practice for any person, being the owner, lessee, proprietor, manager, superintendent, agent or employee of any place of public accommodation . . . because of the . . . disability of any person, directly or indirectly, to refuse, withhold from or deny to such person any of the accommodations, advantages, facilities or privileges thereof.” 58. Defendant’s physical locations are located in State of New York and throughout the United States and constitute sales establishments and public accommodations within the definition of N.Y. Exec. Law § 292(9). Defendant’s Website is a service, privilege or advantage of Defendant. Defendant’s Website is a service that is by and integrated with these physical locations. 59. Defendant is subject to New York Human Rights Law because it owns and operates its physical locations and Website. Defendant is a person within the meaning of N.Y. Exec. Law § 292(1). 60. Defendant is violating N.Y. Exec. Law § 296(2)(a) in refusing to update or remove access barriers to its Website, causing its Website and the services integrated with Defendant’s physical locations to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, services that Defendant makes available to the non-disabled public. 62. Under N.Y. Exec. Law § 296(2)(c)(ii), unlawful discriminatory practice also includes, “a refusal to take such steps as may be necessary to ensure that no individual with a disability is excluded or denied services because of the absence of auxiliary aids and services, unless such person can demonstrate that taking such steps would fundamentally alter the nature of the facility, privilege, advantage or accommodation being offered or would result in an undue burden.” 63. Readily available, well-established guidelines exist on the Internet for making websites accessible to the blind and visually impaired. These guidelines have been followed by other large business entities and government agencies in making their website accessible, including but not limited to: adding alt-text to graphics and ensuring that all functions can be performed using a keyboard. Incorporating the basic components to make its Website accessible would neither fundamentally alter the nature of Defendant’s business nor result in an undue burden to Defendant. 65. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 66. Defendant discriminates, and will continue in the future to discriminate against Plaintiff and New York State Sub-Class Members on the basis of disability in the full and equal enjoyment of the products, services, facilities, privileges, advantages, accommodations and/or opportunities of Defendant’s Website and its physical locations under § 296(2) et seq. and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and the Sub-Class Members will continue to suffer irreparable harm. 67. Defendant’s actions were and are in violation of New York State Human Rights Law and therefore Plaintiff invokes her right to injunctive relief to remedy the discrimination. 68. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines under N.Y. Exec. Law § 297(4)(c) et seq. for each and every offense. 69. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 71. Plaintiff, on behalf of herself and the New York State Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 72. Plaintiff served notice thereof upon the attorney general as required by N.Y. Civil Rights Law § 41. 73. N.Y. Civil Rights Law § 40 provides that “all persons within the jurisdiction of this state shall be entitled to the full and equal accommodations, advantages, facilities and privileges of any places of public accommodations, resort or amusement, subject only to the conditions and limitations established by law and applicable alike to all persons. No persons, being the owner, lessee, proprietor, manager, superintendent, agent, or employee of any such place shall directly or indirectly refuse, withhold from, or deny to any person any of the accommodations, advantages, facilities and privileges thereof . . .” 74. N.Y. Civil Rights Law § 40-c(2) provides that “no person because of . . . disability, as such term is defined in section two hundred ninety-two of executive law, be subjected to any discrimination in his or her civil rights, or to any harassment, as defined in section 240.25 of the penal law, in the exercise thereof, by any other person or by any firm, corporation or institution, or by the state or any agency or subdivision.” 76. Defendant is subject to New York Civil Rights Law because it owns and operates its physical locations and Website. Defendant is a person within the meaning of N.Y. Civil Law § 40-c(2). 77. Defendant is violating N.Y. Civil Rights Law § 40-c(2) in refusing to update or remove access barriers to its Website, causing its Website and the goods and services integrated with Defendant’s physical locations to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, goods and services that Defendant makes available to the non-disabled public. 78. N.Y. Civil Rights Law § 41 states that “any corporation which shall violate any of the provisions of sections forty, forty-a, forty-b or forty-two . . . shall for each and every violation thereof be liable to a penalty of not less than one hundred dollars nor more than five hundred dollars, to be recovered by the person aggrieved thereby . . .” 79. Under NY Civil Rights Law § 40-d, “any person who shall violate any of the provisions of the foregoing section, or subdivision three of section 240.30 or section 240.31 of the penal law, or who shall aid or incite the violation of any of said provisions shall for each and every violation thereof be liable to a penalty of not less than one hundred dollars nor more than five hundred dollars, to be recovered by the person aggrieved thereby in any court of competent jurisdiction in the county in which the defendant shall reside ...” 81. Defendant discriminates, and will continue in the future to discriminate against Plaintiff and New York State Sub-Class Members on the basis of disability are being directly or indirectly refused, withheld from, or denied the accommodations, advantages, facilities and privileges thereof in § 40 et seq. and/or its implementing regulations. 82. Plaintiff is entitled to compensatory damages of five hundred dollars per instance, as well as civil penalties and fines under N.Y. Civil Law § 40 et seq. for each and every offense. 83. Plaintiff, on behalf of herself and the New York City Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 84. N.Y.C. Administrative Code § 8-107(4)(a) provides that “It shall be an unlawful discriminatory practice for any person, being the owner, lessee, proprietor, manager, superintendent, agent or employee of any place or provider of public accommodation, because of . . . disability . . . directly or indirectly, to refuse, withhold from or deny to such person, any of the accommodations, advantages, facilities or privileges thereof.” 85. Defendant’s locations are sales establishments and public accommodations within the definition of N.Y.C. Admin. Code § 8-102(9), and its Website is a service that is integrated with its establishments. 87. Defendant is violating N.Y.C. Administrative Code § 8-107(4)(a) in refusing to update or remove access barriers to Website, causing its Website and the services integrated with its physical locations to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, products, and services that Defendant makes available to the non-disabled public. 88. Defendant is required to “make reasonable accommodation to the needs of persons with disabilities . . . any person prohibited by the provisions of [§ 8-107 et seq.] from discriminating on the basis of disability shall make reasonable accommodation to enable a person with a disability to . . . enjoy the right or rights in question provided that the disability is known or should have been known by the covered entity.” N.Y.C. Admin. Code § 8-107(15)(a). 89. Defendant’s actions constitute willful intentional discrimination against the Sub- Class on the basis of a disability in violation of the N.Y.C. Administrative Code § 8-107(4)(a) and § 8-107(15)(a) in that Defendant has: a. constructed and maintained a website that is inaccessible to blind class members with knowledge of the discrimination; and/or b. constructed and maintained a website that is sufficiently intuitive and/or obvious that is inaccessible to blind class members; and/or c. failed to take actions to correct these access barriers in the face of substantial harm and discrimination to blind class members. 91. As such, Defendant discriminates, and will continue in the future to discriminate against Plaintiff and members of the proposed class and subclass on the basis of disability in the full and equal enjoyment of the products, services, facilities, privileges, advantages, accommodations and/or opportunities of its Website and its establishments under § 8-107(4)(a) and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and members of the class will continue to suffer irreparable harm. 92. Defendant’s actions were and are in violation of the NYCHRL and therefore Plaintiff invokes her right to injunctive relief to remedy the discrimination. 93. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines under N.Y.C. Administrative Code § 8-120(8) and § 8-126(a) for each offense as well as punitive damages pursuant to § 8-502. 94. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 95. Under N.Y.C. Administrative Code § 8-120 and § 8-126 and the remedies, procedures, and rights set forth and incorporated therein Plaintiff prays for judgment as set forth below. 96. Plaintiff, on behalf of herself and the Class and New York State and City Sub- Classes Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 98. A judicial declaration is necessary and appropriate at this time in order that each of the parties may know their respective rights and duties and act accordingly. DECLARATORY RELIEF Defendant’s Barriers on Its Website VIOLATIONS OF THE NYSHRL VIOLATIONS OF THE ADA, 42 U.S.C. § 1281 et seq. VIOLATION OF THE NEW YORK STATE CIVIL RIGHTS LAW VIOLATIONS OF THE NYCHRL

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19. Symantec Corporation provides security, storage, and systems management solutions to help businesses and consumers secure and manage their information. The Company offers software and services that protect, manage, and control information risks related to security, data protection, storage, compliance, and management. Materially False and Misleading Statements Issued During the Class Period 21. The 2017 10-K stated in relevant part: Our management has concluded that, as of March 31, 2017, our internal control over financial reporting was effective at the reasonable assurance level based on these criteria. The Company’s independent registered public accounting firm has issued an attestation report regarding its assessment of the Company’s internal control over financial reporting as of March 31, 2017, which is included in Part IV, Item 15 of this annual report. c) Changes in Internal Control over Financial Reporting There were no changes in our internal control over financial reporting during the quarter ended March 31, 2017, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. 22. On August 4, 2017, Symantec filed a Quarterly Report on Form 10-Q with the SEC, announcing the Company’s financial and operating results for the quarter ended June 30, 2017 (“Q1 2018 10-Q”). The Q1 2018 10-Q was signed by Defendants Clark and Noviello. The Q1 2018 10-Q contained signed certifications pursuant to SOX by Defendants Clark and Noviello attesting to the accuracy of financial reporting, the disclosure of any material changes to the Company’s internal control over financial reporting and the disclosure of all fraud. 24. On August 16, 2017, the Company filed a Schedule 14A with the SEC (the “2017 Proxy Statement”), which set forth the Company’s Executive Compensation practices and philosophy. The 2017 Proxy Statement stated that the Company’s Executive Compensation programs provide “direct alignment with stockholders” and that the Company uses “responsible pay policies to reinforce strong governance and enhance stockholder alignment.” The 2017 Proxy Statement discussion of executive compensation states, in relevant part: 36. Plaintiff brings this action as a class action pursuant to Federal Rule of Civil Procedure 23(a) and (b)(3) on behalf of a Class, consisting of all those who purchased or otherwise acquired Symantec securities traded on the NASDAQ during the Class Period (the “Class”); and were damaged upon the revelation of the alleged corrective disclosures. Excluded from the Class are Defendants herein, the officers and directors of the Company, at all relevant times, members of their immediate families and their legal representatives, heirs, successors or assigns and any entity in which Defendants have or had a controlling interest. 38. Plaintiff’s claims are typical of the claims of the members of the Class as all members of the Class are similarly affected by Defendants’ wrongful conduct in violation of federal law that is complained of herein. 39. Plaintiff will fairly and adequately protect the interests of the members of the Class and has retained counsel competent and experienced in class and securities litigation. Plaintiff has no interests antagonistic to or in conflict with those of the Class. 40. Common questions of law and fact exist as to all members of the Class and predominate over any questions solely affecting individual members of the Class. Among the questions of law and fact common to the Class are:  whether the federal securities laws were violated by Defendants’ acts as alleged herein;  whether statements made by Defendants to the investing public during the Class Period misrepresented material facts about the financial condition, business, operations, and management of Symantec;  whether Defendants caused Symantec to issue false and misleading financial statements during the Class Period;  whether Defendants acted knowingly or recklessly in issuing false and misleading financial statements;  whether the prices of Symantec securities during the Class Period were artificially inflated because of Defendants’ conduct complained of herein; and  whether the members of the Class have sustained damages and, if so, what is the proper measure of damages. 42. Plaintiff will rely, in part, upon the presumption of reliance established by the fraud-on- the-market doctrine in that:  Defendants made public misrepresentations or failed to disclose material facts during the Class Period;  the omissions and misrepresentations were material;  Symantec securities are traded in efficient markets;  the Company’s shares were liquid and traded with moderate to heavy volume during the Class Period;  the Company traded on the NASDAQ, and was covered by multiple analysts;  the misrepresentations and omissions alleged would tend to induce a reasonable investor to misjudge the value of the Company’s securities; and  Plaintiff and members of the Class purchased and/or sold Symantec securities between the time the Defendants failed to disclose or misrepresented material facts and the time the true facts were disclosed, without knowledge of the omitted or misrepresented facts. 43. Based upon the foregoing, Plaintiff and the members of the Class are entitled to a presumption of reliance upon the integrity of the market. 44. Alternatively, Plaintiff and the members of the Class are entitled to the presumption of reliance established by the Supreme Court in Affiliated Ute Citizens of the State of Utah v. United States, 406 U.S. 128, 92 S. Ct. 2430 (1972), as Defendants omitted material information in their Class Period statements in violation of a duty to disclose such information, as detailed above. 45. Plaintiff repeats and realleges each and every allegation contained above as if fully set forth herein. 46. This Count is asserted against Symantec and the Individual Defendants and is based upon Section 10(b) of the Exchange Act, 15 U.S.C. § 78j(b), and Rule 10b-5 promulgated thereunder by the SEC. 47. During the Class Period, Symantec and the Individual Defendants, individually and in concert, directly or indirectly, disseminated or approved the false statements specified above, which they knew or deliberately disregarded were misleading in that they contained misrepresentations and failed to disclose material facts necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading. 48. Symantec and the Individual Defendants violated §10(b) of the 1934 Act and Rule 10b-5 in that they:  employed devices, schemes and artifices to defraud;  made untrue statements of material facts or omitted to state material facts necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading; or  engaged in acts, practices and a course of business that operated as a fraud or deceit upon plaintiff and others similarly situated in connection with their purchases of Symantec securities during the Class Period. 50. Individual Defendants, who are the senior officers and/or directors of the Company, had actual knowledge of the material omissions and/or the falsity of the material statements set forth above, and intended to deceive Plaintiff and the other members of the Class, or, in the alternative, acted with reckless disregard for the truth when they failed to ascertain and disclose the true facts in the statements made by them or other Symantec personnel to members of the investing public, including Plaintiff and the Class. 51. As a result of the foregoing, the market price of Symantec securities was artificially inflated during the Class Period. In ignorance of the falsity of Symantec’s and the Individual Defendants’ statements, Plaintiff and the other members of the Class relied on the statements described above and/or the integrity of the market price of Symantec securities during the Class Period in purchasing Symantec securities at prices that were artificially inflated as a result of Symantec’s and the Individual Defendants’ false and misleading statements. 52. Had Plaintiff and the other members of the Class been aware that the market price of Symantec securities had been artificially and falsely inflated by Symantec’s and the Individual Defendants’ misleading statements and by the material adverse information which Symantec’s and the Individual Defendants did not disclose, they would not have purchased Symantec’s securities at the artificially inflated prices that they did, or at all. 53. As a result of the wrongful conduct alleged herein, Plaintiff and other members of the Class have suffered damages in an amount to be established at trial. 55. Plaintiff repeats and realleges each and every allegation contained in the foregoing paragraphs as if fully set forth herein. 56. During the Class Period, the Individual Defendants participated in the operation and management of Symantec, and conducted and participated, directly and indirectly, in the conduct of Symantec’s business affairs. Because of their senior positions, they knew the adverse non-public information regarding the Company’s inadequate internal safeguards in data security protocols. 57. As officers and/or directors of a publicly owned company, the Individual Defendants had a duty to disseminate accurate and truthful information with respect to Symantec’s financial condition and results of operations, and to correct promptly any public statements issued by Symantec which had become materially false or misleading. 59. By reason of the above conduct, the Individual Defendants are liable pursuant to Section 20(a) of the Exchange Act for the violations committed by Symantec. Background Violation of Section 20(a) of The Exchange Act Against The Individual Defendants

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(In the Alternative to Count I) UNJUST ENRICHMENT On Behalf of the National Class 24. Throughout the period of March 3, 2012, through the present, Defendant systematically marketed and advertised the Products as “All Natural” on the Products packaging. 25. Defendant prominently placed the words “All Natural” on the front of every package of the Products, as illustrated in the representative image in Figure 1. Figure 1. 6 26. Defendant prominently features the “All Natural” representation on each of the Great Value pita chips in a central location and in all capitalized letters. 27. Additionally, Defendant prominently features an “All Natural” stamp on each of its Great Value pita chip labels, as illustrated (and magnified) in the representative image in Figure 2. Figure 2. 28. By consistently and systematically marketing and advertising the Product as “All Natural” on the Product’s packaging throughout the period of March 3, 2012, through the present and throughout the United States, Defendants ensured that all consumers purchasing the Product would be, and all consumers purchasing the Product were, exposed to Defendant’s misrepresentation that the Product is “All Natural”. Defendant’s Product Contain Other Synthetic, Artificial and/or Highly Processed Ingredients, All of Which Are Not Natural 29. The Product contain a variety of other synthetic, artificial, and or heavily processed, unnatural ingredients, including, enriched wheat flour, niacin, thiamine mononitrate and folic acid. 30. Enriched Wheat Flour is a highly processed form of wheat flour that has been rendered into an artificial, unnatural ingredient. Enriched wheat flour is formed when wheat seeds are ground to remove the outer layer of the seed and rend a fine light brown or yellowish 7 flour. During this process, almost all nutrients are removed from the flour, leaving a product that is void of its natural nutritional properties. The flour is then synthetically bleached with chemical additives, such as benzoyl peroxide or chlorine, to give it an artificial, unnatural white color. After bleaching, the flour then has synthetic substances added to it in an attempt to restore nutritional value to the product. Several of these synthetic substances, all of which are included in the Products contain enriched wheat flour, and are described in more detail below: a. Niacin is a synthetic form of vitamin B3 formed from 3-methylpyridine. b. Thiamine Mononitrate (C12H17N5O4S) is a mononitrate salt of thiamine. It is chemically distinct from thiamine (vitamin B1), C12H17N5O4OS. Thiamine Mononitrate is a synthetic substance prepared from thiamine hydrochloride (also synthetic) by dissolving the hydrochloride salt in alkaline solution followed by precipitation of the nitrate half-salt with stoichiometric amount of nitric acid.4 c. Folic Acid is the chemical N-[4-[[(2-amino-1, 4-dihydro-4-oxo-6- pteridinyl)methyl]amino]benzoyl]-Lglutamic acid.5 Folic Acid is synthetically created. Folic acid differs from natural folate in numerous respects, including shelf life and bio-availability. The molecular structure of folic acid is also different from that of natural folate. 31. Discovery is necessary to uncover the true nature of other ingredients in Defendant’s Product. 32. Despite the presence of all of the above-listed unnatural artificial and synthetic ingredients in Defendant’s Product, Defendant markets the Product as “All Natural”. Defendant Deceptively Markets the Products as “ALL NATURAL” to Induce Consumers, Including Plaintiff and the Class Members, to Purchase the Product 33. According to Consumers Union, “Eighty-six percent of consumers expect a ‘natural’ label to mean processed foods do not contain any artificial ingredients.”6 51. Plaintiff brings this action as a class action pursuant to Fed. R. Civ. P. 23, on behalf of a National Class defined as: All persons who, between March 3, 2012 and the present purchased one or more bags of “Great Value All Natural PITA CHIPS” at a Walmart store located in the United States or online at www.walmart.com. 52. Plaintiff also brings this action as a class action pursuant to Fed. R. Civ. P. 23 on behalf of all Illinois Sub-Class defined as: All persons who, between March 3, 2014 and the present purchased one or more bags of “Great Value All Natural PITA CHIPS” at a Walmart store located in Illinois or online at www.walmart.com while in Illinois. 53. The members of the class and sub-class for whose benefit this action is brought are so numerous that joinder of all members is impracticable. 11 54. Upon information and belief, the proposed National Class and the proposed Illinois Sub-Class are each composed of many thousands of persons. 55. No violations alleged in this complaint are a result of any oral communications or individualized interaction of any kind between class members and Defendant. 56. Rather, all claims in this matter arise from the identical, false, written affirmative statements on the Product label as outlined in detail herein. 57. There are common questions of law and fact affecting the rights of all National Class members and Illinois Sub-Class members, including, inter alia, the following: a. Whether the Product is All-Natural; b. Whether Defendant’s act in labeling the Product “ALL NATURAL” was a false, affirmative statement of fact; c. Whether Defendant was aware that the Product contained unnatural artificial and synthetic ingredients; and d. The date Defendant became aware that the Product contained unnatural artificial and synthetic ingredients. 58. In addition, there are common questions of law and fact affecting the rights of all Illinois Sub-Class members, including, inter alia, the following: a. Whether Defendant’s actions, as outlined herein, violated the Illinois Consumer Fraud and Deceptive Business Practices Act; 815 ILCS 505/1 et seq.; b. Whether, by the facts alleged herein, Defendant breached an express or implied warranty under Illinois common law; c. Whether an implied contract for the purchase of goods existed between Defendant and each member of the Illinois Sub-Class under Illinois common law; and d. Whether Defendant’s actions, as outlined herein, breached that implied contract and/or the implied covenant of good faith and fair dealing that was part of such contract under Illinois common law. 59. Plaintiff is a member of the class and sub-class she seeks to represent. 12 60. The claims of Plaintiff are not only typical of all class and sub-class members, they are identical. 61. All claims of Plaintiff and the class and sub-class arise from the same identical, false, written statement of affirmative fact on the Product label as described herein. 62. All claims of Plaintiff and the class and sub-class are based on the same legal theories. 63. Plaintiff has no interest antagonistic to, or in conflict with, the class or sub-class. 64. Plaintiff will thoroughly and adequately protect the interests of the class and sub- class, having retained qualified and competent legal counsel to represent herself and the class and sub-class. 65. Defendant has acted and refused to act on grounds generally applicable to the class and sub-class, thereby making appropriate injunctive and declaratory relief for the class as a whole. 66. The prosecution of separate actions by individual class members would create a risk of inconsistent or varying adjudications. 67. A class action is the only practical, available method for the fair and efficient adjudication of the controversy since, inter alia, the damages suffered by each class member were less than $4.00 per bag of the Product purchased and, as such, individual actions are not economically feasible. 68. Common questions will predominate, and there will be no unusual manageability issues. 13 69. Plaintiff re-alleges and incorporates by reference paragraphs 1-68 of this complaint as if set forth fully herein. 70. Plaintiff brings this claim individually and on behalf of the National Class. Plaintiff and each member of the National Class formed a contract with Defendant at the time Plaintiff and the other members of the National Class purchased Defendant’s Product. 71. Defendant sold the Product in its regular course of business. 72. Plaintiff and the members of the National Class purchased the Product. 73. The written, capitalized and uniformly-worded label on the Product, along with the stamped written label on the Product constituted an express warranty provided to all purchasers of the Product under the law of each state in the United States in which the Product was sold. 74. Defendant’s written affirmation of fact, promises, and/or descriptions on the Product label were part of that express warranty under the laws of each state in the United States in which the Product was sold. 75. By the acts alleged herein, Defendant breached that warranty because the Product cannot and does not conform to the properties Defendant represented on the label. 76. All conditions precedent to seeking liability under this claim for breach of warranty have been performed by or on behalf of Plaintiff and the members of the National Class in terms of paying for the goods at issue. 77. Defendant had actual and/or constructive notice of the false labeling information and to date has taken no action to remedy its breaches of warranty. 14 78. By placing the Product into the stream of commerce, by operation of law in each state in the United States, Defendant also impliedly warranted to Plaintiff and the members of the National Class that the Product was accurately labeled in conformance with the law. 79. Defendant’s breaches of warranty have caused Plaintiff and the members of the National Class to suffer injuries by paying for falsely labeled products. As a direct and proximate result of Defendant’s breaches of warranty, Plaintiff and the members of the National Class have suffered damages and continue to suffer damages, including economic damages in terms of the difference between the value of the Product as promised and the value of the Product as delivered. 80. As a result of the breach of these warranties, Plaintiff and the members of the National Class are entitled to legal and equitable relief including damages, costs, attorneys’ fees, rescission, and/or other relief as deemed appropriate, for an amount to compensate them for not receiving the benefit of their bargain. 81. Plaintiff re-alleges and incorporates by reference paragraphs 1-68 of this complaint as if set forth fully herein. 82. Plaintiff brings this claim individually and on behalf of the National Class. 83. Plaintiff and the members of the National Class have conferred substantial benefits on Defendant by purchasing the Product, and Defendant has knowingly and willingly accepted and enjoyed these benefits. 84. Defendant received these benefits as a result of its uniform deceptive marketing of the Product. 15 85. Defendant either knew or should have known that the payments rendered by Plaintiff and the members of the National Class were given and received with the expectation that the Product would be as represented and warranted, free of any artificial or synthetic ingredients. 86. Under the common law of unjust enrichment in every state in the United States where the Product was sold, it would be inequitable for Defendant to retain the benefit of payments under these circumstances and such retention constitutes unjust enrichment. 87. Under the law of every state in the United States where the Product was sold, both law and equity demand disgorgement of Defendant’s ill-gotten gains. 88. As a direct and proximate result of Defendant’s wrongful conduct and unjust enrichment, Plaintiff and the members of the National Class are entitled to restitution from Defendant and institution of a constructive trust disgorging all profits, benefits, and other compensation obtained by Defendant. 89. Plaintiff re-alleges and incorporates by reference paragraphs 1-68 of this complaint as if set forth fully herein. 90. Plaintiff asserts this claim on behalf of herself and on behalf of the Illinois Sub- Class, pursuant to the Illinois Consumer Fraud and Deceptive Business Practices Act, 815 ILCS 505/1 et seq. (the “ICFA”). 91. Section 2 of the ICFA provides in pertinent part: Unfair methods of competition and unfair or deceptive acts or practices, including but not limited to the use or employment of any deception, fraud, false pretense, 16 false promise, misrepresentation or the concealment, suppression or omission of any material fact, with intent that others rely upon the concealment, suppression or omission of any such material fact, or the use or employment of any practice described in Section 2 of the “Uniform Deceptive Trade Practices Act,” approved August 5, 1965, in the conduct of any trade or commerce are hereby declared unlawful whether any person has in fact been misled, deceived or damaged thereby. In construing this section consideration shall be given to the interpretations of the Federal Trade Commission and the federal courts relating to Section 5(a) of the Federal Trade Commission Act. 815 ILCS 505/2 (footnotes omitted). 92. Under the ICFA, the term “consumer” means “any person who purchases or contracts for the purchase of merchandise not for resale in the ordinary course of his trade or business but for his use or that of a member of his household.” 815 ILCS 505/1(e). 93. Under the ICFA, the terms “trade” and “commerce” mean “the advertising, offering for sale, sale, or distribution of any services and any property, tangible or intangible, real, personal or mixed, and any other article, commodity, or thing of value wherever situated, and shall include any trade or commerce directly or indirectly affecting the people of this State.” 815 ILCS 505/1(f). 94. Plaintiff and the Illinois Sub-Class members have standing to assert this claim because they are “consumers” within the meaning of the IFCA, and Defendant addresses its practices to the market generally and otherwise implicates consumer protection concerns. At all relevant times, Defendant conducted “trade” and “commerce” within the meaning of 815 ILCS 505/1(f). 95. As fully alleged above, by advertising, marketing, distributing, and/or selling the Products with claims that they were “All Natural” to Plaintiff and the Illinois Sub-Class members, Defendant violated the ICFA by engaging in, and it continues to violate the ICFA by continuing to engage in, unfair and deceptive acts or practices, since the Products, which are made from artificial and synthetic ingredients, are not natural. 17 96. Defendant’s unlawful, unfair and/or deceptive practices described herein are continuing in nature and are widespread practices. 97. Defendant’s actions, which were willful and wanton, constitute intentional violations of the ICFA. 98. Defendant intended that Plaintiff and the Illinois Sub-Class members rely on the unfair and deceptive acts and omissions alleged herein so that they would buy, and/or continue to buy, Defendant’s Products. BREACH OF EXPRESS WARRANTY On Behalf of the National Class ILLINOIS CONSUMER FRAUD AND DECEPTIVE BUSINESS PRACTICES ACT 815 ILCS 505/1 et seq. On Behalf of the Illinois Sub-Class

lose

10. Millions of consumers purchase cardio equipment to exercise from the convenience of home. Precor, generally considered a premium brand, caters directly to this market, declaring that it “designs and builds premium fitness equipment for effective workouts that feel smooth and natural . . . for nearly three decades, we've driven fitness forward with a passionate focus on ergonomic motion, proven science, and superior engineering. We constantly study and anticipate the needs of the people and organizations we serve, and continually redefine 4 409061.1 the levels of innovation, quality, and service necessary to deliver the very best fitness experiences.”1 11. For many consumers, achieving an optimal heart rate throughout their workout session is a paramount concern. As one prominent fitness website explains: “[w]hen losing weight and improving your cardiovascular health, it all comes down to your heart rate. Monitoring your heart and working out within zones will enhance your overall health and physical performance.” The Mayo Clinic advises that “[i]f you like technology and care about the numbers, a heart rate monitor might be a useful device for you.” FitDay says that heart rate monitoring is “an essential part of any workout.” 12. An article on Precor’s own website even describes the critical significance of staying within specific target zones while exercising: Heart rate training zones help reach fitness and athletic goals more efficiently. The heart responds to exercise by altering the frequency of beats per minute according to the training intensity. An easy way to gain full benefit from an exercise program is to establish heart rate training zones that cover the full range of heart rate responses to exercise. Heart rate training zones bring specificity to training, whether to target improvements in general fitness or weight loss or to develop endurance, speed or power. 13. Heart rate monitoring tools come in all shapes and sizes, from watches to chest straps to handheld grips. Many of these devices can cost several hundred dollars. But Precor allows the consumer the chance to avoid this separate purchase by charging a premium price for treadmills, ellipticals, bicycles, and AMTs equipped with Precor’s “touch sensor heart rate” monitors, already pre-installed and incorporated in its machines. 14. On its website, Precor advertises five treadmill models (the 9.23, 9.27, 9.31, 9.33, and 9.35), eight elliptical models (the 5.21, 5.23, 5.25, 5.31, 5.33, 5.37, 833, and 835), six 1 http://www.precor.com/en-us/about-precor (last visited May 15, 2014). 5 409061.1 stationary bicycles (the 615, 815, and 835, each coming in both upright and recumbent models), and an “Adaptive Motion Trainer” (the AMT 835), all of which incorporate touch sensor heart rate monitoring. 15. For example, the product brochure for the 9.23 Treadmill invites the consumer to “[m]aximize your workout results with touch sensor heart rate monitoring.” The owner’s manual for the 9.23 model advises the consumer to “[k]now your heart rate and your physician recommended heart rate target zone,” cautioning not to use the heart rate programs “until authorized by your physician.” Precor makes the same statements for the 5.21 elliptical, representing that the heart rate monitoring feature can safely be used and relied upon in accordance with a physician’s advised activity level and approved heart rate target range. Similarly, the specifications for the AMT 835 tout its “[h]andheld heart rate sensors located on fixed handlebars for increased accuracy and ease of use by exercisers of all sizes,” and the owner’s manual for the 815 upright bicycle provides the user instructions “to ensure an accurate heart rate readout.” 16. This feature is designed to permit users to maintain a heart rate within their “target zone,” maximizing results and ensuring safe use. For this reason, Precor advises that users keep their “physician-recommended target heart rate zone” in mind when utilizing the heart rate monitoring features. Precor represents that the “[t]ouch rate heart sensors” offer “increased accuracy and ease-of-use by users of all sizes.” 17. Precor consistently touts its products’ touch sensor heart rate monitoring technology in advertisements, product brochures, and on its website and the websites of authorized dealers (including Chicago Home Fitness): 6 409061.1 7 409061.1 8 409061.1 18. Precor’s touch sensor technology, if functioning correctly and as represented, should “measure[] a person’s heart rate by registering the small electrical signals carried across the surface of a person’s skin each time his or her heart contracts,” measuring the signal “at the surface of the skin by electrodes embedded in the hand grips.” 19. In reality, however, Precor’s heart rate technology is plagued with design flaws that prevent the technology from providing accurate heart rate measures, and consumers’ experiences have been contrary to Precor’s explicit representations. The heart rate monitoring systems either do not always work at all or, when they do, provide consistently unreliable and erroneous readings, making Precor’s representations false and misleading. 20. Treadmills, ellipticals, and other cardio equipment incorporate heart rate monitoring systems to provide consumers with a reliable measure of their activity level and to ensure that consumers are able to maintain a level within their necessary or desired target range. As such, the manufacturer/seller’s assertions as to the equipment’s heart rate monitoring capability weighs heavily on the consumer’s decision to make the purchase, and influences the price consumers pay for such fitness equipment. 21. Precor knows or has reason to know that the heart rate monitoring systems incorporated in its fitness machines fail to achieve the results warranted. To represent that these systems will allow the consumer to “[e]xercise to your target heart rate” is deceptive, misleading, and fraudulent. 22. Precor misrepresented its heart rate monitoring technology with the intent and purpose of inducing consumers to purchase its fitness equipment, made numerous material omissions in its literature, and uniformly withheld important information relating to the design, reliability, and performance of its heart rate monitoring technology. 9 409061.1 23. Despite the fact that Precor knew its heart rate technology was defective and would not perform as advertised, warranted, or otherwise expressly represented, Defendant continued to sell the product to the public without correction. 24. Defendant continues to conceal from the public the fact that its heart rate monitoring technology is defective and does not work, despite having received a number of consumer complaints related to that technology. For example, one consumer, writing on Precor’s own website, complains that he is “unable to get a heart rate reading that is anywhere near accurate; I’ve given up on this feature entirely.” Another consumer writes: The heart rate monitor feature does not work . . . [f]or example, I wear a heart rate monitor and the treadmill reads 93 after running for 20 minutes while my heart rate monitor is reading 171! I have tried the heart rate feature multiple times with no success. Yet another writes: I can't seem to get the Heart Rate to measure correctly (I've only managed to have it hit 135 despite running for 12 minutes). I know this is too low because we used to have a professional treadmill at my old apartment building (we just moved out) and I used to hit 155-160. 25. Consumer complaints also indicate that these problems are not generic to all touch sensor monitoring technology across various brands, but rather are specific to Precor’s own technology: The heart rate monitor was another complaint that I had with the Precor. Like many cardio machines, this elliptical has s[il]ver/metal looking sensors on the railing handles. But most of the time, the sensors would not pick up my heart rate at all. The Lifefitness treadmill has the same HR monitors on the movable arms/handles, and while sometimes spotty, I've used them dozens of times and they worked GREAT in comparison to the Precor sensors. 10 409061.1 26. Despite its knowledge of the problem, Precor has continued to misrepresent to consumers that its heart rate monitoring systems will provide reliable results. Consumers would not have purchased Precor’s fitness equipment (or paid the inflated prices charged) had they known that this was not true. 27. Plaintiff is such a consumer. After suffering a heart attack in 2013, Plaintiff had been advised by his physician to purchase a home exercise machine capable of monitoring his heart rate while exercising. Plaintiff was specifically instructed by his physician that he needed to maintain his heart rate within certain parameters while exercising or risk danger to his heath. Upon receiving this advice, Plaintiff went to the marketplace to purchase exercise equipment that provided heart rate monitoring capabilities. Prior to purchasing a Precor treadmill, Plaintiff viewed and relied on Precor’s product specifications – including the specifications regarding heart rate monitoring – which played an integral part in Plaintiff’s decision to purchase Precor’s product over other, similar treadmills on the market. 28. After Plaintiff purchased the Precor treadmill, Plaintiff soon learned that its heart rate monitoring feature did not work. Plaintiff proved unable to obtain an accurate heart rate reading even after multiple attempts. 29. On or about January 8, 2014, Plaintiff called Precor’s customer helpline to complain about the issue. Plaintiff spoke to “Rachel,” who assigned him case number 58675 and transferred him to another representative, “Raymond.” 30. Raymond initially informed Plaintiff that the 9.23 treadmill could be modified for use with a chest strap, which would provide a more accurate heart rate reading. However, in a subsequent telephone conversation shortly thereafter, Raymond informed Plaintiff that Precor was aware of problems with the heart rate monitors in the 9.23 and 9.27 treadmill models and 11 409061.1 was working to improve those models in the future, but a chest strap would neither solve his problem nor provide a more accurate reading. Raymond advised Plaintiff to purchase a “Polar” heart rate monitor, a product costing up to $160, out of his own pocket. 31. After Plaintiff asked to speak with a Precor manager, “Steve” informed him that he should have tested the handgrip monitor prior to making his purchase. 32. In or about January 2014, Plaintiff received a call from Nancy Reamy, Precor’s Head of Customer Relations. Ms. Reamy again told Plaintiff that the defective heart rate monitor was Plaintiff’s own fault because he did not adequately test the handgrips. Ms. Reamy further instructed Plaintiff to purchase a separate heart rate monitor at his own expense. 33. Based on Plaintiff’s experience, Plaintiff is informed and believes that Precor systematically rejects repeated complaints from its customers to provide a solution to the known defects in its heart rate monitoring technology. 34. Precor has full knowledge of the deceptive and misleading nature of its product specifications and advertising materials, but has yet done nothing to compensate its customers for financial losses related to these misrepresentations, or discontinue the use of these deceptive and misleading misrepresentations in its dealings with customers or through third-party retailers. 35. As a direct result of Precor’s actions set forth herein, Plaintiff and the consumers who comprise the Classes who have purchased Precor equipment with heart rate monitoring systems have suffered injuries in fact, have been damaged and have suffered a loss of money or property for having paid thousands of dollars for a product that does not, cannot, and will not work as expected and that is worth less than what the consumer paid. 36. Precor’s misrepresentations and/or material omissions are deceptive, misleading and fraudulent, have caused consumers to purchase Precor equipment with heart rate monitoring 12 409061.1 systems over other models and have caused consumers to pay more for this Precor equipment than they would have but for Precor’s misrepresentations and material omissions. 37. Plaintiff brings this action on behalf of himself and those similarly situated and seeks certification of the following Class against Precor for violations of Illinois state laws and laws of other states that are materially similar to the laws of Illinois (the “Multi-State Class”): Multi-State Class All persons who purchased a Precor fitness machine equipped with a touch sensor heart rate monitor from either Precor or a third- party retailer who are residents of Illinois, Arkansas, California, Colorado, Connecticut, Delaware, the District of Columbia, Florida, Hawaii, Idaho, Maine, Massachusetts, Michigan, Minnesota, Missouri, Montana, Nebraska, Nevada, New Hampshire, New Jersey, New Mexico, New York; North Dakota, Oklahoma, Oregon, Rhode Island, South Dakota, Virginia, Vermont, Washington, West Virginia, and Wisconsin. Excluded from the Class are defendant herein, and any person, firm, trust, corporation, or other entity related to or affiliated with defendants, including, without limitation, persons who are directors of Precor. Also excluded is any judicial officer presiding over this matter and the members of their immediate families and judicial staff. 38. In the alternative, Plaintiff brings this action on behalf of himself and all other similarly situated Illinois-resident purchasers of Precor products with heart rate monitoring systems and seeks certification of the following Class (the “Illinois Resident Class”): Illinois Resident Class All Illinois residents who purchased a Precor fitness machine equipped with a touch sensor heart rate monitor from either Precor or a third-party retailer. Excluded from the Class are defendant herein, and any person, firm, trust, corporation, or other entity related to or affiliated with defendants, including, without limitation, persons who are directors of Precor. Also excluded is any judicial officer presiding over this matter and the members of their immediate families and judicial staff. 13 409061.1 39. Each Class is composed of no fewer than thousands of persons nationwide and is sufficiently numerous for class treatment. The joinder of all Class members individually in one action would be impracticable, and the disposition of their claims in a class action will provide substantial benefits to the parties and the Court. 40. Plaintiff’s claims are typical of the claims of each Class, and Plaintiff has no interests adverse to the interests of other members of the Classes. 41. This dispute raises questions of law and fact that are common to all Class members. Those common questions predominate over questions that arise on an individual basis for Class members. The common questions of law and fact include, without limitation: (a) Whether Precor’s representations, omissions and conduct regarding the marketing and sale of its products with heart rate monitoring systems were misleading or false; (b) Whether Precor engaged in deception in its marketing and sale of products with heart rate monitoring systems; (c) Whether Precor’s representations, omissions and conduct regarding products with heart rate monitoring systems were likely to deceive consumers; (d) Whether Plaintiff and the Class members were deceived by Defendants’ representations, omissions and conduct regarding the Precor products with heart rate monitoring systems; (e) Whether Precor violated the laws alleged herein; (f) Whether the members of the Class have been injured by Precor’s conduct; (g) Whether the members of the Class have sustained damages and are 14 409061.1 entitled to restitution as a result of Precor’s wrongdoing and, if so, what is the proper measure and appropriate formula to be applied in determining such damages and restitution, and; (h) Whether the members of the Class are entitled to injunctive relief. 42. Plaintiff will fairly and adequately represent the Classes and has retained counsel experienced and competent in the prosecution of consumer and class action litigation. Plaintiff anticipates no difficulty in the management of this litigation as a class action. 43. A class action is superior to other available methods for the fair and efficient adjudication of the controversy. A class action will permit a large number of similarly situated persons to prosecute their common claims in a single forum simultaneously, efficiently and without the duplication of effort and expense that numerous individual actions would engender. Class treatment also will permit the adjudication of relatively small claims by many Class members who could not otherwise afford to seek legal redress for the wrongs complained of herein. If a Class action is not permitted, Class members will continue to suffer losses and Precor’s misconduct will continue without proper remedy. 44. Precor has acted and refused to act on grounds generally applicable to each Class, thereby making appropriate final injunctive relief or corresponding declaratory relief with respect to the Classes as a whole. 45. Plaintiff adopts and incorporates by reference paragraphs 1 through 36 as if fully set forth herein. 15 409061.1 46. Plaintiff brings this Count individually and on behalf of the other members of the Multi-State and Illinois Resident Classes defined above. 47. The Illinois Consumer Fraud and Deceptive Business Practices Act (815 ILCS 505/2) prohibits unfair or deceptive acts or practices in connection with any trade or commerce, including, among other things, “the use or employment of any deception, fraud, false pretense, false promise, misrepresentation or the concealment, suppression or omission of any material fact,…whether any person has in fact been misled, deceived, or damaged thereby.” The Act also prohibits suppliers from representing that their goods are of a particular quality or grade that they are not. 48. Defendant’s misrepresentations and material omissions constitute unfair competition or unfair, unconscionable, deceptive, fraudulent or unlawful acts or business practices in violation of the Act and the following State consumer protection statutes, which are materially similar to the Act: Arkansas (Ark. Code § 4-88-101, et seq.); California (Cal. Bus. & Prof. Code § 17200, et seq. and Cal. Civil Code § 1750, et seq.); Colorado (Colo. Rev. Stat. § 6- 1-101, et seq.); Connecticut (Conn. Gen. Stat. § 42-110, et seq.); Delaware (Del. Code tit. 6, § 2511, et seq.); District of Columbia (D.C. Code § 28-3901, et seq.); Florida (Fla. Stat. § 501.201, et seq.); Hawaii (Haw. Rev. Stat. § 480-1, et seq.); Idaho (Idaho Code § 48-601, et seq.); Maine (Me. Rev. Stat. tit. 5 § 205-A, et seq.); Massachusetts (Mass. Gen. Laws Ch. 93A, et seq.); Michigan (Mich. Comp. Laws § 445.901, et seq.); Minnesota (Minn. Stat. § 325F.67, et seq.); Missouri (Mo. Rev. Stat. § 407.010, et seq.); Montana (Mo. Code. § 30-14-101, et seq.); Nebraska (Neb. Rev. Stat. § 59-1601, et seq.); Nevada (Nev. Rev. Stat. § 598.0915, et seq.); New Hampshire (N.H. Rev. Stat. § 358-A:1, et seq.); New Jersey (N.J. Stat. § 56:8-1, et seq.); New Mexico (N.M. Stat. § 57-12-1, et seq.); New York (N.Y. Gen. Bus. Law § 349, et seq.); North 16 409061.1 Dakota (N.D. Cent. Code § 51-15-01, et seq.); Oklahoma (Okla. Stat. tit. 15 § 751, et seq.); Oregon (Or. Rev. Stat. § 646.605, et seq.); Rhode Island (R.I. Gen. Laws § 6-13.1-1, et seq.); South Dakota (S.D. Code Laws § 37-24-1, et seq.); Virginia (VA Code § 59.1-196, et seq.); Vermont (Vt. Stat. tit. 9, § 2451, et seq.); Washington (Wash. Rev. Code § 19.86.010, et seq.); West Virginia (W. Va. Code § 46A-6-101, et seq.); and Wisconsin (Wis. Stat. § 100.18, et seq.). 49. Defendant’s deceptive or unfair practices took place in the course of trade and commerce. 50. Defendant intended for Plaintiff and the Classes to rely on these deceptive and unfair practices when Plaintiff and the Classes purchased a Precor product with a heart rate monitoring system. 51. Plaintiff and the Class have suffered injuries in fact and actual damages, including financial losses resulting from overpayment for Precor products with heart rate monitoring systems due to Defendant’s violations of the Act and the materially similar consumer fraud laws of other states, as alleged herein. These injuries are of the type that the above State consumer protection statutes were designed to prevent and are the direct and proximate result of Defendant’s unlawful conduct. 52. Plaintiff adopts and incorporates by reference paragraphs 1 through 36 as if fully set forth herein. 53. Plaintiff brings this Count individually and on behalf of the members of the Multi-State and Illinois Resident Classes defined above. 17 409061.1 54. As alleged herein, Defendant expressly warranted through advertisements, online marketing and product packaging and labeling that the heart rate monitoring systems on its products would provide an accurate reading of the user’s heart rate. 55. Defendant’s warranties were expressly disclosed to Plaintiff and members of the Classes in advertisements, promotional materials, product packaging and owner’s manuals. Plaintiff and members of the Classes purchased Precor products with heart rate monitoring systems based upon the above-said express warranties, relying on the truthfulness of the express warranties asserted by Defendant in deciding to purchase these products. 56. Defendant expressly warranted its goods to the ultimate consumers and the express warranties were the basis of the bargain. 57. Defendant breached its express warranties by selling a product that either does not work or does not provide an accurate reading of the user’s heart rate. 58. As a direct and proximate result of Defendant’s breach of its express warranties, Plaintiff and the members of the Classes have been injured because: (a) they would not have purchased Precor products with heart rate monitoring systems on the same terms if the true facts concerning those systems’ actual abilities to accurately monitor a user’s heart rate had been known; (b) they paid a price premium due to Precor’s misrepresentation of the products’ abilities to accurately monitor a user’s heart rate; and (c) the Precor products do not accurately monitor a user’s heart rate as promised. 59. Plaintiff adopts and incorporates by reference paragraphs 1 through 36 as if fully set forth herein. 18 409061.1 60. Plaintiff brings this Count individually and on behalf of the members of the Multi-State and Illinois Resident Classes defined above. 61. Defendant, as the designer, manufacturer, marketer, distributor and/or seller, impliedly warranted through advertisements and online marketing that Precor products with heart rate monitoring systems were fit for their intended purpose in that those products would provide an accurate reading of a user’s heart rate. Defendant did so with the intent to induce Plaintiff and members of the Classes to purchase these products. 62. Defendant breached its implied warranties in the contract for the sale of Precor products with heart rate monitoring systems in that the products could not pass without objection in the trade under the contract description, the goods were not of fair average quality within the description and the goods were unfit for their intended and ordinary purpose. As a result, Plaintiff and the members of the Classes did not receive the goods as impliedly warranted by Defendant to be merchantable. 63. In reliance upon Defendant’s skill and judgment and the implied warranties discussed above, Plaintiff and the members of the Classes purchased Precor products with heart rate monitoring systems in order to accurately monitor their heart rates while exercising. 64. The Precor products were not altered by Plaintiff or members of the Classes. 65. The Precor products were defective when they left Defendant’s exclusive control. 66. Defendant knew that its products would be purchased and used without additional testing for efficacy by Plaintiff and the members of the Classes. 67. The Precor products were defectively designed and unfit for their intended purpose. Plaintiff and members of the Classes did not receive the goods as warranted. 19 409061.1 68. Plaintiff and the members of the Classes were injured as a direct and proximate result of Defendant’s breach because: (a) they would not have purchased Precor products with heart rate monitoring systems on the same terms if the true facts concerning those systems’ actual abilities to accurately monitor a user’s heart rate had been known; (b) they paid a price premium due to the misrepresentation of the Precor products’ abilities to accurately monitor a user’s heart rate; and (c) the Precor products do not accurately monitor a user’s heart rate as promised. 69. Plaintiff adopts and incorporates by reference paragraphs 1 through 36 above as if fully set forth herein. 70. Plaintiff brings this cause of action individually and on behalf of the members of the Class against Precor. 71. Precor fitness machines equipped with touch sensor heart rate monitors are consumer products as defined in 15 U.S.C. § 2301(1). 72. Plaintiff and the Class members are consumers as defined in 15 U.S.C. § 2301(3). 73. Precor is a supplier and warrantor as defined in 15 U.S.C. § 2301(4) and (5). 74. In connection with the sale of its fitness machines with touch sensor heart rate monitors, Precor issued written warranties as defined in 15 U.S.C. § 2301(6) by making the express representations and warranties described herein. 75. These Precor fitness machines with touch sensor heart rate monitors do not conform to the express warranties regarding the monitors’ accuracy because each of the express 20 409061.1 warranties is false, misleading, and unsubstantiated, and there is no competent reliable evidence supporting any of those statements. 76. By reason of Precor’s breach of warranties, Precor violated the statutory rights due to Plaintiff and the Class members pursuant to the Magnuson-Moss Warranty Act, 15 U.S.C. § 2301 et seq., thereby damaging Plaintiff and the Class members. 77. Affording Precor a reasonable opportunity to cure its breach of written warranties would be unnecessary and futile here. At the time Precor sold these fitness machines with touch sensor heart rate monitors, Precor should have known, or was reckless in not knowing, of its misrepresentations concerning the monitors accuracy and reliability, but nonetheless failed to rectify the situation and/or disclose these defects. Under these circumstances, the remedies available under any informal settlement procedure would be inadequate and any requirements that Plaintiff resort to an informal dispute resolution procedure and/or afford Precor a reasonable opportunity to cure its breach of warranties are excused and thereby deemed satisfied. 78. Plaintiff and the Class members were injured as a direct and proximate result of Precor’s breach because they would not have purchased these fitness machines with touch sensor heart rate monitors if the true facts had been known. Breach of Implied Warranty of Merchantability Breach of Express Warranty Violation of the Illinois Consumer Fraud and Deceptive Business Practices Act and Materially Similar State Laws Violation of the Magnuson-Moss Warranty Act (On Behalf of the Class)

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49. Plaintiff reasserts and re-alleges the allegations set forth above. 50. At all relevant times herein, Plaintiff and all other similarly situated Delivery Drivers have been entitled to the rights, protections, and benefits provided under the FLSA, 29 U.S.C. §§ 201, et seq. 51. Section 13 of the FLSA, 29 U.S.C. § 213, exempts certain categories of employees from federal minimum wage obligations, but none of the FLSA exemptions apply to Plaintiff or other similarly situated Delivery Drivers. 53. Defendant is subject to the FLSA’s minimum wage requirements because it is an enterprise engaged in interstate commerce, and its employees are engaged in commerce. 54. Under Section 6(a) of the FLSA, 29 U.S.C. § 206(a), employees have been entitled to be compensated at a rate of at least $7.25 per hour since July 24, 2009. Id. 55. As alleged herein, Defendant has reimbursed Delivery Drivers less than the reasonably approximate amount of their automobile expenses to such an extent that it diminishes these employees’ wages beneath the federal minimum wage. 56. Defendant knew or should have known that its pay and reimbursement policies, practices and methodology result in failure to compensate Delivery Drivers at the federal minimum wage. 57. Defendant, pursuant to its policy and practice, violated the FLSA by refusing and failing to pay federal minimum wage to Plaintiff and other similarly situated employees. 58. Plaintiff and all similarly situated Delivery Drivers are victims of a uniform and employer-based compensation and reimbursement policy. This uniform policy, in violation of the FLSA, has been applied, and continues to be applied, to all Delivery Driver employees in Defendant’s stores. 59. Plaintiff and all similarly situated employees are entitled to damages equal to the minimum wage minus actual wages received after deducting reasonably approximated automobile expenses within three years from the date each Plaintiff joins this case, plus periods of equitable tolling, because Defendant acted willfully and knew, or showed reckless disregard for, whether its conduct was unlawful. 61. As a result of the aforesaid willful violations of the FLSA’s minimum wage provisions, minimum wage compensation has been unlawfully withheld by Defendant from Plaintiff and all similarly situated employees. Accordingly, Defendant is liable under 29 U.S.C. § 216(b), together with an additional amount as liquidated damages, pre-judgment and post- judgment interest, reasonable attorneys’ fees, and costs of this action. WHEREFORE, Plaintiff and all similarly situated Delivery Drivers demand judgment against Defendant and request: (1) compensatory damages; (2) liquidated damages; (3) attorneys’ fees and costs as allowed by Section 16(b) of the FLSA; (4) pre-judgment and post- judgment interest as provided by law; and (5) such other relief as the Court deems fair and equitable. 62. Plaintiff reasserts and re-alleges the allegations set forth above. 63. The NCWHA states that every employer shall pay every employee all wages accruing to the employee on the regular payday. See N.C. Gen. Stat. 95-25.6. 64. By its policy of failing to fully reimburse delivery drivers for their delivery- related expenses, which constitute de facto deductions from pay, Defendant has failed to pay all wages due to its delivery drivers by their regular payday. 66. Plaintiff and the Class are entitled to their unpaid wages and unlawful deductions, liquidated damages in an amount equal to their unpaid wages and unlawful deductions, and interest for the two years preceding the filing of the complaint in this matter. 67. Plaintiff and the Class are further entitled to recover their attorney’s fees and costs. WHEREFORE, the Plaintiff and the Class demand judgment against Defendant and pray for: (1) compensatory damages; (2) liquidated damages;(3) costs of litigation and attorney’s fees as provided by law; (4) pre-judgment and post-judgment interest as provided by law; and (5) such other relief as the Court deems fair and equitable. 68. Plaintiff reasserts and re-alleges the allegations set forth above. 69. The NCWHA states that an employer is permitted to withhold a portion of an employee’s wages provided that the employer has written authorization from the employee which is signed on or before the payday for the pay periods for which the deduction is made; indicates the reason for the deduction; and states the actual dollar amount of wages which shall be deducted from one or more paychecks. See N.C. Gen. Stat. 95-25.8(a)(2). 70. Defendant has not obtained written authorization from Plaintiff or Class to withhold a portion of their wages to cover their delivery-related expenses, which constitute de facto deductions from pay. 71. Defendant did not act in good faith when it violated the NCWHA.

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59. 29 U.S.C. § 1132(a)(2) authorizes any participant or beneficiary of the Plan to bring an action individually on behalf of the Plan to obtain for the Plan the remedies provided by 29 U.S.C. § 1109(a). Plaintiff seeks certification of this action as a class action pursuant to this statutory provision and Fed. R. Civ. P. 23. 61. Numerosity: The Class is so numerous that joinder of all Class members is impracticable. The Plan had approximately 9,000 to 10,000 participants at all relevant times during the applicable period. 62. Typicality: Plaintiff’s claims are typical of the Class members’ claims. Like other Class members, Plaintiff was a Plan participant and suffered financial harm as a result of Defendant’s mismanagement of the Plan. Defendant treated Plaintiff consistently with other Class members with regard to the Plan. Defendant’s imprudent and disloyal decisions affected all Plan participants similarly. 63. Adequacy: Plaintiff will fairly and adequately protect the interests of the Class. Plaintiff’s interests are aligned with the Class that they seek to represent, and Plaintiff has retained counsel experienced in complex class action litigation, including ERISA litigation. Plaintiff does not have any conflicts of interest with any Class members that would impair or impede her ability to represent such Class members. 65. Class certification is appropriate under Fed. R. Civ. P. 23(b)(1)(A) because prosecuting separate actions against Defendant would create a risk of inconsistent or varying adjudications with respect to individual Class members that would establish incompatible standards of conduct for Defendant. 66. Class certification is also appropriate under Fed. R. Civ. P. 23(b)(1)(B) because adjudications with respect to individual Class members, as a practical matter, would be dispositive of the interests of the other persons not parties to the individual adjudications or would substantially impair or impede their ability to protect their interests. Any award of prospective equitable relief by the Court would be dispositive of non-party participants’ interests. The accounting and restoration of the property of the Plan that would be required under 29 U.S.C. §§ 1109 and 1132 would be similarly dispositive of the interests of other Plan participants. 68. As alleged above, Defendant is a fiduciary with respect to the Plan and is subject to ERISA’s fiduciary duties. 69. 29 U.S.C. § 1104 imposes fiduciary duties of prudence and loyalty upon the Defendant in connection with its administration of the Plan and the selection and monitoring of Plan investments. 70. Defendant breached these fiduciary duties by engaging in the conduct described herein. Among other things, Defendant failed to employ a prudent and loyal process for selecting, monitoring, and reviewing the Plan’s investment options, by improperly prioritizing John Hancock’s proprietary investments over superior available options, and by failing to critically or objectively evaluate the cost and performance of the Plan’s proprietary investments in comparison to other investment options. In addition, Defendant caused the Plan to pay excessive recordkeeping fees, and failed to properly monitor and control those expenses. 72. Further, each of the actions and omissions described in paragraph 70 above and elsewhere in this Complaint demonstrate that Defendant failed to discharge its duties with respect to the Plan with the care, skill, prudence, and diligence under the circumstances then prevailing that a prudent person acting in a like capacity and familiar with such matters would have used in the conduct of an enterprise of like character and with like aims, in violation of 29 U.S.C. § 1104(a)(1)(B). 73. As a consequence of Defendant’s fiduciary breaches, the Plan and its participants suffered millions of dollars in losses. 74. Defendant is liable, under 29 U.S.C. §§ 1109 and 1132, to make good to the Plan all losses resulting from the aforementioned fiduciary breaches, to restore to the Plan any profits Defendant made through the use of Plan assets, and to restore to the Plan any profits resulting from its fiduciary breaches. In addition, Defendant is liable for additional equitable relief and other relief as provided by ERISA and applicable law. Breach of Duties of Loyalty and Prudence 29 U.S.C. § 1104(a)(1)(A)–(B)

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47. PLAINTIFF, and the other members of the CALIFORNIA CLASS, reallege and incorporate by this reference, as though fully set forth herein, the prior paragraphs of this Complaint. 48. DEFENDANT is a -'person" as that term is defined under Cal. Bus. and Prof. 26 62. PLAINTIFF, and the other members of the CALIFORNIA LABOR SUB- CLASS, reallege and incorporate by this reference, as though fully set forth herein, the prior paragraphs of this Complaint. 63. PLAINTIFF and the other members of the CALIFORNIA LABOR SUB-CLASS bring a claim for DEFENDANT's willful and intentional violations of the California Labor Code and the Industrial Welfare Commission requirements for DEFENDANT's failure to accurately calculate and pay minimum wages and reporting time wages to PLAINTIFF and CALIFORNIA CLASS Members. 64. Pursuant to Cal. Lab. Code § 204, other applicable laws and regulations. and public policy, an employer must timely pay its employees for all hours worked. 65. Cal. Lab. Code § 1197 provides the minimum wage for employees fixed by the commission is the minimum wage to be paid to employees, and the payment of a less wage than the minimum so fixed in unlawful. 66. Cal. Lab. Code § 1194 establishes an employee's right to recover unpaid wages, including minimum wage compensation and interest thereon, together with the costs of suit. 67. DEFENDANT maintained a uniform wage practice of paying PLAINTIFF and the other members of the CALIFORNIA LABOR SUB-CLASS without regard to the correct amount of time they work. As set forth herein, DEFENDANT's uniform policy and practice was to unlawfully and intentionally deny timely payment of wages due to PLAINTIFF and the other members of the CALIFORNIA LABOR SUB-CLASS. 68. DEFENDANT's uniform pattern ofunlawful wage and hour practices manifested. without limitation, applicable to the CALIFORNIA LABOR SUB-CLASS as a whole, as a 30 76. PLAINTIFF, and the other members ofthe CALIFORNIA LABOR SUB-CLASS, 32 92. PLAINTIFF, and the other members of the CALIFORNIA LABOR SUB-CLASS, reallege and incorporate by this reference, as though fully set forth herein, the prior paragraphs of this Complaint. 93. During the CALIFORNIA CLASS PERIOD, from time to time, DEFENDANT failed to provide all the legally required off-duty meal breaks to PLAINTIFF and the other CALIFORNIA LABOR SUB-CLASS Members as required by the applicable Wage Order and Labor Code. The nature of the work performed by PLAINTIFF and CALIFORNIA LABOR SUB-CLASS MEMBERS did not prevent these employees from being relieved of all of their 36 96. PLAINTIFF, and the other members of the CALIFORNIA LABOR SUB-CLASS, 37 CHRISTINA EPSTEIN, an individual, on behalf of herself, and on behalf of all persons similarly situated, Plaintiff, VS. For Failure To Pay Minimum Wages [Cal. Lab. Code §§ 1194, 1197 and 1197.11 (By PLAINTIFF and the CALIFORNIA LABOR SUB-CLASS and Against All Defendants) For Failure To Pay Overtime Compensation [Cal. Lab. Code §§ 204, 510, 1194 and 1198] (By PLAINTIFF and the CALIFORNIA LABOR SUB-CLASS and Against All Defendants) For Failure to Provide Required Meal Periods [Cal. Lab. Code §§ 226.7 & 512 1 (By PLAINTIFF and the CALIFORNIA LABOR SUB-CLASS and Against All Defendants) For Unlawful Business Practices [Cal. Bus. And Prof. Code §§ 17200, et seq.] (By PLAINTIFF and the CALIFORNIA CLASS and Against All Defendants) For Failure to Pay Wages When Due I Cal. Lab. Code §§ 201, 202, 203] (By PLAINTIFF and the CALIFORNIA LABOR SUB-CLASS and Against All Defendants) 108. PLAINTIFF, and the other members ofthe CALIFORNIA LABOR SUB-CLA reallege and incorporate by reference, as though fully set forth herein, the prior paragraphs of this Complaint. 109. Cal. Lab. Code § 200 provides that: As used in this article: (a) "Wages" includes all amounts for labor performed by employees of every description, whether the amount is fixed or ascertained by the standard of time, task, piece, Commission basis. or other method of calculation. (b) "Labor" includes labor. work, or service whether rendered or performed under contract, subcontract, partnership, station plan, or other agreement if the labor to be paid for is performed personally by the person demanding payment. 1 10. Cal. Lab. Code § 201 provides, in relevant part, that "If an employer discharges an employee, the wages earned and unpaid at the time of discharge are due and payable i mmediately." 111. Cal. Lab. Code § 202 provides, in relevant part, that: If an employee not having a written contract for a definite period quits his or her employment, his or her wages shall become due and payable not later than 72 hours thereafter, unless the employee has given 72 hours previous notice of his or her intention to quit, in which case the employee is entitled to his or her wages at the time of quitting. Notwithstanding any otherprovision of law, an employee who quits without providing a 72-hour notice shall be entitled to receive payment 42 For Failure to Reimburse Employees for Required Expenses [Cal. Lab. Code § 2802] (By PLAINTIFF and the CALIFORNIA LABOR SUB-CLASS and Against All Defendants) 100. PLAINTIFF and the other CALIFORNIA LABOR SUB-CLASS members reallege and incorporate by this reference, as though fully set forth herein, the prior paragraphs of this Complaint. 101. Cal. Lab. Code § 2802 provides, in relevant part, that: An employer shall indemnify his or her employee for all necessary expenditures or losses incurred by the employee in direct consequence of the discharge of his or her duties, or of his or her obedience to the directions of the employer, even though unlawful, unless the employee, at the time of obeying the directions, believed them to be unlawful. 102. At all relevant times herein, DEFENDANT violated Cal. Lab. Code § 2802, by failing to indemnify and reimburse PLAINTIFF and the CALIFORNIA LABOR SUB-CLASS members for required expenses incurred in the discharge of their job duties for DEFENDANT's benefit. DEFENDANT failed to reimburse PLAINTIFF and the CALIFORNIA LABOR SUB- CLASS members for expenses which included, but were not limited to, costs related to using their personal cellular phones all on behalf of and for the benefit of DEFENDANT. Specifically, PLAINTIFF and other CALIFORNIA CLASS Members were required by DEFENDANT to use their personal cell phones to respond to work related issues. DEFENDANT's uniform policy, practice and procedure was to not reimburse PLAINTIFF and the CALIFORNIA LABOR SUB-CLASS members for expenses resulting from using their personal cellular phones for DEFENDANT within the course and scope of their employment for DEFENDANT. These expenses were necessary to complete their principal job duties. DEFENDANT is estopped by DEFENDANT's conduct to assert any waiver of this expectation. Although these expenses were necessary expenses incurred by PLAINTIFF and the CALIFORNIA LABOR SUB-CLASS members, DEFENDANT failed to indemnify and 39 For Failure to Provide Required Rest Periods [Cal. Lab. Code §§ 226.7 & 512 1 (By PLAINTIFF and the CALIFORNIA LABOR SUB-CLASS and Against All Defendants) For Failure to Provide Accurate Itemized Statements [Cal. Lab. Code § 2261 (By PLAINTIFF and the CALIFORNIA LABOR SUB-CLASS and Against All Defendants) 104. PLAINTIFF, and the other members ofthe CALIFORNIA LABOR SUB-CLASS, reallege and incorporate by this reference, as though fully set forth herein, the prior paragraphs of this Complaint. 105. Cal. Labor Code § 226 provides that an employer must furnish employees with an "accurate itemized" statement in writing showing: (1) gross wages earned, (2) total hours worked by the employee, except for any employee whose compensation is solely based on a salary and who is exempt from payment of overtime under subdivision (a) of Section 515 or any applicable order of the Industrial Welfare Commission, (3) the number of piecerate units earned and any applicable piece rate if the employee is paid on a piece-rate. basis, (4) all deductions, provided that all deductions made on written orders of the employee may be aggregated and shown as one item, (5) net wages earned, 40 MAY 3 1 2019 D. Williams y Attorneys for Plaintiff

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10. Plaintiff brings claims, pursuant to the Federal Rules of Civil Procedure (hereinafter “FRCP”) Rule 23, individually and on behalf of the following consumer class (the “Class”): • All New York consumers who received a collection letter from the Defendant dated August 15, 2017 which attempts to collect an obligation owed to or allegedly owed to Resurgent Capital Services, LP (“Creditor”), that contain the alleged violation arising from Defendant's violation of 15 U.S.C. §1692e, et seq. • The Class period begins one year to the filing of this Action. 11. The Class satisfies all the requirements of Rule 23 of the FRCP for maintaining a class action: • Upon information and belief, the Class is so numerous that joinder of all members is impracticable because there are hundreds and/or thousands of persons who have received debt collection letters and/or notices from 3 Defendant that violate specific provisions of the FDCPA. Plaintiff is complaining of a standard form letter and/or notice that is sent to hundreds of persons (See Exhibit A, except that the undersigned attorney has, in accordance with Fed. R. Civ. P. 5.2 partially redacted the financial account numbers in an effort to protect Plaintiff’s privacy); • There are questions of law and fact which are common to the Class and which predominate over questions affecting any individual Class member. These common questions of law and fact include, without limitation: a. Whether Defendant violated various provisions of the FDCPA; b. Whether Plaintiff and the Class have been injured by Defendant’s conduct; c. Whether Plaintiff and the Class have sustained damages and are entitled to restitution as a result of Defendant’s wrongdoing and if so, what is the proper measure and appropriate statutory formula to be applied in determining such damages and restitution; and d. Whether Plaintiff and the Class are entitled to declaratory and/or injunctive relief. • Plaintiff’s claims are typical of the Class, which all arise from the same operative facts and are based on the same legal theories. • Plaintiff has no interest adverse or antagonistic to the interest of the other members of the Class. • Plaintiff will fairly and adequately protect the interest of the Class and has retained experienced and competent attorneys to represent the Class. • A Class Action is superior to other methods for the fair and efficient 4 adjudication of the claims herein asserted. Plaintiff anticipates that no unusual difficulties are likely to be encountered in the management of this class action. • A Class Action will permit large numbers of similarly situated persons to prosecute their common claims in a single forum simultaneously and without the duplication of effort and expense that numerous individual actions would engender. Class treatment will also permit the adjudication of relatively small claims by many Class members who could not otherwise afford to seek legal redress for the wrongs complained of herein. Absent a Class Action, class members will continue to suffer losses of statutory protected rights as well as monetary damages. If Defendant’s conduct is allowed to proceed without remedy they will continue to reap and retain the proceeds of their ill-gotten gains. • Defendant has acted on grounds generally applicable to the entire Class, thereby making appropriate final injunctive relief or corresponding declaratory relief with respect to the Class as a whole. 12. Plaintiff repeats, reiterates and incorporates the allegations contained in paragraphs numbered “1” through “11” herein with the same force and effect as if the same were set forth at length herein. 13. Defendant collects and attempts to collect debts incurred or alleged to have been incurred for personal, family or household purposes on behalf of creditors using the United States Postal Services, telephone and Internet. 14. Upon information and belief, within the last year Defendant commenced efforts to collect an alleged consumer “debt” as defined by 15 U.S.C. 1692a(5), when it mailed a Collection Letter to Plaintiff seeking to collect an unpaid debt allegedly owing to Creditor. 5 15. On or around August 15, 2017 Defendant sent Plaintiff a collection letter (hereinafter referred to as the “Collection Letter”, “Letter”, “Correspondence”, or “Communication”). See Exhibit A. 16. The letter was sent or caused to be sent by persons employed by Defendant as a “debt collector” as defined by 15 U.S.C. §1692a(6). 17. The letter is a “communication” as defined by 15 U.S.C. §1692a(2). 18. Said letter states in pertinent part: BELOW.” “AMOUNT DUE: $969.44” “AGREEMENT OFFER: $600.00”

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(CLASS ACTION) 21. Plaintiffs worked for Defendant as “lease operators.” Plaintiff Velasco worked for Defendant from May 2014 to July 2020. 22. Plaintiff Costanzo worked for Defendant from June 2017 to June 2020. 23. Plaintiffs’ primary duty was to maintain oil wells for Defendant. To do this work Plaintiffs were required to perform various manual labor tasks to replace, repair, and maintain oil and gas wells. They used hand tools, such as pipe wrenches, hammers, and chains to do their work. Their job also involved driving to various oil wells owned by Defendant to monitor operations to ensure that the wells were flowing. 24. Defendant set the hours and schedule that the Plaintiffs were required to work. Plaintiffs also reported directly to employees of Defendant. For example, Plaintiffs reported to Andrew Tarasso, the lead pumper, and Darcy Hurst, the production coordinator. Each morning, the Plaintiffs met with employees of Defendant to discuss the tasks for the day. After the morning meeting, the Plaintiffs were sent out to do their work. The employees of Defendant told the Plaintiffs what to do and when to do it on a daily basis. 25. Defendant also gave Plaintiffs equipment to do their work, including the computer system where the Plaintiffs entered data regarding how the wells were flowing. 27. For compensation, Plaintiff Velasco was paid on an hourly rate basis. Plaintiff Costanzo was paid on a day rate basis and during the last few months was changed to an hourly basis. 28. However, when they worked more than 40 hours per week, they were not paid any additional wags for overtime. 29. No overtime exemption under the FLSA or Colorado law applies to Plaintiffs. 30. No overtime exemption under the FLSA or Colorado law applies to the Class Members. 31. Defendant employs other lease operators as independent contractors in multiple states including Colorado, Texas, Arkansas, North Dakota, and Montana. 32. Defendant paid Plaintiffs and the Class Members in the same manner. 33. Defendant issued pay, supervised, directed, scheduled work and performed all other duties generally associated with that of an employer with regard to Plaintiffs and the Class Members. 34. In addition, Defendant instructed Plaintiffs and the Class Members about when, where, and how they were to perform their work. 36. Furthermore, the degree of investment Plaintiffs and the Class Members made to perform their work pales in comparison to the expenses Defendant incurred. Defendant made significant investments toward employees, office staff, equipment, and computers, amongst others. 38. Despite these facts, Defendant improperly classified Plaintiffs and the Class Members as independent contractors and not employees. 39. Defendant misclassified the Plaintiffs and Class Members as independent contractors to avoid their obligations to pay overtime wages, in addition to health insurance and other benefits that the Plaintiffs and Class Members were entitled to receive. 40. However, at all times, Plaintiffs and the Class Members were employees of Defendant. 41. Although Plaintiffs have been required to work more than forty (40) hours per work-week, and did so frequently, Plaintiffs were not compensated at the FLSA mandated time- and-a-half rate for hours in excess of forty (40) per workweek. 42. Instead, Plaintiffs was paid either a flat day rate for all hours worked or an hourly rate without any additional wages for overtime. 43. Defendant’s method of paying Plaintiffs in violation of the FLSA was willful and was not based on a good faith and reasonable belief that its conduct complied with the FLSA. That is, Defendant’s misclassification was not by accident, but a well thought out scheme to reduce its labor costs. Accordingly, Defendant’s violations of the FLSA were willful. 44. Plaintiffs incorporate all allegations contained in the foregoing paragraphs. 46. None of the exemptions provided by the FLSA regulating the duty of employers to pay overtime at a rate not less than one and one-half times the regular rate at which its employees are employed are applicable to Defendant or Plaintiffs. 47. Plaintiffs incorporate by reference the allegations in the preceding paragraphs. 48. Plaintiffs have actual knowledge that FLSA Class Members have also been denied overtime pay for hours worked over forty (40) hours per workweek as a result of Defendant’s misclassification of its employees. 49. Plaintiffs’ knowledge is based on their personal work experience and through communications with other workers of Defendant. 50. Other workers similarly situated to the Plaintiffs worked for Defendant throughout the United States, but were not paid overtime at the rate of one and one-half their regular rate when those hours exceeded forty (40) hours per workweek. 51. Although Defendant permitted and/or required the FLSA Class Members to work in excess of forty (40) hours per workweek, Defendant has denied them full compensation for their hours worked over forty (40). 52. Defendant has classified and continue to classify the FLSA Class Members as independent contractors. 53. FLSA Class Members perform or have performed the same or similar work as Plaintiffs and were misclassified as exempt by Defendant. 54. FLSA Class Members are not exempt from receiving overtime pay under the 62. Plaintiffs incorporate by reference the allegations in the preceding paragraphs. 63. At all relevant times, Defendant has been, and continues to be, an “employer” within the meaning of the CWCA. At all relevant times, Defendant has employed and continues to employ, “employees,” including the Colorado Class Members, within the meaning the 66. Plaintiffs incorporate by reference the allegations in the preceding paragraphs. 68. Although Plaintiffs do not know the precise number of members of the proposed class, Plaintiffs believe the members of the class are so numerous that their individual joinder is impractical. 69. The identity of the members of the class is readily discernible from Defendant’s records. 70. Plaintiffs and the proposed class on one hand, and Defendant on the other, have a commonality of interest in the subject matter and remedy sought, namely back wages plus penalties, interest, attorneys’ fees and the cost of this lawsuit. 71. Common questions of law and fact exist to all members of the class. These questions predominate over the questions affecting individual class members. These common legal and factual questions include, but are not limited, to the following: a. Whether Plaintiffs and the Colorado Class Members worked hours in excess of forty per work week; b. Whether Plaintiffs and the Colorado Class Members worked in excess of 12 hours per day or 12 consecutive hours in any period; c. Whether Plaintiffs and the Colorado Class Members were denied overtime pay at a rate not less than one and one half times their regular rate as prescribed by Colorado law; d. Whether Defendants failed to properly classify Plaintiffs and the Colorado Class Members as non-exempt employees under Colorado law. 73. Plaintiffs’ claims are typical of the claims of the class because Plaintiffs were not paid overtime wages in accordance with Colorado law and because Defendant classified them as independent contractors just like the Colorado Class Members. 74. Plaintiffs are adequate representatives of the class because their interests do not conflict with the interests of the class that they seek to represent. Plaintiffs have retained competent counsel, highly experienced in complex class action litigation, and they intend to prosecute this action vigorously. The interests of the class will be fairly and adequately protected by Plaintiffs and their counsel. 76. The operative question in this case is whether the workers in question were employees or independent contractors. Evidence common to all class memmbers will be determinative.

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19. The crux of the FLSA and NCWHA is that all employees are entitled to be paid for all hours worked, and paid premium overtime compensation for all hours worked in excess of forty hours per workweek, unless proven to be exempt. 20. Contrary to these basic protections, Plaintiff and the members of the Classes were not lawfully paid for all hours they worked above and beyond forty in any given workweek. 22. Upon information and belief, Plaintiff and the members of the Classes had to get approval from supervisors in order to be credited and paid for the hours they worked in excess of forty. 23. Due to the nature of their job responsibilities and requirements, Plaintiff and the members of the Classes regularly worked more than forty hours a week during the course of their employment with Defendants for which they did not receive overtime compensation. 24. Upon information and belief, Plaintiff and the members of the Classes were permitted and required to work hours which they were not allowed to record in order to contain the labor hours for the given branch location. 25. During the course of her employment with Defendants, Plaintiff and the other members of the Classes were not credited for all the hours they worked, including but not limited to time spent opening branch offices and attending mandatory morning meetings and conferences. 26. In addition, Plaintiff and the members of the Classes were subject to Defendants’ minimum sales quotas. In order to meet these sales goals, Financial Service Representatives, including Plaintiff, often had to work through all or part of their lunch and/or stay beyond their scheduled shift. Failure to meet the required sales quotas resulted in disciplinary measures taken against the Financial Service Representative. 27. Plaintiff was required to participate in a call night, at least one night each week that lasted at least an hour, during which she was required to call individuals and market SunTrust’s products and services. Plaintiff was not credited for all the time worked during these call nights. 29. In violation of the FLSA and NCWHA, Plaintiff and the members of the Classes have not been paid overtime compensation at a rate not less than one and one-half times their regular rate for all work performed beyond the 40 hour workweek. 30. Plaintiff alleges that Defendants’ failure to pay all wages, including overtime, was knowing and willful. Accordingly, Plaintiff and the members of the Classes are entitled to recover all wages due for overtime hours worked, for which the appropriate compensation was not paid. 31. Evidence reflecting the precise number of overtime hours worked by Plaintiff, as well as the applicable compensation rates, are in the possession of Defendants. If these records are unavailable, Plaintiff and the members of the Classes may establish the hours they worked solely by their testimony and the burden of overcoming such testimony shifts to Defendants. See Anderson v. Mt. Clemens Pottery Co., 328 U.S. 680 (1946). 32. Each of the foregoing acts is in contravention of applicable provisions of the FLSA and NCWHA. 33. Plaintiff brings this action on behalf of herself and the Nationwide Collective Class as a collective action pursuant to the FLSA, § 216(b) and on behalf of the NC Class as a class action for claims under the NCWHA pursuant to Fed. R. Civ. P. 23. 35. The number of individuals in each of the Classes is so numerous that joinder of all members is impracticable. The exact number of members of the Classes can be determined by reviewing Defendants’ records. Plaintiff is informed and believes and thereon alleges that there are over a hundred individuals in each defined class. 36. Plaintiff will fairly and adequately protect the interests of the Classes, and has retained counsel that is experienced and competent in class action and employment litigation. Plaintiff has no interests that are contrary to, or in conflict with, members of the Classes. 37. A collective/class action suit, such as the instant one, is superior to other available means for fair and efficient adjudication of this lawsuit. The damages suffered by individual members of the Classes may be relatively small when compared to the expense and burden of litigation, making it virtually impossible for members of the Classes to individually seek redress for the wrongs done to them. 38. A collective and class action is, therefore, superior to other available methods for the fair and efficient adjudication of the controversy. Absent these actions, members of the Classes likely will not obtain redress of their injuries, and Defendants will retain the proceeds of their violations of the FLSA and NCWHA. 39. Furthermore, even if any member of the Classes could afford individual litigation against SunTrust, it would be unduly burdensome to the judicial system. Concentrating this litigation in one forum will promote judicial economy and parity among the claims of individual members of the Classes and provide for judicial consistency. 41. Plaintiff’s claims are typical of the claims of members of the Classes. Plaintiff and members of the Classes have sustained damages arising out the wrongful and uniform employment policies of Defendant in violation of the FLSA and the NCWHA as alleged herein. 42. Plaintiff knows of no difficulty that will be encountered in the management of this litigation that would preclude its continued maintenance. 43. Plaintiff incorporates the allegations contained in the previous paragraphs of this Complaint as if fully set forth herein. 44. At all relevant times, Defendants have been and continue to be employers engaged in interstate commerce and/or the production of goods for commerce, within the meaning of the FLSA, 29 U.S.C. §§ 206(a) and 207(a). 46. At stated herein, Financial Service Representatives, including Plaintiff, regularly and customarily worked in excess of forty hours a week, without receiving compensation for all those hours in violation of the FLSA. 47. Due to Defendants’ FLSA violations, Plaintiff, on behalf of herself and the members of the Nationwide Collective Class, is entitled to recover from Defendants their unpaid overtime compensation, an additional amount equal as liquidated damages, reasonable attorneys’ fees, and costs and disbursements of this action, pursuant to 29 U.S.C. § 216(b). 48. Plaintiff incorporates the allegations contained in the previous paragraphs of this Complaint as if fully set forth herein. 49. Defendants employed Plaintiff and the members of the NC Class within the meaning of the NCWHA. 50. At stated herein, Financial Service Representatives, including Plaintiff, regularly and customarily worked in excess of forty hours a week, without receiving compensation for all those hours. 51. At stated herein, Financial Service Representatives, including Plaintiff, regularly and customarily worked in excess of forty hours a week, without receiving compensation for all those hours in violation of the NCWHA. 52. Due to Defendants’ NCWHA violations, Plaintiff, on behalf of herself and the members of the NC Class, is entitled to recover from Defendants their unpaid overtime compensation, an additional amount equal as liquidated damages, reasonable attorneys’ fees, and costs and disbursements of this action, pursuant to NC Gen. Stat. § 95-25.22.

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105. Plaintiffs bring the Second and Third Counts under Federal Rule of Civil Procedure 23, on behalf of themselves and a class of persons consisting of: All home health care workers or domestic-service workers who (1) worked for Defendants at any time from May 18, 2015 to present in Ohio, and (2) worked more than 40 hours in one or more workweeks. 106. Excluded from the Rule 23 Class are Defendants’ legal representatives, officers, directors, assigns, and successors, or any individual who has, or who at any time during the class period has had, a controlling interest in Defendants; the Judge(s) to whom this case is assigned and any member of the Judges’ immediate family; and all persons who will submit timely and otherwise proper requests for exclusion from the Rule 23 Class. 107. The number and identity of the Rule 23 Class members are ascertainable from Defendants’ records. The hours assigned and worked, the positions held, and the rates of pay for each Rule 23 Class Member are also determinable from Defendants’ records. For the purpose of 13 notice and other purposes related to this action, their names, addresses, email addresses, and phone numbers are readily available from Defendants. Notice can be provided by means permissible under Federal Rule of Civil Procedure 23. 108. The Rule 23 Class member are so numerous that joinder of all members is impracticable, and the disposition of their claims as a class will benefit the parties and the Court. 109. There are more than 50 Rule 23 Class members. 110. Plaintiffs’ claims are typical of those claims which could be alleged by any Rule 23 Class member, and the relief sought is typical of the relief which would be sought by each Rule 23 Class member in separate actions. 111. Plaintiffs and the Rule 23 Class members were subject to the same corporate practices of Defendants, as alleged herein, of failing to pay overtime wages for hours worked in excess of 40 per workweek. 112. Plaintiffs and the Rule 23 Class members have all sustained similar types of damages as a result of Defendants’ failure to comply with OMFWSA, and O.R.C. § 4113.15. 113. Plaintiffs and the Rule 23 Class members have all been injured in that they have been uncompensated or under-compensated due to Defendants’ common policies, practices, and patterns of conduct. Defendants’ corporate-wide policies and practices affected all Rule 23 Class members similarly, and Defendants benefited from the same type of unfair and/or wrongful acts as to each of the Rule 23 Class members. 114. Plaintiffs and the Rule 23 Class members sustained similar losses, injuries, and damages arising from the same unlawful practices, polices, and procedures. 115. By seeking to represent the interests of the Rule 23 Class members, Plaintiffs are 14 exercising and intend to exercise their right to engage in concerted activity for the mutual aid or benefit of themselves and their co-workers. 116. Plaintiffs are able to fairly and adequately protect the interests of the Rule 23 Class and have no interests antagonistic to the Rule 23 Class. 117. Plaintiffs are represented by attorneys who are experienced and competent in both class action litigation and employment litigation. 118. A class action is superior to other available methods for the fair and efficient adjudication of the controversy, particularly in the context of wage and hour litigation on behalf of minimum wage employees where individual class members lack the financial resources to vigorously prosecute a lawsuit against corporate defendants. Class action treatment will permit a large number of similarly situated persons to prosecute their common claims in a single forum simultaneously, efficiently, and without the unnecessary duplication of efforts and expense that numerous individual actions engender. Because the losses, injuries, and damages suffered by each of the individual Rule 23 Class members are small in the sense pertinent to class action analysis, the expenses and burden of individual litigation would make it extremely difficult or impossible for the individual Rule 23 Class members to redress the wrongs done to them. 119. Upon information and belief, Defendants and other employers throughout the state violate the OMFWSA and O.R.C. § 4113.15. Current employees are often afraid to assert their rights out of fear of direct and indirect retaliation. Former employees are fearful of bringing claims because doing so can harm their employment, future employment, and future efforts to secure employment. Class actions provide class members who are not named in the complaint a 15 degree of anonymity, which allows for the vindication of their rights while eliminating or reducing these risks. 120. This action is properly maintainable as a class action under Federal Rule of Civil Procedure 23(b)(3). 121. Common questions of law and fact exist as to the Rule 23 Class that predominate over any questions only affecting Plaintiffs and the Rule 23 Class members individually and include, but are not limited to: a. Whether Defendants were required to pay overtime wages to Plaintiffs and the Rule 23 class members; b. Whether Defendants properly compensated Plaintiffs and the Rule 23 Class for hours worked in excess of 40 each workweek; c. Whether Defendants failed to pay Plaintiffs and the Rule 23 Class in a timely manner as described by O.R.C. § 4113.15; d. Whether Defendants’ policy of failing to pay Plaintiffs and the Rule 23 Class was instituted willfully or with reckless disregard of the law; and e. The nature and extent of class-wide injury and the measure of damages for those injuries. 122. In recognition of the services Plaintiffs have rendered and will continue to render to the Rule 23 Class, Plaintiffs will request payment of a service award upon resolution of this action. 80. Plaintiff Dodge has worked for Defendants as a home care provider from June 2017 to approximately March. 81. Plaintiff Flores has worked for Defendants as a home care provider from January 2017 to approximately March. 82. Plaintiff Dodge’s job duties include helping defendants’ clients go about their daily lives—she helped them clean, prepared meals, provided transportation, administered some medications, spent time with them, and did various other tasks for Defendants’ clients on an as needed basis. 10 83. Plaintiff Flores’ job duties include helping defendants’ clients go about their daily lives—she helped them clean, prepared meals, provided transportation, administered some medications, spent time with them, and did various other tasks for Defendants’ clients on an as needed basis. 84. Plaintiff Dodge’s regular hourly rate was $9.00 per hour for the work she completed for Defendants. 85. Plaintiff Flores’ regularly hourly rate was $8.50 per hour from the beginning of her employment until June 9, 2017, when she received a raise to $9.00 per hour. 86. Plaintiffs were paid minimum wage for hours worked between 10:30 P.M. and 96. Plaintiffs bring the First Count on behalf of themselves and all similarly situated current and former home care providers or other domestic-service workers who (1) worked for Defendants from May 18, 2015 to the date of final judgment in this matter, and (2) worked more than 40 hours in one or more workweeks (the “FLSA Collective”). 97. At all relevant times, Plaintiffs and the FLSA Collective have been similarly situated, have had substantially similar job duties, requirements, and pay provisions, and have all been subject to Defendants’ decision, policy, plan, practices, procedures, protocols, and rules of willfully refusing to pay Plaintiffs and the FLSA Collective time-and-one-half overtime pay for hours worked in excess of 40 per workweek. Plaintiffs’ claims are essentially the same as those of the FLSA Collective. 98. Defendants’ unlawful conduct is pursuant to a corporate policy or practice of minimizing labor costs by failing to properly pay Plaintiffs and the FLSA Collective. 99. Defendants are aware or should have been aware that federal law required them to pay non-exempt employees an overtime premium for hours worked over 40 per workweek. 12 100. Defendants’ unlawful conduct has been widespread, repeated, and consistent. 101. The First Count is properly brought under and maintained as an opt-in collective action under 29 U.S.C. § 216(b). 102. The FLSA Collective members are readily identifiable and ascertainable. 103. For the purpose of notice and other purposes related to this action, the FLSA Collective members’ names and addresses are readily available from Defendants’ records. 104. In recognition of the services Plaintiffs have rendered and will continue to render to the FLSA Collective, Plaintiffs will request payment of a service award upon resolution of this action. Failure to Pay Overtime Wages – Ohio Minimum Fair Wage Standards Act (On Behalf of Plaintiffs and the Rule 23 Class) 129. Plaintiffs restate and incorporate the foregoing allegations as if fully rewritten herein. 130. Plaintiffs and the Rule 23 Class worked more than 40 hours in one or more workweeks. 17 131. Defendants did not pay Plaintiffs and the Rule 23 Class at least one and a half times their normal hourly rate for time worked in excess of 40 hours per workweek. 132. By not paying Plaintiffs and the Rule 23 Class proper overtime wages for time worked in excess of forty hours in a workweek, Defendants have violated the OMFWSA. 133. As a result of Defendants’ violations, Plaintiffs and the Rule 23 Class are entitled to damages, including, but not limited to, unpaid overtime wages, costs, and attorneys’ fees. Failure to Pay Overtime Wages – Fair Labor Standards Act 16 (On Behalf of Plaintiffs and the FLSA Collective) 123. Plaintiffs restate and incorporate the foregoing allegations as if fully rewritten herein. 124. Plaintiffs and the FLSA Collective worked more than 40 hours in one or more workweeks. 125. Defendants did not pay Plaintiffs and the FLSA Collective at least one and a half times their normal hourly rate for time worked in excess of 40 hours per workweek. 126. Since January 1, 2015, agencies employing home care providers have been required to pay them time and a half their regular hourly rate for hours worked in excess of 40 per workweek. 127. By not paying Plaintiffs and the FLSA Collective proper overtime wages for time worked in excess of forty hours in a workweek, Defendants have willfully violated the FLSA. 128. As a result of Defendants’ willful violations, Plaintiffs and the FLSA Collective are entitled to damages, including, but not limited to, unpaid wages, liquidated damages, costs, and attorneys’ fees.

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18. Sometime before September 27, 2010, Plaintiff is alleged to have incurred certain financial obligations. 52. Plaintiff bring this action on behalf of one class, enumerated here as “Class One.” 53. Class One consists of (a) all natural persons with addresses inside California, (b) who were sent a an initial written communication, as anticipated by the FDCPA under 15 U.S.C. § 1692g(a) and was therefore incorporated by California’s Rosenthal Act, which was similar or identical to the September 27, 2010 correspondence mailed to Plaintiff and attached hereto as Exhibit A, (c) on or after a date one year prior to the filing of this action, and (d) on or before a date 20 days after the filing of this action. 54. There are more than 1000 members of the class, and the class members are so numerous that joinder is impracticable. 59. Plaintiff repeats, re-alleges, and incorporates by reference, all other paragraphs. 60. The foregoing acts and omissions constitute numerous and multiple violations of the Rosenthal Act, including but not limited to each and every one of the above-cited provisions of the Rosenthal Act, Cal. Civ. Code §§ 1788-1788.32 61. As a result of each and every violation of the Rosenthal Act, Plaintiff is entitled to any actual damages pursuant to Cal. Civ. Code § 1788.30(a); statutory damages for a knowing or willful violation in the amount up to $1,000.00 pursuant to Cal. Civ. Code § 1788.30(b); and reasonable attorney’s fees and costs pursuant to Cal. Civ. Code § 1788.30(c) from Defendant. COUNT I ROSENTHAL FAIR DEBT COLLECTION PRACTICES ACT (ROSENTHAL ACT) CAL. CIV. CODE §§ 1788-1788.32 Cite the U.S. Civil Statute under which you are filing (Do not cite jurisdictional statutes unless diversity): Brief description of cause: VII. REQUESTED IN

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14. Plaintiff seeks to bring this suit to recover from Defendants unpaid overtime compensation and liquidated damages pursuant to the applicable provisions of the FLSA, 29 U.S.C. § 216(b), individually, on her own behalf, as well as on behalf of those in the following collective: Current and former employees of Defendants, who during the applicable FLSA limitations period, performed any work for Defendants as foster care case planners and/or non-managerial case managers, and who consent to file a claim to recover damages for overtime compensation that is legally due to them (“FLSA Plaintiffs”). 15. Defendants treated Plaintiff and FLSA Plaintiffs similarly in that Plaintiff and FLSA Plaintiffs: (1) performed similar tasks, as described in the “Background Facts” section below; (2) were subject to the same laws and regulations; (3) were paid in the same or similar manner; (4) were required to work in excess of forty hours in a workweek; and (5) were not paid the required one and one-half times their respective regular rates of pay for all hours worked per workweek in excess of forty. 17. Thus, Plaintiff and FLSA Plaintiffs are victims of Defendants’ pervasive practice of willfully refusing to pay their employees overtime compensation for all hours worked per workweek above forty, in violation of the FLSA. 18. Defendant Catholic Guardian is a New York non-profit corporation that places undocumented children with foster care sponsors. 19. In or around July 2007, Plaintiff commenced her employment with Defendant Catholic Guardian Services as a foster care case planner, and she worked in that role until May 2, 2014. The last paycheck that Plaintiff received for her work as a foster care case planner was in the first week of May 2014. 20. As a foster care case planner, Plaintiff worked with children’s parents to finalize the custody process and monitored children’s health and well-being while under their parents’ care. 21. From at least in or around April 2011 through May 2, 2014, Defendants required Plaintiff to work, and Plaintiff did work, five to six days per week, Monday through Friday, and at least one Saturday per month, from 9:00 a.m. until 5:00 p.m., without being permitted an uninterrupted break each day, totaling forty-eight hours worked per week on those weeks when she worked on Saturdays. 23. As a second example, during the week of January 20 through January 26, 2014, Defendants required Plaintiff to work, and she did work, six days, Monday through Saturday, from 9:00 a.m. until 5:00 p.m. Accordingly, Plaintiff worked forty-eight hours during this workweek. 24. For her work as a foster care case planner, Defendant Catholic Guardian paid Plaintiff a bi-weekly salary of approximately $1,600.00, regardless of whether one of the weeks during the pay-period was a week when Plaintiff worked on Saturday. As reflected on her paystubs, this bi-weekly salary was intended to cover only the first thirty-five hours that Plaintiff worked each week, which amounts to an hourly rate of $22.86. 25. From at least in or around April 2011 through May 2, 2014, Defendant Catholic Guardian did not pay Plaintiff at any rate of pay for any hours that she worked per week in excess of thirty-five. 26. On May 5, 2014, Defendant Ortiz promoted Plaintiff to the position of “case manager,” a managerial position in name only, a position she held until April 12, 2017. 27. Plaintiff’s primary duties as case manager consisted of making foster care arrangements for undocumented children, conducting intakes, handling tasks related to the children’s medical care, as well as being available at all times to respond to any and all emergencies that arise with the foster children, including but not limited to, their behavioral problems, placement issues, and medical concerns that required immediate attention. 29. From May 5, 2014 through the end of December 2016, Defendants required Plaintiff to work, and Plaintiff did work, five to six days a week, from Monday through Friday, and at least one Saturday or one Sunday a month, from 9:00 a.m. until 5:00 p.m., without being permitted to take an uninterrupted break each day, totaling either forty or forty-eight scheduled hours during those weeks when Plaintiff was required to work one day on the weekend. 30. Additionally, from May 19, 2014 through July 2016, Defendants assigned Plaintiff a company cell phone and required her to respond to any emergencies that arose after her regular weekday schedule ended, from 5:00 p.m. through 11:00 p.m., five to six days per week on days when she was working, meaning that Plaintiff worked between seventy and eighty- four hours per week during that time. 31. In or around January 2017 and continuing through the end of her employment on April 12, 2017, Defendants no longer required Plaintiff to work on the weekends as a matter of course, yet Defendants still required Plaintiff to work weekend days, always putting her over forty hours for the week, on one day’s advance notice. 32. By way of example only, during the week of September 29 through October 5, 2014, Defendants required Plaintiff to work, and she did work, six days, Monday through Saturday, from 9:00 a.m. until 5:00 p.m. Additionally, Defendants required Plaintiff to respond to emergency phone calls from 5:00 p.m. through 11:00 p.m., Monday through Saturday. Accordingly, Plaintiff worked a total of eighty-four hours during this workweek. 34. From May 5, 2014 through in or around October 2016, for her work as case manager, Defendant Catholic Guardian paid Plaintiff a bi-weekly salary of $1,651.96, regardless of whether one of the weeks during the pay-period was a week when Plaintiff worked on Saturday or Sunday. As reflected on her paystubs, this bi-weekly salary was intended to cover only the first thirty-five hours that Plaintiff worked each week, which amounts to an hourly rate of $23.60. 35. From November 2016 through April 12, 2017, for her work as case manager, Defendant Catholic Guardian paid Plaintiff a bi-weekly salary of $1,668.48, regardless of whether one of the weeks during the pay-period was a week when Plaintiff worked on Saturday or Sunday. As reflected on her paystubs, this bi-weekly salary was intended to cover only the first thirty-five hours that Plaintiff worked each week, which amounts to an hourly rate of $23.84. 36. From May 5, 2014 to April 12, 2017, Defendant Catholic Guardian did not pay Plaintiff at any rate of pay for any hours that she worked per week in excess of thirty-five. 37. As described above, Defendants paid Plaintiff on a bi-weekly basis. 39. Defendants treated Plaintiff and FLSA Plaintiffs in the same manner described herein. 40. Defendants acted in this manner to maximize their profits and minimize their labor costs and overhead. 41. Each hour that Plaintiff and FLSA Plaintiffs worked was for Defendants’ benefit. 42. Plaintiff and FLSA Plaintiffs repeat, reiterate, and re-allege each and every allegation set forth above with the same force and effect as if fully set forth herein. 43. 29 U.S.C. § 207(a) requires employers to compensate their employees at a rate of not less than one and one-half times their regular rates of pay for all hours worked exceeding forty in a workweek. 44. As described above, Defendants are employers within the meaning of the FLSA while Plaintiff and FLSA Plaintiffs are employees within the meaning of the FLSA. 45. As also described above, Plaintiff and FLSA Plaintiffs worked in excess of forty hours per week, yet Defendants failed to compensate Plaintiff and FLSA Plaintiffs in accordance with the FLSA’s overtime provisions. 46. Defendants willfully violated the FLSA. 47. Plaintiff and FLSA Plaintiffs are entitled to overtime pay for all hours worked per week in excess of forty at the rate of one and one-half times their respective regular rates of pay. 49. Plaintiff, and any FLSA Plaintiff who opts-in to this action, repeat, reiterate, and re-allege each and every allegation set forth above with the same force and effect as if more fully set forth herein. 50. NYLL § 160 and 12 NYCCRR § 142-2.2 require employers to compensate their employees at a rate not less than one and one-half times their regular rates of pay for all hours worked exceeding forty in a workweek. 51. As described above, Defendants are employers within the meaning of the NYLL and the NYCCRR, while Plaintiff, and any FLSA Plaintiff who opts-in to this action, are employees within the meaning of the NYLL and the NYCCRR. 52. As also described above, Plaintiff, and any FLSA Plaintiff who opts-in to this action, worked in excess of forty hours in a workweek, yet Defendants failed to compensate them in accordance with the NYLL’s and the NYCCRR’s overtime provisions. 53. Plaintiff, and any FLSA Plaintiff who opts-in to this action, are entitled to their overtime pay for all hours worked per week in excess of forty at the rate of one and one-half times their respective regular rates of pay. 55. Plaintiff, and any FLSA Plaintiff who opts-in to this action, repeat, reiterate, and re-allege each and every allegation set forth above with the same force and effect as if fully set forth herein. 56. NYLL §§ 190, 191, and 663(1) require that employers pay timely wages to their employees in accordance with the agreed terms of employment. 57. As described above, Defendants are employers within the meaning of the NYLL, while Plaintiff, and any FLSA Plaintiff who opts-in to this action, are employees within the meaning of the NYLL. 58. As also described above, Defendants failed to compensate Plaintiff, and any FLSA Plaintiff who opts-in to this action, at their respective regular rates of pay for each hour that they worked in accordance with their terms of employment. 59. At the least, Plaintiff, and any FLSA Plaintiff who opts-in to this action, are entitled to recover for all hours worked for Defendants but for which Defendants did not provide compensation at their respective regular rates of pay. 60. Plaintiff, and any FLSA Plaintiff who opts-in to this action, are entitled to liquidated damages, interest, attorneys’ fees, and costs and disbursements in this action for Defendants’ failure to pay them their wages in accordance with the agreed terms of employment. Failure to Pay Wages in Violation of the NYLL Unpaid Overtime in Violation of the NYLL and NYCCRR Unpaid Overtime in Violation of the FLSA

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37. In order to provide services to many of its customers, Clean Harbors contracts with certain companies to provide it with employees to perform the necessary work. 38. Metro and the Day Rate Workers reported directly to Clean Harbors. 39. Over the past three years, Clean Harbors employed hundreds of individuals – including Metro – as Solid Control Techs (or similar positions) throughout the United States. 40. Many of these individuals worked for Clean Harbors on a day-rate basis without overtime and were classified as independent contractors. 41. Metro and the Day Rate Workers worked for Clean Harbors under this pay scheme. 42. Metro and the Day Rate Workers did not receive a salary. If Metro and the Day Rate Workers did not work, they did not get paid. 43. Metro and the Day Rate Workers received a day rate. 44. Metro received a day rate of $275.00 for each approved day he worked for Clean Harbors. 45. Metro and the Day Rate Workers received the day rate regardless of the number of hours they worked in excess of 40 hours in a work week. 46. Metro and the Day Rate Workers did not receive overtime pay. 47. Metro and the Day Rate Workers are subjected to the same or similar pay practices. 49. Metro and the Day Rate Workers often worked at least 12 hours a day, often 7 days a week. 50. For example, from November 9, 2017 to November 22, 2017, Metro worked for Clean Harbors on 13 of the 14 days. 51. In other words, Metro worked at least 84 hours in one week, and at least 72 hours in the other week, in the two-week period of November 9, 2017 to November 22, 2017. 52. Without the job performed by Metro and the Day Rate Workers, Clean Harbors would not be able to complete its business objectives. 53. Metro and the Day Rate Workers relied on Clean Harbors for work and compensation. 54. Metro and the Day Rate Workers worked in accordance with the schedule set by Clean Harbors. 55. Metro and the Day Rate Workers were not permitted by Clean Harbors to subcontract out the work they are assigned to do by Clean Harbors. 56. Metro and the Day Rate Workers must follow Clean Harbors’ policies and procedures. 57. Metro and the Day Rate Workers’ work must adhere to the quality standards put in place by Clean Harbors. 58. Metro and the Day Rate Workers did not substantially invest in the tools required to complete the overall job to which they were assigned. 59. Metro and the Day Rate Workers did not possess any specialized or unique skill set. 61. Metro and the Day Rate Workers worked exclusively for Clean Harbors during the relevant time period. 62. Metro and the Day Rate Workers did not incur operating expenses like rent, payroll, marketing, and insurance. 63. Clean Harbors set Metro and the Day Rate Workers’ work schedule which prohibited them from working other jobs for other companies while working on jobs for Clean Harbors. 64. At all relevant time, Clean Harbors maintained control, oversight, and direction of Metro and the Day Rate Workers, including, but not limited to, hiring, firing, disciplining, timekeeping, payroll, and other employment practices. 65. Clean Harbors knows Metro, and the other workers like him, worked more than 40 hours in a week. 66. Indeed, Clean Harbors required Metro and the Day Rate Workers to work substantial overtime without overtime compensation. 67. Clean Harbors classified Metro and the Day Rate Workers as exempt from the overtime requirements, as independent contractors. 68. Clean Harbors knows these workers are not exempt from the FLSA’s overtime provisions. 69. Nonetheless, Clean Harbors failed to pay Metro and the other Day Rate Workers overtime for those hours exceeding 40 in a workweek. 70. Clean Harbors is well aware of the overtime requirements of the FLSA. 71. The Department of Labor’s Wage and Hour Division has found multiple violations against Clean Harbors.

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1. An order certifying that Count I may be maintained as a class action pursuant to Rule 23 of the Federal Rules of Civil Procedure and appointing Plaintiff and the undersigned counsel to represent the class as previously set forth and defined above; 14. On October 17, 2017, Plaintiff allegedly incurred a financial obligation to Imagine Consultants Essex in the amount of $47.30 related to medical services rendered to her (the “Debt”). 15. The Debt arose out of a transaction in which the money, property, insurance or services which were the subject of the transaction were primarily for personal, family or household purposes, namely fees emanating from medical services rendered to the Plaintiff. 16. Plaintiff’s personal medical Debt to Imaging Consultants Essex is a “debt” as defined by 15 U.S.C. §1692a(5). 17. Sometime after the incurrence of the Debt, but before the initiation of this action, Plaintiff was alleged to have fallen behind on payments owed on the Debt. 18. On or before January 23, 2018, the Debt was referred by Imaging Consultants Essex to OIS for the purpose of collections. 19. Defendant contends that the Debt is past-due and in default. 2. Adjudging that Online Information Services, Inc. violated 15 U.S.C. §§1692e and 1692g; 21. At the time the Debt was referred by Imaging Consultants Essex to OIS, the Debt was in default. 22. At all times relevant hereto, Defendant acted in an attempt to collect the Debt. 23. On or about January 23, 2018, OIS mailed or caused to be mailed a letter (the “Letter”) to Plaintiff. (Annexed and attached hereto as Exhibit A is a true copy of the letter dated January 23, 2018 sent by Online to Plaintiff, except the undersigned counsel has in accordance with Fed. R. Civ. P. 5.2 redacted the financial account numbers and Plaintiff’s street address to protect her privacy). 24. OIS mailed the letter dated January 23, 2018 attached as Exhibit A as a part of their efforts to collect the Debt. 25. Plaintiff received the letter attached as Exhibit A in the mail. 26. Plaintiff read the letter attached as Exhibit A upon receipt of the letter in the mail. 27. Exhibit A was sent in connection with the collection of the Debt. 28. Exhibit A seeks to collect the Debt. 29. Exhibit A states in relevant part, “ This is an attempt to collect and debt…” 3. An award of statutory damages for Plaintiff, and the class pursuant to 15 U.S.C. §1692k; 30. Exhibit A conveyed information regarding the Debt including the Amount Owed of $47.30, OIS Account and Pin numbers, and a demand for payment. 31. The Letter attached as Exhibit A is a “communication” as that term is defined by 15 U.S.C. §1692a(2). 32. The Letter attached as Exhibit A was the only letter or notice that Plaintiff received from 4. Attorneys’ fees, litigation expenses, and costs of suit pursuant to 15 U.S.C. §1692k; and 44. Plaintiff incorporates by reference all the above paragraphs as though fully stated herein. 45. The Defendant’s above refenced conduct violates 15 U.S.C. §§1692, 1692e, 1692e(10), 1692g, 1692g(a)(1)-(5). 46. 15 U.S.C. §1692e provides: §1692e. False or Misleading Representations A debt collector may not use any false, deceptive, or misleading representation or means in connection with the collection of any debt. Without limiting the general application of the foregoing, the following conduct is a violation of this section: (10) The use of any false representation or deceptive means to collect or attempt to collect any debt or to obtain information concerning a consumer 48. Defendant violated §1692g because they sought to collect debts from the Plaintiff without providing the initial disclosures mandated by 15 U.S.C. §1692g for those debts. OIS did not provide any of the initial disclosures required by §1692g(a)(1)-(5) for any of the accounts that made up the $734.55 amount listed in Exhibit B other than the account for $47.30 referenced in Exhibit A. 50. Defendant violated 15 U.S.C. §1692e(10) their conduct of failure to provide validation notices for accounts they are seeking to collect is misleading and deceptive. 51. The misleading and deceptive representation is material because it left Plaintiff uncertain as to her rights regarding her right to know the amount of the debt she allegedly owed, the name of her alleged creditor, her ability to dispute her alleged debt and her right to request verification of the alleged debt. 52. Plaintiff has alleged a particularized injury because the Letter attached as Exhibit A was were mailed and directed to her. 53. Plaintiff has alleged a concrete harm because the FDCPA creates a substantive right under §1692e to be free from abusive debt communications and §1692g creates a substantive right to receive certain information, and Defendant’s violations of the FDCPA results in concrete harm to Plaintiff. 54. Be reason thereof, Defendant is liable to Plaintiff and the proposed class for judgment that the Defendant’s conduct violated 15 U.S.C. §1692e and 15 U.S.C. §1692g and for statutory damages, costs, and attorneys’ fees pursuant to 15 U.S.C. §1692k. 55. Plaintiff incorporates by reference all the above paragraphs as though fully stated herein. 56. This action is brought as a class action. Plaintiff brings this action on behalf of herself and on behalf of all other persons similarly situated pursuant to Rule 23 of the Federal Rules of Civil Procedure. 58. The class definition above may be subsequently modified or refined. 59. The proposed class specifically excludes the United States of America, the states of the Third Circuit, counsel for the parties, the presiding United States District Court Judge, the Judges of the United States Court of Appeals for the Third Circuit and the United States Supreme Court. VIOLATIONS OF THE FAIR DEBT COLLECTION PRACTICES ACT

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10. Each of the preceding paragraphs is incorporated by reference as though fully set forth herein. 11. Plaintiff brings this action for violations of the FLSA as both an individual and collective action on behalf of Plaintiff and all persons who performed work as truck drivers designated as “independent contractors” by Forward Air who also signed truck lease agreements designating Forward Air as the “Carrier” at any time during the period from three years prior to filing of the complaint to the present (“collective members”). Plaintiff brings this action pursuant to section 216(b) of the FLSA, 29 U.S.C. § 216(b). 12. During all times relevant herein, Plaintiff and collective members were subjected to an unlawful compensation system put in place by Defendant. 13. During the relevant time period, Defendant has employed Plaintiff and collective members as “lease-purchasers” and/or “owner-operators” and misclassified them as independent contractors. 14. Plaintiff and collective members are similarly situated. During the relevant time period, they held similar job titles; performed similar job duties; been paid under similar pay provisions; and are all subject to Defendant’s unlawful policies and practices as described herein. 4 15. Plaintiff and collective members are numerous. Members of the Collective are estimated to number in hundreds, if not thousands. Forward Air has entered into the Agreements with thousands of persons who thereafter worked for Forward Air as “independent contractors.” 16. Defendant maintains records of its “owner-operators” and/or “lease purchasers” and as such they are readily identifiable by Defendant. 17. Therefore, Plaintiff should be permitted to bring this action as a collective action on behalf of themselves and all other individuals similarly situated pursuant to the “opt-in” provisions of the FLSA. 18. Each of the preceding paragraphs is incorporated by reference as though fully set forth herein. 19. Plaintiff Fredrick Blodgett worked for Defendant as an “owner-operator” and/or “lease-purchaser” from approximately July 2015 to October 2017 and was classified by Defendant as an independent contractor. 20. By approximately six months into his employment, Plaintiff was required to create and do business as Big FS, LLC. 21. Defendant’s primary business is the transport of air goods/cargo by truck from terminal to terminal across the United States. 22. Defendant is a motor carrier as defined by the Motor Carrier Act. 23. Plaintiff and collective members worked and/or work for Defendant as commercial truck drivers during the relevant time periods. 24. Defendant has continued to misclassify its “owner-operators” and/or “lease- purchasers” during all relevant times through the present. 5 25. Plaintiff and collective members have been misclassified by Defendant as independent contractors during the covered period, and are/were in fact Defendant’s employees under federal law. Misclassification of Owner-Operators and Lease-Purchasers as Independent Contractors 26. Each of the preceding paragraphs is incorporated by reference as though fully set forth herein. 27. During the relevant time period, Defendant has engaged in a policy and practice of employing truck drivers and misclassifying them as independent contractors. 28. During all relevant times herein, Defendant has controlled and directed Plaintiff and collective members in the performance of their job duties. 29. During all relevant times herein, Defendant has controlled the meaningful aspects of the business including customer flow and rates, effectively eliminating Plaintiff and collective members’ ability to function as independent economic entities. 30. During all relevant times herein, Plaintiff and collective members have entered into lease agreements with companies which regularly contract with Defendant that require Plaintiff and collective members to allow for large weekly deductions from their settlements to cover lease payments in return for the use of one of their trucks. Trucks are in poor shape, lasting approximately one year before needing a replacement truck. Leases extend for periods such as two to three years. 31. Plaintiff and collective members do not gain equity in the trucks during the term of their sublease with Defendant. Until an individual “owner-operator” and/or “lease-purchaser” reaches the end of the lease term and completes purchase of the truck, the “owner-operator” and/or “lease-purchaser” is essentially paying exorbitant fees to borrow equipment. 6 32. Plaintiff and collective members are compensated based on a number of factors unilaterally determined by Defendant, including but not limited to the distance a load must be hauled, the size and/or weight of the cargo, and the type of cargo. 33. Plaintiff and collective members are not permitted to use their leased truck to carry loads for independent companies that are/were not assigned by and/or through Defendant, even on days Plaintiff and collective members are not assigned work from Defendant. 34. Plaintiff and collective members can only accept loads that have been assigned to them by Defendant. 35. Defendant requires Plaintiff and collective members to have and maintain onboard communications and tracing technology, such as Qualcomm systems. Payment for the required technology is deducted from Plaintiff and collective member’s wages or escrow accounts. 36. The onboard communications and tracing technology enables Defendant to locate and track the trucks Plaintiff and collective members drive at all times, and to better control Plaintiff and collective members’ schedules and loads. 37. Defendant assigns loads to Plaintiff and collective members through its communications and dispatch system. 38. Plaintiff and collective members have/had little to no ability to refuse assigned loads. 39. When Plaintiff and collective members refuse loads, Defendant can and has required Plaintiff and collective members to sit and extra time for another load, substantially decreasing the amount of money they are able to earn and endangering their ability to meet their lease payment obligations. 7 40. As Plaintiff and collective members were not permitted to accept loads or jobs from anyone other than Defendant, they had no meaningful opportunity to increase their profit outside of what was offered by Defendant. 41. Although Plaintiff and collective members are required by law to hold commercial driving licenses, they are not required to have special skills uncommon to the over-the-road trucking industry. 42. During all relevant times herein, Plaintiff and members of the Collective have performed the same or substantially similar job duties as are performed by company drivers employed directly by Defendant. 43. Because Defendant controls the rates paid and the available loads, Plaintiff and collective members can do little to increase their profits other than attempt to improve their efficiency within the bounds of the Motor Carrier Act. 44. During all relevant times herein, Plaintiff and collective members are/were economically dependent on Defendant. 45. During all relevant times herein, Defendant directed, provided, and supervised the work performed by Plaintiff and collective members on Defendant’s behalf. Failure to Pay Plaintiff and Collective Members Minimum Wages for All Hours Worked 46. Each of the preceding paragraphs is incorporated by reference as though fully set forth herein. 47. Defendant’s pay structure regularly caused Plaintiff and collective members to make less than the minimum wage as set forth by section 206 of the Fair Labor Standards Act, 29 51. Each of the preceding paragraphs is incorporated by reference as though fully set forth herein. 52. At all times relevant herein, Defendant was and continues to be an “employer” of Plaintiff and collective members within the meaning of the FLSA. 53. At all times relevant herein, Plaintiff and collective members were/are “employees” within the meaning of the FLSA. 54. At all times relevant herein, Defendant, as well as Plaintiff and collective members, have been engaged in “commerce” within the meaning of the FLSA, 29 U.S.C. §203. 9 55. Section 201 of the FLSA, 29 U.S.C. §206, requires employers to minimally compensate employees such as Plaintiff and collective members at the federal minimum wage rate for all hours worked. 56. Defendant has violated and continues to violate the FLSA by willfully failing to compensate Plaintiff and collective members at least the federal minimum wage. 57. As a result of Defendant’s company-wide policy and practice of not paying Plaintiff and collective members at least the federally mandated minimum wage for all hours worked, Plaintiff and collective members have been harmed. Violation of the Fair Labor Standards Act (“FLSA”) Failure to Pay Minimum Wages

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19. Yet, while consumption of other beverages such as carbonated beverages has been shrinking, consumption of bottled water has steadily increased for years, with the sharpest increases coming in consumption of spring water versus other types of bottled water. For instance, according to the International Bottled Water Association, bottled water volumes hit a new record high in 2014, whereas soft drinks suffered its tenth consecutive year of volume reduction in 2014.3 Further, “bottled water added more gallons to its per-person consumption rate in 10 years than either ready-to-drink tea or sports beverages even reached by the end of that same period.”4 20. Bottled water’s commercial success is attributable to several factors, including consumers’ perceptions about taste, healthfulness, convenience, safety, and value as compared to other bottled beverages. B. Overview of Spring Water 21. Per regulations set forth by the United States Food and Drug Administration (“FDA”) and analogous state requirements, “bottled water” is water “that is intended for human consumption and that is sealed in bottles or other containers with no added ingredients[.]” 21 C.F.R. § 165.110(a). 23. Because of geological and other technical requirements, substantial time and resources are required to identify, develop, and maintain natural spring water sites. 24. Because of these and other associated costs, spring water typically sells at a premium compared to other bottled water, such as “well water” or “tap water,” both of which are sometimes sold as “purified water,” i.e., non-spring water which has undergone a purification process prior to being sold at wholesale or retail. See, e.g., 21 C.F.R. § 165.110(a)(2)(iv). By contrast, a distinguishing feature of “spring water” is that it does not undergo the same level or type of purification as “purified water.” 25. Because of geological and other technical requirements, spring water site development requires substantial resources to identify, develop, and maintain the natural springs from which spring water comes. 26. Spring water extraction is also a relatively localized process, with most sources being within reasonable transportation distance to bottling facilities due to the transportation costs associated with hauling water over distances. 27. Customers recognize the distinction between spring water and other types of bottled water. In addition to customers’ paying a premium, customers also generally recognize and prefer the taste of spring water to other types of bottled water. 29. Defendant Land d/b/a MC Resource Development a/k/a Pine Valley Farms Springs obtained a Public Water Supply Permit from the Commonwealth of Pennsylvania’s Department of Environmental Protection (DEP) to extract raw water for the purposes of bottling and selling to wholesale and/or retail customers. Defendant formed this business with the intention to serve customers throughout the northeast United States, particularly throughout Pennsylvania. 30. Defendant Land d/b/a MC Resource Development a/k/a Pine Valley Farms Springs owns and operates the bulk water hauling system and necessary equipment to extract raw water for the purposes of bottling. The bulk water facility at issue is located in New Ringgold, Pennsylvania, under the name “Pine Valley Farms Springs” or “Pine Valley.” 31. Defendant Land d/b/a MC Resource Development a/k/a Pine Valley Farms Springs markets this site’s raw water as “spring water” for bottling and consumption. 32. However, the water sourced at Pine Valley Farms Springs is not spring water. For one, raw water extracted at Pine Valley Farms Springs does not satisfy the FDA definition of “spring water” discussed above. 34. DEP does not recognize Pine Valley Farms Springs as a “spring water” source either. Pine Valley Farms Springs has never been permitted as a “spring water” site. For instance, the most recent DEP permit for Pine Valley Farms Springs clearly identifies the site as a “well water” site, not a “spring water” site. Here is an excerpt (the full permit is attached as Exhibit A hereto): 36. Pine Valley Farms Springs is not, and has never been, permitted by the DEP as an extractor of raw water from a “spring” source. 37. In addition, water extracted from Pine Valley Farms Springs has been extracted, handled, or treated with equipment or techniques that are inconsistent with “spring water” classification criteria. 38. Further, water sourced from Pine Valley Farms Springs intended to be marketed and sold as “spring water” has tested as containing more particulates or trace elements than are otherwise permissible or recommended under industry standards for “spring water.” 39. In spite of all of this, Defendant Land d/b/a MC Resource Development a/k/a Pine Valley Farms Springs nonetheless fraudulently and deceptively markets and sells the raw water extracted at Pine Valley Farms Springs as “spring water.” C. The Bottler Defendants’ False, Misleading, and Deceptive Advertising and Sale of So-Called “Spring Water” 41. All three bottling Defendants source raw water from Defendant Land d/b/a MC Resource Development a/k/a Pine Valley Farms Springs. Bottling Defendants then bottle, market, and sell this water as “spring water,” despite the fact that Pine Valley Farms Springs’ water is not properly classified by DEP or otherwise as “spring water.” 43. Defendants’ bottling and sale of water sourced from Pine Valley Farms Springs and labeled as “spring water” is incorrect, false, and misleading, and intended to give consumers the impression that the water is derived from an appropriate “spring water” source, when in fact that is not the case. 44. Defendants’ marketing and sale of their deceptively marketed “spring water” is damaging to the reputation and goodwill of Plaintiff, other Class members, and the consuming public. These false and misleading misrepresentations are designed to entice purchasers (both retail outlets and consumers) to buy Defendants’ products, and wrongfully cause purchasers to falsely believe that Defendants’ “spring water” products are at least equal if not superior to Plaintiff’s and other Class members’ true spring water, which is not the case. 45. Defendants’ wrongful conduct has resulted in increased sales of their own deceptively labeled “spring water,” hindering sales of Plaintiff’s and other Class members’ true spring water. Plaintiff and other Class members have sustained and will sustain damages as a result of Defendants’ continuing course of wrongful conduct. 47. The proposed classes are defined as: All persons in the United States who, within the applicable statute of limitations preceding the filing of this action through class certification, extract and/or bottle spring water for sale in the United States (the “National Class”). All persons in the Commonwealth of Pennsylvania who, within the applicable statute of limitations preceding the filing of this action through class certification extract and/or bottle spring water for sale in the Commonwealth of Pennsylvania (the “Pennsylvania State Subclass”). The National Class and the Pennsylvania State Subclass are collectively referred to as the “Classes.” 48. Plaintiff reserves the right to modify or amend the definition of the proposed Classes before the Court determines whether certification is appropriate. 49. Excluded from the Classes are Defendants, their parents, subsidiaries, affiliates, officers and directors, any entity in which a Defendant has a controlling interest, all persons who make a timely election to be excluded, governmental entities, and all judges assigned to hear any aspect of this litigation, as well as their immediate family members. 50. Said definition may be further defined or amended by additional pleadings, evidentiary hearings, a class certification hearing, and orders of this Court. 51. The members of the Classes are so numerous that joinder is impractical. The Classes consist of many members, the identities of whom are within the knowledge of and can be ascertained by resort to Defendants’ and other records. 53. As set forth in detail below, common issues of fact and law predominate because all of Plaintiff’s claims are based on common conduct. Among the questions of law and fact common to the Classes are whether Defendants: a. Falsely advertised and sold their water as spring water; b. mislead consumers by advertising and selling their water as spring water; c. deprive consumers of truthful and non-misleading information about the water Defendants advertise and sell; and d. violated Pennsylvania law. 54. Other questions of law and fact common to the classes include: e. The proper method or methods by which to measure damages; and f. the declaratory and injunctive relief to which the Classes are entitled. 55. Plaintiff’s claims are typical of the claims of other Class members, in that they arise out of the same wrongful conduct committed by Defendants as a result of their false and misleading advertising and sale of so-called “spring water.” Plaintiff has suffered the harm alleged and has no interests antagonistic to the interests of any other Class member. 57. Defendants have acted on grounds generally applicable to all Class members, thereby making final injunctive relief and/or corresponding declaratory relief appropriate with respect to the Classes as a whole. The prosecution of separate actions by individual Class members would create the risk of inconsistent or varying adjudications with respect to individual members of the Class that would establish incompatible standards of conduct for Defendants. 58. Injunctive relief is necessary to prevent further false, misleading, and deceptive conduct by Defendants. Money damages alone will not afford adequate and complete relief, and injunctive relief is necessary to restrain Defendants from continuing to engage in false, misleading, and deceptive conduct in the United States and Pennsylvania concerning their advertising and sale of so-called “spring water.” 59. A class action is superior to other available methods for the fair and efficient adjudication of this controversy. Since the amount of each individual Class member’s claim is small relative to the complexity of the litigation, and due to the financial resources of Defendants, no Class member could afford to seek legal redress individually for the claims alleged herein. Absent a class action, the Class members will continue to suffer losses and Defendants’ misconduct will proceed without remedy. 61. Plaintiff repeats and realleges the allegations set forth above, and incorporates the same as if set forth herein at length. 62. Defendants have intentionally, knowingly, or otherwise made and distributed, in interstate commerce and in this District, advertisements or related materials that contain false or misleading statements of fact regarding their products. These advertisements contain actual misstatements and/or misleading statements insofar as they state that Defendants’ water is “spring water,” but fail to disclose, among other things, that said water is not in fact “spring water,” but rather is “well water” or other inferior non-spring water. 63. These false and misleading statements actually deceive, or have a tendency to deceive, a substantial segment of Plaintiff’s customers and potential customers. This deception is material in that it is likely to influence the purchasing decisions of Plaintiff’s or other National Class members’ customers. 64. Defendants’ false and misleading advertising statements and omissions injure both Plaintiff, other members of the National Class, and/or consumers. 66. Defendants have caused, and will continue to cause, immediate and irreparable injury to Plaintiff and other members of the National Class, including to their business, reputation, and goodwill, for which there is no adequate remedy at law. As such, Plaintiff and the National Class are entitled to an injunction under 15 U.S.C. § 1116 restraining Defendants, their agents, employees, representatives, assigns, and all persons acting in concert with them from engaging in further acts of false advertising or labeling, and ordering removal of all of Defendants’ false advertisements or labeling. 67. Pursuant to 15 U.S.C. § 1117, Plaintiff and the National Class are entitled to recover from Defendants the damages sustained by Plaintiff, and other members of the National Class, as a direct and/or proximate result of Defendants’ acts in violation of the Lanham Act § 43(a). Plaintiff is at present unable to ascertain the full extent of the monetary damages suffered by Plaintiff, or other members of the National Class, by reason of Defendants’ wrongful conduct. 68. Pursuant to 15 U.S.C. § 1117, Plaintiff and other members of the National Class are further entitled to recover from Defendants the gains, profits and advantages that they have obtained as a result of their wrongful acts. Plaintiff is at present unable to ascertain the full amount of the gains, profits and advantages Defendants have obtained by reason of their acts. 70. Plaintiff repeats and realleges the allegations set forth above, and incorporates the same as if set forth herein at length. 71. Pennsylvania law protects against “unfair competition” which includes injury that may arise from false or misleading marketing and advertising. 72. Defendants’ wrongful conduct alleged herein as violations of the Lanham Act, also constitutes unfair competition under Pennsylvania law. 73. Defendants have intentionally, knowingly, or otherwise caused, and will continue to cause, immediate and irreparable injury to Plaintiff and other members of the Pennsylvania State Subclass, including to their business, reputation, and goodwill, for which there is no adequate remedy at law. As such, Plaintiff and the Pennsylvania State Subclass are entitled to an injunction restraining Defendants, their agents, employees, representatives, assigns, and all persons acting in concert with them from engaging in further acts of misleading advertising, and ordering removal of all of Defendants’ misleading advertisements and related materials. 74. Plaintiff and the Pennsylvania State Subclass are entitled to recover from Defendants the damages sustained by Plaintiff, and other members of the Pennsylvania State Subclass, as a direct and/or proximate result of Defendants’ acts in violation of Pennsylvania law. Plaintiff is at present unable to ascertain the full extent of the monetary damages suffered by Plaintiff, or other members of the Pennsylvania State Subclass, by reason of Defendants’ wrongful conduct. 76. Plaintiff and other members of the Pennsylvania State Subclass are further entitled to recover attorney’s fees and the costs of this action pursuant to Pennsylvania law, as well as punitive damages. A. Overview of the Bottled Water Industry False Advertising Under Lanham Act § 43(a) (15 U.S.C. § 1125(a)) Against All Defendants (On Behalf of the National Class) Unfair Competition Under Pennsylvania Law Against All Defendants (On Behalf of the Pennsylvania State Subclass)

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1. This is a class action brought on behalf of all people who paid the costs of room and board and/or attendant service fees for the Spring 2020 academic semester at private dormitories throughout the State of Florida, each managed by Defendant Asset Plus Corporation. Upon the onset of the COVID-19 pandemic, these people lost the benefits of the room and board and/or the services for which they had paid. Defendant has responded to the pandemic and the resultant constructive eviction of its tenants by retaining the unearned costs and fees, implementing a policy whereby it refuses to grant any refunds to its leaseholders. 2. In or around March 2020, Florida colleges and universities announced that, because of the global COVID-19 pandemic, all classes would be moved online for the remainder of the Spring 2020 semester. Students who lived in on-campus housing were told they had to move out or were strongly encouraged to do so, such that they had no meaningful choice but to comply. Further, because all classes were moved online, there was no reason for students to remain near campus if they had other housing available to them. This is particularly so in the face of the dangers, risks, and fear associated with the pandemic. Many students chose to leave campus to be with their families, or to avoid exposure to COVID-19, and they have stayed off campus to comply with directives from the schools, as well as local, state and federal governments. In addition, the services that their fees were intended to cover are no longer available to them. 26. Plaintiff reserves the right to amend or modify the Class definition with greater specificity or further division into subclasses or limitation to particular issues, as discovery and the orders of this Court warrant. 27. Excluded from the Class are the Defendant, the officers and directors of the Defendant at all relevant times, members of Defendant’s immediate families and their legal representatives, heirs, successors or assigns, and any entity in which Defendant has or had a controlling interest. 28. Plaintiff is a member of the Class she seeks to represent. 29. Defendant has thousands of customers that have paid room, board, and fees while schools were closed and students ordered to return home. Accordingly, members of the Class are so numerous that their individual joinder herein is impracticable. The precise number of Class members and their identities are unknown to Plaintiff at this time, but may be determined through discovery. Class members may be notified of the pendency of this action by mail and/or publication through the distribution records of Defendant. 30. Common questions of law and fact exist as to all Class members and predominate over questions affecting only individual Class members. Common legal and factual questions include, but are not limited to, whether Defendant has refused to offer refunds and whether it has breached its contracts with its customers or otherwise acted unlawfully. 31. The claims of the named Plaintiff are typical of the claims of the Class in that the named Plaintiff was charged rental fees and suffered losses despite her son being ordered to leave campus and return home by school and government officials. 33. The class mechanism is superior to other available means for the fair and efficient adjudication of the claims of the Class members. Each individual Class member may lack the resources to undergo the burden and expense of individual prosecution of the complex and extensive litigation necessary to establish Defendant’s liability. Individualized litigation increases the delay and expense to all parties and multiplies the burden on the judicial system presented by the complex legal and factual issues of this case. Individualized litigation also presents a potential for inconsistent or contradictory judgments. In contrast, the class action device presents far fewer management difficulties and provides the benefits of single adjudication, economy of scale, and comprehensive supervision by a single court on the issue of Defendant’s liability. Class treatment of the liability issues will ensure that all claims and claimants are before this Court for consistent adjudication of the liability issues. 34. Plaintiff hereby incorporates by reference the allegations contained in all preceding paragraphs of this Complaint. 35. Plaintiff brings this claim individually and on behalf of the members of the proposed Class against Defendant. 36. At all times relevant to this action Defendant is subject to and must abide by the law of Florida, including Florida Statute § 559.72. 38. Defendant has violated Florida Statute § 559.72(9) by attempting to enforce a debt when Defendant knows that the debt is not legitimate, or to assert the existence of some legal right when Defendant knows that right does not exist. 39. Defendant’s actions have directly and proximately resulted in Plaintiff’s prior and continuous sustaining of damages as described by Florida Statute §559.77. 4. The decision to transition to online classes and to request or encourage students to leave campus were responsible decisions to make, but it is unfair and unlawful for Defendant to retain unearned fees and costs, passing the losses on to the students and their families. Other higher education institutions across the United States that likewise have switched to e-learning and have similarly requested that its students leave campus have recognized the upheaval and financial harm befalling students and their families from these decisions, and they have provided appropriate refunds. That’s the right thing to do. Defendant, unfortunately, has taken the opposite approach. 40. Plaintiff hereby incorporates by reference the allegations contained in all preceding paragraphs of this Complaint. 41. Plaintiff brings this claim individually and on behalf of the members of the proposed Class against Defendant. 43. As a result of Defendant’s breach of the implied covenant of good faith and fair dealing as set forth above, Plaintiff and the proposed Class members have been damaged. 44. Plaintiff hereby incorporates by reference the allegations contained in all preceding paragraphs of this Complaint. 45. Plaintiff brings this claim individually and on behalf of the members of the proposed Class against Defendant. 46. Plaintiff and members of the Class conferred benefits on Defendant by paying room, board, and fees, despite the closing of colleges and universities and attendant recommendations for social distancing and returning home. 47. Defendant has knowledge of such benefits. 48. Defendant has been unjustly enriched in retaining the revenues derived from Plaintiff and Class members’ payments. Retention of those moneys under these circumstances is unjust and inequitable because Defendant is charging its customers full price of a semester’s worth or room, board, and fees of which Plaintiff and Class members cannot reasonably avail themselves. 5. Accordingly, Defendant has improperly retained monies paid by Plaintiff and the other Class members for room, board, and fees, while otherwise not affording them the benefits for which they paid. Even if Defendant claims that it did not have a choice, it nevertheless has improperly retained funds for services it is not providing. No matter the excuse, Defendant’s actions are unlawful and unfair, and equity demands disgorgement of the fees and monies paid. 50. Plaintiff hereby incorporates by reference the allegations contained in all preceding paragraphs of this Complaint. 51. Plaintiff brings this claim individually and on behalf of the members of the proposed Class against Defendant. 52. Defendant deprived Plaintiff and the other members of the Class of the value they paid for themselves (or the students on whose behalf they paid for) of their right to the services and amenities provided in the lease agreement. 53. Plaintiff and members of the Class had a right to a refund of their room, board, and fees while the schools the dormitories catered to were and remain closed; Defendant intentionally refused issuance of any refund or credit after the schools were closed; Plaintiff and Class members were harmed through Defendant’s unlawful retention of room, board, and fees; Defendant’s conduct was a substantial factor in causing Plaintiff and Class members’ harm. 54. Plaintiffs and members of the Class are entitled to the return of the prorated, unused amounts paid for room, board, and fees through the end of the semester. 55. Plaintiff hereby incorporates by reference the allegations contained in all preceding paragraphs of this Complaint. 56. Plaintiff brings this claim individually and on behalf of the members of the proposed Class against Defendant. 6. Plaintiff brings this class action for injunctive, declaratory, and equitable relief, and for any available legal remedies resulting from Defendant’s illegal, unfair, or deceptive conduct related to retaining the costs of room, board, and fees paid by Plaintiffs and the other Class members after they (or the students on behalf of whom Plaintiffs and Class members paid these expenses) were made or encouraged to vacate their campus residence to complete the semester. Breach of Implied Covenant of Good Faith and Fair Dealing Conversion Florida Consumer Collection Practices Act Money Had and Received Unjust Enrichment

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11. Defendant Aegis is a financial brokerage firm. Upon information and belief, Defendant purchases lists of consumers to call without receiving their prior express consent. 12. In recent years, financial firms such as Aegis have turned to unsolicited telemarketing as a way to increase their customer bases as they seek to expand their reach. Widespread telemarketing is a primary method by which Defendant recruits new customers. 13. A recent article in an industry publication describes the process in detail: Armed only with the names of business owners on index cards, trainees call leads, using scripts that haven’t been updated in years. “Let’s not kid each other, I didn’t just pick up the phone book and dial your number,” one script obtained from an ex-Meyers broker reads. “Opportunities like this do not come along every day.” When a person answers and doesn’t hang up, the trainees tout their Wall Street addresses and say their boss will call back with one good stock tip. The boss then calls to recommend a well-known stock. A few months later they’ll pressure investors to sell and switch into other shares, charging commissions of about 3 percent on each trade. 1 14. The article specifically mentions Aegis as engaging in this practice. 15. Upon information and belief, in its telemarketing calls Aegis is attempting to create the illusion of a prior relationship with the consumer by claiming to be “returning a call,” when it is, in fact, cold calling. 17. Defendant and/or its agent places repeated and unwanted calls to consumers whose phone numbers are registered with the DNCR. Consumers register their phone numbers on the DNCR for the express purpose of avoiding unwanted telemarketing calls like those alleged here. Defendant does not check its numbers against the DNCR, and does not remove from its telemarketing lists the numbers of consumers who are on the DNCR. Furthermore, Defendant and/or its agents are not processing users’ demands to not be called once they have been called. 19. Defendant knowingly made (and continues to make) unsolicited telemarketing calls without the prior express consent of the call recipients and knowingly continued to call them after requests to stop. In so doing, Defendant not only invaded the personal privacy of Plaintiff and members of the putative Class, but also intentionally and repeatedly violated the TCPA. 20. Plaintiff is a natural person residing in Hewitt, Wisconsin. 21. On July 1, 2003 Plaintiff registered his landline phone number on the DNCR specifically to avoid telemarketing calls. 22. Starting in or about September 2015, Plaintiff began receiving multiple calls on his landline telephone from various Aegis Capital phone numbers, including (516) 221-6600. 23. When he answered their calls initially, the person on the line would identify themselves as from Aegis Capital Corp. 24. Most disturbingly, the caller would claim that they had spoken with the Plaintiff previously. 25. When he initially answered Aegis’ call, he told the caller that he was not interested, that he never requested for them to call him, that he was registered on the DNCR, and never to call him again. 26. Still, the calls continued. Plaintiff received approximately two to four calls every month for a period of at least nine months. 27. The calls were annoying and harassing. 29. Plaintiff does not have a relationship with Defendant, has never provided his landline telephone number directly to Defendant, or ever requested that Defendant place calls to him or offer him its services. Simply put, Plaintiff has never provided his prior express consent to Defendant to place calls to him and has no business relationship with Defendant. 30. As a result of Defendant’s repeated intrusive and unwanted telemarketing calls within a 12-month period, Plaintiff suffered actual harm in the form of annoyance, nuisance, and invasion of privacy. In addition, the calls disturbed Plaintiff’s use and enjoyment of his phone. 31. At the time it called Plaintiff on May 3, 2016 from (516) 221-6600, Defendant was aware that the above-described telephone calls were and are being made to consumers like Plaintiff who had not consented to receive them and whose telephone numbers were registered with the DNCR. 32. Each time it called Plaintiff after the first call in September 2015, Defendant was also aware that it had placed more than one telemarketing call to Plaintiff’s number within a 12- month period. 34. Numerosity: The exact sizes of the Classes are unknown and not available to Plaintiff at this time, but it is clear that individual joinder is impracticable. On information and belief, Defendant made telephone calls to thousands of consumers who fall into the definition of the Classes. Members of the Classes can be easily identified through Defendant’s records. 36. Adequate Representation: Plaintiff will fairly and adequately represent and protect the interests of the Classes and has retained counsel competent and experienced in class actions. Plaintiff has no interests antagonistic to those of the Classes, and Defendant has no defenses unique to Plaintiff. Plaintiff and his counsel are committed to vigorously prosecuting this action on behalf of the members of the Classes and have the financial resources to do so. Neither Plaintiff nor his counsel has any interest adverse to the Classes. 38. Plaintiff incorporates the foregoing factual allegations as if fully set forth herein. 39. 47 U.S.C. §227(c) provides that any “person who has received more than one telephone call within any 12-month period by or on behalf of the same entity in violation of the regulations prescribed under this subsection may” bring a private action based on a violation of said regulations, which were promulgated to protect telephone subscribers’ privacy rights to avoid receiving telephone solicitations to which they object. 40. The TCPA’s implementing regulation, 47 C.F.R. § 64.1200(c), provides that “[n]o person or entity shall initiate any telephone solicitation” to “[a] residential telephone subscriber who has registered his or her telephone number on the national do-not-call registry of persons who do not wish to receive telephone solicitations that is maintained by the federal government.” 42. Defendant violated 47 C.F.R. § 64.1200(c) by initiating, or causing to be initiated, telephone solicitations to residential telephone subscribers such as Plaintiff and the No Consent- DNC Class members who registered their respective telephone numbers on the DNCR. These consumers requested to not receive calls from Defendant as set forth in 47 C.F.R. § 44. Defendant violated 47 C.F.R. § 64.1200(d) by initiating calls for telemarketing purposes to residential telephone subscribers, such as Plaintiff and the No Consent-DNC Class, without instituting procedures that comply with the regulatory minimum standards for maintaining a list of persons who request not to receive telemarketing calls from them, by not maintaining a written policy, available on demand, for maintaining a do not call list, and by not informing and training its personnel engaged in any aspect of telemarketing in the existence and use of its internal do-not-call list. 45. As a result of Defendant’s unlawful conduct, Plaintiff and the Class suffered actual damages and, under section 47 U.S.C. § 227(c), Plaintiff and each member of the No Consent Do Not Call Class are each entitled to receive up to $500 in damages for each violation of 47 C.F.R. § 64.1200. 46. Plaintiff repeats and realleges the above paragraphs of this Complaint and incorporates them herein by reference. 48. As a result of Defendant’s and unlawful conduct, Plaintiff and the Stop Do Not Call Class suffered actual damages and, under section 47 U.S.C. § 227(c), Plaintiff and each member of the Class is each entitled to receive up to $500 in damages for each violation of 47 49. Plaintiff repeats and realleges the above paragraphs of this Complaint and incorporates them herein by reference. 50. Defendant knowingly and/or willfully initiated, or caused to be initiated, telephone solicitations to residential telephone subscribers such as Plaintiff and the No Consent-DNC Class members who registered their respective telephone numbers on the DNCR and who received more than one call within a 12-month period. 51. Each of the aforementioned calls by Defendant constitutes a knowing and/or willful violation of the TCPA. 53. Plaintiff repeats and realleges the above paragraphs of this Complaint and incorporates them herein by reference. 54. Defendant knowingly and/or willfully initiated, or caused to be initiated, telephone solicitations to residential telephone subscribers such as Plaintiff and the Stop Do Not Call Class members who registered their respective telephone numbers on the DNCR and who received more than one call within a 12-month period from Defendant after informing Defendant to stop calling them. 55. Each of the aforementioned calls by Defendant constitutes a knowing and/or willful violation of the TCPA. 56. As a result of Defendant's knowing and/or willful violations of the TCPA, Plaintiff and the Stop Do Not Call Class are entitled to an award of treble damages up to $1,500.00 for each call in violation of the TCPA pursuant to 47 U.S.C. § 227(c)(5). 64.1200(d)(3). Knowing and/or Willful Violations of 47 U.S.C. § 227 (On behalf of Plaintiff and the Stop Do Not Call Class) Knowing and/or Willful Violations of 47 U.S.C. § 227 (On behalf of Plaintiff and the No Consent-DNC Class) Violation of 47 U.S.C. § 227 et seq. (On behalf of Plaintiff and the Stop Do Not Call Class) Violation of 47 U.S.C. § 227 et seq. (On behalf of Plaintiff and the No Consent-DNC Class)

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Tennessee Class: (Tennessee Unjust Enrichment Claims) (Tennessee Breach of Contract Claims) (Violation of the Fair Labor Standards Act) 10. Plaintiffs are former non-exempt Key-Holders (Assistant Store Manager and Lead Sales Associates, respectively) for Dollar General within the three (3) year period preceding the filing of this action. As non-exempt Key-Holders they possessed control over keys that opened the Dollar General store at which they worked and its cash registers during all relevant periods. Also as non-exempt Key-Holders for Dollar General during such time, their regular job duties consisted of serving as Managers on Duty which required them to 4 be in charge of the store(s) at which they worked and responsible for the store's operations during their entire scheduled shifts. 11. Plaintiffs and other similarly situated Key-Holders ("class members") were subject to Dollar General's common timekeeping, payroll and operational plans, policies and practices at all times relevant to this action. 12. Dollar General maintained a common pattern and practice of allowing, inducing and incentivizing its store managers to require, force, expect, encourage and/or suffer and permit Plaintiffs and class members to work "off-the-clock" before, during and after their scheduled shifts to avoid compensating them for all straight time worked, to avoid compensating them for all hours worked in excess of forty (40) per week at the applicable FLSA overtime compensation rate of pay, to enable it to "under-budget" its labor costs and to "under-staff" its stores (but nonetheless meet the operational needs its store), all for the purpose and objective of staying within its budgeted labor cost allotted to each of its stores. 13. Dollar General has induced and incentivized its store managers to work non-exempt Key- Holders, such as Plaintiffs and class members, "off-the-clock" (as described in paragraph 12 above), for the purpose and objective of staying within its budgeted labor costs allotted to each of its stores, by providing such store managers special "recognition" if they stay within their allotted budgeted labor costs, on the one hand and, by adversely impacting their employment if they fail to stay within their allotted budgeted labor costs, on the other hand. 5 "Off-The-Clock" Work Time 14. Plaintiffs and class members worked "off-the-clock" before, during and after their regularly scheduled hours while employed as non-exempt Key-Holders of Dollar General without being compensated at the applicable straight time, minimum wage and overtime compensation rates of pay for such "off-the-clock" work, as required by the FLSA and under Tennessee law. As a result of such failure, Dollar General violated the provisions of the Fair Labor Standards Act and state law. 15. Some of such uncompensated "off-the-clock" work performed by Plaintiffs and class members, as non-exempt Key-Holders, before, during and after their regularly scheduled shifts consisted of: (a) Being required, forced, induced, expected, encouraged, suffered and/or permitted to perform integral and indispensable pre-store opening duties before clocking into Dollar General's centralized timekeeping system and, without being compensated for such "off-the-clock" before shift work; (b) Being required, forced, induced, expected, encouraged, suffered and/or permitted to perform integral and indispensable closing shift duties after clocking out of Dollar General's centralized timekeeping system at the end of scheduled shifts, such as coordinating, processing, finalizing and submitting end-of-day reports and making bank deposits and, without being compensated for such "off-the-clock" after shift work; (c) Being required, forced, induced, expected, encouraged, suffered and/or permitted to clock out of Dollar General's centralized timekeeping system during scheduled 6 shifts to make bank deposits and, without being compensated for such time spent making "off-the--clock" bank deposits; and, (d) Being required, forced, induced, expected, encouraged, suffered and/or permitted to clock out of Dollar General's centralized timekeeping system during scheduled shifts for thirty (30) minute meal breaks, when serving as the sole Manager on Duty and, without being compensated for such "off-the-clock" meal breaks. 16. At all relevant times, Dollar General has maintained a centralized timekeeping system for the purpose of recording work time of its non-exempt employees at its retail stores, nationwide. 17. Unpaid "off-the-clock" time of Plaintiffs and class members, as described in paragraph 15 above, were not recorded into Dollar General's centralized timekeeping system, during all times relevant. 18. Dollar General has maintained a common plan, policy and practice that prohibit its non- exempt Key-Holders from modifying their "off-the-clock" time and properly record such unpaid time into Dollar General's timekeeping system. 19. Dollar General also has a common plan and practice of discouraging its store managers from modifying any "off-the-clock" work time of non exempt Key-Holders (such as Plaintiffs and class members) into its centralized timekeeping system, consistent with its practice of allowing, inducing and incentivizing such store managers to work Key- Holders "off the clock," as described in paragraph 15 above. 20. Dollar General does not provide any practical means or mechanisms by which non- exempt Key-Holders, such as Plaintiffs and class members, can complain or protest about their "off-the clock" work (such as described in paragraph 15 above) because they have 7 been discouraged and intimidated from doing so by their store managers, as well as by their regional and district managers. 21. Plaintiffs and class members were subject to discipline, up and including termination of employment, if they refused to perform "off-the-clock" work (as described in paragraph 15 above). 22. Dollar General has been aware that Plaintiffs and class members, when serving as “closing shift" Managers on Duty, were required to remain on store premises after clocking out of its centralized timekeeping system, in order to coordinate, process, finalize and submit "end-of-day" reports to its corporate offices, given its possession of timekeeping, payroll and time-specific end-of day reports relating to Plaintiffs and class members' after shift "off-the-clock" work. Yet, Dollar General failed to modify such end- of-day "off-the-clock" work time into its centralized timekeeping system or take any other action to ensure they were compensated at the applicable straight time, minimum wage and overtime rates of pay for such "off-the-clock" work, as required by the FLSA and state law. 23. Moreover, Plaintiff and class members' store managers, regional and district managers, failed to modify their other "off-the-clock" time (as described in paragraph 15) or take any other action to ensure they were properly compensated for other such "off-the-clock" time at the applicable straight time, minimum wage and overtime rates of pay, as required by the FLSA and state law, during all times relevant. 24. In sum, Dollar General’s corporate labor budgets failed to account for proper compensation at the store level and Dollar General failed to monitor and investigate 8 actual practices complained of herein, in the field, despite written companywide policies prohibiting “off-the-clock” work. "Off-The-Clock" Meal Breaks 25. Dollar General has maintained a common plan, policy and practice of requiring at least one Key-Holder to be the Manager on Duty and "in charge of its store" for the entirety of each store shift. 26. Under Dollar General's common "meal break policy and practice," non-exempt Key- Holders, such as Plaintiffs and class members, were required to clock-out of its centralized timekeeping system for a thirty (30) minute unpaid "off-the-clock" meal break after working six (6) hours and, clock out of its centralized timekeeping system for an additional thirty (30) minute unpaid "off-the-clock" meal break after eight (8) hours of work, at all times relevant. 27. Plaintiff and class members, when serving as the sole Manager on Duty for their respective shifts, have been required to clock out of Dollar General's timekeeping system, remain on store premises and continue to be in charge of the store and responsible for its operations, during such thirty (30) unpaid minute meal breaks, as well as to be subjected to perform and, perform, their regular job duties for the entirety of such meal breaks; consisting of such job duties and operational responsibilities, inter alia, as: (a.) Continuously "watching the store" for possible customer and/or employee needs; (b.) Continuously "watching the store" for possible customer and/or employee theft; (c.) Continuously "watching the store" for any safety concerns; (d.) Continuously "watching the store" to observe employees' performances; (e.) Coordinating employees' breaks; 9 (f.) Observing parking lot activities; (g.) Ensuring proper stocking of store merchandise; (h.) Coordinating the replacement of "no show" employees; (i.) Answering employee questions about store issues and policies; (j.) Coordinating with vendors and suppliers; (k.) Addressing employee complaints and concerns; (l.) Resolving customer complaints and concerns; (m.) Addressing maintenance issues that arise; (n.) Responding to phone calls and other communications from management members; (o.) Correcting and recording cash register mistakes; (p.) Replacing, "counting down" and changing cash in registers; (q.) Coordinating and processing "cash picks"; (r.) Coding-in, opening and closing cash registers to process "Void" sales; (s.) Communicating with employees and customers about "Void" sales; (t.) Coding-in, opening and closing cash registers to process "Returns"; (u.) Communicating with employees and customers about such "Returns"; (v.) Monitoring each operational activity within the store premises to ensure compliance with Dollar General's policies and standards; and, (w.) Being available, accessible, vigilant, "on call" and "on wait" for the entirety of such meal breaks relative to the above job duties and responsibilities. 28. Plaintiffs and class members, when the sole Manager on Duty, essentially performed the same job duties and were responsible for the same store operations during their unpaid 10 "off-the-clock" meal breaks as during all other parts of their shifts. (On some occasions, they were the only employee at the store during their unpaid "off-the-clock" meal break). 29. Dollar General routinely and regularly audited its timekeeping system and payroll records and, had access to the schedules of non-exempt Key-Holders, such as those of Plaintiffs and class members, when serving as the sole Manager on Duty. Nonetheless, Dollar General took no action to modify their timekeeping records to include such "off-the-clock" meal breaks into its centralized timekeeping system. Nor did Dollar General take any other action to ensure they would be compensated for such "off-the-clock" meal time at the applicable straight time, minimum wage and overtime rates of pay, as is required by the FLSA. 30. Dollar General's common plan and practice required Plaintiffs and class members to be in charge of the store at which they worked and responsible for its operations for the entirety of each shift, including thirty (30) minute meal breaks, when serving as the sole Manager on Duty of such shift, during all times relevant 31. Dollar General did not prohibit Plaintiffs and class members from performing their regular job duties and operational responsibilities during their unpaid "off-the-clock" meal breaks, at all times relevant. 32. Dollar General has failed to ensure that unauthorized work had not been performed by Plaintiffs and class members during their "off-the-clock" meal breaks at all times relevant. 33. Plaintiffs and class member were subject to disciplinary action, including up to termination of their employment, if they refused or failed to perform their regular job duties (of being in charge of the store and responsibly of its operations) during their "off- 11 the-clock" meal breaks, when serving as the sole Manager on Duty at their respective stores, at all times relevant. 34. The net effect of Dollar General's common plan, policy and practice of not paying Plaintiffs and class members for all work performed, including all overtime work performed, was a scheme to save payroll costs and payroll taxes and, stay within its budgeted labor cost for each of its stores, all for which it has unjustly enriched itself and enjoyed ill gained profits at the expense of Plaintiffs and other members of the class. Dollar General Failed to Keep Accurate Time Records 35. Dollar General failed to accurately record all hours worked by its Plaintiffs and class members as required by the FLSA, 29 C.F.R. §516.2(a)(7). 36. By its failure to record accurately all time worked by Plaintiffs and class members (during all times relevant), Dollar General willfully failed to compensate them for all such time at the applicable straight time, minimum wage and overtime rates of pay, as required to the FLSA and state law. 37. Dollar General knew, and was aware at all relevant times, that it was not recording all of Plaintiffs and class members' work hours. 38. Dollar General's common plans, policies and practices of not compensating Plaintiffs and class members for all hour worked at the applicable straight time, minimum wage and overtime rates of pay violated the provisions of the FLSA, 29 U.S.C. § 207(a)(1). 39. Plaintiffs and class members were subject to and, victims of, Dollar General's centralized and uniform plans, policies and practices of strictly enforcing restricted hours of compensable work (budgeted labor). 12 40. Dollar General knew its centralized and uniform plans, policies and practices (schemes), as aforementioned, would require its management personnel to work Plaintiffs and class members "off the clock". 41. As a result of Dollar General's improper and willful failure to pay Plaintiffs and class members in compliance with the requirements of the FLSA (as well as in compliance with its own policies), Plaintiffs and class members have suffered lost wages in terms of lost straight time, minimum wage and overtime compensation as well as other damages. 42. Plaintiffs bring this case as a collective action on behalf of themselves and other similarly situated individuals pursuant to 29 U.S.C. § 216(b) to recover unpaid straight time wages, unpaid minimum wages, unpaid overtime compensation, liquidated damages, statutory penalties, attorneys' fees and costs, and other damages owed. 43. The proposed collective class of similarly situated persons is defined as: All current and former non-exempt Key-Holders (Assistant Store Managers and Lead Sales Associates) employed by Dollar General Corporation who, as sole Managers on Duty, were required to clock-out of Dollar General's timekeeping system for thirty (30) minute meal breaks without being fully relieved of all job duties and, who were otherwise required to work "off-the- clock" before, during and after their scheduled shifts within the three (3) years preceding the filing of this action at any Dollar General retail store located in the United States.1 44. Plaintiffs seek to pursue their unpaid "off-the-clock" wage claims against Dollar General on behalf of themselves, individually, and on behalf of themselves and all class members as a class. 1 Plaintiffs reserve the right to amend the Class Description upon the discovery of additional facts. 13 45. Plaintiffs and class members are "similarly situated" as the term is defined in 29 U.S.C. §216(b) because, inter alia, Dollar General employed a centralized timekeeping system nationwide that resulted in a failure to pay Plaintiffs and class members for all hours worked, as mandated by the FLSA. 46. Moreover, this action is properly maintained as a collective action because Plaintiffs are similarly situated to the members of the collective class with respect to Dollar General's timekeeping, payroll and operational plans, policies and practices. Plaintiffs and the collective class were subjected to Dollar General's aforementioned centralized and uniform plans, policies and practices of encouraging, suffering or permitting, expecting and/or requiring its management personnel to work Plaintiffs and those similarly situated "off the clock" before, during and after their scheduled shifts, for reasons hereinbefore described. 47. The collective action mechanism is superior to other available methods for a fair and efficient adjudication of this controversy. Dollar General has acted or refused to act on grounds generally applicable to class members. The prosecution of separate actions could create a risk of inconsistent and varying adjudications, establish incompatible standards of conduct for Dollar General, place a substantial and unnecessary burden on the courts and/or substantially impair the ability of class members to protect their interests. 48. Plaintiffs Beaver and Jimenez will fairly and adequately protect the interests of the class as their interests are in complete alignment with those of class members, i.e. to prove and then eradicate Dollar General's unlawful practices of failing to pay applicable straight 14 time, minimum wage and overtime compensation to its non-exempt Key-Holders, such as Plaintiffs and class members for performing "off-the-clock" work, as hereinbefore described. 49. Counsel for Plaintiffs will adequately protect the interests of Plaintiffs Beaver and Jimenez as well as that of all class members. 50. Dollar General required, forced, induced, expected, encouraged and, suffered and permitted Plaintiffs and the collective class to work "off-the-clock,"(as hereinbefore described) within weekly pay periods at all times relevant, including more than forty (40) hours per week of such "off-the-clock" work, without being paid applicable straight time wages, minimum wage and overtime compensation for such work, in violation of the 58. Plaintiffs Beaver and Jimenez bring this action on their own, on behalf of themselves, individually and, pursuant to Rule 23 of the Federal Rules of Civil Procedure, on behalf of themselves and the following class of individuals: All current and former non-exempt Key-Holders (Assistant Store Managers and Lead Sales Associates) who were employed by Dollar General during the six (6) years preceding the filing of this action and, who were not compensated for all hours worked at any Tennessee Dollar General retail store within such period of time. ("class period").2 59. Plaintiffs Beaver and Jimenez are members of the Tennessee class they seek to represent under Rule 23 of the Federal Rules of Civil Procedure in this action. 60. The Tennessee Class is sufficiently numerous that joinder of all members is impractical, thereby satisfying Federal Rule of Civil Procedure 23(a)(1). There are hundreds of class members during the class period. 61. All members of the class share the same pivotal questions of law and fact, thereby satisfying Federal Rule of Civil Procedure 23(a)(2). That is, all members of the Tennessee Class share the questions of: (1) whether and to what extent did Dollar General fail to compensate them for all the hours they performed during the class period; 2 Plaintiffs reserve the right to amend the Tennessee Class Description prior to certification if additional facts are discovered. 17 (2) whether and to what extent such unpaid hours include hours worked over forty (40) within any weekly pay period of the class period; (3) whether and to what extent such hours over forty (40) within any weekly pay period of the class period were compensated at one and one-half times their regular hourly rate of pay; (4) whether Dollar General's actions relating to the above constituted unjust enrichment; (5) whether Dollar General's actions relating to the above constituted a breach of contract; and, (6) whether Dollar General's actions relating to the above constituted a violation of the Tennessee Wage Regulation Act (T.C.A. 50-2-103(h). 62. Plaintiffs Beaver and Jimenez's unpaid wage claims are typical of the claims of the Tennessee Class, thereby satisfying Federal Rule of Civil Procedure 23(a)(3). Dollar General's failure to pay for all hours worked was not the result of any Plaintiff-specific circumstances. Instead, Dollar General's failure to compensate class members for all hours worked arose from its common compensation and payroll policies and practices, which it applied to Plaintiffs and other Tennessee Key-Holders at its retail stores in the state during the class period. 63. Plaintiffs Beaver and Jimenez will fairly and adequately represent and protect the interests of the Tennessee Class. Further, they have retained competent legal counsel experienced in representing classes of employees against their employers related to their claims of unpaid wages under the law, thereby satisfying Federal Rule of Civil Procedure 23(a)(4). 18 64. By constantly and continuously failing to pay its non-exempt Key-Holders, such as Plaintiffs and class members, for all hours worked during the class paid, Dollar General has created a scenario where questions of law and fact common to Tennessee class members predominate over any questions affecting individual members. Thus, a class action is superior to other available methods for fair and efficient adjudication of this matter. Consequently, Plaintiffs Beaver and Jimenez are entitled to pursue their Tennessee state law claims as a class action, pursuant to Federal Rule of Civil Procedure 23(b)(3). 65. Plaintiffs incorporate by reference all preceding paragraphs as fully as if written herein. 66. At all relative times, Plaintiffs and class members have been entitled to the rights, protections, and benefits provided under 29 U.S.C. §§.201, et seq. 67. At all relevant times, Dollar General has been an employer engaged in interstate commerce consistent with 29 U.S.C. §.206(a) and 207(a). 68. At all relevant times, Dollar General employed Plaintiffs and each of the collective action class members consistent with the terms of the FLSA. 69. At all relevant times, Dollar General was an "employer" under the Fair Labor Standards Act. 19 70. At all relevant times, Plaintiffs and class members were employees of Dollar General within the meaning of the FLSA's straight wage, minimum wage and overtime wage requirements. 71. Plaintiffs and other class members have been similarly situated individuals within the meaning of the FLSA, 29 U.S.C. § 216(b) at all relevant times. 72. As a result of Dollar General's common compensation practices of working Plaintiffs and class members "off-the-clock", as hereinbefore described, Plaintiff and class members were not paid straight time, minimum wage and overtime compensation, as required by the FLSA. 73. Section 207(a)(1) of the FLSA states that an employee must be paid overtime, equal to at least 1.5 times the employee's regular rate of pay, for all hours worked in excess of forty (40) hours per week. Pursuant to 29 C.F.R. § 778.315, compensation for hours worked in excess of forty (40) hours per week may not be considered paid to an employee unless that employee is compensated for all such overtime hours worked. 74. Through its actions, policies and practices, Dollar General violated the FLSA by regularly and repeatedly failing to compensate Plaintiffs and similarly situated individuals for all actual hours worked, including all overtime hours worked. 75. The foregoing actions of Dollar General violated the FLSA. 76. Dollar General's actions were willful with reckless disregard of clearly applicable FLSA provisions. 77. Dollar General's actions were not in good faith. 20 78. As a direct and proximate cause of Dollar General's unlawful conduct, Plaintiffs and similarly situated employees have suffered and will continue to suffer a loss of income and other damages. 79. Therefore, Dollar General is liable to Plaintiffs and other members of the class for actual damages, liquidated damages and equitable relief, pursuant to 29 U.S.C. § 216(b), as well as reasonable attorneys' fees, costs and expenses. 80. All previous paragraphs are incorporated as though fully set forth herein. 81. Plaintiffs Beaver and Jimenez bring this claim on behalf of themselves, individually, and on behalf themselves and members of the Tennessee Class. 82. Plaintiffs Beaver and Jimenez and, the Tennessee class members, entered into unilateral employment agreements with Dollar General whereby they agreed to perform work for Dollar General in exchange for being compensated for all hours worked. 83. Under the terms of Dollar General's Employee Handbook, applicable to Plaintiffs and class members, at all times relevant, Dollar General promised and implicitly guaranteed that all hours worked by them would be paid, stating specifically: "You must be paid for all hours worked. In, addition, you must be paid for all hours worked within the week the hours were actually worked." 84. The agreements were made between parties capable of contracting and contained mutual obligations and valid consideration. 85. Plaintiffs Beaver and Jimenez and, members of the Tennessee Class, have performed all conditions precedent, if any, required of them under these agreements. 21 86. Dollar General has refused and failed to perform its obligations in accordance with the terms and conditions of the aforementioned agreements by failing to pay Plaintiffs and the Tennessee class members for all time worked on behalf of Dollar General. 87. Dollar General's failure to pay Plaintiffs and members of the class all hours worked during all relevant periods herein also constitutes a violation of the Tennessee Wage Regulation Act. 88. All previous paragraphs are incorporated as though fully set forth herein. 89. Plaintiffs Beaver and Jimenez bring this claim on behalf of themselves, individually, and on behalf themselves and all members of the Tennessee Class in the alternative to Count II. 90. Under the Tennessee Wage Regulation Act, (Tenn. Code Ann. 50-2-103(h), Dollar General is/was obligated to pay Plaintiffs and the Tennessee class members for all time worked. 91. Plaintiffs and Tennessee members who performed "of-the-clock" work for Dollar General during the relevant period, as hereinbefore described, but who worked less than forty (40) hour within weekly pay periods, conferred a benefit upon Dollar General by working on its behalf without being provided compensation. 92. Because the FLSA only covers those employees who work more than forty (40) hours per week (other than for minimum wage violations), Plaintiffs and Tennessee class members who performed "off-the-clock" work, as hereinbefore described, but who worked less 22 than forty (40) hours within weekly pay periods when employed by Dollar General have no adequate remedy under the FLSA to be compensated for such work. 93. Dollar General had an appreciation of knowledge of the benefit conferred upon it by Plaintiffs and the Tennessee class members. 94. Nonetheless, Dollar General has accepted and retained the benefit of Plaintiffs and class members' labor under such circumstances as to make it inequitable for it to retain the benefit without payment for its value. 95. Dollar General has been unjustly enriched as a result of its accepting the work of Plaintiffs and the Tennessee Class without proper compensation for all time worked. Thus, it would be unjust to allow Dollar General to enjoy the fruits of the labor of Plaintiffs and Tennessee class members without properly compensating them for such labor. Dollar General therefore is liable to Plaintiffs and the Tennessee class members for the value of such benefit it has received from the fruits of their labor during the relevant period herein.

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15. On June 1, 2015, Plaintiff received an unsolicited fax advertisement. Exhibit A, copy of the subject fax advertisement. The fax advertisement attached as Exhibit A was sent, or caused to be sent, by Defendants. 16. The subject fax advertises Defendants’ goods, products or services. Id. Exhibit A is a one-page fax that attempts to promote Defendants’ marketing service for chiropractors. Id. Exhibit A contains information about the methods Defendants use to attract patients for chiropractors. Id. Exhibit A also encourages Plaintiff to contact Defendants immediately to engage their marketing service. Id. Defendants sent, or caused this unsolicited fax advertisement to be sent to Plaintiff and a class of similarly-situated persons. 17. Plaintiff did not invite or give permission to anyone to send Exhibit A to him. 18. Exhibit A does not contain a clear and conspicuous opt-out notice. Instead, Defendants included an opt-out notice in small font near the bottom of the page. Id. The opt-out notice did not include a domestic toll-free fax number. Id. It is not clear whether the telephone number listed on Defendants’ opt-out notice was available to Plaintiff to make an opt out request 24 hours a day, 7 days a week, as required by the TCPA. Id. 20. There is no reasonable means for Plaintiff (or any other putative class member) to avoid receiving illegal faxes. Fax machines are left on and ready to receive the urgent communications their owners desire to receive. 21. Plaintiff brings this action as a class action on behalf of himself and all others similarly situated as members of the Class, initially defined as follows: All persons who were sent one or more telephone facsimile messages on or after four years prior to the filing of this action, that advertised the commercial availability of property, goods, or services offered by defendants, that did not contain an opt-out notice that complied with federal law. 22. Excluded from the Class are Defendants, any entity in which Defendants have a controlling interest, any officers or directors of Defendants, the legal representatives, heirs, successors, and assigns of Defendants, and any Judge assigned to this action, and his or her family. 24. Numerosity/Impracticality of Joinder: On information and belief, the Class consists of more than thirty-nine people and, thus, is so numerous that joinder of all members is impracticable. The precise number of Class members and their addresses are unknown to Plaintiff, but can be obtained from Defendants’ records or the records of third parties. 26. Typicality of claims: Plaintiff’s claims are typical of the claims of the Class because Plaintiff and all Class members were injured by the same wrongful practices. Plaintiff and the members of the Class are all individuals who received unsolicited fax advertisements from Defendants that also did not contain an opt-out notice pursuant to the TCPA. Under the facts of this case, because the focus is upon Defendants’ conduct, if Plaintiff prevails on his claims, then the putative Class members must necessarily prevail as well. 28. Prosecution of Separate Claims Would Yield Inconsistent Results: Even though the questions of fact and law in this action are predominately common to Plaintiff and the putative Class members, separate adjudication of each Class member’s claims would yield inconsistent and varying results. Such inconsistent rulings would create incompatible standards for Defendants to operate under if/when Class members bring additional lawsuits concerning the same unsolicited fax advertisements or if Defendants choose to advertise by fax again in the future. 30. Plaintiff incorporates the preceding paragraphs as though fully set forth herein. 31. Plaintiff brings Count I on behalf of himself and a class of similarly situated persons. 32. The TCPA prohibits the “use of any telephone facsimile machine, computer or other device to send an unsolicited advertisement to a telephone facsimile machine….” 47 U.S.C. § 227 (b) (1). 33. The TCPA defines “unsolicited advertisement,” as “any material advertising the commercial availability or quality of any property, goods, or services which is transmitted to any person without that person’s express invitation or permission.” 47 U.S.C. § 227 (a) (4). 34. The TCPA provides: 35. In relevant part, the TCPA states that “[t]he Commission shall prescribe regulations to implement the requirements of this subsection . . . in implementing the requirements of this subsection, the Commission shall provide that a notice contained in an unsolicited advertisement complies with the requirements under this subparagraph only if . . . (i) the notice is clear and conspicuous . . .” 47. U.S.C. § 227 (b) (2) (D) (i). 36. Additionally, “a notice contained in an unsolicited advertisement complies with the requirements under this subparagraph only if . . . (ii) the notice states that the recipient may make a request to the sender of the unsolicited advertisement not to send any future unsolicited advertisements to a telephone facsimile machine or machines and that failure to comply, within the shortest reasonable time, as determined by the Commission, with such a request meeting the requirements under subparagraph (E) is unlawful . . .” 47 U.S.C. § 227 (b) (2) (D) (ii). The shortest reasonable time has been determined to be thirty days. 47 C.F.R. § 64.1200 (a) (4) (iii) (B). 37. The opt-out notice must also include “a domestic contact telephone and facsimile number for the recipient to transmit such a request to the sender” as well as a “cost-free mechanism for a recipient to transmit a request pursuant to such notice . . .” 47 U.S.C. § 227 (b) (2) (D) (iv). 39. The Court, in its discretion, can treble the statutory damages if the violation was knowing. 47 U.S.C. § 227. 40. Defendants violated 47 U.S.C. § 227 et seq. by sending advertisements by fax (such as Exhibit A) to Plaintiff and the other Class members without first obtaining their prior express invitation or permission. 41. Defendants violated 47 U.S.C. § 227 et seq. by not providing a clear and conspicuous opt-out notice. The notice that Defendants did include was in small font at the very bottom of the page. Exhibit A. 42. Defendants violated 47 U.S.C. § 227 et seq. by not including a domestic toll-free fax number for the recipients to make an opt-out request. Id. It is not clear whether the telephone number Defendants provided allowed Plaintiff and the Class members to make an opt-out request at any time on any day of the week. 43. Facsimile advertising imposes burdens on unwilling recipients that are distinct from those imposed by other types of advertising. The content of the required opt-out notice is designed to ensure that the recipients have the necessary contact information to opt-out of future fax transmissions. If senders do not clearly and conspicuously provide the opt-out content to the recipients, then the recipients are unable to stop the burdens imposed by this form of advertisement. 45. Defendants are liable to Plaintiff and the other Class members under the TCPA for not including a proper opt-out notice even if Defendants ultimately prove that they obtained prior express permission to send the advertisements by fax or prove that they had an established business relationship with Plaintiff and the other Class members. 46. Each Defendant is liable because, respectively, it sent the faxes, caused the faxes to be sent, participated in the activity giving rise to or constituting the violation, the faxes were sent on its behalf, or under general principles of vicarious liability applicable under the TCPA, including actual authority, apparent authority and ratification. 47. Defendants knew or should have known that Plaintiff and the other Class members had not given express invitation or permission for Defendants or anybody else to fax advertisements about Defendants’ goods, products, or services, that Plaintiff and the other Class members did not have an established business relationship with Defendants, that Exhibit A is an advertisement, and that Exhibit A did not display the proper opt-out notice required by the TCPA. 49. Defendants knew that their actions violated the TCPA because they have been sued for TCPA violations before. See Rosen Family Chiropractic, S.C. v. Patient Builders, Inc., No. 10-cv-2826 (N.D. Ill.) Because their actions were willful and knowing, the Court should award trebled damages. 51. Plaintiff incorporates paragraphs 1 through 29 as though fully set forth herein. 52. Plaintiff brings Count II on behalf of himself and a class of similarly situated persons. 53. By sending Plaintiff and the other Class members unsolicited faxes, Defendants improperly and unlawfully converted their fax machines, toner and paper to Defendants’ own use. Defendants also converted Plaintiff’s employees’ time to their own use. 54. Immediately prior to the sending of the unsolicited faxes, Plaintiff and the other Class members owned an unqualified and immediate right to possession of their fax machines, paper, toner, and employee time. 55. By sending the unsolicited faxes, Defendants permanently misappropriated the Class members’ fax machines, toner, paper, and employee time to their own use. Such misappropriation was wrongful and without authorization. 56. Defendants knew or should have known that their misappropriation of paper, toner, and employee time was wrongful and without authorization. 59. Plaintiff incorporates paragraphs 1 through 29 as though fully set forth herein. 60. Plaintiff brings Count III on behalf of himself and a class of similarly situated persons. 61. Defendants’ unsolicited fax practice is an unfair practice, because it violates public policy, and because it forced Plaintiff and the other Class members to incur expense without any consideration in return. Defendants’ practice effectively forced Plaintiff and the other Class members to pay for Defendants’ advertising campaign. 62. Defendants violated the unfairness predicate of the Act by engaging in an unscrupulous business practice and by violating Illinois statutory public policy, which public policy violations in the aggregate caused substantial injury to hundreds of persons. 63. Defendants’ misconduct caused damages to Plaintiff and the other members of the Class, including the loss of paper, toner, ink, use of their facsimile machines, and use of their employees’ time. CONVERSION ILLINOIS CONSUMER FRAUD AND DECEPTIVE BUSINESS PRACTICES ACT 815 CS 505/2 TELEPHONE CONSUMER PROTECTION ACT, 47 U.S.C. § 227

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Defendant. : : : : : : : : : : : : - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - x 2.1 guidelines; and, d. Develop an accessibility policy that is clearly disclosed on Defendant’s Websites, with contact information for users to report accessibility-related problems. 2.1 guidelines; c. Regularly test user accessibility by blind or vision-impaired persons to ensure that Defendant’s Website complies under the WCAG 21. Defendant is a tactical gear and uniform company that owns and operates www.blauer.com (its “Website”), offering features which should allow all consumers to access the goods and services and which Defendant ensures the delivery of such goods throughout the United States, including New York State. 22. Defendant’s Website offers products and services for online sale and general delivery to the public. The Website offers features which ought to allow users to browse for items, access navigation bar descriptions, inquire about pricing, and avail consumers of the ability to peruse the numerous items offered for sale. 23. Plaintiff is a visually-impaired and legally blind person, who cannot use a computer without the assistance of screen-reading software. Plaintiff is, however, a proficient NVDA screen-reader user and uses it to access the Internet. Plaintiff has visited the Website on separate occasions using a screen-reader. 25. Many features on the Website lacks alt. text, which is the invisible code embedded beneath a graphical image. As a result, Plaintiff was unable to differentiate what products were on the screen due to the failure of the Website to adequately describe its content. Such issues were predominant in the section where Plaintiff was attempting, but was unsuccessful, in making a purchase. 26. Many features on the Website also fail to Add a label element or title attribute for each field. This is a problem for the visually impaired because the screen reader fails to communicate the purpose of the page element. It also leads to the user not being able to understand what he or she is expected to insert into the subject field. As a result, Plaintiff and similarly situated visually impaired users of Defendant’s Website are unable to enjoy the privileges and benefits of the Website equally to sighted users. 27. Many pages on the Website also contain the same title elements. This is a problem for the visually impaired because the screen reader fails to distinguish one page from another. In order to fix this problem, Defendant must change the title elements for each page. 29. These access barriers effectively denied Plaintiff the ability to use and enjoy Defendant’s website the same way sighted individuals do. 30. It is, upon information and belief, Defendant’s policy and practice to deny Plaintiff, along with other blind or visually-impaired users, access to Defendant’s website, and to therefore specifically deny the goods and services that are offered to the general public. Due to Defendant’s failure and refusal to remove access barriers to its website, Plaintiff and visually-impaired persons have been and are still being denied equal access to Defendant’s Website, and the numerous goods and services and benefits offered to the public through the Website. 31. Due to the inaccessibility of Defendant’s Website, blind and visually-impaired customers such as Plaintiff, who need screen-readers, cannot fully and equally use or enjoy the facilities, products, and services Defendant offers to the public on its Website. The access barriers Plaintiff encountered have caused a denial of Plaintiff’s full and equal access in the past, and now deter Plaintiff on a regular basis from equal access to the Website. 32. If the Website were equally accessible to all, Plaintiff could independently navigate the Website and complete a desired transaction as sighted individuals do. 34. Because simple compliance with the WCAG 2.1 Guidelines would provide Plaintiff and other visually-impaired consumers with equal access to the Website, Plaintiff alleges that Defendant has engaged in acts of intentional discrimination, including but not limited to the following policies or practices: a. Constructing and maintaining a website that is inaccessible to visually-impaired individuals, including Plaintiff; b. Failure to construct and maintain a website that is sufficiently intuitive so as to be equally accessible to visually impaired individuals, including Plaintiff; and, c. Failing to take actions to correct these access barriers in the face of substantial harm and discrimination to blind and visually-impaired consumers, such as Plaintiff, as a member of a protected class. 35. Defendant therefore uses standards, criteria or methods of administration that have the effect of discriminating or perpetuating the discrimination of others, as alleged herein. 36. The ADA expressly contemplates the injunctive relief that Plaintiff seeks in this action. In relevant part, the ADA requires: In the case of violations of . . . this title, injunctive relief shall include an order to alter facilities to make such facilities readily accessible to and usable by individuals with disabilities . . . Where appropriate, injunctive relief shall also include requiring the . . . modification of a policy . . . 42 U.S.C. § 12188(a)(2). 38. Although Defendant may currently have centralized policies regarding maintaining and operating its Website, Defendant lacks a plan and policy reasonably calculated to make them fully and equally accessible to, and independently usable by, blind and other visually-impaired consumers. 40. Without injunctive relief, Plaintiff and other visually-impaired consumers will continue to be unable to independently use the Website, violating their rights. 41. Plaintiff, on behalf of herself and all others similarly situated, seeks to certify a nationwide class under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the United States who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of goods and services, during the relevant statutory period. 42. Plaintiff, on behalf of herself and all others similarly situated, seeks to certify a New York City subclass under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the City of New York who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of goods and services offered, during the relevant statutory period. 48. Plaintiff, on behalf of herself and the Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 49. Section 302(a) of Title III of the ADA, 42 U.S.C. § 12101 et seq., provides: No individual shall be discriminated against on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, or accommodations of any place of public accommodation by any person who owns, leases (or leases to), or operates a place of public accommodation. 42 U.S.C. § 12182(a). 50. Defendant’s Website is a public accommodations within the definition of Title III of the ADA, 42 U.S.C. § 12181(7). The Website is a service that is offered to the general public, and as such, must be equally accessible to all potential consumers. 51. Under Section 302(b)(1) of Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities the opportunity to participate in or benefit from the products, services, facilities, privileges, advantages, or accommodations of an entity. 42 U.S.C. § 12182(b)(1)(A)(i). 52. Under Section 302(b)(1) of Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities an opportunity to participate in or benefit from the products, services, facilities, privileges, advantages, or accommodation, which is equal to the opportunities afforded to other individuals. 42 U.S.C. § 12182(b)(1)(A)(ii). 54. The acts alleged herein constitute violations of Title III of the ADA, and the regulations promulgated thereunder. Plaintiff, who is a member of a protected class of persons under the ADA, has a physical disability that substantially limits the major life activity of sight within the meaning of 42 U.S.C. §§ 12102(1)(A)- (2)(A). Furthermore, Plaintiff has been denied full and equal access to the Website, has not been provided services that are provided to other patrons who are not disabled, and has been provided services that are inferior to the services provided to non-disabled persons. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 55. Under 42 U.S.C. § 12188 and the remedies, procedures, and rights set forth and incorporated therein, Plaintiff, requests relief as set forth below. 56. Plaintiff, on behalf of herself and the New York City Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 58. Defendant’s Website is a sales establishment and public accommodations within the definition of N.Y.C. Admin. Code § 8-102(9). 59. Defendant is subject to NYCHRL because it owns and operates its Website, making it a person within the meaning of N.Y.C. Admin. Code § 8-102(1). 60. Defendant is violating N.Y.C. Administrative Code § 8-107(4)(a) in refusing to update or remove access barriers to Website, causing its Website and the services integrated with such Website to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, products, and services that Defendant makes available to the non-disabled public. 61. Defendant is required to “make reasonable accommodation to the needs of persons with disabilities . . . any person prohibited by the provisions of [§ 8-107 et seq.] from discriminating on the basis of disability shall make reasonable accommodation to enable a person with a disability to . . . enjoy the right or rights in question provided that the disability is known or should have been known by the covered entity.” N.Y.C. Admin. Code § 8-107(15)(a). 63. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 64. As such, Defendant discriminates, and will continue in the future to discriminate against Plaintiff and members of the proposed class and subclass on the basis of disability in the full and equal enjoyment of the products, services, facilities, privileges, advantages, accommodations and/or opportunities of its Website under § 8-107(4)(a) and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and members of the class will continue to suffer irreparable harm. 65. Defendant’s actions were and are in violation of the NYCHRL and therefore Plaintiff invokes her right to injunctive relief to remedy the discrimination. 66. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines under N.Y.C. Administrative Code § 8-120(8) and § 8-126(a) for each offense as well as punitive damages pursuant to § 8-502. 67. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 69. Plaintiff, on behalf of herself and the Class and New York City Sub-Classes Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 70. An actual controversy has arisen and now exists between the parties in that Plaintiff contends, and is informed and believes that Defendant denies, that its Website contains access barriers denying blind customers the full and equal access to the products, services and facilities of its Website, which Defendant owns, operates and controls, fails to comply with applicable laws including, but not limited to, Title III of the Americans with Disabilities Act, 42 U.S.C. §§ 12182, et seq., and N.Y.C. Admin. Code § 8-107, et seq. prohibiting discrimination against the blind. 71. A judicial declaration is necessary and appropriate at this time in order that each of the parties may know their respective rights and duties and act accordingly. DECLARATORY RELIEF VIOLATIONS OF THE ADA, 42 U.S.C. § 12181 et seq. VIOLATIONS OF THE NYCHRL

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24. On or about November 26, 2018, Defendant called Plaintiff’s cellular telephone number ending in 9978 (“9978 Number”) with a pre-recorded message. 25. Upon Plaintiff answering the phone, a pre-recorded message asked Plaintiff to press 1 if she was interested in a vacation promotion. 26. After Plaintiff pressed 1, she was connected to a live representative who notified Plaintiff that he was an employee of Defendant and that he wanted to sell Plaintiff insurance. 27. The employee represented that Defendant had obtained Plaintiff’s number from Facebook. Plaintiff does not list her phone number on Facebook. 28. Plaintiff is the subscriber and sole user of the 9978 Number. 29. Defendant called Plaintiff from 305-514-0228, a number which upon information and belief, Defendant owned and/or operated. 30. Plaintiff received the subject calls within this judicial district and, therefore, Defendant’s violation of the TCPA occurred within this district. 31. Upon information and belief, Defendant caused similar calls to be sent to individuals residing within this judicial district. 32. At no point in time did Plaintiff provide Defendant with written express consent to be contacted using a pre-recorded message. 33. Defendant’s unsolicited calls caused Plaintiff actual harm, including invasion of her privacy, aggravation, annoyance, intrusion on seclusion, trespass, and conversion. Defendant’s calls also inconvenienced Plaintiff and caused disruption to her daily life. 34. Plaintiff brings this case as a class action pursuant to Fed. R. Civ. P. 23, on behalf of herself and all others similarly situated. 35. Plaintiff brings this case on behalf of the below defined Class: All persons within the United States who, within the four years prior to the filing of this Complaint, were sent a pre-recorded call, from Defendant or anyone on Defendant’s behalf, to said person’s cellular telephone number, without their prior express written consent. 36. Defendant and their employees or agents are excluded from the Class. Plaintiff does not know the number of members in the Class but believes the Class members number in the several thousands, if not more. 40. The common questions in this case are capable of having common answers. If Plaintiff’s claim that Defendants routinely calls telephone numbers assigned to cellular telephone services is accurate, Plaintiff and the Class members will have identical claims capable of being efficiently adjudicated and administered in this case. 45. Plaintiff re-alleges and incorporates the foregoing allegations as if fully set forth herein. 46. It is a violation of the TCPA to make “any call (other than a call made for emergency purposes or made with the prior express consent of the called party) using any automatic telephone dialing system or prerecorded or artificial voice… to any telephone number assigned to a … cellular telephone service ….” 47 U.S.C. § 227(b)(1)(A)(iii). 47. Defendant – or third parties directed by Defendant – used pre-recorded calls to make non-emergency marketing telephone calls to the cellular telephones of Plaintiff and other members of the Class. 49. Defendant violated § 227(b)(1)(A)(iii) of the TCPA by using a pre-recorded message to make non-emergency telephone calls to the cell phones of Plaintiff and the other members of the putative Class without their prior express consent. 50. As a result of Defendant’s conduct and pursuant to § 227(b)(3) of the TCPA, Plaintiff and the other members of the putative Class were harmed and are each entitled to a minimum of $500.00 in damages for each violation. Plaintiff and the class are also entitled to an injunction against future calls. WHEREFORE, Plaintiff, Isabel Gutierrez, on behalf of herself and the other members of the Class, prays for the following relief: a. A declaration that Defendant’s practices described herein violate the Telephone Consumer Protection Act, 47 U.S.C. § 227; b. A declaration that Defendant’s violations of the Telephone Consumer Protection Act, 47 U.S.C. § 227, were willful and knowing; c. An injunction prohibiting Defendant from using pre-recorded messages to call telephone numbers assigned to cellular telephones without the prior express consent of the called party; d. An award of actual, statutory damages, and/or trebled statutory damages; and e. Such further and other relief the Court deems reasonable and just. Violations of the TCPA, 47 U.S.C. § 227(b) (On Behalf of Plaintiff and the Class)

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19. Cesar Gomez was an employee of Honghua America LLC., Nabors Corporate Services Inc., and Nabors Industries Inc. 20. Cesar Gomez was not an independent contractor. 21. No exemption to the provisions of the FLSA excused defendants from its obligation under the FLSA to pay Cesar Gomez and putative class members time and a half for the hours worked past forty (40) each week while employed by defendants. 22. Honghua America LLC., Nabors Corporate Services Inc., and Nabors Industries Inc. paid Plaintiff Cesar Gomez straight time, not time and a half, for the hours he worked above forty (40) during his employment with defendants. 23. Cesar Gomez worked for Honghua America LLC., Nabors Corporate Services Inc., and Nabors Industries Inc. as a Welder from June of 2014 to January of 2015. 24. The work performed by Plaintiff was the primary type of work that the defendants provide for their respective customers. 25. The work performed by Plaintiff was an essential part of the services provided for Defendants’ Customers. 26. Honghua America LLC., Nabors Corporate Services Inc., and Nabors Industries Inc.’s Welders relied on Defendants for their work. 28. Honghua America LLC., Nabors Corporate Services Inc., and Nabors Industries Inc. set Welders’ hours and required them to report to work on time and leave at the end of their scheduled hours. 29. Honghua America LLC., Nabors Corporate Services Inc., and Nabors Industries Inc. Welders at all locations work(ed) exclusively for Honghua America LLC., Nabors Corporate Services Inc., and Nabors Industries Inc. since they work between 10 and 12 hours a day, as a practical matter, they cannot work anywhere else. 30. Defendants’ Welders are not permitted to hire other workers to perform their jobs for them. 31. Defendants’ Welders do not employ staff, nor do they maintain independent places of business. 32. Welders employed by defendants are paid based upon the hours they work. They cannot earn a “profit” by exercising managerial skill, and they are required to work the hours required by Honghua America LLC., Nabors Corporate Services Inc., and Nabors Industries Inc. each day. 33. The Welders employed by Defendants cannot suffer a loss of capital investment. Their only earning opportunity is based on the number of hours they were told to work, which is controlled exclusively by Honghua America LLC., Nabors Corporate Services Inc., and Nabors Industries Inc. 34. Honghua America LLC., Nabors Corporate Services Inc., and Nabors Industries Inc. pays Welders in return for their labor. 35. Honghua America LLC., Nabors Corporate Services Inc., and Nabors Industries Inc. deducted taxes from the paychecks of Plaintiff and similarly situated employees. 37. Plaintiffs and putative class members were paid directly via weekly pay check. 38. Despite knowing of the FLSA’s requirements and that Plaintiff and putative class members regularly worked more than 40 hours in a workweek, Defendants paid them straight time instead of time and a half for the overtime hours that they worked. 39. Plaintiff and putative class members seek unpaid overtime wages for the three year period of time preceding the filing of this lawsuit. 40. In addition to Cesar Gomez, defendants employed more than fifty (50+) other Welders at the location where Plaintiff worked and at other locations. These Welders worked over forty hours per week and were paid straight time instead of time and a half for overtime hours worked. These FLSA Class Members performed similar job duties and they were subjected to the same unlawful pay policies. 41. The FLSA Class Members are similarly situated to Cesar Gomez. 42. The FLSA Class Members should be notified of this action and given the chance to join pursuant to 29 U.S.C. § 216(b). Therefore, the class is properly defined as: All Welders who worked for Honghua America LLC., Nabors Corporate Services Inc., and Nabors Industries Inc. at all of its locations throughout the United States while receiving straight time instead of time and a half for overtime hours worked in the last three years. 43. By failing to pay Plaintiff and the FLSA Class Members overtime at one and one- half times their regular rates, Honghua America LLC., Nabors Corporate Services Inc., and Nabors Industries Inc. violated the FLSA. 44. Honghua America LLC., Nabors Corporate Services Inc., and Nabors Industries Inc. owes Plaintiff and the FLSA Class Members overtime wages equal to one-half their regular rates for each overtime hour worked during the last three years. 46. Honghua America LLC., Nabors Corporate Services Inc., and Nabors Industries Inc. owes Plaintiff and the FLSA Class Members an amount equal to all unpaid overtime wages as well as liquidated damages. 47. Plaintiff and the FLSA Class Members are entitled to recover all reasonable attorneys’ fees and costs incurred in this action.

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12. Probiotics are live microorganisms that, when administrated in adequate amounts, confer a health benefit on the host. The term probiotics excludes metabolic by-products of microorganisms, dead microorganisms, or other microbial-based, non-viable products. 13. In 2001, the Food and Agriculture Organization of the United Nations (“FAO”) and the World Health Organization (“WHO”) convened to establish guidelines regarding probiotics. The organizations defined “probiotics” as “Live organisms which when administered in adequate amounts confer a health benefit on the host.”2 15. Preservatives are bioactive ingredients or substances that have the ability to prevent or decrease microbial growth in a cosmetic product. Antimicrobial preservatives protect cosmetics from contamination of microorganisms, like bacteria, yeast and mold, and can prolong the shelf-life of cosmetic products. Preservatives are a key component in making a cosmetic inhospitable to microorganisms. Inclusion of a preservative into a cosmetic that contains probiotics would render a cosmetic inhospitable to live microorganisms such as probiotics. 16. Cosmetics containing “probiotics” are often formulated with both preservatives and tyndallized, or heat treated, probiotics. Tyndallization intentionally kills the microorganisms and preservatives make the cosmetics inhospitable to them. As a result, cosmetics, like the Tula Cosmetics, cannot provide any of the promised benefits because the active ingredient, probiotics, has been rendered inert and therefore cannot provide any purported health benefits. B. Defendant’s Misrepresentations Regarding The Tula Cosmetics 18. However, all of the Tula Cosmetics contain preservatives that render any added probiotics inert, and therefore ineffective. A small sampling is listed below: Product Preservative(s) Glow & Get It Cooling & Brightening Eye Balm Sodium Metabisulfite, Ehtylhexylglyceirn, and Phenoxyethanol Face Filter Blurring & Moisturizing Primer Phenoxyethanol The Cult Classic Purifying Face Cleanser Phenoxyethanol Protect + Plump Firming & Hydrating Face Moisturizer Ethylhexylglycerin 19. Defendant’s advertising and marketing of the Tula Cosmetics is false and misleading and omits material information. Tula prominently advertises on the front label that they the Tula Cosmetics contain “probiotics.” Consumers reasonably expect that Tula Cosmetics will, in fact, contain live probiotics. Nowhere on the Tula Cosmetics’ packaging does Defendant inform consumers that the Tula Cosmetics do not contain live probiotics. Defendant’s misrepresentations and/or omissions violate consumers’ reasonable expectations and, as alleged herein, New York’s consumer protection statutes. 21. Defendant employs professional chemists to create the chemical formulas for the Tula Cosmetics. Therefore, Defendant, through its employees, knew or should have known that the Tula Cosmetics did not contain probiotics and that it was deceiving consumers by labeling the Products as containing “probiotics” 22. On information and belief, Defendant, through its employees, did know that the Tula Cosmetics did not contain probiotics, but chose to include the Probiotics Claims because they did not believe their customers would know the difference. 23. Had Defendant not made the false, misleading, and deceptive representations and/or omissions alleged herein, Plaintiff and Class Members would not have purchased the Tula Cosmetics or would not have paid as much as they did for such products. Thus, Plaintiff and Class Members suffered an injury in fact and lost money or property as result of Defendant’s wrongful conduct. 24. Plaintiff hereby incorporates by reference and re-alleges herein the allegations contained in all preceding paragraphs of this complaint. 26. Plaintiff Tammy Carpenter also seeks to represent a subclass consisting of Class Members who reside in New York (the “New York Subclass”). 27. Subject to additional information obtained through further investigation and discovery, the foregoing definitions of the Class and Subclass may be expanded or narrowed by amendment or amended complaint. 28. Numerosity. The Class and Subclass Members are geographically dispersed throughout the United States and are so numerous that individual joinder is impracticable. Upon information and belief, Plaintiff reasonably estimates that there are hundreds of thousands of Members in the Class and in the Subclass. Although the precise number of Class and Subclass Members is unknown to Plaintiff, it is known by Defendant and may be determined through discovery. 31. Adequacy of Representation. Plaintiff will fairly and adequately protect the interests of the Members of the Class and Subclass. Plaintiff has retained counsel that is highly experienced in complex consumer class action litigation, and Plaintiff intends to vigorously prosecute this action on behalf of the Class and Subclass. Furthermore, Plaintiff have no interests that are antagonistic to those of the Class or Subclass. 32. Superiority. A class action is superior to all other available means for the fair and efficient adjudication of this controversy. The damages or other financial detriment suffered by individual Class and Subclass Members are relatively small compared to the burden and expense of individual litigation of their claims against Defendant. It would, thus, be virtually impossible for Class or Subclass Members to obtain effective redress on an individual basis for the wrongs committed against them. Even if Class or Subclass Members could afford such individualized litigation, the court system could not. Individualized litigation would create the danger of inconsistent or contradictory judgments arising from the same set of facts. It would also increase the delay and expense to all parties and the court system from the issues raised by this action. The class action device provides the benefits of adjudication of these issues in a single proceeding, economies of scale, and comprehensive supervision by a single court, and presents no unusual management difficulties under the circumstances. 34. Plaintiff hereby incorporates by reference and re-alleges herein the allegations contained in all preceding paragraphs of this complaint. 35. Plaintiff Tammy Carpenter brings this claim individually and on behalf of the Members of the proposed New York Subclass against Defendant. 36. Defendant committed deceptive acts and practices by employing false, misleading, and deceptive representations and/or omissions about the probiotic content of its Tula Cosmetics to mislead consumers into believing the Tula Cosmetics contain probiotics. 38. Defendant’s deceptive acts and practices were directed at consumers. 39. Defendant’s deceptive acts and practices are misleading in a material way because they violate consumers’ reasonable expectations. Defendant knew consumers would purchase Tula Cosmetics and/or pay more for them under the false – but reasonable – belief that Tula Cosmetics contained probiotics, when they do not. By advertising so prominently that Tula Cosmetics contains probiotics, Defendant proves that information about probiotics is material to consumers. If such information were not material, Defendant would not feature it prominently on the front label of every Tula Cosmetics package. As a result of its deceptive acts and practices, Defendant has sold thousands, if not millions, of Tula Cosmetics to unsuspecting consumers across New York. If Defendant had advertised its Tula Cosmetics truthfully and in a non-misleading fashion, Plaintiff and other New York Subclass Members would not have purchased them or would not have paid as much as they did for them. 40. As a direct and proximate result of Defendant’s false, misleading, and deceptive representations and/or omissions, Plaintiff Carpenter and other Members of the New York Subclass were injured in that they: (1) paid money for Tula Cosmetics that were not what Defendant represented; (2) were deprived of the benefit of the bargain because the Tula Cosmetics they purchased were different than Defendant advertised; and (3) were deprived of the benefit of the bargain because the Tula Cosmetics they purchased had less value than if Defendant’s representations about probiotics were truthful. 42. Plaintiff hereby incorporates by reference and re-alleges herein the allegations contained in all preceding paragraphs of this complaint. 43. Plaintiff Tammy Carpenter brings this claim individually and on behalf of the Members of the proposed New York Subclass against Defendant. 44. Defendant engaged in a campaign of false advertising with regard to the probiotic content of Tula Cosmetics to mislead consumers into believing the Tula Cosmetics they purchase contains “probiotics.” 45. Plaintiff Carpenter has standing to pursue this claim because she has suffered an injury-in-fact and has lost money or property as a result of Defendant’s deceptive acts and practices. Specifically, Plaintiff Carpenter purchased Tula Cosmetics for her own personal use. In doing so, Plaintiff Carpenter relied upon Defendant’s false, misleading, and deceptive representations that Tula Cosmetics would contain probiotics when they do not. Plaintiff Carpenter spent money in the transaction that she otherwise would not have spent had she known the truth about Defendant’s advertising claims. 46. Defendant’s deceptive acts and practices were directed at consumers. 48. As a direct and proximate result of Defendant’s false, misleading, and deceptive representations and omissions, Plaintiff Carpenter and other Members of the New York Subclass were injured in that they: (1) paid money for Tula Cosmetics that were not what Defendant represented; (2) were deprived of the benefit of the bargain because the Tula Cosmetics they purchased were different than Defendant advertised; and (3) were deprived of the benefit of the bargain because the Tula Cosmetics they purchased had less value than if Defendant’s representations about probiotics were truthful. 49. On behalf of herself and Members of the New York Subclass, Plaintiff Carpenter seeks to enjoin Defendant’s unlawful acts and practices and recover her actual damages or five hundred (500) dollars per violation, whichever is greater, three times actual damages, and reasonable attorneys’ fees. 50. Plaintiff hereby incorporates by reference and re-alleges herein the allegations contained in all preceding paragraphs of this complaint. 51. Plaintiff Tammy Carpenter brings this claim individually and on behalf of the Members of the proposed Class and Subclass against Defendant. 53. In fact, the Tula Cosmetics do not conform to Defendant’s representations about probiotics because Tula Cosmetics do not, in fact, contain active probiotics. By falsely representing the Tula Cosmetics in this way, Defendant breached express warranties. 54. On March 1, 2021, prior to the filing of this Complaint, Plaintiff’s counsel sent Defendant a warranty notice letter that complied in all respects with U.C.C. 2-607. The letter provided notice of breach of express and implied warranties. The letter was sent via certified mail, return receipt requested, advising Defendant that it was in violation of the U.C.C. 2-607 and state consumer protection laws and demanding that it cease and desist from such violations and make full restitution by refunding the monies received therefrom. The letter stated that it was sent on behalf of Plaintiff and all other similarly situated purchasers. 55. As a direct and proximate result of Defendant’s breach, Plaintiff and Members of the Class and Subclass were injured because they: (1) paid money for Tula Cosmetics that were not what Defendant represented; (2) were deprived of the benefit of the bargain because the Tula Cosmetics they purchased were different than Defendant advertised; and (3) were deprived of the benefit of the bargain because the Tula Cosmetics they purchased had less value than if Defendant’s representations about probiotics were truthful. Had Defendant not breached the express warranty by making the false representations alleged herein, Plaintiff and Class and Subclass Members would not have purchased the Tula Cosmetics or would not have paid as much as they did for them. 57. Plaintiff Tammy Carpenter brings this claim individually and on behalf of the Members of the proposed Class and Subclass against Defendant. 58. Defendant routinely engages in the manufacture, distribution, and/or sale of Tula Cosmetics and is a merchant that deals in such goods or otherwise holds itself out as having knowledge or skill particular to the practices and goods involved. 59. Plaintiff and Members of the Class and Subclass were consumers who purchased Defendant’s Tula Cosmetics for the ordinary purpose of such products. 60. By representing that the Tula Cosmetics contain probiotics, Defendant impliedly warranted to consumers that the Tula Cosmetics were merchantable, such that they were of the same average grade, quality, and value as similar goods sold under similar circumstances. 61. However, the Tula Cosmetics were not of the same average grade, quality, and value as similar goods sold under similar circumstances. Thus, they were not merchantable and, as such, would not pass without objection in the trade or industry under the contract description. 62. As a direct and proximate result of Defendant’s breach, Plaintiff and Members of the Class and Subclass were injured because they paid money for Tula Cosmetics that would not pass without objection in the trade or industry under the contract description. A. Probiotic Formulations Breach Of Express Warranty (On Behalf Of The Class And The New York Subclass) Breach of Implied Warranty (On Behalf Of The Class And The New York Subclass) Violation Of New York’s Gen. Bus. Law § 350 (On Behalf Of The New York Subclass) Violation Of New York’s Gen. Bus. Law § 349 (On Behalf Of The New York Subclass)

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10. Defendant White Oak also operates both a red meat and white meat abattoir (slaughterhouse) on the farm. In fact, it claims to be the only farm in the United States that has both types of abattoirs on the property. 11. The abattoirs are solar powered and use solar thermal technology to heat wash down water in the plants. 13. The red meat abattoir employees work on the kill floor and in the cutting and grinder rooms and are cross-trained in the skills necessary for each. 14. The red meant abattoir employees work full-time in the abattoirs and do not regularly perform any farm work. 15. Defendant White Oak slaughters approximately 35 head of cattle per day. 16. Although Defendant White Oak occasionally slaughters its own cattle, most of the cattle are bought at auction or delivered from other farms to White Oak for slaughter and processing. 18. Plaintiff brings this action for violation of FLSA as a collective action pursuant to FLSA Section 16(b), 29 U.S.C. § 216(b), on behalf of themselves and all persons who are or were employed by Defendant in its red meat abattoir during the period from September 23, 2012, to the present and who were not paid an overtime premium for all hours worked in excess of 40 in a single workweek (hereinafter the “Collective Plaintiffs”). 19. Plaintiff and the Collective Plaintiffs regularly worked a schedule that began at 7:00 am and usually ended at 5:00 or 6:00 pm, with an hour for lunch; however, Plaintiff and the Collective Plaintiffs were required to work until all cattle were processed. 21. Plaintiff and the Collective Plaintiffs would also have to come in early to set up the processing rooms, dress and sharpen their knives. 22. The result was that Plaintiff and the Collective Plaintiffs had to work much more than 40 hours in a single workweek. 23. Although Plaintiff and the Collective Plaintiffs regularly worked more than 40 hours in a week, Defendant paid them only straight time for all hours worked. 24. On information and belief, the U.S. Department of Labor has advised Defendant White Oak that its actions in failing to pay an overtime premium are a violation of the FLSA. 26. By failing to pay Plaintiff and the Collective Plaintiffs an overtime premium for time that was worked in excess of forty (40) hours in a workweek, Defendant violated the FLSA, 29 U.S.C. §207. 27. Defendant’s conduct in refusing to pay Plaintiff and the Collective Plaintiffs overtime compensation is a willful violation of the FLSA within the meaning of 29 U.S.C. § 255(a), entitling Plaintiff and the Collective Plaintiffs to bring this claim within three years of the accrual of any cause of action. 28. Based upon the facts alleged herein, Defendant White Oak had no reasonable grounds for believing that its refusal to pay an overtime premium to Plaintiff and the Collective Plaintiffs was appropriate under the FLSA. As such, Defendant is not entitled to any reduction in the amount of liquidated damages under 29 U.S.C. § 216(b). 30. Upon information and belief, in failing or refusing to pay Plaintiff and the Collective Plaintiffs overtime as required by the FLSA, Defendant has not relied on any legal advice indicating that such practice was permitted under the FLSA. 31. The allegations contained in paragraphs 1 through 30 are hereby incorporated by this reference. 32. By virtue of Defendant’s failure and refusal to pay an overtime premium to Plaintiff and the Collective Plaintiffs, all of whom regularly worked in excess of forty (40) hours in a single workweek, Defendant is in violation of the Fair Labor Standards Act of 1938, 29 U.S.C. §§ 207 and 215. 8. Defendant White Oak maintains approximately 1200 head of cattle on the farm all of various ages including 600 heifers that are kept for raising calves. Cattle are raised for 2 years to 1,200 lbs. or more before they are eligible for slaughter. 9. Approximately 100 employees work on the farm and assist in raising the livestock and producing artisan goods and products generated by the farming operation that are then offered for retail sale. VIOLATION OF THE FLSA – UNPAID OVERTIME WAGES

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12. Plaintiff brings this claim for relief for violation of 29 U.S.C. § 2101 et seq., on behalf of himself and on behalf of all other similarly situated former employees, pursuant to 29 U.S.C. § 2104(a)(5) and Fed. R. Civ P. 23(a), who worked at or reported to Defendant’s Facility and were terminated without cause on or about October 16, 2015, and within 30 days of that date, or were terminated without cause as the reasonably foreseeable consequence of the mass layoffs and/or plant closings ordered by Defendant on or about October 16, 2015, and who are affected employees, within the meaning of 29 U.S.C. § 2101(a)(5) (the “Class”). 13. The persons in the Class identified above (“Class Members”) are so numerous that joinder of all members is impracticable. Although the precise number of such persons is unknown, the facts on which the calculation of that number can be based are presently within the sole control of Defendant. 14. Upon information and belief, Defendant employed approximately 150 employees at the Facility and approximately 100 remote employees who reported to and were directed from the Facility. 15. On information and belief, the identity of the members of the class and the recent residence address of each of the Class Members is contained in the books and records of Defendant. 17. Common questions of law and fact exist as to each of the Class Members, including, but not limited to, the following: (a) whether the Class Members were employees of Defendant who worked at or reported to Defendant’s Facility; (b) whether Defendant terminated the employment of the Class Members without cause on their part and without giving them 60 days advance written notice in violation of the WARN Act; and (c) whether Defendant unlawfully failed to pay the Class Members 60 days wages and benefits as required by the WARN Act. 18. Plaintiff’s claims are typical of those of the Class. Plaintiff, like other Class Members, worked at or reported to Defendant’s Facility and was terminated without cause on or about October 16, 2015, due to the mass layoffs and/or plant closings ordered by Defendant. 19. Plaintiff will fairly and adequately protect the interests of the Class. Plaintiff has retained counsel competent and experienced in complex class actions, including the WARN Act and employment litigation. 21. Class certification of these claims is appropriate under Fed. R. Civ. P. 23(b)(3) because questions of law and fact common to the Class predominate over any questions affecting only individual members of the Class, and because a class action is superior to other available methods for the fair and efficient adjudication of this litigation – particularly in the context of WARN Act litigation, where individual plaintiffs may lack the financial resources to vigorously prosecute a lawsuit in federal court against a corporate defendant, and damages suffered by individual Class Members are small compared to the expense and burden of individual prosecution of this litigation. 22. Concentrating all the potential litigation concerning the WARN Act rights of the members of the Class in this Court will obviate the need for unduly duplicative litigation that might result in inconsistent judgments, will conserve the judicial resources and the resources of the parties and is the most efficient means of resolving the WARN Act rights of all the members of the Class. 23. Plaintiff intends to send notice to all Class Members to the extent required by Rule 23.

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) Pursuant to 28 U.S.C. § 1746, Diane Rice, on behalf of Defendant General Revenue Corporation, having first been duly sworn and upon oath, verifies, certifies, and declares as follows: 1. I am the Director, Client Services & Account Management for the Defendant in this civil proceeding, General Revenue Corporation. I am a custodian of records for General Revenue Corporation. I am familiar with General Revenue Corporation’s processes and procedures. If called as a witness in this matter, I would be qualified to introduce records and information referred to in this Answer. 2. I have read the above-entitled Answer prepared by attorneys for Defendant General Revenue Corporation and all of the facts contained in it are true, to the best of my knowledge, information, and belief formed after reasonable inquiry. 3. Numbered Paragraph 17 is true and correct, to the best of my knowledge, information, and belief formed after reasonable inquiry. General Revenue Corporation did not set, establish, or otherwise take part in determining the “Collection Cost Balance” referenced in Plaintiff’s Complaint. Any violation of the FDCPA, which GRC denies, was not intentional and resulted, if at all, from a bona fide error notwithstanding the maintenance of procedures reasonably adapted to avoid such errors. Plaintiff fails to state a claim upon which relief may be granted. SECOND DEFENSE Any violation of the law or damage suffered by Plaintiff, which GRC denies, was due to the affirmative actions and/or omissions of Plaintiff or others, and does not give rise to any liability of GRC.

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(FLSA Overtime Violations, 29 U.S.C. § 201, et seq. Brought by Plaintiffs on Behalf of Themselves, the FLSA Collective Plaintiffs and Class Members) (New York Overtime Violations, N.Y. Lab. L. § 650 et seq., N.Y. Comp. Codes R. & Regs. § 142 et seq., Brought by Plaintiffs, the FLSA Collective Plaintiffs and Class Members) 13. Plaintiffs bring and seek to prosecute their FLSA claims as a collective action pursuant to FLSA Section 16(b), 29 U.S.C. § 207, and 29 U.S.C. § 216(b), on behalf of all non- exempt persons employed by defendants, including all employees who are or were formerly employed by defendants as “cleaners,” “firepersons,” “handypersons,” “stationary engineers,” (collectively, “custodians”) and/or other similarly situated current and former employees holding comparable positions, but different titles (“FLSA collective plaintiffs”), at any time on or after the date that is three years before the filing of the Complaint in this case as defined herein (the “Collective Action Period”). 14. At all relevant times prior to August 12, 2016, plaintiffs and the other FLSA collective plaintiffs are and have been similarly situated, have had substantially similar job requirements and pay provisions, and are and have been subject to defendants’ decisions, policies, plans and common policies, programs, practices, procedures, protocols, routines, and rules, including willfully failing and refusing to pay plaintiffs and the other FLSA collective plaintiffs one-and-one-half times their regular hourly rate for work in excess of forty (40) hours per workweek. The claims of plaintiffs stated herein are essentially the same as those of the other FLSA Collective Plaintiffs. 16. The FLSA Collective Plaintiffs are readily ascertainable. For purpose of notice and other purposes related to this action, their names and addresses are readily available from the defendants. Notice can be provided to the FLSA Collective Plaintiffs via first class mail to the last address known to defendants. 17. Plaintiffs bring New York State law Claims for Relief pursuant to the Federal Rules of Civil Procedure (“F.R.C.P.”) Rule 23, on behalf of all non-exempt persons employed by defendants, including all employees who are or were formerly employed by defendants as custodians and/or other similarly situated current and former employees holding comparable positions, but different titles, on or after the date that is six years before the filing of the Complaint in this case as defined herein (the “Class Period”). 18. All said persons, including plaintiffs, are referred to herein as the “Class.” The Class members are readily ascertainable. The number and identity of the class members are determinable from the records of defendants. The hours assigned and worked, the positions held, and the rates of pay for each Class member are also determinable from defendants’ records. For purposes of notice and other purposes related to this action, their names and addresses are readily available from defendants. Notice can be provided by means permissible under said F.R.C.P. 23. 19. The proposed Class is so numerous that joinder of all Members is impracticable, and the disposition of their claims as a Class will benefit the parties and the court. Although the precise number of such persons is unknown, and the facts on which the calculation of that number are presently within the sole control of defendants, upon information and belief, there are more than two hundred (200) Members of the Class. 21. Plaintiffs are able to fairly and adequately protect the interests of the Class and has no interests antagonistic to the Class. Plaintiffs are represented by an attorney who is experienced and competent in both Class action litigation and employment litigation and has previously represented clients in wage and hour cases. 23. Upon information and belief, defendants and other employers throughout the state violate the New York Labor Law. Current employees are often afraid to assert their rights out of fear of direct or indirect retaliation. Former employees are fearful of bringing claims because doing so can harm their employment, future employment, and future efforts to secure employment. Class actions provide class members who are not named in the complaint a degree of anonymity which allows for the vindication of their rights while eliminating or reducing these risks. 26. At no time have plaintiffs’ job duties included hiring or firing other employees. 27. At no time have plaintiffs had the power to discipline other employees. 28. At no time have plaintiffs’ duties differed substantially from defendants’ non- exempt hourly paid employees. 29. At no time have plaintiffs exercised a meaningful degree of independent discretion with respect to the exercise of their duties. 30. At all times while working for defendants, plaintiffs’ primary duties were manual in nature, and manual duties occupied the majority of their working hours. 31. Plaintiffs’ Monday through Friday schedules from April 2012 through August 12, 2016 (the “relevant period”), were typical of custodians, who usually work at more than one school. 33. Prior to August 2016, all custodians reported directly to “Custodian Engineers,” who are DOE employees in charge of custodian services at the individual New York City public schools. This system, which was created in the early 20th century, has been plagued by corruption and improper treatment of employees, including failure to properly pay or allocate overtime. 34. NYC began to take a more direct involvement in the management and pay of school custodians during the Bloomberg administration, at which time NYC began restricting the DOE’s ability to hire and/or pay custodians, and tried to replace the “Custodian Engineer” system with private employees. 35. Under, Mayor Bill de Blasio, NYC increased its direct involvement in the employment of school custodians. After an investigation into the employment practices regarding school custodians, NYC abandoned its attempts to privatize the custodians. In April 2016, NYC created a non-profit corporation, New York City School Support Services, Inc. (“NYCSSS”), to which all custodians now report. See De Blasio’s Bizarre School-Custodian “Solution”, NEW YORK POST, May 21, 2016. In press releases and other statements, NYC has stated that the NYCSSS was created, in large part, to address inequities and unfairness vis a vis the hiring and pay of school custodians, including problems relating to the pay and assignment of overtime. 37. NYCSSS took over the direct management of school custodians’ payroll on or about August 12, 2016. From that point forward, plaintiffs began receiving overtime at a premium rate of 1.5 times their regular hourly rate for all hours worked over 40 hours per week, regardless of whether these hours were performed during weekdays or weekends. 38. Defendants did not begin paying plaintiffs and the other custodians overtime because something about their jobs changed after NYCSSS took over the custodian’s payroll on August 12, 2016 – plaintiffs’ job duties, location, schedule, management, and every other aspect of their employment remained the same from March 2006 through December 22, 2016. Rather, defendants began paying custodians overtime because of the involvement of the NYCSSS, which was created to correct labor law abuses involving custodians. 39. Defendants did not receive reimbursement for the unpaid overtime they earned prior to August 2016. They were aware, however, through reports in the media and statements by the custodians’ unions, that NYCSSS was continuing to negotiate with the custodians’ representatives regarding outstanding employment issues. 40. Unfortunately, instead of paying the custodians back the overtime they are owed, defendants slashed their hours in December 2016. 41. At no time prior to August 12, 2016, had defendants paid plaintiffs overtime at a rate of 1.5 times their regular hourly rate for weekday hours worked in excess of forty (40) hours per work week, as defendants were required to do under the FLSA and the NYLL. 42. Plaintiffs believe there are at least two hundred (200) similarly situated employees to whom, at least until August 12, 2016, defendants unlawfully failed to pay overtime at a rate of 1.5 times their regular hourly rate for hours worked in excess of forty (40) hours per work week. 55. Plaintiffs, on behalf of themselves, the FLSA collective plaintiffs and class members, reallege and incorporate by reference all previous paragraphs. 56. Throughout the statute of limitations period covered by these claims, the FLSA collective plaintiffs and class members regularly worked in excess of forty (40) hours per workweek. 57. At all relevant times prior to August 12, 2016, defendants operated under a decision, policy and plan, and under common policies, programs, practices, procedures, protocols, routines and rules of willfully failing and refusing to pay the plaintiffs, FLSA collective plaintiffs and class members at one-and-one-half times their regular hourly rates for work in excess of forty (40) hours per workweek, even though plaintiffs, the FLSA collective plaintiffs and class members were entitled to overtime. 58. At all relevant times prior to August 12, 2016, defendants willfully, regularly and repeatedly failed to pay plaintiffs, the FLSA collective plaintiffs and class members at the required overtime rates of at least one-and-one-half times their regular rates for hours worked in excess of forty (40) hours per workweek. 60. Plaintiffs, on behalf of themselves, the FLSA collective plaintiffs and class members, reallege and incorporate by reference all previous paragraphs. 61. At all relevant times prior to August 12, 2016, plaintiffs were employees and defendants were employers within the meaning of NYLL. 62. The overtime wage provisions of Article 19 of the NYLL and its supporting regulations apply to defendants. 63. It is unlawful under New York law for employers to suffer or permit a non- exempt employee to work without paying overtime wages for all hours worked in excess of forty (40) hours in any workweek. 64. Throughout the class period, defendants willfully, regularly and repeatedly failed to pay plaintiffs, the FLSA collective plaintiffs and class members at the required overtime rates, one-and-one-half times their regular rates for hours worked in excess of forty (40) hours per workweek. 65. By failing to pay plaintiffs and the class members overtime wages for all hours worked in excess of 40 hours per week, they have willfully violated NYLL Article 19, § 650 et seq., and the supporting New York State Department of Labor Regulations, including, inter alia, the regulations in 12 N.Y.C.R.R. §§ 142, 143. A. ALLEGATIONS APPLICABLE TO ALL PLAINTIFFS, FLSA COLLECTIVE PLAINTIFFS AND CLASS MEMBERS

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1. Cedar Shakes and Shingles. 1. The Cedar Shakes And Shingles Industry Is Highly Vertically Integrated. .............................................................................. 14 1. Cedar Shakes and Shingles. ...................................................................... 9 2. The Market For Cedar Shakes And Shingles Is Characterized By Inelastic Supply And Demand. .................................. 14 2. Cedar Shakes and Shingles Are Commodities........................................ 10 3. The United States Market For Cedar Shakes and Shingles Is A National Market Worth Billions Of Dollars Annually. ................... 11 39. As noted above in paragraph 1, cedar shakes are rustic looking and used in roofing, while cedar shingles are uniformly sawn for a consistent and even thickness and provide a uniform machine-like look. Shingles are used for both sidewalls and roofing. 4. The Price Of Cedar Shakes And Shingles Has Risen Steadily Since 2009................................................................................. 11 5. Inventories Of Cedar Shakes And Shingles Have Increased Substantially In Recent Years Compared To Manufacturing Levels, Which Suggests An Output Restriction By Manufacturers. ........................................................................................ 13 B. The Structure And Characteristics Of The Cedar Shakes And Shingles Market, Together With Other Factors, Render The Conspiracy Economically Plausible. .................................................................. 14 91. Plaintiff incorporate and reallege, as though fully set forth herein, each and every allegation set forth in the preceding paragraphs of this Complaint. 92. Beginning at a time currently unknown to Plaintiff, but at least as early as February 27, 2015 (further investigation and discovery may reveal an earlier date), and continuing through the present, the exact dates being unknown to Plaintiff, Defendants and their co-conspirators entered into a continuing agreement, understanding, and conspiracy in restraint of trade artificially to fix, raise, stabilize, and peg prices for cedar shakes and shingles in the United States, in violation of Section 1 of the Sherman Act (15 U.S.C. § 1). 93. In formulating and carrying out the alleged agreement, understanding, and conspiracy, the Defendants and their co-conspirators did those things that they combined and conspired to do, including but not limited to the acts, practices, and course of conduct set forth above, and the following, among others: A. Fixing, raising, stabilizing, and pegging the price of cedar shakes and shingles; and B. Allocating among themselves and collusively reducing the production of cedar shakes and shingles. A. Background on Cedar Shakes and Shingles.......................................................... 9 A. Background on Cedar Shakes and Shingles. VIII. ANTITRUST INJURY ................................................................................................... 27 IX. VIOLATION OF ARIZONA’S UNIFORM STATE ANTITRUST ACT, ARIZ. REV. STAT. § 44-1401, ET SEQ. (ON BEHALF OF THE ARIZONA CLASS) VIOLATION OF THE NORTH CAROLINA UNFAIR TRADE AND BUSINESS PRACTICES ACT, N.C. GEN. STAT. § 75-1.1, ET SEQ. VIOLATION OF THE DISTRICT OF COLUMBIA CONSUMER PROTECTION PROCEDURES ACT, D.C. CODE § 28-3901, ET SEQ. VIOLATION OF SECTION 1 OF THE SHERMAN ACT 15 U.S.C. § 1 (ON BEHALF OF NATIONWIDE CLASS FOR INJUNCTIVE AND EQUITABLE RELIEF) VIOLATION OF THE FLORIDA DECEPTIVE AND UNFAIR TRADE PRACTICES ACT, FLA. STAT. § 501.201(2), ET SEQ.

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16. Defendant regularly collects or attempts to collect debts asserted to be owed to others. 17. Defendant is regularly engaged, for profit, in the collection of debts allegedly owed by consumers. 18. The principal purpose of Defendant's business is the collection of such debts. 19. Defendant uses the mails in its debt collection business. 20. Defendant is a “debt collector” as defined by 15 U.S.C. § 1692a(6). 21. Defendant alleges Plaintiff owes a debt (“the alleged Debt”). 22. The alleged Debt is an alleged obligation of Plaintiff to pay money arising out of a transaction in which the money, property, insurance, or services which are the subject of the transaction are primarily for personal, family, or household purposes. 23. The alleged Debt does not arise from any business enterprise of Plaintiff. 25. At an exact time known only to Defendant, the alleged Debt was assigned or otherwise transferred to Defendant for collection. 26. At the time the alleged Debt was assigned or otherwise transferred to Defendant for collection, the alleged Debt was in default. 27. In its efforts to collect the alleged Debt, Defendant contacted Plaintiff by calls to Plaintiff's telephone. 28. In its efforts to collect the alleged Debt, Defendant contacted Plaintiff by letters including the letter dated June 24, 2020 (the “Letter”). (A true and accurate copy is annexed hereto as Exhibit 1). 29. The Letter was the initial written communication Plaintiff received from Defendant concerning the alleged Debt. 30. The Letter conveyed information regarding the alleged Debt. 31. The Letter is a “communication” as defined by 15 U.S.C. § 1692a(2). 32. The Letter was received and read by Plaintiff. 33. 15 U.S.C. § 1692g protects Plaintiff's concrete interests. Plaintiff has the interest and right to receive a clear, accurate and unambiguous validation notice, which allows a consumer to confirm that he or she owes the debt sought to be collected by the debt collector. As set forth herein, Defendant deprived Plaintiff of this right. 34. 15 U.S.C. § 1692e protects Plaintiff's concrete interests. Plaintiff has the interest and right to be free from deceptive and/or misleading communications from Defendant. As set forth herein, Defendant deprived Plaintiff of this right. 35. Plaintiff's injury is “particularized” and “actual” in that the letter that caused the injury was addressed and sent to Plaintiff specifically. 36. Plaintiff's injury is directly traceable to Defendant's conduct, because Defendant sent the Letter. 37. A favorable judicial resolution of Plaintiff's case would redress Plaintiff's injury with damages. 38. The deprivation of Plaintiff's rights will be redressed by a favorable decision herein. 39. Plaintiff has been misled by Defendant's actions. 41. Plaintiff justifiably fears that, absent this Court's intervention, Defendant will ultimately cause her unwarranted economic harm. 42. As a result of Defendant's conduct, Plaintiff was forced to hire counsel and therefore has incurred damages including reasonable attorneys' fees in reviewing Plaintiff's rights under the law and prosecuting this claim. 43. As a result of Defendant's conduct, Plaintiff's counsel was forced to expend time and money to investigate the enforceability of the Debt. 44. Upon information and belief, Plaintiff can prove that all actions taken by Defendant as described in this Complaint were taken willfully, with either the desire to harm Plaintiff with knowledge that its actions would very likely harm Plaintiff, and/or with knowledge that its actions were taken in violation of the law. 45. 15 U.S.C. § 1692e provides, generally, that a debt collector may not use any false, deceptive, or misleading representation or means in connection with the collection of any debt. 46. 15 U.S.C. § 1692e(2)(A) prohibits the false representation of the character, amount, or legal status of any debt. 47. 15 U.S.C. § 1692e(3) prohibits a debt collector from using the false representation or implication that any individual is an attorney or that any communication is from an attorney. 48. 15 U.S.C. § 1692e(10) prohibits the use of any false representation or deceptive means to collect or attempt to collect any debt. 49. A debt collection practice can be a “false, deceptive, or misleading” practice in violation of 15 U.S.C. § 1692e even if it does not fall within any of the subsections of 15 U.S.C. § 1692e. 50. A collection letter violates 15 U.S.C. § 1692e if, in the eyes of the least sophisticated consumer, it is open to more than one reasonable interpretation, at least one of which is inaccurate. 51. A collection letter also violates 15 U.S.C. § 1692e if it is reasonably susceptible to an inaccurate reading by the least sophisticated consumer. 52. The Letter is on the letterhead of the law firm Tenaglia & Hunt. 54. The least sophisticated consumer would likely assume that a law firm's letterhead on a collection letter means that the letter is from the law firm. 55. The least sophisticated consumer would likely assume that a law firm's letterhead on a collection letter means that the alleged Debt was assigned to the law firm. 56. The least sophisticated consumer would likely assume that a law firm's letterhead on a collection letter means that the letter is from an attorney. 57. The least sophisticated consumer would likely assume that the attorney has been genuinely involved in the review of Plaintiff's alleged Debt prior to the letter being sent. 58. The least sophisticated consumer would likely assume that the attorney has been meaningfully involved in the review of Plaintiff's alleged Debt prior to the letter being sent. 59. The least sophisticated consumer would likely assume that the attorney has been personally involved in the review of Plaintiff's alleged Debt prior to the letter being sent. 60. The least sophisticated consumer would likely assume that the attorney determined that the letter should be sent. 61. As such, the least sophisticated consumer would likely feel threatened. 62. As such, the least sophisticated consumer would likely feel intimidated. 63. As such, the least sophisticated consumer would likely believe he or she would be sued by Defendant. 64. As such, the least sophisticated consumer would likely believe he or she would be sued by a law firm acting as a debt collector. 65. As such, the least sophisticated consumer would likely believe he or she would be sued by Defendant if he or she did not pay the debt. 66. However, no attorney with Defendant sent the Letter to Plaintiff. 67. No attorney with Defendant was genuinely involved in the review of Plaintiff's alleged Debt prior to the Letter being sent to Plaintiff. 68. No attorney with Defendant was meaningfully involved in the review of Plaintiff's alleged Debt prior to the Letter being sent to Plaintiff. 69. No attorney with Defendant was personally involved in the review of Plaintiff's alleged Debt prior to the Letter being sent to Plaintiff. 71. The Letter fails to provide any disclaimer such as “Please be advised that we are acting in our capacity as a debt collector and at this time, no attorney with our law firm has personally reviewed the particular circumstances of your account.” Greco v. Trauner, Cohen & Thomas, LLP, 412 F.3d 360, 364 (2005). 72. The least sophisticated consumer would likely be misled to believe that an attorney was genuinely involved in the review of Plaintiff's alleged Debt prior to the Letter being sent to Plaintiff. 73. The least sophisticated consumer would likely be misled to believe that an attorney was meaningfully involved in the review of Plaintiff's alleged Debt prior to the Letter being sent to Plaintiff. 74. The least sophisticated consumer would likely be misled to believe that an attorney was personally involved in the review of Plaintiff's alleged Debt prior to the Letter being sent to Plaintiff. 75. The least sophisticated consumer would likely be misled to believe that an attorney determined that the letter should be sent. 76. Defendant's conduct is a false representation made in connection with the collection of the alleged Debt in violation of 15 U.S.C. § 1692e. 77. Defendant's conduct is a deceptive representation made in connection with the collection of the alleged Debt in violation of 15 U.S.C. § 1692e. 78. Defendant's conduct is a false representation of the legal status of the alleged Debt in violation of 15 U.S.C. § 1692e(2)(A). 79. Defendant's conduct is a false representation that the Letter was from an attorney in violation of 15 U.S.C. § 1692e(3). 80. Defendant's conduct is a false implication that the Letter was from an attorney in violation of 15 U.S.C. § 1692e(3). 81. Defendant's conduct is a false representation made in an attempt to collect the alleged Debt in violation of 15 U.S.C. § 1692e(10). 82. Defendant's conduct is a is a deceptive means in an attempt to collect the alleged Debt in violation of 15 U.S.C. § 1692e(10). 84. Plaintiff brings this action individually and as a class action on behalf of all persons similarly situated in the State of New York. 85. Plaintiff seeks to certify the following class: 86. All consumers to whom Defendant sent a collection letter substantially and materially similar to the Letter sent to Plaintiff, which Letter was sent on or after a date one year prior to the filing of this action to the present. 87. This action seeks a finding that Defendant's conduct violates the FDCPA, and asks that the Court award damages as authorized by 15 U.S.C. § 1692k. 88. The Class consists of more than thirty-five persons. 89. Plaintiff's claims are typical of the claims of the Class. Common questions of law or fact raised by this action affect all members of the Class and predominate over any individual issues. Common relief is therefore sought on behalf of all members of the Class. A class action is superior to other available methods for the fair and efficient adjudication of this controversy. 90. The prosecution of separate actions by individual members of the Class would create a risk of inconsistent or varying adjudications with respect to the individual members of the Class, and a risk that any adjudications with respect to individual members of the Class would, as a practical matter, either be dispositive of the interests of other members of the Class not party to the adjudication, or substantially impair or impede their ability to protect their interests. Defendant has acted in a manner applicable to the Class as a whole such that declaratory relief is warranted. 91. Plaintiff will fairly and adequately protect and represent the interests of the Class. The management of the class is not extraordinarily difficult, and the factual and legal issues raised by this action will not require extended contact with the members of the Class, because Defendant's conduct was perpetrated on all members of the Class and will be established by common proof. Moreover, Plaintiff has retained counsel experienced in actions brought under consumer protection laws.

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(Violations of Section 20(a) of the Exchange Act Against The Individual Defendants) (Violations of Section 10(b) of the Exchange Act and Rule 10b-5 Promulgated Thereunder Against All Defendants) 18. U.S. Concrete, Inc. produces and sells ready-mixed concrete, aggregates, and concrete-related products and services for the construction industry in the United States. It operates through two segments, Ready-Mixed Concrete and Aggregate Products. Materially False and Misleading Statements Issued During the Class Period 21. The 2014 10-K contained signed certifications pursuant to the Sarbanes-Oxley Act of 2002 (“SOX”) by Defendants Sandbrook and Brown, stating that the financial information contained in the 2014 10-K was accurate and disclosed any material changes to the Company’s internal control over financial reporting. 23. The Q1 2015 10-Q contained signed certifications pursuant to SOX by Defendants Sandbrook and Brown, stating that the financial information contained in the Q1 2015 10-Q was accurate and disclosed any material changes to the Company’s internal control over financial reporting. 24. On August 6, 2015, U.S. Concrete filed a quarterly report on Form 10-Q with the SEC, announcing the Company’s financial and operating results for the quarter ended June 30, 2015 (the “Q2 2015 10-Q”). For the quarter, U.S. Concrete reported net income of $9.70 million, or $0.64 per diluted share, on revenue of $244.70 million, compared to net income of $7.86 million, or $0.57 per diluted share, on revenue of $180.36 million for the same period in the prior year. 25. The Q2 2015 10-Q contained signed certifications pursuant to SOX by Defendants Sandbrook and Brown, stating that the financial information contained in the Q2 2015 10-Q was accurate and disclosed any material changes to the Company’s internal control over financial reporting. 26. On November 6, 2015, U.S. Concrete filed a quarterly report on Form 10-Q with the SEC, announcing the Company’s financial and operating results for the quarter ended September 30, 2015 (the “Q3 2015 10-Q”). For the quarter, U.S. Concrete reported net income of $1.62 million, or $0.10 per diluted share, on revenue of $295.11 million, compared to net income of $13.01 million, or $0.94 per diluted share, on revenue of $197.59 million for the same period in the prior year. 28. On March 4, 2016, U.S. Concrete filed an annual report on Form 10-K with the SEC, announcing the Company’s financial and operating results for the quarter and fiscal year ended December 31, 2015 (the “2015 10-K”). For the quarter, U.S. Concrete reported a net loss of $6.25 million, or $0.43 per diluted share, on revenue of $263.57 million, compared to net income of $870,000, or $0.06 per diluted share, on revenue of $179.51 million for the same period in the prior year. For fiscal year 2015, U.S. Concrete reported a net loss of $5.41 million, or $0.38 per diluted share, on revenue of $974.72 million, compared to net income of $20.58 million, or $1.48 per diluted share, on revenue of $703.71 million for fiscal year 2014. 31. On May 6, 2016, U.S. Concrete filed a quarterly report on Form 10-Q with the SEC, announcing the Company’s financial and operating results for the quarter ended March 31, 2016 (the “Q1 2016 10-Q”). For the quarter, U.S. Concrete reported a net loss of $10.03 million, or $0.68 per diluted share, on revenue of $245.05 million, compared to a net loss of $10.48 million, or $0.77 per diluted share, on revenue of $171.34 million for the same period in the prior year. 32. The Q1 2016 10-Q contained signed certifications pursuant to SOX by Defendants Sandbrook and Tusa, stating that the financial information contained in the Q1 2016 10-Q was accurate and disclosed any material changes to the Company’s internal control over financial reporting. 33. On August 5, 2016, U.S. Concrete filed a quarterly report on Form 10-Q with the SEC, announcing the Company’s financial and operating results for the quarter ended June 30, 2016 (the “Q2 2016 10-Q”). For the quarter, U.S. Concrete reported a net loss of $3.48 million, or $0.23 per diluted share, on revenue of $275.75 million, compared to net income of $9.70 million, or $0.64 per diluted share, on revenue of $244.70 million for the same period in the prior year. 34. The Q2 2016 10-Q contained signed certifications pursuant to SOX by Defendants Sandbrook and Tusa, stating that the financial information contained in the Q2 2016 10-Q was accurate and disclosed any material changes to the Company’s internal control over financial reporting. 36. The Q3 2016 10-Q contained signed certifications pursuant to SOX by Defendants Sandbrook and Tusa, stating that the financial information contained in the Q3 2016 10-Q was accurate and disclosed any material changes to the Company’s internal control over financial reporting. 37. On February 28, 2017, U.S. Concrete filed an annual report on Form 10-K with the SEC, announcing the Company’s financial and operating results for the quarter and fiscal year ended December 31, 2016 (the “2016 10-K”). For the quarter, U.S. Concrete reported a net loss of $15.59 million, or $1.01 per diluted share, on revenue of $318.78 million, compared to a net loss of $6.25 million, or $0.43 per diluted share, on revenue of $263.57 million for the same period in the prior year. For fiscal year 2016, U.S. Concrete reported net income of $8.86 million, or $0.55 per diluted share, on revenue of $1.16 billion, compared to a net loss of $5.41 million, or $0.38 per diluted share, on revenue of $974.72 million for fiscal year 2015. 39. The 2016 10-K contained signed certifications pursuant to SOX by Defendants Sandbrook and Tusa, stating that the financial information contained in the 2016 10-K was accurate and disclosed any material changes to the Company’s internal control over financial reporting. 40. The statements referenced in ¶¶ 19-39 were materially false and misleading because Defendants made false and/or misleading statements, as well as failed to disclose material adverse facts about the Company’s business, operational and compliance policies. Specifically, Defendants made false and/or misleading statements and/or failed to disclose that: (i) the Company lacked effective internal controls over financial reporting; and (ii) as a result of the foregoing, U.S. Concrete’s public statements were materially false and misleading at all relevant times. The Truth Emerges 43. As a result of Defendants' wrongful acts and omissions, and the precipitous decline in the market value of the Company's securities, Plaintiff and other Class members have suffered significant losses and damages. 44. Plaintiff brings this action as a class action pursuant to Federal Rule of Civil Procedure 23(a) and (b)(3) on behalf of a Class, consisting of all those who purchased or otherwise acquired U.S. Concrete securities during the Class Period (the “Class”); and were damaged upon the revelation of the alleged corrective disclosures. Excluded from the Class are Defendants herein, the officers and directors of the Company, at all relevant times, members of their immediate families and their legal representatives, heirs, successors or assigns and any entity in which Defendants have or had a controlling interest. 45. The members of the Class are so numerous that joinder of all members is impracticable. Throughout the Class Period, U.S. Concrete securities were actively traded on the NASDAQ. While the exact number of Class members is unknown to Plaintiff at this time and can be ascertained only through appropriate discovery, Plaintiff believes that there are hundreds or thousands of members in the proposed Class. Record owners and other members of the Class may be identified from records maintained by U.S. Concrete or its transfer agent and may be notified of the pendency of this action by mail, using the form of notice similar to that customarily used in securities class actions. 47. Plaintiff will fairly and adequately protect the interests of the members of the Class and has retained counsel competent and experienced in class and securities litigation. Plaintiff has no interests antagonistic to or in conflict with those of the Class. 48. Common questions of law and fact exist as to all members of the Class and predominate over any questions solely affecting individual members of the Class. Among the questions of law and fact common to the Class are: • whether the federal securities laws were violated by Defendants’ acts as alleged herein; • whether statements made by Defendants to the investing public during the Class Period misrepresented material facts about the business, operations and management of U.S. Concrete; • whether the Individual Defendants caused U.S. Concrete to issue false and misleading financial statements during the Class Period; • whether Defendants acted knowingly or recklessly in issuing false and misleading financial statements; • whether the prices of U.S. Concrete securities during the Class Period were artificially inflated because of the Defendants’ conduct complained of herein; and • whether the members of the Class have sustained damages and, if so, what is the proper measure of damages. 50. Plaintiff will rely, in part, upon the presumption of reliance established by the fraud-on-the-market doctrine in that: • Defendants made public misrepresentations or failed to disclose material facts during the Class Period; • the omissions and misrepresentations were material; • U.S. Concrete securities are traded in an efficient market; • the Company’s shares were liquid and traded with moderate to heavy volume during the Class Period; • the Company traded on the NASDAQ and was covered by multiple analysts; • the misrepresentations and omissions alleged would tend to induce a reasonable investor to misjudge the value of the Company’s securities; and • Plaintiff and members of the Class purchased, acquired and/or sold U.S. Concrete securities between the time the Defendants failed to disclose or misrepresented material facts and the time the true facts were disclosed, without knowledge of the omitted or misrepresented facts. 51. Based upon the foregoing, Plaintiff and the members of the Class are entitled to a presumption of reliance upon the integrity of the market. 52. Alternatively, Plaintiff and the members of the Class are entitled to the presumption of reliance established by the Supreme Court in Affiliated Ute Citizens of the State of Utah v. United States, 406 U.S. 128, 92 S. Ct. 2430 (1972), as Defendants omitted material information in their Class Period statements in violation of a duty to disclose such information, as detailed above. 54. This Count is asserted against Defendants and is based upon Section 10(b) of the Exchange Act, 15 U.S.C. § 78j(b), and Rule 10b-5 promulgated thereunder by the SEC. 55. During the Class Period, Defendants engaged in a plan, scheme, conspiracy and course of conduct, pursuant to which they knowingly or recklessly engaged in acts, transactions, practices and courses of business which operated as a fraud and deceit upon Plaintiff and the other members of the Class; made various untrue statements of material facts and omitted to state material facts necessary in order to make the statements made, in light of the circumstances under which they were made, not misleading; and employed devices, schemes and artifices to defraud in connection with the purchase and sale of securities. Such scheme was intended to, and, throughout the Class Period, did: (i) deceive the investing public, including Plaintiff and other Class members, as alleged herein; (ii) artificially inflate and maintain the market price of U.S. Concrete securities; and (iii) cause Plaintiff and other members of the Class to purchase or otherwise acquire U.S. Concrete securities and options at artificially inflated prices. In furtherance of this unlawful scheme, plan and course of conduct, Defendants, and each of them, took the actions set forth herein. 57. By virtue of their positions at U.S. Concrete, Defendants had actual knowledge of the materially false and misleading statements and material omissions alleged herein and intended thereby to deceive Plaintiff and the other members of the Class, or, in the alternative, Defendants acted with reckless disregard for the truth in that they failed or refused to ascertain and disclose such facts as would reveal the materially false and misleading nature of the statements made, although such facts were readily available to Defendants. Said acts and omissions of Defendants were committed willfully or with reckless disregard for the truth. In addition, each Defendant knew or recklessly disregarded that material facts were being misrepresented or omitted as described above. 58. Information showing that Defendants acted knowingly or with reckless disregard for the truth is peculiarly within Defendants’ knowledge and control. As the senior managers and/or directors of U.S. Concrete, the Individual Defendants had knowledge of the details of U.S. Concrete’s internal affairs. 60. During the Class Period, U.S. Concrete securities were traded on an active and efficient market. Plaintiff and the other members of the Class, relying on the materially false and misleading statements described herein, which the Defendants made, issued or caused to be disseminated, or relying upon the integrity of the market, purchased or otherwise acquired shares of U.S. Concrete securities at prices artificially inflated by Defendants’ wrongful conduct. Had Plaintiff and the other members of the Class known the truth, they would not have purchased or otherwise acquired said securities, or would not have purchased or otherwise acquired them at the inflated prices that were paid. At the time of the purchases and/or acquisitions by Plaintiff and the Class, the true value of U.S. Concrete securities was substantially lower than the prices paid by Plaintiff and the other members of the Class. The market price of U.S. Concrete securities declined sharply upon public disclosure of the facts alleged herein to the injury of Plaintiff and Class members. 61. By reason of the conduct alleged herein, Defendants knowingly or recklessly, directly or indirectly, have violated Section 10(b) of the Exchange Act and Rule 10b-5 promulgated thereunder. 63. Plaintiff repeats and realleges each and every allegation contained in the foregoing paragraphs as if fully set forth herein. 64. During the Class Period, the Individual Defendants participated in the operation and management of U.S. Concrete, and conducted and participated, directly and indirectly, in the conduct of U.S. Concrete’s business affairs. Because of their senior positions, they knew the adverse non-public information about U.S. Concrete’s misstatement of income and expenses and false financial statements. 65. As officers and/or directors of a publicly owned company, the Individual Defendants had a duty to disseminate accurate and truthful information with respect to U.S. Concrete’s financial condition and results of operations, and to correct promptly any public statements issued by U.S. Concrete which had become materially false or misleading. 66. Because of their positions of control and authority as senior officers, the Individual Defendants were able to, and did, control the contents of the various reports, press releases and public filings which U.S. Concrete disseminated in the marketplace during the Class Period concerning U.S. Concrete’s results of operations. Throughout the Class Period, the Individual Defendants exercised their power and authority to cause U.S. Concrete to engage in the wrongful acts complained of herein. The Individual Defendants therefore, were “controlling persons” of U.S. Concrete within the meaning of Section 20(a) of the Exchange Act. In this capacity, they participated in the unlawful conduct alleged which artificially inflated the market price of U.S. Concrete securities. 68. By reason of the above conduct, the Individual Defendants are liable pursuant to Section 20(a) of the Exchange Act for the violations committed by U.S. Concrete. Background

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56. Plaintiff brings this action pursuant to Rules 23(a) and 23(b )(2) of the Federal Rules of Civil Procedure on behalf of herself and all individuals with disabilities who have attempted to access, or will attempt to access Defendant's facilities, but experienced difficulty or hazards in ambulating through Defendant's parking facilities ("Class"). 57. Upon information and belief, the Class is so numerous that joinder of all individual members in one action would be impracticable. The disposition of the individual claims of the respective Class members through this class action will benefit both the parties and this Court. 58. Typicality: Plaintiff's claims are typical of the claims of the members of the Class. The claims of the Plaintiff and members of the Class are based on the same legal theories and arise from the same unlawful conduct. 59. Common Questions of Fact and Law: There is a well-defined community of interest and common questions of fact and law affecting members of the Class in that they all have been and/or are being denied their civil rights to full and equal access to, and use and enjoyment of, Defendant's facilities and/or services due to Defendant's failure to make its facilities fully accessible and independently usable as above described. 62. Class certification is appropriate pursuant to Rule 23(b)(2) because Defendant has acted or refused to act on grounds generally applicable to the Class, making appropriate both declaratory and injunctive relief with respect to Plaintiff and the Class as a whole. 63. The allegations contained in the previous paragraphs are incorporated by reference. 64. Defendant's facilities were required to be altered, designed, or constructed so that they are readily accessible and usable by disabled individuals, including individuals who use wheelchairs. See 42 U.S.C. § 12183(a)(l). 66. The architectural barriers described above demonstrate that Defendant has failed to remove barriers, as required by 42 U.S.C. § 12182(b)(2)(A)(iv). 67. Defendant's facilities are required to comply with the DOJ's 2010 Standards or, in some cases, the 1991 Standards. 68. Defendant is required to provide individuals who use wheelchairs full and equal enjoyment of its facilities. See 42 U.S.C. § 12182(a). 69. Defendant has discriminated against Plaintiff and the Class in that it has failed to make its facilities fully accessible to, and independently usable by, individuals who use wheelchairs in violation of the ADA, as described above. 70. Defendant's conduct is ongoing, and, given that Defendant has not complied with the ADA's requirements that public accommodations be fully accessible to, and independently usable by, individuals with disabilities, Plaintiff invokes her statutory right to declaratory and injunctive relief, as well as costs and attorneys' fees. 71. Without the requested injunctive relief, specifically including the request that the Court retain jurisdiction of this matter for a period to be determined after the Defendant certifies that it is fully in compliance with the mandatory requirements of the ADA that are discussed above, Defendant's non-compliance with the ADA's requirements that its facilities be accessible to, and independently usable, by individuals with disabilities is likely to recur. VIOLATION OF THE ADA

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10. Defendant used an “automatic telephone dialing system”, as defined by 47 U.S.C. § 227(a)(1) to place its calls to Plaintiff seeking to collect the debt allegedly owed by “Jabaree Walker.” 15. Plaintiff brings this action on behalf of herself and all others similarly situated, as a member of the proposed class (hereafter “The Class”) defined as follows: All persons within the United States who received any collection telephone calls from Defendant to said person’s cellular telephone made through the use of any automatic telephone dialing system or an artificial or prerecorded voice and such person had not previously consented to receiving such calls within the four years prior to the filing of this Complaint 16. Plaintiff represents, and is a member of, The Class, consisting of All persons within the United States who received any collection telephone calls from Defendant to said person’s cellular telephone made through the use of any automatic telephone dialing system or an artificial or prerecorded voice and such person had not previously not provided their cellular telephone number to Defendant within the four years prior to the filing of this Complaint. 8. Beginning in or around November 2012, Defendant contacted Plaintiff on her cellular telephone, (714) 271-3426, in an attempt to collect an alleged outstanding debt owed by a “Jabaree Williams.” 9. To date, Defendant has placed no less than five (5) collection calls to Plaintiff’s cellular telephone seeking to collect the alleged debt owed by “Jabaree Williams.” Specifically, Defendant called Plaintiff on November 13, 2012, November 16, 2012, November 20, 2012, November 28, 2012 and November 30, 2012. Knowing and/or Willful Violations of the Telephone Consumer Protection Act 47 U.S.C. §227 et seq. • As a result of Defendant’s willful and/or knowing violations of 47 U.S.C. §227(b)(1), Plaintiff and the Class members are entitled to and request treble damages, as provided by statute, up to $1,500, for each and every violation, pursuant to 47 U.S.C. §227(b)(3)(B) and 47 U.S.C. §227(b)(3)(C). • Any and all other relief that the Court deems just and proper. Respectfully Submitted this 3rd Day of December, 2012.

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15. Defendant provides commercial and personal property and casualty insurance, personal accident and supplemental health insurance, reinsurance and life insurance to a diverse group of clients.1 Unfortunately for consumers, Defendant utilized (and continues to utilize) a sophisticated telephone dialing system to call individuals en masse promoting their services. Defendant obtained these telephone numbers (i.e., leads) by purchasing marketing lists containing consumers’ telephone numbers. 16. In Defendant’s overzealous attempt to market their services, it placed (and continues to place) phone calls to consumers who never provided consent to call and to consumers having no relationship with Defendant. Worse yet, Defendant placed (and continues to place) repeated and unwanted calls to consumers whose phone numbers are listed on the DNC. Consumers place their phone numbers on the DNC for the express purpose of avoiding unwanted telemarketing calls like those alleged here. 18. Over eight years ago, on or about October 10, 2006, Plaintiff registered his residential phone number ending in 3488 with the National Do Not Call Registry. 19. On or around March 6, 2015 at 5:28 p.m., Plaintiff received a call on his residential telephone from the phone number (855) 287-9329. 20. On or around March 11, 2015 at 5:11 p.m., Plaintiff received a second call on his residential telephone from the phone number (855) 287-9329. 21. Plaintiff received both calls described above on his residential telephone assigned a number ending in 3488. 22. Although his number is registered on the DNC, Plaintiff receives a large volume on telemarketing calls to his residential line. Because the calls are intrusive and unwanted, Plaintiff typically allows his answering system to pick up calls from numbers Plaintiff does not recognize. 23. Plaintiff did not recognize the telephone number above as each call was incoming. Suspecting the caller was a telemarketer, Plaintiff allowed his answering system to pick up the call. 24. After the system prompted the caller to leave a message, the caller was silent before Plaintiff heard clicks. The caller ultimately disconnected the call without leaving a message. 62. Plaintiff re-alleges and incorporates by reference each preceding paragraph as though set forth at length herein. 63. 47 U.S.C. § 227(c) provides that any “person who has received more than one telephone call within any 12-month period by or on behalf of the same entity in violation of the regulations prescribed under this subsection may” bring a private action based on a violation of said regulations, which were promulgated to protect telephone subscribers’ privacy rights to avoid receiving telephone solicitations to which they object. 64. The TCPA’s implementing regulation—47 C.F.R. § 64.1200(c)—provides that “[n]o person or entity shall initiate any telephone solicitation” to “[a] residential telephone subscriber who has registered his or her telephone number on the national do-not-call registry of persons who do not wish to receive telephone solicitations that is maintained by the federal government.” See 47 C.F.R. § 64.1200(c). A. CLASS ALLEGATIONS VIOLATION OF TCPA, 47 U.S.C. § 227 (“DNC Claim” On behalf of Plaintiff and the Class)

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10. Defendant is a lead generation company serving the insurance, automotive, and home security industries. 11. Text messages, like the ones sent in the instant action, are considered calls under the TCPA. See Rules and Regulations Implementing the Telephone Consumer Protection Act of 1991, CG Docket No. 02-278, Report and Order, 18 FCC Rcd. 14014, 14115, ¶ 165 (July 3, 2003); see also Satterfield v. Simon & Schuster, Inc., 569 F.3d 946, 954 (9th Cir. 2009) (noting that text messaging is a form of communication used primarily between telephones and is therefore consistent with the definition of a “call”). 12. As explained by the Federal Communications Commission (“FCC”) in its 2012 order, the TCPA requires “prior express written consent for all autodialed or prerecorded telemarketing calls to wireless numbers and residential lines.” In the Matter of Rules and Regulations Implementing the Telephone Consumer Protection Act of 1991, CG No. 02-278, FCC 12-21, 27 FCC Rcd. 1830 ¶ 2 (Feb. 15, 2012). 13. Yet in violation of the aforementioned rule, Defendant fails to obtain any prior express written consent to make these autodialed text messages and prerecorded telephone calls to cellular telephone numbers. 14. In recent years, companies such as Defendant have turned to unsolicited telemarketing as a way to increase its customer base. Widespread telemarketing is a primary method by which Defendant recruits new customers. 16. Defendant knowingly made (and continues to make) unsolicited telemarketing text messages and prerecorded telephone calls without the prior express written consent of the call recipients and even to those on the National Do Not Call Registry. In so doing, Defendant not only invaded the personal privacy of Plaintiff and members of the putative Classes, but also intentionally and repeatedly violated the TCPA. 17. On June 10, 2011, Plaintiff registered his cellular telephone number on the National Do Not Call Registry to avoid receiving unsolicited telemarketing calls and text messages on his cellular telephone. 18. On February 18, 2017 at 4:59 a.m. (and more than 30 days after registering his cellular telephone number on the Do Not Call Registry), Plaintiff received the first unsolicited text message from ReviMedia. Said unsolicited text message read, “David, You’ve caught me off hours. My hours are M-F 9AM-7PM EST. Is there a good time during those hours I can schedule a call for you?” 19. Just over an hour later, on the same day, at 6:12 a.m., Plaintiff received a second unsolicited text message from ReviMedia stating, “This is Best Quotes, we were reaching out to you regarding the health insurance quote you requested. When’s a good time to go over your options?”3 21. On or around February 20, 2017 at approximately 10:15 a.m., Plaintiff received a prerecorded telephone call from 619-326-3259. 22. During the telephone call, a prerecorded voice instructed Plaintiff to press #1 for a quote, press #2 to schedule a call-back, and #9 to be removed from its contact list. Plaintiff pressed #9 to be removed from its contact list. 23. For the sole purpose of discovering how ReviMedia obtained his information, Plaintiff contacted ReviMedia and spoke with ReviMedia’s agent, “Joe.” “Joe” informed Plaintiff that he could not give him that information due to security reasons. Thereafter, Plaintiff terminated the call. 24. Plaintiff does not have a relationship with ReviMedia, has never provided his telephone number directly to ReviMedia, or requested that ReviMedia send text messages or place prerecorded telephone calls to him or offer him its services. Simply put, Plaintiff has never provided his prior express written consent to ReviMedia to make prerecorded telephone calls or to send text messages to him and has no business relationship with ReviMedia whatsoever. 25. By sending unauthorized text messages and placing prerecorded telephone calls as alleged herein, ReviMedia has caused consumers actual harm in the form of annoyance, nuisance, and invasion of privacy. In addition, the text messages and prerecorded telephone calls disturbed Plaintiff’s use and enjoyment of his phone, in addition to the wear and tear on the phone’s hardware (including the phone’s battery) and the consumption of memory on Plaintiff’s phone. 27. On behalf of the Classes, Plaintiff seeks an injunction, requiring Defendant to cease all wireless calling and text messaging activities and an award of statutory damages to the Class members, together with costs and reasonable attorneys’ fees. 28. Plaintiff brings this action pursuant to Federal Rule of Civil Procedure 23(b)(2) and Rule 23(b)(3) on behalf of himself and all others similarly situated and seeks certification of the following three Classes: Prerecorded No Consent Class: All persons in the United States from four years to the filing of the instant action who (1) Defendant (or a third person acting on behalf of Defendant) called, (2) on the person’s cellular telephone, (3) for the purpose of selling Defendant’s products and services, (4) using a prerecorded voice, and (5) for whom Defendant claims it obtained prior express written consent in the same manner as Defendant claims it supposedly obtained prior express written consent to call the Plaintiff. Text Message No Consent Class: All persons in the United States from four years prior to the filing of the instant action who (1) Defendant (or a third person acting on behalf of Defendant) sent text messages, (2) to the person’s cellular telephone number, and (3) for whom Defendant claims it obtained prior express written consent in the same manner as Defendant claims it supposedly obtained prior express written consent to send automated text messages to the Plaintiff. DNC No Consent Class: All persons in the United States who (1) received more than one text message on his/her cellular telephone; (2) within any 12-month period (3) where the cellular telephone number had been listed on the National Do Not Call Registry for at least thirty days; (4) for the purpose of selling Defendant’s products and services; and (5) for whom Defendant claims it obtained prior express consent in the same manner as Defendant claims it obtained prior express consent to send automated text messages and/or place prerecorded telephone calls to the Plaintiff. 30. Numerosity: The exact sizes of the Classes are unknown and not available to Plaintiff at this time, but it is clear that individual joinder is impracticable. On information and belief, Defendant sent autodialed text messages and made prerecorded telephone calls to thousands of consumers who fall into the definition of the Classes. Members of the Classes can be easily identified through Defendant’s records. 32. Adequate Representation: Plaintiff will fairly and adequately represent and protect the interests of the Classes, and has retained counsel competent and experienced in class actions. Plaintiff has no interests antagonistic to those of the Classes, and Defendant has no defenses unique to Plaintiff. Plaintiff and his counsel are committed to vigorously prosecuting this action on behalf of the members of the Classes, and have the financial resources to do so. Neither Plaintiff nor his counsel has any interest adverse to the Classes. 34. Plaintiff incorporates by reference the foregoing allegations as if fully set forth herein. 35. Defendant made unsolicited and unwanted telemarketing calls to telephone numbers belonging to Plaintiff and the other members of the Prerecorded No Consent Class on their cellular telephones in an effort to sell its products and services using a prerecorded voice as defined in the TCPA. 36. Defendant made the telephone calls using equipment that had the capacity to store or produce telephone numbers to be called using a random or sequential number generator, and/or receive and store lists of phone numbers, and to dial such numbers, en masse. 37. Defendant utilized equipment that made the telephone calls to Plaintiff and other members of the Prerecorded No Consent Class simultaneously and without human intervention. 38. Defendant failed to obtain any prior express written consent from Plaintiff and other called parties that included, as required by 47 C.F.R. § 64.1200(f)(8)(i) a “clear and conspicuous” disclosure informing the person signing that: (A) By executing the agreement, such person authorizes the seller to deliver or cause to be delivered to the signatory telemarketing calls using an automatic telephone dialing system or an artificial or prerecorded voice; and (B) The person is not required to sign the agreement (directly or indirectly), or agree to enter into such an agreement as a condition of purchasing any property, goods, or services. 40. Defendant also failed to obtain any prior express oral consent of the persons receiving its prerecorded telephone calls. 41. By making unsolicited telephone calls to Plaintiff and members of the Prerecorded No Consent Class’s cellular telephones using a prerecorded voice, Defendant violated 47 U.S.C. § 227(b)(1)(A)(iii) by doing so without prior express written consent as required. 42. As a result of Defendant’s unlawful conduct, Plaintiff and the members of the Prerecorded No Consent Class suffered actual damages in the form of monies paid to receive the unsolicited telephone calls on their cellular phones and, under Section 227(b)(3)(B), are each entitled to, inter alia, a minimum of $500 in damages for each such violation of the TCPA. 43. Should the Court determine that Defendant’s conduct was willful and knowing, the Court may, pursuant to Section 227(b)(3), treble the amount of statutory damages recoverable by Plaintiff and the other members of the Prerecorded No Consent Class. 44. Plaintiff repeats and realleges the above paragraphs of this Complaint and incorporates them herein by reference. 45. Defendant sent autodialed text messages to cellular telephone numbers belonging to Plaintiff and other members of the Text Message No Consent Class without first obtaining prior express written consent to receive such autodialed text messages. 47. By sending the unsolicited text messages to Plaintiff and the cellular telephones of members of the Text Message No Consent Class without their prior express written consent, and by utilizing an automatic telephone dialing system to make those calls, Defendant violated 47 U.S.C. § 227(b)(1)(A)(iii). 48. Defendant has, therefore, violated 47 U.S.C. § 227(b)(1)(A)(iii). As a result of Defendant’s conduct, Plaintiff and the other members of the Text Message No Consent Class are each entitled to, under 47 U.S.C. § 227(b)(3)(B), a minimum of $500.00 in damages for each violation of such act. 49. In the event that the Court determines that Defendant’s conduct was willful and knowing, it may, under 47 U.S.C. § 227(b)(3)(C), treble the amount of statutory damages recoverable by Plaintiff and the other members of the Text Message No Consent Class. 50. Plaintiff repeats and realleges the above paragraphs of this Complaint and incorporates them herein by reference. 52. The TCPA’s implementing regulation, 47 C.F.R. § 64.1200(c), provides that “[n]o person or entity shall initiate any telephone solicitation” to “[a] residential telephone subscriber who has registered his or her telephone number on the national do-not-call registry of persons who do not wish to receive telephone solicitations that is maintained by the federal government.” 53. 47 C.F.R. § 64.1200(e), provides that § 64.1200(c) and (d) “are applicable to any person or entity making telephone solicitations or telemarketing calls to wireless telephone numbers to the extent described in the FCC’s July 3, 2003 Report and Order, which in turn, provides as follows: The Commission’s rules provide that companies making telephone solicitations to residential telephone subscribers must comply with time of day restrictions and must institute procedures for maintaining do-not-call lists. For the reasons described above, we conclude that these rules apply to calls made to wireless telephone numbers. We believe that wireless subscribers should be afforded the same protections as wireline subscribers.4 56. Defendant also violated 47 C.F.R. § 64.1200(d) by failing to have a written policy of dealing with do not call requests, by failing to inform or train its personnel regarding any do not call list, and by failing to record and honor do not call requests. 57. Defendant made more than one unsolicited text message and/or telephone call to Plaintiff and other members of the DNC No Consent Class within a 12-month period without their prior express consent to receive such text messages and/or telephone calls. Plaintiff and other members of the DNC No Consent Class never provided any form of consent to receive text messages and/or telephone calls from Defendant, and/or Defendant does not have a current record of consent to place telemarketing text messages to them. 58. Defendant violated 47 C.F.R. § 64.1200(d) by initiating calls for telemarketing purposes to residential and wireless telephone subscribers, such as Plaintiff and the DNC No Consent Class, without instituting procedures that comply with the regulatory minimum standards for maintaining a list of persons who request not to receive telemarketing calls and/or text messages from them. 59. Defendant violated 47 U.S.C. § 227(c)(5) because Plaintiff and the DNC No Consent Class received more than one text message and/or telephone calls in a 12-month period made by or on behalf of Defendant in violation of 47 C.F.R. § 64.1200, as described above. As a result of Defendant’s conduct as alleged herein, Plaintiff and the DNC No Consent Class suffered actual damages and, under section 47 U.S.C. § 227(c), are each entitled, inter alia, to receive up to $500 in damages for such violations of 47 C.F.R. § 64.1200. Telephone Consumer Protection Act (Violation of 47 U.S.C. § 227, et seq.) (On Behalf of Plaintiff Van Elzen and the Text Message No Consent Class) Telephone Consumer Protection Act (Violation of 47 U.S.C. § 227, et seq.) (On Behalf of Plaintiff Van Elzen and the Prerecorded No Consent Class) Telephone Consumer Protection Act (Violations of 47 U.S.C. § 227, et seq.) (On Behalf of Plaintiff Van Elzen and the DNC No Consent Class)

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59. At all times, Toyota is and has been engaged in the business of designing, manufacturing, distributing, marketing, and selling Toyota vehicles throughout the United States. 60. At all times, Toyota is and has been a merchant and seller of the Subject Vehicles, and Defendants sold such vehicles to the consumer Plaintiff and the members of the class. 61. In the course of selling its vehicles, Toyota expressly warranted in writing that the Subject Vehicles were free from defects. 62. Toyota expressly warranted to the Plaintiff and the members of the class that the Subject Vehicles were merchantable and fit for their ordinary, particular, and intended use and purpose. 63. Toyota also provided the Program to Plaintiff and the members of the class, thereby expressly warranting that the defective dashboards on the Subject Vehicles would be repaired and expressly warranting that those customers that had previously paid for repairs related to the defect would be fully reimbursed. 64. Toyota breached its express warranties. The Subject Vehicles sold by Toyota to Plaintiff and the members of the class were not in merchantable condition, were not fit for the ordinary purpose for which cars are used and/or were not of the same quality as those generally acceptable in the trade. In fact, the Subject Vehicles, including the vehicle purchased by Plaintiff, were defective from the point of manufacture and sale, thus rendering the product unmerchantable at the time of purchase. 65. Toyota has breached its express warranties, including its Program, by failing to adequately provide coverage and to repair or correct the dashboard and interior panel defects, leaving millions of customers without a remedy. 67. The Program provided to Plaintiff and all members of the class provides that the "Warranty Enhancement coverage is fully transferrable to subsequent vehicle owners for the condition and terms specified in the notification letter." See, e.g., Ex. A, Dkt. No. 22-3, at 10; Ex. B, Dkt. No.1 0-4, at 11. 68. Notwithstanding this, privity is not required in this case because Plaintiff and class members are intended third-party beneficiaries of contracts between Toyota and their dealers; specifically, they are the intended beneficiaries of Toyota's warranties. The dealers were not intended to be the ultimate consumers of the Subject Vehicles and have no rights under the warranty agreements provided with the Subject Vehicles; the warranty agreements were designed for and intended to benefit the ultimate consumers only. 69. Plaintiff took reasonable steps to notify Toyota within a reasonable time that her defective vehicle was not as represented by contacting her authorized Toyota dealer, as instructed by Toyota in the Initial Notice provided to Plaintiff. Plaintiff was not required to provide notice of the defect to the remote manufacturer; in any event, Toyota received actual notice of the defect because Plaintiff contacted a local authorized Toyota dealer for repairs, as well as its corporate headquarters, and Toyota has failed to repair her vehicle. 71. Plaintiff repeats and realleges each and every allegation of this Complaint as if fully set forth herein verbatim. 72. Toyota is and was at all relevant times a merchant with respect to motor vehicles. 73. Plaintiff purchased her defective vehicle from Toyota's authorized agent. At the time of purchase, Toyota and its authorized agents were in the business of leasing and selling vehicles and/or by course of business held themselves out as having special knowledge or skill regarding these vehicles. 74. A warranty that the Subject Vehicles were in merchantable condition was implied by law in the instant transaction. 75. The Subject Vehicles, when sold and at all times thereafter, were not in merchantable condition and are not fit for the ordinary purpose for which cars are used and/or were not of the same quality as those generally acceptable in the trade. In fact, the Subject Vehicles, including the vehicle purchased by Plaintiff, were defective from the point of manufacture and sale, thus rendering the product unmerchantable at the time of purchase. Specifically, the Subject Vehicles were designed, manufactured, distributed, and sold with a defective dashboard and interior panels that Toyota knew were defective and likely to melt or prematurely degrade. 76. Plaintiff and class members have had sufficient direct dealings with either Defendants or their agents (dealerships) to establish vertical privity of contract between themselves and Defendants. 78. Notwithstanding this, privity is not required in this case because Plaintiff and class members are intended third-party beneficiaries of contracts between Toyota and their dealers; specifically, they are the intended beneficiaries of Toyota's warranties. The dealers were not intended to be the ultimate consumers of the Subject Vehicles and have no rights under the warranty agreements provided with the Subject Vehicles; the warranty agreements were designed for and intended to benefit the ultimate consumers only. 79. Plaintiff took reasonable steps to notify Toyota within a reasonable time that her defective vehicle was not as represented by contacting her authorized Toyota dealer, as instructed by Toyota in the Initial Notice provided to Plaintiff. Plaintiff was not required to provide notice of the defect to the remote manufacturer; in any event, Toyota received actual notice of the defect because Plaintiff contacted a local authorized Toyota dealer for repairs, as well as its corporate headquarters, and Toyota has failed to repair her vehicle. 80. As a direct and proximate result of Defendants' breaches, the Plaintiff and the members of the class have suffered harm and monetary loss. Defendants' practice of selling the Subject Vehicles, which did not have the expected quality, is a substantial factor in causing harm to Plaintiff and the class members. 81. Plaintiff repeats and realleges each and every allegation of this Complaint as iffully set forth herein verbatim. 83. Plaintiff is a "consumer" within the meaning of the Magnuson-Moss Warranty Act, Breach of Implied Warranty of Merchantability Breach of Express Warranty Violation ofthe Magnuson-Moss Warranty Act 15 U.S.c. § 2301, et seq.

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10. In the settlement agreement for the Mfg Class Action, Mfg purportedly assigned certain rights to the Class (Complaint ¶19). Specifically, Mfg assigned its rights under certain St. Paul insurance policies to the Class. (A copy of the settlement agreement is attached as Exhibit 3). 12. The Court found, based on the settlement agreement, that Mfg sent over 500,000 facsimile advertisements without prior express permission or invitation during the class period. 13. On January 24, 2014, following a fairness hearing, the court in the Mfg Class Action entered an order granting final approval of the settlement agreement and order for a judgment (“Judgment”). (See Complaint, ¶20, Ex. J.) The Judgment was in the amount of $22,536,500. The Judgment stated at the time of the Final Approval, Mfg had paid $75,000 of the Judgment and would pay an additional $385,000. The remainder of the Judgment ($22,076,500.00) was to be satisfied only through Mfg’s primary and umbrella insurance policies from St. Paul covering the period including January 17, 2005 through November 15, 2008. (See Complaint ¶22, Ex. J, pp.7-8.) 15. According to the State Court Action, G.M. Sign alleges that G.M. Sign’s and the other Class members’ receipt of the junk faxes constitute property damage under the St. Paul policies. (See Complaint ¶ 39). G.M. Sign also alleges that “personal injury” coverage is triggered because the junk faxes to G.M. Sign and the other Class members constitute making known covered material that violates G.M. Sign’s and the Class members’ rights of privacy. (See Complaint ¶50). G.M. Sign also alleges that “advertising injury” coverage is triggered because Mfg’s transmission of unwanted faxes to Plaintiff and the other Class members constituted making known covered material that violated Plaintiff’s and Class members’ rights of privacy. (See Complaint ¶57). G.M. Sign also alleges that St. Paul was required to defend Mfg in the Mfg Class Action, did not defend Mfg, and is estopped from asserting its policy defenses to avoid satisfying the judgment entered in the Mfg Class Action. (See Complaint ¶61.) 3. The above-captioned case was filed in the Superior Court of Fulton County, Georgia, on August 6, 2014, as case no. 2014CV249897 (the “State Court Action”) and seeks relief on behalf of a certified class. 5. Plaintiff states in its Complaint that G.M. Sign, Inc. is an Illinois corporation with its principal place of business in Illinois (Complaint ¶4). St. Paul is a Connecticut insurance company with its principal place of business in Connecticut. 6. The Complaint asserts that G.M. Sign is bringing this action on behalf of itself and other members of a certified class that it represents as the judgment creditor and assignee of Mfg.com (“Mfg”) (See Introduction to Complaint and Complaint ¶ 2). 8. In the Mfg Class Action, Plaintiff, individually and as the representative of a class, alleged that Mfg violated the Telephone Consumer Protection Act, 47 U.S.C. § 227 et seq., and the Illinois Consumer Fraud Act, 815 ILCS 5/2-801, and common law conversion by sending unsolicited junk faxes to Plaintiff and hundreds of others (Complaint, Ex. A). 9. On September 27, 2013, the Lake County Circuit Court in the Mfg Class Action certified a class of “all persons to whom Defendant sent advertising facsimiles during the period January 17, 2005 through November 15, 2008 without their prior express invitation or permission.” (See Complaint, ¶17, Ex. I). The order of September 27, 2013 also appointed G.M. Sign as the class representative and Plaintiff’s counsel as class counsel. (See Complaint, Ex. I, ¶3).

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14. Defendant owns and manages buildings throughout the United States, including the building at issue, One Hundred Barclay, located at 100 Barclay Street, New York, New York. It sells within this building apartments with two or more bedrooms. 15. Defendant’s Website is heavily integrated with this apartment building, serving as its gateway. Through the Website, prospective tenants are, inter alia, able to: learn information about the building, including its location, its history and building amenities; learn about the neighborhood; search availabilities and view images and floorplans of the apartments; learn about pricing, and contact the company. 16. It is, upon information and belief, Defendant’s policy and practice to deny Plaintiff Fischler and other blind or visually-impaired users access to its Website, thereby denying the facilities and services that are offered and integrated with its apartment buildings. Due to its failure and refusal to remove access barriers to its Website, Plaintiff Fischler and visually-impaired persons have been and are still being denied equal access to its apartment buildings and the numerous facilities, goods, services, and benefits offered to the public through its Website. 20. Due to the inaccessibility of its Website, blind and visually-impaired customers such as Plaintiff Fischler, who need screen-readers, cannot fully and equally use or enjoy the facilities, goods, and services Defendant offers to the public on its Website. The Website’s access barriers that Plaintiff Fischler encountered have caused a denial of his full and equal access in the past, and now deter him on a regular basis from accessing the Website. These access barriers have likewise deterred him from visiting Defendant’s apartment building and enjoying it equal to sighted individuals. 21. If the Website was equally accessible to all, Plaintiff Fischler could independently navigate it, learn about the neighborhood, learn about the building and its amenities, and learn about available units, including their layout, features and location in the building, as sighted users can. 22. Through his attempts to use the Website, Plaintiff Fischler has actual knowledge of the access barriers that make these services inaccessible and independently unusable by blind and visually-impaired people. 24. Defendant therefore uses standards, criteria or methods of administration that have the effect of discriminating or perpetuating the discrimination of others, as alleged herein. 25. Title III of the ADA expressly contemplates the injunctive relief that Plaintiff Fischler seeks under 42 U.S.C. § 12188(a)(2). 27. Although Defendant may currently have centralized policies on maintaining and operating its Website, it lacks a plan and policy reasonably calculated to make it fully and equally accessible to, and independently usable by, blind and other visually impaired consumers. 28. Without injunctive relief, Plaintiff Fischler and other visually impaired consumers will continue to be unable to independently use the Website, violating its rights. 29. Defendant has, upon information and belief, invested substantial sums in developing and maintaining its Website and has generated significant revenue from the Website. These amounts are far greater than the associated cost of making its Website equally accessible to visually impaired customers. 31. Plaintiff Fischler seeks to certify a nationwide class under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the United States who have attempted to access the Website and as a result have been denied access to the equal enjoyment of goods and services offered in Defendant’s apartment building during the relevant statutory period (“Class Members”). 32. Plaintiff Fischler seeks to certify a State of New York subclass under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the State of New York who have attempted to access the Website and as a result have been denied access to the equal enjoyment of goods and services offered in Defendant’s apartment building during the relevant statutory period (“New York Subclass Members”). 33. Plaintiff Fischler seeks to certify a New York City subclass under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the City of New York who have attempted to access the Website and as a result have been denied access to the equal enjoyment of goods and services offered in Defendant’s apartment building during the relevant statutory period (“New York City Subclass Members”). 35. Plaintiff Fischler’s claims are typical of the Class Members, New York Subclass Members and New York City Subclass Members: they are all severely visually impaired or otherwise blind, and claim that Defendant has violated Title III of the ADA, NYSHRL or NYCHRL by failing to update or remove access barriers on its Website so it can be independently accessible to the visually impaired individuals. 36. Plaintiff Fischler will fairly and adequately represent and protect the Class and Subclasses’ interests because he has retained and is represented by counsel competent and experienced in complex class action litigation, and because he has no interests antagonistic to the Class or Subclasses. Class certification of the claims is appropriate under Fed. R. Civ. P. 23(b)(2) because Defendant has acted or refused to act on grounds generally applicable to the Class and Subclasses, making appropriate both declaratory and injunctive relief with respect to Plaintiff, the Class and Subclasses. 38. Judicial economy will be served by maintaining this lawsuit as a class action in that it is likely to avoid the burden that would be otherwise placed upon the judicial system by the filing of numerous similar suits by people with visual disabilities throughout the United States. 39. Plaintiff Fischler, individually and on behalf of the Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 40. Title III of the ADA prohibits “discriminat[ion] on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, or accommodations of any place of public accommodation by any person who owns, leases (or leases to), or operates a place of public accommodation.” 42 U.S.C. § 12182(a). 41. Defendant’s apartment building is a public accommodation under Title III of the ADA, 42 U.S.C. § 12181(7). The Website is a service, privilege, or advantage of the apartment building. The Website is a service that is integrated with the building. 42. Under Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities the opportunity to participate in or benefit from the goods, services, facilities, privileges, advantages, or accommodations of an entity. 42 U.S.C. § 12182(b)(1)(A)(i). 44. Under Title III of the ADA, unlawful discrimination also includes, among other things: [A] failure to make reasonable modifications in policies, practices, or procedures, when such modifications are necessary to afford such goods, services, facilities, privileges, advantages, or accommodations to individuals with disabilities, unless the entity can demonstrate that making such modifications would fundamentally alter the nature of such goods, services, facilities, privileges, advantages or accommodations; and a failure to take such steps as may be necessary to ensure that no individual with a disability is excluded, denied services, segregated or otherwise treated differently than other individuals because of the absence of auxiliary aids and services, unless the entity can demonstrate that taking such steps would fundamentally alter the nature of the good, service, facility, privilege, advantage, or accommodation being offered or would result in an undue burden. 42 U.S.C. § 12182(b)(2)(A)(ii)-(iii). 45. These acts violate Title III of the ADA, and the regulations promulgated thereunder. Plaintiff Fischler, who is a member of a protected class of persons under Title III of the ADA, has a physical disability that substantially limits the major life activity of sight within the meaning of 42 U.S.C. §§ 12102(1)(A)-(2)(A). Furthermore, he has been denied full and equal access to the Website, has not been provided services that are provided to other patrons who are not disabled, and has been provided services that are inferior to the services provided to non-disabled persons. 47. Plaintiff Fischler, individually and on behalf of the New York Subclass Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 48. Defendant’s State of New York apartment building constitutes a sales establishment and public accommodation under N.Y. Exec. Law § 292(9). The Website is a service, privilege or advantage of that building. The Website is a service that is by and integrated with this apartment building. 49. Defendant is subject to NYSHRL because it owns and operates its apartment building in the State of New York and the Website. Defendant is a “person” within the meaning of N.Y. Exec. Law § 292(1). 50. Defendant is violating the NYSHRL in refusing to update or remove access barriers to its Website, causing its Website and the services integrated with its apartment building to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, goods and services that Defendant makes available to the non-disabled public. N.Y. Exec. Law §§ 296(2)(a), 296(2)(c)(i), 296(2)(c)(ii). 52. Defendant’s actions constitute willful intentional discrimination against the class because of a disability, violating the NYSHRL, N.Y. Exec. Law § 296(2), in that Defendant has: a. Constructed and maintained a Website that is inaccessible to Class Members with knowledge of the discrimination; and/or b. Constructed and maintained a Website that is sufficiently intuitive and/or obvious that is inaccessible to blind class members; and/or c. Failed to take actions to correct these access barriers in the face of substantial harm and discrimination to blind class members. 53. Defendant discriminates, and will continue in the future to discriminate against Plaintiff Fischler and New York Subclass Members on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, accommodations and/or opportunities of the Website and its New York apartment building under § 296(2) et seq. and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and the New York Subclass Members will continue to suffer irreparable harm. 55. Plaintiff Fischler, individually and on behalf the New York City Subclass Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 56. Defendant’s New York City apartment building is a sales establishment and public accommodation under the NYCHRL, N.Y.C. Admin. Code § 8-102(9), and its Website is a service that is integrated with this establishment. 57. Defendant is subject to NYCHRL because it owns and operates its New York City apartment building and its Website, making it a person under N.Y.C. Admin. Code § 8-102(1). 58. Defendant is violating the NYCHRL in refusing to update or remove access barriers to Website, causing its Website and the services integrated with its New York City apartment building to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, goods, and services that Defendant makes available to the non-disabled public. N.Y.C. Admin. Code §§ 8-107(4)(a), 8-107(15)(a). 60. As such, Defendant discriminates, and will continue in the future to discriminate against Plaintiff Fischler and the New York City Subclass Members because of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, accommodations and/or opportunities of its Website and its establishment under § 8-107(4)(a) and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and the New York City Subclass will continue to suffer irreparable harm. 61. As Defendant’s actions violate the NYCHRL, Plaintiff Fischler seeks injunctive relief to remedy the discrimination, compensatory damages, civil penalties and fines for each offense, and reasonable attorneys’ fees and costs. N.Y.C. Admin. Code §§ 8-120(8), 8-126(a). 62. Plaintiff Fischler, individually and on behalf the Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 64. A judicial declaration is necessary and appropriate now in order that each of the parties may know its respective rights and duties and act accordingly. DECLARATORY RELIEF Defendant, Its Website And Its Website’s Barriers VIOLATIONS OF THE NYCHRL VIOLATIONS OF THE NYSHRL VIOLATIONS OF THE ADA, 42 U.S.C. § 12181 et seq.

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Violation of Cal. Bus. and Prof. Code §§ 16720 et seq. [The Cartwright Act] 121. Plaintiff incorporates by reference the foregoing allegations set forth above as if fully set forth herein. 122. Defendants’ conduct in engaging in combinations of capital, skill and acts with others with the intent, purpose and effect of carrying out restrictions in trade and commerce; increasing the price and limiting and reducing the supply of dental supplies; and restraining trade and preventing competition in the relevant markets for the United States relevant market for the distribution of dental supplies is a per se restraint of trade in violation of the Cartwright Act. 123. As a result of Defendants’ unlawful conduct, competition has been harmed and members of the California Class of Dental Purchasers have suffered indirect antitrust price injury in their business or property and have been deprived of the benefits of competition. 124. Plaintiff is entitled to treble damages and an injunction against Defendants preventing and restraining the continuing violations alleged herein.

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10. Moreover, APOS Sales Representatives do not work in a retail or service establishment, and they do not derive more than half of their compensation from commissions on goods or services. 11. Based on these duties and responsibilities, Dell’s APOS Sales Representatives are clearly not exempt from the requirements of the FLSA. Indeed, Dell treats APOS Sales Representatives as not exempt from the FLSA. 13. Notably, Plaintiff Johnson and other APOS Sales Representatives complained to Dell’s Management that APOS Sales Representatives work off-the-clock. Specifically, Plaintiff Johnson complained to his supervisor, Denise Rebaudo, about working off-the-clock. Other APOS Sales Representatives also complained to Ms. Rebaudo, Dell Supervisors Greg Hoskins and Bruce Kipperman, and Dell’s Human Resources Department. Dell’s supervisors and Human Resource Department ignored the complaints, and continue to encourage and allow APOS Sales Representatives to work off-the-clock. 14. When Dell does pay APOS Sales Representatives overtime, it has a common policy or scheme of unlawfully failing to include their non-discretionary bonuses and commissions into the APOS Sales Representatives’ regular rates of pay when calculating overtime, which is a violation of the FLSA. See 29 C.F.R. § 778.500(a). 15. Dell’s acts violate the FLSA, which prohibits the denial of payment of minimum wage for all hours worked and prohibits the denial of overtime compensation for hours worked in excess of forty per workweek. As described above, Dell willfully violated Plaintiffs’ right to minimum wage and overtime compensation guaranteed under the FLSA. 16. The preceding paragraphs are incorporated herein for all purposes. 18. Dell has failed to pay Plaintiffs and the putative class members overtime wages at time and a half for hours that they worked over 40 hours in a work week. Further, Dell unlawfully calculated Plaintiffs’ and the putative class members’ regular rates of pay by failing to include non-discretionary bonuses and commissions. 19. As a result of Dell’s unlawful acts, Plaintiffs and the putative class members have been deprived of overtime compensation in amounts to be determined at trial, and are entitled to recovery of such amounts, liquidated damages, prejudgment interest, attorneys’ fees, costs, and other compensation pursuant to the FLSA. 20. Dell’s unlawful conduct has been willful and intentional. Dell was aware or should have been aware that the practices described herein are unlawful. Dell has not made a good faith effort to comply with the FLSA with respect to the compensation of Plaintiffs and the putative class members. 21. Because Dell’s violations of the FLSA have been willful, a three-year statute of limitations applies, pursuant to 29 U.S.C. § 255. 22. The preceding paragraphs are incorporated herein for all purposes. 23. Dell failed to make, keep, and preserve accurate records with respect to Plaintiffs and other APOS Sales Representatives, including hours worked each workday and total hours worked each workweek, as required by 29 U.S.C. § 211(c), and supporting federal regulations. COLLECTIVE ACTION UNDER 29 U.S.C. § 216(b) 25. Dell has a common policy or scheme of misclassifying APOS Sales Representatives as exempt from the FLSA. As a result of this common policy or scheme, Dell wrongfully denied APOS Sales Representatives of overtime for all hours worked in excess of forty in a workweek. Further, Dell had a common policy or scheme of not including APOS Sales Representatives’ nondiscretionary bonuses and commissions in their regular rate of pay. Therefore, the Court should certify a collective action of all current and former APOS Sales Representatives employed by Dell at any time during the three years preceding the filing of this Original Petition. Plaintiffs are informed and believe, and based thereon, allege that there are other FLSA class members who could “opt-in” to this class, the actual number of FLSA class members is readily ascertainable by a review of Dell’s records through appropriate discovery, and Plaintiffs propose to take proceedings in this action to have such persons notified of this litigation and given an opportunity to file written consents to join this litigation. 7. At all times hereinafter mentioned, Dell has been an employer and enterprise engaged in commerce within the meaning of the FLSA. Dell has employees engaged in interstate commerce. Dell has an annual gross volume of sales made or business done of not less than $500,000.00. In addition, at all times hereinafter mentioned, Plaintiffs were engaged in commerce as required by 29 U.S.C. §§ 206-207. 9. As APOS Sales Representatives, Plaintiffs did not: (a) manage an enterprise or a recognized department or subdivision of Dell; (b) direct the work of two or more employees; (c) have the authority to hire or fire other employees, nor were their suggestions and recommendations concerning hiring, firing, advancement, promotion or any other change of status of other employees given particular weight; (d) perform office or non-manual work directly related to the management or general business operations of Dell or Dell’s customers; (e) exercise discretion or independent judgment with respect to matters of significance; or (f) customarily or regularly engage away from Dell’s place or places of business in performing their primary duty.

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11. Plaintiff brings this claim on behalf of the following case, pursuant to Fed. R. Civ. P. 23(a) and 23(b)(3). 12. The Class consists of: a. all individuals with addresses in the State of New York; b. to whom Defendant ICS sent a collection letter attempting to collect a consumer debt; c. that stated the both debt collector and original creditor would report the debt to credit bureaus; d. which letter was sent on or after a date one (1) year prior to the filing of this action and on or before a date twenty-one (2l) days after the filing of this action. 4 13. The identities of all class members are readily ascertainable from the records of Defendants and those companies and entities on whose behalf they attempt to collect and/or have purchased debts. 14. Excluded from the Plaintiff Class are the Defendants and all officer, members, partners, managers, directors and employees of the Defendants and their respective immediate families, and legal counsel for all parties to this action, and all members of their immediate families. 15. There are questions of law and fact common to the Plaintiff Class, which common issues predominate over any issues involving only individual class members. The principal issue is whether the Defendants' written communications to consumers, in the forms attached as Exhibit A, violate 15 U.S.C. §§ l692e. 16. The Plaintiff’s claims are typical of the class members, as all are based upon the same facts and legal theories. The Plaintiff will fairly and adequately protect the interests of the Plaintiff Class defined in this complaint. The Plaintiff has retained counsel with experience in handling consumer lawsuits, complex legal issues, and class actions, and neither the Plaintiff nor his attorneys have any interests, which might cause them not to vigorously pursue this action. 17. This action has been brought, and may properly be maintained, as a class action pursuant to the provisions of Rule 23 of the Federal Rules of Civil Procedure because there is a well-defined community interest in the litigation: a. Numerosity: The Plaintiff is informed and believes, and on that basis alleges, that the Plaintiff Class defined above is so numerous that joinder of all members would be impractical. 5 b. Common Questions Predominate: Common questions of law and fact exist as to all members of the Plaintiff Class and those questions predominance over any questions or issues involving only individual class members. The principal issue is whether the Defendants’ written communications to consumers, in the forms attached as Exhibit A violate 15 USC §l692e. c. Typicality: The Plaintiff’s claims are typical of the claims of the class members. The Plaintiffs and all members of the Plaintiff Class have claims arising out of the Defendants' common uniform course of conduct complained of herein. d. Adequacy: The Plaintiff will fairly and adequately protect the interests of the class members insofar as Plaintiff have no interests that are adverse to the absent class members. The Plaintiff is committed to vigorously litigating this matter. Plaintiff has also retained counsel experienced in handling consumer lawsuits, complex legal issues, and class actions. Neither the Plaintiff nor his counsel have any interests which might cause them not to vigorously pursue the instant class action lawsuit. e. Superiority: A class action is superior to the other available means for the fair and efficient adjudication of this controversy because individual joinder of all members would be impracticable. Class action treatment will permit a large number of similarly situated persons to prosecute their common claims in a single forum efficiently and without unnecessary duplication of effort and expense that individual actions would engender. 18. Certification of a class under Rule 23(b)(3) of the Federal Rules of Civil Procedure 6 is also appropriate in that the questions of law and fact common to members of the Plaintiff Class predominate over any questions affecting an individual member, and a class action is superior to other available methods for the fair and efficient adjudication of the controversy. 19. Depending on the outcome of further investigation and discovery, Plaintiff may, at the time of class certification motion, seek to certify a class(es) only as to particular issues pursuant to Fed. R. Civ. P. 23(c)(4). 20. Plaintiff repeats, reiterates and incorporates the allegations contained in paragraphs numbered above herein with the same force and effect as if the same were set forth at length herein. 21. Some time prior to June 23, 2020, an obligation was allegedly incurred to New York State Electric & Gas Corporation by the Plaintiff. 22. The New York State Electric & Gas Corporation obligation arose out of transactions in which money, property, insurance or services which are the subject of the transactions were primarily for personal, family or household purposes, specifically electric and gas services for the Plaintiff’s primary residence. 23. The New York State Electric & Gas Corporation obligation is a “debt” as defined by 15 U.S.C. §1692a(5). 24. New York State Electric & Gas Corporation is a “creditor” as defined by 15 U.S.C. §1692a (4). 25. Defendant ICS a debt collector, was contracted by New York State Electric & Gas Corporation to collect the alleged debt. 7 26. Defendant collects and attempts to collect debts incurred or alleged to have been incurred for personal, family or household purposes on behalf of creditors using the United States Postal Services, telephone and internet. Violation I – June 23, 2020 Collection Letter 27. On or about June 23, 2020 Defendant sent the Plaintiff a collection letter (the “Letter”) regarding the alleged debt owed to New York State Electric & Gas Corporation. See Letter attached as Exhibit A. 28. The collection letter states: “The account information is scheduled to be reported to the national credit reporting agencies in your creditor’s name. You have the right to inspect your credit file in accordance with federal law. I.C. System will not submit the account information to the national credit reporting agencies until the expiration of the time period described in the notice below.” 29. The first sentence of the paragraph states that the account information is scheduled to be reported in “your creditor’s name,” which according to the Letter is New York State Electric & Gas Corporation. 30. This sentence directly tells the consumer that a New York State Electric & Gas Corporation account will appear on his credit report. 31. However, the paragraph further states that Defendant ICS will not submit information to the credit reporting agencies until the expiration of the time period described. 32. This statement implies that Defendant ICS will be reporting to the credit reporting agencies after the expiration of the time period in addition to the original creditor submitting as well. 8 33. Defendant ICS does not control the credit reporting for New York State Electric & Gas Corporation, making it impossible that ICS could submit a credit reporting on their behalf. 34. It is deceptive and harassing to state that two companies will report the same debt to the credit reporting agencies at the same time. 35. Furthermore, it is illegal for two companies to report the same debt to the credit reporting agencies at the same time, since it unfairly penalizes and lowers the consumers credit score, as well as painting an improper picture of a consumer’s credit ability to current and future creditors. 36. Plaintiff incurred an informational injury as Defendant deceptively implied that the same debt would be reported twice to the national credit reporting agencies. 37. Plaintiff incurred an informational injury as Defendant falsely asserted that the same debt would be reported twice to the national credit reporting agencies. 38. As a result of Defendant's deceptive, misleading and unfair debt collection practices, Plaintiff has been damaged. 39. Plaintiff repeats, reiterates and incorporates the allegations contained in paragraphs above herein with the same force and effect as if the same were set forth at length herein. 40. Defendant’s debt collection efforts attempted and/or directed towards the Plaintiff violated various provisions of the FDCPA, including but not limited to 15 U.S.C. § 1692e. 41. Pursuant to 15 U.S.C. §1692e, a debt collector may not use any false, deceptive, or misleading representation or means in connection with the collection of any debt. 42. Defendant violated said section by: 9 a. As the Letter it is open to more than one reasonable interpretation, at least one of which is inaccurate. b. Making a false and misleading representation in violation of but not limited to §1692e (10). 43. By reason thereof, Defendant is liable to Plaintiff for judgment that Defendant's conduct violated Section 1692e, et seq. of the FDCPA and is entitled to actual damages, statutory damages, costs and attorneys’ fees. VIOLATIONS OF THE FAIR DEBT COLLECTION PRACTICES ACT 15 U.S.C. §1692e et seq.

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25. Trump For President has devised and implemented a campaign marketing strategy which includes the transmission of text message through use of automatic telephone dialing systems. 26. On October 1, 2019, Plaintiff Shell Wheeler received the following text message to his cellular phone ending in the number 9457 from the number (855) 799- 8834: “Pres. Trump here. I want to see YOU Thursday, Oct. 10th at 7PM CDT at a HISTORIC rally in Minneapolis, MN. To claim your free tickets, RSVP here! bit.ly/2oewz2S.” 27. When Plaintiff Wheeler clicked the hyperlink bit.ly/2oewz2S he was directed to the Donald J. Trump campaign page, donaldJtrump.com. 28. On October 3, 2019, Plaintiff Connor Olson received a similar text message from the number (855) 821-0665 to his wireless number ending in 7141 stating as follows: “Pres. Trump: I want to see YOU Thursday, Oct. 10th at 7PM CDT at a HISTORIC rally in Minneapolis, MN. To claim your free tickets, RSVP here! bit.ly/2LI70k7.” 29. When Plaintiff Olson clicked the hyperlink bit.ly/2LI70k7 he was directed to the Donald J. Trump campaign page, donaldJtrump.com. 31. Defendant did not obtain express consent from Plaintiffs prior to sending the Plaintiffs the unsolicited text messages. 32. Plaintiffs have no affiliation with the Trump For President campaign and are registered Democrats who have never provided any donations to Donald J. Trump or attended any previous campaign rally for Donald J. Trump. 33. These unsolicited text messages placed to Plaintiffs’ wireless telephones were placed via an “automatic telephone dialing system,” (“ATDS”) as defined by 47 U.S.C. § 227 (a)(1) and by using “an artificial or prerecorded voice” system as prohibited by 47 U.S.C. § 227 (b)(1)(A), which had the capacity to produce or store numbers randomly or sequentially, and to dial such numbers, to place text message calls to Plaintiffs’ cellular telephones. 34. The three ten-digit phone numbers that the text messages originated from all resulted in an error message or disconnected dial tones when called. This further proves that the text messages did not originate from cellular phones but originated from an ATDS. 36. Furthermore, the text messages are prerecorded as prohibited by 47 U.S.C. § 227 (b)(1)(A) as identical text messages were sent to numerous individuals. 37. The identical nature of the text messages establishes that Defendant did not manually dial or manually write the text messages that were sent to Plaintiffs. 38. Plaintiffs are informed believe the spam political campaign text messages they received were generated through communication technology called peer-to-peer text messaging which is an ATDS that sends text messages to lists of cellular recipients which have been uploaded by the Defendant. 39. In addition to the October 16, 2019, text message received by Dan Pederson, Mr. Pederson also received a text message on October 10, 2019 to his cellular number ending in 1848 from the short code 88022. The text message states as follows: “Reply YES to join Trump and receive important messages. No purchase rqd. Msg&data may apply. Terms apply 88022-info.com# jointed on donaldjtrump.com. 40. At no point has Plaintiff Pederson ever voluntarily provided his 1848 number to Trump For President. 42. The unsolicited text messages placed to Plaintiff Pederson wireless telephone from the short code 88022 was placed via an “automatic telephone dialing system,” (“ATDS”) as defined by 47 U.S.C. § 227 (a)(1) and by using “an artificial or prerecorded voice” system as prohibited by 47 U.S.C. § 227 (b)(1)(A), which had the capacity to produce or store numbers randomly or sequentially, and to dial such numbers, to place text message calls to Plaintiff’s cellular telephone. 43. Again, the existence of an ATDS is evidenced by the fact that the text message received by Plaintiff Pederson from the number 88022 was generic as to the intended recipient, i.e., the text messages did not address Plaintiff Pederson individually or in any fashion. Such generic and impersonal messages indicate that these text messages were sent in bulk fashion to numerous cellular telephones at one time and not manually delivered by human intervention for each and every delivery. 44. The telephone numbers that Defendant, or its agents, texted were assigned to cellular telephone services for which Plaintiffs incurred a charge for incoming calls pursuant to 47 U.S.C. § 227 (b)(1). 45. These telephone calls constitute calls that were not for emergency purposes as defined by 47 U.S.C. § 227(b)(1)(A)(i). 46. Thus, these text messages by Defendant or its agents therefore violated 47 U.S.C. § 227(b)(1). 48. Defendant and its employees or agents are excluded from the Class. 49. Plaintiffs do not know the number of members in the Classes, but believe the members number in the hundreds of thousands, if not more. Thus, this matter should be certified as a class action to assist in the expeditious litigation of this matter. 51. This suit seeks only damages and injunctive relief for recovery of economic injury on behalf of the Classes and it expressly is not intended to request any recovery for personal injury and claims related thereto. Plaintiffs reserve the right to expand the definitions of the Classes to seek recovery on behalf of additional persons as warranted as facts are learned in further investigation and discovery 52. The joinder of the members of the Classes is impractical and the disposition of their claims in the class action will provide substantial benefits both to the parties and to the Court. The Classes can be identified through Defendant’s records or Defendant’s agents’ records. 54. As persons that received at least one text message to their cell phone without their prior express consent, Plaintiffs are asserting claims that are typical of the Classes. Plaintiffs will fairly and adequately represent and protect the interests of the Class in that Plaintiffs have no interest antagonistic to any member of the Classes. 56. Plaintiffs have retained counsel experienced in handling class action claims and claims involving violations of the Telephone Consumer Protection Act. 57. A class action is a superior method for the fair and efficient adjudication of this controversy. Class-wide damages are essential to induce Defendant to comply with federal law. The interest of the members of the Class in individually controlling the prosecution of separate claims against Defendant is small because the maximum statutory damages in an individual action for violation of privacy are minimal. Management of these claims is likely to present significantly fewer difficulties than those presented in many class claims. 58. This class action is appropriate for certification because Defendant has acted or refused to act on grounds generally applicable to the Class as a whole, thereby requiring the Court’s imposition of uniform relief to ensure compatible standards of conduct toward the members of the Class and making final injunctive relief appropriate with respect to the Class as a whole. Defendant practices challenged herein apply to and affect each of the Class’ members uniformly. Plaintiffs challenge to those practices hinges on Defendant’s conduct with respect to the Class as whole, not on facts or law applicable only to Plaintiffs. 60. Each such text message was made using equipment that, upon information and belief, had the capacity to store or produce telephone numbers to be called, using a random or sequential number generator, and to dial such numbers. By using such equipment, Defendant was able to effectively send thousands of text messages simultaneously to lists of thousands of wireless phone numbers of consumers without human intervention. 61. These text messages are analogous to a prerecorded voice made without the prior express consent of Plaintiffs. 62. Defendant’s text messages were sent without the prior express consent of the Plaintiffs and the other members of the Class to receive such text messages. 63. The foregoing acts and omissions of Defendant and its agents constitute numerous and multiple negligent violations of the TCPA, including but not limited to each and every one of the above-cited provisions of 47 U.S.C. § 227 et seq. 64. As a result of Defendant’s, and Defendant’s agents’, negligent violations of 47 U.S.C. § 227 et seq., Plaintiffs and the Class are entitled to an award of $500.00 in statutory damages, for each and every violation, pursuant to 47 U.S.C. § 227(b)(3)(B). 66. Plaintiffs incorporate by reference all of the above paragraphs of this Complaint as though fully stated herein. 67. Each such text message was made using equipment that, upon information and belief, had the capacity to store or produce telephone numbers to be called, using a random or sequential number generator, and to dial such numbers. By using such equipment, Defendant was able to effectively send thousands of text messages simultaneously to lists of thousands of wireless phone numbers of consumers without human intervention. 68. These text messages are analogous to a prerecorded voice made without the prior express consent of Plaintiffs. 69. Defendant’s text messages were sent without the prior express consent of the Plaintiffs and the other members of the Class to receive such text messages. 70. The foregoing acts and omissions of Defendant constitutes numerous and multiple knowing and/or willful violations of the TCPA, including but not limited to each and every one of the above-cited provisions of 47 U.S.C. §§ 227 et seq. 72. Plaintiffs and the Classes are also entitled to and seek injunctive relief prohibiting such conduct in the future. 73. As a result of Defendant’s, and Defendant’s agents’, negligent violations of 47 U.S.C. § 227(b)(1), Plaintiffs seek for themselves and each members of the Class $500.00 in statutory damages, for each and every violation, pursuant to 47 U.S.C. § 227(b)(3)(B). 74. Pursuant to 47 U.S.C. § 227(b)(3)(A), Plaintiffs seek injunctive relief prohibiting such conduct in the future. 76. As a result of Defendant’s, and Defendant’s agents’, willful and/or knowing violations of 47 U.S.C. § 227(b)(1), Plaintiffs seek for themselves and each Class member treble damages, as provided by statute, up to $1,500.00 for each and every violation, pursuant to 47 U.S.C. § 227(b)(3)(B) and 47 U.S.C. § 227(b)(3)(C). 77. Pursuant to 47 U.S.C. § 227(b)(3)(A), injunctive relief prohibiting such conduct in the future. 78. Any other relief the Court may deem just and proper. KNOWING AND/OR WILLFUL VIOLATIONS OF THE TELEPHONE CONSUMER PROTECTION ACT 47 U.S.C. §§ 227 ET SEQ. NEGLIGENT VIOLATIONS OF THE TELEPHONE CONSUMER PROTECTION ACT 47 U.S.C. §§ 227 ET SEQ. VIOLATION OF THE TCPA, 47 U.S.C. §§ 227 ET SEQ. WILLFUL VIOLATION OF THE TCPA, 47 U.S.C. §§ 227 ET SEQ.

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2.0 guidelines; c. Regularly test user accessibility by blind or vision-impaired persons to ensure that Defendant’s Website complies under the WCAG 2.0 guidelines; and, d. Develop an accessibility policy that is clearly disclosed on Defendant’s Website, with contact information for users to report accessibility-related problems and require that any third party vendors who participate on its Website to be fully accessible to the disabled by conforming with WCAG 2.0 criteria. 21. Defendant offers the commercial website, WWW.JENNYCRAIG.COM, to the public. The website offers features which should allow all consumers to access the goods and services which Defendant offers in connection with their physical locations. The goods and services offered by Defendant include, but are not limited to the following, which allow consumers to: find information about weight loss centers and hours of operation, the weight management food and counseling and related services and their prices, the ability to make reservations, gift cards and privacy policies. 22. It is, upon information and belief, Defendant’s policy and practice to deny Plaintiff, along with other blind or visually-impaired users, access to Defendant’s website, and to therefore specifically deny the goods and services that are offered and are heavily integrated with Defendant’s weight loss centers. Due to Defendant’s failure and refusal to remove access barriers to its website, Plaintiff and visually-impaired persons have been and are still being denied equal access to Defendant’s weight loss centers and the numerous goods, services, and benefits offered to the public through the Website. 23. Plaintiff is a visually-impaired and legally blind person, who cannot use a computer without the assistance of screen-reading software. Plaintiff is, however, a proficient JAWS screen-reader user and uses it to access the Internet. Plaintiff has visited the Website on separate occasions using the JAWS screen-reader. 26. Due to the inaccessibility of Defendant’s Website, blind and visually- impaired customers such as Plaintiff, who need screen-readers, cannot fully and equally use or enjoy the facilities, goods, and services Defendant offers to the public on its Website. The access barriers Plaintiff encountered have caused a denial of Plaintiff’s full and equal access in the past, and now deter Plaintiff on a regular basis from accessing the Website. 27. These access barriers on Defendant’s Website have deterred Plaintiff from visiting Defendant’s physical weight loss centers locations, and enjoying them equal to sighted individuals because: Plaintiff was unable to find the location and hours of operation of Defendant’s physical weight loss centers and other important information on its Website, preventing Plaintiff from visiting the locations to purchase items or services, make reservations and to view the items. Plaintiff intends to visit Defendant's weight loss centers in the near future if she could access their website. 29. Through her attempts to use the Website, Plaintiff has actual knowledge of the access barriers that make these services inaccessible and independently unusable by blind and visually-impaired people. 30. Because simple compliance with the WCAG 2.0 Guidelines would provide Plaintiff and other visually-impaired consumers with equal access to the Website, Plaintiff alleges that Defendant has engaged in acts of intentional discrimination, including, but not limited to, the following policies or practices: a. Constructing and maintaining a website that is inaccessible to visually-impaired individuals, including Plaintiff; b. Failure to construct and maintain a website that is sufficiently intuitive so as to be equally accessible to visually-impaired individuals, including Plaintiff; and, c. Failing to take actions to correct these access barriers in the face of substantial harm and discrimination to blind and visually-impaired consumers, such as Plaintiff, as a member of a protected class. 31. Defendant therefore uses standards, criteria or methods of administration that have the effect of discriminating or perpetuating the discrimination of others, as alleged herein. 33. Because Defendant’s Website has never been equally accessible, and because Defendant lacks a corporate policy that is reasonably calculated to cause its Website to become and remain accessible, Plaintiff invokes 42 U.S.C. § 12188(a)(2) and seeks a permanent injunction requiring Defendant to retain a qualified consultant acceptable to Plaintiff (“Agreed Upon Consultant”) to assist Defendant to comply with WCAG 2.0 guidelines for Defendant’s Website. The Website must be accessible for individuals with disabilities who use computers, laptops, tablets and smart phones. Plaintiff seeks that this permanent injunction requires Defendant to cooperate with the Agreed Upon Consultant to: a. Train Defendant’s employees and agents who develop the Website on accessibility compliance under the WCAG 2.0 guidelines; b. Regularly check the accessibility of the Website under the WCAG 35. Although Defendant may currently have centralized policies regarding maintaining and operating its Website, Defendant lacks a plan and policy reasonably calculated to make them fully and equally accessible to, and independently usable by, blind and other visually-impaired consumers. 36. Defendant has, upon information and belief, invested substantial sums in developing and maintaining their Website and has generated significant revenue from the Website. These amounts are far greater than the associated cost of making their Website equally accessible to visually impaired customers. 37. Without injunctive relief, Plaintiff and other visually-impaired consumers will continue to be unable to independently use the Website, violating their rights. 38. Plaintiff, on behalf of herself and all others similarly situated, seeks to certify a nationwide class under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the United States who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of goods and services offered in Defendant’s physical locations, during the relevant statutory period. 39. Plaintiff, on behalf of herself and all others similarly situated, seeks certify a New York State subclass under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the State of New York who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of goods and services offered in Defendant’s physical locations, during the relevant statutory period. 41. Common questions of law and fact exist amongst Class, including: a. Whether Defendant’s Website is a “public accommodation” under the ADA; b. Whether Defendant’s Website is a “place or provider of public accommodation” under the NYSHRL or NYCHRL; c. Whether Defendant’s Website denies the full and equal enjoyment of its goods, services, facilities, privileges, advantages, or accommodations to people with visual disabilities, violating the ADA; and d. Whether Defendant’s Website denies the full and equal enjoyment of its goods, services, facilities, privileges, advantages, or accommodations to people with visual disabilities, violating the NYSHRL or NYCHRL. 42. Plaintiff’s claims are typical of the Class. The Class, similarly to the Plaintiff, are severely visually impaired or otherwise blind, and claim that Defendant has violated the ADA, NYSHRL or NYCHRL by failing to update or remove access barriers on its Website so it can be independently accessible to the Class. 44. Alternatively, class certification is appropriate under Fed. R. Civ. P. 23(b)(3) because fact and legal questions common to Class Members predominate over questions affecting only individual Class Members, and because a class action is superior to other available methods for the fair and efficient adjudication of this litigation. 45. Judicial economy will be served by maintaining this lawsuit as a class action in that it is likely to avoid the burden that would be otherwise placed upon the judicial system by the filing of numerous similar suits by people with visual disabilities throughout the United States. 46. Plaintiff, on behalf of herself and the Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 47. Section 302(a) of Title III of the ADA, 42 U.S.C. § 12101 et seq., provides: No individual shall be discriminated against on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, or accommodations of any place of public accommodation by any person who owns, leases (or leases to), or operates a place of public accommodation. 42 U.S.C. § 12182(a). 49. Under Section 302(b)(1) of Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities the opportunity to participate in or benefit from the goods, services, facilities, privileges, advantages, or accommodations of an entity. 42 U.S.C. § 12182(b)(1)(A)(i). 50. Under Section 302(b)(1) of Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities an opportunity to participate in or benefit from the goods, services, facilities, privileges, advantages, or accommodation, which is equal to the opportunities afforded to other individuals. 42 U.S.C. § 12182(b)(1)(A)(ii). 51. Under Section 302(b)(2) of Title III of the ADA, unlawful discrimination also includes, among other things: [A] failure to make reasonable modifications in policies, practices, or procedures, when such modifications are necessary to afford such goods, services, facilities, privileges, advantages, or accommodations to individuals with disabilities, unless the entity can demonstrate that making such modifications would fundamentally alter the nature of such goods, services, facilities, privileges, advantages or accommodations; and a failure to take such steps as may be necessary to ensure that no individual with a disability is excluded, denied services, segregated or otherwise treated differently than other individuals because of the absence of auxiliary aids and services, unless the entity can demonstrate that taking such steps would fundamentally alter the nature of the good, service, facility, privilege, advantage, or accommodation being offered or would result in an undue burden. 42 U.S.C. § 12182(b)(2)(A)(ii)-(iii). 53. Under 42 U.S.C. § 12188 and the remedies, procedures, and rights set forth and incorporated therein, Plaintiff, requests relief as set forth below. 54. Plaintiff, on behalf of herself and the New York State Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 55. N.Y. Exec. Law § 296(2)(a) provides that it is “an unlawful discriminatory practice for any person, being the owner, lessee, proprietor, manager, superintendent, agent or employee of any place of public accommodation . . . because of the . . . disability of any person, directly or indirectly, to refuse, withhold from or deny to such person any of the accommodations, advantages, facilities or privileges thereof.” 56. Defendant’s physical locations are located in State of New York and throughout the United States and constitute sales establishments and public accommodations within the definition of N.Y. Exec. Law § 292(9). Defendant’s Website is a service, privilege or advantage of Defendant. Defendant’s Website is a service that is heavily integrated with these physical locations and is a gateway thereto. 58. Defendant is violating N.Y. Exec. Law § 296(2)(a) in refusing to update or remove access barriers to its Website, causing its Website and the services integrated with Defendant’s physical locations to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, goods and services that Defendant makes available to the non-disabled public. 59. Under N.Y. Exec. Law § 296(2)(c)(i), unlawful discriminatory practice includes, among other things, “a refusal to make reasonable modifications in policies, practices, or procedures, when such modifications are necessary to afford facilities, privileges, advantages or accommodations to individuals with disabilities, unless such person can demonstrate that making such modifications would fundamentally alter the nature of such facilities, privileges, advantages or accommodations being offered or would result in an undue burden". 60. Under N.Y. Exec. Law § 296(2)(c)(ii), unlawful discriminatory practice also includes, “a refusal to take such steps as may be necessary to ensure that no individual with a disability is excluded or denied services because of the absence of auxiliary aids and services, unless such person can demonstrate that taking such steps would fundamentally alter the nature of the facility, privilege, advantage or accommodation being offered or would result in an undue burden.” 62. Defendant’s actions constitute willful intentional discrimination against the class on the basis of a disability in violation of the NYSHRL, N.Y. Exec. Law § 296(2) in that Defendant has: a. constructed and maintained a website that is inaccessible to blind class members with knowledge of the discrimination; and/or b. constructed and maintained a website that is sufficiently intuitive and/or obvious that is inaccessible to blind class members; and/or c. failed to take actions to correct these access barriers in the face of substantial harm and discrimination to blind class members. 63. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 64. Defendant discriminates, and will continue in the future to discriminate against Plaintiff and New York State Sub-Class Members on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, accommodations and/or opportunities of Defendant’s Website and its physical locations under § 296(2) et seq. and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and the State Sub-Class Members will continue to suffer irreparable harm. 66. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines under N.Y. Exec. Law § 297(4)(c) et seq. for each and every offense. 67. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 68. Under N.Y. Exec. Law § 297 and the remedies, procedures, and rights set forth and incorporated therein Plaintiff prays for judgment as set forth below. 69. Plaintiff, on behalf of herself and the New York State Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 70. Plaintiff served notice thereof upon the attorney general as required by N.Y. Civil Rights Law § 41. 71. N.Y. Civil Rights Law § 40 provides that “all persons within the jurisdiction of this state shall be entitled to the full and equal accommodations, advantages, facilities and privileges of any places of public accommodations, resort or amusement, subject only to the conditions and limitations established by law and applicable alike to all persons. No persons, being the owner, lessee, proprietor, manager, superintendent, agent, or employee of any such place shall directly or indirectly refuse, withhold from, or deny to any person any of the accommodations, advantages, facilities and privileges thereof . . .” 73. Defendant’s New York State physical locations are sales establishments and public accommodations within the definition of N.Y. Civil Rights Law § 40-c(2). Defendant’s Website is a service, privilege or advantage of Defendant and its Website is a service that is heavily integrated with these establishments and is a gateway thereto. 74. Defendant is subject to New York Civil Rights Law because it owns and operates its physical locations and Website. Defendant is a person within the meaning of N.Y. Civil Law § 40-c(2). 75. Defendant is violating N.Y. Civil Rights Law § 40-c(2) in refusing to update or remove access barriers to its Website, causing its Website and the services integrated with Defendant’s physical locations to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, goods and services that Defendant makes available to the non-disabled public. 76. N.Y. Civil Rights Law § 41 states that “any corporation which shall violate any of the provisions of sections forty, forty-a, forty-b or forty two . . . shall for each and every violation thereof be liable to a penalty of not less than one hundred dollars nor more than five hundred dollars, to be recovered by the person aggrieved thereby . . .” 78. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 79. Defendant discriminates, and will continue in the future to discriminate against Plaintiff and New York State Sub-Class Members on the basis of disability are being directly or indirectly refused, withheld from, or denied the accommodations, advantages, facilities and privileges thereof in § 40 et seq. and/or its implementing regulations. 80. Plaintiff is entitled to compensatory damages of five hundred dollars per instance, as well as civil penalties and fines under N.Y. Civil Law § 40 et seq. for each and every offense. 81. Plaintiff, on behalf of herself and the New York City Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 82. N.Y.C. Administrative Code § 8-107(4)(a) provides that “It shall be an unlawful discriminatory practice for any person, being the owner, lessee, proprietor, manager, superintendent, agent or employee of any place or provider of public accommodation, because of . . . disability . . . directly or indirectly, to refuse, withhold from or deny to such person, any of the accommodations, advantages, facilities or privileges thereof.” 84. Defendant is subject to NYCHRL because it owns and operates its physical locations in the City of New York and its Website, making it a person within the meaning of N.Y.C. Admin. Code § 8-102(1). 85. Defendant is violating N.Y.C. Administrative Code § 8-107(4)(a) in refusing to update or remove access barriers to Website, causing its Website and the services integrated with its physical locations to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, goods, and services that Defendant makes available to the non-disabled public. 86. Defendant is required to “make reasonable accommodation to the needs of persons with disabilities . . . any person prohibited by the provisions of [§ 8-107 et seq.] from discriminating on the basis of disability shall make reasonable accommodation to enable a person with a disability to . . . enjoy the right or rights in question provided that the disability is known or should have been known by the covered entity.” N.Y.C. Admin. Code § 8-107(15)(a). 88. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 89. As such, Defendant discriminates, and will continue in the future to discriminate against Plaintiff and members of the proposed class and subclass on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, accommodations and/or opportunities of its Website and its establishments under § 8-107(4)(a) and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and members of the class will continue to suffer irreparable harm. 90. Defendant’s actions were and are in violation of the NYCHRL and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 91. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines under N.Y.C. Administrative Code § 8-120(8) and § 8-126(a) for each offense as well as punitive damages pursuant to § 8-502(a). 92. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 93. Under N.Y.C. Administrative Code § 8-120 and § 8-126 and the remedies, procedures, and rights set forth and incorporated therein Plaintiff prays for judgment as set forth below. 95. An actual controversy has arisen and now exists between the parties in that Plaintiff contends, and is informed and believes that Defendant denies, that its Website contains access barriers denying blind customers the full and equal access to the goods, services and facilities of its Website and by extension its physical locations, which Defendant owns, operates and controls and fails to comply with applicable laws including, but not limited to, Title III of the Americans with Disabilities Act, 42 U.S.C. §§ 12182, et seq., N.Y. Exec. Law § 296, et seq., and N.Y.C. Admin. Code § 8-107, et seq. prohibiting discrimination against the blind. 96. A judicial declaration is necessary and appropriate at this time in order that each of the parties may know their respective rights and duties and act accordingly. DECLARATORY RELIEF Defendant’s Barriers on Its Website VIOLATIONS OF THE NYCHRL VIOLATION OF THE NEW YORK STATE CIVIL RIGHTS LAW VIOLATIONS OF THE ADA, 42 U.S.C. § 12181 et seq. VIOLATIONS OF THE NYSHRL

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23. Defendant is an Art Gallery that operates the DIDIER AARON Gallery as well as the www.didieraaron.com website, offering features which should allow all consumers to access the goods and services which Defendant offers in connection with their physical locations. 24. Defendant operates DIDIER AARON Gallery in New York City located at 32 East 67th Street, New York, NY 10065. 26. Defendant offers the commercial website, www.didieraaron.com, to the public. The website offers features which should allow all consumers to access the goods and services which Defendant offers in connection with their physical locations. The goods and services offered by Defendant include but are not limited to the following: information about artwork, events, art descriptions, inquire about pricing and other products available online and in art gallery’s for purchase, and view privacy policies and other goods and services offered by Defendant 27. It is, upon information and belief, Defendant’s policy and practice to deny Plaintiff, along with other blind or visually-impaired users, access to Defendant’s website, and to therefore specifically deny the goods and services that are offered and integrated with Defendant’s Art Galleries. Due to Defendant’s failure and refusal to remove access barriers to its website, Plaintiff and visually-impaired persons have been and are still being denied equal access to Defendant’s Art Galleries and the numerous goods and services and benefits offered to the public through the Website. 29. During Plaintiff’s visits to the Website, the last occurring in December 2018, Plaintiff encountered multiple access barriers that denied Plaintiff full and equal access to the facilities, goods and services offered to the public and made available to the public; and that denied Plaintiff the full enjoyment of the facilities, goods and services of the Website, as well as to the facilities, goods and services of Defendant’s physical locations in New York by being unable to learn more information about information about artwork, events, art descriptions, inquire about pricing and other products available online and in art gallery’s for purchase, and view privacy policies and other goods and services offered by Defendant 31. Due to the inaccessibility of Defendant’s Website, blind and visually-impaired customers such as Plaintiff, who need screen-readers, cannot fully and equally use or enjoy the facilities, products, and services Defendant offers to the public on its Website. The access barriers Plaintiff encountered have caused a denial of Plaintiff’s full and equal access in the past, and now deter Plaintiff on a regular basis from accessing the Website. 33. If the Website was equally accessible to all, Plaintiff could independently navigate the Website and complete a desired transaction as sighted individuals do. 34. Through his attempts to use the Website, Plaintiff has actual knowledge of the access barriers that make these services inaccessible and independently unusable by blind and visually-impaired people. 35. Because simple compliance with the WCAG 2.0 Guidelines would provide Plaintiff and other visually-impaired consumers with equal access to the Website, Plaintiff alleges that Defendant has engaged in acts of intentional discrimination, including but not limited to the following policies or practices: a. Constructing and maintaining a website that is inaccessible to visually-impaired individuals, including Plaintiff; b. Failure to construct and maintain a website that is sufficiently intuitive so as to be equally accessible to visually-impaired individuals, including Plaintiff; and, c. Failing to take actions to correct these access barriers in the face of substantial harm and discrimination to blind and visually-impaired consumers, such as Plaintiff, as a member of a protected class. 37. The ADA expressly contemplates the injunctive relief that Plaintiff seeks in this action. In relevant part, the ADA requires: In the case of violations of . . . this title, injunctive relief shall include an order to alter facilities to make such facilities readily accessible to and usable by individuals with disabilities . . . Where appropriate, injunctive relief shall also include requiring the . . . modification of a policy . . . 42 U.S.C. § 12188(a)(2). 38. Because Defendant’s Website have never been equally accessible, and because Defendant lacks a corporate policy that is reasonably calculated to cause its Website to become and remain accessible, Plaintiff invokes 42 U.S.C. § 12188(a)(2) and seeks a permanent injunction requiring Defendant to retain a qualified consultant acceptable to Plaintiff (“Agreed Upon Consultant”) to assist Defendant to comply with WCAG 2.0 guidelines for Defendant’s Website. Plaintiff seeks that this permanent injunction requires Defendant to cooperate with the Agreed Upon Consultant to: a. Train Defendant’s employees and agents who develop the Website on accessibility compliance under the WCAG 2.0 guidelines; b. Regularly check the accessibility of the Website under the WCAG 39. If the Website was accessible, Plaintiff and similarly situated blind and visually- impaired people could independently view service items, locate Defendant’s physical locations and hours of operation, shop for and otherwise research related goods and services available via the Website. 40. Although Defendant may currently have centralized policies regarding maintaining and operating its Website, Defendant lacks a plan and policy reasonably calculated to make them fully and equally accessible to, and independently usable by, blind and other visually-impaired consumers. 41. Defendant has, upon information and belief, invested substantial sums in developing and maintaining their Website and has generated significant revenue from the Website. These amounts are far greater than the associated cost of making their Website equally accessible to visually impaired customers. 42. Without injunctive relief, Plaintiff and other visually-impaired consumers will continue to be unable to independently use the Website, violating their rights. 43. Plaintiff, on behalf of himself and all others similarly situated, seeks to certify a nationwide class under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the United States who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of goods and services offered in Defendant’s physical locations, during the relevant statutory period. 45. Plaintiff, on behalf of himself and all others similarly situated, seeks certify a New York City subclass under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the City of New York who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of goods and services offered in Defendant’s physical locations, during the relevant statutory period. 46. Common questions of law and fact exist amongst Class, including: a. Whether Defendant’s Website is a “public accommodation” under the ADA; b. Whether Defendant’s Website is a “place or provider of public accommodation” under the NYSHRL or NYCHRL; c. Whether Defendant’s Website denies the full and equal enjoyment of its products, services, facilities, privileges, advantages, or accommodations to people with visual disabilities, violating the ADA; and d. Whether Defendant’s Website denies the full and equal enjoyment of its products, services, facilities, privileges, advantages, or accommodations to people with visual disabilities, violating the NYSHRL or NYCHRL. 48. Plaintiff will fairly and adequately represent and protect the interests of the Class Members because Plaintiff has retained and is represented by counsel competent and experienced in complex class action litigation, and because Plaintiff has no interests antagonistic to the Class Members. Class certification of the claims is appropriate under Fed. R. Civ. P. 23(b)(2) because Defendant has acted or refused to act on grounds generally applicable to the Class, making appropriate both declaratory and injunctive relief with respect to Plaintiff and the Class as a whole. 49. Alternatively, class certification is appropriate under Fed. R. Civ. P. 23(b)(3) because fact and legal questions common to Class Members predominate over questions affecting only individual Class Members, and because a class action is superior to other available methods for the fair and efficient adjudication of this litigation. 50. Judicial economy will be served by maintaining this lawsuit as a class action in that it is likely to avoid the burden that would be otherwise placed upon the judicial system by the filing of numerous similar suits by people with visual disabilities throughout the United States. 51. Plaintiff, on behalf of himself and the Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 53. Defendant’s Art Galleries are public accommodations within the definition of Title III of the ADA, 42 U.S.C. § 12181(7). Defendant’s Website is a service, privilege, or advantage of Defendant’s Art Galleries. The Website is a service that is integrated with these locations. 54. Under Section 302(b)(1) of Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities the opportunity to participate in or benefit from the products, services, facilities, privileges, advantages, or accommodations of an entity. 42 U.S.C. § 12182(b)(1)(A)(i). 55. Under Section 302(b)(1) of Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities an opportunity to participate in or benefit from the products, services, facilities, privileges, advantages, or accommodation, which is equal to the opportunities afforded to other individuals. 42 U.S.C. § 12182(b)(1)(A)(ii). 57. The acts alleged herein constitute violations of Title III of the ADA, and the regulations promulgated thereunder. Plaintiff, who is a member of a protected class of persons under the ADA, has a physical disability that substantially limits the major life activity of sight within the meaning of 42 U.S.C. §§ 12102(1)(A)-(2)(A). Furthermore, Plaintiff has been denied full and equal access to the Website, has not been provided services that are provided to other patrons who are not disabled, and has been provided services that are inferior to the services provided to non-disabled persons. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 58. Under 42 U.S.C. § 12188 and the remedies, procedures, and rights set forth and incorporated therein, Plaintiff, requests relief as set forth below. 59. Plaintiff, on behalf of himself and the New York State Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 60. N.Y. Exec. Law § 296(2)(a) provides that it is “an unlawful discriminatory practice for any person, being the owner, lessee, proprietor, manager, superintendent, agent or employee of any place of public accommodation . . . because of the . . . disability of any person, directly or indirectly, to refuse, withhold from or deny to such person any of the accommodations, advantages, facilities or privileges thereof.” 62. Defendant is subject to New York Human Rights Law because it owns and operates its physical locations and Website. Defendant is a person within the meaning of N.Y. Exec. Law § 292(1). 63. Defendant is violating N.Y. Exec. Law § 296(2)(a) in refusing to update or remove access barriers to its Website, causing its Website and the services integrated with Defendant’s physical locations to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, services that Defendant makes available to the non-disabled public. 64. Under N.Y. Exec. Law § 296(2)(c)(i), unlawful discriminatory practice includes, among other things, “a refusal to make reasonable modifications in policies, practices, or procedures, when such modifications are necessary to afford facilities, privileges, advantages or accommodations to individuals with disabilities, unless such person can demonstrate that making such modifications would fundamentally alter the nature of such facilities, privileges, advantages or accommodations being offered or would result in an undue burden". 66. Readily available, well-established guidelines exist on the Internet for making websites accessible to the blind and visually impaired. These guidelines have been followed by other large business entities and government agencies in making their website accessible, including but not limited to: adding alt-text to graphics and ensuring that all functions can be performed using a keyboard. Incorporating the basic components to make its Website accessible would neither fundamentally alter the nature of Defendant’s business nor result in an undue burden to Defendant. 67. Defendant’s actions constitute willful intentional discrimination against the class on the basis of a disability in violation of the NYSHRL, N.Y. Exec. Law § 296(2) in that Defendant has: a. constructed and maintained a website that is inaccessible to blind class members with knowledge of the discrimination; and/or b. constructed and maintained a website that is sufficiently intuitive and/or obvious that is inaccessible to blind class members; and/or c. failed to take actions to correct these access barriers in the face of substantial harm and discrimination to blind class members. 68. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 70. Defendant’s actions were and are in violation of New York State Human Rights Law and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 71. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines under N.Y. Exec. Law § 297(4)(c) et seq. for each and every offense. 72. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 73. Under N.Y. Exec. Law § 297 and the remedies, procedures, and rights set forth and incorporated therein Plaintiff prays for judgment as set forth below. 74. Plaintiff, on behalf of himself and the New York State Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 75. Plaintiff served notice thereof upon the attorney general as required by N.Y. Civil Rights Law § 41. 77. N.Y. Civil Rights Law § 40-c(2) provides that “no person because of . . . disability, as such term is defined in section two hundred ninety-two of executive law, be subjected to any discrimination in his or her civil rights, or to any harassment, as defined in section 240.25 of the penal law, in the exercise thereof, by any other person or by any firm, corporation or institution, or by the state or any agency or subdivision.” 78. Defendant’s New York State physical locations are sales establishments and public accommodations within the definition of N.Y. Civil Rights Law § 40-c(2). Defendant’s Website is a service, privilege or advantage of Defendant and its Website is a service that is by and integrated with these establishments. 79. Defendant is subject to New York Civil Rights Law because it owns and operates its physical locations and Website. Defendant is a person within the meaning of N.Y. Civil Law § 40-c(2). 80. Defendant is violating N.Y. Civil Rights Law § 40-c(2) in refusing to update or remove access barriers to its Website, causing its Website and the goods and services integrated with Defendant’s physical locations to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, goods and services that Defendant makes available to the non-disabled public. 82. Under NY Civil Rights Law § 40-d, “any person who shall violate any of the provisions of the foregoing section, or subdivision three of section 240.30 or section 240.31 of the penal law, or who shall aid or incite the violation of any of said provisions shall for each and every violation thereof be liable to a penalty of not less than one hundred dollars nor more than five hundred dollars, to be recovered by the person aggrieved thereby in any court of competent jurisdiction in the county in which the defendant shall reside ...” 83. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 84. Defendant discriminates, and will continue in the future to discriminate against Plaintiff and New York State Sub-Class Members on the basis of disability are being directly or indirectly refused, withheld from, or denied the accommodations, advantages, facilities and privileges thereof in § 40 et seq. and/or its implementing regulations. 85. Plaintiff is entitled to compensatory damages of five hundred dollars per instance, as well as civil penalties and fines under N.Y. Civil Law § 40 et seq. for each and every offense. 86. Plaintiff, on behalf of himself and the New York City Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 88. Defendant’s locations are sales establishments and public accommodations within the definition of N.Y.C. Admin. Code § 8-102(9), and its Website is a service that is integrated with its establishments. 89. Defendant is subject to NYCHRL because it owns and operates its physical locations in the City of New York and its Website, making it a person within the meaning of N.Y.C. Admin. Code § 8-102(1). 90. Defendant is violating N.Y.C. Administrative Code § 8-107(4)(a) in refusing to update or remove access barriers to Website, causing its Website and the services integrated with its physical locations to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, products, and services that Defendant makes available to the non-disabled public. 91. Defendant is required to “make reasonable accommodation to the needs of persons with disabilities . . . any person prohibited by the provisions of [§ 8-107 et seq.] from discriminating on the basis of disability shall make reasonable accommodation to enable a person with a disability to . . . enjoy the right or rights in question provided that the disability is known or should have been known by the covered entity.” N.Y.C. Admin. Code § 8-107(15)(a). 93. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 94. As such, Defendant discriminates, and will continue in the future to discriminate against Plaintiff and members of the proposed class and subclass on the basis of disability in the full and equal enjoyment of the products, services, facilities, privileges, advantages, accommodations and/or opportunities of its Website and its establishments under § 8-107(4)(a) and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and members of the class will continue to suffer irreparable harm. 95. Defendant’s actions were and are in violation of the NYCHRL and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 96. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines under N.Y.C. Administrative Code § 8-120(8) and § 8-126(a) for each offense as well as punitive damages pursuant to § 8-502. 98. Under N.Y.C. Administrative Code § 8-120 and § 8-126 and the remedies, procedures, and rights set forth and incorporated therein Plaintiff prays for judgment as set forth below. 99. Plaintiff, on behalf of himself and the Class and New York State and City Sub- Classes Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 100. An actual controversy has arisen and now exists between the parties in that Plaintiff contends, and is informed and believes that Defendant denies, that its Website contains access barriers denying blind customers the full and equal access to the products, services and facilities of its Website and by extension its physical locations, which Defendant owns, operations and controls, fails to comply with applicable laws including, but not limited to, Title III of the Americans with Disabilities Act, 42 U.S.C. §§ 12182, et seq., N.Y. Exec. Law § 296, et seq., and N.Y.C. Admin. Code § 8-107, et seq. prohibiting discrimination against the blind. 101. A judicial declaration is necessary and appropriate at this time in order that each of the parties may know their respective rights and duties and act accordingly. DECLARATORY RELIEF Defendant’s Barriers on Its Website VIOLATIONS OF THE NYSHRL VIOLATIONS OF THE NYCHRL VIOLATIONS OF THE ADA, 42 U.S.C. § 1281 et seq. VIOLATION OF THE NEW YORK STATE CIVIL RIGHTS LAW

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28. Plaintiff brings this action on behalf of persons who purchased title insurance in Georgia at any time from March 1, 2009 to the present (the “Class”). The “Class Period” is from March 1, 2009 to the present. 29. The Class is so numerous that joinder of all Class members is impracticable. Plaintiff believes that the Class contains more than 100,000 members and that the actual number of Class members can be ascertained through discovery. 31. The questions of law and fact common to all Class members predominate over any questions that may affect only individual Class members. 32. A class action is a superior method of adjudicating the Class members’ claims because individual actions would unnecessarily burden the Court and create the risk of inconsistent results. 33. The claims of Plaintiff are typical of the claims of the Class members. Plaintiff and all putative Class members purchased title insurance and overpaid by reason of the statewide scheme by Defendants to make misrepresentations to agents in their networks. Plaintiff has no interests that are antagonistic or adverse to the other Class members. 34. Plaintiff will fairly and adequately protect the interests of the Class. 36. Plaintiff seeks certification of a class, alternatively, under Fed. R. Civ. P. 23(b)(2) or 23(b)(3), or a combination thereof. 37. Defendants’ misrepresentations have the effect of inflating prices for title insurance to the detriment of Plaintiff and all Class members. Accordingly, declaratory and injunctive relief that prevents Defendants from continuing to misrepresent facts is appropriate on a Class-wide basis. 38. Given the significant expense required to prosecute the foregoing claims against Defendants, the costs of individual actions may well approach or exceed the amount recovered in any individual action. The expense of pursuing individual actions would require many individual Class members to forego their individual claims against Defendants if they are not permitted to pursue those claims as a class. 39. This action is manageable because the evidence proving that Defendants is engaging in the alleged conduct is common to the Class. Furthermore, the identities of the Class members are known to Defendants. 41. Defendants have engaged in an open and ongoing pattern of violations of 18 U.S.C. § 1341, 18 U.S.C. § 1343, and O.C.G.A. § 16-8-102 from March 1, 2009 to the present. As part of the mortgage closing process, Defendants have continually misrepresented to their employees and agents that they are required by law to charge the published rates for title insurance in rate schedules and company bulletins sent through United States mail and interstate wires to their agents to eliminate discounts from list prices and facilitate increases in list prices on title insurance. Defendants, who are all foreign corporations, have received the proceeds of these transactions through the use of United States mail (including the Postal Service and private and commercial interstate carriers) and interstate wires. 42. Defendants are engaged in an ongoing pattern of racketeering activity as defined by O.C.G.A. § 16-14-3(8)(A). 43. The pattern of racketeering activity consists of more than two acts of racketeering activity in furtherance of the scheme to defraud. The last of such acts occurred within four years after the commission of a prior act of racketeering activity. 45. Each violation of 18 U.S.C. § 1341 constitutes an act of racketeering activity under O.C.G.A § 16-14-3(9)(A)(xxix) and 18 U.S.C. § 1961(1)(B). 46. Specifically, Defendants have violated and continue to violate 18 U.S.C. § 1343, which makes it a federal crime to intentionally participate in a scheme to defraud and use interstate wires in furtherance of the scheme. For more than six years, Defendants have intentionally made material misrepresentations that they were required by law to charge the published rates for title insurance in Georgia that were reasonably calculated to deceive persons of ordinary prudence. The interstate wires were knowingly used in furtherance of those schemes. Such use was reasonably foreseeable. 47. Each violation of 18 U.S.C. § 1343 constitutes an act of racketeering activity under O.C.G.A § 16-14-3(9)(A)(xxix) and 18 U.S.C. § 1961(1)(B). 49. Each violation of O.C.G.A. § 16-8-102 constitutes an act of racketeering activity under O.C.G.A § 16-14-3(9)(A)(xxxx). 50. The acts of racketeering activity committed by Defendants have the same or similar methods of commission. They involve misrepresentations that Defendants are required by law to charge the published rates for title insurance. They involve similar and sometimes identical language. 51. The acts of racketeering activity committed by Defendants have the same or similar objective: inflate prices for title insurance and increase profits for the Defendants. 52. The acts of racketeering activity committed by Defendants have the same or similar victims, including Plaintiff and other Class members. 53. The acts of racketeering activity committed by Defendants are otherwise related by distinguishing characteristics including, but not limited to, the involvement of the four major families of title insurance in Georgia. 54. Defendants’ acts of racketeering activity involve a distinct threat of long-term racketeering activity. 56. Defendants’ material misrepresentations that they are required by law to charge the published rates for title insurance in Georgia are part of its regular way of conducting business. 57. In violation of O.C.G.A. § 16-14-4(a), the Defendants have acquired an interest in personal property, including money, through the pattern of racketeering activity described in this Complaint. 58. Plaintiff and the other Class members have been injured by reason of Defendants’ violations of O.C.G.A § 16-14-1 et seq. and have suffered actual damages, prior to trebling of damages, in an amount to be proven at trial. 59. Under O.C.G.A. § 16-14-6(c), Plaintiff and the other Class members are entitled to threefold the amount of any actual monetary damages incurred as a result of Defendants’ pattern of racketeering activity. 60. Under O.C.G.A. § 16-14-6(c), Plaintiff and the other Class members are entitled to recover attorneys’ fees and other costs from the Defendants. 62. The foregoing allegations are incorporated by reference as if fully set forth herein. 63. The Defendants have conspired to violate the provisions of O.C.G.A. § 16-14-4(a). 64. Plaintiff and the other Class members have been injured by reason of Defendants’ violations of O.C.G.A § 16-14-4(c) and have suffered actual damages, prior to trebling of damages, in an amount to be proven at trial. 65. Under O.C.G.A. § 16-14-6(c), Plaintiff and the other Class members are entitled to threefold the amount of any actual monetary damages incurred as a result of Defendants’ pattern of racketeering activity. 66. Under O.C.G.A. § 16-14-6(c), Plaintiff and the other Class members are entitled to recover attorneys’ fees and other costs from the Defendants. AMERICAN TITLE INSURANCE COMPANY, AMERICAN GUARANTY TITLE INSURANCE COMPANY, OLD Violation of O.C.G.A. § 16-14-4(a) (Georgia RICO Act) Violation of O.C.G.A. § 16-14-4(c) (Georgia RICO Act)

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10. In or around May 2015, after answering one of the telephone calls on his cellular telephone, Plaintiff specifically told Defendant’s representative he was not the person they were looking for and to stop calling his cellular telephone number however the calls and voice mails never ceased. 11. Before the calls were made, Defendant was aware of the prohibitions on making such a call pursuant to the Telephone Consumer Protection Act but nevertheless chose to suffer the consequences should the unlawful conduct be uncovered. 12. Plaintiff knows the calls were made by an automatic telephone dialing system because on the calls he answered there was a long pause before someone came on the line to greet him and other times a computer generated voice would leave a voice mail asking “Jeff” to contact the Defendant regarding a debt allegedly owed. 14. Plaintiff was charged for all the telephone calls alleged supra. 15. All the telephone calls alleged supra were to Plaintiff’s cellular telephone number using an automatic telephone dialing system and were made without his prior express consent nor for emergency purposes. 16. The named Plaintiff and others similarly situated to him, repeat and reallege the allegations in the preceding paragraphs of this Complaint, and incorporate the same herein by reference as though set forth herein in full. 18. Plaintiff seeks class action certification and is authorized to maintain this lawsuit as a class action pursuant to the Federal Rules of Civil Procedure 23(b)(1); 23(b)(2) and 23(b)(3). 19. The persons included in each Class set out above are so numerous that joinder of all parties is impractical. Upon information and belief, there are more than one thousand (1,000) members of the proposed class. More precise information concerning the size and identification of class members will be obtained through discovery and set forth in Plaintiffs subsequent Motion for Class Certification. 20. The statutory penalty for each violation is set by law at between $500 - $1,500 per violation per class member. Thus, the claim of each potential class member is relatively small, such that it is not economically feasible to bring individual actions for each member of the class. 22. The questions of law and fact which are common among members of the class. The common issues include: (a) whether the unsolicited calls to wrong party class members cellular telephone using an automatic telephone dialing system violated the 30. On at least twenty (20) separate occasions within the past four (4) years, Defendants willfully and knowingly violated the TCPA by using an automatic telephone dialing system to contact the Plaintiff on his cellular telephone number without his prior express consent and that was not made for emergence purposes. 31. The Telephone Consumer Protection Act provides for actual damages or $500.00, whichever is greater pursuant to 47 USC 227b(3)(B) and for treble damages for a willful or knowing violation pursuant to 47 USC 227b(3). 33. As a result of Defendants’ violations of the TCPA, Plaintiff is entitled to attorneys’ fees and costs. 34. The named Plaintiff and others similarly situated to him, repeat and reallege the allegations in the preceding paragraphs of this Complaint, and incorporate the same herein by reference as though set forth herein in full. 35. This claim is an action for Declaratory Judgment brought pursuant to the provisions of 28 U .S .C . § 2201 et seq. 36. An actual controversy exists between the parties in this case in regard to the telephone calls alleged supra. 37. Plaintiff seeks declaratory relief with respect to the legal relations of the parties arising from this controversy and their respective rights and responsibilities under the TCPA. 7. Plaintiff has received at least 50 unsolicited debt collection calls from Defendant on his cellular telephone number 561-376-7415 in the past 48 months measured from the date of the filing of this complaint. 8. Defendant has also left more than 10 voice mails with a pre-recorded voice searching for another person to collect a debt, thus called the wrong party. All the telephone calls alleged herein originated from telephone number 877-795-9819 according to Plaintiff’s called id on his cellular telephone. DECLARATORY JUDGMENT VIOLATION OF 47 U.S.C. § 227(b)(1)(A) (iii) (TCPA)

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10. Defendants discriminated against Plaintiff (and others similarly situated) solely because his adjudication occurred in another jurisdiction. 11. Discrimination by Defendants based on the jurisdiction in which an adjudication occurred is not rationally related to a legitimate government interest. 13. Defendants’ application of SORA to Plaintiff (and others similarly situated) treats nonresidents who visit Nebraska differently than then-current residents. 14. Defendants’ application of SORA to Plaintiff (and others similarly situated) discriminates against citizens of other states who wish to establish residence in Nebraska. 15. Defendants’ application of SORA and its public notification requirements, which declares “that sex offenders present a high risk to commit repeat offenses,” constitutes cruel and unusual punishment in violation of the Eighth Amendment to the U. S. Constitution as-applied to Plaintiff (and others similarly situated). 16. The magnitude of restraint of SORA as-applied to Plaintiff (and others similarly situated), involving affirmative restraints and disabilities similar to and greater than traditional parole and not dependent upon any individualized finding that Plaintiff (and others similarly situated) poses a risk to the safety of others, constitutes punishment. 18. The consequences experienced by Plaintiff (and others similarly situated) flow directly from SORA’s registration and public dissemination provisions and not a fact of conviction because the information related to the adjudications of Plaintiff (and others similarly situated) was confidential and was not already a matter of public record. 8. All of the allegations in each of the foregoing paragraphs are incorporated by reference into each of the following claims for relief as if fully set forth in each such claim. 9. Defendants violated Plaintiff’s (and others similarly situated) right to equal protection by applying SORA and its public notification requirements to Plaintiff (and others similarly situated) adjudicated delinquent in other jurisdictions but not individuals adjudicated delinquent in Nebraska. Cruel and Unusual Punishment Equal Protection Third Prong of the Right to Travel Privileges or Immunities and Privileges and Immunities

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1. The amount of the debt; … 14. Defendants have been attempting to collect from plaintiff an alleged credit card debt, incurred (if at all) for personal, family or household purposes and not for business purposes. 15. On or about January 2, 2020, defendant UCB, acting on behalf of defendant LVNV, sent plaintiff the letter attached as Exhibit A. 16. Exhibit A is the first letter plaintiff received from defendant UCB regarding the alleged debt described therein. 17. Exhibit A is a form letter, filled out by computer in a standardized manner. 18. On information and belief, based on its contents, Exhibit A is a form intended for use as the first letter defendant UCB sends to a consumer regarding the debt described therein. 19. Exhibit A contains a breakdown of the balance as follows: 4 20. Defendant’s breakdown inexplicably contains a negative amount for the total amount of interest ‘accrued’ since charge off, without any explanation as to how this amount can be a negative amount since the overall balance remains static once the original creditor has charged-off the account. 21. Plaintiff was not provided with a clear accounting of the balance owed as required by the FDCPA and was unable to evaluate how much the actual debt being collected is for or how it has changed. 22. In addition, Exhibit A does not explain whether the negative interest amount is continuing and if the balance would continue to decrease. 23. The language of Exhibit A is false and deceptive as Plaintiff is unable to determine if the current balance is static or if it would continue to decrease. 24. Plaintiff was apprehensive to exercise his statutory right to dispute the debt due to the confusing and misleading initial collection letter he received. 25. As a result of Defendant’s deceptive, misleading and unfair debt collection practices, Plaintiff has been damaged. 26. Plaintiff repeats the above allegations as if set forth here. 27. Defendants’ debt collection efforts attempted and/or directed towards the Plaintiff violated various provisions of the FDCPA, including but not limited to, 15 U.S.C. § 1692e. 5 28. Pursuant to 15 U.S.C. §1692e, a debt collector may not use any false, deceptive, or misleading representation or means in connection with the collection of any debt. 29. Defendants violated said section by: a) Making a false and misleading representation in violation of §1692e (10) by providing inaccurate amounts for the alleged debt; b) Falsely representing the character, amount or legal status of the debt in violation of §1692e (2). 30. By reason thereof, Defendants are liable to Plaintiff for judgment that Defendants’ conduct violated Section 1692e, et seq. of the FDCPA and Plaintiff is entitled to actual damages, statutory damages, costs and attorneys’ fees. 31. Plaintiff repeats the above allegations as if set forth here. 32. Defendants’ debt collection efforts attempted and/or directed towards the Plaintiff violated various provisions of the FDCPA, including but not limited to, 15 U.S.C. § 1692f. 33. Pursuant to 15 U.S.C. §1692f, a debt collector may not use any unfair or unconscionable means in connection with the collection of any debt. 34. Defendants violated this section by: a) unfairly inserting a negative interest amount without providing an explanation of the claimed change to the original amount of the debt; b) by adding interest amounts to the original amount of the debt that are not permitted by contract or law and that were in fact later removed. 6 35. By reason thereof, Defendant are liable to Plaintiff for judgment that Defendants’ conduct violated Section 1692f, et seq. of the FDCPA and Plaintiff is entitled to actual damages, statutory damages, costs and attorneys’ fees. 36. Plaintiff repeats the above allegations as if set forth here. 37. Defendants’ debt collection efforts attempted and/or directed towards the Plaintiff violated various provisions of the FDCPA, including but not limited to 15 U.S.C. § 1692g. 38. Pursuant to 15 USC §1692g: Within five days after the initial communication with a consumer in connection with the collection of any debt, a debt collector shall, unless the following information is contained in the initial communication or the consumer has paid the debt, send the consumer a written notice containing – 39. Defendants violated 15 U.S.C. §1692g (a)(1) by failing to clearly identify the amount of the debt. 40. By reason thereof, Defendants are liable to Plaintiff for judgment that Defendants’ conduct violated Section 1692g et seq. of the FDCPA, and Plaintiff is entitled to actual damages, statutory damages, costs and attorneys’ fees. 41. Plaintiff brings this claim on behalf of the following class, pursuant to Fed.R.Civ.P. 23(a) and 23(b)(3). 42. The class consists of (a) all individuals (b) with New York addresses, (c) to whom defendant UCB sent an initial letter in the form represented by Exhibit A (d) on behalf of defendant LVNV, 7 (e) where the amount listed for the debt as of the date of the letter does not equal the amount listed for the debt as of charge off and where the letter deceptively states a negative interest charge with no explanation, (f) which letter was sent any time during a period beginning one year prior to the filing of this action and ending 21 days after the filing of this action. 43. On information and belief, based on defendants’’ size and the use of a form letter, the class is so numerous that joinder of all members is not practicable. 44. There are questions of law and fact common to the class members, which common questions predominate over any questions relating to individual class members. The predominant common question is whether Exhibit A violates the FDCPA. 45. Plaintiff’s claim is typical of the claims of the class members. All are based on the same factual and legal theories. 46. Plaintiff will fairly and adequately represent the class members. Plaintiff has retained counsel experienced in class actions and FDCPA litigation. 47. A class action is superior for the fair and efficient adjudication of this matter, in that: a. Individual actions are not economically feasible. b. Members of the class are likely to be unaware of their rights; c. Congress intended class actions to be the principal enforcement mechanism under the VIOLATIONS OF THE FAIR DEBT COLLECTION PRACTICES ACT 15 U.S.C. §1692e et seq. VIOLATIONS OF THE FAIR DEBT COLLECTION PRACTICES ACT 15 U.S.C. §1692f et seq. VIOLATIONS OF THE FAIR DEBT COLLECTION PRACTICES ACT 15 U.S.C. §1692g et seq.

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2.0 guidelines; c. Regularly test user accessibility by blind or vision-impaired persons to ensure that Defendant’s Website complies under the WCAG 2.0 guidelines; and, d. Develop an accessibility policy that is clearly disclosed on Defendant’s Websites, with contact information for users to report accessibility-related problems. 20. Defendant is a comic and collectibles retailer that operates MIDTOWN COMICS stores as well as the MIDTOWN COMICS website, offering features which should allow all consumers to access the goods and services which Defendant offers in connection with their physical locations. 21. Defendant operates MIDTOWN COMICS stores across New York, including its store located at 200 W 40th Street, New York, NY 10018. 22. These stores constitute places of public accommodation. Defendant’s stores provide to the public important goods and services. Defendant’s Website provides consumers with access to an array of goods and services including store locations and hours, the ability to browse and purchase comics and collectibles, including books, magazines, action figures, and related goods and services available both in store and online. 24. It is, upon information and belief, Defendant’s policy and practice to deny Plaintiff, along with other blind or visually-impaired users, access to Defendant’s website, and to therefore specifically deny the goods and services that are offered and integrated with Defendant’s stores. Due to Defendant’s failure and refusal to remove access barriers to its website, Plaintiff and visually-impaired persons have been and are still being denied equal access to Defendant’s stores and the numerous goods and services and benefits offered to the public through the Website. 25. Plaintiff is a visually-impaired and legally blind person, who cannot use a computer without the assistance of screen-reading software. Plaintiff is, however, a proficient JAWS screen-reader user and uses it to access the Internet. Plaintiff has visited the Website on separate occasions using the JAWS screen-reader. 28. Due to the inaccessibility of Defendant’s Website, blind and visually-impaired customers such as Plaintiff, who need screen-readers, cannot fully and equally use or enjoy the facilities, products, and services Defendant offers to the public on its Website. The access barriers Plaintiff encountered have caused a denial of Plaintiff’s full and equal access in the past, and now deter Plaintiff on a regular basis from accessing the Website. 29. These access barriers on Defendant’s Website have deterred Plaintiff from visiting Defendant’s physical locations and enjoying them equal to sighted individuals because: Plaintiff was unable to find the location and hours of operation of Defendant’s physical stores on its Website and other important information, preventing Plaintiff from visiting the locations to take advantage of the goods and services that it provides to the public. 30. If the Website was equally accessible to all, Plaintiff could independently navigate the Website and complete a desired transaction as sighted individuals do. 31. Through his attempts to use the Website, Plaintiff has actual knowledge of the access barriers that make these services inaccessible and independently unusable by blind and visually-impaired people. 33. Defendant therefore uses standards, criteria or methods of administration that have the effect of discriminating or perpetuating the discrimination of others, as alleged herein. 34. The ADA expressly contemplates the injunctive relief that Plaintiff seeks in this action. In relevant part, the ADA requires: In the case of violations of . . . this title, injunctive relief shall include an order to alter facilities to make such facilities readily accessible to and usable by individuals with disabilities . . . Where appropriate, injunctive relief shall also include requiring the . . . modification of a policy . . . 42 U.S.C. § 12188(a)(2). 36. If the Website was accessible, Plaintiff and similarly situated blind and visually- impaired people could independently view service items, locate Defendant’s physical locations and hours of operation, shop for and otherwise research related goods and services available via the Website. 37. Although Defendant may currently have centralized policies regarding maintaining and operating its Website, Defendant lacks a plan and policy reasonably calculated to make them fully and equally accessible to, and independently usable by, blind and other visually-impaired consumers. 39. Without injunctive relief, Plaintiff and other visually-impaired consumers will continue to be unable to independently use the Website, violating their rights. 40. Plaintiff, on behalf of himself and all others similarly situated, seeks to certify a nationwide class under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the United States who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of goods and services offered in Defendant’s physical locations, during the relevant statutory period. 41. Plaintiff, on behalf of himself and all others similarly situated, seeks certify a New York State subclass under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the State of New York who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of goods and services offered in Defendant’s physical locations, during the relevant statutory period. 42. Plaintiff, on behalf of himself and all others similarly situated, seeks certify a New York City subclass under Fed. R. Civ. P. 23(a) and 23(b)(2): all legally blind individuals in the City of New York who have attempted to access Defendant’s Website and as a result have been denied access to the equal enjoyment of goods and services offered in Defendant’s physical locations, during the relevant statutory period. 44. Plaintiff’s claims are typical of the Class. The Class, similarly to the Plaintiff, are severely visually impaired or otherwise blind, and claim that Defendant has violated the ADA, NYSYRHL or NYCHRL by failing to update or remove access barriers on its Website so either can be independently accessible to the Class. 45. Plaintiff will fairly and adequately represent and protect the interests of the Class Members because Plaintiff has retained and is represented by counsel competent and experienced in complex class action litigation, and because Plaintiff has no interests antagonistic to the Class Members. Class certification of the claims is appropriate under Fed. R. Civ. P. 23(b)(2) because Defendant has acted or refused to act on grounds generally applicable to the Class, making appropriate both declaratory and injunctive relief with respect to Plaintiff and the Class as a whole. 47. Judicial economy will be served by maintaining this lawsuit as a class action in that it is likely to avoid the burden that would be otherwise placed upon the judicial system by the filing of numerous similar suits by people with visual disabilities throughout the United States. 48. Plaintiff, on behalf of himself and the Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 49. Section 302(a) of Title III of the ADA, 42 U.S.C. § 12101 et seq., provides: No individual shall be discriminated against on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, or accommodations of any place of public accommodation by any person who owns, leases (or leases to), or operates a place of public accommodation. 42 U.S.C. § 12182(a). 50. Defendant’s stores are public accommodations within the definition of Title III of the ADA, 42 U.S.C. § 12181(7). Defendant’s Website is a service, privilege, or advantage of Defendant’s stores. The Website is a service that is integrated with these locations. 51. Under Section 302(b)(1) of Title III of the ADA, it is unlawful discrimination to deny individuals with disabilities the opportunity to participate in or benefit from the products, services, facilities, privileges, advantages, or accommodations of an entity. 42 U.S.C. § 12182(b)(1)(A)(i). 53. Under Section 302(b)(2) of Title III of the ADA, unlawful discrimination also includes, among other things: [A] failure to make reasonable modifications in policies, practices, or procedures, when such modifications are necessary to afford such goods, services, facilities, privileges, advantages, or accommodations to individuals with disabilities, unless the entity can demonstrate that making such modifications would fundamentally alter the nature of such goods, services, facilities, privileges, advantages or accommodations; and a failure to take such steps as may be necessary to ensure that no individual with a disability is excluded, denied services, segregated or otherwise treated differently than other individuals because of the absence of auxiliary aids and services, unless the entity can demonstrate that taking such steps would fundamentally alter the nature of the good, service, facility, privilege, advantage, or accommodation being offered or would result in an undue burden. 42 U.S.C. § 12182(b)(2)(A)(ii)-(iii). 54. The acts alleged herein constitute violations of Title III of the ADA, and the regulations promulgated thereunder. Plaintiff, who is a member of a protected class of persons under the ADA, has a physical disability that substantially limits the major life activity of sight within the meaning of 42 U.S.C. §§ 12102(1)(A)-(2)(A). Furthermore, Plaintiff has been denied full and equal access to the Website, has not been provided services that are provided to other patrons who are not disabled, and has been provided services that are inferior to the services provided to non-disabled persons. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 56. Plaintiff, on behalf of himself and the New York State Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 57. N.Y. Exec. Law § 296(2)(a) provides that it is “an unlawful discriminatory practice for any person, being the owner, lessee, proprietor, manager, superintendent, agent or employee of any place of public accommodation . . . because of the . . . disability of any person, directly or indirectly, to refuse, withhold from or deny to such person any of the accommodations, advantages, facilities or privileges thereof.” 58. Defendant’s physical locations are located in State of New York and throughout the United States and constitute sales establishments and public accommodations within the definition of N.Y. Exec. Law § 292(9). Defendant’s Website is a service, privilege or advantage of Defendant. Defendant’s Website is a service that is by and integrated with these physical locations. 59. Defendant is subject to New York Human Rights Law because it owns and operates its physical locations and Website. Defendant is a person within the meaning of N.Y. Exec. Law § 292(1). 60. Defendant is violating N.Y. Exec. Law § 296(2)(a) in refusing to update or remove access barriers to its Website, causing its Website and the services integrated with Defendant’s physical locations to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, services that Defendant makes available to the non-disabled public. 62. Under N.Y. Exec. Law § 296(2)(c)(ii), unlawful discriminatory practice also includes, “a refusal to take such steps as may be necessary to ensure that no individual with a disability is excluded or denied services because of the absence of auxiliary aids and services, unless such person can demonstrate that taking such steps would fundamentally alter the nature of the facility, privilege, advantage or accommodation being offered or would result in an undue burden.” 63. Readily available, well-established guidelines exist on the Internet for making websites accessible to the blind and visually impaired. These guidelines have been followed by other large business entities and government agencies in making their website accessible, including but not limited to: adding alt-text to graphics and ensuring that all functions can be performed using a keyboard. Incorporating the basic components to make its Website accessible would neither fundamentally alter the nature of Defendant’s business nor result in an undue burden to Defendant. 65. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 66. Defendant discriminates, and will continue in the future to discriminate against Plaintiff and New York State Sub-Class Members on the basis of disability in the full and equal enjoyment of the products, services, facilities, privileges, advantages, accommodations and/or opportunities of Defendant’s Website and its physical locations under § 296(2) et seq. and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and the Sub-Class Members will continue to suffer irreparable harm. 67. Defendant’s actions were and are in violation of New York State Human Rights Law and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 68. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines under N.Y. Exec. Law § 297(4)(c) et seq. for each and every offense. 69. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 71. Plaintiff, on behalf of himself and the New York State Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 72. Plaintiff served notice thereof upon the attorney general as required by N.Y. Civil Rights Law § 41. 73. N.Y. Civil Rights Law § 40 provides that “all persons within the jurisdiction of this state shall be entitled to the full and equal accommodations, advantages, facilities and privileges of any places of public accommodations, resort or amusement, subject only to the conditions and limitations established by law and applicable alike to all persons. No persons, being the owner, lessee, proprietor, manager, superintendent, agent, or employee of any such place shall directly or indirectly refuse, withhold from, or deny to any person any of the accommodations, advantages, facilities and privileges thereof . . .” 74. N.Y. Civil Rights Law § 40-c(2) provides that “no person because of . . . disability, as such term is defined in section two hundred ninety-two of executive law, be subjected to any discrimination in his or her civil rights, or to any harassment, as defined in section 240.25 of the penal law, in the exercise thereof, by any other person or by any firm, corporation or institution, or by the state or any agency or subdivision.” 76. Defendant is subject to New York Civil Rights Law because it owns and operates its physical locations and Website. Defendant is a person within the meaning of N.Y. Civil Law § 40-c(2). 77. Defendant is violating N.Y. Civil Rights Law § 40-c(2) in refusing to update or remove access barriers to its Website, causing its Website and the goods and services integrated with Defendant’s physical locations to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, goods and services that Defendant makes available to the non-disabled public. 78. N.Y. Civil Rights Law § 41 states that “any corporation which shall violate any of the provisions of sections forty, forty-a, forty-b or forty-two . . . shall for each and every violation thereof be liable to a penalty of not less than one hundred dollars nor more than five hundred dollars, to be recovered by the person aggrieved thereby . . .” 79. Under NY Civil Rights Law § 40-d, “any person who shall violate any of the provisions of the foregoing section, or subdivision three of section 240.30 or section 240.31 of the penal law, or who shall aid or incite the violation of any of said provisions shall for each and every violation thereof be liable to a penalty of not less than one hundred dollars nor more than five hundred dollars, to be recovered by the person aggrieved thereby in any court of competent jurisdiction in the county in which the defendant shall reside ...” 81. Defendant discriminates, and will continue in the future to discriminate against Plaintiff and New York State Sub-Class Members on the basis of disability are being directly or indirectly refused, withheld from, or denied the accommodations, advantages, facilities and privileges thereof in § 40 et seq. and/or its implementing regulations. 82. Plaintiff is entitled to compensatory damages of five hundred dollars per instance, as well as civil penalties and fines under N.Y. Civil Law § 40 et seq. for each and every offense. 83. Plaintiff, on behalf of himself and the New York City Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 84. N.Y.C. Administrative Code § 8-107(4)(a) provides that “It shall be an unlawful discriminatory practice for any person, being the owner, lessee, proprietor, manager, superintendent, agent or employee of any place or provider of public accommodation, because of . . . disability . . . directly or indirectly, to refuse, withhold from or deny to such person, any of the accommodations, advantages, facilities or privileges thereof.” 85. Defendant’s locations are sales establishments and public accommodations within the definition of N.Y.C. Admin. Code § 8-102(9), and its Website is a service that is integrated with its establishments. 87. Defendant is violating N.Y.C. Administrative Code § 8-107(4)(a) in refusing to update or remove access barriers to Website, causing its Website and the services integrated with its physical locations to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, products, and services that Defendant makes available to the non-disabled public. 88. Defendant is required to “make reasonable accommodation to the needs of persons with disabilities . . . any person prohibited by the provisions of [§ 8-107 et seq.] from discriminating on the basis of disability shall make reasonable accommodation to enable a person with a disability to . . . enjoy the right or rights in question provided that the disability is known or should have been known by the covered entity.” N.Y.C. Admin. Code § 8-107(15)(a). 89. Defendant’s actions constitute willful intentional discrimination against the Sub- Class on the basis of a disability in violation of the N.Y.C. Administrative Code § 8-107(4)(a) and § 8-107(15)(a) in that Defendant has: a. constructed and maintained a website that is inaccessible to blind class members with knowledge of the discrimination; and/or b. constructed and maintained a website that is sufficiently intuitive and/or obvious that is inaccessible to blind class members; and/or c. failed to take actions to correct these access barriers in the face of substantial harm and discrimination to blind class members. 91. As such, Defendant discriminates, and will continue in the future to discriminate against Plaintiff and members of the proposed class and subclass on the basis of disability in the full and equal enjoyment of the products, services, facilities, privileges, advantages, accommodations and/or opportunities of its Website and its establishments under § 8-107(4)(a) and/or its implementing regulations. Unless the Court enjoins Defendant from continuing to engage in these unlawful practices, Plaintiff and members of the class will continue to suffer irreparable harm. 92. Defendant’s actions were and are in violation of the NYCHRL and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 93. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines under N.Y.C. Administrative Code § 8-120(8) and § 8-126(a) for each offense as well as punitive damages pursuant to § 8-502. 94. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 95. Under N.Y.C. Administrative Code § 8-120 and § 8-126 and the remedies, procedures, and rights set forth and incorporated therein Plaintiff prays for judgment as set forth below. 96. Plaintiff, on behalf of himself and the Class and New York State and City Sub- Classes Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 98. A judicial declaration is necessary and appropriate at this time in order that each of the parties may know their respective rights and duties and act accordingly. DECLARATORY RELIEF Defendant’s Barriers on Its Website VIOLATIONS OF THE NYCHRL VIOLATIONS OF THE ADA, 42 U.S.C. § 1281 et seq. VIOLATIONS OF THE NYSHRL VIOLATION OF THE NEW YORK STATE CIVIL RIGHTS LAW

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(Aiding and Abetting the Board's Breaches of Fiduciary Duties Against Anchor and Old National) (Breach of Fiduciary Duties Against the Individual Defendants) (Individual Claim for Violation of Section 20(a) of the 1934 Act Against the Individual Defendants and Old National) (Individual Claim for Violation of SectÍon 14(a) of the 1934 Act and Rule 14a-9 Promulgated Thereunder Against the Individual Defendants and Anchor) 23. Plaintiff brings this action as a class action on behalf of himself and the other public stockholders of Anchor (the "Class"). Excluded from the Class are defendants herein and any person, firm, trust, corporation, or other entity related to or affiliated with any defendant. 24. This action is properly maintainable as a class action. 25. The Class is so numerous that joinder of all members is impracticable. As of October 30, 2015, there were approximately 9,598,487 shares of Anchor common stock outstanding, held by hundreds, if not thousands, of individuals and entities scattered throughout the country. 26. Questions of law and fact are common to the Class, including, among others: (i) whether defendants have breached their fiduciary duties owed to plaintiff and the Class and/or aided and abetted such breaches; and (ii) whether defendants will irreparably harm plaintiff and the other members of the Class if defendants' conduct complained of herein continues. 28. The prosecution of separate actions by individual members of the Class would create the risk of inconsistent or varying adjudications that would establish incompatible standards of conduct for defendants, or adjudications that would, as a practical matter, be dispositive of the interests of individual members of the Class who are not parties to the adjudications or would substantially impair or impede those non-party Class members' ability to protect their interests. 29. Defendants have acted, orrefused to act, on grounds generally applicable to the Class as a whole, and are causing injury to the entire Class. Therefore, final injunctive relief on behalf of the Class is appropriate. 30. Anchor is the holding company for AnchorBank, which is a leading lender in residential housing and commercial real estate. It provides a comprehensive suite of investment products and services to individuals and businesses through Anchor Investment Services. AnchorBank has forty-six branches across V/isconsin. 31. The Company is positioned for future growth and success. 33. On December 29,2015, Anchor issued a press release wherein it announced its financial results for the quarter ended September 30,2015. The Company recorded a profitable quarter with net income of $15.5 million compared to $5 million for the quarter ended September 30,2014. Diluted EPS was $1.62 for the quarter, compared to $0.55 per diluted share for the quarter ended September 30,2014. With respect to the financial results, Individual Defendant Bauer commented: Following last quarter's excellent results, we are posting another quarter of strong financial performance. Our continued focus on loan quality improvement has warranted the reduction of our allowance for loan loss this quarter. V/hile the reduction is significant, our loan loss reserve levels remain solid. This quarter's performance builds on over two years of profitable results and last quarter's reversal of substantially all of the deferred tax asset valuation allowance[.] The Fløwed Process Leading Up to the Proposed Trønsactíon 34. The Proposed Transaction is the result of a flawed and inadequate process, and the Registration Statement provides very little detail to Anchor's shareholders regarding this process. 36. The Board apparently did not meet again regarding the Company's strategic options until July 29, 2015, when "Anchor management and representatives of J.P. Morgan reported to the Anchor board preliminary information gathered from meetings with the contacted parties." The Registration Statement fails to provide any description of the information gathered, the number of parties contacted, and whether any parties expressed interest in a potential transaction with Anchor. 37. Nearly a month later, on August 26,2015, the Board met to further discuss Anchor's strategic options. According to the Registration Statement, "Anchor management and representatives of J.P. Morgan reported regarding further preliminary feedback from the contacted parties." Again, the Registration Statement completely fails to provide any description of the "feedback" received or how many parties were contacted. 38. For reasons undisclosed to Anchor's shareholders, the Board determined that "late October or early November would be an appropriate time to formally contact certain of the contacted parties to solicit their interest in a strategic transaction with Anchor." 39. On October 26,2015 - more than eight months after utilizing J.P. Morgan to run Anchor's strategic exploration process - the Company formally engaged J.P. Morgan to serve as its financial advisor in connection with the process. 40. On October 28, 2015, the Board directed J.P. Morgan to contact five potential partners to solicit their interest in a strategic transaction with Anchor. 42. On December 2, 2015, Anchor received written non-binding indications of interest from Old National and one other potential partner ("Party B"). The Registration Statement completely fails to disclose the terms of the indications of interest, including the amount and type of consideration offered. The Registration Statement further fails to disclose whether Anchor made counteroffer(s) to Old National and/or Party B. 43. On December 28, 2015, for reasons undisclosed, Party B informed J.P. Morgan that it would no longer pursue a strategic transaction with Anchor. 44. On January 6, 2016, Anchor received Old National's hnal, written non-binding indication of interest, which "provided for aproposed merger consideration of $48,50 per share and a consideration mix of 60.0 percent Old National common stock and 40.0 percent cash." Anchor shareholders who elected stock consideration would receive 3.5505 shares of Old National common stock per Company share. 45. On January 10,2016, the Board unanimously approved the Merger Agreement, and the Merger Agreement was executed the following day. The Inadequate Proposed Transaction 46. Despite the Company's prospects for future growth and success, the Board caused the Company to enter into the Merger Agreement, pursuant to which Anchor will be acquired by Old National for inadequate consideration. 47. To the detriment of the Company's stockholders, the terms of the Merger Agreement substantially favor Old National and are calculated to unreasonably dissuade potential suitors from making competing offers. 49. Section 6.10(a) of the Merger Agreement goes on to state that Anchor shall "not terminate, waive, amend, release or modify any provision of any confidentiality or standstill agreement with respect to any Acquisition Proposal, and shall enforce the provisions of any such agreement." 51. Signif,rcantly, the Merger Agreement does not contain a "fiduciary out" provision that would permit the Board to terminate the Merger Agreement if failing to do so would constitute a breach of the Individual Defendants' fiduciary duties. Thus, even if the Board receives a superior acquisition proposal, the Board cannot terminate the Merger Agreement. 52. The Merger Agreement also contains a "force the vote" provision in Section 53. Further locking up control of the Company in favor of Old National is Section 8.2 of the Merger Agreement, which contains a provision for a "termination fee" of $15 million, payable by the Company to Old National under certain circumstances. Anchor may also be required to reimburse "all of Old National's actual and reasonably documented out of pocket fees and expenses." 54. By agreeing to all of the deal protection devices, the Individual Defendants have locked up the Proposed Transaction and have precluded other bidders from making successful competing offers for the Company. 55. Furthermore, certain of the Company's directors and offrcers stand to receive significant benefits and, thus, have reason to support the Proposed Transaction. 56. For example, according to the Registration Statement, the Company's executive officers may retain their employment positions following the consummation of the Proposed Transaction. 58. The consideration to be paid to plaintiff and the Class in the Proposed Transaction is inadequate because, among other things, the intrinsic value of the Company is materially in excess of the amount offered in the Proposed Transaction. 59. Accordingly, the Proposed Transaction will deny Class members their right to share proportionately and equitably in the true value of the Company's business, and future growth in profits and earnings. 6.a@) that requires the Board to submit the Proposed Transaction to a stockholder vote even if the Board recommends against the Proposed Transaction. 60. As a result, defendants have breached their fiduciary duties that they owe to the Company's public stockholders because the stockholders will not receive adequate value for their Company common stock in the Proposed Transaction. The Materially Incomplete and Misleadíng RegßtratÍon Stutement 61. Defendants filed the Registration Statement with the SEC in connection with the Proposed Transaction. As discussed below and elsewhere herein, the Registration Statement omits material information that must be disclosed to Anchor's stockholders to enable them to render an informed decision with respect to the Proposed Transaction. 62. The Registration Statement omits material information with respect to the process and events leading up to the Proposed Transaction, as well as the opinions and analyses of the Company's financial advisor, J.P. Morgan. This omitted information, if disclosed, would significantly alter the total mix of information available to Anchor's stockholders. 64. With respect to Anchor's financial projections, the Registration Statement only discloses net income and total assets for years 2016-2026. The Registration Statement fails to disclose the remaining financial projection line items available for Anchor for each of those years, including, but not limited to, EPS, dividends per share, and tangible book value per share. 65. The Registration Statement fails to disclose Old National's financial projections, despite the fact that a majority of the merger consideration is Old National common stock. 66. The Registration Statement fails to disclose the estimated amount and timing of the cost savings and related expenses and synergies expected to result from the Proposed Transaction. 67. V/ith respect to J.P. Morgan's Anchor Public Trøding Multiples Analysis, the Registration Statement fails to disclose the individual multiples for each of the selected companies observed by J.P. Morgan in its analysis, including price/adjusted 2016E EPS, price/adjusted tangible book value per share ("TBV"), and 20168 adjusted return on average tangible common equity ("ROATCE"). 68. V/ith respect to J.P. Morgan's Precedent Transactions Analysis, the Registration Statement fails to disclose the multiples for each of the selected transactions observed by J.P. Morgan in its analysis, including next twelve months ("NTM") EPS. 69. V/ith respect to J.P. Morgan's Old National Public Trading Multiples Analysis, the Registration Statement fails to disclose the multiples for each of the selected companies observed by J.P. Morgan in its analysis, including pricel20l6E EPS, price/TBV, and 20168 71. Plaintiff repeats and realleges the preceding allegations as if fully set forth herein. 72. The Individual Defendants disseminated the false and misleading Registration Statement, which contained statements that, in violation of Section l4(a) of the 1934 Act and Rule 14a-9, in light of the circumstances under which they were made, omitted to state material facts necessary to make the statements therein not materially false or misleading. Anchor is liable as the issuer of these statements. 73. The Registration Statement was prepared, reviewed, andlor disseminated by the Individual Defendants. By virtue of their positions within the Company, the Individual Defendants were aware of this information and their duty to disclose this information in the Registration Statement. 75. The omissions and false and misleading statements in the Registration Statement are material in that a reasonable shareholder will consider them important in deciding how to vote on the Proposed Transaction. In addition, a reasonable investor will view a full and accurate disclosure as significantly altering the total mix of information made available in the Registration Statement and in other information reasonably available to shareholders. 76. The Registration Statement is an essential link in causing plaintiff to approve the Proposed Transaction. 77. By reason of the foregoing, defendants violated Section 14(a) of the 1934 Act and Rule 14a-9 promulgated thereunder. 78. Because of the false and misleading statements in the Registration Statement, plaintiff is threatened with ineparable harm. 79. Plaintiff repeats and realleges the preceding allegations as if fully set forth herein. 81. Each of the Individual Defendants and Old National was provided with or had unlimited access to copies of the Registration Statement alleged by plaintiff to be misleading prior to and/or shortly after these statements were issued and had the ability to prevent the issuance of the statements or cause them to be corrected. 82. In particular, each of the Individual Defendants had direct and supervisory involvement in the day-to-day operations of the Company, and, therefore, is presumed to have had the power to control and influence the particular transactions giving rise to the violations as alleged herein, and exercised the same. The Registration Statement contains the unanimous recommendation of the Individual Defendants to approve the Proposed Transaction. They were thus directly in the making of the Registration Statement. 83. Old National also had direct supervisory control over the composition of the Registration Statement and the information disclosed therein, as well as the information that was omitted andlor misrepresented in the Registration Statement. 84. By virtue of the foregoing, the Individual Defendants and Old National violated Section 20(a) of the 1934 Act. 86. Plaintiff repeats and realleges the preceding allegations as if fully set forth herein. 87. As members of the Company's Board, the Individual Defendants have fiduciary obligations to: (a) undertake an appropriate evaluation of Anchor's net worth as a merger/acquisition candidate; (b) take all appropriate steps to enhance Anchor's value and attractiveness as a merger/acquisition candidate; (c) act independently to protect the interests of the Company's public stockholders; (d) adequately ensure that no conflicts of interest exist between the Individual Defendants' own interests and their fiduciary obligations, and, if such conflicts exist, to ensure that all conflicts are resolved in the best interests of Anchor's public stockholders; (e) actively evaluate the Proposed Transaction and engage in a meaningful auction with third parties in an attempt to obtain the best value on any sale of Anchor; and (f) disclose all material information to the Company's stockholders. 88. The Individual Defendants have breached their fiduciary duties to plaintiff and the Class. 90. As such, unless the Individual Defendants' conduct is enjoined by the Court, they will continue to breach their fiduciary duties to plaintiff and the other members of the Class. 91. Plaintiff and the members of the Class have no adequate remedy at law. 92. Plaintiff repeats and realleges the preceding allegations as if fully set forth herein. 93. Defendants Anchor and Old National knowingly assisted the Individual Defendants' breaches of fiduciary duties in connection with the Proposed Transaction, which, without such aid, would not have occurred. In connection with discussions regarding the Proposed Transaction, Anchor provided, and Old National obtained, sensitive non-public information concerning Anchor and thus had unfair advantages that are enabling it to pursue the Proposed Transaction, which offers unfair and inadequate consideration. 94. As a result of this conduct, plaintiff and the other members of the Class have been and will be damaged in that they have been and will be prevented from obtaining fair consideration for their Anchor shares. 95. Plaintiff and the members of the Class have no adequate remedy at law. Background of the Company

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41. Plaintiffs bring this action on behalf of themselves and similarly situated current and former employees of Urban One who elect to opt-in to this action pursuant to the FLSA, 29 U.S.C. §§ 201 et seq., and specifically, the collective action provision of 29 U.S.C. § 216(b), to remedy violations of the wage and hour provisions of the FLSA by Urban One that have deprived Plaintiffs and others similarly situated of their lawfully earned overtime wages. 43. In or around August 2012, Ms. Lucas was hired to work as a production assistant for Radio One Atlanta, a division of Urban One. 44. In or around July 2012, Ms. Hinton was hired to work as a board operator and production assistant for Radio One Atlanta, a division of Urban One. 45. As production assistants and board operators, the primary duties of Plaintiffs and those similarly situated involved assisting with the production of radio shows on Urban One radio stations. 46. This production involved assigning commercials to on-air personalities, assisting guests on the radio shows, ensuring that commercials play and that shows come back on time, verifying that commercials and other media files were properly uploaded and organized on Radio One’s internal systems, compiling audio files, and other tasks related to the timing of sound production associated with various Urban One radio shows. 48. The primary job duties of Plaintiffs and those similarly situated do not involve the exercise of discretion and independent judgment. 49. The primary job duties of Plaintiffs and those similarly situated do not involve administrative support for Urban One’s general business operations. 50. The primary job duties of Plaintiffs and those similarly situated do not include managerial responsibilities or the exercise of independent judgment. 51. Plaintiffs and those similarly situated have no power to hire, fire, or discipline other employees. 52. The daily work of Plaintiffs and those similarly situated is and has always been heavily controlled by their managers, including individuals like Myron Gigger, as well as by Dave Smith, the former Vice President of Operations at Radio One Atlanta. 54. The primary job duties of Plaintiffs and those similarly situated do not require any special license, certification, or education. 55. The primary job duties of Plaintiffs and those similarly situated do not require creative invention or imagination or allow for wide creative license. 56. While Plaintiffs have both appeared “on-air” on Radio One Atlanta stations, managers and Smith had ultimate authority and control regarding the radio stations’ programming and content. Any “on-air” activity was not a primary duty of Plaintiffs’ employment. 57. At all times relevant to this Complaint, Plaintiffs and those similarly situated have been classified as non-exempt hourly, rather than a salaried, employees. 58. Ms. Lucas was hired in August 2012 at a rate of approximately $12.82 per hour and, after more than seven years of employment, continues to make approximately $12.82 per hour. 59. Ms. Hinton worked as an unpaid intern with Radio One Atlanta from in or around 2005 to in or around 2012. 61. During her time as an employee at Radio One Atlanta, Ms. Hinton was paid between approximately $10.00 and $12.32 per hour. 62. In the three years prior to the filing of this action, Plaintiffs and those similarly situated regularly worked more than forty (40) hours per workweek. 63. In their history of employment with Urban One, Plaintiffs and those similarly situated have never been paid at the overtime rate of one and one-half times their regular rates for hours worked above forty (40) in a given workweek. 64. Ms. Lucas’ pay stubs reflect that the hours she worked in excess of forty (40) hours per week were classified as “Regular” hours, such that Plaintiff Lucas was listed as having worked 100 “Regular” hours in a two-week pay period and received her normal $12.82 for each of the 100 hours worked. 65. Plaintiff Hinton’s pay stubs reflect that the hours she worked in excess of forty (40) hours per week were classified as “Regular” hours, such that Plaintiff Hinton was listed as having worked 110 “Regular” hours in a two-week pay period and received her normal rate, at the time, of $11.50 for each of the 110 hours worked. 67. The pay stubs for Ms. Hinton also list some hours as “Overtime” hours; however, Ms. Hinton was paid “half-time” for these hours, such that Ms. Hinton was paid approximately $6.16 per hour for these “Overtime” hours. 68. Upon information and belief, Plaintiffs and those similarly situated worked in excess of forty (40) hours per week but Urban One had a policy of classifying their overtime hours as “Regular” hours and of paying them “straight time” rather than the legally mandated overtime rate of one and one-half times their regular rates or classifying hours as “Overtime” but paying them “half-time” for those hours. 69. For all hours worked above forty (40) hours in a workweek, Plaintiffs and those similarly situated are entitled to overtime wages of one-and-one-half times their “regular rate of pay,” defined as their total pay for the workweek divided by the number of hours worked. 29 C.F.R. § 778.118. 70. Upon information and belief, as part of its regular business practice, Urban One intentionally, willfully, and repeatedly engaged in a policy, pattern, and/or practice of violating the FLSA’s overtime provision. 72. The net effect of Urban One’s unlawful policy and practice is that Defendant enjoyed ill-gained profits at the expense of Plaintiffs and those similarly situated. Individual Disparate Pay Allegations Desiree Lucas 73. In or around August 2012, Ms. Lucas was hired at a rate of approximately $12.82 per hour. 74. Upon her hire in 2012, Ms. Lucas was told by her supervisor, Smith, that she would receive a raise within ninety (90) days. 75. In her seven years at Urban One, Ms. Lucas has never received a raise. 76. In or around February of 2018, Ms. Lucas complained to Tim Davies, the Regional Vice President of Urban One, that she was not receiving adequate pay. 77. Mr. Davies then told Ms. Lucas that if she was unhappy with her $12 an hour pay rate, she should “go somewhere else.” 79. Upon information and belief, similarly situated male employees have asked Tim Davies for a raise, or for better pay, and have received more favorable responses than Ms. Lucas. 80. Upon information and belief, Urban One discriminated against Ms. Lucas based on her sex by paying similarly situated male employees greater wages and compensation. 81. Unlike similarly situated male employees, Ms. Lucas received the same hourly pay of $12.82 for the past seven years and was never given a pay increase. 82. Conversely, upon information and belief, similarly situated male employees have been provided pay increases in their tenure at Urban One. Dominique Hinton 83. In or around September 2005, Ms. Hinton began working as an unpaid intern at Radio One Atlanta. 84. In or around July 2012, Ms. Hinton was hired as a paid employee at a rate of approximately $10.00 per hour. 86. Upon information and belief, other similarly situated male employees, including but not limited to John Marshall, made more than $12.32 an hour for the same work that Ms. Hinton engaged in. 87. Upon information and belief, Urban One discriminated against Ms. Hinton based on her sex by paying similarly situated male employees greater wages and compensation. 88. Upon information and belief, unlike similarly situated male employees, Ms. Hinton was given a pay increase of less than $2.50 in approximately six years of employment with Defendant. 89. Conversely, upon information and belief, similarly situated male employees have been provided larger pay increases in their tenure at Urban One. Individual Title VII Allegations Dominique Hinton 90. Ms. Hinton worked as an unpaid intern for Radio One Atlanta from approximately 2005 to 2012. 91. In or around July 2012, Ms. Hinton was hired to be a board operator for Radio One Atlanta. 93. Smith had the power to hire, fire, and discipline Ms. Hinton. 94. Smith regularly told Ms. Hinton that her body and her lips “looked really good,” and that she looked like she would be a good kisser. 95. On one occasion, Smith called Ms. Hinton into his office, and told her to turn around. When Ms. Hinton asked if she had something on her clothes, he told her, “No, I just wanted to get a good look at that,” referencing her backside. 96. During weekly air checks with Ms. Hinton, Smith told her, “I think about you. Do you think about me?” Smith also asked her, “What’s your favorite sex position?” 97. At these air checks, Smith also asked Ms. Hinton, “Do you like giving or getting head?” and also told Ms. Hinton, “I think about you when I’m having sex with my wife.” 98. Unsure of how to deal with these comments, and unaware of any sexual harassment policy at Urban One, Ms. Hinton told her direct supervisor, Mitch Henry, about Smith’s comments and harassment. Unpaid Overtime Collective Action Allegations VIOLATION OF THE EQUAL PAY ACT AS TO MS. HINTON 179. Plaintiffs incorporate by reference all preceding paragraphs of this Complaint. 180. Ms. Hinton was an employee of Urban One, as defined the EPA, 29 U.S.C. § 203(e)(1). 181. Urban One was an “employer” of Ms. Hinton, as defined by 29 U.S.C. § 203(d). 182. Ms. Hinton is female, and Urban One, in paying Ms. Hinton less than similarly situated males, has discriminated against Ms. Hinton in violation of the VIOLATION OF THE EQUAL PAY ACT AS TO MS. LUCAS 167. Plaintiffs incorporate by reference all preceding and subsequent paragraphs of this Complaint. 168. Ms. Lucas is an employee of Urban One, as defined by the EPA, 29 U.S.C. § 203(e)(1). 169. Urban One is an “employer” of Ms. Lucas, as defined by 29 U.S.C. § 203(d). 170. Ms. Lucas is female, and Urban One, in paying Ms. Lucas less than similarly situated males, has discriminated against Ms. Lucas in violation of the

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37. Plaintiff has visited Defendants’ facilities located at 1987 Sam Rittenberg Blvd., Charleston, SC, including within the last year, where he experienced unnecessary difficulty and risk due to excessive slopes in a purportedly accessible parking space and other ADA accessibility violations as set forth in more detail below. 39. As a result of Defendants’ non-compliance with the ADA, Plaintiff’s ability to access and safely use Defendants’ facilities has been significantly impeded. 40. Plaintiff will be deterred from returning to and fully and safely accessing Defendants’ facilities, however, so long as Defendants’ facilities remain non-compliant, and so long as Defendants continue to employ the same policies and practices that have led, and in the future will lead, to inaccessibility at Defendants’ facilities. 41. Without injunctive relief, Plaintiff will continue to be unable to fully and safely access Defendants’ facilities in violation of his rights under the ADA. 42. As an individual with a mobility disability who is dependent upon a wheelchair, Plaintiff is directly interested in whether public accommodations, like Defendants’ facilities, have architectural barriers that impede full accessibility to those accommodations by individuals with mobility-related disabilities. II. Defendants Repeatedly Deny Individuals With Disabilities Full and Equal Access to Defendants’ Facilities. 43. Defendants are engaged in the ownership, management, and development of retail properties, primarily malls and shopping centers, throughout the United States. 44. As the owner and manager of their properties, Defendants employ centralized policies, practices, and procedures with regard to the design, construction, alteration, maintenance, and operation of their facilities. 47. The fact that individuals with mobility-related disabilities are denied full and equal access to numerous of Defendants’ facilities, and the fact that each of these facilities deny access by way of inaccessible parking facilities, is evidence that the inaccessibility Plaintiff experienced is not isolated, but rather, is caused by Defendants’ systemic disregard for the rights of individuals with disabilities. 48. Defendants’ systemic access violations demonstrate that Defendants either employ policies and practices that fail to design, construct, and alter their facilities so that they are readily accessible and usable and/or that Defendants employ maintenance and operational policies and practices that are unable to maintain accessibility. 49. As evidenced by the widespread inaccessibility of Defendants’ parking facilities, absent a change in Defendants’ corporate policies and practices, access barriers are likely to reoccur in Defendants’ facilities even after they have been remediated. 50. Accordingly, Plaintiff seeks an injunction to remove the barriers currently present at Defendants’ facilities and an injunction to modify the policies and practices that have created or allowed, and will create or allow, inaccessibility to affect Defendants’ network of facilities. 52. Numerosity: The class described above is so numerous that joinder of all individual members in one action would be impracticable. The disposition of the individual claims of the respective class members through this class action will benefit both the parties and this Court and will facilitate judicial economy. 53. Typicality: Plaintiff’s claims are typical of the claims of the members of the class. The claims of Plaintiff and members of the class are based on the same legal theories and arise from the same unlawful conduct. 54. Common Questions of Fact and Law: There is a well-defined community of interest and common questions of fact and law affecting members of the class in that they all have been and/or are being denied their civil rights to full and equal access to, and use and enjoyment of, Defendants’ facilities and/or services due to Defendants’ failure to make their facilities fully accessible and independently usable as above described. 55. Adequacy of Representation: Plaintiff is an adequate representative of the class because his interests do not conflict with the interests of the members of the class. Plaintiff will fairly, adequately, and vigorously represent and protect the interests of the members of the class, and he has no interests antagonistic to the members of the class. Plaintiff has retained counsel who are competent and experienced in the prosecution of class action litigation, generally, and who possess specific expertise in the context of class litigation under the ADA. 56. Class certification is appropriate pursuant to Fed. R. Civ. P. 23(b)(2) because Defendants have acted or refused to act on grounds generally applicable to the class, making appropriate both declaratory and injunctive relief with respect to Plaintiff and the class as a whole. I. Plaintiff Has Been Denied Full and Equal Access to Defendants’ Facilities.

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10. All individuals employed by Defendant as a Financial Advisor or the functional equivalent however titled in California at any time from four years prior to the filing of this complaint to the time the case is certified as a class action. As a result of Defendant’s violation of California law, Plaintiff and the other 11. members of the class were unlawfully under-compensated for their work and damaged thereby. Numerosity. Plaintiff is informed and believes and thereon alleges that the 12. members of the class are so numerous that joinder is impractical. Typicality and Adequacy. There are questions of law and fact common to Plaintiff 17. nationwide and in this judicial district. Plaintiff and other Financial Advisors were primarily engaged in sales of 22. though repeated here. California Labor Code §§ 221, 223, 400-410, 2802, and Title 8 of the California 23. Code of Regulations, § 11040(8) generally state that an employer may not deduct from or reduce an employee’s wages for the purpose of shifting the employer’s ordinary cost of doing business to the employee. Plaintiff and all Morgan Stanley Financial Advisors in California routinely incur 27. though repeated here. Labor Code § 221 provides, “It shall be unlawful for any employer to collect or 28. receive from an employee any part of wages theretofore paid by said employer to said employee.” Labor Code § 223 provides, “Where any statute or contract requires an employer 29. to maintain the designated wage scale, it shall be unlawful to secretly pay a lower wage while purporting to pay the wage designated by statute or by contract.” Labor Code §§ 400-410 (“Employee Bond Law”) provide the limited 30. circumstances under which an employer can exact a cash bond from its employees. These provisions are designed to protect employees against the very real danger of an employer taking or misappropriating employee funds held by the employer in trust. Labor Code § 2802 provides that “[a]n employer shall indemnify his or her 31. employee for all necessary expenditures or losses incurred by the employee in direct consequence of the discharge of his or her duties.” Title 8 of the California Code of Regulations, § 11040(8), states, “No employer 37. though repeated here. Defendant, as a matter of corporate policy did not maintain or provide accurate 9. to Federal Rule of Civil Procedure 23. Plaintiff Harvey seeks certification of the following class: Bus. & Prof. Code § 17200 et seq. Plaintiff incorporates the allegations contained in the foregoing paragraphs as Defendant sold and sells securities and other financial products with offices Labor Code §§ 226, 1174, and 1174.5 Plaintiff incorporates the allegations contained in the foregoing paragraphs as Labor Code §§ 221, 223, 400-410, 2802 and Cal. Code Reg. tit. 8, § 11040(8) Plaintiff incorporates the allegations contained in the foregoing paragraphs as Plaintiff brings this action on behalf of himself and on behalf of the class pursuant

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24. Plaintiff, opt-ins, and those similarly situated are individuals who were, or are, employed by Defendants as non-exempt, hourly employees in support staff roles or in similar positions in which their primary duty was providing support services to BridgeWater at any time within three years prior to filing this Complaint in Georgia, and were not paid straight time or overtime for some or all of their work activities. 25. Plaintiff, opt-ins, and the similarly situated individuals are similar because they were all non-exempt, hourly employees whose duties consisted primarily or exclusively of providing support and processing for BridgeWater while working in its Canton, Georgia headquarters. They are also similar because Defendants did not pay them for some or all of the time worked that occurred before, during, and after their scheduled shifts. 27. Plaintiff, opt-ins, and the similarly situated individuals are also similar because Defendants routinely failed to pay them straight time or overtime compensation for any hours worked in excess of eight (8) hours per day and forty (40) hours per week in violation of the FLSA, even though Defendants knew that they were working in excess of eight (8) hours per day and forty (40) hours per week. 28. Defendants knowingly required Plaintiff, opt-ins, and the similarly situated individuals to work in excess of eight (8) hours per day and forty (40) hours per week without compensating them or paying them overtime compensation. 30. Defendants were aware that Plaintiff, opt-ins, and the similarly situated individuals were working time for which they were not compensated. For example, Defendants provided Plaintiff, opt-ins, and the similarly situated individuals assignments that could not be completed within an eight (8) hour day and threatened to terminate Plaintiff and opt-ins if they did not complete their work, forcing them to stay longer than eight (8) hours without compensation. 31. Defendants were also aware that Plaintiff, opt-ins, and the similarly situated individuals were working time for which they were not compensated because Plaintiffs requested approval for the overtime hours they worked, but they were denied approval and told not to ask for it. 32. Defendants’ actions were knowing and willful. 34. Defendants required Plaintiff, opt-ins, and the similarly situated individuals to certify that they did not work more than eight (8) hours per day. As a result, their overtime was not reflected in Defendants’ payroll or time records. 35. Plaintiff incorporates by reference all preceding paragraphs of the Complaint. 37. The FLSA requires employers to pay for all hours worked. The FLSA, 29 U.S.C. § 207, requires employers to pay employees one and one-half times the regular rate of pay for all hours worked over forty (40) hours per workweek. 38. Defendants’ actions, policies, and/or practices described above violated the FLSA’s overtime requirements by regularly and repeatedly failing to compensate Plaintiff, opt-ins, and the similarly situated individuals for time spent on work activities as described in the Complaint. 39. As a direct and proximate result of Defendants’ unlawful conduct, Plaintiff, opt-ins, and the similarly situated individuals have suffered and continue to suffer a loss of income and other damages. Plaintiff, opt-ins, and similarly situated individuals are entitled to liquidated damages and also to attorneys’ fees and costs incurred in connection with this claim. Willful Failure and Refusal to Pay Overtime in Violation of the FLSA (Against BridgeWater & Associates, Inc., BridgeWater Title, LLC, Donna L. Johnson, and Lisa M. Schultz)

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1 2 Violation of California Business & Professions Code §§ 17200, etseq. - Unlawful Business Practices 3 4 (Against all Defendants) Plaintiff incorporates by reference and re-alleges as if fully stated herein each and every allegation set forth above. Defendants are “persons” as defined by California Business & Professions \ Code sections 17201, as they are corporations, firms, partnerships, joint stock companies, and/or associations. 10 I i 11 CaseNo.l9C I V017ai DUSTY LANDRUM, individually, and on behalf of other members of the general public siihilarly situated. Plaintiff 12 IiI 11 Violation of California Labor Code §§ 510 and 1198—Unpaid Overtime (Against all Defendants) Plaintiff incorporates by reference and re-alleges as if fully stated herein each and every allegation set forth above. Labor Code section 1198 makes it illegal to employ an employee under conditions of labor that are prohibited by the applicable wage order. California Labor Code section 1198 requires that . . the standard conditions of labor fixed by the commission shall be the .. . standard conditions of labor for employees. The employment of any employee ... under conditions of labor prohibited by the order is unlawful.” California Labor Code section 1198 and the applicable IWC Wage Order provide that it is unlawful to employ persons without compensating them at a rate of pay either time-and-one-half or two-times that person’s regular rate of pay, depending on the number of hours worked by the person on a daily or weekly basis. Specifically, the applicable IWC Wage Order provides that Defendants are and were required to pay Plaintiff and class members working more than eight (8) hours in a day or more than forty (40) hours in a workweek, at the rate of time and one-half (Wi) for all hours worked in excess of eight (8) hours in a day or more than forty (40) hours in a 12 13 14 12 Violation of California Labor Code § 2802 - Unpaid Business-Related Expenses (Against all Defendants) Plaintiff incorporates by reference and re-alleges as if fully stated herein each and every allegation set forth above. At all times herein set forth, California Labor Code section 2802 provides that an employer must reimburse employees for all necessary expenditures and losses incurred by the employee in the performance of his or her job. The purpose of Labor Code section 2802 is to prevent employers from passing off their cost of doing business and operating expenses on to their employees. Cochran v. Schwan's Home Service, Inc., 228 Cal. App. 4th 1137, 1144 (2014). The applicable wage order, IWC Wage Order 9-2001, provides that: “[w]hen tools or equipment are required by the employer or are necessary to the performance of a job, such tools and equipment shall be provided and maintained by the employer, except that an employee whose wages are at least two (2) times the minimum wage provided herein may be required to provide and maintain hand tools and equipment customarily required by the trade or craft.” 13 14 15 12 Plaintiff brings this action on his own behalf, as well as on behalf of each and all other persons similarly situated, and thus seeks class certification under California Code of Civil Procedure section 382. 12. 7 8 9 10 11 12 Handbook. 13 14 On information and belief, all transactions regarding hiring, terminations, promotions, pay increases, and employee transfers, etc., relating to Defendants’ non-exempt, hourly-paid California employees were submitted to and processed by Defendants’ HR department in in either Long Beach, California or Long Island City, New York. Additionally, on information and belief, Defendants’ corporate records, business records, data, and other information related to Defendants, including, in particular, HR records pertaining to Defendants’ non-exempt, hourly-paid California employees, are also maintained at Defendants’ corporate headquarters in either Long Beach, California or Long Island City, New York. 13. 15 16 17 18 19 20 21 22 Upon information and belief, Defendants maintain a centralized Payroll department in in either Long Beach, California or Long Island City, New York, which processes payroll for all non-exempt, hourly-paid employees working for Defendants at their various locations in California, including Plaintiff and class members. Based upon information and belief. Defendants issued the same formatted wage statements to all non­ exempt, hourly-paid employees in California, irrespective of their work location. Upon 23 15. Defendants continue to employ non-exempt or hourly-paid employees in 4 California. 5 6 Plaintiff is informed and believes, and thereon alleges, that at all times herein mentioned, Defendants were advised by skilled lawyers and other professionals, employees and advisors knowledgeable about California labor and wage law, employment and personnel practices, and about the requirements of California law. Plaintiff is informed and believes, and thereon alleges, that Plaintiff and class members were not paid for all hours worked because all hours worked were not recorded. Plaintiff is informed and believes, and thereon alleges, that Defendants knew or should have known that Plaintiff and class members were entitled to receive certain wages for overtime compensation and that they were not receiving certain wages for overtime 16. 7 8 9 10 17. n 12 18. 13 14 15 compensation. Plaintiff is informed and believes, and thereon alleges, that Defendants knew or should have known that Plaintiff and class members were entitled to be paid at a regular rate of pay, and corresponding overtime and double time rates of pay, that included as eligible income all income derived from shift differential pay, incentive pay, non-discretionary bonuses, and/or other forms of compensation. Plaintiff is informed and believes, and thereon alleges, that Defendants knew or should have known that Plaintiff and class members were entitled to receive at least minimum 16 19. 17 18 19 20 20. 21 22 wages for compensation and that they were not receiving at least minimum wages for work that was required to be done off-the-clock. In violation of the California Labor Code, Plaintiff and class members were not paid at least minimum wages for work done off-the-clock. Plaintiff is informed and believes, and thereon alleges, that Defendants knew or should have known that Plaintiff and class members were entitled to meal periods in accordance with the Labor Code or payment of one (1) additional hour of pay at their regular 23 24 25 26 22. 5 6 7 8 9 10 11 12 13 Plaintiff is informed and believes, and thereon alleges, that Defendants knew or should have known that Plaintiff and class members were entitled to timely payment of wages during their employment. In violation of the California Labor Code, Plaintiff and class members did not receive payment of all wages, including, but not limited to, overtime wages, minimum wages, and meal and rest period premiums, within permissible time periods. Plaintiff is informed and believes, and thereon alleges, that Defendants knew or should have known that Plaintiff and class members were entitled to timely payment of all wages earned upon termination of employment. In violation of the California Labor Code, Plaintiff and class members did not receive payment of all wages due, including, but not limited to, overtime wages, minimum wages, and meal and rest period premiums, within permissible time periods. 14 23. 15 16 17 18 24. 19 20 21 22 23 24 Plaintiff is informed and believes, and thereon alleges, that Defendants knew or should have known that they had a duty to cover the costs and expenses Plaintiff and class members incurred undergoing mandatory physical examinations and/or drug testing, but willfully, knowingly, and intentionally failed to do so. 25 25 Defendants are the sixth largest airline carrier in the United States, with an average of 1,100 daily flights serving approximately 101 destinations in the United States, the Caribbean, and Latin America. Defendants service approximately ten (10) airports in 26 26. 1 should have known that Plaintiff and class members were entitled to receive reimbursement 2 for alt business-related expenses and costs they incurred during the course and scope of their employment, and that they did not receive reimbursement of applicable business-related expenses and costs they incurred. Plaintiff is informed and believes, and thereon alleges, that at all times herein mentioned, Defendants knew or should have known that they had a duty to compensate Plaintiff and class members for all hours worked, and that Defendants had the financial ability to pay such compensation, but willfully, knowingly, and intentionally failed to do so, and falsely represented to Plaintiff and class members that they were properly denied wages, all in order to increase Defendants’ profits. 3 4 5 6 27. 7 8 9 10 11 28. 13 14 15 29. All claims alleged herein arise under California law for which Plaintiff seeks relief authorized by California law. 30. Plaintiffs proposed class consists of and is defined as follows: 16 17 18 19 All persons who worked for Defendants as non-exempt, hourly- paid employees in California, within four years prior to the filing of this complaint until the date of trial (“Class”). Members of the Class are referred to herein as “class members.” 20 31. 21 Plaintiff reserves the right to redefine the Class and to add subclasses as appropriate based on further investigation, discovery, and specific theories of liability. There are common questions of law and fact as to class members that predominate over questions affecting only individual members, including, but not limited to: There are common questions of law and fact as to class members that predominate over questions affecting only individual members, including, but not limited to: Whether Defendants required Plaintiff and class members to work over 32. 22 23 33. 24 25 26 36. 15 16 37. 17 18 19 20 38. 21 22 23 24 40. 3 4 5 6 7 400 County Center, Redwood City, CA 94063 www.sanmateocourt.org «fil 41. 8 9 10 11 12 42. 13 14 15 16 17 18 43. 19 20 21 22 23 24 25 45. 3 4 5 6 7 8 9 46. 10 11 12 13 Because Plaintiff and class members worked shifts of eight (8) hours a day or more or forty (40) hours a week or more, some of this off-the-clock work qualified for overtime premium pay. Therefore, Plaintiff and class members were not paid overtime wages for all of the overtime hours they actually worked. Furthermore, Defendants did not pay Plaintiff and class members the correct overtime and double time rates for the recorded overtime hours that they generated. In addition to an hourly wage, Defendants paid Plaintiff and class members shift differential pay, incentive pay, and/or non-discretionary bonuses. However, in violation of the California Labor Code, Defendants failed to incorporate all remunerations, including shift differential pay, incentive pay, and/or non-discretionary bonuses, into the calculation of the regular rate of pay for purposes of calculating the overtime and double time wage rates. Therefore, during times when Plaintiff and class members worked overtime and received shift differential pay, incentive pay, and/or non-discretionary bonuses. Defendants failed to pay all overtime wages by paying lower overtime and double time rates than required. Specifically, Plaintiff and class members received shift differential pay that 14 47. 15 16 17 18 48. 19 20 21 22 23 24 25 26 27 50. 11 12 13 1194, Plaintiff and class members are entitled to recover their unpaid overtime compensation, as well as interest, costs, and attorneys' fees. 14 15 16 51. Plaintiff incorporates by reference and re-alleges as if fully stated herein each and every allegation set forth above. 53. 2 3 4 5 6 7 8 9 54. 10 11 12 13 14 15 16 17 18 19 20 21 22 23 55. 24 25 26 sections 1182.12, 1194, 1197, 1197.1, and 1198. 27 Defendants’ failure to pay Plaintiff and class members minimum wages violates 57. Plaintiff incorporates by reference and re-alleges as if fully stated herein each and every allegation set forth above. 58. At all relevant times herein set forth, the applicable IWC Wage Order(s) and California Labor Code sections 226.7, 512(a), and 1198 were applicable to Plaintiff and class members’ employment by Defendants. 59. At all relevant times herein set forth, California Labor Code section 512(a) provides that an employer may not require, cause, or permit an employee to work for a period of more than five (5) hours per day without providing the employee with a meal period of not less than thirty (30) minutes, except that if the total work period per day of the employee is not more than six (6) hours, the meal period may be waived by mutual consent of both the employer and the employee. Under California law, first meal periods must start after no more 5 6 7 8 9 10 11 12 13 14 15 16 17 than five hours. Brinker Rest. Corp. v. Superior Court, 53 Cal. 4th 1004, 1041-1042 (Cal. 2012). 18 19 20 At all relevant times herein set forth, California Labor Code section 226.7 and 512(a) provide that no employer shall require an employee to work during any meal period mandated by an applicable order of the IWC. At all relevant times herein set forth. Labor Code sections 226.7 and 512(a) and the applicable IWC Wage Order also require employers to provide a second meal break of not less than thirty (30) minutes if an employee works over ten (10) hours per day or to pay an employee one (1) additional hour of pay at the employee’s regular rate, except that if the total hours worked is no more than twelve (12) hours, the second meal period may be waived by mutual consent of the employer and the employee only if the first meal period was not waived. 60. 21 22 62. 2 3 4 5 6 7 8 9 10 11 12 63. 13 14 15 16 17 At all times herein mentioned. Defendants knew or should have known that as a 18 64. result of these policies, Plaintiff and class members were prevented from being relieved of all duties and were required to perform some of their assigned duties during meal periods. Defendants further knew or should have known they did not pay Plaintiff and class members meal period premium wages when meal periods were missed, interrupted by work, and/or taken late. Plaintiff and class members did not sign valid meal break waivers on days that they were entitled to meal periods and were not relieved of all duties. Moreover, Defendants engaged in a systematic, company-wide practice and/or policy of not paying meal period premiums owed when compliant meal periods were not provided. As a result, Defendants failed to provide Plaintiff and class members compliant meal periods and failed to pay the full meal period premiums due. Alternatively, to the extent 19 20 21 22 23 24 66. 8 9 10 77. 17 18 78. 19 20 21 22 23 24 For example, Plaintiff was terminated by Defendants on or around November 17, 2017. However, Defendants did not provide him with his final paycheck until November 25, 2017, nearly one week later. Thus, Defendants failed to pay Plaintiff his final wages immediately upon termination in violation of Labor Code section 201. 80. 2 3 4 5 6 81. 7 8 9 statutory penalty wages for each day they were not paid, at their regular rate of pay, up to a thirty (30) day maximum pursuant to California Labor Code section 203. 10 ll 82. 16 17 83. 18 19 20 21 22 23 24 25 26 27 85. 8 9 10 11 12 13 Defendants engaged in a systematic, company-wide policy to not reimburse Plaintiff and class members for necessary business expenses. Defendants could have provided Plaintiff and class members with the actual tools for use on the job, including company phones, company vehicles, or reimbursed employees for their cellular phone expenses, mileage, and travel expenses, but instead. Defendants passed these operating costs off onto Plaintiff and class members. 86. 14 15 16 17 18 19 Defendants’ company-wide policy and/or practice of passing its operating costs 20 87. on to Plaintiff and class members is in violation of California Labor Code section 2802. 21 Defendants have intentionally and willfully failed to fully reimburse Plaintiff and class members for necessary business-related expenses and costs. 22 23 Plaintiff and class members are therefore entitled to recover from Defendants 89. 5 6 7 90. 8 9 Defendants’ conduct, as alleged herein, has been, and continues to be, unfair, unlawful and harmful to Plaintiff, class members, and to the general public. Plaintiff has suffered injury in fact and has lost money as a result of Defendants’ unlawful business practices. Plaintiff seeks to enforce important rights affecting the public interest within the meaning of Code of Civil Procedure section 1021.5. Defendants’ activities, as alleged herein, are violations of California law, and constitute unlawful business acts and practices in violation of California Business & Professions Code sections 17200, et seq. A violation of California Business & Professions Code sections 17200, et seq. may be predicated on the violation of any state or federal law. In the instant case. Defendants’ policies and practices have violated state law in at least the following respects: Requiring non-exempt, hourly-paid employees, including Plaintiff and class members, to work overtime without paying them proper compensation in violation of California Labor Code sections 510 and 1198 and the applicable IWC Order and paying Plaintiff and class members overtime at a lower rate than required by law by failing to properly calculate the regular rate of pay for purposes of overtime, as alleged herein; Failing to pay at least minimum wage to Plaintiff and class members in 10 91. 11 12 13 14 15 92. 16 17 18 94. 18 19 20 21 22 95. 23 24 25 26 27 At all times relevant herein, Labor Code section 204 provides that all wages 97. 7 8 9 At all times relevant herein, California Labor Code section 222.5 requires employers to pay for the costs an employee incurs for obtaining any required medical or physical examination. 10 98. 11 12 At all times relevant herein, Defendants implemented, on a company-wide basis, an employer-imposed requirement that Plaintiff and class members undergo mandatory drug tests and/or physical examinations, but required them to do so at their own expense. As stated. Defendants had a company-wide policy requiring that all employees, including Plaintiff and class members, travel to a specified medical clinic on their own time and use their own means of transportation to undergo drug testing. At all times, upon information and belief. Defendants were in control of scheduling the date and time for the drug testing and/or physical examinations, selecting the provider/facility where the drug testing and/or physical examinations were to take place, and determining the scope of the drug test and/or physical MAR 2 6Z013 Cleili ol fhe Supijnor Coiat ■ I I MAR 2 6 2019 demof th© SuptiJiw f 4 i- 5 i 6 1 i 7 5: 8 I 9 MAR 26 2019 of fho UMA RNAU Violation of California Labor Code §§ 1182.12,1194, 1197, 1197.1, and 1198—Unpaid 17 Minimum Wages (Against All Defendants) Violations of California Labor Code, §§ 226.7, S12(a), and 1198—Meal Period Violations (Against all Defendants) Violation of California Labor Code §§ 201 and 202 — Wages Not Timely Paid Upon 13 14 Termination 15 (Against all Defendants) Plaintiff incorporates by reference and re-alleges as if fully stated herein each and every allegation set forth above. At all times relevant herein set forth. Labor Code sections 201 and 202 provide that if an employer discharges an employee, the wages earned and unpaid at the time of discharge are due and payable immediately, and that if an employee voluntarily leaves his or her employment, his or her wages shall become due and payable not later than seventy-two (72) hours thereafter, unless the employee has given seventy-two (72) hours previous notice of his or her intention to quit, in which case the employee is entitled to his or her wages at the time of quitting. • 16

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24. Plaintiff brings the First Cause of Action, on behalf of herself and all similarly situated persons who have worked for Defendant as ASMs between March 17, 2015 through the date of final judgment in this matter who elect to opt in to this action (the “FLSA Collective”). Pursuant to applicable tolling agreements, the statute of limitations for any claim under the FLSA for Plaintiff and the FLSA Collective was tolled for 219 days. 25. Defendant is liable under the FLSA for, inter alia, failing to properly compensate Plaintiff and the FLSA Collective. 26. The FLSA claims in this lawsuit should be adjudicated as a collective action. Upon information and belief, there are many similarly situated current and former employees of Defendant who have been underpaid in violation of the FLSA who would benefit from the issuance of a court-supervised notice of the present lawsuit and the opportunity to join the present lawsuit. Those similarly situated employees are known to Defendant, are readily 5 identifiable, and can be located through Defendant’s records. Notice should be sent to the FLSA Collective pursuant to 29 U.S.C. § 216(b). 27. All of the work that Plaintiff and the FLSA Collective performed has been assigned by Defendant and/or Defendant has been aware of all of the work that Plaintiff and the members of the FLSA Collective have performed. 28. Upon information and belief, Defendant’s business is a centralized, top-down operation controlled by Defendant. 29. Consistent with Defendant’s policy and pattern or practice, Plaintiff and the members of the FLSA Collective were not paid premium overtime compensation when they worked beyond 40 hours in a workweek. 30. As part of its regular business practice, Defendant has intentionally, willfully, and repeatedly engaged in a pattern, practice, and/or policy of violating the FLSA with respect to Plaintiff and the members of FLSA Collective. This policy and pattern or practice includes, but is not limited to: a. willfully failing to pay its employees, including Plaintiff and the members of the FLSA Collective, premium overtime wages for hours that they worked in excess of 40 hours per workweek; b. willfully misclassifying Plaintiff and the members of the FLSA collective as exempt from the protections of the FLSA; and c. willfully failing to record all of the time that its employees, including Plaintiff and the members of the FLSA Collective, have worked for the benefit of Defendant. 31. Defendant is aware or should have been aware that federal law required it to pay Plaintiff and the members of the FLSA Collective overtime premiums for hours worked in excess of 40 per workweek. 6 32. Defendant’s unlawful conduct has been widespread, repeated, and consistent. 33. There are many similarly situated current and former ASMs who have been underpaid in violation of the FLSA who would benefit from the issuance of a court-supervised notice of this lawsuit and the opportunity to join it. 34. Notice should be sent to the FLSA Collective pursuant to 29 U.S.C. § 216(b). Similarly situated employees are known to Defendant, are readily identifiable, and can be located through Defendant’s records. 35. Throughout their employment with Defendant, Plaintiff and the members of the FLSA Collective consistently worked more than 40 hours per week. 36. The primary job duties of Plaintiff and the members of the FLSA Collective are uniform throughout Defendant’s stores. 37. Defendant was aware that Plaintiff and the members of the FLSA Collective worked more than 40 hours per workweek, yet Defendant failed to pay overtime compensation for hours worked over 40 in a workweek. 38. Defendant did not keep accurate records of hours worked by Plaintiff or the members of the FLSA Collective. 39. The work hours of Plaintiff and the members of the FLSA Collective are not recorded on paystubs. 40. Defendant did not require Plaintiff or the members of the FLSA Collective to clock in or out, or otherwise record their time. 41. The primary duties of Plaintiff and the Members of the FLSA Collective were routine, non-exempt tasks including, but not limited to: a. working the cash register; 7 b. performing customer service tasks; c. stocking; d. unloading the truck; and e. cleaning the store. 42. Plaintiff and the members of the FLSA Collective spent the majority of their time performing these duties that were the same as or similar to tasks performed by hourly, non- exempt employees. 43. The primary job duties of Plaintiff and the members of the FLSA Collective as ASMs did not include: a. hiring; b. firing; c. making recommendations for hiring, firing, or other employment decisions; d. scheduling; or e. disciplining other employees. 44. The primary job duties of Plaintiff and the members of the FLSA Collective were not directly related to Defendant’s management or general business operations. 45. The primary job duties of Plaintiff and the members of the FLSA Collective did not include the exercise of discretion or independent judgment regarding matters of significance. 46. Plaintiff and the members of the FLSA Collective were not involved in planning Defendant’s long or short term business objectives. 47. Plaintiff and the members of the FLSA Collective did not formulate, affect, implement or interpret Defendant’s management policies or operating practices. 8 48. Plaintiff and the members of the FLSA Collective did not carry out major assignments that affected Defendant’s business operations. 49. Plaintiff and the members of the FLSA Collective did not have authority to commit Defendant in matters that had significant financial impact. 50. Plaintiff and the members of the FLSA Collective could not waive or deviate from Defendant’s established policies or procedures without prior approval. 51. Plaintiff realleges and incorporates by reference all allegations in all preceding paragraphs. 52. Defendant engaged in a widespread pattern, policy, and practice of violating the FLSA, as detailed in this Collective Action Complaint. 53. At all times relevant, Plaintiff and the members of the FLSA Collective were engaged in commerce and/or the production of goods for commerce within the meaning of 29 U.S.C. §§ 206(a) and 207(a). 54. The overtime wage provisions set forth in the FLSA apply to Defendant and protect Plaintiff and the FLSA Collective. 55. Defendant was an employer engaged in commerce and/or the production of goods for commerce within the meaning of 29 U.S.C. §§ 206(a) and 207(a). 56. At all times relevant, Plaintiff and the members of the FLSA Collective were or have been employees within the meaning of 29 U.S.C. §§ 203(e) and 207(a). 57. Defendant employed Plaintiff and the members of the FLSA Collective as an employer and/or a joint employer. 9 58. Defendant failed to pay Plaintiff and the members of the FLSA Collective the overtime wages to which they are entitled under the FLSA. 59. Defendant’s violations of the FLSA, as described in this Collective Action Complaint, have been willful and intentional. 60. Defendant did not make a good faith effort to comply with the FLSA with respect to their compensation of Plaintiff and the members of the FLSA Collective. 61. Because Defendant’s violations of the FLSA were willful, a three-year statute of limitations applies, pursuant to 29 U.S.C. § 255. 62. As a result of Defendant’s violations of the FLSA, Plaintiff and the members of the FLSA Collective have suffered damages by being denied overtime wages in accordance with the FLSA in amounts to be determined at trial, and are entitled to recovery of such amounts, liquidated damages, prejudgment interest, attorneys’ fees, costs, and other compensation pursuant to 29 U.S.C. §§ 201 et seq. Fair Labor Standards Act, 29 U.S.C. §§ 201 et seq. On behalf of Plaintiff and the FLSA Collective

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(Collective Action Claim for Violation of the FLSA) (Individual Claim for Violation of FLSA) 32. McNeal repeats and re-alleges all the preceding paragraphs of this Complaint above, as if fully set forth herein. 33. During the relevant time, McNeal performed flooring removal and disaster restoration services on behalf of Defendants. 34. McNeal worked for Defendants during a period beginning on or around February of 2016 and is presently still working for Defendants. 35. McNeal has not financially invested in the company. 36. McNeal does not share in the profits or losses of the company. 37. McNeal has no control over his work environment. Defendants, not McNeal, arrange all clients for McNeal. 38. McNeal is required to wear uniforms and rides in trucks owned by Defendants to job sites. 39. Defendants set the rules and have complete control over the clients and manner of work to be performed, and McNeal has to obey these rules or risk loss of his job. 41. In fact, McNeal worked for Defendants more than forty hours in many workweeks during the relevant time. 42. Defendants paid McNeal a regular rate for all hours that he worked. 43. Defendants failed to pay McNeal one and one-half times McNeal’s regular rate for all hours worked over forty in a workweek. 44. At all relevant times, Defendants knew or should have known that the FLSA applied to the operation of a flooring removal and disaster restoration services business. V. 45. McNeal repeats and re-alleges all the preceding paragraphs of this Complaint above, as if fully set forth herein. 46. McNeal brings his claims for relief for violation of the FLSA as a collective action pursuant to Section 16(b) of the FLSA, 29 U.S.C. § 216(b), on behalf of all persons who worked as general laborers at Defendants’ places of business at any time within the three years prior to the filing of this lawsuit. 47. Defendants employed general laborers other than McNeal who performed flooring removal and disaster restoration services. 48. The general laborers other than McNeal did not financially invest in the company. 49. The general laborers other than McNeal did not share in the profits or losses of the company. 51. Defendants failed to pay one or more general laborers other than McNeal one and one-half times their regular rate for all hours worked over forty in a workweek. 52. General laborers other than McNeal had no control over their work environment. For example, Defendants, not general laborers, arrange all clients for general laborers. 53. Defendants set the rules and have complete control over the clients and manner of work to be performed, and general laborers have to obey these rules or risk loss of their jobs. 54. The proposed FLSA class members are similarly situated in that they have been subject to uniform practices by Defendants that violated the FLSA, including Defendants’ failure to pay general laborers other than McNeal overtime compensation in violation of the FLSA, 29 U.S.C. § 207. 55. Plaintiffs also bring this claim for relief for violation of the FLSA as a collective action pursuant to Section 16(b) of the FLSA, 29 U.S.C. § 216(b). The Collective Class is defined as follows: All general laborers (or similar positions) employed by Defendant in the past three (3) years. 57. In addition, and in the alternative, Plaintiffs bring this action in their individual and personal capacities, separate and apart from the class claims set forth herein. VI. 58. McNeal repeats and re-alleges all the preceding paragraphs of this Complaint above, as if fully set forth herein. 59. Defendants failed to pay McNeal overtime wages required under the FLSA. 60. Defendants’ conduct and practices, as described above, were willful, intentional, unreasonable, arbitrary and in bad faith. 61. By reason of the unlawful acts alleged herein, Defendants are liable to McNeal for monetary damages, liquidated damages and costs, including reasonable attorney’s fees provided by the FLSA for all violations which occurred beginning at least three (3) years preceding the filing of McNeal’s initial complaint, plus periods of equitable tolling. 63. McNeal repeats and re-alleges all the preceding paragraphs of the Complaint above, as if fully set forth herein. 64. Defendants failed to pay general laborers other than McNeal overtime wages required under the FLSA. 65. Defendants’ conduct and practice, as described above, were willful, intentional, unreasonable, arbitrary and in bad faith. 66. By reason of the unlawful acts alleged herein, Defendants are liable to general laborers other than McNeal for monetary damages, liquidated damages and costs, including reasonable attorney’s fees provided by the FLSA.

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41. Defendants have intentionally and repeatedly engaged in a practice of improperly and unlawfully failing to pay their non-exempt employees overtime pay including, but not limited to, the Plaintiff and the collective group of similarly-situated employees who worked for Defendants in violation of the provisions of the FLSA, MWOWA, and corresponding federal regulations. 42. Specifically, Defendants have intentionally and repeatedly engaged in the practice of failing to pay their non-exempt employees, including the Plaintiff, at the required rate of time and one-half their regular hourly rate of pay, in violation of the provisions of the FLSA and MWOWA. 44. Beginning in 2016, and continuing through 2018, Plaintiff was scheduled to work either from 8 a.m. through 5 p.m., or 11 a.m. through 8 p.m., five (5) days a week, depending on the shift she was assigned. Customarily, Plaintiff was not able to take an uninterrupted thirty (30) minute break during her shift. 45. Plaintiff customarily worked past the end of her scheduled shift to complete calls with potential customers. 46. On days when Plaintiff worked from 8 a.m. through 5 p.m. and a fellow Settlement Officer or a Senior Settlement Officer reported they would not be able to work, Plaintiff would work a double shift at Defendants’ request. 48. Beginning in November 2018, Defendants did away with the Sunday shift, however Plaintiff was still required to work one Saturday a month from 8 a.m. until 8 p.m. 49. Plaintiff specifically recalls working Memorial Day weekend in both 2017 and 2018. She was required to work from 8 a.m. to 8 p.m. on Saturday, Sunday and Monday of Memorial Day weekend, and then resume her normal work schedule on the Tuesday after Memorial Day. 51. Defendants also used the application SalesForce in order to track calls and contact with customers. Records from SalesForce would also demonstrate when, and for how long and how often, Plaintiff and other similarly-situated individuals were working for Defendants. 52. Using a program called Right Signature, Plaintiff and other similarly- situated individuals who were working for Defendants would prepare contracts for clients to sign if they decided to retain Silver Tax Group. Plaintiff and other similarly- situated individuals who were working for Defendants had little to no discretion to alter these contracts. Such contracts would then be transmitted to clients to sign electronically using the program DocuSign, also provided by Defendants. 53. Without providing notice, and contrary to applicable law, Defendants recorded calls with potential clients. 54. Plaintiff’s last day of employment with Defendant was February 15, 2019. Plaintiff contends she was constructively discharged, while Defendants contend she voluntarily resigned. In a letter dated February 18, 2019, Leslie Holland (“Holland”), Silver Tax Group’s Director of Operations, stated, in relevant part: “Silver Tax Group and Chorus HR Group have accepted your voluntarily resignation” (emphasis added). A true and correct copy of this letter is attached hereto as Exhibit 55. After Plaintiff’s employment with Defendants ceased, counsel for Defendants instructed Plaintiff to return the following: 1) computer tower; 2) monitor; 3) keyboard; 4) mouse; 5) desk phone; 6) headset; and 7) cell phone. All equipment belonging to Defendants was returned by Plaintiff on or around March 18, 2019. 56. Many of the contracts Plaintiff and other similarly-situated individuals who were working for Defendants drafted were to be paid to Defendants residually over time as services were provided. Plaintiff and other similarly-situated individuals who were working for Defendants were entitled to commissions on these residually paid funds. Despite the fact that contracts Plaintiff had secured were continuing to be paid to Defendants, Plaintiff has not received any commissions she is owed from Defendants since December 2018. 57. On December 10, 2018, Plaintiff emailed Holland regarding her compensation and specifically inquired about her compensation as follows: “Please confirm I am supposed to be a non-exempt employee and with a small base + commission – not a ‘bonus.’” A true and correct copy of this email is attached hereto as Exhibit 2. 59. Conservatively, Plaintiff worked at least sixty (60) hours per week for Defendants, but was not paid at time and one-half her regular hourly rate as required by the FLSA and MWOWA for the hours she worked in excess of 40 in a workweek. 60. Plaintiff’s experience is typical of other employees who worked for Defendants. 77. Plaintiff repeats and incorporates by reference the allegations contained in Paragraphs 1-76 herein. By their actions alleged herein, Defendants willfully, knowingly, and/or recklessly violated the provisions of the FLSA and corresponding federal regulations. 79. As a result of Defendants’ violations of the FLSA, Plaintiff, as well as all others similarly-situated, has suffered damages by failing to receive their lawful overtime wages in accordance with §207 of the FLSA. 80. Defendants have made no good faith effort to comply with the FLSA with respect to their compensation of Plaintiff or other similarly-situated employees. 81. Defendants’ willful conduct is evidenced by its treatment of Plaintiff. 82. As a result of the unlawful acts of Defendants, Plaintiff and all persons similarly-situated to Plaintiff have been deprived of their rightful hourly and/or overtime compensation in an amount to be determined at trial, and are entitled to recovery of such amounts, liquidated damages, prejudgment interest, attorneys’ fees, costs, and all other compensation and relief permitted by applicable law. 83. Pursuant to 29 U.S.C. §216(b), a Consent to participate in this action signed by the Plaintiff is attached hereto as Exhibit 3. 84. Plaintiff repeats and incorporates by reference the allegations contained in Paragraphs 1-83 herein. By their actions alleged herein, Defendants willfully, knowingly, and/or recklessly violated the provisions of the MWOWA. 86. As a result of Defendants’ violations of the MWOWA, Plaintiff, as well as all others similarly-situated, has suffered damages by failing to receive their lawful overtime wages in accordance with Mich. Comp. Law. § 408.414a. 87. Defendants have made no good faith effort to comply with the MWOWA with respect to their compensation of Plaintiff or other similarly-situated employees. 88. Defendants’ willful conduct is evidenced by its treatment of Plaintiff. 89. As a result of the unlawful acts of Defendants, Plaintiff and all persons similarly-situated to Plaintiff have been deprived of their rightful hourly and/or overtime compensation in an amount to be determined at trial, and are entitled to recovery of such amounts, liquidated damages, prejudgment interest, attorneys’ fees, costs, and all other compensation and relief permitted by applicable law. 91. At present, Plaintiff brings this claim solely on behalf of herself, pending further investigation as to whether Defendants have engaged in similar wrongful conduct with other members of the proposed class. 92. Plaintiff entered into a compensation agreement with Defendants whereby Defendants agreed to pay Plaintiff a commission for all contracts she secured from clients who decided to utilize Silver Tax Group’s services. 93. This agreement was made between parties capable of contracting and contained mutual obligations and valid consideration. 94. Plaintiff performed all conditions precedent, if any, required of her under this agreement. 95. Defendants failed and refused to perform their obligations in accordance with the terms and conditions of the agreement by failing to pay Plaintiff for all commissions earned since December 2018. 96. Plaintiff repeats and incorporates by reference the allegations contained in Paragraphs 1-95 herein. 98. Defendants were obligated to pay Plaintiff for all commissions earned. 99. Because of the wrongful activities described above, Defendants have received the benefit of Plaintiff’s work and have therefore received money belonging to the Plaintiff. 100. Defendants were aware of and appreciated the benefit Plaintiff conferred. 101. Defendants have been unjustly enriched as a result of their retaining commissions earned by Plaintiff. It would be unjust to allow Defendants to enjoy the fruits of Plaintiff’s labor without proper compensation.

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