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(Brought Individually and as a Class Action Pursuant to Fed. R. Civ. P. 23) Violations of Colorado Minimum Wage Order Number 35, 7 Colo. Code Regs. § 1103-1(4) (Brought Individually and as a Collective Action Pursuant to 29 U.S.C. § 216(b)) Violation of the Fair Labor Standards Act, 29 U.S.C. § 201, et seq. FAILURE TO PAY WAGES FOR ALL OVERTIME HOURS WORKED (Brought Individually and as a Class Action Pursuant to Fed. R. Civ. P. 23) Violations of Colorado Wage Claim Act, Colo. Rev. Stat. Ann. § 8-4-109 FAILURE TO PAY EARNED WAGES 15. Defendant was the “employer” of Sales Managers within the meaning of the FLSA, 29 U.S.C. § 203(d). 16. Defendant is an enterprise whose annual gross volume of sales made or business done exceeds $500,000.00. 18. Sales Managers’ primary duty was selling products at Defendant’s stores. 19. Sales Managers’ primary duty was not management, and did not otherwise fall within any exemptions to overtime pay under the FLSA or Colorado law. 20. Defendant suffered and permitted Sales Managers to work more than forty (40) hours per week. 21. Defendant was aware, or should have been aware, that Sales Managers were regularly working in excess of forty (40) hours in a workweek. 22. Defendant willfully misclassified Sales Managers as exempt from overtime pay and only paid them for up to forty (40) hours in a workweek, but not more, despite the fact that they typically worked significantly more hours. 23. Defendant willfully failed to pay Sales Managers overtime pay for hours worked in excess of forty (40) in a workweek at a rate not less than time-and-a-half (1.5) of their regular rate of pay. 24. Plaintiff Robinson brings this action on behalf of himself and other employees similarly situated as authorized under the FLSA, 29 U.S.C. § 216(b) (the “FLSA Collective”): All persons who work or worked for Defendant as Sales Managers and any other employees performing the same or similar duties for Defendant, within the United States, at any time from three years prior to the filing of this Complaint to the final disposition of this case. 26. Defendant willfully misclassified Plaintiff and members of the FLSA Collective as exempt from overtime pay and only paid them for up to forty (40) hours in a workweek, but not more, despite the fact that they typically worked significantly more hours. 27. Defendant’s conduct, as set forth in this Complaint, was willful and in bad faith, and has caused significant damages to Plaintiff Robinson and the FLSA Collective. 28. Defendant is liable under the FLSA for failing to properly compensate Plaintiff Robinson and the FLSA Collective, and as such, notice should be sent to the members of the FLSA Collective. There are numerous similarly situated current and former employees of Defendant who have been denied overtime pay 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. Those similarly situated employees are known to Defendant and are readily identifiable through Defendant’s records. 29. Plaintiff Robinson alleges and incorporates by reference the allegations in the preceding paragraphs. 31. Numerosity: The Proposed Colorado Rule 23 Class is so numerous that joinder of all members is impracticable. Plaintiff Robinson is informed and believes, and on that basis alleges, that during the relevant time period, Defendant employed over forty (40) Sales Managers in Colorado who satisfy the definition of the Colorado Rule 23 Class. The names and addresses of the Colorado Rule 23 Class Members are available to the Defendant. Notice can be provided to Colorado Rule 23 Class members via first-class mail and/or e-mail using techniques and a form of notice similar to those customarily used in class action lawsuits of this nature. 32. Typicality: Plaintiff Robinson’s claims are typical of the Colorado Rule 23 Class Members. Plaintiff Robinson, like other Colorado Rule 23 Class Members, was subjected to Defendant’s common, unlawful policies, practices, and procedures. The claims of Plaintiff Robinson are typical of the claims of the Colorado Rule 23 Class Members who Defendant misclassified as exempt from overtime pay. Defendant’s common course of unlawful conduct has caused Plaintiff Robinson and similarly situated Colorado Rule 23 Class Members, to sustain the same or similar injuries and damages caused by the same practices of Defendant including not receiving overtime compensation. Plaintiff’s claims are thereby representative of and co-extensive with the claims of the Colorado Rule 23 Class Members. 34. Superiority: A class action is superior to other available methods for the fair and efficient adjudication of this controversy, particularly in the context of wage and hour litigation where individual Plaintiff lacks the financial resources to vigorously prosecute separate lawsuits in federal court against large corporate defendants, and fear of retaliation and blackballing in their industry. Prosecuting dozens of identical individual lawsuits statewide does not promote judicial efficiency, equity, or consistency in judicial results. 36. This case is maintainable as a class action under Fed. R. Civ. P. 23(b)(1) because prosecution of actions by or against individual members of the class would result in inconsistent or varying adjudications and create the risk of incompatible standards of conduct for Defendant. Further, adjudication of each individual member’s claim as a separate action would be dispositive of the interest of other individuals not party to this action, impeding their ability to protect their interests. 38. Plaintiff intends to send notice to all members of the Proposed Colorado Rule 23 Class to the extent required by Rule 23. The names, e-mail addresses, and mailing addresses of the members of the Proposed Colorado Rule 23 Class are available from Defendant. 39. Plaintiff re-alleges and incorporates all previous paragraphs herein. 40. 29 U.S.C. § 207(a)(1) provides: [N]o employer shall employ any of his employees who in any workweek is engaged in commerce or in the production of goods for commerce, or is employed in an enterprise engaged in commerce or in the production of goods for commerce, for a workweek longer than forty hours unless such employee receives compensation for his employment in excess of the hours above specified at a rate not less than one and one-half times the regular rate at which she is employed. 41. Plaintiff and the FLSA Collective members regularly worked more than forty (40) hours per workweek. 43. Defendant’s conduct and practices, described herein, were willful, intentional, unreasonably, arbitrary, and in bad faith. 44. Because Defendant willfully violated the FLSA, a three (3) year statute of limitations shall apply to such violation pursuant to 29 U.S.C. § 255(a). 45. As a result of Defendant’s uniform and common policies and practices described above, Plaintiff and the FLSA Collective members were illegally deprived of overtime wages earned, in such amounts to be determined at trial, and are entitled to recovery of such total unpaid amounts, liquidated damages, reasonable attorneys’ fees, costs and other compensation pursuant to 29 U.S.C § 216(b). 52. Plaintiff re-alleges and incorporates all previous paragraphs herein. 53. The CWCA defines wages as “all amounts for labor or service performed by employees . . . if the labor or service to be paid for is performed personally by the person demanding payment.” C.R.S. § 8-4-101(9). 54. Under the CWCA, if an employee has been terminated, or quits or resigns from employment with unpaid wages remaining due, then that employee may submit a written demand for wages due. Colo. Rev. Stat. § 8-4-109(3)(a). 55. An employee is entitled to certain statutory penalties under CWCA if the employer does not make a legal tender of such wages in response to the written demand. Id. at § 109(3)(b). 57. Defendant terminated Plaintiff’s employment on or around June 20, 2019. 58. At the time of his termination, Plaintiff was owed unpaid overtime wages as a result of the violations of the FLSA and Colorado Minimum Wage Order alleged herein. 59. The undersigned firm served a written demand on behalf of Plaintiff and the Rule 23 Class, seeking their unpaid overtime wages. 60. Defendant confirmed receipt of the demand but has not made a legal tender of the unpaid overtime wages claimed in Plaintiff’s written demand. 61. As a result of Defendant’s violations of the CWCA, Plaintiff and the Rule Class are entitled to their unpaid overtime wages, as well as civil penalties, reasonable attorneys’ fees, and costs pursuant to Colo. Rev. Stat. § 8-4-109.

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1. On or about December 23, 2015, Plaintiff Kigen Sahakian (“Plaintiff”) commenced the State Court Action in the Superior Court of the State of California for the County of San Diego, entitled Kigen Sahakian, individually and on behalf of all others similarly situated, Plaintiff v. LifeLock, Inc., a Delaware Corporation, and Does 1-50, inclusive, Defendants. As required by 28 U.S.C. § 1446(a), a copy of the docket and all process, pleadings, and orders served upon LifeLock with respect to the State Court Action are attached hereto as Exhibit A. 2. LifeLock first received notice of the State Court Action when it was served with Plaintiff’s complaint (the “Complaint”), together with a Summons, Civil Case Cover Sheet, Notice of Case Assignment and Case Management Conference, Notice of Eligibility To eFile and Assignment to Imaging Department, Alternative Dispute Resolution (ADR) Information Sheet, and Stipulation to Use of Alternative Dispute Resolution (ADR) Sheet on December 29, 2015. See Exhibit A. The Notice of Case Assignment and Case Management Conference indicated that the State Court Action had been assigned to the Honorable John S. Meyer and that a Civil Case Management Conference had been scheduled on July 1, 2016, at 9:45 a.m. in Department C-61 of the Superior Court of California, County of San Diego. See id.

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14. Plaintiff brings claims for relief as a collective action pursuant to FLSA Section 16(b), 29 U.S.C. § 216(b), on behalf of all current and former non-exempt employees, including but not limited to waiters, busboys, runners, servers, food preparers, dishwashers, bartenders and bar-backs employed by Defendants on or after the date that is six years before the filing of the Complaint (“FLSA Collective Plaintiffs”). 15. At all relevant times, Plaintiff 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 subjected to Defendants’ decisions, policies, plans, programs, practices, procedures, protocols, routines, and rules, all culminating in a willful failure and refusal to pay them overtime premium at one and one half times their straight time base hourly rates for each hour worked in excess of forty (40) per workweek due to a policy of time shaving. Plaintiff’s claims stated herein are essentially the same as those of the other FLSA Collective Plaintiffs. 17. Plaintiff brings claims for relief pursuant to the Federal Rules of Civil Procedure (“F.R.C.P.”) Rule 23, on behalf of all current and former non-exempt employees, including but not limited to waiters, busboys, runners, servers, food preparers, dishwashers, bartenders, delivery persons and bar-backs employed by Defendants on or after the date that is six years before the filing of the Complaint (the “Class Period”). 18. All said persons, including Plaintiff, 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 position held, and rates of pay for each Class member may also be 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 F.R.C.P. 23. 20. Plaintiff’s claims are typical of those claims that could be alleged by any member of the Class, and the relief sought is typical of the relief, that would be sought by each member of the Class in separate actions. All the Class members were subject to the same corporate practices of Defendants, including (i) failing to pay overtime premium due to a policy of time shaving, (ii) failing to provide wage statements in compliance with the New York Labor Law, and (iii) failing to provide wage and hour notices upon hiring and as required thereafter, pursuant to the New York Labor Law. Defendants’ corporate-wide policies and practices affected all Class members similarly, and Defendants benefited from the same type of unfair and/or wrongful acts as to each Class member. Plaintiffs and other Class members sustained similar losses, injuries and damages arising from the same unlawful policies, practices and procedures. With respect to the Tipped Subclass, Defendants unlawfully claimed a tip credit without satisfying all statutory requirements for taking a tip credit. 21. Plaintiff is able to fairly and adequately protect the interests of the Class and has no interests antagonistic to the Class. Plaintiff is represented by attorneys who are experienced and competent in both class action litigation and employment litigation and have previously represented plaintiffs in wage and hour cases. 23. 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. 25. In or around January 2008, Plaintiff JUSTO CANO was hired by Defendants to work as a delivery worker for Defendant’s Pizzeria located at 221 West 38th Street, New York, NY 10018. Plaintiff’s employment by Defendants terminated in January 2019. 26. During his employment by Defendants, Plaintiff worked over forty (40) hours per week. 27. Specifically, Plaintiff worked four (4) days per week for ten (10) hours per day, from 11:00 A.M. to 9:00 P.M., and one (1) day per week for three (3) hours, from 11:00 A.M. to 2:00 P.M., for a total of forty-three (43) hours per week. 29. From 2008 through 2016, Plaintiff CANO received an hourly rate of $5.00. From January 1, 2017 to December 31, 2017, Plaintiff CANO received an hourly rate of $7.50. From January 1, 2018 to December 31, 2018, Plaintiff CANO received an hourly rate of $8.65. From January 1, 2019 to January 31, 2019, Plaintiff CANO received an hourly rate of $10.00. Other tipped employees received similar pay rates. 30. At all relevant times, Plaintiff worked a total of more than forty (40) hours each workweek. However, Defendants never paid him overtime premium for those hours he worked in excess of forty (40) each workweek, due to a policy of time shaving. Similarly, FLSA Collective Plaintiffs and Class Members were not paid their overtime premium for hours that they worked in excess of forty (40) each workweek. 31. During Plaintiff’s employment by Defendants, Defendants compensated Plaintiff at a “tip credit” minimum wage, which was at all relevant times below the New York State minimum wages. Similarly, Tipped Subclass members were paid at sub-minimum wage “tip credit” base hourly rates. However, because Defendants failed to fulfill all requirements for a tip credit, all tip credits taken were invalid. 32. Plaintiff and Tipped Subclass members did not receive notice that Defendants were claiming a tip credit on tipped employees’ compensation. They were never informed that Defendants were claiming a tip credit allowance. They also never received any notice on their wage statements of the amount of tip credit allowance taken for each payment period, or the hourly rate of tip credit deduction. 34. Defendants never provided Plaintiff with wage notices, as required by the NYLL. Similarly, FLSA Collective Plaintiffs and Class Members were never provided with any wage notices. 35. Defendants did not provide Plaintiff with proper wage statements at all relevant times. Class members also received defective wage statements that did not comply with the 39. Plaintiff realleges and reavers Paragraphs 1 through 38 of this class and collective action Complaint as if fully set forth herein. 40. At all relevant times, Defendants were 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). Further, Plaintiff and FLSA Collective Plaintiffs are covered individuals within the meaning of the FLSA, 29 U.S.C. §§ 206(a) and 207(a). 41. At all relevant times, Defendants employed Plaintiff and FLSA Collective Plaintiffs within the meaning of the FLSA. 42. At all relevant times, SEBASTIAN’S PIZZERIA INC. had gross annual revenues in excess of $500,000.00. 43. At all relevant times, the Defendants had a policy and practice of failing to pay the statutory minimum wage to Plaintiff and Tipped Subclass members for all hours worked. As factually described above, Defendants were not entitled to claim any tip credits under the FLSA. 44. At all relevant times, Defendants engaged in a policy and practice of refusing to pay overtime compensation at the statutory rate of time and one-half to Plaintiff and FLSA Collective Plaintiffs for their hours worked in excess of forty (40) hours per workweek, due to a policy of time shaving. 46. Defendants failed to properly disclose or apprise Plaintiff and FLSA Collective Plaintiffs of their rights under the FLSA. 47. As a direct and proximate result of Defendants’ willful disregard of the FLSA, Plaintiff and FLSA Collective Plaintiffs are entitled to liquidated (i.e., double) damages pursuant to the FLSA. 48. Due to the intentional, willful and unlawful acts of Defendants, Plaintiff and FLSA Collective Plaintiffs suffered damages in an amount not presently ascertainable of unpaid minimum wages, unpaid overtime premium, and an equal amount as liquidated damages. 49. Plaintiff and FLSA Collective Plaintiffs are entitled to an award of their reasonable attorneys’ fees and costs pursuant to 29 U.S.C. §216(b). 50. Plaintiff realleges and reavers Paragraphs 1 through 49 of this class and collective action Complaint as if fully set forth herein. 51. At all relevant times, Plaintiff and Class members were employed by the Defendants within the meaning of the New York Labor Law, §§2 and 651. 52. Defendants willfully violated Plaintiff and Class members’ rights by failing to pay them minimum wages in the lawful amount for hours worked. As factually described above, Defendants were not entitled to claim any tip credits under NYLL with respect to the Tipped Subclass. 54. Defendants failed to properly notify employees of their hourly pay rate and overtime rate, in direct violation of the New York Labor Law. 55. Defendants failed to provide a proper wage and hour notice, at the date of hiring and annually, to all non-exempt employees per requirements of the New York Labor Law. 56. Defendants failed to provide proper wage statements with every payment as required by New York Lab. Law § 195(3). 57. Due to the Defendants’ New York Labor Law violations, Plaintiff and Class members are entitled to recover from Defendants their unpaid minimum wages, compensation for unpaid off-the-clock hours worked including overtime hours, damages for unreasonably delayed payments, reasonable attorneys’ fees, liquidated damages, statutory penalties and costs and disbursements of the action. VIOLATION OF THE NEW YORK LABOR LAW ON BEHALF OF PLAINTIFFS AND CLASS MEMBERS

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17. Plaintiff brings this case as a class action pursuant to Fed. R. Civ. P. 23(b)(2), and alternatively, (b)(3), on behalf of all blind individuals and individuals with a visual impairment that substantially limits the major life activity of seeing, in the United States, who have attempted to enjoy the musical “Hamilton” at Richard Rodgers Theatre. 18. 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. 19. There are common questions of law and fact involved affecting the parties to be represented 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’ goods, facilities, and services due to the lack of provision and maintenance of audio description required by law for persons with disabilities. 20. The claims of the named Plaintiff are typical of those of the class. 21. Plaintiff will fairly and adequately represent and protect the interests of the members of the Class. Plaintiff has retained and is represented by counsel competent and experienced in complex class action litigation, including class actions brought under the Americans with Disabilities Act. 23. Alternatively, class certification is appropriate under Fed. R. Civ. P. 23(b)(3) because questions of law and fact 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. 24. References to Plaintiff shall be deemed to include the named Plaintiff and each member of the Class, unless otherwise indicated. 25. Defendants own or operate the musical “Hamilton”, which is one of the most successful Broadway musicals. Around 350,000 people have attended the musical “Hamilton” at Richard Rodgers Theatre. 26. Despite this strong record of providing entertainment to thousands of Americans, Defendants fail to provide equivalent services to individuals who are blind or visually-impaired. Defendants have refused to provide audio description at the venue which shows the musical, “Hamilton”. 27. Properly functioning audio description technology provides audio descriptions of the visual elements of the musical. Such narrative must be provided live for live theatres in order to be synchronized with the acting on the stage. Theatres deliver audio description to blind customers through audio description devices. To access audio description, a theatre provides a blind customer with a small receiver, which the blind customer can connect to his or her own headphones or headphones that the theatre provides. The headset receiver is battery-operated and programmed to wirelessly receive the audio description for the specific musical the individual has bought a ticket to watch. 29. Although the audio description technology is readily available, Defendants refused to provide audio description service to customers. 30. This case arises out of Defendants’ policy and practice of denying blind and visually-impaired individuals access to its musical showings, through its failures to provide audio description devices. 31. Numerous individuals who are blind or visually-impaired enjoy going to live theatres, and have attempted to access Defendants’ services. These individuals have repeatedly been unable to fully and equally enjoy the musical, “Hamilton”, in Richard Rodgers theatre because Defendants fail to provide audio description services. These failures deny these individuals full and equal access to the musical, “Hamilton”. 32. Plaintiff LASSER has encountered great difficulty accessing services provided by Richard Rodgers theatre. In September 2016, Plaintiff contacted the box office of Defendant’s theatre to inquire about accessibility aids for blind and visually impaired who desire to attend the musical, “Hamilton.” However, the box office informed Plaintiff that no audio description will be provided to the blind and visually impaired. 34. Plaintiff incorporates by reference the foregoing allegations as though fully set forth herein. 35. Title III of the ADA prohibits discrimination on the basis of disability in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, or accommodations of places of public accommodation. 42 U.S.C. § 12182. 36. Defendants own, operate, lease, manage and produce the musical, “Hamilton” at Richard Rodgers Theatre, which is a place of public accommodation within the statutory definition. 42 U.S.C. § 12181(7)(C). 37. Title III prohibits entities that own, operate, lease, or lease to places of public accommodation from denying an individual or class of individuals with disabilities the opportunity to participate or benefit from the goods, services, facilities, privileges, advantages, or accommodations of an entity. 42 U.S.C. § 12182(b)(1)(A)(i); 28 C.F.R. § 36.202(a). 38. Title III prohibits entities that own, operate, lease, or lease to places of public accommodation from affording an individual or class of individuals with disabilities the opportunity to participate in or benefit from a good, service, facility, privilege, advantage, or accommodation that is not equal to that afforded to other individuals. 42 U.S.C. § 12182(b)(1)(A)(ii); 28 C.F.R. § 36.202(b). 40. Under Title III, entities that own, operate, lease, or lease to places of public accommodation must take the steps necessary to ensure that no individuals with disabilities are excluded, denied services, or otherwise treated differently than others because of the absence of auxiliary aids and services, unless doing so would fundamentally alter the services provided or create an undue burden. 42 U.S.C. § 12182(b)(2)(A)(iii); 28 C.F.R. § 36.303. 41. Audio description is an auxiliary aid under Title III of the ADA. Defendants have further violated Title III by failing to take the steps necessary to ensure that blind and visually- impaired persons are not excluded from its services because of the absence of audio description. 42. It is a violation of Title III for entities that own, operate, lease, or lease to places of public accommodation to fail 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 modification would fundamentally alter the nature of such goods, services, facilities, privileges, advantages, or accommodations. 42 U.S.C. § 12182(b)(2)(A)(ii); 28 C.F.R. § 36.302(a). 43. By failing to modify practices, policies, and procedures to ensure that audio description service is provided, Defendants are violating Title III. 44. The actions of Defendants were and are in violation of the Americans with Disabilities Act, 42 U.S.C. §§ 12181, et seq., and regulations promulgated thereunder. Many blind and visually-impaired individuals, including Plaintiff, have been and continue to be denied full and equal access to the musical “Hamilton”. Defendants have failed to take the necessary steps to provide full and equal access to blind and visually-impaired patrons, and Defendants’ violations of the ADA are ongoing. Unless the Court enjoins Defendants from continuing to engage in these unlawful practices, Plaintiff will continue to suffer irreparable harm. 46. Plaintiff incorporates by reference the foregoing allegations as if set forth fully herein. 47. An actual controversy has arisen and now exists between the parties in that Plaintiff contends, and are informed and believe that Defendants deny, that by failing to maintain and provide audio description equipment and services, Defendants fail to comply with applicable laws, including but not limited to Title III of the Americans with Disabilities Act, 42 U.S.C. §§ 12181, et seq. 48. 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. WHEREFORE, Plaintiff requests relief as set forth below. Declaratory Relief (on Behalf of The Named Plaintiff and the Class) Violation of Title III of the Americans with Disabilities Act (42 U.S.C. § 12181, et seq.) (on Behalf of the Named Plaintiff and the Class)

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13. Since late 2015, Defendant has placed numerous text messages and telephone calls to Plaintiff’s cellular telephone, phone number 845-###-3934, which she has had since 2013. 14. These include calls on, but not limited to, December 15, 2015 and December 16, 2015. 15. These include texts on, but not limited to, December 15, 2015. 16. These calls and texts were all wrong number calls and texts made in an effort to collect a debt from a “Timothy Brigmon.” 17. All of these calls and texts were made using an “automatic telephone dialing system” as defined at 47 U.S.C. § 227(a)(1) and as explained in subsequent FCC regulations and orders. The system(s) used by Defendant has/have the capacity to store or produce telephone numbers to be called, using a random or sequential number generator. 18. For the texts, this is evidenced by the fact that the texts came from the email address [email protected]. 19. For example, on December 15, 2015, Plaintiff received the following text message: 20. Searchbug.com is a website that supplies a variety of tools and services for finding persons and contacting those persons, including free text messaging and professional skip tracing. 21. When a text message is sent through the “free text messaging” portal of searchbug.com, the recipient sees [email protected] as the sender of the text message. 22. The FCC has recently confirmed that the TCPA covers “entering a message on a web portal to be sent to a consumer’s wireless telephone number … and sending a text message to the consumer’s wireless telephone number”, and that “the equipment used to originate Internet- to-phone text messages to wireless numbers” is necessarily an “automatic telephone dialing system” under the statute. 2015 FCC Order, 30 FCC Rcd 7961, 8018-8020, ¶¶ 111, 114. 23. Similarly, the calls all bore the hallmarks of an automatic telephone dialing system, such as: • Brief and unnatural pauses upon answering the calls, indicative of autodialer usage; • “Dead air” calls – calls where Plaintiff answers and no one is on the other line – indicative of autodialer usage; • Plaintiff’s inability to stop the calls, suggesting the calls were dialed automatically. 24. Accordingly, for both the calls and the text messages, Defendant needed Plaintiff’s prior express consent to call her cellular telephone number. 25. Plaintiff never provided Defendant with her prior express consent to call her cellular telephone number. 26. In fact, on one of the first calls, Plaintiff told Defendant that it had the wrong number, and asked Defendant not to call again, effectively revoking any “consent” Defendant believed it had. 27. Despite this, the calls and text messages continued. 28. Furthermore, upon information and belief, Defendant did not obtain the cellular telephone number from Mr. Brigmon. Instead, in an attempt to locate Mr. Brigmon, Defendant used “skip tracing,” such as that provided by searchbug.com, in order to locate potential contact information for Mr. Brigmon. 29. “Skip tracing” is a process used to locate persons, often debtors, using various records such as credit reports, DMV records, utility records, and other public and private records. 30. Obtaining a cellular telephone number from this process would not be consent. 31. As such, while only Plaintiff’s consent matters, Defendant did not have consent from any person to call Plaintiff’s cellular telephone number. 32. Upon information and belief, Defendant frequently uses skip tracing to identify telephone numbers to call or text, and calls or texts those numbers using an automatic telephone dialing system without express consent. 33. Plaintiff has suffered actual injury as a result of Defendant’s telephone calls and texts, including, but not limited to: • Device storage; • Data usage; • Plan usage; • Lost time tending to and responding to the unsolicited calls and texts; • Invasion of Privacy. 34. Plaintiff is entitled to statutory damages and injunctive relief. 35. Plaintiff brings this action under Fed. R. Civ. P. 23 on behalf of a proposed class defined as: Plaintiff and all persons within the United States to whose cellular telephone number Defendant 21st Mortgage Corporation sent, in the past four years, a text message or placed a telephone call, using an automatic telephone dialing system, when Defendant’s records indicate that the number was obtained through any source other than from the person Defendant was attempting to reach. (“Class”) 36. Excluded from this class are Defendant and any entities in which Defendant has a controlling interest; Defendant’s agents and employees; any Judge and Magistrate Judge to whom this action is assigned and any member of their staffs and immediate families, and any claims for personal injury, wrongful death, and/or emotional distress. 37. The Class members for whose benefit this action are brought are so numerous that joinder of all members is impracticable. 38. The exact number and identities of the persons who fit within the class are ascertainable in that Defendant Uber maintains written and electronically stored data showing: a. The time period(s) during which Defendant sent text messages and placed calls; b. The telephone numbers to which Defendant sent text messages and placed calls; c. The method through which Defendant obtained the phone numbers to which it sent texts and placed calls; 39. The Class is comprised of hundreds, if not thousands, of individuals nationwide. 40. There are common questions of law and fact affecting the rights of the Class members, including, inter alia, the following: a. Whether Defendant used an automatic dialing system in placing its calls; b. Whether Defendant took adequate steps to acquire and/or track consent; c. Whether and to what extent Defendant used skip tracing to locate and call or text telephone numbers; d. Whether Plaintiff and the Class were damaged thereby, and the extent of damages for such violations; and e. Whether Defendant should be enjoined from engaging in such conduct in the future. 41. Plaintiff is a member of the Class in that she received calls and text messages from Defendant on a number obtained through skip tracing. 42. Plaintiff’s claims are typical of the Class members’ claims in that they arise from Defendant’s uniform conduct and are based on the same legal theories as Class members’ claims. 43. Plaintiff and all putative Class members have also necessarily suffered actual damages in addition to statutory damages, as all Class members spent time tending to Defendant’s unwanted calls and text messages and, due to the nature of text messages, the text messages at issue took up space on putative Class members’ devices, used Class members’ cellular telephone plans, caused a nuisance to Class members, and invaded Class members’ privacy. 44. Plaintiff has no interests antagonistic to, or in conflict with, the Class. 45. Plaintiff will thoroughly and adequately protect the interests of the Class, having retained qualified and competent legal counsel to represent himself and the Class. 46. Defendant has acted and refused to act on grounds generally applicable to the Class, thereby making injunctive and declaratory relief appropriate for the Class as a whole. 47. The prosecution of separate actions by individual class members would create a risk of inconsistent or varying adjudications. 48. A class action is superior to other available methods for the fair and efficient adjudication of the controversy since, inter alia, the damages suffered by each class member make individual actions uneconomical. 49. Common questions will predominate, and there will be no unusual manageability issues. 50. Plaintiff incorporates the foregoing allegations as if fully set forth herein. 51. Defendant placed repeated text messages and calls to Plaintiff and Class members on their cellular telephones. 52. These text messages and calls all used an automatic telephone dialing system, as explained above. 53. Plaintiff, at no time, consented to Defendant’s calls or text messages, as the calls were for a third-party with whom she has no affiliation. 54. Furthermore, Plaintiff told Defendant that it had the wrong number and asked Defendant to stop calling. 55. In addition, Defendant obtained Plaintiff and Class members’ cellular telephone numbers through “skip tracing.” 56. Accordingly, Defendant did not have, and knew it did not have, the consent of Plaintiff and Class members to place autodialed calls or text messages to Plaintiff’s and Class members’ cellular telephones. 57. The calls were not placed for “emergency purposes” as defined by 47 U.S.C. § 227(b)(1)(A)(i). 58. Plaintiff is entitled to an award of $500 in statutory damages for each call made negligently, pursuant to 47 U.S.C. § 227(b)(3)(B). 59. Plaintiff is entitled to an award of treble damages in an amount up to $1,500 for each call made knowingly and/or willfully, pursuant to 47 U.S.C. § 227(b)(3). Violations of 47 U.S.C. § 227(b)(1)(A)(iii)

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15 VIOLATION OF LABOR CODE§ 221 16 (Against All Defendants) 17 112 Plamttffre-alleges and mcorporates all precedmg paragraphs, as though set forth 18 m full herem. 19 113 Labor Code § 221 provides, "It shall be unlawful for any employer to collect or 20 receive from an employee any part of wages theretofore paid by said employer to said employee" 21 114 Defendants unlawfully received and/or collected wages from Employees by 22 1mplementmg a policy of automatically deductmg time worth of vested wages, from Employees, 23 for alleged meal penods which they were consistently demed, as well as by understatmg the hours 24 worked and miles dnven and loads delivered by Employees as alleged above. 25 115 As a dtrect and proximate cause of the unauthonzed deductwns, Employees have 26 been damaged, m an amount to be detenmned at tnal 27 /// 28 /// -30- 18 FAILURE TO PAY WAGES AND OVERTIME UNDER LABOR CODE§ 510 19 (Against All Defendants) 20 65 Plamttff re-alleges and mcorporates all precedmg paragraphs, as though set forth 21 111 full herem 22 21 FOR FAILURE TO PAY WAGES UNDER THE FLSA 22 (Against All Defendants) 23 79 Plamtiff re-alleges and mcorporates all precedmg paragraphs, as though set forth 24 m full herem 25 80 At all relevant times hereto, Defendants have been an "enterpnse engaged m 26 commerce or m the productiOn of goods for commerce," as defined under 29 USC § 203(s)(l) 27 81 Plamttff IS mformed and believes, and thereon alleges, that Defendants have 28 reqmred the Plamtiff and FLSA collective Employees as part of their employment to work off the -23- 24 VIOLATION OF BUSINESS & PROFESSIONS CODE§ 17200 25 (Against all Defendants) 26 122 Plamtiffre-alleges and mcorporates all precedmg paragraphs, as though set forth 27 m full herem 28 123 Plamtiff, on behalf of himself, Employees, and the general pubhc, bnngs this - 31 - 27 30 Pla111tiffbnngs this class actiOn on behalf of himself an all others snnilarly situated 28 pursuant to Code of Civil Procedure§ 382 Pla111tiffseeks to represent a Class (or "the Class" or - 10- 4 REST-BREAK LIABILITY UNDER LABOR CODE§ 226.7 5 (Against All Defendants) 6 96 Plamtlff re-alleges and mcorporates all precedmg paragraphs, as though set forth 7 m full herem 8 97 Labor Code§§ 226 7 and paragraph 12 of the applicable IWC Wage Orders 9 provtde that employers must authonze and pernnt all employees to take rest penods at the rate of 10 ten (1 0) mmutes net rest ttme per three and a half (3 5) work hours 11 98 Employees consistently worked consecutiVe four (4) hour penods dunng thetr 12 work shifts Pursuant to the Labor Code and the applicable IWC Wage Order, Employees were 13 entitled to patd rest breaks of not less than ten (10) mmutes for each consecutive four (4) hour 14 shtft, or maJor fractiOn thereof 15 99 Labor Code§§ 226 7 and paragraph 12 of the applicable IWC Wage Orders 16 provide that If an employer fatls to provtde an employee rest penod m accordance wtth thts 17 sectton, the employer shall pay the employee one (1) hour of pay at the employee's regular rate of 18 compensatton for each workday that the rest penod IS not provtded 19 100 Defendants fatled to provide Employees with timely rest breaks of not less than ten 20 (10) mmutes for each consecutive four (4) hour shtft Defendants, and each of them, have 21 therefore mtenttonally and Improperly demed rest penods to Plamttff and the Class members m 22 vtolatton of Labor Code§§ 226 7 and 512 and paragraph 12 of the applicable IWC Wage Orders 23 101 Defendants failed to authonze and permit Plamtiff and the Class members to take 24 rest penods, as reqmred by the Labor Code Moreover, Defendants dtd not compensate 25 Employees with an additional hour of pay at each Employee's effective hourly rate for each day 26 that Defendants fatled to provtde them with adequate rest breaks, as reqmred under Labor Code § 27 226 7 28 /// -27- 66. By their conduct, as set forth herem, Defendants vtolated Cahfomta Labor Code 23 § 510 (and the relevant orders of the Industnal Welfare CommissiOn) by fallmg to pay 24 Employees (a) time and one-half their regular hourly rates for hours worked m excess of eight 25 (8) hours m a workday or m excess of forty ( 40) hours m any workweek or for the first eight (8) 26 hours worked on the seventh day of work m any one workweek, or (b) twtce therr regular rate of 27 pay for hours w01ked m excess of twelve (12) hours many one (1) day or for hours worked m 28 excess of etght (8) hours on any seventh day of work 111 a workweek For the Employee -20- 7 FAILURE TO PAY MINIMUM WAGES 8 (Against All Defendants) 9 45 Plamtiff re-alleges and mcorporates all precedmg paragraphs, as though set forth 10 m full herem 11 46 Defendants failed to pay Employees mimmum wages for all hours worked 12 Defendants had a consistent policy ofmisstatmg Employees' dnvers' logs and records of hours 13 worked and offaihng to pay Employees for all hours worked AdditiOnally, Defendants had a 14 consistent pohcy of failing to pay Employees for hours worked dunng alleged meal penods for 15 which Employees were consistently demed Plamtlff and the other members of the Class bnng a 16 clatm for Defendants' willful and mtentwnal VIOlatiOns of the California Labor Code and the 17 Industnal Welfare CommissiOn reqmrements for Defendants' failure to accurately calculate and 18 pay mmimum wages to Plamtiff and Class members. 19 47 Pursuant to California Labor Code § 204, other applicable laws and regulations, 20 and pubhc policy, an employer must timely pay Its employees for all hours worked Defendants 21 failed to do so 22 23 24 25 26 states 48 49 California Labor Code § 1197, entitled "Pay of Less Than Mimmum Wage" The mmimum wage for employees fixed by the commissiOn IS the mimmum wage to be patd to employees, and the payment of a less wage than the mmimum so fixed IS unlawful. The applicable mmunum wages fixed by the commissiOn for work dunng the 27 relevant penod IS found m the Wage Orders. Pursuant to the Wage Orders, Employees are 28 therefore entitled to double the mimmum wage dunng the relevant penod - 16- 7 VIOLATION OF LABOR CODE§ 226(a) and§ 226.2 8 (Against All Defendants) 9 1 03 Plamtlff re-alleges and mcorporates all precedmg paragraphs, as though set forth 10 m full herem. 11 104 California Labor Code§ 226(a) reqmres an employer to furnish each of his or her 12 employees with an accurate, Itemized statement m wntmg showmg the gross and net earmngs, 13 total hours worked, and the correspondmg number of4_ours worked at each hourly rate; these 14 statements must be appended to the detachable part of the check, draft, voucher, or whatever else 15 serves to pay the employee's wages, or, If wages are paid by cash or personal check, these 16 statements may be given to the employee separately from the payment ofwages, m either case the 17 employer must give the employee these statements twice a month or each time wages are paid 18 105 Defendants faded to provide Employees with accurate Itemized wage statements m 19 wntmg, as reqmred by the Labor Code Specifically, the wage statements given to Employees by 20 Defendants failed to accurately account for wages, overtime, hours worked, pieces earned, hourly 21 rates and piece rates, and did not provide pay for nonproductive time and premmm pay for 22 deficient meal penods and rest breaks, and automatically deducted wages for alleged meal 23 penods, all of which Defendants knew or reasonably should have known were owed to 24 Employees, as alleged heremabove 25 106 Cahfonua Labor Code§ 226 2(a)(2)(A)-(B) further mstructs that "The Itemized 26 statement reqmred by subdivisiOn (a) ofSectwn 226 shall, m addition to the other Items specified 27 m that subdivisiOn, separately state the followmg, to which the provisions of Sectwn 226 shall 28 also be applicable (A) The total hours of compensable rest and recovery penods, tl1e rate of -28- 9 9 The Employees who comprise the Class, mcludmg Plamtlff, are nonexempt 10 employees pursuant to the applicable Wage Order of the IWC. To the extent Plamtiff or any of 11 the Class members are deemed to be exempt from California's wage and hour laws as dnvers, It 12 IS only as to overtime pay and not as to the reqmrements to pay mimmum wages for all time 13 worked and to provide meal and rest penods to the Class members Plamtiff and the Class 14 members were either not paid by Defendants for all hours worked or otherwise were not pmd at 15 the appropnate mimmum, regular and overtime rates based on the miles dnven or loads delivered 16 under a piece rate calculatiOn Plamtlff also contends that Defendants failed to pay Plamtiff and 17 the Class members all wages due and owmg, made unlawful deductiOns from their pay, failed to 18 provide meal and rest breaks, and failed to furnish accurate wage statements, all m vwlatwn of 19 vanous provisions of the California Labor Code and applicable Wage Orders 20 10 Thus, from at least four (4) years pnor to the filmg of this lawsmt and contmumg 21 to the present, Defendants had a consistent policy or practice of fmlmg to pay Employees for all 22 hours worked, and failmg to pay nummum wage for all time worked as reqmred by California 23 Law Tlus mcluded Defendants' policy and practice of requmng Plamtlff and the Class members 24 to work 5-6 days per work week, and requmng Plamtiffs to work dmly shifts rangmg from 12 to 25 17 hours per day However, rather than compensatmg Plamtiffs as employees for their hours 26 worked and at the appropnate regular, overtime, and double-tune rates, Defendants treated them 27 as exempt employees and paid them based on a piece rate basis Under Defendants' piece rate 28 compensatiOn policy, Plamtlff and the Class members weie generally paid on a per mile or per -4- 93. Defendants failed to provide Plamtiff and the Class members with meal penods as 17 reqmred by the Labor Code, mcludmg by not providmg them with the opportumty to take meal 18 breaks, by provtdmg them late or for less than thirty (30) mmutes, or by requmng them to 19 perform work dunng breaks 20 94 Labor Code§ 226 7 and paragraph 11 of the applicable IWC Wage Orders also 21 provide that, If an employer fails to provide an employee a meal penod m accordance With this 22 sectiOn, the employer shall pay the employee one (1) hour of pay at the employee's regular rate of 23 compensatiOn for each workday that the meal penod IS not provtded Defendants failed to 24 compensate Employees for each meal penod not provided or madequately provided, as requrred 25 under Labor Code § 226 7 26 95 Therefore, pursuant to Labor Code§ 226 7 and paragraph 11 of the applicable 27 IWC Wage Orders, Employees are entitled to damages man amount equal to one (1) hour of 28 wages at therr effective hourly rates of pay for each meal penod not provided or deficiently -26- ADDRESS COLTON CALIFORNIA 92324 ENRIQUE VERDUGO vs. DENALI WATER SOLUTIONS, LLC ENRIQUE VERDUGO, on behalf of himself and others similarly situated, Plaintiff~ v. DENALI WATER SOLUTIONS, LLC, a Delaware limited liability company; and DOES 1 through SO, mclusive Defendants. Case No.: C!\lt)S172t:.f. ..,-:r MEAL-PERIOD LIABILITY UNDER LABOR CODE § 226.7 (Against All Defendants) Plamtiff re-alleges and mcorporates all precedmg paragraphs, as though set forth Employees regularly worked shifts greater than five (5) hours and greater than ten 7 (10) hours Pursuant to Labor Code§ 512 an employer may not employ someone for a shift of 8 more than five ( 5) hours without providmg him or her with a meal penod of not less than thirty 9 (30) mmutes or for a shift of more than ten (10) hours without providmg him or her with a second 10 meal penod of not less than thirty (30) minutes 11 92 Defendants failed to provide Employees with meal penods as requrred under the 12 Labor Code Employees were consistently reqmred to work through their meal penods which 13 they were consistently demed Furthermore, Employees were regularly requrred to work for more 14 than 10 hours m a given shift without receiVmg a second umnterrupted thirty (30) mmute meal 15 penod as requrred by law 16 PENALTIES PURSUANT TO LABOR CODE § 203 (Against All Defendants) 116 Plamtlff re-alleges and mcorporates all precedmg paragraphs, as though set forth 6 m full herem 7 117. Numerous Employees are no longer employed by Defendants, they either qmt 8 Defendants' employ or were fired therefrom. 9 118 Defendants failed to pay these Employees all wages due and certam at the time of 10 termmatwn or withm seventy-two (72) hours of resignatiOn 11 119 The wages withheld from these Employees by Defendants remamed due and 12 owmg for more than thirty (30) days from the date of separatiOn of employment 13 120 Defendants failed to pay Plamtiff and the Class members without abatement, all 14 wages as defined by applicable California law Among other thmgs, these Employees were not 15 pmd all regular and overtime wages, mcludmg by failmg to pay for nonproductive time or to pay 16 them at the appropnate rate or reqmnng off the clock work, and failed to pay premmm wages 17 owed for unprovided meal penods and rest penods, as further detailed m thts Complamt 18 Defendants' failure to pay smd wages Withm the reqmred ttme was willful withm the meanmg of 19 Labor Code § 203 20 121 Defendants' Willful failure to pay wages, as alleged above, entitles Plamtiffs and 21 the Employees m the Class to penalties under Labor Code§ 203, which provides that an 22 employee's wages shall contmue until pmd for up to thirty (30) days from the date they were due 23 SAN BERt.JAR~I~'O C!'f!l DIVISION DEC 2 1 2017 BY " .. I. SAN BERNAROI:·!i) cr1ill DIVISION YOU ARE BSNG SUED BY PLAINnFF: (LO ESTA DEMANDANDO EL DEMANDANTE): ENRIQUE VERDUGO, on behalf of himself and others similarly situated

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(Declaratory Relief) 115. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 114 of this Complaint as though set forth at length herein. 116. An actual controversy has arisen and now exists between the parties in that Plaintiff contends, and is informed and believes that Defendant denies, that Elfcosmetics.com contains access barriers denying blind customers the full and equal access to the goods, services and facilities of Elfcosmetics.com and by extension ELF Stores, which ELF owns, operates and/or controls, fails to comply with applicable laws including, but not limited to, Title III of the American 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 blind. 117. 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 Civil Rights Law, NY CLS Civ R, Article 4 (CLS Civ R § 40 et seq.)) (Violation of New York State Human Rights Law, N.Y. Exec. Law Article 15 (Executive Law § 292 et seq.)) 27. Defendant, E.L.F. Cosmetics, Inc., operates ELF Stores in New York State and provides cosmetics and accessories. 28. Elfcosmetics.com is a service and benefit offered by ELF in New York State and throughout the United States. Elfcosmetics.com is owned, controlled and/or operated by ELF. 29. Elfcosmetics.com is a commercial website that offers products and services for online sale that are available in the ELF Stores. The online store allows the user to browse cosmetics and accessory, make purchases, and perform a variety of other functions. 31. This case arises out of ELF’s policy and practice of denying the blind access to Elfcosmetics.com, including the goods and services offered by ELF Stores through elfcosmetics.com. Due to ELF’s failure and refusal to remove access barriers to elfcosmetics.com, blind individuals have been and are being denied equal access to ELF Stores, as well as to the numerous goods, services and benefits offered to the public through elfcosmetics.com. 32. ELF denies the blind access to goods, services and information made available through Elfcosmetics.com by preventing them from freely navigating Elfcosmetics.com. 33. Elfcosmetics.com contains access barriers that prevent free and full use by Plaintiff and blind persons using keyboards and screen-reading software. These barriers are pervasive and include, but are not limited to: lack of alt-text on graphics, inaccessible drop-down menus, the lack of navigation links, the lack of adequate prompting and labeling, the denial of keyboard access, empty links that contain no text, redundant links where adjacent links go to the same URL address, and the requirement that transactions be performed solely with a mouse. 35. Elfcosmetics.com also lacks prompting information and accommodations necessary to allow blind shoppers who use screen-readers to locate and accurately fill-out online forms. On a shopping site such as Elfcosmetics.com, these forms include search fields to locate eyeshadow, fields that specify the number of items desired, and fields used to fill-out personal information, including address and credit card information. Due to lack of adequate labeling, Plaintiff and blind customers cannot make purchases or inquiries as to Defendant’s merchandise and locations, nor can they enter their personal identification and financial information with confidence and security. 36. Similarly, Elfcosmetics.com lacks accessible drop-down menus. Drop-down menus allow customers to locate and choose products as well as specify the quantity of certain items. On Elfcosmetics.com, blind customers are not aware if the desired products, such as eyeshadow, have been added to the shopping bag because the screen-reader does not indicate the type of product or quantity. Therefore, blind customers are essentially prevented from purchasing any items on Elfcosmetics.com. 38. Elfcosmetics.com also lacks accessible forms. Quantity boxes allow customers to specify the quantity of certain items. On Elfcosmetics.com, blind customers are unable to select specific quantity because the screen-reader does not indicate the function of the box. As a result, blind customers are denied access to the quantity box. Furthermore, Plaintiff is unable to locate the shopping bag because the shopping basket form does not specify the purpose of the shopping bag. As a result, blind customers are denied access to the shopping bag. Consequently, blind customers are unsuccessful in adding products into their shopping bags and are essentially prevented from purchasing items on Elfcosmetics.com. 39. Moreover, the lack of navigation links on Defendant’s website makes attempting to navigate through Elfcosmetics.com even more time consuming and confusing for Plaintiff and blind consumers. 40. Elfcosmetics.com requires the use of a mouse to complete a transaction. Yet, it is a fundamental tenet of web accessibility that for a web page to be accessible to Plaintiff and blind people, it must be possible for the user to interact with the page using only the keyboard. Indeed, Plaintiff and blind users 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. Thus, Elfcosmetics.com’s inaccessible design, which requires the use of a mouse to complete a transaction, denies Plaintiff and blind customers the ability to independently navigate and/or make purchases on Elfcosmetics.com. 42. Elfcosmetics.com thus contains access barriers which deny the full and equal access to Plaintiff, who would otherwise use Elfcosmetics.com and who would otherwise be able to fully and equally enjoy the benefits and services of ELF Stores in New York State and throughout the United States. 43. Plaintiff, Mary Conner, has made numerous attempts to complete a purchase on Elfcosmetics.com, most recently in May 2018, but was unable to do so independently because of the many access barriers on Defendant’s website. These access barriers have caused Elfcosmetics.com to be inaccessible to, and not independently usable by, blind and visually- impaired persons. Amongst other access barriers experienced, Plaintiff was unable to find a store location and to make an online purchase of an eyeshadow. 44. As described above, Plaintiff has actual knowledge of the fact that Defendant’s website, Elfcosmetics.com, contains access barriers causing the website to be inaccessible, and not independently usable by, blind and visually-impaired persons. 46. Defendant engaged in acts of intentional discrimination, including but not limited to the following policies or practices: (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. 47. Defendant utilizes standards, criteria or methods of administration that have the effect of discriminating or perpetuating the discrimination of others. 48. Because of Defendant’s denial of full and equal access to, and enjoyment of, the goods, benefits and services of Elfcosmetics.com and ELF Stores, Plaintiff and the class have suffered an injury-in-fact which is concrete and particularized and actual and is a direct result of defendant’s conduct. 49. 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 blind individuals in the United States who have attempted to access Elfcosmetics.com and as a result have been denied access to the enjoyment of goods and services offered in the ELF Stores, during the relevant statutory period.” 51. There are hundreds of thousands of visually-impaired persons in New York State. There are approximately 8.1 million people in the United States who are visually- impaired. Id. 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. 52. This case arises out of Defendant’s policy and practice of maintaining an inaccessible website denying blind persons access to the goods and services of Elfcosmetics.com and the ELF Stores. Due to Defendant’s policy and practice of failing to remove access barriers, blind persons have been and are being denied full and equal access to independently browse, select and shop on Elfcosmetics.com and by extension the goods and services offered through Defendant’s website to ELF Stores. 54. The claims of the named Plaintiff are typical of those of the class. The class, similar to the Plaintiff, is severely visually-impaired or otherwise blind, and claims ELF has violated the ADA, and/or the laws of New York by failing to update or remove access barriers on their website, Elfcosmetics.com, so it can be independently accessible to the class of people who are legally blind. 55. 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. 56. 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. 57. Judicial economy will be served by maintenance of 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. 58. References to Plaintiff shall be deemed to include the named Plaintiff and each member of the class, unless otherwise indicated. 59. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 58 of this Complaint as though set forth at length herein. 60. Title III of the American 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). 61. The ELF Stores located in New York State are a sales establishment and public accommodation within the definition of 42 U.S.C. §§ 12181(7)(E). Elfcosmetics.com is a service, privilege or advantage of ELF Stores. Elfcosmetics.com is a service that is by and integrated with the Stores. 62. Defendant is subject to Title III of the ADA because it owns and operates the ELF Stores. 63. 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. 65. 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.” 66. In addition, under Title III of the ADA, 42 U.S.C. § 12182(b)(2)(A)(III), unlawful discrimination also includes, among other things, “a failure to take such steps as may be necessary to ensure that no individual with 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.” 67. There are readily available, well-established guidelines on the Internet for making websites accessible to the blind and visually-impaired. These guidelines have been followed by other business entities in making their websites accessible, including but not limited to ensuring adequate prompting and accessible alt-text. Incorporating the basic components to make their website accessible would neither fundamentally alter the nature of Defendant’s business nor result in an undue burden to Defendant. 69. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 70. 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 Elfcosmetics.com and ELF Stores in violation of Title III of the Americans with Disabilities Act, 42 U.S.C. §§ 12181 et seq. and/or its implementing regulations. 71. 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. 72. 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. 73. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 74. 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. 75. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 74 of this Complaint as though set forth at length herein. 77. The ELF Stores located in New York State are a sales establishment and public accommodation within the definition of N.Y. Exec. Law § 292(9). Elfcosmetics.com is a service, privilege or advantage of ELF Stores. Elfcosmetics.com is a service that is by and integrated with the Stores. 78. Defendant is subject to the New York Human Rights Law because it owns and operates the ELF Stores and Elfcosmetics.com. Defendant is a person within the meaning of N.Y. Exec. Law. § 292(1). 79. Defendant is violating N.Y. Exec. Law § 296(2)(a) in refusing to update or remove access barriers to Elfcosmetics.com, causing Elfcosmetics.com and the services integrated with ELF Stores to be completely inaccessible to the blind. This inaccessibility denies blind patrons the full and equal access to the facilities, goods and services that Defendant makes available to the non-disabled public. 80. Specifically, under N.Y. Exec. Law § 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.” 82. There are readily available, well-established guidelines on the Internet for making websites accessible to the blind and visually-impaired. These guidelines have been followed by other business entities in making their website accessible, including but not limited to: adding alt-text to graphics and ensuring that all functions can be performed by using a keyboard. Incorporating the basic components to make their website accessible would neither fundamentally alter the nature of Defendant’s business nor result in an undue burden to Defendant. 83. 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. 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. 84. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 86. The actions of Defendant were and are in violation of the New York State Human Rights Law and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 87. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines pursuant to N.Y. Exec. Law § 297(4)(c) et seq. for each and every offense. 88. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 89. 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. 90. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 89 of this Complaint as though set forth at length herein. 91. Plaintiff served notice thereof upon the attorney general as required by N.Y. Civil Rights Law § 41. 93. 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.” 94. The ELF Stores located in New York State are a sales establishment and public accommodation within the definition of N.Y. Civil Rights Law § 40-c(2). Elfcosmetics.com is a service, privilege or advantage of the ELF Stores. Elfcosmetics.com is a service that is by and integrated with the Stores. 95. Defendant is subject to New York Civil Rights Law because it owns and operates ELF Stores and Elfcosmetics.com. Defendant is a person within the meaning of N.Y. Civil Law § 40-c(2). 96. Defendant is violating N.Y. Civil Rights Law § 40-c(2) in refusing to update or remove access barriers to Elfcosmetics.com, causing Elfcosmetics.com and the services integrated with the ELF Stores 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. 98. 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 . . .” 99. 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 . . .” 100. Defendant has failed to take any prompt and equitable steps to remedy their 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 on the basis of disability are being directly indirectly refused, withheld from, or denied the accommodations, advantages, facilities and privileges thereof in § 40 et seq. and/or its implementing regulations. 102. Plaintiff is entitled to compensatory damages of five hundred dollars per instance, as well as civil penalties and fines pursuant to N.Y. Civil Rights Law § 40 et seq. for each and every offense.

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26. Plaintiff brings the First Cause of Action, pursuant to the FLSA, 29 U.S.C. § 216(b), on behalf of himself and all similarly situated persons who worked as AMs at Gordon Food stores nationwide, who elect to opt-in to this action (the “FLSA Collective”). 27. Plaintiff and AMs routinely work more than 40 hours in workweeks and are typically scheduled to work at least 50 hours per workweek. 28. Defendant is liable under the FLSA for, inter alia, failing to properly compensate Plaintiff and other similarly situated AMs and for misclassifying them as exempt from the FLSA’s overtime pay requirements. 29. Pursuant to Defendant’s policies, directives, and procedures, Plaintiff and AMs primarily performed non-exempt job duties including customer service, cleaning, stocking products on shelves and in refrigerators and freezers, processing deliveries, and working on the cash register. 30. Consistent with Defendant’s policy and pattern or practice and pursuant to a corporate policy to minimize labor expenses and increase corporate profits, Plaintiff and the members of the FLSA Collective were not paid an overtime premium for all hours worked above 40 hours in a workweek. 32. All of the work that Plaintiff and the members of the FLSA Collective have performed has been assigned by Defendant, and/or Defendant has been aware of all of the work that Plaintiff and the FLSA Collective have performed. 33. 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 Plaintiff and the members of the FLSA Collective overtime wages for all hours that they worked in excess of 40 hours per workweek; and (b) willfully failing to record all of the time that its employees, including Plaintiff and the FLSA Collective, have worked for the benefit of Defendant. 34. Defendant is aware or should have been aware that federal law required it to pay Plaintiff and members of the FLSA Collective an overtime premium for all hours worked in excess of 40 hours per workweek. 35. Defendant’s unlawful conduct has been widespread, repeated, and consistent. 36. There are many similarly situated current and former AMs 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. 37. Similarly situated employees are known to Defendant, are readily identifiable, and can be located through Defendant’s records. 38. Notice should be sent to the FLSA Collective pursuant to 29 U.S.C. § 216(b). 40. Excluded from the Ohio Rule 23 Class are Defendant, Defendant’s 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 Defendant; the Judge(s) to whom this case is assigned and any member of the Judge(s)’ immediate family; and all persons who will submit timely and otherwise proper requests for exclusion from the Ohio Rule 23 Class. 41. The members of the Ohio Rule 23 Class are so numerous that joinder of all members is impracticable. Although the precise number of such persons is not known to Plaintiff Higgins, the facts on which the calculation of that number can be based are presently within the sole control of Defendant. 42. Upon information and belief, the size of the Ohio Rule 23 Class is at least 40 individuals. 43. Defendant has acted or refused to act on grounds generally applicable to the Ohio Rule 23 Class, thereby making appropriate final injunctive relief or corresponding declaratory relief with respect to the Ohio Rule 23 Class as a whole. 45. The claims of Plaintiff Higgins are typical of the claims of the Ohio Rule 23 Class he seeks to represent. 46. Plaintiff Higgins and all of the Ohio Rule 23 Class Members work, or have worked, for Defendant as AMs. 47. Plaintiff Higgins and the Ohio Rule 23 Class Members enjoy the same statutory rights under the Ohio Wage Laws, including to be paid for all hours worked and to be paid overtime wages. Plaintiff Higgins and the Ohio Rule 23 Class Members have all sustained similar types of damages as a result of Defendant’s failure to comply with the Ohio Wage Laws. Plaintiff Higgins and the Ohio Rule 23 Class Members have all been injured in that they have been under- compensated due to Defendant’s common policies, practices, and patterns of conduct. 49. Plaintiff Higgins has retained counsel competent and experienced in complex class actions and employment litigation. There is no conflict between Plaintiff Higgins and the Ohio Rule 23 Class Members. 50. A class action is superior to other available methods for the fair and efficient adjudication of this litigation—particularly in the context of wage litigation like the present action, where an individual plaintiff may lack the financial resources to vigorously prosecute a lawsuit in federal court against a corporate defendant. The members of the Ohio Rule 23 Class have been damaged and are entitled to recovery as a result of Defendant’s violations of the Ohio Wage Laws, as well as their common and uniform policies, practices, and procedures. Although the relative damages suffered by individual Ohio Rule 23 Class Members are not de minimis, such damages are small compared to the expense and burden of individual prosecution of this litigation. The individual plaintiff lacks the financial resources to conduct a thorough examination of Defendant’s timekeeping and compensation practices and to prosecute vigorously a lawsuit against Defendant to recover such damages. In addition, class litigation is superior because it will obviate the need for unduly duplicative litigation that might result in inconsistent judgments about Defendant’s practices. 52. Plaintiff and the members of the Ohio Rule 23 Class (“Class Members”) and the FLSA Collective (“Collective Members”) worked for Defendant as AMs. 53. Defendant classified Plaintiff and the Class and Collective Members as exempt workers. 54. Defendant’s policy and practice was that Plaintiff and Class and Collective Members were expected to work more than 40 hours per week. 55. Defendant was aware that Plaintiff and the Class and Collective Members worked more than 40 hours per workweek, yet Defendant failed to pay them an overtime premium for any of the hours worked over 40 in a workweek. 56. Plaintiff and the Class and Collective Members primarily performed non-exempt job duties and should have been paid overtime wages for overtime hours worked. 57. Defendant did not keep accurate records of hours worked by Plaintiff or the Class and Collective Members. That is, although Plaintiff and Class and Collective Members routinely worked more than 40 hours, Defendant did not record all of those hours worked outside of the store. 58. Upon information and belief, Defendant did not properly inquire into whether Plaintiff and AMs were properly classified as exempt from the overtime pay requirements of the FLSA and Ohio Wage Laws. 60. Plaintiff Higgins realleges and incorporates by reference all allegations in all preceding paragraphs. 61. Defendant has engaged in a widespread pattern and practice of violating the FLSA, as described in this Class and Collective Action Complaint. 62. At all relevant times, Plaintiff Higgins and other similarly situated current and former employees 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). 63. At all relevant times, Defendant employed Plaintiff Higgins and the FLSA Collective. 64. The overtime wage provisions set forth in §§ 201 et seq. of the FLSA apply to Defendant. 65. At all relevant times, Defendant has been 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). 66. At all relevant times, Plaintiff Higgins and the FLSA Collective were employees within the meaning of 29 U.S.C. §§ 203(e) and 207(a). 67. Defendant failed to pay Plaintiff Higgins and the FLSA Collective the overtime wages to which they are entitled under the FLSA. 69. Because Defendant’s violations of the FLSA have been willful, a three-year statute of limitations applies, pursuant to 29 U.S.C. § 255. 70. As a result of Defendant’s willful violations of the FLSA, Plaintiff Higgins and all other similarly situated employees have suffered damages by being denied overtime wages in accordance with 29 U.S.C. §§ 201 et seq. 71. As a result of the unlawful acts of Defendant, Plaintiff Higgins and other similarly situated current and former employees have been deprived of overtime compensation and other wages 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. § 216(b). 72. Plaintiff Higgins realleges and incorporates by reference all allegations in all preceding paragraphs. 73. Defendant engaged in a widespread pattern, policy, and practice of violating the Ohio Wage Laws, as detailed in this Class and Collective Action Complaint. 74. At all times relevant, Plaintiff Higgins and the members of the Ohio Rule 23 Class have been employees and Defendant has been an employer within the meaning of the Ohio Wage Laws. 75. Plaintiff Higgins and the members of the Ohio Rule 23 Class are covered by Ohio Wage Laws and accompanying regulations. 76. Defendant employed Plaintiff Higgins and the members of the Ohio Rule 23 Class. 78. Defendant failed to pay Plaintiff Higgins and the members of the Ohio Rule 23 Class overtime for hours worked over 40 in a workweek. 79. Defendant failed to keep, make, preserve, maintain, and furnish accurate records of time worked by Plaintiff Higgins and the members of the Ohio Rule 23 Class. 80. Defendant’s violations of the Ohio Wage Laws have been willful and intentional. 81. Due to Defendant’s violations of the Ohio Wage Laws, Plaintiff Higgins and the members of the Ohio Rule 23 Class are entitled to recover from Defendant their unpaid overtime wages, reasonable attorneys’ fees and costs of the action, penalties, and pre-judgment and post- judgment interest. Fair Labor Standards Act: Overtime Wages (Brought on behalf of Plaintiff Higgins and the FLSA Collective) Ohio Wage Laws: Unpaid Overtime Wages (Brought on Behalf of Plaintiff Higgins and the Ohio Rule 23 Class)

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18. Defendant Interstate Brokers is a “person” as the term is defined by 47 U.S.C. § 153(39). 19. At no point have the Plaintiff sought out or solicited information regarding Defendant Interstate Brokers services or provide them his prior express written consent to receive telemarketing calls. Calls to Plaintiff 20. Plaintiff’s telephone number, 508-XXX-8565, is registered to a cellular telephone service. 21. Plaintiff’s telephone number is used for residential, non-commercial purposes. 23. Plaintiff’s telephone number was on the National Do Not Call Registry for more than 31 days prior to the receipt of the first call advertising Interstate Broker’s goods or services, and was placed on the National Do Not Call Registry in 2008. 24. Plaintiff received several telemarketing calls from Interstate Brokers, including on August 20, 2020, September 16, 21, 25, 28 2020 and October 12, 2020. 25. The calls played a pre-recorded message. 26. The pre-recorded message was substantially the same for each call. 27. On October 12, 2020, the pre-recorded message stated: Good afternoon I hope your day is going well, this is Nicole with Interstate Brokers. Due to recent changes in the structure of Healthcare reform many individuals are qualifying for better coverage with lower monthly premiums. 28. The pre-recorded message invited the call recipient to call 844-790-2700. 29. This is a phone number for the Defendant. 30. The Plaintiff contacted the Defendant and asked for the calls to cease, yet they continued. 31. Other individuals have complained about receiving the same calls referencing the same call back number: "Nicole" left voice messages twice on my phone so far this morning. They went directly to voice mail without ringing. So annoying. Robo-call said to call back at 844-790-2700. See https://800notes.com/Phone.aspx/1-844-790-2700. 33. Plaintiff brings this action on behalf of himself and the following classes (the “Classes”) pursuant to Federal Rule of Civil Procedure 23. 34. Plaintiff proposes the following Class definitions, subject to amendment as appropriate: Pre-Record Class: All persons in the United States who, (1) within four years prior to the commencement of this litigation until the class is certified, (2) received one or more calls on their cellular telephone (3) from or on behalf of the Interstate Brokers, (4) sent using the same, or substantially similar, pre-recorded message used to contact the Plaintiff. National Do Not Call Registry Class: All persons in the United States whose, (1) telephone numbers were on the National Do Not Call Registry for at least 30 days, (2) but received more than one telephone solicitation telemarketing call from or on behalf of the Interstate Brokers, (3) within a 12-month period, (4) from four years prior the filing of the Complaint. 35. The Plaintiff is a member of and will fairly and adequately represent and protect the interests of these Classes as they have no interests that conflict with any of the class members. 36. Excluded from the Classes are counsel, the Defendant, and any entities in which the Defendant has a controlling interest, the Defendant’s agents and employees, any judge to whom this action is assigned, and any member of such judge’s staff and immediate family. 38. This Class Action Complaint seeks injunctive relief and money damages. 39. The Classes as defined above are identifiable through dialer records, other phone records, and phone number databases. 40. Plaintiff do not know the exact number of members in the Classes, but Plaintiff reasonably believes Class members number, at minimum, in the hundreds in each class. 41. The joinder of all Class members is impracticable due to the size and relatively modest value of each individual claim. 42. Additionally, the disposition of the claims in a class action will provide substantial benefit to the parties and the Court in avoiding a multiplicity of identical suits. 43. There are well defined, nearly identical, questions of law and fact affecting all parties. The questions of law and fact, referred to above, involving the class claims predominate over questions which may affect individual Class members. 45. Further, Plaintiff will fairly and adequately represent and protect the interests of the Classes. Plaintiff has no interests which are antagonistic to any member of the Classes. 46. Plaintiff has retained counsel with substantial experience in prosecuting complex litigation and class actions, and especially TCPA class actions. Plaintiff and his counsel are committed to vigorously prosecuting this action on behalf of the other members of the Classes and have the financial resources to do so. 47. Common questions of law and fact predominate over questions affecting only individual class members, and a class action is the superior method for fair and efficient adjudication of the controversy. The only individual question concerns identification of class members, which will be ascertainable from records maintained by Defendant and/or their agents. 48. The likelihood that individual members of the Classes will prosecute separate actions is remote due to the time and expense necessary to prosecute an individual case. 49. Plaintiff incorporates by reference the foregoing allegations as if fully set forth herein. 51. As a result of Defendant’s violations of 47 U.S.C. § 227 et seq., Plaintiff and Robocall Class members are entitled to an award of $500 in statutory damages for each and every violation of the statute, pursuant to 47 U.S.C. § 227(b)(3)(B). 52. The Plaintiff and Robocall Class Members are entitled to an award of treble damages if their actions are found to have been knowing or willful. 53. Plaintiff and Robocall Class members are also entitled to and do seek injunctive relief prohibiting the Defendant from using a pre-recorded voice to make outbound calls in the future, except for emergency purposes. 54. Plaintiff incorporates by reference the foregoing allegations as if fully set forth herein. 55. Defendant violated the TCPA and the Regulations by making, or having its agent make, two or more telemarketing pre-recorded calls within a 12-month period on Defendant’s behalf to Plaintiff and the members of the National Do Not Call Registry Class while those persons’ phone numbers were registered on the National Do Not Call Registry. 56. As a result of Defendant’s violations of 47 U.S.C. § 227 et seq., Plaintiff and National Do Not Call Registry Class members are entitled to an award of up to $500 in statutory damages for each and every violation of the statute, pursuant to 47 U.S.C. § 227(b)(3)(B). 58. Plaintiff and National Do Not Call Registry Class members are also entitled to and do seek injunctive relief prohibiting the Defendant from advertising their goods or services, except for emergency purposes, to any number on the National Do Not Call Registry in the future. Statutory Violations of the Telephone Consumer Protection Act (47 U.S.C. 227, et seq.) on behalf of the Robocall Classes Violation of the Telephone Consumer Protection Act (47 U.S.C. 227, et seq. and 47 C.F.R. §§ 64.1200(d)) on behalf of the National Do Not Call Registry Classes

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16. Plaintiffs re-state, re-allege, and incorporate herein by reference, paragraphs one (1) through fifteen (15) as if set forth fully in this cause of action. 17. This cause of action is brought on behalf of Plaintiffs and the members of a class. 18. The class consists of all persons whom Defendant’s records reflect resided in New York who received telephonic messages from Defendant within one year prior to the date of the within complaint up to the date of the filing of the complaint; (a) the telephone messages were placed without setting forth that the communication was from a debt collector; and (b) without meaningful disclosure of the caller's identity; and (c) the Plaintiffs assert that the telephone messages were in violation of 15 U.S.C. §§ 1692d(6), 1692e, 1692e(10) and 1692e(11). 19. Pursuant to Federal Rule of Civil Procedure 23, a class action is appropriate and preferable in this case because: A. Based on the fact that form telephonic messages are at the heart of this litigation, the class is so numerous that joinder of all members is impracticable. B. There are questions of law and fact common to the class and these questions predominate over any questions affecting only individual class members. The principal question presented by this claim is whether the Defendant violated the FDCPA. C. The only individual issue is the identification of the consumers who received such telephonic messages, (i.e. the class members), a matter capable of ministerial determination from the records of the Defendant. D. The claims of the Plaintiffs are typical of those of the class members. All are based on the same facts and legal theories. -3- E. The Plaintiffs will fairly and adequately represent the class members’ interests. The Plaintiffs have retained counsel experienced in bringing class actions and collection-abuse claims. The Plaintiffs' interests are consistent with those of the members of the class. 20. A class action is superior for the fair and efficient adjudication of the class members’ claims. Congress specifically envisions class actions as a principal means of enforcing the FDCPA. 15 U.S.C. § 1692(k). The members of the class are generally unsophisticated individuals, whose rights will not be vindicated in the absence of a class action. Prosecution of separate actions by individual members of the classes would create the risk of inconsistent or varying adjudications resulting in the establishment of inconsistent or varying standards for the parties and would not be in the interest of judicial economy. 21. If the facts are discovered to be appropriate, the Plaintiffs will seek to certify a class pursuant to Rule 23(b)(3) of the Federal Rules of Civil Procedure. 22. Collection attempts, such as those made by the Defendant are to be evaluated by the objective standard of the hypothetical “least sophisticated consumer.” Violations of the Fair Debt Collection Practices Act 23. The Defendant's actions as set forth above in the within complaint violates the Fair Debt Collection Practices Act. Violations of the Fair Debt Collection Practices Act brought by Plaintiffs on behalf of themselves and the members of a class, as against the Defendant. -2-

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18. The California class may be appropriately maintained as a class action under Rule 23 because all of the prerequisites set forth under Rule 23 are met. 33. Plaintiff reasserts and re-alleges the allegations set forth in Paragraphs 1 through 32 above, excepting those paragraphs that are inconsistent with this cause of action brought pursuant to California law. 34. Home Point Employees are subject to – and entitled to the protection of -- the terms and conditions of the California Labor Code and California Wage Orders, found in the California Code of Regulations, at Title 8, Section 11000, et seq., as amended. OF CALIFORNIA LAW (On Behalf of the California Class Only)

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32. Honor “provides a professional land services to mineral, telecommunication, real estate, utility, solar, wind, and pipeline companies throughout the Appalachian Basin.”2 33. To complete its business objectives, Honor hires personnel, such as Penska, to perform oil and gas land leasing services. 34. Honor considers Penska and the Putative Class Members to be contractors. 35. But Honor does not hire these workers on a project-by-project basis. 37. Many of these individuals worked for Honor on a day rate basis (without overtime pay). 38. These day rate workers make up the proposed Putative Class. 39. For example, Penska worked for Honor as a Senior Right of Way Agent from approximately April 25, 2018 to November 8, 2018 throughout Pennsylvania and West Virginia. 40. As a Senior Right of Way Agent, Penska’s primary job duties include making phone calls to land and mineral rights owners, preparing land leases, submitting documents to his supervisors, and attending meetings. 41. Throughout his employment with Honor, he was classified as an independent contractor and paid on a day rate basis. 42. Penska and the Putative Class Members work for Honor under its day rate pay scheme. 43. For example, Honor paid Penska $350.00 per day he worked. 44. Penska and the Putative Class Members do not receive a salary. 45. If Penska and the Putative Class Members did not work, they did not get paid. 46. Penska and the Putative Class Members receive a day rate. 47. Penska and the Putative Class Members do not receive overtime pay. 48. This is despite the fact that Penska and the Putative Class Members often work more than 12 hours a day, for 5 days a week, for weeks at a time. 49. Although Penska typically worked 5 days a week, for 12 hours a day, he did not receive any overtime pay. 50. Penska and the Putative Class Members received the day rate regardless of the number of hours they worked, and even if they worked more than 40 hours in a workweek. 51. Without the job performed by Penska and the Putative Class Members, Honor would not be able to complete its business objectives. 53. Penska and the Putative Class Members worked in accordance with the schedule set by Honor and/or its clients. 54. Penska and the Putative Class Members cannot subcontract out the work they are assigned by Honor. 55. Penska and the Putative Class Members must follow Honor and/or its clients’ policies and procedures. 56. Penska and the Putative Class Members’ work must adhere to the quality standards put in place by Honor and/or its clients. 57. Penska and the Putative Class Members did not substantially invest in the tools required to complete the overall job to which they were assigned. 58. Penska and the Putative Class Members did not market their services while employed by Honor. 59. Penska and the Putative Class Members worked exclusively for Honor during the relevant period. 60. Penska and the Putative Class Members did not incur operating expenses like rent, payroll, marketing, and/or insurance. 61. Honor and/or its clients set Penska and the Putative Class Members’ work schedule, which prohibited them from working other jobs for other companies while working on jobs for Honor. 62. At all relevant times, Honor and/or its clients maintained control, oversight, and direction of Penska and the Putative Class Members, including, but not limited to, hiring, firing, disciplining, timekeeping, payroll, and other employment practices. 63. Penska’s work schedule is typical of the Putative Class Members. 64. Honor controls Penska and the Putative Class Members’ pay. 66. Penska and the Putative Class Members’ work must adhere to the quality standards put in place by Honor and/or its clients. 67. Penska and the Putative Class Members are not required to possess any unique or specialized skillset (other than that maintained by all other workers in their respective positions) to perform their job duties. 68. Honor knows Penska and the Putative Class Members work for 12 or more hours a day, for 12 days a week. 69. Honor’s records reflect the fact that Penska and the Putative Class Members regularly work far in excess of 40 hours in certain workweeks. 70. Penska and the Putative Class Members do not receive overtime for hours worked in excess of 40 in any of those weeks. 71. Instead, Penska and the Putative Class Members are paid on a day rate basis. 72. Honor controls Penska and the Putative Class Members’ opportunities for profit and loss by dictating the days and hours they work and the rates they are paid. 73. While working for Honor, Honor controlled all the significant or meaningful aspects of the job duties Penska and the Putative Class Members perform. 74. Honor exercises control over the hours and locations Penska and the Putative Class Members work, the tools and equipment they use, and the rates of pay they receive. 75. Even when Penska and the Putative Class Members work away from Honor’s offices without the constant presence of Honor supervisors, Honor still controls significant aspects of their job activities by enforcing mandatory compliance with its (or its clients’) policies and procedures. 77. Honor (and/or its clients) make these large capital investments in buildings, machines, equipment, tools, and supplied the business in which Penska and the Putative Class Members work. 78. Penska and the Putative Class Members do not incur operating expenses like rent, payroll, marketing, and insurance. 79. The daily and weekly activities of Penska and the Putative Class Members are routine and largely governed by standardized plans, procedures, and checklists created by Honor. 80. Honor prohibits Penska and the Putative Class Members from varying their job duties outside of the predetermined parameters and requires Penska and the Putative Class Members to follow Honor’s (or its clients’) policies, procedures, and directives. 81. All of the Putative Class Members are subjected to the same or similar policies and procedures which dictate the day-to-day activities they perform. 82. All of the Putative Class Members work similar hours and are denied overtime as a result of the same illegal pay practice. 83. All of the Putative Class Members work in excess of 40 hours each week. 84. Honor uniformly denies Penska and the Putative Class Members overtime for the hours they work in excess of 40 hours in a single workweek. 85. Penska and the Putative Class Members do not, and have never, received guaranteed weekly compensation irrespective of the day worked (i.e., the only compensation they receive is the day rate they are assigned for all hours worked in a single day or week). 86. Honor’s day rate policy violates the FLSA and PMWA because it deprives Penska and the Putative Class Members of overtime for the hours they work in excess of 40 hours in a single workweek. 88. Honor knew, or showed reckless disregard for whether, the Putative Class Members were not exempt from the FLSA and PMWA’s overtime provisions. 89. Nonetheless, Penska and the Putative Class Members were not paid overtime. 90. Honor knew, or showed reckless disregard for whether, the conduct described in this Complaint violated the FLSA and PMWA. 91. Penska brings this claim as a class and collective action under the FLSA and PMWA. 92. The Putative Class Members were victimized by Honor’s pattern, practice, and/or policy which is in willful violation of the FLSA. 93. Other Putative Class Members worked with Penska and indicated they were paid in the same manner (a day rate with no overtime) and performed similar work. 94. Based on his experiences with Honor, Penska is aware that Honor’s illegal practices were imposed on the Putative Class Members. 95. The Putative Class Members are similarly situated in all relevant respects. 96. The Putative Class Members are blue-collar workers. 97. Even if their precise job duties might vary somewhat, these differences do not matter for the purposes of determining their entitlement to overtime. 98. The illegal day rate policy that Honor imposes on Penska is likewise imposed on all Putative Class Members. PMWA VIOLATIONS 138. Penska brings his claim under the PMWA as a Rule 23 class action. 139. The conduct alleged violates the PMWA. 140. At all relevant times, Honor was subject to the requirements of the PMWA. 141. At all relevant times, Honor employed Penska and the Pennsylvania Class Members as “employees” within the meaning of the PMWA. 142. The PMWA requires employers like Defendants to pay employees at 1.5 times their regular rate of pay for hours worked in excess of 40 in any week. 143. Penska and the Pennsylvania Class Members are entitled to overtime under the PMWA. 144. Honor has and has had a policy and practice of misclassifying Penska and the Day Rate Workers as independent contractors and failing to pay these workers overtime for hours worked in excess of 40 in a workweek. 145. Penska and the Pennsylvania Class Members seek unpaid overtime in amount equal to 1.5 times their regular rates of pay for work performed in excess of 40 in a workweek, prejudgment interest, all available penalty wages, and such other legal and equitable relief as the Court deems just and proper. 146. Penska and the Pennsylvania Class Members also seek recovery of attorneys’ fees, costs, and expenses of this action, to be paid by Honor, as provided by the PMWA.

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19. Plaintiffs Dey and Abesamis seek to bring this suit to recover from Defendants unpaid overtime compensation, minimum wages, and liquidated damages pursuant to the applicable provisions of the FLSA, 29 U.S.C. 216(b), on their own behalves, as well as on behalf of those in the following two collectives: a. Representative Plaintiff Abesamis: Collective A - - Minimum Wage Current and former laundromat employees, who during the applicable FLSA limitations period, performed any work for or on behalf of Defendant Next, and who consent to file a claim to recover damages for minimum wages that are legally due to them (“FLSA Collective A”). b. Representative Plaintiff Dey: Collective B - - Overtime Current and former laundromat employees, who during the applicable FLSA limitations period, performed any work for or on behalf of Defendant Next, and who consent to file a claim to recover damages for overtime wages that are legally due to them (“FLSA Collective B”) (referred to collectively, with FLSA Collective A, as “FLSA Plaintiffs”). 21. At all relevant times herein, Defendants are and have been aware of the requirements to pay Plaintiffs and all FLSA Plaintiffs at an amount equal to the rate of one and one-half times their respective regular rates of pay, or one and one-half times the minimum wage rate, if greater, for all hours worked each workweek above forty, and of the requirement to pay Plaintiff and all FLSA Plaintiffs at least the statutory minimum wage rate for all hours worked, yet they purposefully and willfully chose and choose not to do so. 22. Thus, all 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, and/or at the statutorily-set minimum wage for all hours worked, in violation of the FLSA. 23. In addition, Plaintiff Dey seeks to maintain this action as a class action pursuant to FRCP 23(b)(3), individually, on his own behalf, as well as on behalf of those who are similarly situated who, during the applicable limitations period, were subjected to violations of the NYLL and the NYCCRR. 25. Plaintiff Dey seeks certification of the following FRCP 23 class: Current and former laundromat employees who performed any work for Defendant Next during the statutory period within the State of New York who: (1) did not receive compensation from the Defendants at the legally-required overtime wage rate of pay for each hour worked over forty hours; and/or (2) did not receive at least the statutory minimum wage rate for all hours worked; and/or (3) were not paid an additional hour’s pay at the statutory minimum wage rate on all days where their spread of hours exceeded ten; and/or (4) were not provided with accurate statutorily-required wage statements on each payday pursuant to NYLL § 195(3); and/or (5) were not provided with a wage notice at hire containing specific categories of accurate information pursuant to NYLL § 195(1). Numerosity 26. During the previous six years, the Defendants have, in total, employed at least forty employees that are putative members of this class. Common Questions of Law and/or Fact 29. Plaintiff Dey, as described below, worked the same or similar hours as the Rule 23 Plaintiffs throughout his employment with the Defendants. Defendants did not pay Dey overtime for all hours worked over forty hours in a week, did not pay Dey at least the statutory minimum wage rate for all hours worked, did not pay Dey an additional hour’s pay at the minimum wage rate when his spread of hours exceeded ten, did not furnish Dey with accurate wage statements on each payday, and did not furnish Dey with a wage notice at the time of hire containing specific categories of accurate information, which is substantially similar to how the Defendants paid and treated the Rule 23 Plaintiffs. Dey fully anticipates providing discovery responses and testifying under oath as to all of the matters raised in this Complaint and that will be raised in the Defendants’ Answer. Thus, Dey would properly and adequately represent the current and former employees whom the Defendants have subjected to the treatment alleged herein. Superiority 31. Any lawsuit brought by an employee of the Defendants who worked in any of Defendants’ laundromats/dry cleaners in New York would be identical to a suit brought by any other employee for the same violations. Thus, separate litigation would risk inconsistent results. 32. Accordingly, this means of protecting Rule 23 Plaintiffs’ rights is superior to any other method, and this action is properly maintainable as a class action under FRCP 23(b)(3). 33. Additionally, Plaintiffs’ counsel has substantial experience in this field of law. 34. Defendant Next, as comprised as the three entities described above and at least four other entities not currently named in this Complaint, operates as a single enterprise that provides laundromat / dry cleaning services to its customers throughout New York City and parts of New Jersey. 35. The (at least) four additional unnamed entities that are included within the single Next enterprise are: Next @ Lafayette, Inc.; Next at 1343 2nd Ave, Inc.; Next at 49th & 9th, Inc.; and Next at 801 Amsterdam, Inc. 36. Defendant Next, including the three named entity Defendants and the four unnamed entities described above all: share employees and clients with one another; have the same central cleaning facility in New Jersey; concurrently control labor relations between employees and management; are commonly managed by the same personnel such as Defendants Saifi, Inakavadze, and Berezov, as well as Defendant Saifi’s son Zack Saifi; and are commonly owned and controlled financially. 38. Plaintiff Abesamis worked for Defendants as a bicycle delivery person and store clerk from on or around July 27, 2014 through January 2015 at Defendants’ Next Dry Cleaners brick-and-mortar store located at 808 Columbus Avenue, New York, New York (hereinafter “Columbus Store”). 39. Thereafter, from in or around February 2015 through March 16, 2017, Plaintiff Abesamis worked for Defendants as a “store manager” at the Columbus Store. 40. Throughout his employment, Plaintiff Abesamis’s duties involved, inter alia, delivering laundered or dry cleaned clothing to Defendants’ customers, processing clothing for pickup or delivery, providing customer service to Defendants’ customers, and - - after becoming “store manager” - - performing additional duties such as opening and closing Defendants’ Columbus Store. 41. For the first six months of Plaintiff Abesamis’s employment, Defendants required him to work, and he did in fact work, six days per week, twelve hours per day Mondays through Fridays, and six hours every Sunday, for a total of sixty-six hours per week, without permitting him to take any scheduled or uninterrupted breaks. 43. In or around February 2015, Defendants changed Plaintiff Abesamis’s schedule, requiring him to work, and Abesamis did in fact work, sixty-nine hours per week, consisting of twelve-hour days from Monday through Friday from 7:30 a.m. through 7:30 p.m., and nine hours every Saturday, from 8:30 a.m. through 5:30 p.m., without permitting him to take any scheduled or uninterrupted breaks. 44. For his pay, from approximately February 2015 through approximately June 2016, Defendants paid Plaintiff Abesamis a flat weekly salary of $600.00, which by operation of law was solely meant to compensate him for his first forty hours of work per week, amounting to a straight-time rate of pay of $15.00 per hour. 45. From approximately July 2016 through the end of his employment, Defendants paid Plaintiff Abesamis a flat weekly salary of $650.00, which by operation of law was solely meant to compensate him for his first forty hours of work per week, amounting to a straight-time rate of pay of $16.25 per hour. 46. Throughout his employment, Defendants paid Plaintiff Abesamis nothing for his time worked each week in excess of forty hours. 48. Further, Defendants required Plaintiff Abesamis to work over ten hours for either five or six days per week, virtually all weeks, while failing to pay him an additional hour’s pay at the then-applicable minimum wage rate on every day on which his spread-of-hours exceeded ten. 49. For example, during the week of August 4 through August 10, 2014, Defendants required Plaintiff Abesamis to work, and he did in fact work, over ten hours on six separate days. Nonetheless, despite working over ten hours on each of those days, Defendants failed to pay Abesamis an additional hour’s pay at the then-applicable minimum wage rate for each day. Plaintiff Dey’s Employment 50. Plaintiff Dey worked for Defendants as a bicycle delivery person and store clerk in Defendants’ Columbus Store from on or around July 27, 2014 through March 16, 2017. 51. Throughout his employment, Plaintiff Dey’s duties involved delivering laundered or dry cleaned clothing to Defendants’ customers, and performing various tasks in Defendants’ Columbus Store. 52. For the first six months of Plaintiff Dey’s employment, Defendants required Dey to work, and he did work, a total of thirty hours per week, without permitting him to take any scheduled or uninterrupted breaks, as follows: a. Mondays: 2:00 p.m. through 8:00 p.m.; b. Tuesdays, Wednesdays, and Fridays: 3:00 p.m. through 8:00 p.m.; and c. Saturdays: 8:30 a.m. through 5:30 p.m. 54. In or around February of 2015, Defendants increased Plaintiff Dey’s schedule, requiring him to work, and Dey did in fact work, sixty-six hours per week, consisting of twelve- hour days from Monday through Friday from 8:00 a.m. through 8:00 p.m., and six hours every Sunday, from 10:30 a.m. through 4:30 p.m., without permitting him to take any scheduled or uninterrupted breaks. 55. For his pay, from approximately February 2015 through approximately June 2016, Defendants paid Plaintiff Dey a flat weekly salary of $488.00, which by operation of law was solely meant to compensate him for his first forty hours of work per week, amounting to a straight-time rate of pay of $12.20 per hour. 56. From approximately July 2016 through the end of his employment, Defendants paid Plaintiff Dey a flat weekly salary of $550.00, which by operation of law was solely meant to compensate him for his first forty hours of work per week, amounting to a straight-time rate of pay of $13.75 per hour. 57. Throughout his employment from February 2015 through the end of his employment, Defendants paid Plaintiff Dey nothing for his time worked each week in excess of forty hours. Additionally, from February 2015 through the end of his employment, Defendants paid Dey at a rate below New York’s minimum wage for all hours worked. 59. Further, Defendants required Plaintiff Dey to work over ten hours for five days per week, during virtually all weeks after Dey’s first six months of work, while failing to pay him an additional hour’s pay at the then-applicable minimum wage rate on every day on which his spread-of-hours exceeded ten. 60. For example, during the week of January 11 through January 17, 2016, Defendants required Plaintiff Dey to work, and he did in fact work, over ten hours on five separate days. Nonetheless, despite working over ten hours on each of those days, Defendants failed to pay Dey an additional hour’s pay at the then-applicable minimum wage rate for each day. 61. Defendants paid both Plaintiffs on a weekly basis by check. 62. On each occasion when Defendants paid Plaintiffs, Defendants intentionally failed to provide Plaintiffs with a wage statement that accurately listed, inter alia: their actual hours worked for that week and/or their straight and overtime rates of pay for all hours worked. 63. Defendants also did not provide Plaintiffs with wage notices at the time of their hire that accurately contained, inter alia, Plaintiffs’ rates of pay as designated by Defendants. 64. Defendants treated Plaintiff, FLSA Plaintiffs, and Rule 23 Plaintiffs in the manner described above. 65. Each hour that Plaintiff, FLSA Plaintiffs, and Rule 23 Plaintiffs worked was for Defendants’ benefit. 67. Plaintiffs and FLSA Plaintiffs 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. 68. 29 U.S.C. § 207(a) requires employers to compensate their employees at a rate not less than the greater of one and one-half times their regular rate of pay or one and one-half times the minimum wage, if greater, for all hours worked exceeding forty in a workweek. 69. As described above, Defendants are employers within the meaning of the FLSA while Plaintiffs and FLSA Plaintiffs are employees within the meaning of the FLSA. 70. As also described above, Plaintiffs and FLSA Plaintiffs worked in excess of forty hours per week, yet Defendants failed to compensate Plaintiffs and FLSA Plaintiffs in accordance with the FLSA’s overtime provisions. 71. Defendants willfully violated the FLSA. 72. Plaintiffs and FLSA Plaintiffs are entitled to overtime pay for all hours worked per week in excess of forty at the rate of the greater between one and one-half times their respective regular rates of pay or one and one-half times the minimum wage. 73. Plaintiffs and FLSA Plaintiffs are also entitled to liquidated damages and attorneys’ fees for Defendants’ violations of the FLSA’s overtime provisions. 74. Plaintiff Abesamis and FLSA Plaintiffs 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. 76. As described above, Defendants are employers within the meaning of the FLSA while Plaintiff Abesamis and FLSA Plaintiffs are employees within the meaning of the FLSA. 77. As also described above, Defendants did not compensate Plaintiff Abesamis and FLSA Plaintiffs at the minimum hourly rate required by the FLSA for all hours worked. 78. Defendants willfully violated the FLSA. 79. At the least, Plaintiff Abesamis and FLSA Plaintiffs are entitled to the minimum rate of pay required by the FLSA for all hours worked. 80. Plaintiff Abesamis and FLSA Plaintiffs are also entitled to liquidated damages and attorneys’ fees for Defendants’ violations of the FLSA’s minimum wage provisions. 81. Plaintiffs, Rule 23 Plaintiffs, and any FLSA Plaintiff who opts-into 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. 82. N.Y. Lab. Law § 160 and 12 NYCCRR § 142-2.2 require employers to compensate their employees at a rate not less than the greater between one and one-half times their regular rates of pay, or one and one-half times the minimum wage, for all hours worked exceeding forty in a workweek. 83. As described above, Defendants are employers within the meaning of the NYLL and the NYCCRR, while Plaintiffs, Rule 23 Plaintiffs, and any FLSA Plaintiff who opts-into this action, are employees within the meaning of the NYLL and the NYCCRR. 85. Plaintiffs, Rule 23 Plaintiffs, and any FLSA Plaintiff who opts-into this action, are entitled to overtime pay for all hours worked per week in excess of forty at the rate of one and one-half times the greater of their respective regular rate of pay or one and-one-half times the minimum wage. 86. Plaintiffs, Rule 23 Plaintiffs, and any FLSA Plaintiff who opts-into this action, are also entitled to liquidated damages, interest, and attorneys’ fees for Defendants’ violations of the NYLL’s and the NYCCRR’s overtime provisions. Unpaid Minimum Wages under the FLSA Unpaid Overtime under the NYLL and the NYCCRR Unpaid Overtime under the FLSA

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25. Defendant FortuneBuilders, Inc. is a real estate investing education company. During or before May 2015, in an effort to solicit potential and former customers, FortuneBuilders, Inc. recruited, or employed call centers, to place telephone calls, en masse, to consumers across the country. On information and belief, Defendant and or their agents purchase “leads” containing consumers’ contact information and create electronic databases from which Defendant makes automated calls. 26. In Defendant’s overzealous attempt to market its services, they placed phone calls to consumers who never provided consent to call, and to consumers having no relationship with Defendant. Worse yet, Defendant placed repeated and unwanted calls to consumers whose phone numbers are listed on the National Do Not Call Registry. Consumers place their phone numbers on the Do Not Call Registry for the express purpose of avoiding unwanted telemarketing calls like those alleged here. 27. Defendant knowingly made these telemarketing calls without the prior express written consent of the call recipients, and knowingly continue to call them after requests to stop. As such, Defendant not only invaded the personal privacy of Plaintiff and members of the putative Class, but also intentionally and repeatedly violated the TCPA. 42. Plaintiff has standing to bring this suit on behalf of herself and the members of the class under Article III of the United States Constitution because Plaintiff’s claims state: (a) a valid injury in fact; (b) an injury which is traceable to the conduct of Defendant; and (c) is likely to be redressed by a favorable judicial decision. See Spokeo v. Robins, 578 U.S. __ (2016) at 6; Robins v. Spokeo, 867 F.3d 1108 (9th Cir. 2017) (cert denied. 2018 WL 491554, U.S., Jan. 22 2018); Lujan v. Defenders of Wildlife, 504 U.S. 555, 560 (1992); and Chen v. Allstate Inc. Co., 819 F.3d 1136 (9th Cir. 2016). 43. Plaintiff’s injuries must be both “concrete” and “particularized” in order to satisfy the requirements of Article III of the Constitution. (Id.) 71. Plaintiff re-alleges and incorporates by reference each preceding paragraph as though set forth at length herein. 72. 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. 73. 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 DNC Class)

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10. Defendant contacted or attempted to contact Plaintiff from telephone number (813) 489-9986 confirmed to be Defendant’s number. 11. Defendant’s calls constituted calls that were not for emergency purposes as defined by 47 U.S.C. § 227(b)(1)(A). 19. Plaintiff brings this action individually and on behalf of all others similarly situated, as a member the two proposed classes (hereafter, jointly, “The Classes”). 52. Pursuant to the Seventh Amendment to the Constitution of the United States of America, Plaintiff is entitled to, and demands, a trial by jury. Respectfully Submitted this 29th Day of January, 2020. 8. Beginning in or around September 2017, Defendant contacted Plaintiff on Plaintiff’s cellular telephone number ending in -0106, in an attempt to solicit Plaintiff to purchase Defendant’s services. 9. Defendant used an “automatic telephone dialing system” as defined by 47 U.S.C. § 227(a)(1) to place its call to Plaintiff seeking to solicit its services. Knowing and/or Willful Violations of the Telephone Consumer Protection Act 47 U.S.C. §227(c) • As a result of Defendant’s willful and/or knowing violations of 47 U.S.C. §227(c)(5), Plaintiff and the DNC 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(c)(5). • Any and all other relief that the Court deems just and proper. Negligent Violations of the Telephone Consumer Protection Act 47 U.S.C. §227(b) • As a result of Defendant’s negligent violations of 47 U.S.C. §227(b)(1), Plaintiff and the ATDS Class members are entitled to and request $500 in statutory damages, for each and every violation, pursuant to 47 U.S.C. 227(b)(3)(B). • Any and all other relief that the Court deems just and proper. Negligent Violations of the Telephone Consumer Protection Act 47 U.S.C. §227(c) • As a result of Defendant’s negligent violations of 47 U.S.C. §227(c)(5), Plaintiff and the DNC Class members are entitled to and request $500 in statutory damages, for each and every violation, pursuant to 47 U.S.C. 227(c)(5). • Any and all other relief that the Court deems just and proper.

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13. Plaintiff was employed by Defendants as an exotic dancer at Defendants’ Juliet’s Gentlemen’s Club. 14. Plaintiff’s dates of employment were from approximately March 2016 through about March 2020. 15. While in Defendants’ employ, Plaintiff performed exotic dancer work duties primarily for the benefit of Defendants at Defendants’ Juliet’s Gentlemen’s Club in Erie, Pennsylvania. 16. While in Defendants’ employ, Plaintiff’s exact weekly hours worked varied slightly from week to week. 17. While in Defendants’ employ, Plaintiff typically and customarily worked about 20-30 hours or more per week. 18. At all times, Defendants had knowledge of all hours Plaintiff worked per week and suffered or permitted Plaintiff to work all hours herein alleged. 20. At all times throughout Plaintiff’s employment, Plaintiff and all other exotic dancer employees were employees of Defendants and were never independent contractors. 21. While it is true that Defendants titled or classified Plaintiff and other exotic dancer employees as independent contractors, at all times while working for Defendants, Plaintiff and other exotic dancer employees considered themselves as employees of Defendants and that Defendants were their employers. 22. At all times while Plaintiff was employed by Defendants, Defendants controlled all aspects of Plaintiff’s job duties and the job duties of other exotic dancer employees through strictly enforced employment rules. 23. Defendants hired Plaintiff and other exotic dancer employees and, at all times, had the ability to discipline them, fine them, fire them, and adjust each of their schedules. 24. Defendants, at all times, supervised Plaintiff’s work duties and the work duties of other exotic dancer employees to make sure Plaintiff’s job performance and the job performances of other exotic dancer employees was of sufficient quality. 25. At all times, Plaintiff’s pay and opportunity for wages and the pay and opportunity for wages of other exotic dancer employees have been limited to the pay method set exclusively by Defendants. 26. Defendants controlled all aspects of setting and enforcing the work schedule for Plaintiff and other exotic dancer employees. 28. At no time did Plaintiff or any other exotic dancer employee make a financial investment in Defendants business operation or any equipment belonging to Defendants. 29. To perform the work duties that Plaintiff and other exotic dancer employees performed for Defendants, Plaintiff and other exotic dancer employees did not have or need any required certificate, education, or specialized training. 30. At all times while Plaintiff was been employed by Defendants, Defendants have been in the business of operating a strip club featuring exotic dancers. 31. At all times while Plaintiff was employed by Defendants, Plaintiff’s job duties and the job duties of all other exotic dancer employees wave been directly related to exotic dancing performances for Defendants’ customers. 32. Plaintiff and other exotic dancer employees did not perform work that is exempt from the minimum requirement of the FLSA or Pennsylvania law. 36. The Class and the Class Members are defined as individuals that meet the following definition: 48. In addition to pursuing this action as a Class Action for Federal Rule of Civil Procedure 23, Plaintiff is pursuing this action as an FLSA collective action on behalf of herself and all other similarly situated individuals. 49. The collective action includes: i. Current and former exotic dancer employees who worked as exotic dancers at Juliet’s Gentlemen’s Club at any time between September 2017 and the present; and ii. Who were misclassified by Defendants as independent contractors; and iii. Who were not paid by Defendants for all hours worked at an hourly at least equal to the Federal Minimum wage for all hours worked. 50. In the present case, the questions of law or fact common to the members of the collective action class predominate over any questions affecting only individual collective action class members. 51. The essence of this entire case is the Plaintiff and other similarly situated individuals were improperly classified as independent contractors and were paid less than the FLSA required minimum wage and overtime rate for all hours worked. 53. Specifically, Plaintiff and each collective action class member are seeking the difference between their net-negative regular hourly rates and the FLSA required rate and statutory damages under the FLSA. 54. In the present case, the number of collective action class members is believed to exceed fifty (50) current and former exotic dancer employees. 55. All class members are readily identifiable from information and records, on information and belief, in the possession and control of the Defendants. 56. Plaintiff re-alleges and reasserts each and every allegation set forth in the paragraphs above as if each were set forth herein. 57. Section 206(a)(1) of the FLSA provides that no employer shall employ any employee for an hourly wage of less than the federal minimum wage, currently $7.25 per hour. 58. At all times, Plaintiff and other exotic dancer employees were “employees” covered by the FLSA, 29 U.S.C. § 206(a)(1). 59. At all times, Defendants were Plaintiff’s “employers” and the employers of other exotic dancer employees under the FLSA. 60. Defendants, as employers for Plaintiff and other exotic dancer employees, were obligated to compensate Plaintiff and other exotic dancer employees for all hours worked at an hourly rate not less than the Federal Minimum Wage. 62. More exactly, when the fees and fines that Defendants deducted from Plaintiff’s personal monies and the personal monies of other exotic dancers are factored in, Defendants paid Plaintiff and other exotic dancer employees a net negative regular hourly rate. 63. The net negative hourly rate paid by Defendants to Plaintiff and other exotic dancer employees fell below the applicable Federal Minimum Wage. 64. At all times, Defendants had actual knowledge that Plaintiff and other exotic dancers were in fact employees and were never contractors. 65. At all times, Defendants had actual knowledge that the compensation method and amount that Defendants paid Plaintiff and other exotic dancers was less than the compensation method and amount required by the FLSA. 66. Defendants’ failure to pay compensation to Plaintiff and other exotic dancer employees as required by the FLSA was willful and intentional, and not in good faith. WHEREFORE, Defendants are liable, jointly and severally, to Plaintiff (and all others similarly situated who have joined in this suit) for unpaid minimum wages in such amounts as are proven at trial, plus an equal amount in liquidated damages, interest (both pre- and post- judgment), attorney’s fees, the costs of this action, and any other and further relief this Court deems appropriate. 68. At all relevant times relevant, Defendants employed, and/or continues to employ, Plaintiff and each of the Class Members within the meaning of the PMWA. 69. At relevant times relevant, Defendants have perpetrated a willful policy and practice of improperly classifying Plaintiff and other exotic dancer employees as independent contractors and, consequently, failing to pay these individuals the applicable minimum wage for each hour worked. 70. Pursuant to Defendants’ compensation policies, Defendants improperly classified Plaintiff and other exotic dancer employees as independent contractors rather than pay Plaintiff and other exotic dancer employees the Pennsylvania minimum wage. 71. Defendants have violated and, continues to violate, the PMWA, 43 Pa. C.S.C. § 333.101 et seq. WHEREFORE, Defendants are liable, jointly and severally, to Plaintiff (and all other class members) for unpaid minimum wages in such amounts as are proven at trial, statutory liquidated damages, interest (both pre- and post-judgment), attorney’s fees, the costs of this action, and any other and further relief this Court deems appropriate. 72. Plaintiff re-alleges and reasserts each and every allegation set forth in the paragraphs above as if each were set forth herein. 74. Pursuant to the WPCL, 43 Pa. S. § 260.1 et seq. Plaintiff and all other exotic dancer employees were entitled to receive all compensation due and owing to them on their regular payday. 75. As a result of Defendants’ unlawful policies, Plaintiff and all other exotic dancer employees have been deprived of compensation due and owing. VIOLATION OF THE PENNSYLVANIA WAGE PAYMENT AND COLLECTION LAW (CLASS ACTION) VIOLATION OF THE FEDERAL FAIR LABOR STANDARDS ACT MINIMUM WAGE VIOLATIONS (COLLECTIVE ACTION) VIOLATION OF THE PENNSYLVANIA MINIMUM WAGE ACT MINIMUM WAGE VIOLATIONS (CLASS ACTION)

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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 greeting card manufacturing company that owns and operates www.greetingcarduniverse.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. 24. On multiple occasions, the last occurring in May of 2020, Plaintiff visited Defendant’s website, www.greetingcarduniverse.com, to make a purchase. Despite her efforts, however, Plaintiff was denied a shopping experience similar to that of a sighted individual due to the website’s lack of a variety of features and accommodations, which effectively barred Plaintiff from being able to determine what specific products were offered for sale. 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. 28. The Website also contained a host of broken links, which is a hyperlink to a non- existent or empty webpage. For the visually impaired this is especially paralyzing due to the inability to navigate or otherwise determine where one is on the website once a broken link is encountered. For example, upon coming across a link of interest, Plaintiff was redirected to an error page. However, the screen-reader failed to communicate that the link was broken. As a result, Plaintiff could not get back to her original search. 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 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. 33. 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. 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 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. 43. Common questions of law and fact exist amongst the 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 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 NYCHRL. 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 or NYCHRL by failing to update or remove access barriers on its Website so either can be independently accessible to the Class. 46. 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. 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). 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). 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). 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. 57. 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.” 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). 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). 62. 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. 63. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 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. 68. 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. 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. 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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18. Defendant owns, operates, or otherwise controls several discount department store chains, doing business throughout the United States under the names T.J. Maxx, HomeGoods, and Marshalls. 19. According to Defendant’s most recent 10-K filing for fiscal year ending January 31, 2015, filed with the Securities and Exchange Commission (“10-K”), TJX operates its “business in four major divisions: Marmaxx and HomeGoods . . ., TJX Canada and TJX Europe.” See 10-K at 3. 20. Marmaxx is comprised of T.J. Maxx and Marshalls, which “are collectively the largest off-price retailer in the United States . . .” Id. 21. HomeGoods is described as “the leading off-price retailer of home fashions in the U.S.” Id. 22. According to the 10-K, New York state has the third highest number of stores for Defendant in the United States, containing 71 T.J. Maxx stores, 74 Marshalls stores, and 38 HomeGoods stores. 23. Upon information and belief, many of Defendant’s 183 locations in New York are located within this district. 24. At each of its stores Defendant sells consumer goods, including clothing, shoes, home products and accessories. 26. Defendant promotes this idea by affixing to each product it sells a price tag containing the sale price of the item along with a “Compare At” price which is generally significantly higher than the actual sale price. 27. The “Compare At” price is not explained in any way to the consumers shopping at its stores. 28. Rather, consumers believe that the “Compare At” price is what they would have to pay in order to purchase the item at another retail location. 29. The disparity between the sale price and the significantly higher “Compare At” price is intended to, and does, entice consumers to make a purchase by leading them to believe that they are saving the difference between the two prices. 30. While that is the logical interpretation of the “Compare At” price, that is not how Defendant defines the term internally. 31. At the extreme bottom of each of the T.J. MAXX, HOMEGOODS and MARSHALLS websites, in fine print, and surrounded by several other hyperlinks, Defendant has included a hyperlink entitled “compare at pricing.” 32. Upon information and belief, it is only through this hyperlink that it is disclosed to consumers what Defendant means by the use of “Compare At.” 34. Despite that definition on Defendant’s websites, there is no indication on the price tags and other price advertising that, far from being the price that consumers would pay elsewhere, the “Compare At” price is simply Defendant’s buying staff’s “estimate” of what a “comparable” item “may have” sold for. 35. Nor do Defendant’s price tags or price advertising indicate in any way that, per the online definition, the “Compare At” price may have never been offered by another retailer at any time or location. 36. Defendant’s price tags and other price advertising also do not provide any warning that consumers should conduct their own comparison shopping before relying on Defendant’s “Compare At” prices. 37. Even if a consumer were savvy enough to access Defendant’s websites and locate the “compare at pricing” link before purchasing an item, the “Compare At” definition found there would still not clarify what Defendant’s “Compare At” price actually represents. 39. Indeed, based on Defendant’s amorphous definition of “compare at pricing,” a “comparable” item may have never been offered for sale at the specific “Compare At” price by another retailer at any time. 40. Further, there is no indication whether the comparison was made to the specific item Defendant is offering to the public or just a comparable item. 41. Accordingly, Defendant’s price tags and price advertising which contained “Compare At” prices are untrue, deceptive, and misleading advertising claims. 42. Defendant’s deceptive use of “Compare At” pricing falsely represents to consumers that the “Compare At” price was the price at which the product typically sold in the marketplace, from which Defendants offered a discount. 43. There can be no reason, aside from deception, for Defendant to use the term “Compare At” on its sales tags and advertising, and then provide an amorphous definition for that term in an obscure section of its website without ever disclosing that definition to consumers. 44. Defendant knew, or should have known, that the “Compare At” price contained on its price tags and sales advertising was false and misleading. 53. Plaintiff brings this action as a class action pursuant to Rule 23(a) and Rule 23(b) of the Federal Rules of Civil Procedure. In particular, Plaintiff brings this action on behalf of herself and all members of the following class (the “Class”): All individual consumers who reside in the State of New York who, within the Class Period, purchased one or more items from a TJ MAXX, HOMEGOODS or MARHALLS store with a price tag that contained a “Compare At” price and who have not received a refund or credit for their purchase(s). 54. Plaintiff reserves the right to modify or amend the definition of the Class after having an opportunity to conduct further discovery. 55. Numerosity. Rule 23(a)(1). The members of the Class are so numerous that their individual joinder is impracticable. Plaintiff is informed and believes that the proposed Class contains at least thousands of purchasers of products from T.J. MAXX, HOMEGOODS or MARSHALLS who have been damaged by Defendant’s conduct as alleged herein. 57. Typicality. Rule 23(a)(3). All members of the Class have been subject to and affected by the same conduct by Defendant. The claims alleged herein are based on the same violations by Defendant that harmed Plaintiff and members of the Class. 58. By purchasing items from Defendant during the applicable Class Period, all members of the Class were subjected to the same wrongful conduct. Accordingly, Plaintiff’s claims are typical of the Class’s claims and do not conflict with the interests of any other members of the Class. 59. Defendant’s unlawful, unfair, deceptive, and/or fraudulent actions concern the same business practices described herein irrespective of where they occurred or were experienced. 60. Adequacy. Rule 23(a)(4). Plaintiff will fairly and adequately protect the interests of the members of the Class. Plaintiff has retained counsel experienced in complex consumer class action litigation, and Plaintiff intends to prosecute this action vigorously. Plaintiff has no adverse or antagonistic interests to those of the Class. 62. Predominance and Superiority of Class Action. Rule 23(b)(3). Questions of law or fact common to the Class predominate over any questions affecting only individual members and a class action is superior to other methods for the fast and efficient adjudication of this controversy, for at least the following reasons: a. Absent a class action, members of the Class as a practical matter will be unable to obtain redress, Defendant’s violations of its legal duties will continue without remedy, additional consumers will be harmed, and Defendant will continue to retain its ill-gotten gains; b. It would be a substantial hardship for most individual members of the Class if they were forced to prosecute individual actions; c. When the liability of Defendant has been adjudicated, the Court will be able to determine the claims of all members of the Class; d. A class action will permit an orderly and expeditious administration of each Class member’s claims and foster economies of time, effort, and expense; e. A class action regarding the issues in this case does not create any problems of manageability; and f. Defendant has acted on grounds generally applicable to the members of the Class, making class-wide monetary and equitable relief appropriate. 63. Plaintiff realleges and incorporates the allegations contained in the paragraphs above, as if fully set forth herein. 64. This cause of action is brought pursuant to New York General Business Law §349 (“GBL § 349”), which prohibits deceptive acts or practices in the conduct of any business, trade or commerce or in the furnishing of any service in New York State. 65. The conduct of Defendant alleged herein violates GBL § 349 in that Defendant engaged in the unfair acts and deceptive practices as described herein, by representing comparative prices which were deceptive, false and misleading given that they were inflated, estimated, or fabricated to lead consumers to believe that they were receiving a discounted price. Such conduct is inherently and materially deceptive and misleading in a material respect which was known, or by the exercise of reasonable care, should have been known, to be untrue, deceptive or misleading by Defendant. 66. The materially misleading conduct of Defendant alleged herein was directed at Plaintiff and the Class and the public at large. 67. Defendant’s acts and practices described above are likely to mislead a reasonable consumer acting reasonably under the circumstances. 68. Defendant has willfully and knowingly violated GBL §349 because, in order to increase its own profits, Defendant intentionally engaged in deceptive and false advertising. 70. The “Compare At” prices contained on the price tags of merchandise at T.J. MAXX, HOMEGOODS, and MARSHALLS played a substantial role in Plaintiff’s decision to purchase the products she purchased from Defendant, and Plaintiff would not have purchased those items in the absence of Defendant’s misrepresentations. 71. As a result of Defendant’s conduct in violation of GBL § 349, Plaintiff and the Class have been injured as alleged herein in amounts to be proven at trial. 72. As a result of the Defendant’s false or misleading advertising, Plaintiff and Class Members are entitled to monetary damages, injunctive relief, restitution and disgorgement of all monies obtained by means of Defendants' unlawful conduct, interest, and attorneys' fees and costs. 73. Plaintiff realleges and incorporates the allegations contained in the paragraphs above, as if fully set forth herein. 74. This cause of action is brought pursuant to New York General Business Law §350 (“GBL § 350”), which prohibits false advertising in the conduct of any business, trade or commerce or in the furnishing of any service in this state is hereby declared unlawful. 76. Defendant’s price tags and advertisements contain untrue and materially misleading statements concerning Defendant’s products inasmuch as they misrepresent the true value of the products. 77. The false and misleading advertising of Defendant alleged herein was directed at Plaintiff and the Class and the public at large. 78. Defendant’s “Compare At” pricing and advertising induced the Plaintiff and Class Members to buy Defendant’s products. 79. Plaintiff and the Class Members have been injured inasmuch as they relied upon the “Compare At” pricing on the price tags and advertising and purchased products that they would not have purchased, or paid a higher amount than they would have paid, in the absence of Defendant’s conduct. 80. Had Plaintiff and the Class known that Defendant’s advertising and labeling with regard to “Compare At” pricing was false and misleading, they would not have purchased the products from Defendant. 81. As a result of the Defendant’s conduct alleged herein, Plaintiff and the Class are entitled to damages to be proven at trial. 82. Plaintiff realleges and incorporates the allegations contained in the paragraphs above, as if fully set forth herein. 84. Defendant made the representations herein with the intention of inducing the public, including Plaintiff and the Class, to purchase its products. 85. Defendant intentionally made such misrepresentations by printing “Compare At” prices prominently and conspicuously on its product’s price tag and in its advertising. 86. Defendant knew that its “Compare At” pricing was false and misleading, but nevertheless made such representations through its advertising and product labeling. Defendant did so with the intention and belief that consumers would rely on Defendant’s misrepresentations. 87. Plaintiff and Class members, at the time the representations were made by Defendant, and at the time Defendant took the actions herein alleged, were ignorant of the falsity of the representations and believed them to be true. In reliance on these representations, Plaintiff and the Class were induced to and did pay monies to purchase products from Defendant. 88. Had Plaintiff and the Class known the truth about Defendant’s “Compare At” pricing, they would not have purchased the product. 89. As a proximate result of the fraudulent conduct of Defendant, Plaintiff and the Class paid monies to Defendant, to which Defendant is not entitled, and have been damaged in an amount to be proven at trial. Intentional Misrepresentation Violation of New York General Business Law (N.Y. GBL Law § 350)

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11. In addition, RPI alleges U.S. Bank discovered and knew of numerous loan servicer events of default (“Events of Default”) committed by the loan Servicers or Master Servicers (collectively “Servicers”) under the Governing Agreements, but failed to give notice and cure those Events of Default. U.S. Bank also willfully failed to discharge its fiduciary duty to protect certificateholders’ interests following Events of Default, once again electing to place its own financial self-interest ahead of the interests of certificateholders. 12. The Complaint also alleges that U.S. Bank acted negligently and engaged in willful malfeasance in connection with the conduct referenced above. See ¶¶298, 300, 302, 304, 305, 325. 13. For example, the Complaint catalogs a series of lawsuits regarding specific loans in specific Covered Trusts that informed U.S. Bank that there were numerous defective mortgage loans in the Covered Trusts that breached the Warrantors’ representations and warranties. ¶¶94-101, 103- 104. Moreover, U.S. Bank had visibility into the breaches of representations and warranties, such as misstated income or debt ratios, learned through the bankruptcies of the mortgage loan borrowers and through the due diligence of its own affiliates. ¶¶153-173, 178-180. 15. In defending itself against the Litigation, U.S. Bank has spent and continues to spend an enormous amount on legal expenses, which has been paid from the assets of the Covered Trusts – the investors’ money. As of the filing of this complaint, U.S. Bank has filed an Answer to the Complaint, opposed RPI’s motion for class certification, engaged in a “scorched earth” defense strategy, and filed unmeritorious motions for sanctions against RPI. It has undertaken wholly irrelevant and wasteful discovery, including harassing plaintiff with 117 individual requests for production, many of which are irrelevant or duplicative, serving approximately 110 requests for admission, in blatant violation of Pilot Project rules, and taking irrelevant or duplicative fact and expert depositions, again using investors’ money. 17. Despite the excessive legal expenses racked up in the Litigation, U.S. Bank has not paid or advanced any of its own legal costs and attorney fees, nor has it sought to control its litigation expenses. One might wonder why a litigant would engage in such excessive, expensive and unnecessary litigation tactics. During the course of discovery in the Litigation, the reason became clear – in early 2017, RPI became suspicious that U.S. Bank may have been billing the costs of defending the Litigation to the Covered Trusts. On February 23, 2017, RPI alerted U.S. Bank of these suspicions and demanded that it provide invoices detailing any costs it was billing the Covered Trusts. In a March 3, 2017 letter to RPI’s counsel, U.S. Bank confirmed that it has been improperly “indemnified” for its defense from funds belonging to the Covered Trusts. This means that, through the Covered Trusts’ beneficial ownership structure, RPI and the Class have been paying for U.S. Bank’s defense in the Litigation even though U.S. Bank’s alleged negligence, willful conduct and bad faith is the cause of the Litigation, a perverse result specifically forbidden under the Governing Agreements and the law. The investors have been damaged by U.S. Bank’s wrongdoing in the Litigation and U.S. Bank avoids responsibility for such wrongdoing by defending such misconduct with the funds of the investors it wronged. 19. While the certificateholders are not a party to the Governing Agreements, the Governing Agreements require U.S. Bank to administer the Covered Trusts for the sole benefit of the certificateholders. See, e.g., Ex. B, an exemplar copy of one of the Governing Agreements, the PSA for the BAFC 2007-C Covered Trust (the “BAFC 2007 PSA”), §2.01(a). Thus, as the only intended beneficiaries of the Covered Trusts, they are directly damaged whenever assets or funds are wrongly siphoned from the Covered Trusts’ assets. Accordingly, it is the certificateholders themselves that are funding the defense of U.S. Bank, the party that wronged them, in the Litigation. The Governing Agreements 20. The obligations, duties and rights of U.S. Bank as trustee for the Covered Trusts are expressly delineated in the Covered Trusts’ Governing Agreements, known as Pooling and Servicing Agreements, or PSAs, and documents related thereto. All of the Governing Agreements for the Covered Trusts are substantially similar and are incorporated herein by reference. See, e.g., Ex. B, 36. The members of the Class are so numerous that joinder of all members is impracticable. While the exact number of Class members is unknown to plaintiff at this time and can only be ascertained though appropriate discovery, plaintiff believes that there are at least hundreds of members of the proposed Class. Record owners and other members of the Class may be identified from records maintained by U.S. Bank, The Depository Trust Company or others 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. 37. Plaintiff’s claims are typical of the claims of the members of the Class, as they all acquired RMBS certificates in the Covered Trusts and held the RMBS certificates during the time when U.S. Bank began impermissibly billing the Covered Trusts for its Litigation fees and costs; all the claims are based upon the Governing Agreements substantially in the same form as the BAFC 2007-C PSA; U.S. Bank’s alleged misconduct was substantially the same with respect to all Class members; and all Class members suffered similar harm as a result. Thus, all members of the Class are similarly affected by U.S. Bank’s contractual breaches and common law violations that are alleged herein. 38. Plaintiff will fairly and adequately protect the interests of the members of the Class and has retained counsel competent and experienced in class action and RMBS litigation. 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: (a) whether U.S. Bank is contractually permitted under the Governing Agreements to receive indemnification of any of its legal fees and costs from the Covered Trusts incurred in relation to the Litigation; (b) whether U.S. Bank must seek indemnification from the Warrantors and/or Servicers for legal fees and costs incurred in relation to the Litigation; (c) whether U.S. Bank is permitted to obtain indemnification of legal fees and costs incurred in relation to the Litigation because of willful misconduct, bad faith or negligence in the performance of any of the its duties; (d) whether U.S. Bank’s legal fees and costs incurred in relation to the Litigation were unreasonable; (e) whether U.S. Bank, as trustee, was permitted to bill the Covered Trusts for the Litigation expenses as a principle of trust law; (f) whether U.S. Bank’s conduct in obtaining its legal fees and costs out of the Covered Trusts’ assets is tortious or inequitable; and (g) whether U.S. Bank is entitled to the advancement of its legal fees and costs incurred in relation to the Litigation. 42. Plaintiff repeats and realleges each and every allegation set forth in the preceding paragraphs as if fully set forth herein. 43. As set forth in detail above, the Governing Agreements are contracts setting forth the duties U.S. Bank owed to plaintiff, the Class and the Covered Trusts, along with the conditions and limitations governing U.S. Bank’s right to indemnification or use of Covered Trust funds. U.S. Bank took actions not permitted by the Governing Agreements or by New York law, including, without limitation: (a) using the Covered Trusts’ funds for legal fees and costs U.S. Bank incurred in defending the Litigation because the Governing Agreements and New York law do not permit indemnification of first-party claims or those between indemnitor and indemnitee; (b) using the Covered Trusts’ funds for legal fees and costs incurred in defending against allegations of negligence, bad faith and willful misconduct in the Litigation because the Governing Agreements and New York law prohibit the use of the Covered Trusts’ funds for such purposes; (c) using the Covered Trusts’ funds for unreasonable legal fees and costs incurred in defending itself in the Litigation; and (d) obtaining advancement of its legal fees and costs from the Covered Trusts incurred in relation to the Litigation. 45. Plaintiff and the Class did not receive the benefit of their bargain under the Governing Agreements when U.S. Bank took actions that resulted in the payment of legal fees and costs from the Covered Trusts incurred in defending against allegations of bad faith and willful or negligent misconduct. 46. Furthermore, plaintiff and the Class did not receive the benefit of their bargain under the Governing Agreements when U.S. Bank took actions that resulted in it receiving an advancement of legal fees and costs from the Covered Trusts incurred in relation to the Litigation. 47. Finally, plaintiff and the Class did not receive the benefit of their bargain under the Governing Agreements when U.S. Bank billed unreasonable legal fees and costs to the Covered Trusts. 48. As a result of U.S. Bank’s multiple breaches of the Governing Agreements alleged herein, U.S. Bank is liable to plaintiff, the Class and the Covered Trusts for the damages they suffered as a direct result of U.S. Bank’s actions alleged herein in contravention of the Governing Agreements. 50. Plaintiff repeats and realleges each and every allegation set forth in the preceding paragraphs as if fully set forth herein. 51. U.S. Bank has received a specific benefit from its use of the Covered Trusts’ funds for legal fees and costs at the expense of plaintiff and the Class. 52. As trustee, U.S. Bank had a fiduciary relationship to plaintiff, the Class and the Covered Trusts, and U.S. Bank was aware of that relationship. 53. In light of the egregious use of the Covered Trusts’ funds to finance the defense of the Litigation, restitution is necessary because equity and good conscience cannot permit U.S. Bank to retain the legal fees and costs. 54. Plaintiff repeats and realleges each and every allegation set forth in the preceding paragraphs as if fully set forth herein. 55. As described above, U.S. Bank’s administration of the Covered Trusts and the funds therein must only be for the benefit of the certificateholders unless provided for by the Governing Agreements. 56. By using the Covered Trusts’ funds for unlawful and unreasonable legal fees and costs, U.S. Bank has wrongfully converted the Covered Trusts’ funds belonging to plaintiff and the Class. 58. At no point did plaintiff or Class members consent to U.S. Bank’s use of the Covered Trusts’ funds for defending itself in the Litigation. 59. U.S. Bank’s conduct was gross, willful and wanton, and at the least was undertaken with reckless disregard of plaintiff’s rights, and therefore warrants the imposition of punitive damages. 60. Plaintiff repeats and realleges each and every allegation set forth in the preceding paragraphs as if fully set forth herein. 61. Under the common law, U.S. Bank had a duty to plaintiff and the Class to only seek indemnification of permitted legal fees and costs incurred for the benefit of the Covered Trusts. 62. As a result of U.S. Bank’s actions in relation to allegations in the Litigation, U.S. Bank is not entitled to indemnity. 63. U.S. Bank breached its duty of trust owed to plaintiff and the Class by advancing its own interests at the expense of plaintiff and the Class, because it is being sued in the Litigation in its capacity as trustee for failing to protect the interests of plaintiff and the Class but billing the Covered Trusts for its defense. Accordingly, the legal fees and expenses incurred in defending itself in the Litigation are for the exclusive benefit of U.S. Bank and not for the benefit of the Covered Trusts. 64. In addition, U.S. Bank breached its duty of trust owed to plaintiff and the Class by seeking unreasonable legal fees and expenses from the Covered Trusts’ assets. 66. As a result of U.S. Bank’s breach of its duty of trust, unpermitted legal fees and costs were billed to and paid from the Covered Trusts’ assets, causing the plaintiff and Class damages. 67. U.S. Bank’s conduct was gross, willful and wanton, and at the least was undertaken with reckless disregard of plaintiff’s rights, and therefore warrants the imposition of punitive damages. 68. Plaintiff repeats and realleges each and every allegation set forth in the preceding paragraphs as if fully set forth herein. 69. As an RMBS trustee, U.S. Bank had, and continues to have, a fiduciary relationship with and duty to certificateholders regarding the assets of the Covered Trusts in which certificateholders have a beneficial interest. 70. The funds held in the Covered Trusts are entrusted to U.S. Bank’s administration and oversight. 71. U.S. Bank’s fiduciary duty and control of entrusted funds impose a burden of accounting. 72. Plaintiff and the Class require an accounting of the legal fees and costs paid for using the Covered Trusts’ assets to determine the amount improperly taken. 73. U.S. Bank has declined to provide such an accounting upon plaintiff’s request. 75. A valid and justiciable controversy exists between plaintiff and U.S. Bank regarding U.S. Bank’s right to indemnification from the Covered Trusts for legal fees and costs U.S. Bank incurred in defending the Litigation. Plaintiff contends, and U.S. Bank denies, that U.S. Bank is not entitled to indemnification from the Covered Trusts for any loss, liability or expense associated with the Litigation, because the Governing Agreements and New York law prohibit: (a) indemnification of first-party claims or those between indemnitor and indemnitee; (b) the use of the Covered Trusts’ funds for legal fees and costs incurred in defending against allegations of negligence, bad faith and willful misconduct; (c) using the Covered Trusts’ funds for the unreasonable legal fees and costs incurred in defending itself in the Litigation; and (d) obtaining advancement of U.S. Bank’s legal fees and costs from the Covered Trusts incurred in relation to the Litigation. 9. RPI is the plaintiff in the Litigation currently proceeding against U.S. Bank. In that case, RPI alleges that U.S. Bank failed to fulfill its duties as trustee of the Covered Trusts and thereby damaged RPI and the class of RMBS certificateholders. The operative complaint in the Litigation (the “Complaint”) is found at Dkt. No. 2 of the Litigation and incorporated by reference herein. RPI has also filed a supplemental complaint (“Supplement”) (Dkt. No. 242), which alleges that U.S. Bank failed to fulfil its contractual obligations to certificateholders by failing to pursue claims on behalf of Covered Trusts impacted by the Lehman Brothers bankruptcy.2 Breach of Contract Breach of Trust Conversion Declaratory Judgment Regarding U.S. Bank’s Right to Indemnification from the Covered Trusts for Legal Fees and Costs Incurred in Defending the Litigation Equitable Accounting Unjust Enrichment

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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 beauty products retailer that owns and operates www.thefaceshopny.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 NYCHRL VIOLATIONS OF THE ADA, 42 U.S.C. § 12181 et seq.

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15. Defendant, a large national bank, services millions of credit card accounts for consumers throughout the United States. 16. Defendant calls consumers at the various telephone numbers that it associates with these accounts. It places these calls with equipment that has the capacity to store or produce telephone numbers using random or sequential number generators and to dial such numbers, en masse. 17. Defendant places many of these calls without having prior express consent from the call recipients to do so. Not surprisingly, consumers complain. 18. On information and belief, Defendant also uses skip tracing, number trapping and other methods to acquire additional phone numbers to contact. As these numbers are not obtained directly from the call recipients, Defendant does not obtain prior express consent to make calls to them. 19. Defendant knowingly places telephone calls to cell phone numbers without the prior express consent of the call recipients, and knowingly continues to have such calls placed after receiving requests to stop. As such, Defendant not only invaded the personal privacy of Plaintiff and members of the putative Class, but also intentionally and repeatedly violated the TCPA. 21. Plaintiff does not owe Defendant any money and there is no reason for Defendant to call him. 22. Plaintiff never gave Defendant his cellular telephone number ending in 7814, the number called. Plaintiff did not give Defendant prior express consent to call his cellular telephone with the use of an autodialer and/or an artificial voice or prerecorded message pursuant to 47 U.S.C. § 227 (b)(1)(A). 23. On information and belief Defendant obtained Plaintiff’s cellular telephone number from a third party. Defendant did not receive that number from Plaintiff. 24. Defendant called Plaintiff’s cellular telephone with a prerecorded or artificial voice and left multiple automated voicemails asking for Plaintiff’s mother. 25. From October 26, 2015 to December 4, 2015, Defendant called Plaintiff’s cellular telephone and left at least eleven times and left approximately five automated voicemails apparently intended for Plaintiff’s mother. 26. From December 28, 2015 to February 4, 2016, Defendant called Plaintiff’s cellular telephone no less than forty-four times. 27. Notwithstanding the fact that Plaintiff did not provide Defendant with his 7814 cellular number at any time, Defendant, or their agents, have called Plaintiff on his cellular telephone 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” as prohibited by 47 U.S.C. § 227 (b)(1)(A). This ATDS has the capacity to store or produce telephone numbers to be called, using a random or sequential number generator. 28. Such calls were by prerecorded or artificial voice, for the most part from 866- 546-0677, 866-408-4070 and 866-740-4298. 30. These telephone calls constituted calls that were not for emergency purposes as defined by 47 U.S.C. § 227(b)(1)(A)(i). 31. These telephone calls by Defendant and/or their agents violated 47 U.S.C. § 227(b)(1). 32. Under the TCPA and pursuant to the FCC’s January, 2008 Declaratory Ruling, the burden is on Defendant to demonstrate that Plaintiff provided prior express consent within the meaning of the statute. 33. At all relevant times, Defendant knew it was using an automatic telephone dialing system and an artificial or prerecorded voice, knew it was placing calls to Plaintiff’s cellular telephone number, and knew it was doing so without his prior express consent. 35. Numerosity: The exact size of the Class is unknown and not available to Plaintiff at this time, but it is clear that individual joinder is impracticable. On information and belief, Defendant placed telephone calls to hundreds or thousands of individuals that fit into the definition of the Class. Members of the Class can be easily identified through Defendant’s own records. 36. Commonality and Predominance: There are many questions of law and fact common to the claims of Plaintiff and the Class, and those questions predominate over any questions that may affect individual Class members. Common questions for the Class include, but are not necessarily limited to, the following: (a) Whether Defendant systematically placed telephone calls to consumers without their prior express consent; (b) Whether Defendant’s calls were made to consumers’ cellular telephones utilizing an automatic telephone dialing system or with an artificial or prerecorded voice; (c) Whether Defendant’s conduct violated the TCPA and; (d) Whether Plaintiff and the Class members are entitled to treble damages based on the willfulness of Defendant’s conduct. 37. Typicality: Plaintiff’s claims are typical of the claims of the Class members. Plaintiff and the Class members sustained damages as a result of Defendant’s uniform wrongful conduct toward them. 38. Adequate Representation: Plaintiff will fairly and adequately represent and protect the interests of the Class members and has retained counsel competent and experienced in complex class actions. Plaintiff has no interests antagonistic to those of the Class members, and Defendant has no defenses unique to Plaintiff. 40. Superiority: This case is also appropriate for class certification because class proceedings are superior to all other available methods for the fair and efficient adjudication of this controversy given that joinder of all parties is impracticable. The damages suffered by the individual Class members will likely be relatively small, especially given the burden and expense of individual prosecution of the complex litigation necessitated by Defendant’s actions. Thus, it would be virtually impossible for the individual Class members to obtain effective relief from Defendant’s misconduct. Even if the Class members could sustain such individual litigation, it would still not be preferable to a class action, because individual litigation would increase the delay and expense to all parties due to the complex legal and factual controversies presented in this Complaint. By contrast, a class action presents far fewer management difficulties and provides the benefits of single adjudication, economy of scale, and comprehensive supervision by a single court. Economies of time, effort, and expense will be fostered and uniformity of decisions will be ensured. 41. Plaintiff incorporates by reference all of the preceding paragraphs of this Complaint as though fully stated herein. 42. The foregoing acts and omissions of Defendant 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. 44. Plaintiff and the Class are entitled to and seek injunctive relief prohibiting such conduct in the future. 45. Plaintiff and Class members are entitled to an award of attorneys’ fees and costs. KNOWING AND/OR WILLFUL VIOLATION OF THE TELEPHONE CONSUMER PROTECTION ACT 47 U.S.C. § 227 ET SEQ. NEGLIGENT VIOLATION OF THE TELEPHONE CONSUMER PROTECTION ACT 47 U.S.C. § 227 ET SEQ. (PLAINTIFF AND THE CLASS)

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(FLSA Overtime Violations) (Ohio Class) (Ohio Overtime Violations) 11. Plaintiff, the Potential Opt-Ins who may join this case pursuant to 29 U.S.C. § 216(b), and all members of the Ohio Class are current or former non-exempt employees of Case: 2:18-cv-00493-ALM-KAJ Doc #: 1 Filed: 05/17/18 Page: 2 of 9 PAGEID #: 2 3 Defendant who were paid on an hourly basis and not paid overtime compensation for all hours worked in excess of forty (40) in certain workweeks. 12. Plaintiff, the Potential Opt-Ins who may join this case pursuant to 29 U.S.C. § 216(b), and the members of the Ohio Class frequently worked more than forty (40) hours in a single workweek, many times in excess of ten per week, entitling them to overtime compensation under the FLSA and Ohio wage-and-hour statutes. Defendant’s Failure to Pay Overtime Compensation 13. The FLSA, and Ohio law required Defendant to pay overtime compensation to its home healthcare workers including Plaintiff, the Potential Opt-Ins and the Ohio Class. 14. Defendant unlawfully failed to pay all overtime compensation due to its home healthcare workers including Plaintiff, the Potential Opt-Ins and the Ohio Class. 15. Specifically, and among other things, Defendant failed to pay Plaintiff, the Potential Opt-Ins and the Ohio Class any compensation for the time spent traveling during the work day, in violation of the Department of Labor’s continuous workday rule. 16. Defendant knew, or showed reckless disregard for whether, Plaintiff, the Potential Opt-Ins, and the Ohio Class was entitled to overtime pay under state and/or federal law. 17. Plaintiff incorporates by reference the foregoing allegations as if fully rewritten herein. 18. Plaintiff brings this case as an FLSA “collective action” pursuant to 29 U.S.C. § 216(b), which provides that “[a]n action to recover the liability” prescribed by the FLSA “may be maintained against any employer … by any one or more employees for and on behalf of himself or themselves and other employees similarly situated.” Case: 2:18-cv-00493-ALM-KAJ Doc #: 1 Filed: 05/17/18 Page: 3 of 9 PAGEID #: 3 4 19. The Potential Opt-Ins who are “similarly situated” to Plaintiff with respect to Defendant’s FLSA violations consist of: All present and former home healthcare employees of Defendant during the period beginning three years preceding the filing of this Complaint to the present, who were not paid overtime compensation for all hours worked in excess of forty (40) in one workweek. 20. Such persons are “similarly situated” with respect to Defendant’s FLSA violations in that all were non-exempt employees of Defendant, all were subjected to and injured by Defendant’s unlawful practice of failing to pay overtime compensation for hours worked in excess of forty (40) in one workweek, and all have the same claims against Defendant for unpaid overtime compensation as well as for liquidated damages, attorneys’ fees, and costs. 21. Conditional certification of this case as a collective action pursuant to 29 U.S.C. § 216(b) is proper and necessary so that such persons may be sent a Court-authorized notice informing them of the pendency of this action and giving them the opportunity to “opt in.” 22. Plaintiff cannot yet state the exact number of similarly-situated persons but avers, upon information and belief, that they consist of over 40 persons. Such persons are readily identifiable through the payroll records Defendant has maintained, and was required to maintain, pursuant to the FLSA and Ohio law. 29 U.S.C. § 211(c) & 29 C.F.R. § 215.2; Ohio Const. art. II, § 34a. Case: 2:18-cv-00493-ALM-KAJ Doc #: 1 Filed: 05/17/18 Page: 4 of 9 PAGEID #: 4 5 23. Plaintiff incorporates by reference the foregoing allegations as if fully rewritten herein. 24. Plaintiff also brings this case as a class action pursuant to Fed. R. Civ. P. 23 on behalf of themselves and other members of a class of persons who assert claims under the laws of the State of Ohio (the “Ohio Class”), defined as: All present and former home healthcare employees of Defendant who were not paid overtime compensation for all hours worked in excess of forty (40) in one workweek during the period beginning two years preceding the filing of this litigation to the present. 25. The Ohio Class is so numerous that joinder of all class members is impracticable. Plaintiff cannot yet state the exact number of class members but avers, upon information and belief, that it consists of over 40 persons. The number of class members as well as their identities are ascertainable from the payroll records Defendant has maintained, and was required to maintain, pursuant to the FLSA and Ohio law. 29 U.S.C. § 211(c) & 29 C.F.R. § 215.2; Ohio Const. art. II, § 34a. 26. There are questions of law or fact common to the Ohio Class, including but not limited to: Whether Defendant failed to pay Plaintiff and other class members all overtime pay due to them, including, but not limited to, all travel time required to be paid pursuant to the continuous work day rule? Whether Defendant kept adequate records of the hours worked by Plaintiff and the other class members? 27. Plaintiff’s claims are typical of the claims of other members of the Ohio Class. Plaintiff’s claims arise out of the same uniform course of conduct by Defendant, and are based on the same legal theories, as the claims of other class members. Case: 2:18-cv-00493-ALM-KAJ Doc #: 1 Filed: 05/17/18 Page: 5 of 9 PAGEID #: 5 6 28. Plaintiff will fairly and adequately protect the interests of the Ohio Class. Plaintiff’s interests are not antagonistic to, but rather are in unison with, the interests of other class members. Plaintiff’s counsel has broad experience in handling class action litigation, including wage-and-hour litigation, and is fully qualified to prosecute the claims of the Ohio Class in this case. 29. The questions of law or fact that are common to the Ohio Class predominate over any questions affecting only individual members. The primary questions that will determine Defendant’s liability to the class, listed above, are common to the class as a whole, and predominate over any questions affecting only individual class members. 30. A class action is superior to other available methods for the fair and efficient adjudication of this controversy. Requiring class members to pursue their claims individually would entail a host of separate suits, with concomitant duplication of costs, attorneys’ fees, and demands on court resources. Many class members’ claims are sufficiently small that they would be reluctant to incur the substantial cost, expense, and risk of pursuing their claims individually. Certification of this case as a class action pursuant to Fed. R. Civ. P. 23 will enable the issues to be adjudicated for all class members with the efficiencies of class litigation. 31. Plaintiff incorporates by reference the foregoing allegations as if fully rewritten herein. 32. Plaintiff brings this claim for violation of the FLSA’s overtime provisions on behalf of herself and the Potential Opt-Ins who may join this case pursuant to 29 U.S.C. § 216(b). Plaintiff’s written consent to becoming a party to this action pursuant to § 216(b) is being filed with the Court as an exhibit to this Complaint. Case: 2:18-cv-00493-ALM-KAJ Doc #: 1 Filed: 05/17/18 Page: 6 of 9 PAGEID #: 6 7 33. Plaintiff and the Potential Opt-Ins should have been paid overtime compensation at the rate of one-half times their “regular rate” for all hours worked in excess of forty hours per workweek. 34. Defendant failed to pay all overtime compensation due to Plaintiff and the Potential Opt-Ins for certain workweeks. 35. Specifically, among other things, Defendant failed to pay Plaintiff and the Potential Opt-Ins for all time traveling in violation of the Department of Labor’s continuous work day rule. 36. By engaging in that practice, Defendant willfully violated the FLSA and regulations thereunder that have the force and effect of law. 37. As a result of Defendant’s violations of the FLSA, Plaintiff and the Potential Opt- Ins were injured in that they did not receive overtime compensation due to them pursuant to the FLSA. 29 U.S.C. § 216(b) entitles them to an award of “unpaid overtime compensation” as well as “an additional equal amount as liquidated damages.” Section 216(b) further provides that “[t]he court … shall, in addition to any judgment awarded to the plaintiff or plaintiffs, allow a reasonable attorney's fee to be paid by the defendant, and costs of the action.” 38. Plaintiff incorporates by reference the foregoing allegations as if fully rewritten herein. 39. Plaintiff brings this claim for violation of the Ohio overtime compensation statute, Ohio Rev. Code Ann. § 4111.03, on behalf of herself, the Potential Opt-Ins who may join this case pursuant to 29 U.S.C. § 216(b), and all members of the Ohio Class for which certification is sought pursuant to Fed. R. Civ. P. 23. Case: 2:18-cv-00493-ALM-KAJ Doc #: 1 Filed: 05/17/18 Page: 7 of 9 PAGEID #: 7 8 40. At all times relevant, Defendant was an employer covered by the Ohio overtime compensation statute, Ohio Rev. Code Ann. § 4111.03. 41. Defendant violated the Ohio overtime compensation statute, Ohio Rev. Code Ann. § 4111.03, by failing to pay all overtime compensation to its home healthcare workers including Plaintiff, the Potential Opt-Ins and the Ohio Class. 42. Specifically, among other things, Defendant failed to pay Plaintiff and the Potential Opt-Ins for all time traveling in violation of the Department of Labor’s continuous work day rule. 43. Defendant’s violations of Ohio Rev. Code Ann. § 4111.03 injured Plaintiff, the Potential Opt-Ins, and the Ohio Class members in that they did not receive overtime compensation due to them pursuant to that statute. 44. Ohio Rev. Code Ann. § 4111.10(A) provides that Defendant, having violated § 4111.03, is “liable to the employee[s] affected for the full amount of the overtime wage rate, less any amount actually paid to the employee[s] by the employer, and for costs and reasonable attorney’s fees as may be allowed by the court.” Non-Exempt Employees’

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CP0149 0607 ILLINOIS CHANGES - ARTIFICIALLY GENERATED ELECTRICAL CURRENT DATA COMPROMISE LIABILITY NETWORK SECURITY LIABILITY ELECTRONIC MEDIA LIABILITY DATA COMPROMISE RESPONSE EXPENSES Sublimits Per Occurrence Forensic IT Review: $ Legal Review: $ Public Relations: $ Regulatory Fines and Penalties (Not applicable in KS): $ PCI Fines and Penalties: $

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1. written demand for monetary damages or other civil non-monetary relief commenced by the receipt of such demand; 1. Covered Property Covered Property means the following: We will pay for loss directly resulting from a. Money orders, including counterfeit money orders, of any United States or Canadian post office, express company or national or state (or Canadian) chartered bank that are not paid upon presentation; and b. Counterfeit United States or Canadian paper currency. 1. discrimination against a 'third party" based upon age, gender, race, color, national origin, religion, creed, marital status, sexual orientation or preference, pregnancy, disability, HIV or other health status, Vietnam Era Veteran or other military status, or other protected status established under federal, state or local law; or 2. sexual harassment or other harassment of a 'third party", including unwelcome sexual advances, requests for sexual favors or other conduct of a sexual nature. III. The following exclusion is added to SECTION III 2. Covered Causes of Loss Covered Causes of Loss acceptance of Covered Property in exchange for merchandise, services, during the regular business. 2. civil proceeding, including an arbitration or other alternative dispute resolution proceeding, commenced by the service of a complaint, filing of a demand for arbitration, or similar pleading; or Form SS 09 701214 3. formal administrative or regulatory proceeding commenced by the filing of a notice of charges, formal investigative order or similar document; by or on behalf of a 'third party". 'Third party claim" also means a written request to the "insureds" to toll or waive a statute of limitations regarding a potential 'third party claim" as described above. Such "claim" shall be commenced by the receipt of such request. 'Third party wrongful act" means: INSUREDS DURING THE POLICY PERIOD AND WHICH HAS BEEN REPORTED TO US IN ACCORDANCE WITH THE APPLICABLE NOTICE PROVISIONS. COVERAGE IS SUBJECT TO THE INSURED'S PAYMENT OF THE APPLICABLE DEDUCTIBLE. PAYMENTS OF CLAIM EXPENSES ARE SUBJECT TO, AND REDUCE, THE ORDERS COVERAGE PRACTICES LIABILITY This endorsement modifies insurance provided under the following: EMPLOYMENT PRACTICES LIABILITY COVERAGE FORM I. SECTION I - INSURING AGREEMENT of this Coverage Part is amended to include the following: Third Party Liability We shall pay "loss" on behalf of the "insureds" resulting from a 'third party claim" first made against the "insureds" during the "policy period" or the Extended Reporting Period, if applicable, for a "third party wrongful act" by the "insureds." II. SECTION II - DEFINITIONS of this Coverage Part is amended in the following manner: A. The definition of "claim" is amended to include the following: "Claim" also means any 'third party claim." B. The definition of "wrongful act" is amended to include the following: 'Wrongful act" also means any actual or alleged "third party wrongful act". C. The following definitions are added: 'Third party" means any natural person who is a customer, vendor, service provider or other business invitee of an "insured entity". 'Third party" shall not include "employees". 'Third party claim" means any:

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15. Plaintiff re-avers and re-alleges Paragraphs 1 through 14 above, as though fully set forth herein. 16. This case is brought as a collective action pursuant to 29 U.S.C. §216(b) inasmuch as, upon information and belief, Defendants have employed numerous other employees, similarly situated to the Plaintiff, who have not been paid overtime for work performed in excess of 40 hours during the time period commencing three years prior to the filing of this Complaint through the date on which this Complaint was filed. 17. 29 U.S.C. §207(a)(1) states, inter alia, that “if an employer employs an employee for more than 40 hours in any work week, the employer must compensate the employee for hours in excess of 40 at the rate of at least one and one and half times the employee’s regular rate...” 19. Further, upon information and belief, Defendant has employed other individuals during the subject time period, and each of these individuals was not paid a full and proper overtime wage as required by federal law, and Plaintiff reserves the right to add additional persons to this action plaintiffs, and to move this Court for certification of a collective action. 20. Plaintiff re-avers and re-alleges Paragraphs 1 through 14 above, as though fully set forth herein. 21. Defendant has failed to pay Plaintiff, and all similarly situated individuals a minimum wage as required by federal law, for one or more weeks of work for the Defendants in this case. FEDERAL MINIMUM WAGE VIOLATIONS FEDERAL OVERTIME WAGE LAW VIOLATIONS

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10. On March 19, 2019, Business Health Solutions received the unsolicited fax advertisement attached as Exhibit B on its facsimile machine. 11. On April 1, 2019, Business Health Solutions received the unsolicited fax advertisement attached as Exhibit C on its facsimile machine. 12. On May 1, 2019, Business Health Solutions received the unsolicited fax advertisement attached as Exhibit D on its facsimile machine. 13. On June 3, 2019, Business Health Solutions received the unsolicited fax advertisement attached as Exhibit E on its facsimile machine. 14. The header on Exhibits A-E refers to Ferndale Urgent Care, an affiliate of Plaintiff. However, the receiving facsimile number shown on the header of Exhibits A-E is that of Plaintiff, Business Health Solutions. 15. Discovery may reveal the transmission of additional faxes as well. 16. Salus Medical is responsible for sending or causing the sending of the fax. 17. Salus Medical as the entity whose products or services were advertised in the fax, derived economic benefit from the sending of the fax. 19. Plaintiff had no prior relationship with Defendant and had not authorized the sending of fax advertisements to Plaintiff. 20. On information and belief, the fax attached hereto was sent as part of a mass broadcasting of faxes. 21. On information and belief, Defendant has transmitted similar unsolicited fax advertisements to at least 40 other persons in Michigan. 22. There is no reasonable means for Plaintiff or other recipients of Defendant’s unsolicited advertising fax to avoid receiving illegal faxes. Fax machines must be left on and ready to receive the urgent communications authorized by their owners. 23. Plaintiff incorporates ¶¶ 1-22. 24. The TCPA makes unlawful 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)(C). 26. Plaintiff and each class member suffered damages as a result of receipt of the unsolicited faxes, in the form of paper and ink or toner consumed as a result. Furthermore, Plaintiff’s statutory right of privacy was invaded. 27. Plaintiff and each class member is entitled to statutory damages. 28. Defendant violated the TCPA even if its actions were only negligent. 29. Defendant should be enjoined from committing similar violations in the future. 31. The class is so numerous that joinder of all members is impractical. Plaintiff alleges on information and belief that there are more than 40 members of the class. 32. There are questions of law and fact common to the class that predominate over any questions affecting only individual class members. The predominant common questions include: a. Whether Defendant engaged in a pattern of sending unsolicited fax advertisements; b. The manner in which Defendant compiled or obtained its list of fax numbers; c. Whether Defendant thereby violated the TCPA. 33. Plaintiff will fairly and adequately protect the interests of the class. Plaintiff has retained counsel experienced in handling class actions and claims involving unlawful business practices. Neither Plaintiff nor Plaintiff's counsel have any interests which might cause them not to vigorously pursue this action. 34. Plaintiff’s claims are typical of the claims of the class members. All are based on the same factual and legal theories. 9. On March 4, 2019, Business Health Solutions received the unsolicited fax advertisement attached as Exhibit A on its facsimile machine.

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17. Shortly after Plaintiff obtained a new cellular telephone number— (251) 301-XXXX—Defendant began placing calls to it. 18. In an attempt to contact a third party unknown to Plaintiff for the purpose of attempting to collect a debt in default, Defendant placed numerous calls to cellular telephone number (251) 301-XXXX—a number for which Plaintiff is the subscriber and customary user. 20. Upon information and good faith belief, Defendant’s records will show additional calls that it made to Plaintiff’s cellular telephone number with an automatic telephone dialing system or an artificial or prerecorded voice. 21. Defendant placed its calls to Plaintiff’s cellular telephone number from (603) 570-4414—a telephone number assigned to Defendant. 22. Defendant placed all of the above-referenced calls in an effort to contact and collect a debt allegedly owed by a third party named “Deborah,” who was unknown to Plaintiff. 23. On at least one occasion, Plaintiff answered a call from Defendant on her cellular telephone and, after a delay, was greeted by a representative asking to speak with someone named “Deborah.” 24. During the call, Plaintiff told the representative that Defendant was calling the wrong number, and requested that Defendant stop calling her cellular telephone. 25. Upon information and good faith belief, and in light of the frequency, number, nature, and character of the calls, Defendant placed its calls to Plaintiff’s cellular telephone number by using an automatic telephone dialing system. 28. Plaintiff does not have, nor had, any business relationship with Defendant. 29. Plaintiff did not provide Defendant with her cellular telephone number. 30. Plaintiff did not give Defendant prior express consent to place calls to her cellular telephone number by using an automatic telephone dialing system. 31. Upon information and good faith belief, Defendant placed its calls to Plaintiff’s cellular telephone number for non-emergency purposes. 32. Upon information and good faith belief, Defendant placed its calls to Plaintiff’s cellular telephone number voluntarily. 33. Upon information and good faith belief, Defendant placed its calls to Plaintiff’s cellular telephone number under its own free will. 34. Upon information and good faith belief, Defendant had knowledge that it was using an automatic telephone dialing system to place calls to Plaintiff’s cellular telephone number. 36. Upon information and good faith belief, Defendant maintains business records that show all calls it placed to Plaintiff’s cellular telephone number. 37. Plaintiff suffered actual harm as a result Defendant’s calls in that she suffered an invasion of privacy, an intrusion into her life, and a private nuisance. 38. As well, Defendant’s calls at issue depleted or consumed, directly or indirectly, cellular telephone minutes for which Plaintiff paid a third party. 39. Moreover, Defendant’s calls at issue unnecessarily tied up Plaintiff’s cellular telephone line. 40. Upon information and good faith belief, Defendant, as a matter of pattern and practice, uses an automatic telephone dialing system to place calls to telephone numbers assigned to a cellular telephone service. 42. Excluded from the classes 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. 43. The proposed classes satisfy Rule 23(a)(1) because, upon information and belief, they are so numerous that joinder of all members is impracticable. 44. The exact number of class members is unknown to Plaintiff at this time and can only be ascertained through appropriate discovery. 45. The members of the classes are ascertainable because the classes are defined by reference to objective criteria. 47. There exists a well-defined community of interest in the questions of law and fact that affect the members of the classes. 48. Plaintiff’s claims are typical of the claims of the members of the classes. 49. As it did for all members of the classes, Defendant used an automatic telephone dialing system to place calls to Plaintiff’s cellular telephone number, without prior express consent, and in violation of 47 U.S.C. § 227. 50. Further, like all members of the proposed Debt Collection Class, Plaintiff received telephone calls from Defendant in connection with the collection of a consumer debt that she did not owe. 51. Plaintiff’s claims, and the claims of the members of the classes, originate from the same conduct, practice, and procedure on the part of Defendant. 52. Plaintiff’s claims are based on the same theory as are the claims of the members of the classes. 53. Plaintiff suffered the same injuries as each of the members of the classes. 54. Plaintiff will fairly and adequately protect the interests of the members of the classes. 56. Plaintiff will vigorously pursue the claims of the members of the classes. 57. Plaintiff has retained counsel experienced and competent in class action litigation. 58. Plaintiff’s counsel will vigorously pursue this matter. 59. Plaintiff’s counsel will assert, protect, and otherwise represent the members of the classes. 60. Questions of law and fact common to the members of the classes predominate over questions that may affect individual class members. 62. A class action is superior to all other available methods for the fair and efficient adjudication of this matter. 63. If brought and prosecuted individually, the claims of the members of the classes would require proof of the same material and substantive facts. 64. The pursuit of separate actions by individual members of the classes would, as a practical matter, be dispositive of the interests of other members of the classes, and could substantially impair or impede their ability to protect their interests. 65. The pursuit of separate actions by individual members of the classes could create a risk of inconsistent or varying adjudications, which might establish incompatible standards of conduct for Defendant. 66. These varying adjudications and incompatible standards of conduct, in connection with presentation of the same essential facts, proof, and legal theories, could also create and allow the existence of inconsistent and incompatible rights within the classes. 68. The pursuit of Plaintiff’s claims, and the claims of the members of the classes, in one forum will achieve efficiency and promote judicial economy. 69. There will be little difficulty in the management of this action as a class action. 70. Defendant has acted or refused to act on grounds generally applicable to the members of the classes, making final declaratory or injunctive relief appropriate. Count I Violation of 47 U.S.C. § 227(b)(1)(A)(iii) 71. Plaintiff repeats and re-alleges each and every factual allegation included in paragraphs 1 through 70. 72. Defendant violated 47 U.S.C. § 227(b)(1)(A)(iii) by using an automatic telephone dialing system or an artificial or prerecorded voice to make and/or place non-emergency calls to Plaintiff’s cellular telephone number, absent prior express consent. 74. Plaintiff repeats and re-alleges each and every factual allegation included in paragraphs 1 through 70. 75. Defendant violated 15 U.S.C. § 1692d by engaging in conduct the natural consequence of which is to harass, oppress, or abuse Plaintiff in connection with the collection of consumer debts.

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5.1 Plaintiff Armstrong brings this claim on behalf of the following classes, pursuant to Fed. R. Civ. P. 23(a) and 23(b)(3). 7.1 Plaintiff Armstrong repeats, reiterates, and incorporates the allegations contained in the paragraphs above herein with the same force and effect as if the same were set forth at length herein. Violations of the Fair Debt Collection Practices Act 15 U.S.C §1692e, et seq.

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37. This action is brought as a class action. Plaintiff brings this action on behalf of himself and on behalf of all other persons similarly situated pursuant to Rule 23 of the Federal Rules of Civil Procedure. 38. The identities of all class members are readily ascertainable from the records of Central Credit Services LLC and those business and governmental entities on whose behalf it attempts to collect debts. 39. Excluded from the Plaintiff's Class is the Defendant and all officers, members, partners, managers, directors, and employees of Central Credit Services LLC, and all of their respective immediate families, and legal counsel for all parties to this action and all members of their immediate families. 40. There are questions of law and fact common to the Plaintiff's Class, which common issues predominate over any issues involving only individual class members. The principal issues are whether the Defendant's communications with the Plaintiff, such as the above stated claims, violate provisions of the Fair Debt Collection Practices Act. 41. The Plaintiff's claims are typical of the class members, as all are based upon the same facts and legal theories. 42. The Plaintiff will fairly and adequately protect the interests of the Plaintiff's 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. -7- 43. 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's Class defined above is so numerous that joinder of all members would be impractical. (b) Common Questions Predominate: Common questions of law and fact exist as to all members of the Plaintiff's Class and those questions predominate over any questions or issues involving only individual class members. The principal issues are whether the Defendant's communications with the Plaintiff, such as the above stated claims, violate provisions of the Fair Debt Collection Practices Act. (c) Typicality: The Plaintiff's claims are typical of the claims of the class members. Plaintiff and all members of the Plaintiff's Class defined in this complaint have claims arising out of the Defendant's 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 has 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. -8- (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. Certification of a class under Rule 23(b)(l)(A) of the Federal Rules of Civil Procedure is appropriate because adjudications with respect to individual members create a risk of inconsistent or varying adjudications which could establish incompatible standards of conduct for Defendant who, on information and belief, collects debts throughout the United States of America. 44. Certification of a class under Rule 23(b)(2) of the Federal Rules of Civil Procedure is also appropriate in that a determination that the above stated claims, violate provisions of the Fair Debt Collection Practices Act, and is tantamount to declaratory relief and any monetary relief under the FDCPA would be merely incidental to that determination. 45. 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 Plaintiff's 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. -9- 46. Further, Defendant has acted, or failed to act, on grounds generally applicable to the Rule (b)(l)(A) and (b)(2) Class, thereby making appropriate final injunctive relief with respect to the Class as a whole. 47. Depending on the outcome of further investigation and discovery, Plaintiff may, at the time of class certification motion, seek to certify one or more classes only as to particular issues pursuant to Fed. R. Civ. P. 23(c)(4). 48. Plaintiff repeats, reiterates, and incorporates the allegations contained in paragraphs numbered one (1) through forty seven (47) herein with the same force and effect is if the same were set forth at length herein. 49. This cause of action is brought on behalf of Plaintiff and the members of a class. 50. The class involves all individuals whom Defendant's records reflect resided in the State of New York and who were sent a collection letter in substantially the same form letter as the letter sent to the Plaintiff on or about June 2, 2017; and (a) the collection letter was sent to a consumer seeking payment of a personal debt; and (b) the collection letter was not returned by the postal service as undelivered; and (c) the Plaintiff asserts that the letter contained violations of 15 U.S.C. §§ 1692e, 1692e(2), 1692e(10), 1692g and 1692g(a)(1) for failing to clearly state the amount of the debt which is due and owing, by implying that a payment sooner rather than later will be more economical for the consumer and by employing false, deceptive and misleading representations in connection with the collection of a debt. -10- Violations of the Fair Debt Collection Practices Act 51. The Defendant's actions as set forth above in the within complaint violates the Fair Debt Collection Practices Act. 52. Because the Defendant violated the Fair Debt Collection Practices Act, the Plaintiff and the members of the class are entitled to damages in accordance with the Fair Debt Collection Practices Act. WHEREFORE, Plaintiff, respectfully requests preliminary and permanent injunctive relief, and that this Court enter judgment in Plaintiff's favor and against the Defendant and award damages as follows: (a) Statutory damages provided under the FDCPA, 15 U.S.C. § 1692(k); (b) Attorney fees, litigation expenses and costs incurred in bringing this action; and (c) Any other relief that this Court deems appropriate and just under the circumstances. Dated: Brooklyn, New York September 28, 2017 /s/ Maxim Maximov_____ Maxim Maximov, Esq. Attorneys for the Plaintiff Maxim Maximov, LLP 1701 Avenue P Brooklyn, New York 11229 Office: (718) 395-3459 Facsimile: (718) 408-9570 E-mail: [email protected] Plaintiff requests trial by jury on all issues so triable. /s/ Maxim Maximov_____ Maxim Maximov, Esq. Violations of the Fair Debt Collection Practices Act brought by Plaintiff on behalf of himself and the members of a class, as against the Defendant.

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32. On November 19, 2019, CenturyLink sent Plaintiffs an email confirming that Plaintiffs’ PII had been stored on the Database and was subject to the Security Flaw. 33. On information and belief, one or more third-parties accessed and stole Plaintiffs’ PII stored on the Database as a direct result of the Security Flaw. On information and belief, that third-party (or those third-parties), used Plaintiffs’ stolen PII for a variety of malicious purposes. The specific bases for that belief are set forth below. 9 34. Plaintiffs each have an email account furnished by CenturyLink, and those email accounts are linked to other accounts at various websites. As such, by obtaining access to Plaintiffs’ CenturyLink email accounts, third-parties were able to obtain access to Plaintiffs’ other online accounts. For example: a. The login information for Plaintiff Patricia Masales’s LifeLock12 account was changed, such that she is unable to access it; b. A third-party logged into Plaintiff Patricia Masales’s Facebook account by resetting her password via her CenturyLink email account; c. A third-party logged into Plaintiff Patricia Masales’s Amazon account and changed the associated email address to another email address that has no connection to Plaintiff Masales; and d. Plaintiff Patricia Masales received several other emails stating that she opened various online accounts that she never personally opened. 35. In addition, Plaintiffs have been unable to access their online CenturyLink billing account for several months, and have been unable to pay their CenturyLink bills online. 36. Plaintiffs have also received “phishing” emails which seek to obtain additional PII from Plaintiffs through deceptive means. These “phishing” emails are particularly advanced because they contain personalized information which makes them almost indistinguishable from legitimate emails. 37. All of the foregoing unusual and unauthorized activity relative Plaintiffs’ various online accounts has a common denominator: their CenturyLink email and billing accounts. Moreover, Plaintiffs do not use public Wi-Fi and both utilize data protection software on all of their electronic devices, which further supports the conclusion that this unusual and unauthorized activity emanated from the PII stolen from the Database as a result of the Security Flaw. 12 LifeLock is a service that allows individuals to monitor unusual activity with their PII and helps protect them from identity theft. 10 38. As a result of this unusual and unauthorized activity, Plaintiffs took and continue to take measures that they otherwise would not have taken to ensure that their identities are not stolen and that her accounts are not compromised. For example, Plaintiff Patricia Masales has been required to place secondary control measures on several of her accounts to ensure that she does not lose access once again. As a direct and proximate result of Defendants’ actions and inactions, Plaintiffs have incurred, and will continue to incur, costs and expenses in the form of the time they spent, and will continue to spend, dealing with the theft of her PII. 39. As a direct and proximate result of Defendants’ conduct, Plaintiffs have also been placed at an imminent, immediate, and continuing increased risk of harm from fraud and identity theft because their CenturyLink email accounts contain messages with even more sensitive PII (such as credit card numbers, financial information, tax information, etc.). 40. In addition, Plaintiffs have suffered anxiety and emotional distress as a direct and proximate result of Defendants’ failures to keep her PII secure. 41. Plaintiffs were further harmed by Defendants’ failure to timely inform them of the Security Flaw, as it allowed malicious third-parties to continue to utilize their stolen PII for nefarious means for over a month. Indeed, the login information for Plaintiff Patricia Masales’s Facebook and Amazon accounts was changed within the last few days. Plaintiff Patricia Masales could, and would, have taken proactive steps to prevent this authorized access entirely had she been aware of the Security Flaw sooner. 42. Class Definition: Plaintiffs bring this action pursuant to Fed. R. Civ. P. 23, on behalf of a nationwide class of similarly situated individuals and entities (the “Class”), defined as follows: 11 All individuals and entities whose PII was obtained from the Database as a result of the Security Flaw. Excluded from the Class are: (1) Defendants, Defendants’ agents, subsidiaries, parents, successors, predecessors, and any entity in which Defendants or its parents have a controlling interest, and those entities’ current and former employees, officers, and directors; (2) the Judge to whom this case is assigned and the Judge’s immediate family; (3) any person who executes and files a timely request for exclusion from the Class; (4) any persons who have had their claims in this matter finally adjudicated and/or otherwise released; and (5) the legal representatives, successors and assigns of any such excluded person. 43. Numerosity and Ascertainability: Upon information and belief, the Class is comprised of hundreds of thousands of individuals and entities,13 and is so numerous that joinder of all members is impracticable. While the exact number of Class members is presently unknown and can only be ascertained through discovery, Class members can be identified through Defendants’ records or by other means. 44. Commonality and Predominance: There are several questions of law and fact common to the claims of the Plaintiffs and members of the Class which predominate over any individual issues, including: a. Whether Defendants adequately protected Plaintiffs’ and Class members’ 48. Plaintiffs repeat and re-allege the allegations of paragraphs 1-47 with the same force and effect as though fully set forth herein. 13 49. Defendants knew, or should have known, of the risks inherent in collecting and storing Plaintiffs’ and Class members’ PII and the importance of adequate security. Defendants were well aware of numerous, well-publicized data breaches that exposed the personal and financial information of individuals. 5.2(B), et seq.; PP. the South Carolina Unfair Trade Practices Act, SC Code 1976, §§ 39-5-10, et seq.; QQ. the South Dakota Deceptive Trade Practices and Consumer Protection Act, SDCL § 37-24-1, et seq.; RR. the Tennessee Consumer Protection Act, T.C.A. § 47-18-101, et seq.; SS. the Texas Deceptive Trade Practices-Consumer Protection Act, V.T.C.A., Bus. & C. § 17.41, et seq.; TT. the Utah Consumer Sales Practices Act, UT ST § 13-11-1, et seq.; UU. the Vermont Consumer Fraud Act, 9 V.S.A. § 2451, et seq.; VV. the Virginia Consumer Protection Act of 1977, VA ST § 59.1-196, et seq.; WW. the Washington Consumer Protection Act, RCWA 19.86.010, et seq.; XX. the West Virginia Consumer Credit And Protection Act, W.Va.Code § 46A-1-101, et seq.; YY. the Wisconsin Deceptive Trade Practices Act, WIS.STAT. § 100, et seq.; and ZZ. the Wyoming Consumer Protection Act, WY ST § 40-12-101, et seq. 19 50. Defendants had a common law duty to prevent foreseeable harm to those whose PII they were entrusted. This duty existed because Plaintiffs and Class members were the foreseeable and probable victims of the failure of Defendants to adopt, implement, and maintain reasonable security measures so that Plaintiffs’ and Class members’ PII would not be accessible in an unsecured online Database which was not password-protected. 51. Defendants each had a special relationship with Plaintiffs and Class members. Defendants were entrusted with Plaintiffs’ and Class members’ PII, and Defendants were in a position to protect that PII from public exposure. 52. Defendants’ duties also arose under section 5 of the Federal Trade Commission Act (“FTC Act”), 15 U.S.C. § 45, which prohibits “unfair…practices in or affecting commerce,” including, as interpreted and enforced by the FTC, the unfair practice of failing to use reasonable measures to protect individuals’ PII. Various FTC publications and data security breach orders further form the basis for Defendants’ duties. 53. Defendants’ duties also arose pursuant to state laws, which require, inter alia, companies to implement and maintain reasonable security measures to protect consumers’ personal and financial information and promptly notify individuals of any breach. See e.g., Ohio Rev. Code § 1349.19B(2); Del. Code Ann. tit. 6, § 12B-102; N.Y. Gen. Bus. Law § 899-aa; Tex. Bus. & C § 521.053; 815 ILCS 530/10(b). 14 54. Defendants each had a duty to exercise reasonable care in obtaining, retaining, securing, safeguarding, deleting, and protecting Plaintiffs’ and Class members’ personal and financial information in their possession so that the personal and financial information would not come within the possession, access, or control of unauthorized persons. 55. More specifically, Defendants’ duties included, inter alia, the duty to: a. Adopt, implement, and maintain policies, procedures, and security measures for protecting PII, including policies, procedures, and security measures to ensure that PII is not accessible online in unsecured storage servers and are password-protected; b. Adopt, implement, and maintain reasonable policies and procedures to prevent the sharing of individuals’ PII with entities that failed to adopt, implement, and maintain policies, procedures, and security measures to ensure that the documents are not accessible online in unsecured storage servers and are password-protected; c. Adopt, implement, and maintain reasonable policies and procedures to ensure that they are sharing individuals’ PII only with entities that have adopted, implemented, and maintained policies, procedures, and security measures to ensure that the documents are not accessible online in unsecured storage servers and are password-protected; d. Properly train their employees to protect individuals’ PII; and e. Adopt, implement, and maintain processes to quickly detect data breaches and/or security flaws, and to promptly act on warnings about data breaches and/or security flaws. 56. Defendants breached the foregoing duties to exercise reasonable care in obtaining, retaining, securing, safeguarding, deleting, and protecting Plaintiffs’ and Class members’ PII so that their PII would not come within the possession, access, or control of unauthorized persons. 57. Defendants acted with reckless disregard for the security of Plaintiffs’ and Class members’ PII because Defendants knew or should have known that their data security practices were not adequate to safeguard the PII that they collected and stored, and because Defendants failed to promptly detect the Security Flaw. 15 58. As a result of Defendants’ conduct, Plaintiffs and Class members have suffered, and will continue to suffer, actual damages including, but not limited to, expenses and/or time spent on credit monitoring; time spent scrutinizing bank statements, credit card statements, and credit reports; time spent initiating fraud alerts and rectifying unauthorized access to their various other accounts; and increased risk of future harm. Further, Plaintiffs and Class members have suffered, and will continue to suffer, other forms of injury and/or harm including, but not limited to, anxiety, emotional distress, loss of privacy, and other economic and non-economic losses. 59. Defendants also had an affirmative duty to notify Plaintiffs and Class members in the most expedient time possible the Security Flaw if it was, or is reasonably believed to have been, exploited by an unauthorized person to acquire PII, so that Plaintiff and Class members could take appropriate and timely measures to mitigate damages, protect against adverse consequences, and thwart future incidences of identity theft. See e.g., Ohio Rev. Code § 1349.19B(2); Del. Code Ann. tit. 6, § 12B-102; N.Y. Gen. Bus. Law § 899-aa; Tex. Bus. & C § 521.053; 815 ILCS 530/10(b). 60. Defendants breached their duty to timely inform Plaintiffs and Class members of the Security Flaw because they became aware of the Security Flaw on September 15, 2019, but did not inform Plaintiffs and Class members of the Security Flaw until approximately November 19, 2019. 61. As a result of Defendants’ failure to provide timely notification to Plaintiffs and Class members of the Security Flaw, Defendants prevented Plaintiffs and Class members from taking timely and proactive steps to secure their financial data, bank accounts, and other accounts 16 where their personal and financial information could be used for fraudulent purposes, including identity theft. 62. Plaintiffs repeat and re-allege the allegations of paragraphs 1-47 with the same force and effect as though fully set forth herein. 63. Plaintiffs bring this Count individually, and on behalf of the Class for violations of the respective statutory consumer protection laws, as follows: A. the Alabama Deceptive Trade Practices Act, Ala.Code 1975, § 8–19–1, et seq.; B. the Alaska Unfair Trade Practices and Consumer Protection Act, AS § 45.50.471, et seq.; C. the Arizona Consumer Fraud Act, A.R.S §§ 44-1521, et seq.; D. the Arkansas Deceptive Trade Practices Act, Ark.Code §§ 4-88-101, et seq.; E. the California Unfair Competition Law, Cal.Bus. & Prof. Code §§17200, et seq. and 17500 et seq.; F. the California Consumers Legal Remedies Act, Civil Code §§1750, et seq.; G. the Colorado Consumer Protection Act, C.R.S.A. §6-1-101, et seq.; H. the Connecticut Unfair Trade Practices Act, C.G.S.A. § 42-110a, et seq.; I. the Delaware Consumer Fraud Act, 6 Del. C. § 2511, et seq.; J. the D.C. Consumer Protection Procedures Act, DC Code § 28-3901, et seq.; K. the Florida Deceptive and Unfair Trade Practices Act, FSA § 501.201, et seq.; L. the Georgia Fair Business Practices Act, OCGA § 10-1-390, et seq.; M. the Hawaii Unfair Competition Law, H.R.S. § 480-1, et seq.; 17 N. the Idaho Consumer Protection Act, I.C. § 48-601, et seq.; O. the Ohio Consumer Fraud and Deceptive Business Practices Act, 815 ILCS 501/1 et seq.; P. the Indiana Deceptive Consumer Sales Act, IN ST § 24-5-0.5-2, et seq.; Q. The Iowa Private Right of Action for Consumer Frauds Act, Iowa Code Ann. § 714H.1, et seq.; R. the Kansas Consumer Protection Act, K.S.A. § 50-623, et seq.; S. the Kentucky Consumer Protection Act, KRS 367.110, et seq.; T. the Louisiana Unfair Trade Practices and Consumer Protection Law, LSA- R.S. 51:1401, et seq.; U. the Maine Unfair Trade Practices Act, 5 M.R.S.A. § 205-A, et seq.; V. the Maryland Consumer Protection Act, MD Code, Commercial Law, § 13-301, et seq.; W. the Massachusetts Regulation of Business Practices for Consumers Protection Act, M.G.L.A. 93A, et seq.; X. the Michigan Consumer Protection Act, M.C.L.A. 445.901, et seq.; Y. the Minnesota Prevention of Consumer Fraud Act, Minn. Stat. § 325F.68, et seq.; Z. the Mississippi Consumer Protection Act, Miss. Code Ann. § 75-24-1, et seq.; AA. the Missouri Merchandising Practices Act, V.A.M.S. § 407.010, et seq.; BB. the Montana Unfair Trade Practices and Consumer Protection Act of 1973, Mont. Code Ann. § 30-14-101, et seq.; CC. the Nebraska Consumer Protection Act, Neb.Rev.St. §§ 59-1601, et seq.; DD. the Nevada Deceptive Trade Practices Act, N.R.S. 41.600, et seq.; EE. the New Hampshire Regulation of Business Practices for Consumer Protection, N.H.Rev.Stat. § 358-A:1, et seq.; FF. the New Jersey Consumer Fraud Act, N.J.S.A. 56:8, et seq.; GG. the New Mexico Unfair Practices Act, N.M.S.A. §§ 57-12-1, et seq.; 18 HH. the New York Consumer Protection from Deceptive Acts and Practices, N.Y. GBL (McKinney) § 349, et seq.; II. the North Carolina Unfair and Deceptive Trade Practices Act, N.C. Gen Stat. § 75-1.1, et seq.; JJ. the North Dakota Consumer Fraud Act, N.D. Cent.Code Chapter 51-15, et seq.; KK. the Ohio Consumer Sales Practices Act, R.C. 1345.01, et seq.; LL. the Oklahoma Consumer Protection Act, 15 O.S.2001, §§ 751, et seq.; MM. the Oregon Unlawful Trade Practices Act, ORS 646.605, et seq.; NN. the Pennsylvania Unfair Trade Practices and Consumer Protection Law, 73 P.S. § 201-1, et seq.; OO. the Rhode Island Deceptive Trade Practices Act, G.L.1956 § 6-13.1- 64. Defendants engaged in unfair and deceptive acts or practices when they accepted and stored Plaintiffs’ and Class members’ PII and then failed to adopt, implement, and maintain reasonable measures to protect that PII. 65. Defendants represented to Plaintiffs and Class members that their PII would be safeguarded from access by unauthorized individuals, and that they would inform Plaintiffs and Class members of any threats to the security of their PII. 66. For example, on its website, CenturyLink represents that it “takes immense precautions in monitoring, preventing, and identifying fraudulent behavior related to its website,”14 states that “when malicious activity is detected on your account, we provide web and email (when available) notifications for your protection,”15 and markets a variety of data security products.16 CenturyLink also states that when it shares PII with other companies, it “require[s] these companies to use our information only for the purposes we specify and to keep it safe and confidential.” In addition, CenturyLink’s privacy policy states that: “Only CenturyLink employees, agents, service providers and other businesses we work and share information with and who have a legitimate business purpose are authorized to access customer information. This access is strictly defined (often involving password controlled access and other security controls) and subject to policies and contracts requiring confidential treatment of the information…We use secure technologies to transfer sensitive information and comply with a variety of industry standards, and federal and state laws regarding the protection of customer information.”17 14 CenturyLink, Online Security, available at: https://www.centurylink.com/aboutus/legal/online-security.html. 15 CenturyLink, CenturyLink Consumer Internet Protection Program, available at: https://www.centurylink.com/home/support/internetprotection/. 16 See,e.g., CenturyLink, Enhanced Cybersecurity Services, available at: https://www.centurylink.com/business/resources/product-finder.html#security; CenturyLink, Cloud Security, available at: https://www.centurylink.com/business/security/cloud.html; CenturyLink, Email Security, available at: https://www.centurylink.com/business/security/email-security.html. 17 CenturyLink, Complete Privacy Policy, available at: https://www.centurylink.com/aboutus/legal/privacy- 20 CenturyLink’s privacy policy also states that “We have security measures in place to protect against [unauthorized] access.”18 67. Similarly, MongoDB’s website states that it “has been independently audited and confirmed to meet compliance standards for data security,”19 is “dedicated to making every effort to protect customer data, including continually improving security processes and controls,” 20 and is “committed to delivering the highest levels of standards conformance and regulatory compliance as part of our ongoing mission to address the most demanding security and privacy requirements of our customers.”21 MongoDB’s website also states that it is “committed to protecting the privacy of your data stored in our products and services,” and that “access is restricted tightly and monitored using both logical controls and management processes.”22 Finally, MongoDB’s privacy policy states as follows: “Once we have received your information, we use a variety of industry-standard security technologies and procedures to help protect your personal data from unauthorized access, use, or disclosure. We also require you to enter a password to access your account information.”23 68. For the reasons set forth above, the foregoing representations were false. 69. Defendants intended for Plaintiffs and the members of the Class to rely upon their misrepresentations and omissions, and Plaintiffs and Class members did, in fact, rely upon these misrepresentations and omissions. 70. Had Plaintiffs and Class members known that Defendants did not have adequate measures in place to protect their PII, they would not have entrusted their PII to Defendants policy/privacy-policy-complete.html. 18 Id. 19 MongoDB, Security, available at: https://www.mongodb.com/cloud/atlas/security. 20 MongoDB, Trust Center, available at: https://www.mongodb.com/cloud/trust. 21 MongoDB, Trust Center, available at: https://www.mongodb.com/cloud/trust. 22 MongoDB, Trust Center, available at: https://www.mongodb.com/cloud/trust. 23 MongoDB, Privacy Policy, available at: https://www.mongodb.com/legal/privacy-policy. 21 and/or would have required Defendants to adopt, implement, and maintain adequate security measures, including measures to ensure the information would not be provided to third parties that did not have adequate measures in place, before providing their PII. 71. The above-described deceptive and unfair acts and practices were used or employed in the conduct of trade or commerce. 72. The above-described deceptive and unfair acts offend public policy and cause substantial injury to consumers. 73. Defendants’ conduct implicates consumer protection concerns as their data security practices affect the public generally. 74. As a result of Defendants’ conduct, Plaintiffs and Class members have suffered, and will continue to suffer, actual damages including, but not limited to, expenses and/or time spent on credit monitoring; time spent scrutinizing bank statements, credit card statements, and credit reports; time spent initiating fraud alerts and rectifying unauthorized access to their various other accounts; and increased risk of future harm. Further, Plaintiffs and Class members have suffered, and will continue to suffer, other forms of injury and/or harm including, but not limited to, anxiety, emotional distress, loss of privacy, and other economic and non-economic losses. 75. Plaintiffs and Class members have suffered damages as a direct and proximate result of Defendants’ unfair and unconscionable commercial practices. These substantial injuries outweigh any benefit to consumers or competition that may result from Defendants’ unfair practices. 22 Negligence Violation of the Consumer Fraud and Deceptive Trade Practices Acts of the Various States and District of Columbia

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22. Defendants allege Plaintiff owes $851.83 to Bureaus Investment Group Portfolio No 15, LLC (“the alleged Debt”). 23. The alleged Debt does not arise from any business enterprise of Plaintiff. 24. The alleged Debt is a “debt” as that term is defined by 15 U.S.C. § 1692a(5). 4 25. At an exact time known only to Defendants, the alleged Debt was assigned or otherwise transferred by Bureaus Investment Group Portfolio No 15, LLC to D & A Services, LLC of IL for collection. 26. At the time the alleged Debt was assigned or otherwise transferred to D & A Services, LLC of IL for collection, the alleged Debt was in default. 27. In their efforts to collect the alleged Debt, Defendants decided to contact Plaintiff by written correspondence. 28. Rather than preparing and mailing such written correspondence to Plaintiff on their own, Defendants decided to utilize a third-party vendor to perform such activities on their behalf. 29. As part of their utilization of the third-party vendor, Defendants conveyed information regarding the alleged Debts to the third-party vendors by electronic means. 30. The information conveyed by Defendants to the third-party vendor included Plaintiff’s status as a debtor, the precise amount of the alleged Debt, the account number, the entity to which Plaintiff allegedly owed the debt, among other things. 31. Defendants’ conveyance of the information regarding the alleged Debt to the third- party vendor is a “communication” as that term is defined by 15 U.S.C. § 1692a(2). 32. The third-party vendor then populated some or all this information into a prewritten template, printed, and mailed the correspondence to Plaintiff at Defendants’ direction. 33. That correspondence, dated October 8, 2020, was received and read by Plaintiff. (A true and accurate copy of that correspondence (the “Letter”) is annexed hereto as “Exhibit 1.”) 34. The Letter, which conveyed information about the alleged Debt, is a “communication” as that term is defined by 15 U.S.C. § 1692a(2). 5 35. The Letter was the initial written communication Plaintiff received from Defendants concerning the alleged Debt. 36. Plaintiff repeats and realleges the foregoing paragraphs as if fully restated herein. 37. 15 U.S.C. § 1692c(b) provides that, subject to several exceptions not applicable here, “a debt collector may not communicate, in connection with the collection of any debt,” with anyone other than the consumer “without the prior consent of the consumer given directly to the debt collector.” 38. The third-party vendor does not fall within any of the exceptions provided for in 15 U.S.C. § 1692c(b). 39. Plaintiff never consented to Defendant’s communication with the third-party vendor concerning the alleged Debt. 40. Plaintiff never consented to Defendant’s communication with the third-party vendor concerning Plaintiff’s personal and/or confidential information. 41. Plaintiff never consented to Defendant’s communication with anyone concerning the alleged Debt or concerning Plaintiff’s personal and/or confidential information. 42. Upon information and belief, Defendant has utilized a third-party vendor for these purposes thousands of times. 43. Defendant utilizes a third-party vendor in this regard for the sole purpose of maximizing its profits. 44. Defendant utilizes a third-party vendor without regard to the propriety and privacy of the information which it discloses to such third-party. 45. Defendant utilizes a third-party vendor with reckless disregard for the harm to 6 Plaintiff and other consumers that could result from Defendant’s unauthorized disclosure of such private and sensitive information. 46. Defendant violated 15 U.S.C. § 1692c(b) when it disclosed information about Plaintiff’s alleged Debt to the third-party vendor. 47. 15 U.S.C. § 1692f provides that a debt collector may not use unfair or unconscionable means to collect or attempt to collect any debt. 48. The unauthorized disclosure of a consumer’s private and sensitive information is both unfair and unconscionable. 49. Defendant disclosed Plaintiff’s private and sensitive information to the third-party vendor. 50. Defendant violated 15 U.S.C. § 1692c(b) when it disclosed information about Plaintiff’s alleged Debt to the third-party vendor. 51. For the foregoing reasons, Defendant violated 15 U.S.C. §§ 1692c(b) and 1692f and is liable to Plaintiff therefor. 52. Plaintiff brings this action individually and as a class action on behalf of all consumers similarly situated in the County of Suffolk. 53. Plaintiff seeks to certify a class of: i. All consumers where Defendants sent information concerning the consumer’s debt to a third-party vendor without obtaining the prior consent of the consumer, which disclosure was made on or after a date one year prior to the filing of this action to the present. 54. This action seeks a finding that Defendants’ conduct violates the FDCPA and asks that the Court award damages as authorized by 15 U.S.C. § 1692k. 55. The Class consists of more than thirty-five persons. 7 56. 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. 57. 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. Defendants have acted in a manner applicable to the Class as a whole such that declaratory relief is warranted. 58. 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 Defendants’ 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. Violation of 15 U.S.C. § 1692c(b) and § 1692f

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(29 U.S.C. § 216(b) Individual Claim) Violation of the Fair Labor Standards Act, 29 U.S.C. § 201, et seq. FAILURE TO PAY OVERTIME (Nev. Rev. Stat. Ann. § 608.018, Individual Claim) FAILURE TO PAY OVERTIME 116. Plaintiff re-alleges and incorporates all previous paragraphs herein. 117. N.R.S. § 608.018(2) provides: An employer shall pay 1 1/2 times an employee’s regular wage rate whenever an employee who receives compensation for employment at a rate not less than 1 1/2 times the minimum rate prescribed pursuant to NRS 608.250 works more than 40 hours in any scheduled week of work. 118. Plaintiff regularly worked over forty (40) hours a week as required by Defendant. 119. Defendant failed to pay Plaintiff for the time spent performing pre-shift and post- shift work at the state mandated overtime compensation at a rate not less than time-and-a-half (1.5) of Plaintiff’s regular rate of pay for hours worked in excess of forty (40) in a workweek. 120. In addition, Defendant failed to incorporate compensation paid to Plaintiff as shift differentials into her regular rate of pay, for purposes of calculating her hourly overtime rate. 121. As a result of the foregoing, Plaintiff was illegally denied proper overtime compensation, in such amounts to be determined at trial, and is entitled to recovery of such total unpaid wages and reasonable attorneys’ fees and costs pursuant to N.R.S. § 608.140. 21. Defendant is an employer as defined under Nev. Rev. Stat. Ann. § 608.011 and 29 U.S.C. § 203(d) of the FLSA. 22. Plaintiff and other Dispatcher were “employees” of Defendant within the meaning of Nev. Rev. Stat. Ann. § 608.011 and 29 U.S.C. § 203(e)(1) of the FLSA. 23. Defendant was and continues to be “an enterprise engaged in commerce” within the meaning of the FLSA. 24. Defendant’s annual sales exceed $500,000 and it has more than two employees, so the FLSA applies in this case on an enterprise basis. 25. Defendant “suffered or permitted” Plaintiff and other Dispatcher to work and thus “employed” them within the meaning of 29 U.S.C. § 203(g) of the FLSA. 26. Defendant’s Dispatchers are hourly-paid, non-exempt employees. 27. In addition to their hourly rates, Dispatchers receive shift differential for working certain shifts. 73. Plaintiff re-alleges and incorporates all previous paragraphs herein. 74. Plaintiff asserts the foregoing violations not only individually, but collectively pursuant to 29 U.S.C. 216(b) on behalf of the “FLSA Collective,” defined as: All Dispatchers who worked for the Defendant at any time during the period of three (3) years prior to the commencement of this action through the date of judgment. (hereinafter referred to as the “FLSA Collective”). Plaintiff reserves the right to amend this definition as necessary. 75. Members of the FLSA collective are all improperly compensated for the time spent performing pre-shift and post-shift work. 84. Plaintiff re-alleges and incorporates all previous paragraphs herein. 95. Plaintiff re-alleges and incorporates all previous paragraphs herein.

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Failure to Pay Minimum Wages Failure to Reimburse Uniform Expenses 102. Plaintiff repeats and realleges all preceding paragraphs of the Complaint inclusive, as if fully set forth herein. 103. Defendants required Plaintiff to purchase uniforms for her employment, which cost her approximately $150. 104. Defendants never reimbursed Plaintiff for the cost she incurred to purchase uniforms. 105. A six (6) year statute of limitation applies to each such violation pursuant to NY CLS Labor § 198(3). 106. Defendants’ conduct and practice, described above, was and/or is willful, intentional, unreasonable, arbitrary and in bad faith. 107. As a result of the foregoing, Plaintiff was illegally deprived of reimbursement for uniform expenses, in such amounts to be determined at trail, and is entitled to recovery of total unpaid amounts, liquidated damages, prejudgment interest, costs, and reasonable attorney’s fees pursuant to NY CLS Labor § 198(3). Failure to Reimburse Uniform Expenses 152. Plaintiff repeats and realleges all preceding paragraphs of the Complaint inclusive, as if fully set forth herein. 153. Defendants required their hourly-paid employees to purchase uniforms, but did not reimburse them for the costs they incurred purchasing uniforms. 154. A six (6) year statute of limitation applies to each such violation pursuant to NY CLS Labor § 198(3). 155. Defendants’ conduct and practice, described above, was and/or is willful, intentional, unreasonable, arbitrary and in bad faith. 156. As a result of the foregoing, Plaintiff and other employees in the putative NYLL class were illegally deprived of reimbursement for uniform expenses, in such amounts to be determined at trail, and are entitled to recovery of total unpaid amounts, liquidated damages, prejudgment interest, costs, and reasonable attorney’s fees pursuant to NY CLS Labor § 198(3). Failure to Pay Overtime Wages Plaintiff’s Employment Failure to Provide Written Pay Notice Failure to Pay Spread-of-Hours Compensation Defendants’ Hourly-paid Staff Failure to Provide Call-in Pay Failure to Provide Uniform Maintenance Pay Failure to Pay Overtime Wages 118. Plaintiff repeats and realleges all preceding paragraphs of the Complaint inclusive, as if fully set forth herein. 119. Defendants required Plaintiff and other employees in the putative FLSA collective to work over forty (40) hours in many weeks. 120. Defendants failed to pay Plaintiff and other employees in the putative FLSA collective time and a half (1.5) of their regular rate of pay for all hours in a work week in excess of forty (40). 121. Defendants’ conduct and practices, described herein, were/are willful, intentional, unreasonable, arbitrary and in bad faith. 122. Because Defendants willfully violated the FLSA, a three (3) year statute of limitations applies to such violation, pursuant to 29 U.S.C. § 255. 123. As a result of the foregoing, Plaintiff and other employees in the putative FLSA collective were illegally denied proper overtime compensation earned, in such amounts to be determined at trial, and are entitled to recovery of total unpaid amounts, liquidated damages, costs, and reasonable attorney’s fees pursuant to 29 U.S.C. § 216(b). 21. Plaintiff repeats and realleges all preceding paragraphs of the Complaint inclusive, as if fully set forth herein. 22. Plaintiff was employed by Defendants as a Front Desk Agent from approximately August 2014 through November 2014. 23. When working as a Front Desk Agent, Plaintiffs’ job duties included booking reservations and checking guests into Comfort Inn. 25. Plaintiff worked approximately five to seven (5-7) shifts per week. 26. Most of Plaintiff’s shifts lasted from either 7:00 AM until approximately 4:00 PM, or from 3:00 PM – 12:00 AM. 27. Plaintiff worked approximately fifty (50) hours per week. 28. On many days, Plaintiff worked double shifts, resulting in more than ten (10) hours elapsing between her arrival to and departure from work. Violations of the FLSA and NYLL 29. In many weeks, Defendants shorted Plaintiff’s compensation by approximately five to fifteen (15) hours. 30. This included weeks in which Plaintiff worked over forty (40) hours. 31. For example, in the week of October 20 – 26, 2014, Plaintiff worked approximately fifty (50) hours but had eleven (11) hours shorted from per paycheck, and was only paid for thirty- nine (39) hours. 33. Defendants never paid Plaintiff an additional hour’s worth of pay at the basic minimum rate for days on which more than ten (10) hours elapsed between the beginning and end of her workday. 34. On some days, Defendants required Plaintiff to report for work at Comfort Inn but then cancelled her shift and did not pay her for it. 35. Defendants required Plaintiff to purchase uniforms for her employment, which cost her approximately $150. 36. Defendants never reimbursed Plaintiff for the cost she incurred to purchase uniforms. 37. Defendants required Plaintiff to clean and maintain her work uniform, but did not provide her with any additional compensation beyond her regular pay on account of her maintenance of her uniform. 38. Defendants’ wrongful acts and/or omissions/commissions, as alleged herein, were not made in good faith, or in conformity with or in reliance on any written administrative regulation, order, ruling, approval, or interpretation by the U.S. Department of Labor and/or the New York Department of Labor, or any administrative practice or enforcement policy of such departments. Defendants’ violations of the above-described federal and state wage and hour statutes and regulations were willful, arbitrary, unreasonable and in bad faith. 40. At all relevant times, Defendants have maintained a workforce consisting of approximately twenty (20) hourly-paid employees: Front Desk Agents, House-keepers, and Bellmen. 41. All of Defendants’ hourly-paid employees performed similar, over-lapping duties. 42. All of Defendants’ hourly-paid employees worked a similar schedule dictated by the volume of business at Comfort Inn. 43. Many hourly-paid employees worked over forty (40) hours per week. 44. Many hourly-paid employees worked at least some days lasting over ten (10) hours. Common Policies Warranting FLSA Collective Certification 45. Defendants have maintained a common policy of shorting hourly-paid employees’ compensation by not paying them for all hours worked, including hours in excess of (40) each week. 46. Defendants have maintained a common policy of requiring employees to “train” off the clock even when they are no longer training and in fact performing regular job duties. 47. Plaintiff assets claims for the foregoing FLSA violations not only individually, but also on behalf of a putative FLSA collective defined as: Any individual who worked as a Front Desk Agent, House-keeper, or Bellmen at the Comfort Inn located at 154 Madison St., New York, NY 10002 at any time within 3 years preceding the filing of this lawsuit and present. Common Policies Warranting NYLL Rule 23 Certification 49. Defendants have maintained a common policy of requiring employees to “train” off the clock even when they are no longer training and in fact performing their regular job duties. 50. Defendants failed to provide their hourly-paid employees, within ten business days after they were hired or at any subsequent time, with written notice containing: a. rate and basis of pay; b. allowances claimed; c. the regular pay day; d. the name of Defendant; e. the “doing business as” names used by Defendant; f. the physical address of the Defendants’ principal place of business; and g. Defendants’ telephone number. 51. Defendants failed to pay their hourly-paid employees any additional compensation for days worked in excess of ten (10) hours. 52. Defendants required their hourly-paid employees to report for shift in which they were paid for less than three (3) hours. 53. Defendants required their hourly-paid employees to purchase uniforms, but did not reimburse them for the costs they incurred purchasing uniforms. 54. Defendants required their hourly-paid employees to wash and maintain their uniforms, but did not provide them with uniform maintenance pay. 56. This action is properly brought as a class action pursuant to the class action procedures of Rule 23 of the Federal Rules of Civil Procedure. 57. The putative class is so numerous that joinder of all members is impractical. While the exact number and identities of class members are unknown at this time and can only be ascertained through appropriate discovery, Plaintiff believes that over forty (40) class members have worked for Defendants during the applicable statutory period while being subjected to the violations of the NYLL referred to herein. 58. This litigation is properly brought as a class action because of the existence of questions of fact and law common to the class which predominate over any questions affecting only individual members, including: a. Whether Defendants paid Plaintiff and other putative class members overtime compensation for all hours worked; b. Whether Defendants paid and/or was required to pay Plaintiff and other putative class members spread-of-hours compensation; c. Whether Defendants satisfied the notification requirements of the NYLL. 59. This litigation is properly brought as a class action because Plaintiff’s claims are typical of the claims of the members of the class, inasmuch as all such claims arise from Defendants’ standard policies and/or practices, as alleged herein. Like all class members, Plaintiff was damaged by Defendants’ common NYLL violations. 61. A class action is an appropriate and superior method for the fair and efficient adjudication of the present controversy given the following factors: a. Common questions of law and/or fact predominate over any individual questions which may arise, and, accordingly, there would accrue enormous savings to both the Court and the class in litigating the common issues on a classwide instead of on a repetitive individual basis; b. Despite the size of individual class members’ claims, their aggregate volume, coupled with the economies of scale inherent in litigating similar claims on a common basis, will enable this case to be litigated as a class action on a cost-effective basis, especially when compared with repetitive individual litigation; and c. No unusual difficulties are likely to be encountered in the management of this class action in that all questions of law and/or fact to be litigated at the liability stage of this action are common to the class. 62. Class certification is also fair and efficient because prosecution of separate actions by individual class members would create a risk of differing adjudications with respect to such individual members of the class, which as a practical matter may be dispositive of the interests of other members no parties to the adjudication, or substantially impair or impede their ability to protect their interests. 63. Plaintiff anticipates that there will be no difficulty in the management of this litigation. This litigation presents NYLL claims of a type that have often been prosecuted on a classwide basis, and the manner of identifying the class and providing any monetary relief to them can easily be effectuated from a review of Defendants’ records. 64. Plaintiff repeats and realleges all preceding paragraphs of the Complaint inclusive, as if fully set forth herein. 65. Plaintiff worked over forty (40) hours in many weeks. 66. Defendants failed to pay Plaintiff time and a half (1.5) of her regular rate of pay for all hours in a work week in excess of forty (40). 67. Defendants’ conduct and practices, described herein, were/are willful, intentional, unreasonable, arbitrary and in bad faith. 68. Because Defendants willfully violated the FLSA, a three (3) year statute of limitations applies to such violation, pursuant to 29 U.S.C. § 255. 69. As a result of the foregoing, Plaintiff was illegally denied proper overtime compensation earned, in such amounts to be determined at trial, and is entitled to recovery of total unpaid amounts, liquidated damages, costs, and reasonable attorney’s fees pursuant to 29 U.S.C. § 216(b). 70. Plaintiff repeats and realleges all preceding paragraphs of the Complaint inclusive, as if fully set forth herein. 71. Defendants required Plaintiff to work off the clock and failed to pay her for each hour she worked. 72. A six (6) year statute of limitation applies to each such violation pursuant to NY CLS Labor § 198(3). 74. As a result of the foregoing, Plaintiff was illegally deprived of minimum wages earned, in such amounts to be determined at trail, and is entitled to recovery of total unpaid amounts, liquidated damages, prejudgment interest, costs, and reasonable attorney’s fees pursuant to NY CLS Labor § 198(3). 75. Plaintiff repeats and realleges all preceding paragraphs of the Complaint inclusive, as if fully set forth herein. 76. Plaintiff worked over forty (40) hours in many weeks. 77. Defendants failed to pay Plaintiff time and a half (1.5) of her regular rate of pay for all hours in a work week in excess of forty (40). 78. A six (6) year statute of limitation applies to each such violation pursuant to NY CLS Labor § 198(3). 79. Defendants’ conduct and practice, described above, was and/or is willful, intentional, unreasonable, arbitrary and in bad faith. 80. As a result of the foregoing, Plaintiff was illegally deprived of overtime wages earned, in such amounts to be determined at trail, and is entitled to recovery of total unpaid amounts, liquidated damages, prejudgment interest, costs, and reasonable attorney’s fees pursuant to NY CLS Labor § 198(3). 82. Defendants failed to provide Plaintiff with written notice of pay rates within ten (10) business days after she was hired or any time thereafter. 83. A six (6) year statute of limitation applies to each such violation pursuant to NY CLS Labor § 198(3). 84. Defendants’ conduct and practice, described above, was and/or is willful, intentional, unreasonable, arbitrary and in bad faith. 85. As a result of the foregoing, Plaintiff is entitled to recovery of statutory penalties, liquidated damages, prejudgment interest, costs, and reasonable attorney’s fees pursuant to NY CLS Labor § 198(1-b). 86. Plaintiff repeats and realleges all preceding paragraphs of the Complaint inclusive, as if fully set forth herein. 87. On many days, Defendants required Plaintiff to work over ten (10) hours. 88. Defendants failed to pay Plaintiff an additional hour’s worth of pay for days in which ten (10) or more hours elapsed between the beginning and end of her work day. 89. A six (6) year statute of limitation applies to each such violation pursuant to NY CLS Labor § 198(3). 90. Defendants’ conduct and practice, described above, was and/or is willful, intentional, unreasonable, arbitrary and in bad faith. 92. Plaintiff repeats and realleges all preceding paragraphs of the Complaint inclusive, as if fully set forth herein. 93. On some days, Defendants required Plaintiff to report for work at Comfort Inn but then cancelled her shift and did not pay her for it. 94. A six (6) year statute of limitation applies to each such violation pursuant to NY CLS Labor § 198(3). 95. Defendants’ conduct and practice, described above, was and/or is willful, intentional, unreasonable, arbitrary and in bad faith. 96. As a result of the foregoing, Plaintiff was illegally deprived of spread-of-hours overtime compensation earned, in such amounts to be determined at trail, and is entitled to recovery of total unpaid amounts, liquidated damages, prejudgment interest, costs, and reasonable attorney’s fees pursuant to NY CLS Labor § 198(3). 97. Plaintiff repeats and realleges all preceding paragraphs of the Complaint inclusive, as if fully set forth herein. 98. Defendants required Plaintiff to clean and maintain her work uniform, but did not provide her with any additional compensation beyond her regular pay on account of her maintenance of her uniform. Failure to Pay Spread-of-Hours Compensation 136. Plaintiff repeats and realleges all preceding paragraphs of the Complaint inclusive, as if fully set forth herein. 137. Defendants required Plaintiff and other employees in the putative NYLL class to work over ten (10) hours on many days. 138. Defendants failed to pay Plaintiff and other employees in the putative NYLL class an additional hour’s worth of pay for days in which ten (10) or more hours elapsed between the beginning and end of their work day. 139. A six (6) year statute of limitation applies to each such violation pursuant to NY CLS Labor § 198(3). 140. Defendants’ conduct and practice, described above, was and/or is willful, intentional, unreasonable, arbitrary and in bad faith. 141. As a result of the foregoing, Plaintiff and other employees in the putative NYLL class were illegally deprived of spread-of-hours overtime compensation earned, in such amounts to be determined at trail, and are entitled to recovery of total unpaid amounts, liquidated damages, prejudgment interest, costs, and reasonable attorney’s fees pursuant to NY CLS Labor § 198(3).

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(Against All Defendants for Violations of Section 14(a) of the Exchange Act and Rule 14a-9 Promulgated Thereunder) (Against All Defendants for Violations of Section 14(a) of the Exchange Act and 17 C.F.R. § 244.100 Promulgated Thereunder) (Against the Individual Defendants for Violations of Section 20(a) of the Exchange Act) 23. Plaintiff brings this class action pursuant to Fed. R. Civ. P. 23 on behalf of himself and the other public shareholders of FGL (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. 27. FGL is well-positioned for financial growth and the Merger Consideration fails to adequately compensate the Company’s shareholders. It is imperative that Defendants disclose the material information they have omitted from the S-4, discussed in detail below, so that the Company’s shareholders can properly assess the fairness of the Merger Consideration for themselves and make an informed decision concerning whether or not to vote in favor of the Proposed Transaction. 28. If the false and/or misleading S-4 is not remedied and the Proposed Transaction is consummated, Defendants will directly and proximately have caused damages and actual economic loss (i.e. the difference between the value to be received as a result of the Proposed Transaction and the true value of their shares prior to the merger), in an amount to be determined at trial, to Plaintiff and the Class. II. The Materially Incomplete and Misleading S-4 30. A company’s financial forecasts are material information a board relies on to determine whether to approve a merger transaction and recommend that shareholders vote to approve the transaction. Here, the S-4 discloses that “certain financial forecasts were prepared by FGL’s management and made available to the FGL special committee, Credit Suisse and Houlihan Lokey in connection with the FGL special committee’s exploration of strategic alternatives.” S-4 106. 31. When soliciting proxies from shareholders, a company must furnish the information found in Schedule 14A (codified as 17 C.F.R. § 240.14a-101). Item 14 of Schedule 14A sets forth the information a company must disclose when soliciting proxies regarding mergers and acquisitions. In regard to financial information, companies are required to disclose “financial information required by Article 11 of Regulation S-X[,]” which includes Item 10 of Regulation S- K. See Item 14(7)(b)(11) of 17 C.F.R. § 240.14a-101. 33. In order to facilitate investor understanding of the Company’s financial projections, the SEC provides companies with certain factors “to be considered in formulating and disclosing such projections[,]” including: (i) When management chooses to include its projections in a Commission filing, the disclosures accompanying the projections should facilitate investor understanding of the basis for and limitations of projections. In this regard investors should be cautioned against attributing undue certainty to management’s assessment, and the Commission believes that investors would be aided by a statement indicating management’s intention regarding the furnishing of updated projections. The Commission also believes that investor understanding would be enhanced by disclosure of the assumptions which in management’s opinion are most significant to the projections or are the key factors upon which the financial results of the enterprise depend and encourages disclosure of assumptions in a manner that will provide a framework for analysis of the projection. (ii) Management also should consider whether disclosure of the accuracy or inaccuracy of previous projections would provide investors with important insights into the limitations of projections. In this regard, consideration should be given to presenting the projections in a format that will facilitate subsequent analysis of the reasons for differences between actual and forecast results. An important benefit may arise from the systematic analysis of variances between projected and actual results on a continuing basis, since such disclosure may highlight for investors the most significant risk and profit-sensitive areas in a business operation. 17 C.F.R. § 229.10(b)(3) (emphasis added). 34. Here, FGL’s shareholders would clearly find complete and non-misleading financial projections material in deciding how to vote, considering that the Board specifically relied on the financial forecasts in reaching its decision to, among other things, approve the Merger Agreement and the transactions contemplated by it. S-4 90-91. 36. The S-4 discloses that “certain financial forecasts were prepared by FGL’s management and made available to the FGL special committee, Credit Suisse and Houlihan Lokey in connection with the FGL special committee’s exploration of strategic alternatives.” Id. at 106. 37. The S-4 goes on to disclose, inter alia, FGL’s forecasted values for projected non- GAAP (Generally Accepted Accounting Principles) financial metrics for 2019 through 2023 for Adjusted Operating Income Available to Common Shareholders, but fails to provide (i) the line items used to calculate these non-GAAP metrics or (ii) a reconciliation of these non-GAAP projections to the most comparable GAAP measures. Id. at 107-08. 39. Thus, the S-4’s disclosure of these non-GAAP financial forecasts provides an incomplete and materially misleading understanding of the Company’s future financial prospects and the inputs and assumptions for which those prospects are based upon. It is clear that those inputs and assumptions were in fact forecasted and utilized in calculating the non-GAAP measures disclosed and relied on by the Board to recommend the Proposed Transaction in violation of Section 14(a) of the Exchange Act. 40. The non-GAAP financial projections disclosed on pages 107-08 of the S-4 violate Section 14(a) of the Exchange Act because: (i) the use of such forecasted non-GAAP financial measures alone violates SEC Regulation G as a result of Defendants’ failure to reconcile those non-GAAP measures to their closest GAAP equivalent or otherwise disclose the specific financial assumptions and inputs used to calculate the non-GAAP measures; and (ii) they violate SEC Regulation 14a-9 because they are materially misleading as without any correlation with their GAAP equivalent financial metrics, shareholders are unable to discern the veracity of the financial projections. 41. As such, this information must be disclosed in order to cure the materially misleading disclosures regarding both the financial projections developed by the Company as well as the projections relied upon by the Company’s financial advisors. The Financial Projections Violate Regulation G 43. Defendants must comply with Regulation G. More specifically, the company must disclose the most directly comparable GAAP financial measure and a reconciliation (by schedule or other clearly understandable method) of the differences between the non-GAAP financial measure disclosed or released with the most comparable financial measure or measures calculated and presented in accordance with GAAP. 17 C.F.R. § 244.100. This is because the SEC believes “this reconciliation will help investors . . . to better evaluate the non-GAAP financial measures . . . . [and] more accurately evaluate companies’ securities and, in turn, result in a more accurate pricing of securities.”4 45. The SEC has required compliance with Regulation G, including reconciliation requirements in other merger transactions. Compare Youku Tudou Inc., et al., Correspondence to SEC 5 (Jan. 11, 2016) (Issuer arguing that Rule 100(d) of Regulation G does not apply to non- GAAP financials relating to a business combination),7 with Youku Tudou Inc., et al., SEC Staff Comment Letter 1 (Jan. 20, 2016) (“[The SEC] note[s] that your disclosure of projected financial information is not in response to the requirements of, or pursuant to, Item 1015 of Regulation M- A and is thus not excepted from Rule 100 of Regulation G.”);8 see Harbin Electric, Inc., Correspondence to SEC 29 (Aug. 12, 2011) (“Pursuant to the requirements of Regulation G, we have added a reconciliation of actual and projected EBIT to GAAP net income . . . .”).9 6 Mary Jo White, Keynote Address, International Corporate Governance Network Annual Conference: Focusing the Lens of Disclosure to Set the Path Forward on Board Diversity, Non- GAAP, and Sustainability (June 27, 2016), available at https://www.sec.gov/news/speech/chair- white-icgn-speech.html (emphasis added) (footnotes omitted). 7 Available at https://www.sec.gov/Archives/edgar/data/1442596/000110465916089133/ filename1.htm. 8 Available at https://www.sec.gov/Archives/edgar/data/1442596/000000000016062042/ filename1.pdf. 9 Available at https://www.sec.gov/Archives/edgar/data/1266719/000114420411046281/ filename1.htm. See also Actel Corporation, SEC Staff Comment Letter 2 (Oct. 13, 2010) (“Opinion of Actel’s Financial Advisor, page 24 . . . This section includes non-GAAP financial measures. Please revise to provide the disclosure required by Rule 100 of Regulation G.”), available at https://www.sec.gov/Archives/edgar/data/907687/000000000010060087/filename 46. Compliance with Regulation G is mandatory under Section 14(a), and non- compliance constitutes a violation of Section 14(a). Thus, in order to bring the S-4 into compliance with Regulation G, Defendants must provide a reconciliation of the non-GAAP financial measures to their respective most comparable GAAP financial measures. The Financial Projections are Materially Misleading and Violate SEC Rule 14a-9 47. In addition to the S-4’s violation of Regulation G, the lack of reconciliation or, at the very least, the line items utilized in calculating the non-GAAP measures render the financial forecasts disclosed materially misleading as shareholders are unable to understand the differences between the non-GAAP financial measures and their respective most comparable GAAP financial measures. Nor can shareholders compare the Company’s financial prospects with similarly situated companies. 48. Such projections are necessary to make the non-GAAP projections included in the S-4 not misleading for the reasons discussed above. Indeed, Defendants acknowledge that “[n]on- GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information presented in compliance with GAAP, and non-GAAP financial measures as used by FGL may not be comparable to similarly titled amounts used by other companies.” S-4 107. The Solicitation or Recommendation Certain Spectranetics Forecasts, page 39 . . . [P]rovide the reconciliation required under Rule 100(a) of Regulation 64. Plaintiff incorporates each and every allegation set forth above as if fully set forth herein. 65. Section 14(a)(1) of the Exchange Act makes it “unlawful for any person, by the use of the mails or by any means or instrumentality of interstate commerce or of any facility of a national securities exchange or otherwise, in contravention of such rules and regulations as the Commission may prescribe as necessary or appropriate in the public interest or for the protection of investors, to solicit or to permit the use of his name to solicit any [S-4] or consent or authorization in respect of any security (other than an exempted security) registered pursuant to section 78l of this title.” 15 U.S.C. § 78n(a)(1). 67. The failure to reconcile the non-GAAP financial measures included in the S-4 violates Regulation G and constitutes a violation of Section 14(a). 68. As a direct and proximate result of the dissemination of the false and/or misleading S-4 Defendants used to recommend that shareholders approve the Proposed Transaction, Plaintiff and the Class will suffer damages and actual economic losses (i.e. the difference between the value they will receive as a result of the Proposed Transaction and the true value of their shares prior to the merger) in an amount to be determined at trial and are entitled to such equitable relief as the Court deems appropriate, including rescissory damages. 69. Plaintiff incorporates each and every allegation set forth above as if fully set forth herein. 70. SEC Rule 14a-9 prohibits the solicitation of shareholder votes in registration statements that contain “any statement which, at the time and in the light of the circumstances under which it is made, is false or misleading with respect to any material fact, or which omits to state any material fact necessary in order to make the statements therein not false or misleading[.]” 17 C.F.R. § 240.14a-9(a). 72. Defendants have issued the S-4 with the intention of soliciting shareholder support for the Proposed Transaction. Each of the Defendants reviewed and authorized the dissemination of the S-4, which fails to provide critical information regarding, amongst other things, the financial projections for the Company. 73. In so doing, Defendants made untrue statements of fact and/or omitted material facts necessary to make the statements made not misleading. Each of the Individual Defendants, by virtue of their roles as directors and/or officers, were aware of the omitted information but failed to disclose such information, in violation of Section 14(a). The Individual Defendants were therefore negligent, as they had reasonable grounds to believe material facts existed that were misstated or omitted from the S-4 but nonetheless failed to obtain and disclose such information to shareholders although they could have done so without extraordinary effort. 74. The Individual Defendants knew or were negligent in not knowing that the S-4 is materially misleading and omits material facts that are necessary to render it not misleading. The Individual Defendants undoubtedly reviewed and relied upon the omitted information identified above in connection with their decision to approve and recommend the Proposed Transaction. 75. The Individual Defendants knew or were negligent in not knowing that the material information identified above has been omitted from the S-4, rendering the sections of the S-4 identified above to be materially incomplete and misleading. 77. FGL is also deemed negligent as a result of the Individual Defendants’ negligence in preparing and reviewing the S-4. 78. The misrepresentations and omissions in the S-4 are material to Plaintiff and the Class, who will be deprived of their right to cast an informed vote if such misrepresentations and omissions are not corrected prior to the vote on the Proposed Transaction. 79. As a direct and proximate result of the dissemination of the false and/or misleading S-4 Defendants used to recommend that shareholders approve the Proposed Transaction, Plaintiff and the Class will suffer damages and actual economic losses (i.e. the difference between the value they will receive as a result of the Proposed Transaction and the true value of their shares prior to the merger) in an amount to be determined at trial and are entitled to such equitable relief as the Court deems appropriate, including rescissory damages. 80. Plaintiff incorporates each and every allegation set forth above as if fully set forth herein. 82. Each of the Individual Defendants was provided with or had unlimited access to copies of the S-4 and other statements 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 the statements to be corrected. 83. 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 or influence the particular transactions giving rise to the Exchange Act violations alleged herein and exercised the same. The S-4 at issue contains the unanimous recommendation of each of the Individual Defendants to approve the Proposed Transaction. They were thus directly involved in preparing the S-4. 84. In addition, as the S-4 sets forth at length, and as described herein, the Individual Defendants were involved in negotiating, reviewing, and approving the Merger Agreement. The S-4 purports to describe the various issues and information that the Individual Defendants reviewed and considered. The Individual Defendants participated in drafting and/or gave their input on the content of those descriptions. 85. By virtue of the foregoing, the Individual Defendants have violated Section 20(a) of the Exchange Act. I. The Proposed Transaction

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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 call to Plaintiff seeking to solicit its services. 11. Defendant contacted or attempted to contact Plaintiff from telephone number (480)781-4192 confirmed to be Defendant’s number. 12. Defendant’s calls constituted calls that were not for emergency purposes as defined by 47 U.S.C. § 227(b)(1)(A). 21. Plaintiff brings this action individually and on behalf of all others similarly situated, as a member the two proposed classes (hereafter, jointly, “The Classes”). 9. Beginning in or around July 2019, Defendant contacted Plaintiff on Plaintiff’s cellular telephone number ending in -6678, in an attempt to solicit Plaintiff to purchase Defendant’s services. Knowing and/or Willful Violations of the Telephone Consumer Protection Act 47 U.S.C. §227(b) • As a result of Defendant’s willful and/or knowing violations of 47 U.S.C. §227(b)(1), Plaintiff and the ATDS 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. Negligent Violations of the Telephone Consumer Protection Act 47 U.S.C. §227(c) • As a result of Defendant’s negligent violations of 47 U.S.C. §227(c)(5), Plaintiff and the DNC Class members are entitled to and request $500 in statutory damages, for each and every violation, pursuant to 47 U.S.C. 227(c)(5). • Any and all other relief that the Court deems just and proper.

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23. This action is brought on behalf of Plaintiffs, individually and as a class action, pursuant to FED. R. CIV. P. 23(a), 23(b)(2) and/or 23(b)(3) on behalf of a nationwide class of consumers. Specifically, the nationwide class consists of: All persons in the United States who purchased a Tristar Flex-Able hose (the “Nationwide Class” or “Class”). 27. Plaintiffs and the Classes incorporate by reference each preceding and succeeding paragraph as though fully set forth at length herein. 28. Plaintiffs bring this cause of action on behalf of themselves and on behalf of the members of the Class against Defendant. 29. The NJCFA was enacted to protect citizens from deceptive, fraudulent, and misleading commercial practices and makes such practices unlawful. 30. The aforementioned unlawful, false, deceptive, and misleading advertisements by Defendant constitute a violation of N.J. STAT. ANN. § 56:8-2 because Defendant made affirmative misrepresentations regarding the strength, durability, and longevity of its Flex-Able hoses. 31. The aforementioned unlawful, false, deceptive, and misleading advertisements by Defendant constitute a violation of N.J. STAT. ANN. § 56:8-2 because Defendant knowingly omitted and concealed material facts regarding the strength, durability, and longevity of the Flex- Able hose and Defendant knew that others would rely on such omissions and concealments. 32. The aforementioned unlawful, false, deceptive, and misleading advertisements by Defendant constitute a violation of N.J. STAT. ANN. § 56:8-2.2 because Defendant advertised its Flex-Able hoses as part of a plan or scheme not to sell a tough, durable, and long-lasting hose, contrary to its advertisements and marketing materials. 37. Plaintiffs and the Classes incorporate by reference each preceding and succeeding paragraph as though fully set forth herein. 38. Plaintiffs bring this cause of action on behalf of themselves and on behalf of the members of the Illinois Class against Defendant. 39. Defendant knew its Flex-Able hoses were defectively designed or manufactured, were prone to premature failure, and were not suitable for their ordinary and intended use as a gardening hose. 55. Plaintiffs and the Classes incorporate by reference each preceding and succeeding paragraph as though fully set forth herein. 56. Plaintiffs bring this cause of action on behalf of themselves and on behalf of the members of the Class against all Defendants. 57. The aforementioned unlawful, false, deceptive, and misleading advertisements by Defendants constitutes a violation of N.Y. GEN. BUS. § 349 because the advertisements constituted “[d]eceptive acts or practices in the conduct of any business, trade or commerce.” 58. As a result of Defendants’ conduct, Plaintiffs and Class members have suffered an ascertainable loss in the form of direct monetary losses. 59. A causal relationship exists between Defendants’ unlawful, false, deceptive, and misleading conduct and the Plaintiffs’ and the putative Classes’ injuries, including, but not limited to, the amount of money expended to purchase, repair, and replace Defendant’s defective Flex-Able hose. Had Defendant not engaged in the aforementioned deceptive conduct, Plaintiffs and the putative Classes would not have purchased the Flex-Able hoses, or would have paid less for them. 65. Plaintiffs and the Classes incorporate by reference each preceding and succeeding paragraph as though fully set forth herein. 66. Plaintiffs bring this cause of action on behalf of themselves and on behalf of the members of the Class against Defendant. 70. Plaintiffs and the Classes incorporate by reference each preceding and succeeding paragraph as though fully set forth herein. 71. Plaintiffs bring this cause of action on behalf of themselves and on behalf of the members of the Class against Defendant. 72. At all times mentioned herein, Defendant manufactured and sold the Flex-Able hose, and prior to the time it was purchased by Plaintiffs and the putative Class, Defendant impliedly warranted to Plaintiffs, that the Flex-Able hose was of merchantable quality and fit for the use for which it was intended. 73. The Flex-Able hoses were unfit for their intended use and were not of merchantable quality, as warranted by Defendant, but instead and contained a manufacturing or design defect. Specifically, the Flex-Able hose suffers from a design and/or manufacturing defect because it is prone to leaking, bursting, seeping, and dripping. 75. Plaintiffs and the Classes incorporate by reference each preceding and succeeding paragraph as though fully set forth herein. 76. Plaintiffs bring this cause of action on behalf of themselves and on behalf of the members of the Class against Defendant. 77. Every contract in New Jersey contains an implied covenant of good faith and fair dealing. The implied covenant of good faith and fair dealing is an independent duty and may be breached even if there is no breach of a contract’s express terms. 78. Defendants breached the covenant of good faith and fair dealing by, inter alia, failing to properly notify and adequately disclose to Plaintiffs and Class members that its Flex- Able hoses were defectively designed and/or manufactured and that they were not fit for their ordinary and intended uses. 79. The Defendants acted in bad faith and/or with a malicious motive to deny the Plaintiffs and Class members the benefit of the bargain originally intended by the parties, thereby causing them monetary injury. 80. Plaintiffs and the Classes incorporate by reference each preceding and succeeding paragraph as though fully set forth herein. BREACH OF THE IMPLIED WARRANTY OF MERCHANTABILITY (On Behalf of the Nationwide Class or, Alternatively, Each State Class) BREACH OF THE IMPLIED WARRANTY OF MERCHANTABILITY (On Behalf of the Nationwide Class or, Alternatively, Each State Class) BREACH OF THE DUTY OF GOOD FAITH AND FAIR DEALING (On Behalf of the Nationwide Class or, Alternatively, Each State Class) UNJUST ENRICHMENT (On Behalf of the Nationwide Class or, Alternatively, Each State Class) VIOLATION OF THE ILLINOIS CONSUMER FRAUD AND DECEPTIVE BUSINESS PRACTICES ACT, 815 ILCS § 505/1 et seq., and ILLIONIS UNIFORM DECEPTIVE TRADE PRACTICES ACT, 815 ILCS § 510/2. (On Behalf of the Illinois Class) VIOLATIONS OF THE COLORADO CONSUMER PROTECTION ACT (On Behalf of the Colorado Class) VIOLATIONS OF THE NEW YORK GENERAL BUSINESS LAW § 349 (On Behalf of the New York Class) VIOLATIONS OF THE NEW YORK GENERAL BUSINESS LAW § 350 (On Behalf of the New York Class) VIOLATIONS OF THE NEW JERSEY CONSUMER FRAUD ACT (“NJCFA”) (On Behalf of the Nationwide Class or, Alternatively, the New Jersey Class)

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12. From around September of 2016 through February of 2017, Defendant contacted Plaintiff on his cellular telephone, ending in 1525, in an attempt to collect an alleged outstanding debt owed by “Maria Rodriguez”. 13. Defendant placed multiple calls during the period from around September of 2016 through February of 2017 to Plaintiff’s cellular telephone from telephone numbers confirmed to belong to Defendant, including without limitation (800) 642-4720 and call back numbers (877) 453-2904. 14. Defendant left numerous voice messages in which Defendant claimed to be attempting to collect a debt from “Maria Rodriguez”. 15. Defendant used an “automatic telephone dialing system”, as defined by 47 U.S.C. § 227(a)(1) to place its daily calls to Plaintiff seeking to collect the debt allegedly owed by “Maria Rodriguez.” 23. Plaintiff brings this action on behalf of himself 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. 24. 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. 25. Defendant, its employees and 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 thousands, if not more. Thus, this matter should be certified as a Class Action to assist in the expeditious litigation of the matter. 26. The Class is so numerous that the individual joinder of all of its members is impractical. While the exact number and identities of The Class members are unknown to Plaintiff at this time and can only be ascertained through appropriate discovery, Plaintiff is informed and believes and thereon alleges that The Class includes thousands of members. Plaintiff alleges that The Class members may be ascertained by the records maintained by Defendant. 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.

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16. Pursuant to 29 U.S.C. § 216(b), Plaintiff seeks to prosecute his FLSA claims individually and as a collective action on behalf of all persons who are currently, or formerly, employed by Defendant as AMs, at any time during the relevant period (the “Collective Action Members”). 17. Defendant is liable under the FLSA for, inter alia, failing to properly compensate Plaintiff and other similarly situated AMs. 19. The similarly situated Collective Action Members are known to Defendant, are readily identifiable, and can be located through Defendant’s records. 20. Defendant employed Plaintiff, and the Collective Action Members, as AMs during the relevant period. 21. Defendant maintained control, oversight, and discretion over the operation of its locations and employees, including its employment practices with respect to the AMs and the payment of compensation to the AMs. 22. Plaintiff’s and the AMs’ work was performed in the normal course of Defendant’s business and was integrated into it. 23. Consistent with the Defendant’s policy, pattern, and practice, Plaintiff and AMs worked over 40 hours in one or more workweeks, but Plaintiff and the AMs did not receive overtime premiums on regularly scheduled pay dates within the relevant period, for hours worked as AMs in excess of 40 in those workweeks. 24. All of the work that the Plaintiff and the AMs performed was assigned by Defendant, and Defendant was aware of all of the work that they performed. 26. The work that Plaintiff and the AMs performed as part of their primary duty did not include managerial responsibilities or the exercise of meaningful independent judgment and discretion. 27. Regardless of the location at which they worked, Plaintiff’s and the AMs’ primary job duties involved parking the customers’ cars and other customer service that constitutes Defendant’s marketplace offerings. 28. Regardless of the location at which they worked, Plaintiff’s and the AMs’ primary job duties did not include exercising meaningful independent judgment and discretion. 29. Pursuant to a centralized, company-wide policy, pattern and practice, Defendant classified, and paid all of its AMs, as exempt from the overtime compensation requirements of the FLSA and state overtime laws. 30. Multiple and various job postings listed on the Defendant’s “Careers” page of its website (https://www.lazparking.com/our-company/about/careers), identify the AM positions and have the notation “FLSA Status: Exempt.” 32. Defendant’s conduct alleged herein was willful or in reckless disregard of the applicable wage and hour laws and was undertaken pursuant to Defendant’s centralized, company-wide policy, pattern, and practice of attempting to minimize labor costs by not paying overtime premiums to its AMs. Defendant knew that AMs were not performing work that complied with any FLSA exemption and it acted willfully or recklessly in failing to classify Plaintiff in his AM position, and other similarly situated AMs, as non-exempt. 33. During the relevant period, Defendant was aware, or should have been aware, through its management-level employees, that Plaintiff and the other similarly situated AMs, were primarily performing non-exempt duties. 34. During the relevant period, Defendant knew or recklessly disregarded the fact, that the FLSA required it to pay employees performing primarily non- exempt duties, an overtime premium for hours worked in excess of 40 per workweek. 35. Accordingly, Defendant’s unlawful conduct was willful or in reckless disregard of the applicable wage and hour laws, and undertaken pursuant to Defendant’s centralized, company-wide policy, pattern, and practice of attempting to minimize labor costs by not paying overtime premiums to its AMs. 37. Defendant’s willful violations of the FLSA are further demonstrated by the fact that during the relevant period, Defendant failed to maintain accurate and sufficient time records of work start and stop times for Plaintiff and the Collective Action Members. 39. At all relevant times, Defendant has been, and continues to be, an employer engaged in interstate commerce and the production of goods for commerce, within the meaning of the FLSA, 29 U.S.C. §§ 206(a) and 207(a). 40. Defendant is subject to the overtime compensation provisions of the Fair Labor Standard Act – Unpaid Overtime Wages On Behalf of Plaintiff and the FLSA Collective

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24. This action concerns attempts by defendants to collect from plaintiff a consumer debt, consisting of an allegedly defaulted mortgage loan. The note and mortgage were obtained for consumer purposes (housing). 25. Plaintiff encountered financial distress and was unable to pay the loan. 26. Partners for Payment Relief DE II, LLC claims to have acquired the loan in 2014. Plaintiff does not know if it in fact has good title to the loan. 3 27. On January 12, 2016, Partners for Payment Relief DE II, LLC, represented by Barham and Barham Legal, filed suit against plaintiff to foreclose the mortgage loan in Cook County Circuit Court, alleging that the loan has been in default since 2009. (Appendix I) 28. The complaint was served in February 2016. 29. Thereafter, plaintiff received telephone calls from or on behalf of defendants seeking payment. 30. Because Partners for Payment Relief DE II, LLC was not licensed as a collection agency in Illinois, and is not within any exemption, it had no right to take any legal or collection action against plaintiff. 31. Defendants failed to disclose the material fact that their collection activities were unauthorized and contrary to law. 32. The conduct of Daniel O. Barham, Barham Legal, and PPR, in attempting foreclosure on plaintiff’s home and otherwise attempting to collect from plaintiff is deceptive and unlawful. 33. Plaintiff has been injured by defendants’ improper conduct, in that: a. His credit has been injured; b. He has suffered aggravation and distress; c. He has been forced to spend time and money dealing with defendants’ wrongful conduct, including filing an appearance in the foreclosure and paying a fee. 34. Plaintiff People of the State of Illinois ex rel. Kirby Ashley incorporates paragraphs 1-33. 35. This claim is against PPR. 36. The ICAA creates a licensing regime. Section 4 of the ICAA, 225 ILCS 425/4, provides: 4 Sec. 4. No collection agency shall operate in this State, directly or indirectly engage in the business of collecting, solicit claims for others, have a sales office, a client, or solicit a client in this State, exercise the right to collect, or receive payment for another of any account, bill or other indebtedness, without registering under this Act except that no collection agency shall be required to be licensed or maintain an established business address in this State if the agency's activities in this State are limited to collecting debts from debtors located in this State by means of interstate communication, including telephone, mail, or facsimile transmission from the agency's location in another state provided they are licensed in that state and these same privileges are permitted in that licensed state to agencies licensed in Illinois. 37. The licensing requirements of the ICAA were imposed to protect the public. The public policy represented by the ICAA is stated in §1a, 225 ILCS 425/1a: Declaration of public policy Sec. 1a. The practice as a collection agency by any entity in the State of Illinois is hereby declared to affect the public health, safety and welfare and to be subject to regulation and control in the public interest. It is further declared to be a matter of public interest and concern that the collection agency profession merit and receive the confidence of the public and that only qualified entities be permitted to practice as a collection agency in the State of Illinois. This Act shall be liberally construed to carry out these objects and purposes. It is further declared to be the public policy of this State to protect consumers against debt collection abuse. 38. Sections 14 and 14b of the ICAA, 225 ILCS 425/14 and 14b, make it unlawful to engage in the business of a collection agency without a license. 39. Section 14a, 225 ILCS 425/14a, provides: Sec. 14a. The practice as a collection agency by any entity not holding a valid and current license under this Act is declared to be inimical to the public welfare, to constitute a public nuisance, and to cause irreparable harm to the public welfare. The Director, the Attorney General, the State's Attorney of any county in the State, or any person may maintain an action in the name of the People of the State of Illinois, and may apply for injunctive relief in any circuit court to enjoin such entity from engaging in such practice. Upon the filing of a verified petition in such court, the court, if satisfied by affidavit or otherwise that such entity has been engaged in such practice without a valid and current license, may enter a temporary restraining order without notice or bond, enjoining the defendant from such further practice. Only the showing of nonlicensure, by affidavit or otherwise, is necessary in order for a temporary injunction to issue. A copy of the verified complaint shall be served upon the defendant and the proceedings shall thereafter be conducted as in other civil cases except as modified by this Section. If it is established 5 that the defendant has been or is engaged in such unlawful practice, the court may enter an order or judgment perpetually enjoining the defendant from further practice. In all proceedings hereunder, the court, in its discretion, may apportion the costs among the parties interested in the action, including cost of filing the complaint, service of process, witness fees and expenses, court reporter charges and reasonable attorneys' fees. In case of violation of any injunctive order entered under the provisions of this Section, the court may summarily try and punish the offender for contempt of court. Such injunction proceedings shall be in addition to, and not in lieu of, all penalties and other remedies provided in this Act. 40. The activities of PPR amount to an “exercise [of] the right to collect . . . .” 41. PPR is engaged “in the business of collecting.” 42. Plaintiff is entitled to relief against PPR under 225 ILCS 425/14a. WHEREFORE, plaintiff requests that the Court enter judgment in favor of plaintiff and against defendant PPR for: a. Injunctive relief; b. Attorney’s fees, litigation expenses and costs of suit; c. Such other or further relief as the Court deems proper. 43. Plaintiff Kirby Ashley incorporates paragraphs 1-33. 44. This claim is against all defendants. 45. The FDCPA broadly prohibits unfair or unconscionable collection methods, conduct which harasses or abuses any debtor, and the use of any false or deceptive statements in connection with debt collection attempts. It also requires debt collectors to give debtors certain information. 15 U.S.C. §§1692d, 1692e, 1692f and 1692g. 46. In enacting the FDCPA, Congress found that: “[t]here is abundant evidence of the use of abusive, deceptive, and unfair debt collection practices by many debt collectors. Abusive debt collection practices contribute to the number of personal bankruptcies, to marital instability, to the loss of jobs, and to invasions of individual privacy.” 15 U.S.C. §1692(a). 47. Because of this, courts have held that “the FDCPA's legislative intent emphasizes the need to construe the statute broadly, so that we may protect consumers against debt 6 collectors' harassing conduct.” and that “[t]his intent cannot be underestimated.” Ramirez v. Apex Financial Management LLC, 567 F.Supp.2d 1035, 1042 (N.D.Ill. 2008). 48. The FDCPA encourages consumers to act as "private attorneys general" to enforce the public policies and protect the civil rights expressed therein. Crabill v. Trans Union, LLC, 259 F.3d 662, 666 (7th Cir. 2001). 49. Plaintiff seeks to enforce those policies and civil rights which are expressed through the FDCPA, 15 U.S.C. §1692 et seq. 50. Defendants, by representing that PPR was entitled to enforce a note and mortgage against plaintiff, and collect money from plaintiff, when this was not true, violated 15 U.S.C. §§1692e, 1692e(2), 1692e(4), 1692e(5) and 1692e(10). 51. Section 1692e provides: § 1692e. False or misleading representations [Section 807 of P.L.] 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: . . . (2) The false representation of-- (A) the character, amount, or legal status of any debt; or (B) any services rendered or compensation which may be lawfully received by any debt collector for the collection of a debt. (4) The representation or implication that nonpayment of any debt will result in the arrest or imprisonment of any person or the seizure, garnishment, attachment, or sale of any property or wages of any person unless such action is lawful and the debt collector or creditor intends to take such action. (5) The threat to take any action that cannot legally be taken or that is not intended to be taken. (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. . . . 7 60. Plaintiff Kirby Ashley incorporates paragraphs 1-33. 61. This claim is against PPR. 62. Defendant, in the course of trade and commerce, engaged in unfair and deceptive acts and practices, in violation of 815 ILCS 505/2, by directly and indirectly demanding and collecting money to which it had no legal right, by means described throughout this complaint. 63. PPR violated the public policy of Illinois, by engaging in the business of an unlicensed collection agency. 64. PPR inflicted substantial injury on consumers, by taking their money and homes, and threatening them with loss of money and homes. 65. The conduct of PPR was unethical and unscrupulous, and indeed criminal. 66. Plaintiff brings this claim on behalf of a class pursuant to Fed.R.Civ.P. 23(a) and 23(b)(3). 67. The class consists of (a) all individuals with Illinois addresses (b) from whom PPR sought to collect money, (c) on or after a date 3 years prior to the filing of this action. 68. On information and belief, the class is so numerous that joinder of all members is not practicable. 9 69. There are questions of law and fact common to the class members, which predominate over any questions relating to individual class members. The predominant common question is whether PPR, by conducting an unlicensed and illegal collection agency business, violated the ICFA. 70. Plaintiff’s claim is typical of the claims of the class members. All are based on the same factual and legal theories. 71. Plaintiff will fairly and adequately represent the class members. Plaintiff has retained counsel experienced in class actions and collection abuse litigation. 72. A class action is superior for the fair and efficient adjudication of this matter. Individual actions are not economically feasible. Members of the class are likely to be unaware of their rights. There is no reason for numerous individual cases, all identical. WHEREFORE, the Court should enter judgment in favor of plaintiff and the class members and against defendant for: a. Compensatory and punitive damages; b. An injunction against further collection activity; c. Attorney’s fees, litigation expenses and costs of suit; and d. Such other or further relief as the Court deems proper. s/Daniel A. Edelman Daniel A. Edelman Daniel A. Edelman Cathleen M. Combs James O. Latturner Michelle A. Alyea

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32. Plaintiff brings this class action on behalf of itself and all others similarly situated under rules 23(a) and 23(b)(1)-23(b)(3) of the Federal Rules of Civil Procedure. 34. Classes A, B and C are hereinafter referred to collectively as the Classes. 35. Numerosity: The Classes are 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. 36. Upon information and belief there are, at a minimum, thousands of class members of Classes A and B and at least hundreds of class members of Class C. 37. Upon information and belief, the Classes’ sizes and the identities of the individual members thereof are ascertainable through Defendant’s records, including, but not limited to Defendant’s fax and marketing records. 38. Members of the Classes may be notified of the pendency of this action by techniques and forms commonly used in class actions, such as by published notice, e-mail notice, website notice, fax notice, first class mail, or combinations thereof, or by other methods suitable to this class and deemed necessary and/or appropriate by the Court. 39. Typicality: Plaintiff’s claims are typical of the claims of the members of Class A. The claims of the Plaintiff and members of Class A are based on the same legal theories and arise from the same unlawful conduct. 41. Plaintiff’s claims are typical of the claims of the members of Class B. The claims of the Plaintiff and members of Class B are based on the same legal theories and arise from the same unlawful conduct. 42. Plaintiff and members of Class B each received at least one fax advertisement, which Defendants sent or caused to be sent by facsimile, computer or other device, advertising the commercial availability or quality of any property, goods, or services, which contained a purported opt-out notice, substantially similar or identical to one of those contained on the fax advertisements sent to Plaintiff that are attached hereto as Exhibit A or did not contain an opt-out notice at all. 43. Plaintiff’s claims are typical of the claims of the members of Class C. The claims of the Plaintiff and members of Class C are based on the same legal theories and arise from the same unlawful conduct. 45. Common Questions of Fact and Law: There is a well-defined community of common questions of fact and law affecting the Plaintiff and members of the Classes. 47. The questions of fact and law common to Plaintiff and Class B predominate over questions which may affect individual members and include the following: (a) Whether Defendants’ conduct of sending and/or causing to be sent to Plaintiff and the members of Class B, by facsimile, computer or other device, fax advertisements, which advertised the commercial availability or quality of any property, goods, or services and which contained a purported opt-out notice, substantially similar or identical to one of those contained on the fax advertisements sent to Plaintiff that are attached hereto as Exhibit A or did not contain an opt-out notice at all, violated 47 U.S.C. § 227(b); (b) Whether Defendants’ conduct of sending and/or causing to be sent to Plaintiff and the members of Class B, by facsimile, computer or other device, fax advertisements, which advertised the commercial availability or quality of any property, goods, or services and which contained a purported opt-out notice, substantially similar or identical to one of those contained on the fax advertisements sent to Plaintiff that are attached hereto as Exhibit A or did not contain an opt-out notice at all, was knowing or willful; (c) Whether Plaintiff and the members of Class B are entitled to statutory damages, triple damages and costs for Defendants’ acts and conduct; and (d) Whether Plaintiff and members of Class B are entitled to a permanent injunction enjoining Defendants from continuing to engage in their unlawful conduct. 49. Adequacy of Representation: Plaintiff is an adequate representative of the Classes because Plaintiff’s interests do not conflict with the interests of the members of the Classes. Plaintiff will fairly, adequately and vigorously represent and protect the interests of the members of the Classes and has no interests antagonistic to the members of the Classes. Plaintiff has retained counsel who are competent and experienced in litigation in the federal courts, TCPA litigation and class action litigation. 51. Injunctive Relief: Defendants have acted on grounds generally applicable to Plaintiff and members of the Classes, thereby making appropriate final injunctive relief with respect to Plaintiff and the Classes as a whole. 52. Plaintiff repeats each and every allegation contained in all of the above paragraphs and incorporates such allegations by reference. 53. By Defendants’ conduct, described above, Defendants committed thousands of violations of 47 U.S.C. § 227(b) against Plaintiff and the members of Class A to wit: the fax advertisements Defendants sent and/or caused to be sent to Plaintiff and the members of Class A were unsolicited and did not contain a notice meeting the requirements of 47 U.S.C. § 227(b)(2)(D) and/or 47 C.F.R. § 64.1200(a)(3)(iii). 55. By Defendants’ conduct described above, Defendants committed thousands of violations of 47 U.S.C. § 227(b) against Plaintiff and the members of Class B to wit: the fax advertisements Defendant sent and/or caused to be sent to Plaintiff and the members of Class B were either unsolicited and did not contain a notice meeting the requirements of 47 C.F.R. § 64.1200(a)(3)(iii) and/or § 227(b)(2)(D), or were solicited and did not contain a notice meeting the requirements of 47 C.F.R. § 64.1200(a)(3)(iii) as required by 47 C.F.R. § 64.1200(a)(3)(iv). 56. Plaintiff repeats each and every allegation contained in all of the above paragraphs and incorporates such allegations by reference. 57. By Defendants’ conduct, described above, Defendants committed at least hundreds of violations of N.J.S.A. 56:8-158(a) against Plaintiff and the members of Class C to wit: the fax advertisements Defendants sent and/or caused to be sent to Plaintiff and the members of Class C were unsolicited and did not contain a notice meeting the requirements of N.J.S.A. 56:8-158(b).

win

10. This Court has jurisdiction pursuant to 28 U.S.C. § 1331 as this case is brought pursuant to The Fair Labor Standards Act, 29 U.S.C. §§ 201-219 (section #216 for jurisdictional placement). 11. 29 U.S.C. § 207(a)(1) states, in pertinent part, "Except as otherwise provided in this section, no employer shall employ any of his employees who in any workweek is engaged in commerce or in the production of goods for commerce, or is employed in an enterprise engaged in commerce or in the production of goods for commerce, for a workweek longer than forty hours unless such employee receives compensation for his employment in excess of the hours above specified at a rate not less than one and one-half times the regular rate at which he is employed." 9. This action arises under the laws of the United States. This case is brought as a collective action under 29 U.S.C. § 216(B). It is believed that the Defendants have employed several other similarly situated employees like the Plaintiff who have not been paid overtime for work performed in excess of 40 hours weekly and/or minimum wages as required by the Fair Labor Standards Act as a result of being paid set weekly salaries regardless of the hours actually worked from the filing of this complaint back three years.

lose

(Declaratory Relief) 113. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 112 of this Complaint as though set forth at length herein. 26 114. An actual controversy has arisen and now exists between the parties in that Plaintiff contends, and is informed and believes that Defendant denies, that Readyrefresh.com contains access barriers denying blind customers the full and equal access to the goods, services and facilities of Readyrefresh.com, which Nestle Waters owns, operates and/or controls, fails to comply with applicable laws including, but not limited to, Title III of the American 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 blind. 115. 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) (Violation of New York State Human Rights Law, N.Y. Exec. Law Article 15 (Executive Law § 292 et seq.)) (Violation of New York State Civil Rights Law, NY CLS Civ R, Article 4 (CLS Civ R § 40 et seq.)) (Violation of New York City Human Rights Law, N.Y.C. Administrative Code § 8-102, et seq.) 101. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 100 of this Complaint as though set forth at length herein. 102. 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 24 . . . disability . . . directly or indirectly, to refuse, withhold from or deny to such person, any of the accommodations, advantages, facilities or privileges thereof.” 103. Readyrefresh.com is a sales establishment and public accommodation within the definition of N.Y.C. Administrative Code § 8-102(9). 104. Defendant is subject to City Law because it owns and operates Readyrefresh.com. Defendant is a person within the meaning of N.Y.C. Administrative Code § 8-102(1). 105. Defendant is violating N.Y.C. Administrative Code § 8-107(4)(a) in refusing to update or remove access barriers to Readyrefresh.com, causing Readyrefresh.com 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. 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). 106. 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 § 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 25 (c) failed to take actions to correct these access barriers in the face of substantial harm and discrimination to blind class members. 107. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 108. 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 Readyrefresh.com under N.Y.C. Administrative Code § 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. 109. 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. 110. 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. 111. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 112. Pursuant to N.Y.C. Administrative Code § 8-120(8) and § 8-126(a) and the remedies, procedures, and rights set forth and incorporated therein, Plaintiff prays for judgment as set forth below. 26. Defendant, Nestle Waters North America, Inc., controls and operates Readyrefresh.com. in New York State and throughout the United States. 27. Readyrefresh.com is a commercial website that offers products and services for online sale. The online store allows the user to browse bottled water, sparkling water, and water dispensers amongst other products, select frequency of delivery, make purchases, and perform a variety of other functions. 28. Among the features offered by Readyrefresh.com are the following: (a) Consumers may use the website to connect with Nestle Waters on social media, using such sites as Facebook, Twitter, Instagram, and Pinterest; (b) an online store, allowing customers to purchase the numerous brands of bottled water, sparkling water, and water dispensers amongst other products and (c) learning about the company and its story, about promotions, about career opportunities, and about shipping and return policies, amongst other features. 9 29. This case arises out of Nestle Waters’ policy and practice of denying the blind access to the goods and services offered by Readyrefresh.com. Due to Nestle Waters’ failure and refusal to remove access barriers to Readyrefresh.com, blind individuals have been and are being denied equal access to Nestle Waters, as well as to the numerous goods, services and benefits offered to the public through Readyrefresh.com. 30. Nestle Waters denies the blind access to goods, services and information made available through Readyrefresh.com by preventing them from freely navigating Readyrefresh.com. 31. Readyrefresh.com contains access barriers that prevent free and full use by Plaintiff and blind persons using keyboards and screen-reading software. These barriers are pervasive and include, but are not limited to: lack of alt-text on graphics, inaccessible drop-down menus, the lack of navigation links, the lack of adequate prompting and labeling, the denial of keyboard access, empty links that contain no text, redundant links where adjacent links go to the same URL address, and the requirement that transactions be performed solely with a mouse. 32. Alternative text (“Alt-text”) is invisible code embedded beneath a graphical image on a website. Web accessibility requires that alt-text be coded with each picture so that a screen-reader can speak the alternative text while sighted users see the picture. Alt-text does not change the visual presentation except that it appears as a text pop-up when the mouse moves over the picture. There are many important pictures on Readyrefresh.com that lack a text equivalent. The lack of alt-text on these graphics prevents screen readers from accurately vocalizing a description of the graphics (screen-readers detect and vocalize alt-text to provide a description of the image to a blind computer user). As a result, Plaintiff and blind Readyrefresh.com customers are unable to determine what is on the website, browse the website or investigate and/or make purchases. 10 33. Readyrefresh.com also lacks prompting information and accommodations necessary to allow blind shoppers who use screen-readers to locate and accurately fill-out online forms. On a shopping site such as Readyrefresh.com, these forms include search fields to select products, fields to select frequency, and fields used to fill-out personal information, including address and credit card information. Due to lack of adequate labeling, Plaintiff and blind customers cannot make purchases or inquiries as to Defendant’s merchandise, nor can they enter their personal identification and financial information with confidence and security. Specifically, Plaintiff was unable to take advantage of the “save up to $50” ad and was unable to add any items to the shopping cart. 34. Additional accessibility issues which Plaintiff experienced with the Readyrefresh.com website include: Summary Plaintiff couldn’t add any items to the cart due to the frequency dialog box not working with a screen-reader. Homepage  Menu items were announced but the submenu items were not  The “Save up to $50” ad on the homepage was announced as “blank” so Plaintiff, unlike sighted persons, could not take advantage of this promotion.  The products on the homepage are announced. Product names are repeated multiple times and extraneous information is announced for some items. This made it confusing for Plaintiff. For example, Acqua Panna first announces ”7.5 inches” which is not shown on screen, the name is then repeated twice, and then Plaintiff heard the product info.  Plaintiff could not add homepage products to the cart. The problem is that she could not select a frequency so she could not finish adding a product to the cart o The frequency button is announced, and then a small dialog box is displayed which asks the user to select a frequency. Unfortunately, focus didn’t go to the new pop-up. Plaintiff only heard the elements behind the pop-up so she could not add any of the homepage items to the cart since she couldn’t pick a frequency Product Page  The product pages have a slightly different experience then the homepage products when Plaintiff attempted to add products to the cart. While she could add an item, a different frequency pop-up was displayed after a long pause. The box was announced, 11 and Plaintiff could make a selection; however, she could not get out of this box to continue. She did hear the confirmation of her selection, but the dialog box remained and there is no submit button, so she was stuck  She tested multiple frequencies on multiple products and could not get past this screen. Consequently, Plaintiff was unable to complete a transaction on the Website. 35. Furthermore, Readyrefresh.com lacks accessible image maps. An image map is a function that combines multiple words and links into one single image. Visual details on this single image highlight different “hot spots” which, when clicked on, allow the user to jump to many different destinations within the website. For an image map to be accessible, it must contain alt-text for the various “hot spots.” The image maps on Readyrefresh.com’s menu page do not contain adequate alt-text and are therefore inaccessible to Plaintiff and the other blind individuals attempting to make a purchase. 36. Furthermore, Plaintiff is unable to locate the shopping cart because the shopping cart form does not specify the purpose of the shopping cart. As a result, blind customers are denied access to the shopping cart. Consequently, blind customers are unsuccessful in adding products into their shopping cart and are essentially prevented from purchasing items on Readyrefresh.com. 37. Moreover, the lack of navigation links on Defendant’s website makes attempting to navigate through Readyrefresh.com even more time consuming and confusing for Plaintiff and blind consumers. 38. Readyrefresh.com requires the use of a mouse to complete a transaction. Yet, it is a fundamental tenet of web accessibility that for a web page to be accessible to Plaintiff and blind people, it must be possible for the user to interact with the page using only the keyboard. Indeed, Plaintiff and blind users 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. Thus, 12 Readyrefresh.com’s inaccessible design, which requires the use of a mouse to complete a transaction, denies Plaintiff and blind customers the ability to independently navigate and/or make purchases on Readyrefresh.com. 39. Due to Readyrefresh.com’s inaccessibility, Plaintiff and blind customers must in turn spend time, energy, and/or money to make their purchases at traditional brick-and-mortar retailers. Some blind customers may require a driver to get to the stores or require assistance in navigating the stores. By contrast, if Readyrefresh.com was accessible, a blind person could independently investigate products and make purchases via the Internet as sighted individuals can and do. According to WCAG 2.1 Guideline 2.4.1, a mechanism is necessary to bypass blocks of content that are repeated on multiple webpages because requiring users to extensively tab before reaching the main content is an unacceptable barrier to accessing the website. Plaintiff must tab through every navigation bar option and footer on Defendant’s website in an attempt to reach the desired service. Thus, Readyrefresh.com’s inaccessible design, which requires the use of a mouse to complete a transaction, denies Plaintiff and blind customers the ability to independently make purchases on Readyrefresh.com. 40. Readyrefresh.com thus contains access barriers which deny the full and equal access to Plaintiff, who would otherwise use Readyrefresh.com and who would otherwise be able to fully and equally enjoy the benefits and services of Readyrefresh.com in New York State and throughout the United States. 41. Plaintiff, Mary Conner, made numerous attempts to complete a purchase on Readyrefresh.com, most recently on April 28, 2020 but was unable to do so independently because of the many access barriers on Defendant’s website. These access barriers have caused Readyrefresh.com to be inaccessible to, and not independently usable by, blind and visually- 13 impaired persons. Amongst other access barriers experienced, Plaintiff was unable to purchase the Poland Spring Sparkling Water in various flavors. 42. As described above, Plaintiff has actual knowledge of the fact that Defendant’s website, Readyrefresh.com, contains access barriers causing the website to be inaccessible, and not independently usable by, blind and visually-impaired persons. 43. These barriers to access have denied Plaintiff full and equal access to, and enjoyment of, the goods, benefits and services of Readyrefresh.com. 44. Defendant engaged in acts of intentional discrimination, including but not limited to the following policies or practices: (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. 45. Defendant utilizes standards, criteria or methods of administration that have the effect of discriminating or perpetuating the discrimination of others. 46. Because of Defendant’s denial of full and equal access to, and enjoyment of, the goods, benefits and services of Readyrefresh.com, Plaintiff and the class have suffered an injury-in-fact which is concrete and particularized and actual and is a direct result of defendant’s conduct. 47. 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 14 Rules of Civil Procedure: “all legally blind individuals in the United States who have attempted to access Readyrefresh.com and as a result have been denied access to the enjoyment of goods and services offered by Readyrefresh.com, during the relevant statutory period.” 48. 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 blind individuals in New York State who have attempted to access Readyrefresh.com and as a result have been denied access to the enjoyment of goods and services offered by Readyrefresh.com, during the relevant statutory period.” 49. There are hundreds of thousands of visually-impaired persons in New York State. There are approximately 8.1 million people in the United States who are visually- impaired. Id. 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. 50. This case arises out of Defendant’s policy and practice of maintaining an inaccessible website denying blind persons access to the goods and services of Readyrefresh.com. Due to Defendant’s policy and practice of failing to remove access barriers, blind persons have been and are being denied full and equal access to independently browse, select and shop on Readyrefresh.com. 51. There are common questions of law and fact common to the class, including without limitation, the following: (a) Whether Readyrefresh.com is a “public accommodation” under the ADA; (b) Whether Readyrefresh.com is a “place or provider of public accommodation” under the laws of New York; 15 (c) Whether Defendant, through its website, Readyrefresh.com, denies the full and equal enjoyment of its goods, services, facilities, privileges, advantages, or accommodations to people with visual disabilities in violation of the ADA; and (d) Whether Defendant, through its website, Readyrefresh.com, denies the full and equal enjoyment of its goods, services, facilities, privileges, advantages, or accommodations to people with visual disabilities in violation of the law of New York. 52. The claims of the named Plaintiff are typical of those of the class. The class, similar to the Plaintiff, is severely visually-impaired or otherwise blind, and claims Nestle Waters has violated the ADA, and/or the laws of New York by failing to update or remove access barriers on their website, Readyrefresh.com, so it can be independently accessible to the class of people who are legally blind. 53. 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. 54. 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. 55. Judicial economy will be served by maintenance of this lawsuit as a class action in that it is likely to avoid the burden that would be otherwise placed upon the judicial 16 system by the filing of numerous similar suits by people with visual disabilities throughout the United States. 56. References to Plaintiff shall be deemed to include the named Plaintiff and each member of the class, unless otherwise indicated. 57. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 56 of this Complaint as though set forth at length herein. 58. Title III of the American 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). 59. Readyrefresh.com is a sales establishment and public accommodation within the definition of 42 U.S.C. §§ 12181(7). 60. Defendant is subject to Title III of the ADA because it owns and operates Readyrefresh.com. 61. 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. 62. Under Title III of the ADA, 42 U.S.C. § 12182(b)(1)(A)(II), it is unlawful 17 discrimination to deny individuals with disabilities or a class of 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. 63. 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.” 64. In addition, under Title III of the ADA, 42 U.S.C. § 12182(b)(2)(A)(III), unlawful discrimination also includes, among other things, “a failure to take such steps as may be necessary to ensure that no individual with 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.” 65. There are readily available, well-established guidelines on the Internet for making websites accessible to the blind and visually-impaired. These guidelines have been followed by other business entities in making their websites accessible, including but not limited to ensuring adequate prompting and accessible alt-text. Incorporating the basic components to make their website accessible would neither fundamentally alter the nature of Defendant’s business nor result in an undue burden to Defendant. 18 66. The acts alleged herein constitute violations of Title III of the ADA, 42 U.S.C. § 12101 et seq., and the regulations promulgated thereunder. Patrons of Nestle Waters who are blind have been denied full and equal access to Readyrefresh.com, 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. 67. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 68. 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 Readyrefresh.com in violation of Title III of the Americans with Disabilities Act, 42 U.S.C. §§ 12181 et seq. and/or its implementing regulations. 69. 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. 70. The actions of Defendant were and are in violation of the ADA, and therefore Plaintiff invokes her statutory right to injunctive relief to remedy the discrimination. 71. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 72. 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. 73. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 72 of this Complaint as though set forth at length herein. 19 74. 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.”. 75. Readyrefresh.com is a sales establishment and public accommodation within the definition of N.Y. Exec. Law § 292(9). 76. Defendant is subject to the New York Human Rights Law because it owns and operates Readyrefresh.com. Defendant is a person within the meaning of N.Y. Exec. Law. § 292(1). 77. Defendant is violating N.Y. Exec. Law § 296(2)(a) in refusing to update or remove access barriers to Readyrefresh.com, causing Readyrefresh.com to be completely inaccessible to the blind. This inaccessibility denies blind patrons the full and equal access to the facilities, goods and services that Defendant makes available to the non-disabled public. 78. Specifically, under N.Y. Exec. Law § 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.” 79. 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 20 fundamentally alter the nature of the facility, privilege, advantage or accommodation being offered or would result in an undue burden.” 80. There are readily available, well-established guidelines on the Internet for making websites accessible to the blind and visually-impaired. These guidelines have been followed by other business entities in making their website accessible, including but not limited to: adding alt-text to graphics and ensuring that all functions can be performed by using a keyboard. Incorporating the basic components to make their website accessible would neither fundamentally alter the nature of Defendant’s business nor result in an undue burden to Defendant. 81. 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. 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. 82. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 83. 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 Readyrefresh.com under N.Y. Exec. Law § 296(2) et 21 seq. 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. 84. The actions of Defendant were and are in violation of the New York State Human Rights Law and therefore Plaintiff invokes her right to injunctive relief to remedy the discrimination. 85. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines pursuant to N.Y. Exec. Law § 297(4)(c) et seq. for each and every offense. 86. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 87. 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. 88. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 87 of this Complaint as though set forth at length herein. 89. Plaintiff served notice thereof upon the attorney general as required by N.Y. Civil Rights Law § 41. 90. 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 . . .” 22 91. 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.” 92. Readyrefresh.com is a sales establishment and public accommodation within the definition of N.Y. Civil Rights Law § 40-c(2). 93. Defendant is subject to New York Civil Rights Law because it owns and operates Readyrefresh.com. Defendant is a person within the meaning of N.Y. Civil Law § 40- c(2). 94. Defendant is violating N.Y. Civil Rights Law § 40-c(2) in refusing to update or remove access barriers to Readyrefresh.com, causing Readyrefresh.com 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. 95. There are readily available, well-established guidelines on the Internet for making websites accessible to the blind and visually-impaired. These guidelines have been followed by other business entities in making their website accessible, including but not limited to: adding alt-text to graphics and ensuring that all functions can be performed by using a keyboard. Incorporating the basic components to make their website accessible would neither fundamentally alter the nature of Defendant’s business nor result in an undue burden to Defendant. 96. 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 23 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 . . .” 97. 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 . . .” 98. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 99. 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 indirectly refused, withheld from, or denied the accommodations, advantages, facilities and privileges thereof in § 40 et seq. and/or its implementing regulations. 100. Plaintiff is entitled to compensatory damages of five hundred dollars per instance, as well as civil penalties and fines pursuant to N.Y. Civil Rights Law § 40 et seq. for each and every offense.

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16. Ferroglobe purports to produce silicon metal, silicon-based alloys, and manganese-based alloys and to sell products such as aluminum, silicone compounds, automotive parts, photovoltaic cells, electronic semiconductors, and steel. Materially False and Misleading Statements Issued During the Class Period 17. The Class Period begins on August 21, 2018. On that day, the Company published a press release announcing the second quarter 2018 financial results. It reported a net profit of $66.0 million, or $0.39 per share, and adjusted EBITDA of $86.3 million. 29. 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 and entities that purchased or otherwise acquired Ferroglobe securities between August 21, 2018 and November 26, 2018, inclusive, 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. 30. The members of the Class are so numerous that joinder of all members is impracticable. Throughout the Class Period, Ferroglobe’s common shares actively traded on the NASDAQ. While the exact number of Class members is unknown to Plaintiff at this time and can only be ascertained through appropriate discovery, Plaintiff believes that there are at least hundreds or thousands of members in the proposed Class. Millions of Ferroglobe common stock were traded publicly during the Class Period on the NASDAQ. Record owners and other members of the Class may be identified from records maintained by Ferroglobe 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. 31. 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. 32. 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. 35. The market for Ferroglobe’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, Ferroglobe’s securities traded at artificially inflated prices during the Class Period. Plaintiff and other members of the Class purchased or otherwise acquired Ferroglobe’s securities relying upon the integrity of the market price of the Company’s securities and market information relating to Ferroglobe, and have been damaged thereby. 36. During the Class Period, Defendants materially misled the investing public, thereby inflating the price of Ferroglobe’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. The statements and omissions were materially false and/or misleading because they failed to disclose material adverse information and/or misrepresented the truth about Ferroglobe’s business, operations, and prospects as alleged herein. 47. Plaintiff repeats and re-alleges each and every allegation contained above as if fully set forth herein. 48. During the Class Period, Defendants carried out a plan, scheme and course of conduct which was intended to and, throughout the Class Period, did: (i) deceive the investing public, including Plaintiff and other Class members, as alleged herein; and (ii) cause Plaintiff and other members of the Class to purchase Ferroglobe’s securities at artificially inflated prices. In furtherance of this unlawful scheme, plan and course of conduct, Defendants, and each defendant, took the actions set forth herein. 58. Plaintiff repeats and re-alleges each and every allegation contained above as if fully set forth herein. 59. Individual Defendants acted as controlling persons of Ferroglobe within the meaning of Section 20(a) of the Exchange Act as alleged herein. By virtue of their high-level positions and their ownership and contractual rights, participation in, and/or awareness of the Company’s operations and intimate knowledge of the false financial statements filed by the Company with the SEC and disseminated to the investing public, Individual Defendants had the power to influence and control and did influence and control, directly or indirectly, the decision- making of the Company, including the content and dissemination of the various statements which Plaintiff contends are false and misleading. Individual Defendants were provided with or had unlimited access to copies of the Company’s reports, press releases, public filings, and other statements 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 the statements to be corrected. 60. In particular, Individual Defendants had direct and supervisory involvement in the day-to-day operations of the Company and, therefore, had the power to control or influence the particular transactions giving rise to the securities violations as alleged herein, and exercised the same. 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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22. Defendant offers the commercial website, WWW.HUDSONFURNITUREINC.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 location and about the showroom location and its hours of operation, purchase products such as the furniture (beds, chairs, tables, upholstery, etc.) and other accessories advertised for sale, browse the online catalog of its items for sale, contact details and information about the company, the ability to register for news and updates, sign up to participate in events and offers and other important information. 23. 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 physical location. 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 physical location and the numerous goods, services and benefits offered to the public through the Website. 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. 27. 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. 29. If the Website was equally accessible to all, Plaintiff could independently navigate the Website and complete a desired transaction as sighted individuals do. 30. 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. 31. 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. 32. 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. 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. If the Website was accessible, Plaintiff and similarly situated blind and visually-impaired people could independently view service items, locate Defendant’s physical location and hours of operation and otherwise research related products and services available via the Website. 36. 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. 37. 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. 38. Without injunctive relief, Plaintiff and other visually-impaired consumers will continue to be unable to independently use the Website, violating their rights. 39. 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 Website and physical locations, during the relevant statutory period. 41. 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 location, during the relevant statutory period. 42. 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. 43. 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. 45. 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. 46. 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. 47. 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. Defendant’s physical location 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 physical location. The Website is a service that is heavily integrated with this location and is a gateway thereto. 50. 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). 51. 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). 52. 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. Under 42 U.S.C. § 12188 and the remedies, procedures, and rights set forth and incorporated therein, Plaintiff, requests relief as set forth below. 55. 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. 56. 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 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). 59. 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. 60. 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". 61. 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. 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. 64. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 66. 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. 67. 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. 68. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 69. 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. 70. 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. 71. Plaintiff served notice thereof upon the attorney general as required by N.Y. Civil Rights Law § 41. 73. 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 her 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.” 74. Defendant’s New York State physical location 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. 75. Defendant is subject to New York Civil Rights Law because it owns and operates its physical location and Website. Defendant is a person within the meaning of N.Y. Civil Law § 40-c(2). 76. 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 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. 77. 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. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 80. 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. 81. 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. 82. 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. 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 heavily integrated with its establishments and is a gateway thereto. 85. Defendant is subject to NYCHRL because it owns and operates its physical location 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). 86. 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 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. 87. 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 has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 90. As such, Defendant discriminates, and will continue in the future to discriminate against Plaintiff and members of the proposed Class and City 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 City Subclass will continue to suffer irreparable harm. 91. Defendant’s actions were and are in violation of the NYCHRL and therefore Plaintiff invokes her right to injunctive relief to remedy the discrimination. 92. 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 and punitive damages pursuant to § 8-502(a). 93. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 95. 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. 96. 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. 97. 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 VIOLATION OF THE NEW YORK STATE CIVIL RIGHTS LAW VIOLATIONS OF THE NYCHRL VIOLATIONS OF THE ADA, 42 U.S.C. § 12181 et seq. VIOLATIONS OF THE NYSHRL

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(Declaratory Relief) 112. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 111 of this Complaint as though set forth at length herein. 26 113. An actual controversy has arisen and now exists between the parties in that Plaintiff contends, and is informed and believes that Defendants denies, that HomeAdvisor.com contains access barriers denying blind customers the full and equal access to the goods, services and facilities of HomeAdvisor.com, which HomeAdvisor owns, operates and/or controls, fails to comply with applicable laws including, but not limited to, Title III of the American 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 blind. 114. 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.)) (Violation of 42 U.S.C. §§ 12181 et seq. – Title III of the Americans with Disabilities Act) (Violation of New York City Human Rights Law, N.Y.C. Administrative Code § 8-102, et seq.) 100. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 99 of this Complaint as though set forth at length herein. 101. 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 24 . . . disability . . . directly or indirectly, to refuse, withhold from or deny to such person, any of the accommodations, advantages, facilities or privileges thereof.” 102. HomeAdvisor.com is a sales establishment and public accommodation within the definition of N.Y.C. Administrative Code § 8-102(9). 103. Defendants are subject to City Law because they own and operate HomeAdvisor.com. Defendants are a person within the meaning of N.Y.C. Administrative Code § 8-102(1). 104. Defendants are violating N.Y.C. Administrative Code § 8-107(4)(a) in refusing to update or remove access barriers to HomeAdvisor.com, causing HomeAdvisor.com to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, goods, and services that Defendants makes available to the non- disabled public. Specifically, Defendants are 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). 105. Defendants’ 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 § 8-107(15)(a) in that Defendants have: (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 25 (c) failed to take actions to correct these access barriers in the face of substantial harm and discrimination to blind class members. 106. Defendants have failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 107. As such, Defendants discriminate, 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 HomeAdvisor.com under N.Y.C. Administrative Code § 8-107(4)(a) and/or its implementing regulations. Unless the Court enjoins Defendants from continuing to engage in these unlawful practices, Plaintiff and members of the class will continue to suffer irreparable harm. 108. The actions of Defendants were and are in violation of City law and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 109. 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. 110. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 111. Pursuant to N.Y.C. Administrative Code § 8-120(8) and § 8-126(a) and the remedies, procedures, and rights set forth and incorporated therein, Plaintiff prays for judgment as set forth below. (Violation of New York State Civil Rights Law, NY CLS Civ R, Article 4 (CLS Civ R § 40 et seq.)) 27. Defendants control and operate HomeAdvisor.com. in New York State and throughout the United States. 28. HomeAdvisor.com is a commercial website that offers products and services for online sale. The online store allows the user to browse the various home services on demand that are available, find professionals to work on home projects, make bookings, and perform a variety of other functions. 29. Among the features offered by HomeAdvisor.com are the following: (a) Consumers may use the website to connect with HomeAdvisor on social media, using such sites as Facebook, Twitter, Instagram, and Pinterest; 9 (b) an online store, allowing customers to connect with prescreened local service professionals to carry out home projects and services; and (c) learning about career opportunities, frequently asked questions, and about the company. 30. This case arises out of HomeAdvisor’s policy and practice of denying the blind access to the goods and services offered by HomeAdvisor.com. Due to HomeAdvisor’s failure and refusal to remove access barriers to HomeAdvisor.com, blind individuals have been and are being denied equal access to HomeAdvisor, as well as to the numerous goods, services and benefits offered to the public through HomeAdvisor.com. 31. HomeAdvisor denies the blind access to goods, services and information made available through HomeAdvisor.com by preventing them from freely navigating HomeAdvisor.com. 32. HomeAdvisor.com contains access barriers that prevent free and full use by Plaintiff and blind persons using keyboards and screen-reading software. These barriers are pervasive and include, but are not limited to: lack of alt-text on graphics, inaccessible drop-down menus, the lack of navigation links, the lack of adequate prompting and labeling, the denial of keyboard access, empty links that contain no text, redundant links where adjacent links go to the same URL address, and the requirement that transactions be performed solely with a mouse. 33. Alternative text (“Alt-text”) is invisible code embedded beneath a graphical image on a website. Web accessibility requires that alt-text be coded with each picture so that a screen-reader can speak the alternative text while sighted users see the picture. Alt-text does not change the visual presentation except that it appears as a text pop-up when the mouse moves over the picture. There are many important pictures on HomeAdvisor.com that lack a text equivalent. The lack of alt-text on these graphics prevents screen readers from accurately vocalizing a 10 description of the graphics (screen-readers detect and vocalize alt-text to provide a description of the image to a blind computer user). As a result, Plaintiff and blind HomeAdvisor.com customers are unable to determine what is on the website, browse the website or investigate and/or make purchases. 34. HomeAdvisor.com also lacks prompting information and accommodations necessary to allow blind shoppers who use screen-readers to locate and accurately fill-out online forms. On a shopping site such as HomeAdvisor.com, these forms include search fields to select location, a type of service, and select dates of service desired, and fields used to fill-out personal information, including address and credit card information. Due to lack of adequate labeling, Plaintiff and blind customers cannot make a selection or inquiries as to Defendants’ services, nor can they enter their personal identification and financial information with confidence and security. Specifically, when Plaintiff attempted to order a housecleaning service to clean her apartment and attempted to find a bathroom contractor to remodel her bathroom, her screen- reader would not allow her to “start a project.” Moreover, the services were not accessible by keyboard either. Consequently, she was unable to proceed to checkout, and unable to complete a transaction. In addition to the above, Plaintiff encountered the following specific accessibility issues on the website: (a) When a blind user visits the website, the first thing they hear is not “start a project” or anything critical like that. Instead, the first thing they hear is the social media and mobile app links – all of which are not labeled. For example, clicking on “log in” will take the user to a new page and they will initially hear “blank” 8 times, representing the 8 social media and mobile app links. This causes a major impact on navigation. (b) Sign-up: After the 8 “blank” links, users must hear all of the cities at the bottom of the page followed by the footer and finally they hear the header items. Blind users would have to be very patient or persistent if they actually want to sign up. (c) LogIn Page: The LogIn tab is not accessible if using a screen-reader. 11 (d) Start a Project: While it is possible to search for a pro or click on a category, the critical barrier occurs on the first step of the “start a project” journey. Users must enter their zip code. Users of screen-readers are unable to enter a zip code. Therefore, blind visitors to the website cannot continue any further. (e) Other Issues: the “search” button on the home page is labeled simply as “button.” “Compare Quotes from up to 4 pros” was not read. The search field for “find trusted local pros” is read and sighted visitors to the website the options that are automatically generated as they enter information in the search field. However, blind users do not hear these options and need to guess what is a qualified entry. Consequently, blind visitors to the website are unable to complete a transaction. 35. Furthermore, HomeAdvisor.com lacks accessible image maps. An image map is a function that combines multiple words and links into one single image. Visual details on this single image highlight different “hot spots” which, when clicked on, allow the user to jump to many different destinations within the website. For an image map to be accessible, it must contain alt-text for the various “hot spots.” The image maps on HomeAdvisor.com’s menu page do not contain adequate alt-text and are therefore inaccessible to Plaintiff and the other blind individuals attempting to make a purchase. When Plaintiff tried to access the menu link in order to make a purchase, she was unable to access it completely. 36. Moreover, the lack of navigation links on Defendants’ website makes attempting to navigate through HomeAdvisor.com even more time consuming and confusing for Plaintiff and blind consumers. 37. HomeAdvisor.com requires the use of a mouse to complete a transaction. Yet, it is a fundamental tenet of web accessibility that for a web page to be accessible to Plaintiff and blind people, it must be possible for the user to interact with the page using only the keyboard. Indeed, Plaintiff and blind users 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. Thus, HomeAdvisor.com’s inaccessible design, which requires the use of a mouse to complete a 12 transaction, denies Plaintiff and blind customers the ability to independently navigate and/or make purchases on HomeAdvisor.com. 38. Due to HomeAdvisor.com’s inaccessibility, Plaintiff and blind customers must in turn spend time, energy, and/or money to make their purchases at traditional brick-and- mortar retailers. Some blind customers may require a driver to get to the stores or require assistance in navigating the stores. By contrast, if HomeAdvisor.com was accessible, a blind person could independently investigate products and make purchases via the Internet as sighted individuals can and do. According to WCAG 2.1 Guideline 2.4.1, a mechanism is necessary to bypass blocks of content that are repeated on multiple webpages because requiring users to extensively tab before reaching the main content is an unacceptable barrier to accessing the website. Plaintiff must tab through every navigation bar option and footer on Defendants’ website in an attempt to reach the desired service. Thus, HomeAdvisor.com’s inaccessible design, which requires the use of a mouse to complete a transaction, denies Plaintiff and blind customers the ability to independently make purchases or bookings on HomeAdvisor.com. 39. HomeAdvisor.com thus contains access barriers which deny the full and equal access to Plaintiff, who would otherwise use HomeAdvisor.com and who would otherwise be able to fully and equally enjoy the benefits and services of HomeAdvisor.com in New York State and throughout the United States. 40. Plaintiff, Mary Conner, has made numerous attempts to complete a purchase on HomeAdvisor.com, most recently on August 9, 2019, but was unable to do so independently because of the many access barriers on Defendants’ website. These access barriers have caused HomeAdvisor.com to be inaccessible to, and not independently usable by, blind and visually- impaired persons. Amongst other access barriers experienced, Plaintiff was unable to book a 13 housecleaning service to clean her apartment and to find a bathroom contractor to remodel her bathroom. 41. As described above, Plaintiff has actual knowledge of the fact that Defendants’ website, HomeAdvisor.com, contains access barriers causing the website to be inaccessible, and not independently usable by, blind and visually-impaired persons. 42. These barriers to access have denied Plaintiff full and equal access to, and enjoyment of, the goods, benefits and services of HomeAdvisor.com. 43. Defendants engaged in acts of intentional discrimination, including but not limited to the following policies or practices: (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. 44. Defendants utilizes standards, criteria or methods of administration that have the effect of discriminating or perpetuating the discrimination of others. 45. Because of Defendants’ denial of full and equal access to, and enjoyment of, the goods, benefits and services of HomeAdvisor.com, Plaintiff and the class have suffered an injury-in-fact which is concrete and particularized and actual and is a direct result of Defendants’ conduct. 46. 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 14 Rules of Civil Procedure: “all legally blind individuals in the United States who have attempted to access HomeAdvisor.com and as a result have been denied access to the enjoyment of goods and services offered by HomeAdvisor.com, during the relevant statutory period.” 47. 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 blind individuals in New York State who have attempted to access HomeAdvisor.com and as a result have been denied access to the enjoyment of goods and services offered by HomeAdvisor.com, during the relevant statutory period.” 48. There are hundreds of thousands of visually-impaired persons in New York State. There are approximately 8.1 million people in the United States who are visually- impaired. Id. 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. 49. This case arises out of Defendants’ policy and practice of maintaining an inaccessible website denying blind persons access to the goods and services of HomeAdvisor.com. Due to Defendants’ policy and practice of failing to remove access barriers, blind persons have been and are being denied full and equal access to independently browse, select and shop on HomeAdvisor.com. 50. There are common questions of law and fact common to the class, including without limitation, the following: (a) Whether HomeAdvisor.com is a “public accommodation” under the ADA; (b) Whether HomeAdvisor.com is a “place or provider of public accommodation” under the laws of New York; 15 (c) Whether Defendants, through their website, HomeAdvisor.com, denie the full and equal enjoyment of its goods, services, facilities, privileges, advantages, or accommodations to people with visual disabilities in violation of the ADA; and (d) Whether Defendants, through their website, HomeAdvisor.com, denie the full and equal enjoyment of its goods, services, facilities, privileges, advantages, or accommodations to people with visual disabilities in violation of the law of New York. 51. The claims of the named Plaintiff are typical of those of the class. The class, similar to the Plaintiff, is severely visually-impaired or otherwise blind, and claims HomeAdvisor has violated the ADA, and/or the laws of New York by failing to update or remove access barriers on their website, HomeAdvisor.com, so it can be independently accessible to the class of people who are legally blind. 52. 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 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. 53. 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. 54. Judicial economy will be served by maintenance of this lawsuit as a class action in that it is likely to avoid the burden that would be otherwise placed upon the judicial 16 system by the filing of numerous similar suits by people with visual disabilities throughout the United States. 55. References to Plaintiff shall be deemed to include the named Plaintiff and each member of the class, unless otherwise indicated. 56. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 55 of this Complaint as though set forth at length herein. 57. Title III of the American 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). 58. HomeAdvisor.com is a sales establishment and public accommodation within the definition of 42 U.S.C. §§ 12181(7). 59. Defendants are subject to Title III of the ADA because they own and operate HomeAdvisor.com. 60. 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. 61. Under Title III of the ADA, 42 U.S.C. § 12182(b)(1)(A)(II), it is unlawful 17 discrimination to deny individuals with disabilities or a class of 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. 62. 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.” 63. In addition, under Title III of the ADA, 42 U.S.C. § 12182(b)(2)(A)(III), unlawful discrimination also includes, among other things, “a failure to take such steps as may be necessary to ensure that no individual with 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.” 64. There are readily available, well-established guidelines on the Internet for making websites accessible to the blind and visually-impaired. These guidelines have been followed by other business entities in making their websites accessible, including but not limited to ensuring adequate prompting and accessible alt-text. Incorporating the basic components to make their website accessible would neither fundamentally alter the nature of Defendants’ business nor result in an undue burden to Defendants. 18 65. The acts alleged herein constitute violations of Title III of the ADA, 42 U.S.C. § 12101 et seq., and the regulations promulgated thereunder. Patrons of HomeAdvisor who are blind have been denied full and equal access to HomeAdvisor.com, 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. 66. Defendants have failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 67. As such, Defendants discriminate, 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 HomeAdvisor.com in violation of Title III of the Americans with Disabilities Act, 42 U.S.C. §§ 12181 et seq. and/or its implementing regulations. 68. Unless the Court enjoins Defendants from continuing to engage in these unlawful practices, Plaintiff and members of the proposed class and subclass will continue to suffer irreparable harm. 69. The actions of Defendants were and are in violation of the ADA, and therefore Plaintiff invokes his statutory right to injunctive relief to remedy the discrimination. 70. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 71. 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. 72. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 71 of this Complaint as though set forth at length herein. 19 73. 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.”. 74. HomeAdvisor.com is a sales establishment and public accommodation within the definition of N.Y. Exec. Law § 292(9). 75. Defendants are subject to the New York Human Rights Law because they own and operates HomeAdvisor.com. Defendants are a person within the meaning of N.Y. Exec. Law. § 292(1). 76. Defendants are violating N.Y. Exec. Law § 296(2)(a) in refusing to update or remove access barriers to HomeAdvisor.com, causing HomeAdvisor.com to be completely inaccessible to the blind. This inaccessibility denies blind patrons the full and equal access to the facilities, goods and services that Defendants make available to the non-disabled public. 77. Specifically, under N.Y. Exec. Law § 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.” 78. 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 20 fundamentally alter the nature of the facility, privilege, advantage or accommodation being offered or would result in an undue burden.” 79. There are readily available, well-established guidelines on the Internet for making websites accessible to the blind and visually-impaired. These guidelines have been followed by other business entities in making their website accessible, including but not limited to: adding alt-text to graphics and ensuring that all functions can be performed by using a keyboard. Incorporating the basic components to make their website accessible would neither fundamentally alter the nature of Defendants’ business nor result in an undue burden to Defendants. 80. Defendants’ 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. Exec. Law § 296(2) in that Defendants have: (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. 81. Defendants have failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 82. As such, Defendants discriminate, 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 HomeAdvisor.com under N.Y. Exec. Law § 296(2) et 21 seq. and/or its implementing regulations. Unless the Court enjoins Defendants from continuing to engage in these unlawful practices, Plaintiff and members of the class will continue to suffer irreparable harm. 83. The actions of Defendants were and are in violation of the New York State Human Rights Law and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 84. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines pursuant to N.Y. Exec. Law § 297(4)(c) et seq. for each and every offense. 85. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 86. 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. 87. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 86 of this Complaint as though set forth at length herein. 88. Plaintiff served notice thereof upon the attorney general as required by N.Y. Civil Rights Law § 41. 89. 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 . . .” 22 90. 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.” 91. HomeAdvisor.com is a sales establishment and public accommodation within the definition of N.Y. Civil Rights Law § 40-c(2). 92. Defendants are subject to New York Civil Rights Law because they own and operate HomeAdvisor.com. Defendants are a person within the meaning of N.Y. Civil Law § 40-c(2). 93. Defendants are violating N.Y. Civil Rights Law § 40-c(2) in refusing to update or remove access barriers to HomeAdvisor.com, causing HomeAdvisor.com to be completely inaccessible to the blind. This inaccessibility denies blind patrons full and equal access to the facilities, goods and services that Defendants make available to the non-disabled public. 94. There are readily available, well-established guidelines on the Internet for making websites accessible to the blind and visually-impaired. These guidelines have been followed by other business entities in making their website accessible, including but not limited to: adding alt-text to graphics and ensuring that all functions can be performed by using a keyboard. Incorporating the basic components to make their website accessible would neither fundamentally alter the nature of Defendants’ business nor result in an undue burden to Defendants. 95. 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 23 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 . . .” 96. 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 Defendants shall reside . . .” 97. Defendants have failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 98. As such, Defendants discriminate, and will continue in the future to discriminate against Plaintiff and members of the proposed class on the basis of disability are being directly indirectly refused, withheld from, or denied the accommodations, advantages, facilities and privileges thereof in § 40 et seq. and/or its implementing regulations. 99. Plaintiff is entitled to compensatory damages of five hundred dollars per instance, as well as civil penalties and fines pursuant to N.Y. Civil Rights Law § 40 et seq. for each and every offense.

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29. Plaintiff brings the First Cause of Action, an FLSA claim, on behalf of himself and all similarly situated persons who work or have worked as Hourly Workers for Walgreens who elect to opt-in to this action (the “FLSA Collective”). 30. Defendant is liable under the FLSA for, inter alia, failing to properly compensate 5 Plaintiff and the FLSA Collective for their overtime hours worked. 31. Consistent with Defendant’s policies and patterns or practices, Plaintiff and the FLSA Collective were not paid the proper premium overtime compensation of 1.5 times their regular rates of pay, including earned bonus pay, for all hours worked beyond 40 per workweek. 32. All of the work that Plaintiff and the FLSA Collective have performed has been assigned by Defendant, and/or Defendant have been aware of all of the work that Plaintiff and the FLSA Collective have performed. 33. As part of their 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 FLSA Collective. This policy and pattern or practice includes, but is not limited to, willfully failing to pay their employees, including Plaintiff and the FLSA Collective, the correct overtime wages for all hours worked in excess of 40 hours per workweek. 34.2 minutes of overtime and earned bonus pay and an hourly rate of $13.00 per hour, therefore the overtime was paid of $19.50 per hour failed to account for the bonus pay he earned. See Exhibit A, Samuel Paystub. 34. Plaintiff brings the Second, Third, Fourth, and Fifth Causes of Action, NYLL claims, under Rule 23 of the Federal Rules of Civil Procedure, on behalf of themselves and a class of persons consisting of: All persons who work or have worked as Hourly Workers for Walgreen Co. in New York between September 21, 2014 and the date of final judgment in this matter (the “New York Class”). 35. The members of the New York Class 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. 36. There are more than fifty members of the New York Class. 37. Plaintiff’s claims are typical of those claims that could be alleged by any member of the New York Class, and the relief sought is typical of the relief which would be sought by each 6 member of the New York Class in separate actions. 38. Plaintiff and the New York Class have all been injured in that they have been uncompensated, under-compensated, or untimely compensated due to Defendant’s common policies, practices, and patterns of conduct. Defendant’s corporate-wide policies and practices affected everyone in the New York Class similarly, and Defendant benefited from the same type of unfair and/or wrongful acts as to each member of the New York Class. 39. Plaintiff is able to fairly and adequately protect the interests of the New York Class and has no interests antagonistic to the New York Class. 40. Plaintiff is represented by attorneys who are experienced and competent in both class action litigation and employment litigation and have previously represented many plaintiff and classes in wage and hour cases. 41. 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 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 similar 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. 42. Common questions of law and fact exist as to the New York Class that predominate over any questions only affecting Plaintiff and/or each member of the New York Class individually and include, but are not limited to, the following: (a) whether Defendant correctly compensated Plaintiff and the New York Class for hours worked in excess of 40 per workweek; (b) whether Defendant correctly compensated Plaintiff and the New York Class on a timely basis; 7 (c) whether Defendant failed to furnish Plaintiff and the New York Class with a proper time of hire wage notice, as required by the NYLL; and (d) whether Defendant failed to furnish Plaintiff and the New York Class with accurate statements with every payment of wages, as required by the NYLL. 43. Consistent with their policies and patterns or practices as described herein, Defendant harmed Plaintiff, individually, as follows: Levaughn Samuel 44. Samuel was employed by Walgreens at their store located at 120 Court Street, Brooklyn, New York 11201 as an hourly employee from on or about March 25, 2018 through approximately September 1, 2020. 45. During his employment, Samuel frequently worked over 40 hours per week. In weeks where Samuel worked over 40 hours per week and earned bonus pay, Defendant failed to calculate the overtime rate including hourly bonus pay. 46. For example, for the pay period of March 25, 2018 to April 7, 2018, Samuel worked 47. Furthermore, during his employment, over twenty-five percent of Samuel’s duties were physical tasks, including but not limited to: (1) stocking shelves; (2) rearranging items on shelves; (3) sweeping floors; (4) installing alarm tags; (5) removing secured items from shelves; (6) bagging and carrying customer’s items; (7) wiping down the cashier station and break room; and (7) continuously standing and walking throughout his entire shift. 8 48. Despite regularly spending more than twenty-five percent of his shift performing these physical tasks, Samuel has been compensated by Defendant on a bi-weekly basis. 49. For example, for the week beginning on March 25, 2018 and ending March 31, 2018, Samuel was paid his lawfully earned wages on April 12, 20218. See Exhibit A. 50. In this regard, Defendant failed to pay Samuel his wages earned from March 25, 2018 through March 31, 2018 by April 7, 2018, as required by NYLL § 191(1)(a). 51. Defendant failed to provide Samuel with a proper time of hire wage notice as required by the NYLL. 52. Throughout Samuel’s employment, Defendant failed to provide Samuel with accurate wage statements which showed the number of hours he worked each week. 53. Furthermore, Defendant failed to provide Samuel with wage statements which reflected his correct overtime rate. See Ex. A. 54. In this regard, Defendant failed to provide Samuel with accurate wage statements with each payment of wages as required by the NYLL. 55. Plaintiff realleges and incorporates by reference all allegations in all preceding paragraphs. 56. The overtime wage provisions set forth in the FLSA, 29 U.S.C. §§ 201 et seq., and the supporting federal regulations, apply to Defendant and protect Plaintiff and the members of the FLSA Collective. 57. Plaintiff and the FLSA Collective worked in excess of 40 hours during workweeks in the relevant period. 9 58. Defendant failed to pay Plaintiff and the FLSA Collective the premium overtime wages to which they were entitled under the FLSA – at a rate of 1.5 times their regular rate of pay, including commissions, for all hours worked in excess of 40 per workweek. 59. As a result of Defendant’s willful violations of the FLSA, Plaintiff and the FLSA Collective have suffered damages by being denied proper overtime compensation in amounts to be determined at trial, and are entitled to recovery of such amounts, liquidated damages, attorneys’ fees and costs, and other compensation pursuant to 29 U.S.C. §§ 201 et seq. 60. Plaintiff realleges and incorporates by reference all allegations in all preceding paragraphs. 61. The overtime wage provisions of Article 19 of the NYLL and its supporting regulations apply to Defendant and protect Plaintiff and the New York Class. 62. Defendant failed to pay Plaintiff and the New York Class the premium overtime wages to which they were entitled under the NYLL and the supporting New York State Department of Labor Regulations – at a rate of 1.5 times their regular rate of pay, including bonuses – for all hours worked beyond 40 per workweek. 63. Due to Defendant’s violations of the NYLL, Plaintiff and the New York Class are entitled to recover from Defendant their unpaid overtime wages, liquidated damages as provided for by the NYLL, reasonable attorneys’ fees and costs, and pre-judgment and post-judgment interest. 10 64. Plaintiff realleges and incorporates by reference all allegations in all preceding paragraphs. 65. The timely payment of wages provisions NYLL § 191 and its supporting regulations apply to Defendant and protect Plaintiff and the New York Class. 66. Defendant’s failed to pay Plaintiff and the New York Class on a timely basis as required by NYLL § 191(1)(a). 67. Due to Defendant’s violations of the NYLL, Plaintiff and the New York Class are entitled to recover from Defendant the amount of their untimely paid wages as liquidated damages, reasonable attorneys’ fees and costs, and pre-judgment and post-judgment interest as provided for by NYLL § 198. 68. Plaintiff realleges and incorporates by reference all allegations in all preceding paragraphs. 69. Defendant has failed to supply Plaintiff and the New York Class with a proper time of hire wage notice, as required by NYLL, Article 6, § 195(1), in English or in the language identified as their primary language, at the time of hiring, containing, among other items: the rate or rates of pay and basis thereof, whether paid by the hour, shift, day, week, salary, piece, commission, or other; allowances, if any, claimed as part of the minimum wage; the regular pay day designated by the employer in accordance with section one hundred ninety-one of this article; overtime rate; the name of the employer; any “doing business as” names used by the employer; 11 the physical address of the employer's main office or principal place of business, and a mailing address if different; the telephone number of the employer; plus such other information as the commissioner deems material and necessary. 70. Due to Defendant’s violations of NYLL, Article 6, § 195(1), Plaintiff and the New York Class are entitled to statutory penalties of fifty dollars for each workday that Defendant failed to provide them with wage notices, or a total of five thousand dollars each, as well as reasonable attorneys’ fees and costs as provided for by NYLL, Article 6, § 198(1-b). 71. Plaintiff realleges and incorporates by reference all allegations in all preceding paragraphs. 72. Defendant failed to supply Plaintiff and the New York Class with an accurate statement of wages with every payment of wages as required by NYLL, Article 6, § 195(3), listing: dates of work covered by that payment of wages; name of employee; name of employer; address and phone number of employer; rate or rates of pay and basis thereof, whether paid by the hour, shift, day, week, salary, piece, commission, or other; gross wages; deductions; allowances, if any, claimed as part of the minimum wage; hourly rate or rates of pay and overtime rate or rates of pay if applicable; the number of hours worked per week, including overtime hours worked if applicable; deductions; and net wages. 73. Defendant’s failure to provide Plaintiff and the New York Class with wage statements that accurately reflected their overtime rate and hours worked per week violates NYLL § 195(3) 74. Due to Defendant’s violations of NYLL § 195(3), Plaintiff and the New York Class are entitled to statutory penalties of two hundred fifty dollars for each workday that Defendant failed to 12 provide them with accurate wage statements, or a total of five thousand dollars each, as well as reasonable attorneys’ fees and costs as provided for by NYLL, Article 6, § 198. Fair Labor Standards Act – Overtime Wages (Brought on behalf of Plaintiff and the FLSA Collective) New York Labor Law – Overtime Wages (Brought on behalf of Plaintiff and the New York Class) New York Labor Law – Failure to Provide Proper Time of Hire Notice (Brought on behalf of Plaintiff and the New York Class) New York Labor Law – Failure to Provide Accurate Wage Statements (Brought on behalf of Plaintiff and the New York Class) New York Labor Law – Failure to Pay Timely Wages (Brought on behalf of Plaintiff and the New York Class)

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(Violation of Title III of the Americans with Disabilities Act) (42 U.S.C. §§ 12101, et seq.) (Injunctive Relief on Behalf of Plaintiffs and the Class) 24. Plaintiffs seek certification of the following nationwide class pursuant to Fed. R. Civ. P. 23(a) and 23(b)(2): “all legally blind individuals who have been and/or are being denied equal access to the services, privileges, advantages, and accommodations that Defendants offer through the Greyhound website or mobile software application, because those services, privileges, advantages, and accommodations are not independently accessible to blind persons who must use screen-reader software to access websites and mobile software applications.” 25. Plaintiffs also seek certification of the following California-wide Subclass pursuant to Fed. R. Civ. P. 23(a) and 23(b)(3): “all legally blind California individuals who have been denied equal access to the services, privileges, advantages, and accommodations that Defendants offer through the Greyhound website or mobile software application, because those services, privileges, advantages, and accommodations are not independently accessible to blind persons who must use screen-reader software to access websites and mobile software applications.” 26. The persons in the Class and California Subclass 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. 27. The action involves common questions of law and fact affecting the parties to be represented 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, Greyhound’s services, which are made available through a nexus to the Greyhound website and mobile software application. 36. Defendants operate a branded Internet website located at https://www.greyhound.com/ for potential and existing customers to conveniently obtain information and services related to bus transportation. Among other features on the website, Greyhound promotes: • Browsing bus schedules; • Finding bus stops; • Booking trips; • Exploring travel locations; • Managing booked trips; • Obtaining general information about Greyhound and its services; • Tracking buses in real-time; • Managing frequent traveler loyalty accounts; • Contacting Greyhound; • Getting topical help and answers to frequently asked questions; and • Obtaining other useful information and services related to bus travel. 79. Plaintiffs incorporate by reference the foregoing allegations as though fully set forth herein. 80. Members of Plaintiff NFB, including individual Plaintiffs DeWall, Flores, Hingson, Richardson, and Thomas, are qualified individuals with disabilities within the meaning of Title III of the ADA. Members of the proposed Class and California Subclass are qualified individuals with disabilities within the meaning of Title III of the ADA. Specified Public Transportation 81. Title III of the ADA prohibits discrimination on the basis of disability in the full and equal enjoyment of specified public transportation services provided by a private entity that is primarily engaged in the business of transporting people and whose operations affect commerce. 42 U.S.C. § 12184(a); 49 C.F.R. § 37.5(a), (f). 82. Defendants are primarily engaged in the business of transporting people within the meaning of Title III of the ADA and its regulations. 42 U.S.C. § 12184(a). Defendants operate specified public transportation within the meaning of Title III of the ADA and its regulations. 49 C.F.R. §§ 37.3. The operations of Defendants affect commerce. Defendants. Case No. 3:17-cv-3368 CLASS ACTION The Greyhound.com Website

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(Violation of New York General Business Law Section 349) (Violations of New York General Business Law Section 350) 25. The process undertaken by medical professionals in prescribing a custom fit orthosis is detailed and complex. According to the “Prescription Custom Foot Orthoses Practice Guidelines, “ issued by the American College of Foot & Ankle Orthopedics Medicine, the following evaluation and documentation are required to successfully execute a treatment plan incorporating the use of custom fitted orthotics: the assessment of the range and quality of motion and the position of the ankle complex, the rear foot complex, and the forefoot/rear foot complex; the gross assessment of muscle strength, with testing of specific muscles in certain pathologies; an evaluation of the stance position; a clinical evaluation of the limb length; and a gait evaluation. For certain pathologies, assessment of the position, range and quality of motion of the spine, hip complex, knee complex, fifth ray, first ray, first metatarsal- phalangeal joint, lesser metatarsal-phalangeal joints, and inter-phalangeal joints may be necessary. See www.acfaom.org/pg1103.pdf. Once the physical evaluation is completed, the shape and contour of the patient’s foot are captured by either obtaining a cast of the foot and/or by computer or mechanical imaging of the foot. Moreover, patient-specific information, including shoe size and width, heel height of shoe, heel lifts, biomechanical data pertinent to the patient’s deformity, weight, age, activity level, occupation, and diagnosis, are needed to create an appropriate custom fitted orthotic prescription. Id. 27. The American Podiatric Medical Association explains the critical distinction between a “shoe insert” and a “custom orthotic device: “Shoe inserts are any kind of non- prescription foot support designed to be worn inside a shoe. Pre-packaged arch supports are shoe inserts. So are the ‘custom-made’ insoles and foot supports that you can order online or at retail stores. Unless the device has been prescribed by a doctor and crafted for your specific foot, it’s a shoe insert, not a custom orthotic device – despite what the ads might say.” See www.apma.org/Learn/FootHealth.cfm?ItemNumber=988. 28. Beginning in or about 2009, Defendants began marketing their Dr. Scholl’s Custom Fit Orthotics. Dr. Scholl’s Custom Fit Orthotic Inserts products are sold in New York and nationwide at leading pharmacies, superstores, and other retailers, including, among others, CVS, Walgreen’s, Walmart, K-Mart, and Bed, Bath & Beyond, as well as are sold online directly by Amazon.com, Walgreens.com, Walmart.com, and by many other online sellers. 30. The instructions on the Kiosk tell users to 1) Remove Shoes; 2) Step on Mat; and 3) Touch Screen to Begin. Once the user presses the touch screen to begin, she is instructed to place her feet over the marked foot image. By moving as directed, the machine’s sensors purport to measure the user’s arch, pressure points, and foot length. After the machine takes the measurements, it usually takes less than two minutes for the system to map the user’s data, obtain the analysis, and provide the recommendations for the purported best custom fitted orthotics for the user’s feet. A variety of standardized Dr. Scholl’s orthotic inserts are stacked on shelves on the sides of the kiosk, and the user is directed to purchase the specific model number recommended by the machine. The Dr. Scholl’s Custom Fit Orthotic Inserts are claimed to reduce foot pain, knee pain, and lower back pain. 33. Thus, although Defendants describe their product as Custom Fit Orthotic Inserts, these inserts are nothing more than generic, pre-fabricated, mass-produced, over-the-counter shoe inserts, and are not custom fit to a consumer’s unique physical characteristics. 34. The Dr. Scholl’s Custom Fit Orthotic Inserts are not inexpensive. Rather, a pair generally costs about $50 at discount retailers like Walmart and drugstore.com, and as much as $70 per pair at other retailers. Defendants assign designations not found on their other products such as “CF440” to suggest a level of precision and exactitude that is not present in the product. Similar pre-fabricated shoe inserts typically sell for about $10 at retail, such as Dr. Scholl’s own Massing Gel Work insoles, for instance. 36. Plaintiff purchased the Dr. Scholl’s Custom Fit Orthotic Inserts products for his own personal use – i.e., to relieve his foot pain and aches. Plaintiff purchased the products because he believed, based upon the claims made on the products’ packaging and PDPs, the Dr. Scholl’s Kiosk, and Defendants’ television commercials, that they were actually custom fit orthotics rather than stock, manufactured shoe inserts, and he paid a premium price for those products. 37. Plaintiff and the class members have been and will continue to be deceived or misled by Defendants’ deceptive representations. Plaintiff purchased the Dr. Scholl’s Custom Fit Orthotic Inserts products during the class period and in doing so, read and considered the products’ PDPs and other packaging and the Dr. Scholl’s Kiosk, and based his decision to purchase the products on the representations made on the products’ packaging and the Kiosk, which are entirely consistent with Defendants’ nationally-run television ads for the products which Plaintiff also has viewed. Defendants’ representations and omissions were a material factor in influencing Plaintiff’s decisions to purchase the Dr. Scholl’s Custom Fit Orthotic Inserts products. 39. As a result, Plaintiff and the class members have been injured in fact by their purchase of the products they were deceived into purchasing and for which they paid a premium price. 40. Defendants, by contrast, have reaped enormous profits from their false marketing and sale of the products. 41. Plaintiff brings this action on behalf of himself and all other similarly situated consumers. Plaintiff expressly disclaims any intent to seek any recovery in this action for personal injuries that he or any class member may have suffered through the use of the Dr. Scholl’s Custom Fit Orthotic Inserts products. 42. Plaintiff brings this action on behalf of himself and all other similarly situated consumers in the State of New York pursuant to Rule 23 of the Federal Rules of Civil Procedure, and seeks certification of the following class: All consumers who, within the applicable statute of limitations period, purchased in the State of New York any of Defendants’ Dr. Scholl’s Custom Fit Orthotics Inserts. Excluded from the class are Defendants, their parents, subsidiaries, affiliates, officers and directors, and those who purchased Dr. Scholl’s Custom Fit Orthotics Inserts products for resale. 44. Existence and Predominance of Common Questions of Law and Fact. This action involves questions of law and fact common to the class. In marketing the Dr. Scholl’s Custom Fit Orthotics Inserts products, Defendants have engaged in an untrue and systematic course of misrepresenting the products to consumers. The common legal and factual questions include, but are not limited to, the following: • Whether Defendants made false or misleading representations regarding the nature and efficacy of the products; • Whether Defendants represented that the products were of a particular standard or quality when they were not; • Whether the claims made by Defendants regarding the products discussed above are true, or are misleading, or objectively are reasonably likely to deceive; • Whether the alleged conduct constitutes violations of the law asserted; • Whether Defendants engaged in false or misleading advertising; • Whether the class members obtained the benefits that Defendants represented the products have; • Whether Plaintiff and class members have sustained monetary loss and the proper measure of that loss; and • Whether, as a result of Defendants’ misconduct, the class is entitled to monetary and statutory damages, as well as equitable and injunctive relief. 46. Adequacy of Representation. Plaintiff will fairly and adequately protect the interests of the members of the class. Plaintiff purchased the Dr. Scholl’s Custom Fit Orthotics Inserts; and he relied upon the deceptive representations that were made in Defendants’ marketing and advertising campaign, and on the labels on each and every package. As a result, Plaintiff has suffered an injury in fact as a result of Defendants’ conduct, as did all class members who purchased the Dr. Scholl’s Custom Fit Orthotics Inserts products. Plaintiff has retained counsel experienced in complex consumer class action litigation, and Plaintiff intends to prosecute this action vigorously. Plaintiff has no adverse or antagonistic interests to those of the class. 48. Plaintiff seeks monetary damages, including statutory damages on behalf of the entire class, and other equitable relief on grounds generally applicable to the entire class, to enjoin and prevent Defendants from engaging in the acts described. Unless a class is certified, Defendants will be allowed to profit from their deceptive practices, while Plaintiff and the members of the class will have suffered damages. Unless a class-wide injunction is issued, Defendants will continue to commit the violations alleged, and the members of the class and the general public will continue to be deceived. 49. Defendants have acted and refused to act on grounds generally applicable to the class, making final injunctive relief appropriate with respect to the class as a whole. 50. On behalf of himself and the members of the New York Class, as defined in Paragraph 42 above, Plaintiff hereby realleges, and incorporates by reference as though set forth fully herein, the allegations contained in Paragraphs 1 through 49 above. 52. Defendants have deceptively advertised, marketed, promoted, distributed, and sold their Custom Fit Orthotics Inserts products. 53. Plaintiff and the Class have been aggrieved by and have suffered losses as a result of Defendants’ violations of Section 349 of the New York General Business Law. By virtue of the foregoing unfair, unconscionable, and deceptive acts in the conduct of trade or commerce, Plaintiff and the members of the Class have been substantially injured in the amount of the purchase prices for the Dr. Scholl’s Custom Fit Orthotics Inserts products that they paid, or in the alternative, have been damaged by paying more for the Custom Fit Orthotics Inserts products that they purchased than for other similar cushioning products. 54. Defendants continue to violate Section 349 of the New York General Business Law, and continue to aggrieve the members of the Class. 56. Plaintiff further demands injunctive relief enjoining Defendants from continuing to engage in, use, or employ any act, including advertisements, packaging, or other representations, prohibited by Section 349 of the New York General Business Law. 57. On behalf of himself and the members of the New York Class, as defined in Paragraph 42 above, Plaintiff hereby realleges, and incorporates by reference as though set forth fully herein, the allegations contained in Paragraphs 1 through 56 above. 58. New York’s General Business Law Section 350 prohibits “[f]alse advertising in the conduct of any business, trade or commerce or in the furnishing of any service.” 60. Defendants’ labeling, marketing, and advertising of the Dr. Scholl’s Custom Fit Orthotic Inserts are “misleading in a material respect,” and thus “false advertising,” as they falsely represent the products to be Custom Fit Orthotic Inserts when, in reality, they are nothing more than generic, pre-fabricated, mass-produced, over-the-counter shoe inserts and are not custom fit to a consumer’s unique physical characteristics. 61. Defendants continue to violate Section 350 of the New York General Business Law, and continue to aggrieve the members of the Class. 62. By reason of the foregoing, Defendants’ conduct, as alleged herein, constitutes deceptive acts and practices in violation of Section 350 of the New York General Business Law, and Defendants are liable to Plaintiff and the Class for the actual damages that they have suffered as a result of Defendants’ actions, the amount of such damages to be determined at trial, statutory damages, plus treble damages, and attorneys' fees and costs.

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THE PLAINTIFF, THE CLASS AND THE SUBCLASS Violation of New York City Human Rights Law THE PLAINTIFF, THE CLASS AND THE SUBCLASS Violation of New York State Human Rights Law CLASS AND SUB-CLASS FOR DECLARATORY RELIEF THE PLAINTIFF, THE CLASS AND THE SUBCLASS Violation of Title III of the Americans with Disabilities Act THE PLAINTIFF, THE CLASS AND THE SUBCLASS Violation of New York State Civil Rights Law 25. Plaintiff, for himself and on behalf of others similarly situated, seeks class action certification pursuant to the Federal Rules of Civil Procedure Rule 23(a) and 23 (b)(2) of all deaf and hard of hearing individuals in the United States who have been denied equal access to goods and services of the Defendant’s Website. 26. Plaintiff, on behalf of himself and on behalf of all others similarly situated, seeks to certify a New York State subclass under Federal Rules of Civil Procedure Rule 23(a) and 23 (b)(2); all deaf and hard of hearing individuals in the State of New York who have been denied equal access to goods and services of the Defendant’s Website. 27. Plaintiff, on behalf of himself and on behalf of all others similarly situated, seeks to certify a New York State subclass under Federal Rules of Civil Procedure Rule 23(a) and 23 (b)(2); all deaf and hard of hearing individuals in the City of New York who have been denied equal access to goods and services of the Defendant’s Website. 28. The Class is so numerous, being composed of millions of deaf and hard of hearing individuals, that joinder of all members is impracticable; there are questions of law and/or fact common to the Class and the claims of the Plaintiff are typical of the Class claims. 29. Common questions of law and fact exist amongst the Class including: a. Whether the Website is a "public accommodation" under the ADA and New York laws; b. Whether there was a violation under the ADA due to the barriers that exist on the Defendants Website and whether the Plaintiff and the Class were denied full and equal enjoyment of the goods, services, facilities, privileges, advantages, or accommodations; and c. Whether there was a violation under New York law due to the barriers that exist on the Defendants Website and whether the Plaintiff and the Class were denied full and equal enjoyment of the goods, services, facilities, privileges, advantages, or accommodations. 30. The Plaintiff’s claims are typical of those of the Class as they both claim that Defendant violated the ADA, and/or the laws of New York by failing to have its Website accessible. 31. Plaintiff will fairly and adequately represent and protect the interests of the Class members as the Plaintiff and the Class are both deaf or hard of hearing individuals having the same claims in the instant matter. 32. Class certification is appropriate under Fed. R. Civ. P. 23(b)(2) because Defendant has acted or refused to act on grounds applicable to the Class making declaratory and injunctive relief appropriate. 33. Questions of law or fact common to Class members predominate questions affecting individual Class members and a class action will fairly and efficiently decide this action. 34. Counsel for the Plaintiff is experienced representing both Plaintiffs and Defendants in Class actions. As such the Class will be properly represented. 35. Judicial economy will be served by maintaining this lawsuit as a class action as it will prevent the filing of a multitude of individual lawsuits by people who are deaf or hard of hearing throughout the United States. 36. Defendants’ own, operate, control and maintain the Website, which provides important weather related stories on video, articles and information displays as well as weather predictions. This content is delivered to millions of people across the United States. 37. The Website can be viewed by individuals located in New York State in addition to the other states of the United States and can be reached from computers, tablets and cellphones which can access the internet. 38. In order for the deaf and hard of hearing to access video content, a Website must have the ability to turn voice content into readable content. Closed captioning is the process by which this is done. Without the use of closed captioning, a deaf or hard of hearing individual would have to have someone present while they are watching a video to interpret and explain the audio content for them. 39. Various recommendations and guidelines exist in order to make a website compliant with the ADA. Web Content Accessibility Guidelines (“WCAG”) are one of those guidelines. WCAG 2.1 Section 1.2.2 states that “Captions are provided for all prerecorded audio content in synchronized media, except when the media is a media alternative for text and is clearly labeled as such”. Section 508, an amendment to the United States Workforce Rehabilitation Act of 1973, requires all electronic and information technology be accessible to individuals with disabilities and requires closed captioning for video content. 40. The Website’s numerous videos which cannot be accessed by deaf and hard of hearing individuals are in violation of the ADA and New York laws. Videos include most of the Website’s trending stories daily in addition to the video the Plaintiff tried to access mentioned herein. 41. The Plaintiff desired and attempted to watch a video by www.weather.com meteorologists entitled “Coldest Artic Outbreak in at Least Two Decades is Expected This Week in Parts of the Midwest. There was no closed captioning on the video. The Defendants access barriers prevented the Plaintiff from enjoying the goods, services and benefits offered by the Website and as such denied the Plaintiff equal access. 42. This lack of closed captioning by the Defendants on their Website prevents not only the Plaintiff but also the deaf and hard of hearing located in New York State and nationally from having equal access as non-deaf and hard of earing individuals preventing them from enjoying the goods, services and benefits offered by the Website. 43. Defendants have intentionally failed and refused to remove the Website’s barriers of access by failing to use closed captioning thereby denying equal access to the Plaintiff and the Class and discriminates against the Plaintiff and the Class in violation of the ADA and New York laws. 44. The Plaintiff realleges and incorporates by reference the allegations contained in paragraphs “1” to “43” as if set forth fully herein. 45. The Plaintiff is deaf and requires closed captioning to have full and equal access to audio and audiovisual content and has an impairment that substantially limits one or more of his major life activities and is therefore an individual with a disability as defined under the 62. The Plaintiff realleges and incorporates by reference the allegations contained in paragraphs “1” to “61” as if set forth fully herein. 63. At all times relevant to this action, the New York Human Rights Law (“NYHRL”), Article 15 of the N.Y. Executive Law §§ 290 et. seq. covers the actions of the Defendants. 64. The Plaintiff, at all times relevant to this action, has a substantial impairment to a major life activity of hearing and is an individual with a disability under Article 15 of the N.Y. Executive Law § 292(21). 65. The Defendant, at all relevant times to this action, owns and operates a place of accommodation, the Website, within the meaning of Article 15 of the N.Y. Executive Law § 292(9). Defendant is a person within the meaning of Article 15 of the N.Y. Executive Law § 292(1). 66. Pursuant to Article 15 N.Y. Executive Law§ 296(2)(a) “it shall be 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. Discrimination includes the refusal to adopt and implement reasonable modifications in policies, practices or procedures when they are necessary to afford, facilities, privileges, advantages or accommodations to individuals with disabilities. Article 15 of the N.Y. Executive Law§ 296(2)(a), § 296(2)(c)(i). 68. Defendants actions violate Article 15 of the N.Y. Exec. Law§ 296(2)(a) by discriminating against the Plaintiff and the Class, including the Subclass by (i) owning and operating the Website that is inaccessible to deaf and hard of hearing persons; and (ii) by not removing access barriers to its Website in order to make its videos accessible to the deaf and hard of hearing when such modifications are necessary to afford facilities, privileges, advantages or accommodations to individuals with disabilities. This inaccessibility denies the deaf and hard-of-hearing full and equal access to the facilities, goods and services that the Defendants make available to individuals who are not deaf or hard of hearing. Article 15 of the N.Y. Exec. Law§ 296(2)(c). 69. The Defendants 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.” Article 15 of the N.Y. Exec. Law§ 296(2)(c). 70. Defendants’ have intentionally and willfully discriminated against the Plaintiff and the Class in violation of the New York State Human Rights Law, Article 15 of the N.Y. Exe. Law § 296(2) and this discrimination continues to date. 71. Absent injunctive relief, Defendants discrimination will continue against the Plaintiff, the Class and Subclass causing irreparable harm. 72. Plaintiff is therefore entitled to compensatory damages, civil penalties and fines for each and every discriminatory act in addition to reasonable attorney fees and the costs and disbursements of this action. Article 15 of the N.Y. Exe. Law §§ 297(9), 297(4)(c) et seq. 73. The Plaintiff realleges and incorporates by reference the allegations contained in paragraphs “1” to “72” as if set forth fully herein. 74. Plaintiff served notice thereof upon the attorney general as required by N.Y. Civil Rights Law § 41. 75. Persons within N.Y.S. are entitled to full and equal accommodations, advantages, facilities and privileges of 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 of a place of public accommodation, shall directly or indirectly refuse, withhold from, or deny to any person any of the accommodations, advantages, facilities and privileges thereof. N.Y. Civ. Rights Law § 40. 76. No person because of disability, as defined in § of the Executive Law, shall be subjected to any discrimination in his or her civil rights by person or by any firm, corporation or institution, or by the state or any agency or subdivision. N.Y. Civ. Rights Law (“CVR”) § 40-c. 77. § 292 of Article 15 of the N.Y. Executive Law deems a disability a physical, mental or medical impairment resulting from anatomical, physiological, genetic or neurological conditions which prevents the exercise of a normal bodily function. As such the Plaintiff is disabled under the N.Y. Civil Rights Law. 78. Defendants’ discriminate against the Plaintiff and the Class under CVR § 40 as Defendants’ Website is a public accommodation that does not provide full and equal accommodations, advantages, facilities and privileges to all persons and discriminates against the deaf and hard of hearing due to its lack of closed captioning for the death and hard of hearing. 79. Defendants intentionally and willfully failed to remove the barriers on their Website discriminating against the Plaintiff, Class and Sub-Class preventing access in violation of 82. The Plaintiff realleges and incorporates by reference the allegations contained in paragraphs “1” to “81” as if set forth fully herein. 83. At all times, the New York City Human Rights Law (“NYCHRL”), New York City Administrative Code §§ 8-101 et. seq. applied to the conduct of the Defendants as the Defendants’ own and operate the Website and are persons under the law. 84. At all times concerning this action the Plaintiff has had a substantial impairment to a major life activity of hearing and is an individual with a disability under N.Y.C. Administrative Code § 8-102(16). 85. At all times concerning this action the Defendants’ Website is a place of public accommodation as defined in N.Y.C. Administrative Code § 8-102(9). 86. “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 the actual or perceived ……. disability …. of any person to withhold from or deny to such person any of the accommodations required to make reasonable accommodations to a disabled individual and may not “refuse, withhold from or deny to such person any of the accommodations, advantages, facilities or privileges thereof” N.Y.C. Admin. Code § 8-107(4)(a). 87. The willfull and intentional non-removal of the Website’s barriers of access for the Plaintiff, the Class and the Subclass by the Defendants discriminate against the deaf and hard of hearing by denying them full and equal access to the facilities, goods, and services that Defendants make available to the non-deaf and hard of hearing individuals. 88. It is discriminatory for the Defendants “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). 89. Defendants actions will continue to prevent the Plaintiff, the Class and Subclass from accessing the Website as the remaining public can and the Plaintiff requests injunctive relief. 90. Plaintiff is also entitled to compensatory damages for the injuries and loss sustained as a result of the Defendant’s discriminatory conduct in addition to punitive damages and civil penalties and fines for each offense, attorney fees, costs and disbursements of this action. N.Y.C. Administrative Code§ 8-120(8), § 8-126(a) and § 8-502(a). 91. The Plaintiff realleges and incorporates by reference the allegations contained in paragraphs “1” to “90” as if set forth fully herein. 92. The Plaintiff claims that the Website contains barriers denying deaf and hard-of-hearing individuals full and equal access to the goods and services of the Website. 93. Defendants’ Website fails to comply with applicable laws and the Defendants’ discriminate against the Plaintiff, the Class and Sub-Class under 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. 94. The Defendants deny these claims. 95. The Plaintiff seeks a declaratory judgment such that the parties understand and know their respective rights and obligations.

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14. In the United States, about nine (9) million vehicles are sold annually at auction to the highest bidder. The advantage of buying vehicles at auction is the potential for substantial savings to the buyer. Many of these auctions are conducted online. 15. Frequently, only licensed automobile dealerships may bid on vehicles at auction, which means that the average consumer, who does not have a dealership license, cannot bid. 16. Dashub is a licensed dealership that markets itself as the solution for unlicensed consumers who want to bid on used vehicles at auction. 17. Dashub’s website states, “As a licensed dealership, Dashub bids on your behalf, giving you the opportunity to get your new car at the same prices that dealerships pay, usually for pennies on the dollar!”1 18. On Dashub’s website, consumers can set up an account, view available vehicles, and authorize bids on selected vehicles. 19. To make a bid, a consumer navigates to Dashub’s vehicle listing page, which includes a white text box. In this box, the consumer types the amount of her bid (“Bid Amount”) and clicks on the “Place a Bid” button. 1 https://dashub.com/about-dashub (last accessed on August 30, 2018) 4 20. Alternatively, the consumer may provide Dashub with the consumer’s Bid Amount via telephone. 21. The Bid Amount represents the maximum amount the consumer has authorized Dashub to bid on the selected vehicle. 22. Dashub’s website explains, “Your bid is the maximum price that you are willing to pay for the vehicle itself at the auction. Once the vehicle has been won, the final sale price (“Final Sale Price”) will include your winning bid (“Winning Bid Amount”), shipping costs as well as additional fees.” (Emphasis added.)2 23. The Winning Bid Amount is supposed to be equal to the price Dashub paid for the vehicle at auction. 24. Dashub refers to the Winning Bid Amount on its uniform Bill of Sale as the “Vehicle Price.” 25. “Shipping costs and additional fees” include (1) an auction fee, (2) Dashub’s transaction fee, (3) Dashub’s document fee, and (4) shipping cost.3 26. Dashub charges consumers the transaction and document fees to compensate Dashub for its services. 27. In sum, the Final Sales Price charged to a consumer is limited to the Winning Bid Amount plus the auction fee, Dashub’s transaction and document fees, and a shipping cost. 28. However, Dashub does not calculate the Final Sale Price using the actual Winning Bid Amount. Instead, Dashub buys the vehicle for one price then charges the consumer a higher price. 2 https://dashub.com/helpcenter/guides#bidding-power (last accessed on August 30, 2018) 3 https://dashub.com/helpcenter/guides#bidding-power (last accessed on August 30, 2018). 5 29. For example, Dashub customer Jane Doe enters a Bid Amount of $10,000.00 for her desired vehicle. Dashub buys the vehicle at auction with a Winning Bid Amount of $9,000.00. 30. Dashub then misrepresents to Jane Doe that the Winning Bid Amount, or Vehicle Price, was $9,500.00. Dashub charges this inflated Vehicle Price to Ms. Doe in addition to the fees listed in Paragraph 23. 31. Adding to the deception, Dashub congratulates Ms. Doe on acquiring her vehicle for less than her Bid Amount. 32. In reality, Ms. Doe paid $500.00 more than she should have and Dashub pocketed $500.00 more than it should have. 33. Dashub – not the consumer – is the buyer at auction. 34. After it places the winning bid and buys the vehicle, Dashub takes title. 35. Dashub then charges the consumer the difference between the consumer’s deposit and the Final Sale Price (including Dashub’s disclosed fee as well as its fraudulent mark-up of the Vehicle Sale Price) and arranges for delivery of the Vehicle and signing over of Title. 36. Further, after Dashub buys the vehicle at auction, the listing disappears from Dashub’s website and the consumer cannot see the actual Winning Bid Amount. B. Plaintiff’s Facts 37. On April 17, 2018, using Dashub’s website, Plaintiff paid a required $1,300.00 deposit and entered a Bid Amount of $10,830.00 for a 2012 BMW 3 Series (“Subject Vehicle”). 38. On April 18, 2018, Dashub emailed Plaintiff stating, “CONGRATULATIONS on being the high bidder and winning your new vehicle!” The email attached a buyer order, which represented that the Vehicle Price, or Winning Bid Amount, was $10,600.00. 6 39. Based on Dashub’s representation, Plaintiff reasonably believed that he had acquired the Subject Vehicle for $230.00 less than his Bid Amount of $10,830.00. 40. In reality, however, the actual Winning Bid Amount for the Subject Vehicle was $10,100.00 – $500.00 more than Dashub represented. 41. By inflating the Vehicle Price, Dashub, to the detriment of Plaintiff and class members, profits substantially more from each transaction than Dashub should have. 42. Plaintiff and the Class pay the misrepresented Vehicle Price in addition to fees designed, in part, to compensate Dashub for its services. 43. Specifically, Dashub charged Plaintiff a Vehicle Price of $10,600.00 as well as the following fees: a. Auction Fees of $658.00; b. Dashub Transaction Fee of $499.00; c. Dashub Document Fee of $85.00; and d. Shipping Fee of $275.00. 44. Plaintiff’s experience with Dashub is common to the Class as evinced by numerous online complaints about Dashub buying a vehicle at one price and then charging the consumer a higher price. 45. By way of example only, one Dashub customer wrote that Dashub charged him a Vehicle Price of $25,000.00, but the vehicle sold at auction for at least $1,000.00 less.4 46. Describing the exact same scenario, another Dashub customer stated, “Dashub charges you higher than what it pays [the auction house] and pockets the difference.”5 4 https://teslamotorsclub.com/tmc/threads/dashub-auction-scam.106019/ (last accessed on August 30, 2018). 5 http://consumerpete.com/reviews/dashub-review (last accessed on August 30, 2018). 7 47. Put bluntly, Dashub lies to its customers about the Vehicle Price and directly profits from the lie. C. Plaintiff’s Facts Relevant to the New York Statewide Class 48. On the Bill of Sale Dashub provided to Plaintiff, Dashub represented that the Subject Vehicle was sold “As Is With No Warranty.” 49. Dashub’s uniform Bill of Sale required Plaintiff to sign an acknowledgement that “This vehicle is sold as is, with no warranty.” 50. However, in New York, per N.Y. Veh. & Traf. Law § 417, an automobile dealer that sells a used vehicle must deliver the vehicle with a certification that the vehicle is roadworthy (“Section 417 Certification”). 51. Specifically, N.Y. Comp. Codes R. & Regs. tit. 15, § 78.13(b)(1) states, “A retail dealer who sells a secondhand motor vehicle to be used on the public highways of this State must deliver to the purchaser a statement as follows: ‘If this motor vehicle is classified as a used motor vehicle, the dealer named above certifies that the entire vehicle is in condition and repair to render, under normal use, satisfactory and adequate service upon the public highway at the time of delivery.’” 52. A dealer may not issue the Section 417 Certification until it has inspected the vehicle and ensured that the vehicle complies with the standards set forth in N.Y. Comp. Codes R. & Regs. tit. 15, § 78.13(c)(1)-(18). 53. Dashub did not conduct inspections of the used vehicles sold to New York consumers and Dashub did not provide to Plaintiff and other New York consumers a Section 417 certification. 8 54. Instead, Dashub attempted to do the polar opposite: Dashub explicitly disclaims that its vehicles are roadworthy. 55. Indeed, Dashub’s misrepresentations with regard to the certification of roadworthiness creates the false impression that Dashub may deliver to New York consumers used vehicles that are not roadworthy and that consumers who receive non-roadworthy vehicles have waived their rights and are without recourse. 56. Plaintiff brings this action as a class action pursuant to Rule 23(b)(2) and (3) of the Federal Rules of Civil Procedure on behalf of the following classes: a. The Nationwide Class: All persons nationwide who purchased a used vehicle at auction through Dashub and were charged a Vehicle Price greater than the Winning Bid Amount. b. The New York Statewide Class: All persons in the state of New York who purchased a used vehicle at auction through Dashub for which Dashub disclaimed the roadworthiness of the vehicle and/or provided no Section 417 Certification. 57. The following persons are excluded from the Classes: (1) Defendant and its subsidiaries and affiliates; (2) anyone employed by counsel for Plaintiff; and (3) any judge to whom this case is assigned and his or her immediate family and staff. 58. Numerosity: Based on Dashub’s claims of having approximately 250,000 registered users and listings of used vehicles in excess of 150,000, the Class includes thousands, if not tens of thousands, of consumers nationwide. Therefore, joinder of all class members is impracticable. 59. Although the exact number of Class members and their addresses are unknown to Plaintiff, they are readily ascertainable from Dashub’s records. 9 60. Existence and Predominance of Common Issues: Common questions of law and fact exist as to Plaintiff and Class members and predominate over questions affecting only individual Class members. 61. These questions include, but are not limited to, the following: i. Whether Dashub routinely charges its customers (Plaintiff and the Class) a Vehicle Price that exceeds the Winning Bid Amount; ii. Whether Dashub breached its contracts with Plaintiff and the Class by charging Plaintiff and the Class a Vehicle Price that exceeded the Winning Bid Amount; iii. Whether Plaintiff and the Nationwide Class are entitled to actual, punitive or other damages, costs, attorney fees and other relief because of Dashub’s practices; iv. Whether Dashub inspects the used vehicles sold to New York consumers; v. Whether Dashub ensures that the used vehicles sold to New York consumers meet the applicable standards of roadworthiness; vi. Whether Dashub provides to New York consumers the required Section 417 Certification; vii. Whether Dashub unlawfully disclaims New York’s warranty of roadworthiness; and viii. Whether Plaintiff and the New York Class are entitled to actual, punitive or other damages, costs, attorney fees and other relief because of Dashub’s practices. 62. Typicality: Plaintiff’s claims are typical of the claims of the Class because, among other things, Plaintiff’s purchase of the Subject Vehicle used the same process as all other Class members. Dashub overcharged Plaintiff in the same manner as it overcharged the Class. In addition, the factual underpinning of Dashub’s wrongful conduct is common to the Class and represents a common thread of misconduct resulting in injury to all members of the Class. 63. Plaintiff’s claims arise from the same practices and course of conduct that give rise to the claims of the Class and are based on the same legal theories. 10 64. Adequacy: Plaintiff will fairly and adequately represent the interests of the Class members. Neither Plaintiff nor Plaintiff’s counsel has any interests that conflict with or are antagonistic to the interests of the Class. 65. Plaintiff has retained counsel experienced in prosecuting class actions and in consumer protection matters. There is no reason why Plaintiff and his counsel will not vigorously pursue this matter. Further, Plaintiff and Plaintiff’s counsel are aware of their fiduciary responsibilities to the Class and will diligently discharge those duties by seeking the maximum possible recovery for the Class. 66. Superiority: The class action is superior to other available means for the fair and efficient adjudication of the claims at issue herein. 67. The damages suffered by each individual Class member may be limited. Damages of such magnitude are small given the burden and expense of individual prosecution of the complex and extensive litigation necessitated by Dashub’s conduct. 68. Further, it would be virtually impossible for the members of the Class effectively to individually redress the wrongs done to them. Even if the members of the Class themselves could afford such individual litigation, the court system could not. 69. Individualized litigation presents a potential for inconsistent or contradictory judgments. Individualized litigation increases the delay and expense to all parties and the court system presented by the complex legal and factual issues of the case. 70. By 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. 11 71. The New York Statewide Class may be certified per Rule 23(b)(2) because Defendant has acted or refused to act on grounds generally applicable to the Class, thereby making appropriate final and injunctive relief with respect to the members of the Class as a whole. 72. In the alternative the Class may be certified because: a. The prosecution of separate actions by individual members of the Class would create a risk of inconsistent or varying adjudication with respect to individual Class members which would establish incompatible standards of conduct for Defendant. b. The prosecution of separate actions by individual Class members would create a risk of adjudications with respect to them which would, as a practical matter, be dispositive of the interests of other Class members not parties to the adjudications, or substantially impair or impede their ability to protect their interests. 73. Plaintiff hereby restates, realleges, and incorporates by reference all foregoing paragraphs. 74. Plaintiff and Dashub entered into a binding contract for the purchase of the Subject Vehicle. 75. The contract required Dashub to bid on the Subject Vehicle within guidelines provided by Plaintiff and, if the bid won, , the contract entitled Dashub to charge Plaintiff only the Winning Bid Amount (actual vehicle sales price) plus certain other fees. 76. Dashub breached the contract by charging Plaintiff a Vehicle Price of $10,600.00 despite a Winning Bid Amount of only $10,100.00. 77. All class members’ contracts with Dashub contain the same terms and conditions as Plaintiff’s. 12 78. Dashub unlawfully charges all class members a Vehicle Price that is greater than the Winning Bid Amount and pockets the difference. 79. As a result of Dashub’s breach of contract, Plaintiff and the Class are entitled to compensatory damages in an amount to be proven at trial. 80. Further, Dashub’s breach of contract was accompanied by a willful, reckless disregard for the rights of Plaintiff and the Class and constitutes a “virtually larcenous” scheme, entitling Plaintiff and the Class to attorney fees, costs, and punitive damages in amounts to be proven at trial. 81. Plaintiff hereby repeats, realleges and incorporates by reference the foregoing paragraphs. 82. By charging Plaintiff and the Class a Vehicle Price in excess of the Winning Bid Amount, Dashub was unjustly enriched at the expense of Plaintiff and the Class. 83. Dashub’s retention of the overcharge is inequitable and against good conscience. 84. As a result of Dashub’s unjust enrichment, Plaintiff and the Class are entitled to a refund in the amount of the overcharge. 85. Further, Dashub’s unjustly enriched itself in a manner that consistent with a willful, reckless disregard for the rights of Plaintiff and the Class and that constitutes a “virtually larcenous” scheme, entitling Plaintiff and the Class to attorney fees, costs, and punitive damages in amounts to be proven at trial. 86. Plaintiff hereby repeats, realleges, and incorporates by reference the foregoing paragraphs. 87. As described in Paragraphs 48-55 above, in New York, before an automobile dealer can sell a used vehicle to a consumer, the dealer must (1) inspect the vehicle, (2) ensure that the vehicle’s equipment meets the standards required by the applicable regulations, and (3) deliver in writing to the consumer a Section 417 Certification that the vehicle is roadworthy. 88. At no time did Dashub inspect and ensure the roadworthiness of the used vehicles Dashub sold to New York consumers. 89. At no time did Dashub provide to New York consumers the required Section 417 certification. 90. In fact, Dashub attempted to disclaim all of its statutory responsibilities by representing to Plaintiff and the Class that the used vehicles were sold “As Is With No Warranty.” 91. Dashub’s breach of N.Y. Veh. & Traf. Law § 417 and N.Y. Comp. Codes R. & Regs. tit. 15, § 78.13(c)(1)-(18) entitles Plaintiff and class members to injunctive relief that (1) enjoins Dashub from selling used vehicles to New York consumers without first inspecting the vehicles, ensuring that the vehicles are roadworthy, and providing to New York consumers the required Section 417 Certification and (2) for used vehicles already sold to New York consumers, an order requiring Dashub to pay for a third-party inspection of the vehicles to ensure that the vehicles are roadworthy. For vehicles found not to be roadworthy, the Court may award appropriate relief. 92. Plaintiff hereby repeats, realleges, and incorporates by reference the foregoing paragraphs. 93. Dashub’s unlawful practice of charging Plaintiff and the Class a Vehicle Price in excess of the Winning Bid Amount, unlawfully disclaiming New York’s statutory warranty of roadworthiness, and failing to provide the Section 417 Certification are deceptive acts and practices committed in the conduct of trade, commerce, or the furnishing of a service in this state. 94. These deceptive acts and practices constitute a violation of New York General Business Law § 349 independent of whether they also constitute a violation of any other law. 95. Each of these actions was consumer oriented and involves misleading conduct that is recurring and has a broad impact on the public. 96. Plaintiff and the Class have been damaged by Dashub’s deceptive acts and practices. 97. As a result of Dashub’s violations of § 349, Plaintiff and each other member of the Class are entitled to declaratory judgment; an injunction against the offending conduct, actual damages, treble damages up to an additional $1,000 per class member, punitive damages, costs and attorney fees. A. Dashub’s Unlawful Conduct Breach of Contract Unjust Enrichment Violation of New York State General Business Law § 349 14 Violation of New York Vehicle and Traffic Law § 417 13

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10. Lyft’s smartphone app and business model are highly similar to the smartphone app and business model of the earlier and highly-successful ‘ride- sharing’ service, Uber. 11. Lyft competes with Uber in the same market; and each of these two leading “transportation network companies” must compete against taxi service. 50. The Class contains a subclass, the “California Subclass,” defined as follows: All Class members who, under contract with Lyft, Inc. provided transportation services to customers of Lyft, Inc. primarily in California. 53. Plaintiffs incorporate by reference all preceding and subsequent paragraphs here, as though fully set forth in this First Cause of Action 54. This claim is based upon sections 17203 and 17204 of the California Business and Professions Code to obtain restitution, disgorgement, declaratory and injunctive relief, and all other remedies available for violations of section 17200 of the Business and Professions Code, the California Unfair Competition Act. 55. Plaintiffs and Class members are “persons” within the meaning of California Business and Professions Code section 17201. 56. The California Unfair Competition Law (“UCL”), Cal. Bus. & Prof. Code §§ 17200, et seq., defines unfair business competition to include any “unlawful, unfair or fraudulent” act or practice, as well as any “unfair, deceptive, untrue or misleading” advertising. 64. Plaintiff Villaseñor herein incorporates by reference all the foregoing paragraphs as though fully set forth herein. 65. Plaintiff Villaseñor pleads this claim in the alternative. Because of the misconduct described herein, Defendant Lyft has been unjustly enriched at the expense of Plaintiff and Class members, having received and retained payments from Lyft Riders beyond those promised in Lyft’s advertising and in its other communications and agreements with its drivers. 66. Specifically, Defendant Lyft has retained a larger portion of the passenger fare than they promised they would retain and is therefore without legal entitlement to retain those funds. This unjust enrichment has directly benefited Defendant Lyft. And Lyft knew or should have known that drivers would likely be deceived as to the amount of the fare and as to the driver’s percentage share of the full fare. 69. Plaintiff Villaseñor herein incorporates by reference all the foregoing paragraphs as though fully set forth herein. 70. Defendant Lyft has engaged in Fraudulent Inducement to Employment and to Contract, and Intentional and Negligent Misrepresentation as described above, and such misrepresentations have actually and proximately caused harm to Plaintiff and Class members. 71. Defendant Lyft’s failure to inform Plaintiff Villaseñor and similarly situated Lyft Drivers that the amount being represented to them as the full fare charged the Riders was not in fact the full fare, but rather an amount less than what the Rider was charged, was a willful and intentional misrepresentation of fact made with the intent that Plaintiff and the Class members rely on same. Such misrepresentations fraudulently induced Plaintiff and the Class members to enter into an employment relationship with Lyft, Inc. and to contract with Lyft, initially and repeatedly. 75. Plaintiffs incorporate by reference all preceding and subsequent paragraphs here, as though fully set forth in this Fourth Cause of Action. 76. Defendant Lyft, Inc. has wrongfully detained money, property, and property value that rightfully belong to Plaintiff and Class members. Therefore, Defendant Lyft, Inc. is an involuntary trustee of such property for the benefit of the owner. 77. Furthermore, Lyft, Inc. has obtained money rightfully belonging to Plaintiff and Class members by fraud, accident, mistake, and undue influence, and by the violation of a trust by a fiduciary, and other wrongful acts, and is without other and better rights to such money, and is therefore an involuntary trustee of the money gained, for the benefit of Plaintiff and Class members. 9. “Lyft” is a familiar smartphone-app driven taxi service. While characterizing its drivers as independent contractors, Lyft exercises enormous control over its drivers’ ‘independent’ businesses, such as instantly terminating a driver’s ‘business’ at the drop of a hat. CONSTRUCTIVE TRUST (California Civil Code §§ 2223, 2224) By Plaintiff and Class Members Against Defendant Lyft, Inc. MISREPRESENTATION By Plaintiff and Class Members Against Defendants UNFAIR COMPETITION (California Business and Professions Code §§ 17200 et seq.) By Plaintiff and the California Subclass Against Defendants UNJUST ENRICHMENT By Plaintiff and Class Members Against Defendants

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24. On or about September 29, 2020 and throughout 2020, Defendant also sent prerecorded voice messages to the 7300 Number. 26. Defendant called Plaintiff from at least the following phone numbers 281-872-7800 and 281-389-6511. 27. When Plaintiff listened to the voice messages, she was easily able to determine that it was a prerecorded message. Rahn v. Bank of Am., No. 1:15-CV-4485-ODE-JSA, 2016 U.S. Dist. LEXIS 186171, at *10-11 (N.D. Ga. June 23, 2016) (“When one receives a call, it is a clear-cut fact, easily discernible to any lay person, whether or not the recipient is speaking to a live human being, or is instead being subjected to a prerecorded message.”). 28. At the time Plaintiff received these calls and messages Plaintiff was the subscriber and/or sole user of the 7300 Number. 29. Defendant’s prerecorded message calls constitute telemarketing/advertising because they promote Defendant’s business, goods and services. 30. At no point in time did Plaintiff provide Defendant with her express written consent to be contacted by prerecorded message. 31. Upon information and belief, Defendant caused similar prerecorded messages to be sent to individuals residing within this judicial district. 32. Defendant’s unsolicited prerecorded messages caused Plaintiff additional harm, including invasion of privacy, aggravation, annoyance, intrusion on seclusion, trespass, and conversion. Defendant’s call also inconvenienced Plaintiff and caused disruption to Plaintiff’s daily life. 33. Plaintiff brings this case as a class action pursuant to Fed. R. Civ. P. 23, on behalf of Plaintiff and all others similarly situated. 35. Plaintiff reserves the right to modify the Class definitions as warranted as facts are learned in further investigation and discovery. 36. Defendant and its employees or agents are excluded from the Classes. Plaintiff does not know the number of members in each the Class but believes the Class members number in the several thousands, if not more. 39. There are numerous questions of law and fact common to members of the Class which predominate over any questions affecting only individual members of the Class. Among the questions of law and fact common to the members of the Class are: a) Whether Defendant made non-emergency calls to Plaintiff’s and Class members’ cellular telephones using an prerecorded message; b) Whether Defendant can meet its burden of showing that it obtained prior express written consent to make such calls; c) Whether Defendant’s conduct was knowing and willful; d) Whether Defendant is liable for damages, and the amount of such damages; and e) Whether Defendant should be enjoined from such conduct in the future. 45. Plaintiff re-alleges and incorporates the foregoing allegations set forth in paragraphs 1 through 44 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 …artificial or prerecorded 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 prerecorded messages to make non-emergency telephone calls to the cellular telephones of Plaintiff and the other members of the Class defined below. 48. Defendant – or third parties directed by Defendant – used prerecorded messages to make non-emergency telephone calls to the telephones of Plaintiff and other members of the Class. 49. 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. 50. Defendant has, therefore, violated § 227(b)(1)(A)(iii) of the TCPA by using an prerecorded messages 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. 51. Defendant knew that it did not have prior express consent to make these calls, and knew or should have known that it was using prerecorded messages. The violations were therefore willful or knowing. 52. 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 members of the Class are also entitled to an injunction against future calls. Id. 53. Plaintiff re-alleges and incorporates the foregoing allegations set forth in paragraphs 1 through 44 as if fully set forth herein. 54. It is a violation of the TCPA regulations promulgated by the FCC to “initiate any telephone call…using an… artificial or prerecorded voice to any telephone number assigned to a paging service, cellular telephone service, specialized mobile radio service, or other radio common carrier service, or any service for which the called party is charged for the call.” 47 C.F.R. § 55. Additionally, it is a violation of the TCPA regulations promulgated by the FCC to “[i]nitiate, or cause to be initiated, any telephone call that includes or introduces an advertisement or constitutes telemarketing, …artificial or prerecorded voice …other than a call made with the prior express written consent of the called party or the prior express consent of the called party when the call is made…” 47 C.F.R. § 64.1200(a)(2). 56. Defendant transmitted calls using prerecorded messages to call the telephone numbers of Plaintiff and members of the putative class without their prior express written consent and/or continued to prerecorded messages after consent was revoked. 57. Defendant has therefore violated § 64.1200(a)(1)(iii) and § 64.1200(a)(2) by using an automatic telephone dialing system to make non-emergency telephone calls to the telephones of Plaintiff and the other members of the putative Class without their prior express written consent. 58. Defendant knew that it did not have prior express written consent to make these calls, and knew or should have known that it was using prerecorded messages. The violations were therefore willful or knowing. 60. Because Defendant knew or should have known that Plaintiff and the other members of the putative Class had not given prior express written consent to receive its messages to their telephones 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. 64.1200(a)(1)(iii). PROPOSED CLASS

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10. Beginning in or around June 2019, Defendant contacted Plaintiff JEFFREY KATZ on his telephone facsimile numbers ending in -3052, and in an effort to sell or solicit its services. 11. Defendant contacted Plaintiffs via facsimile from telephone numbers confirmed to belong to Defendant, including without limitation (951) 693-4627. 12. Defendant contacted Plaintiff SARBJIT DHESI between on or around June of 2019 in an effort to solicit its business. 13. Defendant contacted Plaintiff JEFFREY KATZ between on or around June of 2019 in an effort to solicit its business. 20. Plaintiffs bring this action on behalf of himself 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 telephone facsimile messages from Defendant to said person’s telephone facsimile number made through the use of any telephone facsimile machine and such person had not previously consented to receiving such messages and such messages did not contain any opt-out notice within the four years prior to the filing of this Complaint 9. Beginning in or around June 2019, Defendant contacted Plaintiff SARBJIT DHESI on his telephone facsimile numbers ending in -9390, and in an effort to sell or solicit its services. Negligent Violations of the Telephone Consumer Protection Act 47 U.S.C. §227 et seq. • As a result of Defendant’s negligent violations of 47 U.S.C. §227(b)(1), Plaintiffs and the Class members are entitled to and request $500 in statutory damages, for each and every violation, pursuant to 47 U.S.C. 227(b)(3)(B); and • Any and all other relief that the Court deems just and proper.

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10. This action arises from the misapplication of mortgage payments by Ocwen. 11. Ocwen regularly enters into agreements with mortgage lenders for servicing of residential home mortgages. 13. Because interest is calculated by multiplying the agreed upon interest rate by the remaining loan balance, a borrower paying any monies early and in excess of the scheduled monthly payment should realize a reduction in principal, and accordingly a reduction in the amount of interest paid, each time the excess payment is made. 14. This fundamental payment practice is recognized in the GMAC Mortgage, and in fact in all standard Fannie Mae/Freddie Mac uniform mortgage agreements. Lenders and servicers are required to apply amounts paid by the borrower in excess of the original scheduled monthly payments to the principal loan balance. See Ex. A at 4, Section 2 (“Any remaining amounts shall be applied first to late charges, second to any other amounts due under this Security Instrument, and then to reduce the principal balance of the Note.”) 15. Ocwen administers and services many mortgages in the State of Florida and throughout the United States where the borrower has chosen to pay on accelerated schedule. 16. For borrowers paying on an accelerated schedule, Ocwen has purposefully and deliberately failed or refused to apply excess payments to the principal loan balance. 17. Rather than applying excess payments to a borrower’s loan balance, Ocwen applies only one cent (¢.01) to principal and holds the remaining amount in “suspense” until additional funds are received to equal a full monthly mortgage payment regardless of whether the barrower is ahead of the original payment schedule. 18. Ocwen pays the borrower no interest on the funds held in “suspense.” 20. Ocwen’s practices and procedures deprive borrowers of the reduction in principal and interest at the time of the excess payment, thereby causing more funds than required to be applied to interest on each future payment. 21. Ocwen’s practices and procedures of holding excess payments in “suspense” further deprives the borrower of interest each day on the excess funds held in a suspense account. 22. Upon information and belief, the excess payments that Ocwen receives mid- month, the payments that amount to less than a full monthly mortgage payment that are designated as “Suspense Payments,” are moved into an interest-bearing account for which Ocwen retains the proceeds and profits. Plaintiffs Robert and Carrie Begley 23. On May 12, 2006, Robert and Carrie Begley entered into a mortgage agreement with Lender Primary Residential Mortgage Inc., as the security instrument for the purchase of a their home at 1254 Greenview Lane in Gulf Breeze, Florida 32563. Plaintiffs also executed a Note. See Exhibits A and B. 24. Immediately, Plaintiffs’ Mortgage was assigned to GMAC Mortgage Corporation (“GMAC”) for administration and servicing. See Ex. A at 23 and 37. 26. In 2012, Plaintiffs received a solicitation from GMAC offering, among other things, a bi-weekly accelerated mortgage payoff program. See Purchase Power Mortgage Program, attached hereto as Exhibit. C. 1 27. Among other things, the program offered to debit one-half of Plaintiffs’ monthly mortgage payment bi-weekly, thereby effectuating twenty-six (26) bi-weekly payments per year, resulting in thirteen (13) full monthly payments in per year. The plan promised that doing so would “reduce the time it takes to pay off your mortgage, resulting in interest savings over the life of the loan.” Id. 28. The purpose of the program was to reduce the principal balance of the loan at an accelerated rate, thereby reducing the amount of interest paid by Plaintiffs and to pay off the loan in its entirety years earlier than scheduled. 29. GMAC provided Plaintiffs an amortization schedule that compared their one-time monthly payment schedule with the anticipated bi-weekly payment schedule, illustrating the reduction of principal and resulting savings in interest with the bi-weekly payment schedule. See GMAC Amortization Schedule, attached as Ex. C. 30. Plaintiffs started making payment bi-weekly in accordance with the program beginning on October 19, 2012. Accordingly, the Plaintiffs’ bank account was debited one-half of their monthly mortgage payment, in the amount of $1,686.36 every two weeks, from that day forward. Thereafter, Plaintiffs’ bank account has been debited $1,686.36 bi-weekly. 32. Following the transfer, Ocwen has purposefully and deliberately failed or refused to apply Plaintiffs’ excess payments to the principal loan balance. 33. Rather than applying the Plaintiffs’ excess payments directly to the loan principal balance, Ocwen has applied only one cent (¢.01) to principal and holds the remaining amount in “suspense” until additional funds are received to equal a full monthly payment. 34. Ocwen pays the borrower no interest on the funds held in “suspense.” 35. Once the Plaintiffs were paid up and ahead of the monthly amount due and owing on the mortgage, Ocwen did not apply additional, early payments directly to principal as required under the Mortgage. Instead, Ocwen applies the additional, early payment as a new monthly payment for the following month, which had the effect of paying Ocwen early but did not reduce principal in an accelerated manner. As a direct result, Ocwen was paid more interest than it should have been paid based on the contract and when the payments were received. 36. Ocwen’s practices and procedures deprived Plaintiffs of the reduction in principal and interest at the time of the excess payment, thereby causing more funds than required to be applied to interest on each future payment. 37. Upon information and belief, the excess payments that Ocwen receives from the Plaintiffs mid-month, the payments that amount to less than a full monthly mortgage payment that are designated as “Suspense Payments,” are moved into an interest-bearing account for which Ocwen retains the proceeds and profits. 38. Plaintiffs bring this action against Defendant pursuant to Rule 23 of the Federal Rules of Civil Procedure on behalf of themselves and all other persons similarly situated. Plaintiffs seek to represent the following classes: Nationwide class: All borrowers in good standing who made mortgage payments to Ocwen in excess of their monthly scheduled payment. Excluded from this class are Defendants, their affiliates, subsidiaries, agents, board members, directors, officers, and/or employees, class counsel in this matter and the Court personnel in this matter. Florida Subclass as to Count V - Florida Deceptive and Unfair Trade Practices Act: All Florida borrowers in good standing who made mortgage payments to Ocwen in excess of their monthly scheduled payment. Excluded from this class are Defendants, their affiliates, subsidiaries, agents, board members, directors, officers, and/or employees, class counsel in this matter and the Court personnel in this matter. 39. Plaintiffs reserve the right to modify or amend the definitions of the proposed classes before the Court determines whether certification is appropriate. 4. 40. Defendant subjected Plaintiffs and the respective Class Members to the same unfair, unlawful, and deceptive practices and harmed them in the same manner. B. Numerosity 42. There are questions of law and fact that are common to Plaintiffs and Class Members’ claims. These common questions predominate over any questions that go particularly to any individual member of the Class. Among such common questions of law and fact are the following: a. Whether Ocwen failed or refused to apply excess payments made by borrowers to their loan principal balance as required by law or the borrowers’ mortgage agreements; b. Whether Ocwen breached the mortgage contracts with Plaintiffs and the Class by failing or refusing to apply excess payments made by borrowers to their loan principal balance as required by law or the borrowers’ mortgage agreements; c. Whether Ocwen placed excess mortgage payments in an interest-bearing account and retained the interest earned; d. Whether Ocwen was negligent in failing or refusing to apply excess payments made by borrowers to their loan principal balance as required by law or the borrowers’ mortgage agreements e. Whether an objective consumer would be deceived by Ocwen’s excess mortgage payment practices as well as material mis-statements and omissions made to consumers regarding the impact of how Ocwen applied excess payments to the mortgage balance, thereby violating FDUTPA; f. Whether Ocwen intentionally and unjustifiably interfered with Plaintiffs’ and the Classes’ rights under the mortgage contracts by requiring borrowers to pay more interest on their mortgage than they should have and also profiting from interest on funds held in “suspense”; and g. Whether Plaintiffs and the Class Members are entitled to damages and/or injunctive relief as a result of Defendant’s conduct. D. Typicality 44. Plaintiffs are adequate representatives of the classes they seek to represent and will fairly and adequately protect the interests of the classes. Plaintiffs are committed to the vigorous prosecution of this action and have retained competent counsel, experienced in litigation of this nature, to represent them. There is no hostility between Plaintiffs and the unnamed class members. Plaintiffs anticipate no difficulty in the management of this litigation as a class action. 45. To prosecute this case, Plaintiffs have chosen the undersigned law firms, which are very experienced in class action litigation and have the financial and legal resources to meet the substantial costs and legal issues associated with this type of litigation. F. Requirements of Fed. R. Civ. P. 23(b)(3) 45. The questions of law or fact common to Plaintiffs and each Class Member’s claims predominate over any questions of law or fact affecting only individual members of the classes. All claims by Plaintiffs and the unnamed class members are based on the misapplication of excess mortgage payments. 46. Common issues predominate when, as here, liability can be determined on a class- wide basis, even if there will be some individualized damage determinations. 48. A class action is superior to individual actions in part because of the non- exhaustive factors listed below: (a) Joinder of all class members would create extreme hardship and inconvenience for the affected customers as they reside all across the states; (b) Individual claims by class members are impractical because the costs to pursue individual claims may exceed the value of what any one class member has at stake. As a result, individual class members may have no interest in prosecuting and controlling separate actions; (c) There are no known individual class members who are interested in individually controlling the prosecution of separate actions; (d) The interests of justice will be well served by resolving the common disputes of potential class members in one forum; (e) Individual suits would not be cost effective or economically maintainable as individual actions; and (f) The action is manageable as a class action. H. Requirements of Fed. R. Civ. P. 23(b)(1) & (2) 49. Prosecuting separate actions by or against individual class members would create a risk of inconsistent or varying adjudications with respect to individual class members that would establish incompatible standards of conduct for the party opposing the class. 50. Defendant has acted or failed to act in a manner generally applicable to the entirety of the class or classes, thereby making appropriate final injunctive relief or corresponding declaratory relief with respect to the classes as a whole. 51. Plaintiffs, on behalf of themselves and the Class Members, re-allege and incorporate every paragraph of this Complaint and further allege: 53. Plaintiffs and these Class Members’ mortgages are written on uniform mortgage forms and contain the same or substantially similar provisions regarding the application of excess mortgage payments. See Ex. A at 4, sec. 2. 54. After applied to other amounts due, Plaintiffs’ mortgage requires Ocwen to apply excess mortgage payments to “reduce the principal balance” of the loan. Id. 55. Similarly, Plaintiffs and these Class Members were issued Mortgage Notes which are uniform forms and contain the same or substantially similar provisions regarding the application of excess mortgage payments. See Ex. B. 56. The Note includes the following language: 62. Plaintiffs, on behalf of themselves and the Class Members, re-allege and incorporate every paragraph of this Complaint and further allege: 63. A covenant of good faith and fair dealing is implied in every contract and imposes upon each party a duty of good faith and fair dealing in its performance. Common law calls for substantial compliance with the spirit, not just the letter, of a contract in its performance. 64. Plaintiffs’ and the Class Members’ mortgage contracts require Ocwen to apply excess mortgage payments to “reduce the principal balance” of the loan. 65. Ocwen breached the implied covenant of good faith and fair dealing by, among other things, failing or refusing to apply excess payments to a borrower’s principal loan balance, applying only one cent ($¢.01) to principal and holding the remaining amount in “suspense” until additional funds are received to equal a full monthly payment, and holding excess payments in a “suspense account” for which it retains interest proceeds for its own profits. 66. As a direct, proximate, and legal result of the aforementioned breaches of the covenant of good faith and fair dealing, Plaintiffs and the Class have suffered damages. 67. Plaintiffs, on behalf of themselves and the Class Members, re-allege and incorporate every paragraph of this Complaint and further allege: 68. Ocwen and/or its affiliates received from Plaintiffs and Class Members benefits, in the form of funds earned on interest it has held and continues to hold in “suspense”. 69. Further, Ocwen received financial benefits in the form of increased interest income due to its own deliberate and purposeful failure or refusal to apply excess payments by Plaintiffs and the Class to the mortgage principal loan balances. 70. As a result, Plaintiffs and the Class have conferred a benefit on Ocwen. 71. Ocwen had knowledge of this benefit and voluntarily accepted and retained the benefit conferred on it. 72. Ocwen will be unjustly enriched if it is allowed to retain the aforementioned benefits, and each Class Member is entitled to recover the amount by which Ocwen was unjustly enriched at his or her expense. 73. Plaintiffs, on behalf of themselves and the Class Members, re-allege and incorporate every paragraph of this Complaint and further allege: 74. Plaintiffs’ mortgage requires Ocwen to apply excess mortgage payments to “reduce the principal balance” of the loan. 76. After Plaintiffs complained to Ocwen that their principal had not been reduced by their excess payments, Ocwen admitted to negligence in a letter dated December 3, 2013 to Plaintiffs, indicating it had “experienced system issues,” and there was no “error” on the part of the Plaintiffs. See December 3, 2013 letter from Ocwen attached hereto as Exhibit D. 77. Subsequently, Ocwen has failed or refused to correct the “system issue” and Plaintiffs and the Class have and continue to suffer damages a result of Ocwen’s negligence. 78. Ocwen’s refusal to apply excess mortgage payments to Plaintiffs’ and the Class Members’ mortgages constitutes negligence. 79. Plaintiffs and the Class members have suffered damages as a result of Ocwen’s negligence. 80. Plaintiffs, on behalf of themselves and the Florida Class Members, re-allege and incorporate every paragraph of this Complaint and further allege: 81. FDUTPA, section 501.201, et seq., Florida Statutes, prohibits “unfair methods of competition, unconscionable acts or practices, and unfair or deceptive acts or practices in the conduct of any trade or commerce.” § 501.204, Fla. Stat. 82. Plaintiffs and the Florida Subclass are “consumers” as that term is defined in section 501.203(7), Florida Statutes. 84. In failing to do so, Ocwen has engaged in, and continues to engage in, unconscionable acts or practices and has engaged in unfair or deceptive acts in the conduct of its trade and/or commerce in the State of Florida. Ocwen’s actions result in material misrepresentations and omissions to the Plaintiffs and class members. 85. The policies, acts, and practices alleged herein were intended to result and did result in the excessive payment of interest to Ocwen not allowed or contemplated by the mortgage agreements it is bound by and that it has with Plaintiffs and the Florida Subclass. 86. The policies, acts, and practices alleged herein were intended to result and did result in unlawful or unfair compensation for Ocwen. 87. Ocwen’ s conduct of purposefully and deliberately failing or refusal to apply excess payments by Plaintiffs and the Class to the mortgage loan balance violates FDUTPA and was conceived, devised, planned, implemented, approved and executed within the State of Florida, which has an interest in prohibiting violations of FDUTPA. 88. Ocwen is not a bank or savings and loan association regulated by the Florida Office of Financial Regulation of the Financial Services Commission. Further, it is not a bank or savings and loan association regulated by federal agencies. 89. Plaintiffs and the Florida Subclass have sustained damages as a direct and proximate result of Ocwen’s unfair and unconscionable practices. Section 501.211(2), Florida Statutes, provides Plaintiffs and the Florida Subclass a private right of action against the Defendant and entitles them to recover their actual damages, plus attorneys’ fees and costs. BREACH OF CONTRACT BREACH OF IMPLIED COVENANT OF GOOD FAITH AND FAIR DEALING Misapplication of Mortgage Payments by Ocwen NEGLIGENCE VIOLATION OF THE FLORIDA DECEPTIVE AND UNFAIR TRADE PRACTICES ACT

win

41. Plaintiffs bring this action as a class action under Federal Rule of Civil Procedure 23 on behalf of a Class consisting of all persons in the United States who, within the relevant statute of limitations period, purchased GT’s Kombucha Beverages. 42. Plaintiff Manire also seeks to represent a subclass defined as all members of the Class who purchased GT’s Kombucha Beverages in California (the “California Subclass”). 43. Plaintiffs Manire and Retta also seek to represent a subclass defined as all members of the Class who purchased GT’s Kombucha Beverages in New York (the “New York Subclass”). 44. Plaintiffs reserve 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. 45. Excluded from the Class are the Defendant, the officers and directors of the Defendant at all relevant times, members of their immediate families and their legal representatives, heirs, successors or assigns and any entity in which Defendant has or had a controlling interest. 46. Also excluded from the Class are persons or entities that purchased GT’s Kombucha Beverages for purposes of resale. 53. Plaintiffs hereby incorporate by reference the allegations contained in all preceding paragraphs of this complaint. 54. Plaintiffs Retta, Schofield, and Manire bring this claim individually and on behalf of members of the proposed Class against Defendant. Plaintiff Manire also brings this claim individually and on behalf of members of the proposed California Subclass. 55. Plaintiffs and Class members are consumers who purchased GT’s Kombucha Beverages for personal, family or household purposes. Plaintiffs and the Class are “consumers” as that term is defined by the CLRA in Cal. Civ. Code § 1761(d). Plaintiffs and the Class members are not experts with the independent knowledge of the character, effectiveness, nature, level, or amount of antioxidants found in GT’s Kombucha Beverages or kombucha beverages generally. 66. Plaintiffs hereby incorporate by reference the allegations contained in all preceding paragraphs of this complaint. 67. Plaintiffs Retta, Schofield, and Manire bring this claim individually and on behalf of the members of the proposed Class against Defendant. 68. Plaintiff Manire also brings this claim individually and on behalf of members of the proposed California Subclass against Defendant. 69. Defendant is subject to California’s Unfair Competition Law, Cal. Bus. & Prof. Code §§ 17200, et seq. The UCL provides, in pertinent part: “Unfair competition shall mean and include unlawful, unfair or fraudulent business practices and unfair, deceptive, untrue or misleading advertising ….” 76. Plaintiffs hereby incorporate by reference the allegations contained in all preceding paragraphs of this complaint. 85. Plaintiffs Retta and Manire hereby incorporate by reference the allegations contained in all preceding paragraphs of this complaint. 86. Plaintiffs Retta and Manire bring this claim individually and on behalf of the members of the proposed New York Subclass against Defendant. 87. Any person who has been injured by reason of any violation of the NY GBL § 349 may bring an action in her own name to enjoin such unlawful act or practice, an action to recover her actual damages or fifty dollars, whichever is greater, or both such actions. The court may, in its discretion, increase the award of damages to an amount not to exceed three times the actual damages up to one thousand dollars, if the court finds the defendant willfully or knowingly violated this section. The court may award reasonable attorney's fees to a prevailing plaintiff. Millennium’s Unlawful and Misleading Characterization of Antioxidants Violation Of California’s False Advertising Law, California Business & Professions Code §§ 17500, et seq. Violation Of California’s Consumers Legal Remedies Act, California Civil Code §§ 1750, et seq. Violation of New York’s Deceptive and Unfair Trade Practices Act, New York General Business Law § 349, et seq. Violation Of California’s Unfair Competition Law, California Business & Professions Code §§ 17200, et seq.

win

(Declaratory Relief) (on behalf of Plaintiff and the Class) 109. Plaintiff realleges and incorporates by reference the foregoing allegations as if set forth fully herein. 110. An actual controversy has arisen and now exists between the parties in that Plaintiff contends, and is informed and believes that Defendant denies, that hotelbelleclaire.com contains access barriers denying blind customers the full and equal access to the goods, services and facilities of hotelbelleclaire.com and by extension Hotel Belleclaire, which Belleclaire Hotel 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 blind. 111. 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. WHEREFORE, Plaintiff prays for judgment as set forth below. (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) (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) 21. 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 blind individuals in the United States who have attempted to access hotelbelleclaire.com and as a result have been denied access to the enjoyment of goods and services offered in Hotel Belleclaire, during the relevant statutory period.” 23. There are hundreds of thousands of visually impaired persons in New York State. There are approximately 8.1 million people in the United States who are visually impaired. Id. 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. 24. This case arises out of Defendant’s policy and practice of maintaining an inaccessible website denying blind persons access to the goods and services of hotelbelleclaire.com and Hotel Belleclaire. Due to Defendant’s policy and practice of failing to remove access barriers, blind persons have been and are being denied full and equal access to independently browse, select and shop on hotelbelleclaire.com and by extension the goods and services offered through Defendant’s website to Hotel Belleclaire. 26. The claims of the named Plaintiff are typical of those of the class. The class, similarly to the Plaintiff, are severely visually impaired or otherwise blind, and claim that Belleclaire Hotel has violated the ADA, and/or the laws of New York by failing to update or remove access barriers on their website, hotelbelleclaire.com, so it can be independently accessible to the class of people who are legally blind. 27. 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. 28. 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. References to Plaintiff shall be deemed to include the named Plaintiff and each member of the class, unless otherwise indicated. 31. Belleclaire Hotel operates Hotel Belleclaire, a historic Upper Westside boutique hotel. 32. Hotelbelleclaire.com is a service and benefit offered by Belleclaire Hotel and Hotel Belleclaire throughout the United States, including New York state. Hotelbelleclaire.com is owned, controlled and/or operated by Belleclaire Hotel. 33. Hotelbelleclaire.com is a commercial website that offers products and services for online sale that are available in Hotel Belleclaire. The online store allows the user to browse, select and book reservations; learn about the Belleclaire Hotel’s history and founders, find the hotel location; and perform a variety of other functions. 34. Among the features offered by hotelbelleclaire.com are the following: (a) hotel information, allowing persons who wish to visit Hotel Belleclaire to learn its location, hours and phone numbers; (b) an online store, allowing customers to book a reservation; (c) information about Belleclaire Hotel’s membership program, history and sales inquiries; and (d) sale of many of the products and services available at Hotel Belleclaire. 36. Belleclaire Hotel denies the blind access to goods, services and information made available through hotelbelleclaire.com by preventing them from freely navigating hotelbelleclaire.com. 37. The Internet has become a significant source of information for conducting business and for doing everyday activities such as shopping, banking, etc., for sighted and blind persons. 38. The blind access websites by using keyboards in conjunction with screen-reading software which vocalizes visual information on a computer screen. Except for a blind person whose residual vision is still sufficient to use magnification, screen access software provides the only method by which a blind person can independently access the Internet. Unless websites are designed to allow for use in this manner, blind persons are unable to fully access Internet websites and the information, products and services contained therein. 40. Hotelbelleclaire.com contains access barriers that prevent free and full use by Plaintiff and blind persons using keyboards and screen reading software. These barriers are pervasive and include, but are not limited to: lack of alt-text on graphics, inaccessible forms, the lack of adequate prompting and labeling; the denial of keyboard access; and the requirement that transactions be performed solely with a mouse. 42. Hotelbelleclaire.com also lacks prompting information and accommodations necessary to allow blind shoppers who use screen readers to locate and accurately fill-out online forms. On an online booking site such as hotelbelleclaire.com, these forms include search fields to locate menu items, fields that specify the room desired, and fields used to fill-out personal information, including address and credit card information. On Hotelbelleclaire.com, because the “Checkout” webpage is not compatible with screen reading software, blind customers are not able to find the form to fill out personal and payment information to book a room. Due to the lack of adequate labeling, Plaintiff and blind customers are unable to complete a reservation. 43. More specifically, Plaintiff and blind customers are prevented from making a reservation on Hotel Belleclaire’s initial page. Unlike other sites, Defendant’s website does not even input the current date to at least present Plaintiff and blind customers with an overview of the available types of rooms and amenities. Thus, Plaintiff and blind customers are left without online alternatives to make reservations. 44. Moreover, the lack of navigation links on Belleclaire Hotel’s website makes attempting to navigate through hotelbelleclaire.com even more time consuming and confusing for Plaintiff and blind consumers. After selecting “Our hotel” on the home page, blind customers have to tab through the entire page to get to the main content. 46. Due to hotelbelleclaire.com’s inaccessibility, Plaintiff and blind customers must in turn spend time, energy, and/or money to make their reservation at a Hotel Belleclaire in person or via phone. Some blind customers may require a driver to get to the hotel or require assistance in navigating the hotel. In which case, the promotion or room reservation may no longer be available. By contrast, if hotelbelleclaire.com was accessible, a blind person could independently investigate products and programs and book reservations via the Internet as sighted individuals can and do. 47. Hotelbelleclaire.com thus contains access barriers which deny full and equal access to Plaintiff, who would otherwise use hotelbelleclaire.com and who would otherwise be able to fully and equally enjoy the benefits and services of Hotel Belleclaire in New York State. 48. Plaintiff AMANIE RILEY has made numerous attempts to complete a reservation on hotelbelleclaire.com, most recently in May 2016, but was unable to do so independently because of the many access barriers on Defendant’s website, causing hotelbelleclaire.com to be inaccessible and not independently usable by, blind and visually impaired individuals. 50. These barriers to access have denied Plaintiff full and equal access to, and enjoyment of, the goods, benefits and services of hotelbelleclaire.com and Hotel Belleclaire. 51. Belleclaire Hotel engaged in acts of intentional discrimination, including but not limited to the following policies or practices: (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. 52. Belleclaire Hotel utilizes standards, criteria or methods of administration that have the effect of discriminating or perpetuating the discrimination of others. 53. Plaintiff realleges and incorporates by reference the foregoing allegations as if set forth fully herein. 55. Hotel Belleclaire located in New York State and throughout the United States is a sales establishment and public accommodation within the definition of 42 U.S.C. § 12181(7)(E). Hotelbelleclaire.com is a service, privilege or advantage of Hotel Belleclaire. Hotelbelleclaire.com is a service that is by and integrated with this hotel. 56. Defendant is subject to Title III of the ADA because they own and operate Hotel Belleclaire. 57. 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. 58. 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 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. 59. 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.” 61. There are readily available, well established guidelines on the Internet for making websites accessible to the blind and visually impaired. These guidelines have been followed by other large business entities 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 their website accessible would neither fundamentally alter the nature of Defendant’s business nor result in an undue burden to Defendant. 62. The acts alleged herein constitute violations of Title III of the ADA, 42 U.S.C. § 12101 et seq., and the regulations promulgated thereunder. Patrons of Hotel Belleclaire who are blind have been denied full and equal access to hotelbelleclaire.com, 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. 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 goods, services, facilities, privileges, advantages, accommodations and/or opportunities of hotelbelleclaire.com and Hotel Belleclaire in violation of Title III of the Americans with Disabilities Act, 42 U.S.C. §§ 12181 et seq. and/or its implementing regulations. 66. The actions of Defendant were and are in violation of the ADA and therefore Plaintiff invokes her statutory right to injunctive relief to remedy the discrimination. 67. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 68. 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. 69. Plaintiff realleges and incorporates by reference the foregoing allegations as though fully set forth herein. 70. 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.” 71. Hotel Belleclaire located in New York State and throughout the United States is a sales establishment and public accommodation within the definition of N.Y. Exec. Law § 292(9). Hotelbelleclaire.com is a service, privilege or advantage of Hotel Belleclaire. Hotelbelleclaire.com is a service that is by and integrated with this hotel. 73. Defendant is violating N.Y. Exec. Law § 296(2)(a) in refusing to update or remove access barriers to hotelbelleclaire.com, causing hotelbelleclaire.com and the services integrated with Hotel Belleclaire 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. 74. 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.” 75. 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.” 77. 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 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. 78. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 79. 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 in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, accommodations and/or opportunities of hotelbelleclaire.com and Hotel Belleclaire 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 class will continue to suffer irreparable harm. 81. 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. 82. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 83. 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. 84. Plaintiff served notice thereof upon the attorney general as required by N.Y. Civil Rights Law § 41. 85. Plaintiff realleges and incorporates by reference the foregoing allegations as though fully set forth herein. 86. 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 …” 88. Hotel Belleclaire located in New York State is a sales establishment and public accommodation within the definition of N.Y. Civil Rights Law § 40-c(2). Hotelbelleclaire.com is a service, privilege or advantage of Hotel Belleclaire. Hotelbelleclaire.com is a service that is by and integrated with this hotel. 89. Defendant is subject to New York Civil Rights Law because they own and operate Hotel Belleclaire and hotelbelleclaire.com. Defendant is a person within the meaning of N.Y. Civil Law § 40-c(2). 90. Defendant is violating N.Y. Civil Rights Law § 40-c(2) in refusing to update or remove access barriers to hotelbelleclaire.com, causing hotelbelleclaire.com and the services integrated with Hotel Belleclaire 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. 91. There are readily available, well established guidelines on the Internet for making websites accessible to the blind and visually impaired. These guidelines have been followed by other large business entities 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 their website accessible would neither fundamentally alter the nature of Defendant’s business nor result in an undue burden to Defendant. 93. Specifically, under NY Civ 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 …” 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 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. 96. Plaintiff and class members are 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. 97. Plaintiff realleges and incorporates by reference the foregoing allegations as if set forth fully herein.

win

(Unjust Enrichment) (Violation of N.Y. General Business Law § 349) 1. Certifying this action as a class action, with a class as defined above; 2. Requiring that Defendant pay for notifying the Class members of the pendency of this suit; 33. Plaintiff incorporates by reference the allegations set forth above. 34. The New York General Business Law § 349 provides, inter alia: Deceptive acts or practices in the conduct of any business, trade or commerce or in the furnishing of any service in this state are hereby declared unlawful. 35. Plaintiff and the members of the Class are consumers who purchased pre- packaged goods from a Whole Foods location in New York City. 37. Defendant’s misrepresentations and false, deceptive, and misleading statements with respect to overcharging for pre-packaged goods, as described above, constitute deceptive acts or practices in the conduct of business, trade or commerce in violation of the New York General Business Law. 38. Defendant knowingly misrepresented and intentionally misstated the accurate price of pre-packaged goods. 39. Defendant failed to charge accurate rates for a variety of pre-packaged goods. As a result, consumers were overcharged for such items in Whole Foods New York City locations. 4. Monetary damages, including but not limited to any compensatory, incidental, or consequential damages in an amount to be determined at trial, together with prejudgment interest at the maximum rate allowable by law with respect to the common law claims alleged; 40. Defendant’s actions have caused direct, foreseeable and proximate damages to Plaintiff and the Class. 41. As a consequence of Defendant’s wrongful actions, Plaintiff and the other members of the Class suffered an ascertainable loss of monies based on the difference in the price charged versus the accurate price of an item consistent with its weight. 42. By reason of the foregoing, Defendant is liable to Plaintiff and the other members of the Class for actual damages or fifty dollars ($50), whichever is greater, punitive damages, injunctive relief, attorneys’ fees, and the costs of this suit. 43. Plaintiff and the other members of the Class further seek to enjoin the unlawful, deceptive acts and practices described above. 44. Absent injunctive relief, Defendant will continue to overcharge consumers for pre-packaged goods. 46. Plaintiff incorporates by reference the allegations set forth above. 47. By engaging in the conduct described above, Defendant has unjustly enriched itself and received a benefit at the expense of Plaintiff and the other members of the Class. Defendant appreciated the benefit and it would be inequitable for Defendant to retain this benefit without being required to compensate Plaintiff and other members of the Class for the damages that they have suffered as a result of Defendant’s actions. 48. It would be unjust and inequitable for Defendant to retain the payments Plaintiff and the Class made for excessive charges on pre-packaged goods. 49. By reason of the foregoing, Defendant is liable to Plaintiff and the other members of the Class for the damages that they have suffered as a result of Defendant’s actions, the amount of the damages to be determined at trial, plus attorneys’ fees. 5. Statutory damages in the maximum amount provided by law; 50. THEREFORE, Plaintiff prays for relief as set forth below. Prayer for Relief WHEREFORE, Plaintiff, individually and on behalf of the other Class members, respectfully request that the Court should enter judgment against Defendant as follows: 6. For an order awarding Plaintiff and the other Class members the reasonable costs and expenses of suit, including their attorneys’ fees; and 7. For any further relief that the Court may deem appropriate. Demand for Jury Trial Plaintiff hereby demands a trial by jury on all claims in this action. Dated: July 24, 2015

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11. This Action is properly maintained as a class action. The Class is initially defined as: All New York consumers for whom Defendant communicated to any person credit information, which is known to be false and/or for whom Defendant failed to communicate to any person that a disputed debt was disputed as set forth herein. The class definition may be subsequently modified or refined. The Class period begins one year prior to the filing of this Action. 16. Plaintiff is at all times to this lawsuit, a "consumer" as that term is defined by 15 U.S.C. § 1692a(3). 17. Sometime prior to September 30, 2020, Plaintiff allegedly incurred one or more financial obligations to NASSAU EMERGENCY MEDICINE, PC ("OBLIGATION” or “OBLIGATIONS") for which Defendant reported information to one or more national credit reporting agencies. 18. The OBLIGATIONS arose out of a transaction, in which money, property, insurance or services, which are the subject of the transaction, are primarily for personal, family or household purposes. 19. Plaintiff incurred the OBLIGATIONS by obtaining goods and services which were primarily for personal, family and household purposes. 20. The OBLIGATIONS did not arise out of a transaction that was for non-personal use. 21. The OBLIGATIONS did not arise out of a transaction that was for business use. 22. The OBLIGATIONS are a "debt" as defined by 15 U.S.C. § 1692a(5). 24. On or before September 30, 2020, the OBLIGATIONS were referred to AMERIFINANCIAL for the purpose of collection. 25. Plaintiff caused to be delivered to Defendant a letter dated September 30, 2020, which was addressed to Defendant. See Exhibit A, which is fully incorporated herein by reference. 26. The September 30, 2020 letter was sent to Defendant in connection with the collection of the OBLIGATIONS. 27. The September 30, 2020 letter which was sent to the Defendant stated in part: RE: John M Lapata Sr. Creditor: MEDICAL Alleged Amount Due: $833.00 Please be advised that I dispute the above debt. 28. After the date of the dispute, Defendant knew or should have known that the credit information concerning the OBLIGATIONS would be communicated to creditors and other persons. 29. The credit information communicated to these creditors and other persons did not indicate that the OBLIGATIONS were disputed. 30. The credit information communicated to these creditors and other persons concerning the OBLIGATIONS was false. 31. Since September 30, 2020, Defendant has communicated to at least one person, credit information which is known or should be known to be false. 32. AMERIFINANCIAL knew or should have known that its actions violated the 36. Plaintiff, on behalf of himself and others similarly situated, repeats and realleges all prior allegations as if set forth at length herein. 37. Defendant violated 15 U.S.C. § 1692e of the FDCPA by using any false, deceptive or misleading representation or means in connection with its attempts to collect debts from Plaintiff and others similarly situated. 39. By failing to communicate that the OBLIGATION was disputed to one or more of the credit reporting bureaus, Defendant engaged in a false, deceptive or misleading representation or means in connection with the collection of the debt. 40. Defendant violated 15 U.S.C. § 1692e(2)(A) of the FDCPA by falsely representing the character or legal status of the debt. 41. By failing to communicate that a disputed debt was disputed, Defendant made a false representation of the character or legal status of the debt. 42. By communicating credit information which is known to be false or should be known to be false, Defendant made a false representation of the character or legal status of the debt. 43. Section 1692e(8) of the FDCPA prohibits a debt collector from communicating to any person credit information which is known to be false or should be known to be false, including the failure to communicate that a disputed debt is disputed. 44. Defendant violated 15 U.S.C. § 1692e(8) of the FDCPA by communicating to any person credit information which is known to be false or should be known to be false. 45. Defendant violated 15 U.S.C. § 1692e(8) of the FDCPA by failing to communicate to any person that the OBLIGATION was disputed. 46. Defendant violated 15 U.S.C. § 1692e(8) of the FDCPA by failing to communicate to one or more of the credit reporting bureaus that the OBLIGATION was disputed. 48. By failing to communicate that the OBLIGATION was disputed as described herein, Defendant engaged in a false representation or deceptive means to collect or attempt to collect the debt. 49. Defendants’ conduct as described herein constitutes unfair or unconscionable means to collect or attempt to collect any debt. 50. Congress enacted the FDCPA in part to eliminate abusive debt collection practices by debt collectors. 51. Plaintiff and others similarly situated have a right to free from abusive debt collection practices by debt collectors. 52. Plaintiff and others similarly situated have a right to have the Defendant abide by its obligations under the FDCPA and those specifically found at 15 U.S.C. § 1692e(8). 53. Plaintiff and others similarly situated have suffered harm as a direct result of the abusive, deceptive and unfair collection practices described herein. 54. Plaintiff has suffered damages and other harm as a direct result of the Defendants’ actions, conduct, omissions and violations of the FDCPA described herein. FAIR DEBT COLLECTION PRACTICES ACT, 15 U.S.C. § 1692 et seq. VIOLATIONS

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16. Plaintiff Park 101 LLC entered a contract for insurance with the Defendants, with policy number BKA (20) 57 77 96 64, for the effective dates May 21, 2019 through May 21, 2020. 17. Plaintiff Louisiana Purchase LLC entered a contract for insurance with the Defendants, with policy number BKS (21) 59 56 86 10, for the effective dates March 5, 2020 through March 5, 2021. 18. These insurance policies use standard form language used by Defendants in many their insurance policies with insureds nationwide. 74. Plaintiffs repeat and reallege the allegations set forth above as though fully set forth herein. This claim is asserted against all Defendants on behalf of the Class. 75. Plaintiffs and the Class entered into contractual insurance policies with Defendants for business income coverage, extra expense coverage, and civil authority coverage. 79. Plaintiffs repeat and reallege the allegations set forth above as though fully set forth herein. This claim is asserted against all Defendants on behalf of the Class. 80. Plaintiffs and the Class entered into contractual insurance policies with Defendants for business income coverage, extra expense coverage, and civil authority coverage. 81. Every contract imposes upon each party a duty of good faith and fair dealing in the contract’s performance. 82. Plaintiffs and the Class have performed under the insurance policies in good faith at all relevant times. 83. Defendants have breached the covenant of good faith and fair dealing implied in their insurance policies by evading the spirit of those policies in order to deny coverage to Plaintiffs and the Class for covered losses arising from the COVID- 19 pandemic and the related government-issued closure orders. 84. Plaintiffs and the Class were damaged by Defendants’ breach of the covenant of good faith and fair dealing. 91. Plaintiffs repeat and reallege the allegations set forth above as though fully set forth herein. This claim is asserted against all Defendants on behalf of the Class. 92. Pursuant to 28 U.S.C. § 2201 an actual controversy exists between Plaintiffs and the Class on the one hand, and Defendants on the other hand, as to the correct interpretation of their insurance policies. A. The Parties’ Insurance Contracts BREACH OF CONTRACT BREACH OF COVENANT OF GOOD FAITH AND FAIR DEALING DECLARATORY RELIEF UNFAIR BUSINESS PRACTICES

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(CAL. BUS. & PROF. CODE § 17200, ET SEQ.) ............................................................... 16  COUNT III VIOLATION OF THE CALIFORNIA FALSE ADVERTISING LAW (CAL. BUS. & PROF. CODE § 17500, ET SEQ.) ............................................................... 18  10. Among its broad assortment of internet-related services and products, Google offers a mobile phone and data service. Google calls the service “Project Fi.” Google has partnered with several mobile data carriers to provide Project Fi users with access to mobile data on a pay-as-you-go basis. 11. Users of the mobile data service choose a monthly data allocation as an estimate of their monthly charge, but Google bills per gigabyte of data used. That is, Google generally charges $10 per gigabyte of data actually used, whether as part of the pre-purchased data allocation or additional data used by the customer. 12. Google’s Terms of Service falsely assure customers that Google will bill them only for their use of Google’s products and services (“Services”). 13. Under the Terms of Service, Google requires users only “to pay all applicable charges for the Services you use.” 14. The Terms of Service authorize Google only “to automatically collect payments of all charges associated with the use of the Services from your designated payment method.” 15. And through the Terms of Service, Google promises that it will use information collected from customers’ devices to “[b]ill you and collect payment for the Services and devices that you [customers] purchased.” 59. Plaintiff Gordon Beecher brings this action under Federal Rule of Civil Procedure 23(b)(2) and (b)(3) on his own behalf and on behalf of the following class of plaintiffs: All past and present subscribers of Google mobile data services who have been charged by Google for the use of data services independently provided by third parties. 60. The persons in the class are so numerous that individual joinder of all members is impracticable under the circumstances of this case. Although the precise number of such persons is unknown, the exact size of the class is easily ascertainable as each class member can by identified by using Defendant’s records. Plaintiff is informed and believes that there are many thousands of class members. 69. Plaintiff incorporates the allegations set forth above as if fully set forth herein. 88. Plaintiff realleges and incorporates by reference all paragraphs alleged herein. 89. Plaintiff asserts this claim on behalf of himself and members of the Class on behalf of all persons or entities that purchased the Project Fi mobile data service. 97. Plaintiff realleges and incorporates by reference all paragraphs alleged herein. 98. Plaintiff asserts this claim on behalf of themselves and members of the Class on behalf of any person or entity that purchased Project Fi services. A. The Project Fi Mobile Data Plan A.  The Project Fi Mobile Data Plan ................................................................................. 3  B.  Google Bills Its Customers for Data Service It Did Not Provide ................................ 7  V.  VI.  CLAIMS FOR RELIEF ......................................................................................................... 13  COUNT I VIOLATIONS OF THE CONSUMER LEGAL REMEDIES ACT VIOLATIONS OF THE CONSUMER LEGAL REMEDIES ACT (CAL. CIV. CODE § 1750, ET SEQ.) VIOLATION OF THE CALIFORNIA UNFAIR COMPETITION LAW (CAL. BUS. & PROF. CODE § 17200, ET SEQ.) VIOLATION OF THE CALIFORNIA FALSE ADVERTISING LAW (CAL. BUS. & PROF. CODE § 17500, ET SEQ.)

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28. 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 thereby. 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 numerous goods, services and benefits offered to the public through the Website. 29. 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. 32. 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. 33. The Website also contained a host of broken links, which is a hyperlink to a non-existent or empty webpage. For the visually-impaired this is especially paralyzing due to the inability to navigate or otherwise determine where one is on the website once a broken link is encountered. For example, upon coming across a link of interest, Plaintiff was redirected to an error page. However, the screen-reader failed to communicate that the link was broken. As a result, Plaintiff could not get back to his original search. Defendant Must Remove Barriers To Its Website 34. 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 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. 36. If the Website was equally accessible to all, Plaintiff could independently navigate the Website and complete a desired transaction as sighted individuals do. 37. 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 persons. 38. 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 not 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. 39. Defendant therefore uses standards, criteria or methods of administration that have the effect of discriminating or perpetuating the discrimination of others, as alleged herein. 43. If the Website was accessible, Plaintiff and similarly situated blind and visually-impaired persons could independently shop for and otherwise research the Defendant’s products via the Website. 44. 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. 45. 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 consumers. 46. Without injunctive relief, Plaintiff and other visually-impaired consumers will continue to be unable to independently use the Website, violating their rights. 48. Plaintiff, on behalf of himself and all others similarly situated, seeks to certify a New York State Sub-Class 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 by Defendant’s Website, during the relevant statutory period. 49. Plaintiff, on behalf of himself and all others similarly situated, seeks to certify a New York City Sub-Class 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 by Defendant’s Website, during the relevant statutory period. 51. Plaintiff’s claims are typical of the Class and Sub-Classes. The Class, and Sub-Classes, similarly to the Plaintiff, are severely visually-impaired or otherwise blind persons, 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 and/or the Sub-Classes. 52. 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, including ADA 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. 53. Alternatively, class certification is appropriate under Fed. R. Civ. P. 23(b)(3) because fact and legal questions are 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. 54. 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 visually-impaired persons throughout the United States. 56. 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). 57. Defendant’s online retail store is a place of public accommodation 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 online retail store 58. 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). 59. 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). 61. 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. 62. Under 42 U.S.C. § 12188 and the remedies, procedures, and rights set forth and incorporated therein, Plaintiff, requests relief as set forth below. 63. 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. 65. Defendant’s Website operates in the State of New York and constitutes an online sales establishment and 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’s online retail establishment. 66. Defendant is subject to New York Human Rights Law because it owns and/or operates its Website in the State of New York. Defendant is a person within the meaning of N.Y. Exec. Law § 292(1). 67. 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 therewith to be completely inaccessible to the blind. Their inaccessibility denies blind patrons full and equal access to the facilities, goods and services that Defendant makes available to the non-disabled public. 68. 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". 70. 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. 71. 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 not sufficiently intuitive and/or obvious that it 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. 72. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 74. 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. 75. 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. 76. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 77. 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. 78. 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. 80. Defendant’s website is an online sales establishment and a place of public accommodation within the definition of N.Y.C. Admin. Code § 8-102(9), and its Website is a service that is integrated with its online sales establishment. 81. Defendant is subject to NYCHRL because it owns and/or operates its Website in the City of New York, making it a person within the meaning of N.Y.C. Admin. Code § 8-102(1). 82. 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 therewith to be completely inaccessible to the blind. The inaccessibility denies blind consumers full and equal access to the facilities, goods, and services that Defendant makes available to the non-disabled public. 83. 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). 85. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 86. As such, Defendant discriminates, and will continue in the future to discriminate, against Plaintiff and members of the proposed class and Sub-Class 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 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 Sub-Class will continue to suffer irreparable harm. 87. Defendant’s actions were and are in violation of the NYCHRL and therefore Plaintiff invokes his right to injunctive relief to remedy the discrimination. 88. 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. 89. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 90. 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. 91. 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. 92. 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 and services 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., N.Y. Exec. Law § 296, et seq., and N.Y.C. Admin. Code § 8-107, et seq. prohibiting discrimination against the blind. 93. 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. Defendant’s Barriers on Its Website VIOLATIONS OF THE NYSHRL VIOLATIONS OF THE NYCHRL VIOLATIONS OF THE ADA, 42 U.S.C. § 12181 et seq.

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20. In 1991, Congress enacted the TCPA in response to a growing number of consumer complaints regarding certain telemarketing practices. 21. Among other things, the TCPA prohibits “initiat[ing] any telephone call to any residential telephone line using an artificial or prerecorded voice to deliver a message without the prior express consent of the called party. . . .” In addition, the TCPA prohibits making “any call” using “an artificial or prerecorded voice” to a wireless number. 47 U.S.C. § 227(b)(1)(A)(iii). 23. The FCC has issued rulings clarifying that in order to obtain an individual’s consent, a clear, unambiguous, and conspicuous written disclosure must be provided by the individual. 2012 FCC Order, 27 FCC Rcd. at 1839 (“[R]equiring prior written consent will better protect consumer privacy because such consent requires conspicuous action by the consumer—providing permission in writing—to authorize autodialed or prerecorded telemarketing calls. . . .”). B. Defendants’ Robocalls to Plaintiffs and Class Members 24. Prior to the calls at issue in this action, Plaintiffs had never had any contact with Defendants. Plaintiffs never consented in writing, or otherwise, to receive telephone calls from Defendants. Plaintiffs have never provided Defendants with their telephone numbers. 25. Defendants called Plaintiffs dozens of times using an autodialer and/or an artificial or prerecorded voice without their prior express written consent. Further, both Plaintiffs specifically told Defendants on numerous occasions to stop calling. 27. Plaintiffs bring this action on behalf of themselves and all other persons similarly situated. 28. Plaintiffs Clarke and Maki propose the following Robocall Class definition, subject to amendment as appropriate: All persons within the United States who (a) received a non- emergency telephone call; (b) on his or her cellular telephone or residential telephone line; (c) made by or on behalf of Defendants; (d) for whom Defendants had no record of prior express written consent; (e) and such phone call was made with the use of an artificial or prerecorded voice; (f) at any time in the period from July 23, 2015 to the date that class notice is disseminated. 29. Collectively, all these persons will be referred to as the “Robocall Class.” Plaintiffs represent, and are members of, this proposed class. Excluded from the Robocall Class are Defendants and any entities in which Defendants have a controlling interest, Defendants’ agents and employees, any Judge and/or Magistrate Judge to whom this action is assigned and any member of such Judges’ staffs and immediate families. 31. Collectively, all these persons will be referred to as the “Autodialer Class.” Plaintiffs represent, and are members of, this proposed class. Excluded from the Autodialer Class are Defendants and any entities in which Defendant has a controlling interest, Defendants’ agents and employees, any Judge and/or Magistrate Judge to whom this action is assigned and any member of such Judges’ staffs and immediate families. 32. Plaintiff Clarke also proposes the following Internal Do-Not-Call List (“IDNCL”) Class definition, subject to amendment as appropriate: All persons within the United States who (a) after notifying any of the Defendants that they no longer wished to receive calls from or on behalf of any of the Defendants; (b) received one or more calls from or on behalf of Defendants; (c) using either an artificial or prerecorded voice or an automatic telephone dialing system as defined under the TCPA; (d) at any time in the period from July 23, 2015 to the date that class notice is disseminated. 33. Collectively, all these persons will be referred to as the “IDNCL Class.” Plaintiff Clarke represents, and is a member of, this proposed class. Excluded from the IDNCL Class are Defendants and any entities in which Defendant has a controlling interest, Defendants’ agents and employees, any Judge and/or Magistrate Judge to whom this action is assigned and any member of such Judges’ staffs and immediate families. 34. Plaintiffs do not know the exact number of members in each class, but reasonably believe based on the scale of Defendants’ business, and the number of online complaints, that the Classes are so numerous that individual joinder would be impracticable. 36. The disposition of the claims in a class action will provide substantial benefit to the parties and the Court in avoiding a multiplicity of identical suits. The proposed Classes can be identified easily through records maintained by Defendants. 37. There are well defined, nearly identical, questions of law and fact affecting all parties. The questions of law and fact involving the Classes’ claims predominate over questions which may affect individual members of the proposed Classes. Those common question of law and fact include, but are not limited to, the following: a. Whether Defendants made telephone calls to class members using an autodialer without their prior express written consent; b. Whether Defendants made telephone calls to class members using an artificial or prerecorded voice without their prior express written consent; c. Whether Defendants made telephone calls to class members who asked not to be contacted; d. Whether Defendants’ conduct was knowing and/or willful; e. Whether Defendants are liable for damages, and the amount of such damages, and f. Whether Defendants should be enjoined from engaging in such conduct in the future. 38. As persons who received numerous and repeated calls on their telephones using an artificial or prerecorded voice, without their prior express written consent, Plaintiffs assert claims that are typical of each member of the Classes. Plaintiffs will fairly and adequately represent and protect the interests of the proposed Classes, and have no interests which are antagonistic to any member of the proposed Classes. 39. Plaintiffs have retained counsel experienced in handling class action claims involving violations of federal and state consumer protection statutes. 41. Defendants have acted on grounds generally applicable to the proposed Classes, thereby making final injunctive relief and corresponding declaratory relief with respect to the proposed class as a whole appropriate. Moreover, on information and belief, Plaintiffs allege that the TCPA violations complained of herein are substantially likely to continue in the future if an injunction is not entered. 42. Plaintiffs incorporate by reference the foregoing paragraphs of this Complaint as if fully stated herein. 43. The foregoing acts and omissions of Defendants constitute numerous and multiple knowing and/or willful violations of the TCPA, including but not limited to each of the above- cited provisions of 47 U.S.C. § 227 et seq. 44. As a result of Defendants’ knowing and/or willful violations of 47 U.S.C. § 227 et seq., Plaintiffs and members of the proposed Classes are entitled to treble damages of up to $1,500.00 for each and every call in violation of the statute, pursuant to 47 U.S.C. § 227(b)(3)(C). 45. Plaintiffs and members of the proposed Classes are also entitled to and do seek injunctive relief prohibiting such conduct violating the TCPA by Defendants in the future. 47. Plaintiffs incorporate by reference the foregoing paragraphs of this Complaint as if fully stated herein. 48. The foregoing acts and omissions of Defendants constitute numerous and multiple violations of the TCPA, including but not limited to each of the above-cited provisions of 47 U.S.C. § 227 et seq. 49. As a result of Defendants’ violations of 47 U.S.C. § 227 et seq., Plaintiffs and members of the Classes are entitled to an award of $500.00 in statutory damages for each and every call in violation of the statute, pursuant to 47 U.S.C. § 227(b)(3)(B). 50. Plaintiffs and members of the proposed Classes are also entitled to and do seek injunctive relief prohibiting such conduct violating the TCPA by Defendants in the future. 51. Plaintiffs and members of the proposed Classes are also entitled to an award of attorneys’ fees and costs. A. The Telephone Consumer Protection Act Of 1991 KNOWING AND/OR WILLFUL VIOLATIONS OF THE TELEPHONE CONSUMER PROTECTION ACT, 47 U.S.C. § 227, et seq. VIOLATIONS OF THE TELEPHONE CONSUMER PROTECTION ACT, 47 U.S.C. § 227, et seq.

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MISAPPROPRIATION XIV. Plaintiff incorporates by reference and re-alleges each and every allegation contained above as if fully set forth herein, and further alleges as follows. XV. Under Louisiana law, conversion is an act in derogation of a person's possessory rights and any wrongful exercise or assumption of authority over another's possessions, depriving him of said possession permanently or for an indefinite period of time. Conversion may occur, inter alia, when possession is withheld from the owner or possessor. X. Plaintiff incorporates by reference and re-alleges each and every allegation contained above as if fully set forth herein, and further alleges as follows. XI. Defendant directed the means and manner in which Plaintiffs were compensated. During the relevant time period, Defendant has violated, and are violating, the provisions of Sections 6 and/or 7 of the FLSA, 29 U.S.C. §§ 206, 207 and 215 (a)(2), by employing employees engaged in commerce within the meaning of the FLSA for workweeks longer than 40 hours without compensating said employees for their employment in excess of 40 hours per week at rates no less than one and one-half the regular rates for which they were employed.

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1. Plaintiff brings this action on behalf of herself, and all other similarly situated persons residing in California and/or the United States who purchased products sold by Defendants, THE ORGANIC CANDY FACTORY (“Candy Factory”) and DOES 1 through 10. 2. Candy Factory sells gummy candy shaped in the form of a bear, which it calls “Gummy Cubs.” Candy Factory also sells chocolate bars filled with the same gummy candy. Candy Factory sells these products in packaging with either the flavor “Peach” or “Boysenberry, Blackberry & Raspberry” prominently featured on the front (collectively, “Gummy Cubs” or “Class Products”). The flavors “Peach” or “Boysenberry Blackberry & Raspberry” on Candy Factory’s packaging represent to consumers that the Gummy Cubs contain peach, boysenberry, blackberry, or raspberry ingredients (“Real Ingredients”). However, the reality is that the Gummy Cubs do not contain these ingredients. 20. On May 18, 2017, Plaintiff Arabian purchased a package of Candy Factory’s “Boysenberry, Blackberry & Raspberry” Gummy Cubs from The Coffee Bean store in Glendale, California for personal, family or household purposes. 21. Plaintiff Arabian purchased the Gummy Cubs while reasonably believing that they contained boysenberry, blackberry, and raspberry ingredients (“Real Ingredients”). Plaintiff Arabian based her belief on reasonable reliance on Defendant’s representations on the Gummy Cubs packaging. 22. There were no asterisks present next to the name “Boysenberry, Blackberry & Raspberry” on the packaging to disclose the lack of Real Ingredients in the Class Products. 23. Had there been an adequate disclosure that the Class Products did not contain Real Ingredients, Plaintiff Arabian would have learned that the Gummy Cubs lacked Real Ingredients. 26. Candy Factory develops, distributes, markets, advertises and sells Candy Factory branded Class Products in the United States. Candy Factory promotes and advertises itself as an “organic” candy brand. 27. Candy Factory has a system of distribution throughout the United States through which it markets, advertises and sells Candy Factory branded goods. Candy Factory sells the Class Products their web site, on Amazon, and through multiple retailers, with both local and nationwide reach, such as The Coffee Bean, T.J. Maxx, Marshalls, and Williams-Sonoma. 28. Through the years, Candy Factory developed, distributed, marketed, advertised and sold certain varieties of Gummy Cubs, described below, named either “Peach” or “Boysenberry, Blackberry & Raspberry,” but which do not in fact contain peach, boysenberry, blackberry, or raspberry ingredients, respectively. 29. The Gummy Cubs are and always were deceptively named, in that they never included peach, boysenberry, blackberry, or raspberry ingredients (“Real Ingredients”). 3. Defendants Candy Factory and DOES 1 through 10 collectively, designed, manufactured, distributed, marketed, and sold the Class Products with such deceptive representations on the product packaging. 30. The varieties of Gummy Cubs at issue include at least the following: Organic Gummy Cubs – Peach, Organic Gummy Cubs – Boysenberry Blackberry & Raspberry, Organic Gummy Cubs in Milk Chocolate – Peach, and Organic Gummy Cubs in Milk Chocolate – Boysenberry Blackberry & Raspberry. 57. Plaintiff re-alleges and incorporates by reference as fully set forth herein all paragraphs of Class Action Complaint. 58. Plaintiff brings this cause of action on behalf of herself and on behalf of California Class. 59. Candy Factory used the names “Peach” and “Boysenberry, Blackberry & Raspberry” on the packaging of the Gummy Cubs. 60. Candy Factory’s use of the names Peach” and “Boysenberry, Blackberry & Raspberry” on the packaging of the Gummy Cubs were false representations of fact, that were known by the Defendants to be untrue at the time they were made and were intended to create reliance. 66. Plaintiff re-alleges and incorporates by reference as fully set forth herein all paragraphs of Class Action Complaint. 67. Plaintiff brings this cause of action on behalf of herself and on behalf of California Class. 68. The Gummy Cubs are produced goods. 69. The transactions by which the putative class members purchased the Gummy Cubs were transactions for the sale of goods and at all times relevant, Candy Factory was the seller of Gummy Cubs and placed these products into the stream of commerce throughout the United States, including California. 70. Plaintiff and putative class members purchased Gummy Cubs from authorized retailers of Candy Factory products and/or directly from Candy Factory. 77. Plaintiff re-alleges and incorporates by reference as fully set forth herein all paragraphs of Class Action Complaint. 82. Plaintiff re-alleges and incorporates by reference as fully set forth herein all paragraphs of Class Action Complaint. 83. Plaintiff brings this cause of action on behalf of herself and on behalf of National Class, including all classes. 84. Defendants represented that they were selling Gummy Cubs made with peach or boysenberry, blackberry & raspberry ingredients to Plaintiff and putative class members. 85. Defendants knew that the Gummy Cubs did not contain the Real Ingredients. 86. Defendants made the representation that they were selling Gummy Cubs made with peach or boysenberry, blackberry & raspberry ingredients to Plaintiff and putative class members with an intent to induce Plaintiff and putative class members to purchase the Gummy Cubs. 87. Defendants’ representation was material, because it related to the contents of consumable goods and because reasonable consumers are likely to be influenced by the lack or presence of Real Ingredients in deciding whether to purchase these products. 91. Plaintiff re-alleges and incorporates by reference as fully set forth herein all paragraphs of Class Action Complaint. 92. Plaintiff brings this cause of action on behalf of herself and on behalf of National Class, including all subclasses. 93. Defendants intentionally represented that they were selling Gummy Cubs made with peach or boysenberry, blackberry & raspberry ingredients to Plaintiff and putative class members. 94. Defendants knew that the Gummy Cubs did not contain the Real Ingredients. 95. Defendants made the representation that they were selling Gummy Cubs made with peach or boysenberry, blackberry & raspberry ingredients to Plaintiff and putative class members with an intent to induce Plaintiff and putative class members to purchase the Gummy Cubs. 96. Defendants’ representation was material, because it related to the contents of consumable goods and because reasonable consumers are likely to be influenced by the lack or presence of Real Ingredients in deciding whether to purchase these products. BREACH OF CONTRACT (National Class) BREACH OF IMPLIED WARRANTY (California Class) BREACH OF EXPRESS WARRANTY (California Class) COMMON LAW FRAUD (National Class) INTENTIONAL MISREPRESENTATION (National Class) a business entity, form unknown; and DOES 1 through 10, inclusive, Defendants. ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) Case No.: unknown, and DOES 1 through 10, inclusive, alleges and affirmatively states as follows: INTRODUCTION

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13. Plaintiff was employed by Defendants as a Warehouse Lead at their Goldstrike Mine in Eureka County, Nevada from on or about December 4, 2014 to on or about August 2, 2016. 14. Plaintiff was an hourly paid non-exempt employee who earned $24.75 for each hour worked for Defendants, excluding production bonuses and overtime premium payments. 15. Plaintiff was scheduled for, and regularly worked, at least 4 shifts per week, 10 hours per shift, and 40 hours per workweek. Plaintiff regularly worked Tuesday through Friday, 6:30 a.m. to 4:30 p.m. 16. Defendant Barrick Corp. is an international corporation headquartered in Toronto, Canada, and is the leading gold mining company in the world in terms of production, reserves and market capitalization. 17. Barrick Corp. currently owns and operates five mining projects in the United States, including: (1) the Cortez Gold Mine in Nevada, (2) the Golden Sunlight mine in Montana, (3) the Goldstrike mine in Nevada, (4) the Donlin Gold Project in Alaska, and (5) the Turquoise Ridge gold mine in Nevada. 18. In its Goldstrike and Cortez mines alone, Barrick Corp. employs more than 3000 employees. These operations utilize both open pit and underground mining methods, and host a range of processing facilities including heap leaching, roasting, autoclaving, conventional leaching and thiosulfate (cyanide-free) leaching. The Goldstrike and Cortez mines each produced over one-million ounces of gold in 2016, rendering them among the largest gold mines in the world. 19. Defendant Barrick Goldstrike is a wholly owned and operated subsidiary of Barrick Corp. 53. Plaintiff realleges and incorporates by this reference all the paragraphs above in this Complaint as though fully set forth herein. 54. Plaintiff brings this action on behalf of himself and all other similarly situated and typical employees as both a collective action under the FLSA and a true class action under Nevada law. 55. The statute of limitations under the FLSA is 3 years for willful violations. 56. The statute of limitations for liability created by Nevada statute is 3 years. 57. The FLSA Class is defined as follows: All persons who were employed by Defendants as non-exempt hourly employees at any time during the applicable statute of limitations time periods who received non-discretionary bonus payments from Defendants that were not factored into their regular rate for purposes of calculation of overtime payment due. The Nevada Class shall include the following sub-class: 58. The Nevada Class is defined as follows: All persons who were employed by Defendants within the State of Nevada as non-exempt hourly employees at any time during the applicable statute of limitations time periods who received non-discretionary bonus payments from Defendants that were not factored into their regular rate for purposes of calculation of overtime payment due. The Nevada Class shall include the following sub-class: A. Wages Due and Owing Sub-Class: All members of the Nevada Class who are former employees. 61. Plaintiff realleges and incorporates by this reference all the paragraphs above in this Complaint as though fully set forth herein. 62. At all times relevant to this Complaint, Defendant was a covered employer under the Family and Medical Leave Act (“FMLA”), as it was engaged in an industry affecting commerce and it employed fifty or more employees for each working day during each of twenty or more calendar workweeks in the current or preceding calendar year. 29 U.S.C. § 2611(4). 63. Plaintiff was covered under the FMLA as an eligible employee employed by Defendant for at least twelve months who had performed at least 1,250 hours of service during the previous twelve-month period. Id. § 2611(2). 64. Under the FMLA, “[i]t shall be unlawful for any employer to interfere with, restrain, or deny the exercise of or the attempt to exercise, any right provided under this subchapter.” Id. § 2615(a). 65. The FMLA’s “prohibition against interference” prohibits an employer from discriminating or retaliating against an employee . . . for having exercised or attempted to exercise FMLA rights. . . .” 29 C.F.R. § 825.220(c). 66. “[E]mployers cannot use the taking of FMLA leave as a negative factor in employment actions, such as hiring, promotions, or disciplinary actions.” Id. 67. Employers who violate the FMLA “may be liable for compensation and benefits lost by reason of the violation, for other actual monetary losses sustained as a direct result of the violation, and for appropriate equitable or other relief, including employment, reinstatement, promotion, or any other relief tailored to the harm suffered.” Id. § 825.220(b); 29 U.S.C. § 2617. 72. Plaintiff realleges and incorporates by this reference all the paragraphs above in this Complaint as though fully set forth herein. 73. 29 U.S.C. Section 207(a)(1) provides as follows: “Except as otherwise provided in the section, no employer shall employ any of his employees who in any workweek is engaged in commerce or in the production of goods for commerce, or is employed in an enterprise engaged in commerce or in the production of goods for commerce, for a workweek longer than forty hours unless such employee receives compensation for his employment in excess of the hours above specified at a rate not less than one and one-half times the regular rate at which he is employed.” 74. 29 U.S.C. Section 207(e) defines the regular rate “at which an employee is employed shall be deemed to include all remuneration for employment paid to, or on behalf of, the employee” (with certain exceptions not relevant here) divided by the hours worked. 75. By failing to include bonuses and other non-discretionary payments in the total sum earned before dividing by hours worked, Defendants failed to pay the correct hourly rate for overtime hours worked. 78. Plaintiffs reallege and incorporate by this reference all the paragraphs above in this Complaint as though fully set forth herein. 79. NRS 608.140 provides that an employee has a private right of action for unpaid wages. 80. NRS 608.018(1) provides as follows: An employer shall pay 1 1/2 times an employee’s regular wage rate whenever an employee who receives compensation for employment at a rate less than 1 1/2 times the minimum rate prescribed pursuant to NRS 608.250 works: (a) More than 40 hours in any scheduled week of work; or (b) More than 8 hours in any workday unless by mutual agreement the employee works a scheduled 10 hours per day for 4 calendar days within any scheduled week of work. 81. NRS 608.018(2) provides as follows: An employer shall pay 1 1/2 times an employee’s regular wage rate whenever an employee who receives compensation for employment at a rate not less than 1 1/2 times the minimum rate prescribed pursuant to NRS 608.250 works more than 40 hours in any scheduled week of work. 85. Plaintiff realleges and incorporates by this reference all the paragraphs above in this Complaint as though fully set forth herein. 86. NRS 608.140 provides that an employee has a private right of action for unpaid wages. 87. NRS 608.020 provides that “[w]henever an employer discharges an employee, the wages and compensation earned and unpaid at the time of such discharge shall become due and payable immediately.” 88. NRS 608.040(1)(a-b), in relevant part, imposes a penalty on an employer who fails to pay a discharged or quitting employee: “Within 3 days after the wages or compensation of a discharged employee becomes due; or on the day the wages or compensation is due to an employee who resigns or quits, the wages or compensation of the employee continues at the same rate from the day the employee resigned, quit, or was discharged until paid for 30-days, whichever is less.” Failure to Pay Overtime Wages at the Correct Rate in Violation of the FLSA, 29 U.S.C. § 207 (On Behalf of Plaintiff and the FLSA Class Against Defendants) Failure to Pay Overtime Wages at the Correct Rate in Violation of NRS 608.140 and 608.018 (On Behalf of Plaintiff and the Nevada Class Against Defendants) Failure to Timely Pay All Wages Due and Owing Upon Termination Pursuant to NRS 608.140 and 608.020-.050 (On Behalf of Plaintiff and the Wages Due and Owing Sub-Class Against Defendants) Interference with Rights in Violation of 29 U.S.C § 2601 et seq. (On Behalf of Plaintiff Individually Against Defendants)

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24. Plaintiffs reaver and reallege all allegations contained in paragraphs 1 through 23 above as if fully set forth herein. 25. Plaintiffs are entitled to be paid time and one-half for each hour worked in excess of forty (40) per workweek and to have such overtime calculated in accordance with Federal Regulations, to include commission/bonus payments earned in the appropriate workweek in the calculation of the regular rate for the purposes of determining overtime entitlement. All similarly situated employees are similarly owed time and one- half, calculated properly, for those overtime hours they worked and for which they were not properly paid. 27. As a result of the Defendants’ violation of the Act, all Plaintiffs (Plaintiffs and those similarly situated to them) are entitled to liquidated damages in an amount equal to that which they are owed as unpaid overtime. WHEREFORE, Plaintiffs, ELIZABETH JEREZ and JACQUELINE McCRAY, and those similarly situated to them, who have or will opt-in to this action, demand judgment against Defendants for the wages and overtime payments due them for the hours worked by them for which they have not been properly compensated, liquidated damages, reasonable attorneys’ fees and costs of suit, and for all other relief the Court deems just and proper.

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31. CD&P is a large oil and gas company. 32. It operates throughout the United States, and in Texas. 33. In order to make the goods and provide the services it markets to its customers; CD&P employs oilfield personnel like Langen and the Day Rate Workers and staffs them to oil and gas operators. 34. These oilfield workers carry out the hands-on, day-to-day production work for CD&P. 35. CD&P paid Langen and the Day Rate Workers a flat sum for each day worked, regardless of the number of hours that they worked that day (or in that workweek). 36. CD&P failed to pay Langen and the Day Rate Workers overtime for hours that they worked in excess of 40 hours in a workweek. 37. For more than 2 years, Langen was one of these workers. 38. Langen typically worked 12 days on and 2 days off. 39. In a standard two-week period, Langen worked at least 84 hours in one week, and at least 60 hours in the other week. 40. But CD&P did not pay Langen overtime. 41. The work Langen performed was an essential part of CD&P’s core services. 42. During Langen’s employment with CD&P, CD&P exercised control (directly or jointly through another company) over all aspects of his job. 43. Langen did not make substantial investment in order to perform the work CD&P required of him. 44. CD&P determined Langen’s opportunity for “profit.” 46. Langen’s earnings were controlled by CD&P through the number of days it scheduled him to work. 47. Langen did not provide unique services indicative of a third-party contractor. 48. Langen performed routine manual and technical job duties that were largely dictated by CD&P and its clients. 49. Langen worked exclusively for CD&P and its clients while being misclassified as an independent contractor from approximately September 2015 to November 2017. 50. Langen was not employed by CD&P on a project-by-project basis, but rather on a consistent basis. 51. CD&P, individually and/or jointly with a company it contracted with, controlled all the significant or meaningful aspects of the job duties performed by Langen. 52. CD&P, individually and/or jointly with a company it contracted with, controlled the hours and locations Langen worked, the tools he used, and the rates of pay he received. 53. Langen used equipment provided by CD&P or its clients to perform his job duties. 54. Langen did not provide the equipment he worked with on a daily basis. 55. Langen did not incur operating expenses like rent, payroll, marketing, and insurance. 56. Langen was economically dependent on CD&P during his employment. 57. CD&P and the operator it staffed Langen to set Langen’s rates of pay, his work schedule, and prohibited his (formally or practically) from working other jobs for other companies while he was working on jobs for CD&P. 58. Langen’s working relationship with CD&P was similar to that of the other Day Rate Workers. 60. Indeed, the daily and weekly activities of Langen and the Day Rate Workers were routine and largely governed by standardized plans, procedures, and checklists created or mandated by CD&P. 61. Virtually every job function performed by Langen and the Day Rate Workers was pre- determined by CD&P and/or its clients, including the tools to use at a job site, the data to compile, the schedule of work, and related work duties. 62. Langen and the Day Rate Workers were generally prohibited from varying their job duties outside of the pre-determined parameters. 63. The Day Rate Workers also worked similar hours and were denied overtime as a result of the same illegal pay practice. 64. Like Langen, the Day Rate Workers were generally scheduled for daily shifts of 12 (or more) hours for weeks at a time. 65. Langen and the Day Rate Workers did not receive a salary. 66. If Langen and the Day Rate Workers did not work on a particular day, they did not get paid for that day. 67. Langen and the Day Rate Workers received a daily rate and were classified as independent contractors. 68. Langen 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. 69. Langen and the Day Rate Workers’ pay fluctuated in lockstep with the number of days worked in a pay period. 70. Langen and the Day Rate Workers were paid their day rate times the number of days they worked in a week. 71. Langen and the Day Rate Workers did not receive overtime pay. 73. Langen and the Day Rate Workers were not permitted by CD&P to subcontract out the work CD&P assigned to them. 74. Langen and the Day Rate Workers worked in accordance with the schedule set by CD&P and its clients. 75. Langen and the Day Rate Workers must follow CD&P’s policies and procedures. 76. Langen and the Day Rate Workers’ work must adhere to the quality standards put in place by CD&P and its clients. 77. Langen and the Day Rate Workers did not make substantial capital investments in the tools required to complete the jobs to which they were assigned. 78. CD&P knew, or acted with reckless disregard for whether, Langen and the Day Rate Workers were misclassified as independent contractors. 79. CD&P knows employees are entitled to overtime pay for hours worked in excess of 40 in a workweek. 80. Nonetheless, CD&P failed to pay Langen and the Day Rate Workers overtime for those hours exceeding 40 in a workweek. 81. CD&P’s policy of classifying Langen and the Day Rate Workers as independent contractors and failing to pay them overtime violates the FLSA because these workers are, for the purposes of the FLSA, employees. 82. The illegal pay practice CD&P imposed on Langen were likewise imposed on the Day Rate Workers. 84. Numerous other individuals who worked with Langen were classified as independent contractors, paid in the same manner, performed similar work, and were not properly compensated for all hours worked as required by applicable law. 85. Even if their precise job duties might vary somewhat, these differences do not matter for the purposes of determining their entitlement to overtime. 86. Langen and the Day Rate Workers are all entitled to overtime after 40 hours in a week for the same reasons. 87. The overtime owed to Langen and the Day Rate Workers will be calculated using the same records and the same formula. 88. Langen and the Day Rate Workers are geographically disbursed, residing and working in states across the county. 89. CD&P’s failure to pay overtime at the rates required federal law result from generally applicable, systematic policies, and practices which are not dependent on the personal circumstances of the Day Rate Workers. 90. Langen’s experiences are therefore typical of the experiences of the Day Rate Workers. 91. Langen has no interests contrary to, or in conflict with, the Day Rate Workers. 92. Absent a collective action, many members of the FLSA Class likely will not obtain redress of their injuries and CD&P would retain the proceeds of its violation of the FLSA. 93. Individual litigation would be unduly burdensome to the judicial system. 94. Concentrating the litigation in one forum will promote judicial economy and parity among the claims of individual members of the classes and provide for judicial consistency. 96. As set forth herein, CD&P has violated, and is violating, the FLSA by employing Langen and the Day Rate Workers in an enterprise engaged in commerce or in the production of goods for commerce within the meaning of the FLSA for workweeks longer than 40 hours without compensating such employees for their employment in excess of 40 hours per week at rates no less than 1 and ½ times the regular rates for which they were employed. 97. CD&P knowingly, willfully, or in reckless disregard carried out this illegal pattern or practice of failing to pay Langen and the Day Rate Workers overtime. 98. CD&P’s failure to pay overtime compensation to these employees was not reasonable, nor was the decision not to pay overtime made in good faith. 99. CD&P’s failure to pay Langen and the Day Rate Workers overtime at rates not less than one and one-half times their proper regular rate violates 29 U.S.C. § 207. 100. Accordingly, Langen and the Day Rate Workers are entitled to overtime under the FLSA, liquidated damages, attorney’s fees and costs. 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 Violation of the FLSA

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10. Notwithstanding the obvious lack of consent associated with recycled numbers, Defendant fails to take the necessary steps to ensure that its autodialed text messages are placed only to consenting recipients, forcing new subscribers of reassigned cellular telephone numbers to incur the cost and bother of receiving Defendant’s autodialed text messages. In fact, Defendant knows, and consciously disregards the fact, that its autodialed and/or prerecorded calls to these cellular subscribers are unauthorized. 11. In or around February of 2017, Plaintiff Pieri obtained a new cellular telephone number and service from TracFone. Towards the end of November 2017, Plaintiff started receiving text message notifications from UniRush from short code 697-874. However, Plaintiff has never had a relationship with UniRush, has never provided UniRush his cellular telephone number, and has never consented to received autodialed text messages from UniRush. 12. The cellular phone provider that Plaintiff Pieri uses is TracFone. As part of his plan with TracFone, Plaintiff is charged $0.30 for every text message he receives. 14. Plaintiff Pieri is charged $.30 per unsolicited text message he receives from UniRush. As a result, Plaintiff called Defendant on their customer help line number 866-787- 4227 on January 5, 2018 to demand that UniRush stop texting him. He was connected with an agent named “Citti” who assured him that the text messages would cease. Defendant also attempted to stop the incoming text messages by sending an opt out text message to UniRush’s short code. 15. Despite the assurance from one of Defendant’s representative and Plaintiff’s own attempts, the text messages did not stop. Plaintiff received over 30 additional text messages after expressly opting out (even though he had never opted in). 16. On information and belief, UniRush, or others acting on its behalf, have sent these autodialed text messages to thousands of members of the putative Class. To the extent the text messages were sent on UniRush’s behalf to telephone numbers formerly associated with UniRush customers, UniRush provided the third-party access to its records, authorized use of its trade name, otherwise controlled the content of the messages, and knew of, but failed to stop, the sending of the text messages in violation of the TCPA. 18. Plaintiff brings this action pursuant to Federal Rule of Civil Procedure 23(b)(2) and 23(b)(3) on behalf of himself and the following Classes: Autodialed No Consent Class: All persons in the United States from four years prior to the filing of this action through the present who (1) Defendant (or an agent acting on behalf of Defendant) text messaged, (2) on the person’s cellular telephone, (3) using an autodialer, and (4) for whom Defendant claims (a) they obtained consent in the same manner as Defendant claims they supposedly obtained consent to text message Plaintiff, or (b) they did not obtain consent. Autodialed Stop Class: All persons in the United States from four years prior to the filing of this action through the present who (1) Defendant (or an agent acting on behalf of Defendant) text messaged, (2) on the person’s cellular telephone, (3) using an autodialer, (4) after requesting that Defendant stop sending them text messages. 19. The following people are excluded from the Classes: (1) any Judge or Magistrate presiding over this action and members of their families; (2) Defendant, its subsidiaries, parents, successors, predecessors, and any entity in which the Defendant or its parents have a controlling interest and its current or former employees, officers and directors; (3) persons who properly execute and file a timely request for exclusion from the Classes; (4) persons whose claims in this matter have been finally adjudicated on the merits or otherwise released; (5) Plaintiff’s counsel and Defendant’s counsel; and (6) the legal representatives, successors, and assigns of any such excluded persons. 21. Typicality: Plaintiff’s claims are typical of the claims of other members of the Classes, in that Plaintiff and the members of the Classes sustained damages arising out of Defendant’s uniform wrongful conduct. 22. Adequate Representation: Plaintiff will fairly and adequately represent and protect the interests of the Classes and has retained counsel competent and experienced in complex class actions. Plaintiff has no interests antagonistic to those of the Classes, and Defendant has no defenses unique to Plaintiff. 23. Commonality and Predominance: There are several questions of law and fact common to the claims of Plaintiff and the Classes, and those questions predominate over any questions that may affect individual members of the Classes. Common questions for the Classes include, but are not necessarily limited to the following: (a) Whether Defendant used an ATDS; (b) Whether Defendant’s conduct violated the TCPA; (c) Whether Defendant had consent to call members of the Autodialed No Consent Class; and (d) Whether Defendant failed to abide by Class members’ instructions to stop sending them text messages. 25. Plaintiff incorporates the foregoing allegations as if fully set forth herein. 26. Defendant sent unsolicited and unwanted text messages to telephone numbers belonging to Plaintiff and the other members of the Autodialed No Consent Class—without their consent—in an effort to notify them of recent transactions. 27. Defendant sent the text messages using equipment that had the capacity to store or produce telephone numbers to be called using a random or sequential number generator. 28. By sending unsolicited text messages to Plaintiff and members of the Autodialed No Consent Class’s cellular telephones without prior express consent using an ATDS, Defendant violated 47 U.S.C. § 227(b)(1)(A)(iii). 30. Plaintiff incorporates by reference paragraphs 1-24 as if fully set forth herein. 31. Defendant sent unsolicited and unwanted text messages to telephone numbers belonging to Plaintiff and the other members of the Autodialed Stop Class on their cellular telephones after they had requested that Defendant stop texting them. 32. Defendant sent the text messages using equipment that had the capacity to store or produce telephone numbers to be called and/or texted using a random or sequential number generator. 33. By sending unsolicited text messages to Plaintiff and other members of the Autodialed Stop Class’s cellular telephones using an automated telephone dialing system after they requested to no longer receive such calls, Defendant violated 47 U.S.C. § 227(b)(1)(B). 34. As a result of Defendant’s unlawful conduct, Plaintiff and the members of the Autodialed Stop Class suffered actual damages, and, under Section 227(b)(3)(B), are each entitled to a minimum of $500 in damages for each such violation of the TCPA. 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 Autodialed Stop Class. 7. As mentioned above, UniRush is leading provider of reloadable prepaid debit cards and related financial services throughout the United States. In order to notify its customers of transactions they make using their UniRush prepaid debit cards, UniRush sends consenting customers text messages to their cellular telephone numbers from a short code using an ATDS:1 9. The mobile marketing industry is acutely aware of cellular number recycling and, in particular, the risk associated with sending autodialed text messages to non-consenting recycled numbers. In fact, numerous commercially available services exist to help companies engaged in mass texting, such as Defendant, identify recycled numbers and non-consenting cellular subscribers in real-time, including companies such as Neustar, Experian, Early Warning, Idiology, and Infutor. Violation of the TCPA, 47 U.S.C. § 227 (On Behalf of Plaintiff and the Autodialed Stop Class) Violation of the TCPA, 47 U.S.C. § 227 (On behalf of Plaintiff and the Autodialed No Consent Class)

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14 25. Defendants operate Defendant Kang Ho Dong in Flushing, New York, located at 152-12 Northern Blvd, Flushing, NY 11354. 26. The individual Defendant Jae Yong Son possesses operational control over Defendant Kang Ho Dong, possesses ownership interests in Defendant Kang Ho Dong, and controls significant functions of Defendant Kang Ho Dong. 27. Defendants are associated and joint employers, act in the interest of each other with respect to employees, pay employees by the same method, and share control over the employees. 28. Each Defendant has possessed substantial control over Plaintiff, the FLSA Collective Members, and the Class Members’ working conditions, and over the policies and practices with respect to the employment and compensation of Plaintiff, and all similarly situated individuals referred to herein. 6 29. Defendants have jointly employed Plaintiff, the FLSA Collective Members, and the Class Members and are their employers within the meaning of 29 U.S.C. § 201 et seq. and the NYLL. Defendants Constitute a Single Employer 30. In the alternative, Defendants constitute a single employer of Plaintiff, the FLSA Collective Members, and the Class Members. 31. Individual Defendant Jae Yong Son operates Defendant corporation Kang Ho Dong as an alter ego of himself and/or fails to operate Defendant corporation Kang Ho Dong as an entity legally separate and apart from himself, among other things, by: a) failing to adhere to the corporate formalities necessary to operate Defendant Kang Ho Dong as a corporation; b) defectively forming or maintaining the corporate entity of Defendant Kang Ho Dong, by, among other things, failing to hold annual meetings or maintain appropriate corporate records; c) transferring assets and debts freely as between all Defendants; d) operating Defendant Kang Ho Dong for his own benefit as the sole or majority shareholder; e) operating Defendant Kang Ho Dong for his own benefit and maintaining control over it as a closed corporation; f) intermingling assets and debts of his own with Defendant Kang Ho Dong; g) diminishing and/or transferring assets of Defendant Kang Ho Dong to avoid full liability as necessary to protect his own interests; and h) other actions evincing a failure to adhere to the corporate form. 7 Plaintiff Mr. Amos Lee Defendants’ Failure to Pay Minimum Wage and Overtime, and Engagement in a Kickback Scheme by Illegally Deducting Plaintiff’s Wages 32. The FLSA and NYLL require that Defendants pay every non-exempt employee a minimum wage for all hours worked. 29 U.S.C. 206; N.Y. Lab. Law 652. 33. The FLSA and NYLL require that Defendants pay every non-exempt employee an overtime rate of one-and-a-half times the regular rate of pay for each hour worked in excess of 40 each week. 29 U.S.C. § 207; 12 N.Y.C.R.R. § 137-1.3. 34. During all relevant times, Defendant Kang Ho Dong’s operating hours were: Mondays through Sundays , from 11:30 a.m. to 5 a.m. 35. Breaks were officially listed from 3:00 p.m. to 4:30 p.m. at Kang Ho Dong, but were not formally recorded and/or used by the employees. Plaintiff was not given uninterrupted breaks during the work day. Specifically, Plaintiff was obligated to eat his meals while continuing to perform work. 36. Defendants did not maintain time and pay records at Defendant Kang Ho Dong that purport to show that Plaintiff was clocked in and out during the work day. 37. Defendants did not maintain the hours worked and pay received by Plaintiff. Defendants did not produce pay stubs that purport to show that Defendants were paid lawful wages with accurate hours reflected on such paystubs. 38. Plaintiff was employed by Defendants as a waiter from May 2016 to March 3, 2017. 39. Waiters fall under the category of “tipped employees” pursuant to the FLSA. 8 40. During his employment at Defendant Kang Ho Dong, Plaintiff worked mostly five to six days a week. 41. The days that Plaintiff worked varied week to week, but he usually worked one of the following four shifts: (1) 3 p.m. to 2 a.m.; (2) 6 p.m. to 5 a.m.; (3) 12 p.m. to 12 a.m.; and (4) 10 a.m. to 10 p.m. 42. During this time period, Plaintiff worked approximately 55 to 65 hours per week. 43. Defendants applied an invalid “tip credit” to pay Plaintiff at a reduced minimum wage rate for his first forty hours of work per week. 44. Defendants failed to provide sufficient notice to Plaintiff regarding the tip credit provisions of the FLSA and the NYLL, or their intent to apply a tip credit to his wages. 45. As a result, Defendants were not entitled to reduce Plaintiff’s minimum wage rate by applying the tip credit allowance that is available under the FLSA and NYLL. 46. Most significantly, throughout his employment, Plaintiff was paid for forty hours of work by checks that indicate random payment. However, Plaintiff was then ordered by Defendants to pay back a certain sum in cash to Defendants based on the number that was marked on the outside of the envelopes that were distributed to the employees (including Plaintiff) along with the checks. See Defendants’ Checks and Marked Envelopes Addressed to Plaintiff attached as Exhibit A. This was a system that was set into place purposefully by Defendant to make it appear as if they were obliging by the wage and hour laws under the FLSA and the NYLL. 47. For example, on February 19, 2017, Defendants wrote a check in the amount of $407.68 to Plaintiff. See Exhibit A. This check was placed in an envelope, indicating Plaintiff’s name, and a number “287” was marked on the envelope. The envelope, with the check enclosed 9 within, was distributed to Plaintiff on or around February 19, 2017. However, upon receipt of this check payment of $407.68, Plaintiff was then required to pay back to Defendants $287.00 in cash. Therefore, Plaintiff’s base wages for this period were only about $120.68. This kickback scheme occurred during each and every pay day. On average, throughout Plaintiff’s entire duration of employment with Defendants, Plaintiff made about $125.00 per week in base wages after the mandatory cash deduction and kickback to Defendants. 48. With respect to Plaintiff, Defendants are liable for the full minimum wage, and not entitled to take advantage of the tip credits under the FLSA and/or NYLL because 1) Defendants failed to pay Plaintiff at least the minimum wage for work performed at Defendant Kang Ho Dong, 2) Defendants did not adequately inform Plaintiff of the tip credit provision, and 3) Defendants failed keep a record of Plaintiff’s cash tips. 49. Defendants failed to compensate Plaintiff at one and one-half times the statutory minimum wage rate for all hours worked in excess of forty per workweek. As such, Defendants are liable for the full overtime wage. Defendants’ Failure to Pay Spread of Hours Pay 50. NYLL requires Defendants to compensate their employees for an additional hour of pay for days in which Plaintiff worked a spread-of-hours in excess of ten. N.Y. Comp. Codes R. & Regs. Tit. 12, § 146-1.6(a). 51. Despite the fact that Plaintiff regularly worked a spread in excess of ten hours per day, Defendants did not pay Plaintiff any additional compensation as required by New York State regulations. 10 Defendants’ Failure to Post the Notices Required by Law 52. The FLSA and NYLL require an employer to post and maintain in the workplace a display, containing notices of employee’s rights to receive the minimum wage and overtime rate of one-and-a-half times their regular rate. 29 C.F.R. § 516.4; 12 N.Y.C.R.R. § 137-2.3. 53. During all relevant times, Defendants failed to post in languages understood by employees (English, Korean, and/or Spanish), in a place accessible to employees and in a conspicuous manner, the notices of employee rights to receive minimum wage and overtime premium as required by the FLSA and NYLL. 54. Additionally, Defendants failed to display a copy of § 193 of the NYLL regarding the prohibition on illegal deduction from wages. Defendants’ Recordkeeping Violations 55. Defendants failed to keep full and accurate records of Plaintiff’s hours and wages in violation of the FLSA and NYLL. 29 U.S.C. § 211(c); N.Y.L.L. § 661. 56. Upon information and belief, throughout the duration of their employment, Defendants failed to provide Plaintiff, the FLSA Collective Members, and the Class Members with wage statements documenting all their hours worked or wages received. 57. Upon information and belief, for most or all of the relevant time period, Defendants have failed to completely and accurately document and record the number of hours worked each day or week by Plaintiff, the FLSA Collective Members, and the Class Members as required by the FLSA and NYLL. 58. Moreover, for most or all of the relevant time period, Defendants did not maintain and/or falsified books and records of Plaintiff’s wages in an effort to circumvent the FLSA and NYLL minimum wage and overtime requirements. 11 Defendants’ Failure to Provide Plaintiff with Time-Of-Hire Notices and Wage Statements 59. Defendants failed to provide Plaintiff at the time of hiring, or at any subsequent time, written notices in the Plaintiff’s native languages (English and Korean), setting forth the rate and basis of pay, allowances claimed, pay day, employer name and contact information, and any “doing business as” names used by the employer. 60. Defendants failed to provide Plaintiff, along with each payment of wages or at any other time, statements listing the dates of work covered by the payment, the employee’s name, the employer’s name, the address and phone number of the employer, the rate and basis of pay (including overtime pay), the number of regular hours worked, the number of overtime hours worked, gross wages, deductions, allowances claimed, and net wages. 61. Defendants have failed to inform Plaintiff who received tips that Defendants have intended to take a deduction against Plaintiff’s earned wages for tip income, as required by the NYLL before any deduction may be taken. 62. Defendants have failed to inform Plaintiff that their tips would be credited towards the payment of the minimum wage. 63. The failures listed in the preceding paragraphs violated NYLL § 195 and Defendants are liable for the violations. Defendants’ Knowing and Intentional Acts 64. Defendants knowingly, willfully, and intentionally committed the acts alleged herein. 65. Defendants have engaged in their unlawful conduct pursuant to a corporate policy of minimizing labor costs and denying employees compensation by knowingly violating the FLSA and NYLL. 12 66. Defendants knew that the nonpayment of minimum wage, overtime pay, and spread-of-hours pay, and the willful and illegal deduction of Plaintiff’s wages through a kickback scheme, would financially injure Plaintiff. 67. Defendants intentionally falsified time and pay records to circumvent the FLSA and NYLL requirements. 68. Plaintiff realleges and incorporates by reference all allegations in all preceding paragraphs as if fully set forth herein. 69. Plaintiff brings the First and Third Causes of Action, pursuant to FLSA, 29 U.S.C. § 216(b), on behalf of himself and all similarly situated persons who work or have worked for Defendants as non-exempt employees, on or after the date that is three years before the filing of the Complaint in this case, absent tolling of the limitations period, who elect to opt-in to this action (the “FLSA Collective”). 70. All of the work that Plaintiff and members of the FLSA Collective have performed was assigned by Defendants, and/or Defendants were aware of all the work that Plaintiff and members of the FLSA Collective have performed. 71. As part of their regular business practice, Defendants have intentionally, willfully, and repeatedly engaged in a pattern, practice, and/or policy of violating the FLSA with respect to Plaintiff and the FLSA Collective, and Defendants knew that this pattern, practice, and/or policy would financially injure Plaintiff and the FLSA Collective. This policy and pattern or practice includes, but is not limited to: a. Failing to keep accurate records of hours worked by employees as required by the FLSA and the NYLL; 13 b. Failing to pay employees minimum wage for all hours worked; c. Improperly paying the non-exempt employees a flat weekly salary that is below the federal and state minimum wage; d. Failing to pay employees the applicable overtime rate for all time worked in excess of 40 hours per week; and e. Failing to pay employees spread-of-hours compensation of on hour’s pay at the minimum wage for each day in which their workday spanned more than ten hours. 72. Defendants are aware or should have been aware that federal law required them to pay employees the minimum wage and to pay employees performing non-exempt duties an overtime premium for hours worked in excess of 40 per workweek. 73. Upon information and belief, there are numerous affected employees of Defendants whose job duties and compensation have been substantially similar to those of the Plaintiff, who has likewise been underpaid as a result of Defendants’ willful failure and refusal to pay the legally required minimum wages and overtime premium. 74. Members of the FLSA Collective would benefit from the issuance of a court- supervised notice of the instant lawsuit and the opportunity to timely join the instant lawsuit. Members of the FLSA Collective are known to Defendants, are readily identifiable, and can be located through Defendants’ records. Notice should be sent to all members of the FLSA Collective pursuant to 29 U.S.C. § 216(b). See Sample of Kang Ho Dong’s Weekly Schedules attached as Exhibit B. 75. Pursuant to the NYLL, Plaintiff brings his Second, Fourth, Fifth, Sixth, and Seventh Causes of Action under Rule 23 of the Federal Rules of Civil Procedure on behalf of himself and all workers in non-exempt positions, the Class Members, who are or were employed by Defendants within New York at any time that is six years before the filing of the Complaint in this case, and through the entry of judgment in this case (the “Class Period”). 76. The Class Members are so numerous that joinder of all members is impracticable. 77. Although the precise number of Class Members is unknown to Plaintiff, the facts on which the calculation of that number can be based are presently within the sole control of Defendants. 78. Upon information and belief, there are in excess of forty (40) Class Members. 79. There are questions of law and fact common to the claims of Plaintiff and the claims of the Class, including whether Defendants had a corporate policy of: (a) failure to pay minimum wage for all hours worked; (b) failure to pay overtime premiums when employees worked in excess of forty (40) hours per week; (c) failure to pay an additional hour’s wage at minimum wage when employees worked shifts lasting ten or more hours; and (d) the unlawful deduction of Plaintiff’s and the Class Members’ wages through a kickback scheme. 80. Plaintiff’s claims are typical of the Class Members’ claims, and Plaintiff will fairly and adequately represent the Class. There are no conflicts between Plaintiff and the Class Members, and Plaintiff’s counsel is experienced in handling class litigation. 81. The Second, Fourth, Fifth, Sixth, and Seventh Causes of Action are properly maintainable as a class action under Federal Rules of Civil Procedure Rule 23(b)(3). There are questions of law and fact common to the Class that predominate over any questions solely affecting the individual members of the class, including but not limited to: 15 a) whether Defendants employed Plaintiff and the Class Members within the meaning of the NYLL; b) whether Defendants failed to keep true and accurate time records for all hours worked by Plaintiff and the Class Members; c) what proof of hours worked is sufficient where employers fail in their duty to maintain accurate time records; d) whether Defendants failed and/or refused to pay Plaintiff and the Class Members minimum wages for all hours worked; e) whether Defendants failed and/or refused to pay Plaintiff and the Class Members overtime premium pay for hours worked in excess of forty (40) hours per workweek; f) whether Defendants illegally deducted Plaintiff’s and Class Members’ wages through a kickback scheme; g) whether Defendants are liable for all damages claimed hereunder, including but not limited to compensatory damages, liquidated damages, interests, costs and disbursements, and attorneys’ fees; and h) whether Defendants failed to pay Plaintiff and the Class Members an additional hour of pay for each hour worked in excess of ten (10) hours in one day. 82. A class action is superior to other available methods for the fair and efficient adjudication of this litigation – particularly in the context of wage litigation like the present action, where individual plaintiffs lack the financial resources to vigorously prosecute a lawsuit in federal court against corporate Defendants. The individual members of the Class have no interest or capacity to bring separate actions. Plaintiff is unaware of any other litigation 16 concerning this controversy. It is desirable to concentrate the litigation in one case, and there are no likely difficulties that will arise in managing the class action. 83. Plaintiff realleges and incorporates by reference all allegations in all preceding paragraphs as if fully set forth herein. 84. At all times relevant to this action, Plaintiff and FLSA Collective were employed by Defendants, and Defendants were Plaintiff’s and the FLSA Collective’s employers within the meaning of 29 U.S.C. 203(d). 85. At all times relevant to this action, Plaintiff and members of the FLSA Collective were engaged in interstate commerce and/or the production of goods for interstate commerce, and/or Defendants were enterprises engaged in commerce or in the production of goods for commerce within the meaning of 29 U.S.C. 206(a) and 207(a). 86. Defendants’ failure to compensate Plaintiff and FLSA Collective the applicable minimum hourly wage was in violation of 29 U.S.C. 206(a). 87. Defendants’ violations of the FLSA, as described in this Complaint, have been willful and intentional. Defendants knew that their nonpayment of Plaintiff and the FLSA Collective at the minimum wage would financially injure Plaintiff and the FLSA Collective. 88. Defendants have not made a good faith effort to comply with the FLSA with respect to the compensation of Plaintiff and the FLSA Collective. 89. Because Defendants’ violations of the FLSA have been willful, a three (3) year statute of limitations applies, pursuant to 29 U.S.C. § 25. 17 90. Upon information and belief, because Defendants concealed notice from Plaintiff and the FLSA Collective of their rights to receive minimum wages as required by FLSA and implementing regulations, the claims of Plaintiff and the FLSA Collective for unpaid minimum wages, plus liquidated damages, interest, reasonably attorneys’ fees and costs, and other relief provided by 29 U.S.C. §216(b) may extend beyond the three year statute of limitations for willful violations. 91. Due to Defendants’ FLSA violations, Plaintiff and members of the FLSA Collective have suffered damages and are entitled to recover from Defendants, jointly and severally, unpaid minimum wages and an equal amount in the form of liquidated damages, as well as reasonable attorneys’ fees and costs of the action, pursuant to the FLSA, 29 U.S.C. § 216(b), all in an amount to be determined at trial. 92. Members of the FLSA Collective are entitled to collectively participate in this action by choosing to “opt-in” and submitting written consents to join this action pursuant to 29 U.S.C. § 216(b). 93. Plaintiff realleges and incorporates by reference all allegations in all preceding paragraphs. 94. At all times relevant to this action, Plaintiff and the Class Members were employed by Defendants, and Defendants were Plaintiff’s and the Class Members’ employers within the meaning of the NYLL. N.Y.L.L. §§ 2, 190, 651. 95. Defendants failed to pay Plaintiff and the Class Members the applicable minimum hourly wage in violation of New York Minimum Wage Act, N.Y.L.L. § 652. 18 96. Defendants’ failure to pay Plaintiff and members of the FLSA Collective the applicable minimum hourly wage under N.Y.L.L. was willful. Defendants knew that the nonpayment of the minimum wage would financially injure Plaintiff and the Class Members. 97. Due to Defendants’ violations of NYLL, Plaintiff and the Class Members are entitled to recover from Defendants, jointly and severally, their unpaid minimum wages and an equal amount in the form of liquidated damages, as well as reasonable attorneys’ fees and costs of the action, and prejudgment interest, all in an amount to be determined at trial. N.Y.L.L. § 98. Plaintiff realleges and incorporates by reference all allegations in all preceding paragraphs. 99. The FLSA requires Defendants to pay employees an overtime rate of one-and- one-half times the employee’s regular rate of pay for each hour of work over forty (40) hours in a week. 29 U.S.C. § 207. 100. The overtime wage provisions set forth in the FLSA, 29 U.S.C. §§ 201 et seq., and the supporting federal regulations, apply to Defendants and protect Plaintiff and the FLSA Collective. 101. Plaintiff and members of the FLSA Collective routinely worked over forty (40) hours in a work week. 102. Defendants failed to pay Plaintiff and members of the FLSA Collective overtime wages at one-and-one-half times the regular rate of pay for all hours worked in excess of 40 hours in a workweek in violation of 29 U.S.C. § 207. 19 103. Defendants’ failure to pay Plaintiff and members of the FLSA Collective the applicable overtime compensation under the FLSA was willful. Defendants knew that their nonpayment of overtime wages would financially injure Plaintiff and members of the FLSA Collective. 104. As a result of Defendants’ unlawful acts, Plaintiff and members of the FLSA Collective have been deprived of overtime compensation and other wages 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. Defendants Constitute Joint Employers Fair Labor Standards Act – Minimum Wages Fair Labor Standards Act – Overtime Wages New York Labor Law – Minimum Wages New York Labor Law – Spread-of-Hours Pay 112. Plaintiff realleges and incorporates by reference all allegations in all preceding paragraphs. 113. Plaintiff and the Class Members routinely worked days with a spread of hours greater than ten (10) hours a day. 114. Defendants failed to pay Plaintiff and the Class Members additional compensation of one hour’s pay at the basic minimum hourly wage rate for each day during which they worked more than ten hours in violation of the N.Y.L.L. and accompanying regulations. 115. Defendants’ failure to pay Plaintiff and the Class Members spread-of-hours wages was willful. Defendants knew that nonpayment of spread-of-hours pay would financially injure Plaintiff and the Class Members. 116. By Defendants’ failure to pay Plaintiff and the Class Members spread-of-hours pay, Defendants have willfully violated the NYLL Article 19, §§ 650 et seq., and the supporting New York State Department of Labor Regulations. 21 117. Due to Defendants’ violations of the NYLL, Plaintiff and the Class Members are entitled to recover from Defendants their spread-of-hour wages, liquidated damages, reasonable attorneys’ fees, costs, and pre-judgment and post-judgment interest. N.Y.L.L. §§ 198, 663(1); New York Labor Law – Unlawful Deduction of Wages in Defendants’ Kickback Scheme 122. Plaintiff realleges and incorporates by reference all allegations in all preceding paragraphs. 123. Defendants have engaged in an illegal kickback scheme, improperly deducting from Plaintiff’s and the Class Members’ wages in violation of NYLL §§ 193 and 198-b. Accordingly, Defendants are now required to compensate Plaintiff and the Class Members for all wages wrongfully deducted by Defendants. 124. Defendants’ New York Labor Law violations have caused Plaintiff and the Class Members irreparable harm for which there is no adequate remedy at law. 125. Due to Defendants’ New York Labor Law violations, Plaintiff and the Class Members are entitled to recover from Defendants their deducted wages, damages for unreasonably delayed payment of wages, liquidated/punitive damages, pre and post-judgment interest, reasonable attorneys’ fees, and costs and disbursements of the action pursuant to New York Labor Law § 663(1), et al. and § 196-d. New York Labor Law Article 19 – Unpaid Overtime 105. Plaintiff realleges and incorporates by reference all allegations in all preceding paragraphs. 106. New York State Department of Labor regulations require Defendants to pay employees an overtime rate of one-and-one-half times the employee’s regular rate of pay for each hour of work over forty (40) hours in a week. 107. The overtime wage provisions of Article 19 of the NYLL and its supporting regulations apply to Defendants. 108. Plaintiff and the Class Members routinely worked over forty (40) hours in a work week. 109. Defendants failed to pay Plaintiff and the Class Members overtime wages at one- and-one-half times the regular rate of pay for all hours worked in excess of 40 hours in a workweek in violation of the N.Y.L.L and implementing regulations. 20 110. Defendants’ failure to pay Plaintiff and the Class Members the applicable overtime compensation under N.Y.L.L. was willful. Defendants knew that their nonpayment of overtime wages would financially injure Plaintiff and the Class Members. 111. Due to Defendants’ violations of the NYLL, Plaintiff and the Class Members are entitled to recover from Defendants their unpaid overtime wages, liquidated damages, reasonable attorneys’ fees and costs of the action, and pre-judgment and post-judgment interest. N.Y.L.L. §§ New York Labor Law – Violations of the Wage Theft Prevention Act 118. Plaintiff realleges and incorporates by reference all allegations in all preceding paragraphs. 119. Defendants knowingly, willfully, and intentionally failed to supply Plaintiff and the Class Members notice as required by NYLL Article 5, § 195, containing Plaintiff’s and the Class Members’ rate or rates of pay and basis thereof, whether paid by the hour, shift, day, week, salary, piece, commission, or other; the regular pay day designated by the employer in accordance with NYLL Article 6, § 191; the name of the employer; any “doing business as” names used by the employer; the physical address of the employer’s main office or principal place of business, and a mailing address if different; the telephone number of the employer; plus such information as the commissioner deems material and necessary. 120. Defendants knowingly, willfully, and intentionally failed to supply Plaintiff and the Class Members with an accurate statement of wages as required by NYLL Article 6, § 195, containing the dates of work covered by that payment of wages; name of employee; name of employer; address and phone number of employer; rate or rates of pay and basis thereof, whether paid by the hour, shift, day, week, salary, piece, commission, or other; gross wages; hourly rate or rates of pay and overtime rate or rates of pay if applicable; the number of hours worked, 22 including overtime hours worked if applicable; deductions; allowances, if any, claimed as part of the minimum wage; and net wages. 121. Due to Defendants’ violations of the NYLL, Plaintiff and the Class Members are entitled to recover from Defendants: (1) $50 per day, with a cap of $5,000 per employee, for the wage notice violations and (2) $50 per day, with a cap of $5,000 per employee, for the pay statement violations, as provided for by NYLL Article 6, § 198(1)-d, reasonable attorneys’ fees, costs, injunctive and declaratory relief.

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10. Soileau brings this claim under the FLSA as a collective action. 11. The members of the FLSA Class are similarly situated in all relevant respects. While their precise job duties might vary somewhat, these differences do not matter for the purposes of determining their entitlement to overtime. They are all entitled to overtime after 40 hours in a week and the overtime they are entitled to must be calculated in a manner consistent with the requirements of the FLSA. Because Lattimore excluded non-discretionary bonuses from the regular rate of pay for all hourly employees who worked at the plants, Soileau and all of the Putative Class Members are similarly situated within the meaning of 29 U.S.C. § 216(b). 12. Absent a collective action, many members of the Putative Class likely will not obtain redress of their injuries and Defendant will retain the proceeds of its violations of the 14. Soileau incorporates the preceding paragraphs by reference. 15. At all relevant times, Defendant has been an employer engaged in interstate commerce and/or the production of goods for commerce, within the meaning of the 7. Soileau and all those similarly situated to him worked for Defendant as hourly employees. Soileau and all those similarly situated to him regularly worked in excess of 40 hours a week. 9. Under the FLSA, Lattimore was required to include these non-discretionary bonuses in calculating the Putative Class Members regular rate of pay for overtime purposes. 29 U.S.C. §207(e); 29 C.F.R. §778.209. However, Lattimore improperly excluded these non-discretionary bonuses from the regular rate of pay, and as a result Plaintiff and the Putative Class Members were not paid overtime at the proper overtime rate required by federal law. Violation of the FLSA

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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. 21. Defendant operates QUEST laboratories as well as the QUEST website, offers it to the public, and offers features that should allow all consumers to access the facilities and services that Defendant offers in connection with its laboratories. 22. Defendant operates QUEST laboratories across the United States. At least one of these laboratories is located in New York City, including its laboratory located at 41 Elizabeth Street, New York, NY 10013. 23. These laboratories constitute places of public accommodation. Defendant’s laboratories provide to the public important services. Defendant’s Website provides consumers with access to an array of services including laboratory locations and hours, a list of available services, such as blood tests and urinalyses, the ability to schedule a test and tips for preparing for tests, information pertaining to costs and coverage, including accepted insurance information, and other services. 25. 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 facilities and services that are offered and integrated with Defendant’s laboratories. 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 laboratories and the numerous facilities, services, and benefits offered to the public through its Website. 26. 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. These access barriers have deterred Plaintiff from revisiting Defendant’s website and/or visiting its physical locations, despite an intention to do so. 30. Due to the inaccessibility of Defendant’s Website, blind and visually-impaired prospective patients 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, despite her intention to do so. 32. If the Website was equally accessible to all, Plaintiff could independently navigate the Website and learn about Defendant’s operations as sighted individuals do. 33. 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. 34. 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. 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. 37. 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. 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. 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. 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 their Website equally accessible to visually impaired prospective patients. 41. 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 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 facilities and services offered in Defendant’s physical locations, during the relevant statutory period. 44. 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 facilities and services offered in Defendant’s physical locations, during the relevant statutory period. 45. 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. 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 this litigation. 49. 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. 50. Plaintiff, on behalf of herself and the Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 52. Defendant’s laboratories 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 laboratories. The Website is a service that is integrated with these locations. 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 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. 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 herself and the New York State Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 59. 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.” 61. 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). 62. 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, facilities 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 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. 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 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. 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 her right to injunctive relief to remedy the discrimination. 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 herself and the New York State Sub-Class Members, repeats and realleges every allegation of the preceding paragraphs as if fully set forth herein. 74. Plaintiff served notice thereof upon the attorney general as required by N.Y. Civil Rights Law § 41. 76. 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 her 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.” 77. Defendant’s New York State physical locations are professional laboratories of a health care provider 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. 78. 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). 79. 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, facilities and services that Defendant makes available to the non-disabled public. 81. 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 ...” 82. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 83. 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. 84. 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. 85. 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. 87. Defendant’s locations are professional laboratories of a health care provider 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. 88. 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). 89. 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. 90. 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). 92. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 93. 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. 94. Defendant’s actions were and are in violation of the NYCHRL and therefore Plaintiff invokes her right to injunctive relief to remedy the discrimination. 95. 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. 97. 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. 98. 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. 99. 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 prospective patients the full and equal access to the goods, 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. 100. 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 ADA, 42 U.S.C. § 1281 et seq. VIOLATION OF THE NEW YORK STATE CIVIL RIGHTS LAW VIOLATIONS OF THE NYSHRL VIOLATIONS OF THE NYCHRL

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13. Plaintiff repeats, reiterates and incorporates the allegations contained in paragraphs numbered “1” through “12” herein with the same force and effect as if the same were set forth at length herein. 14. Some time prior to March 5, 2015, an obligation was allegedly incurred to AT&T Mobility. (“AT&T”) 15. The AT&T obligation arose out of a transaction in which money, property, insurance or services, which are the subject of the transaction, are primarily for personal, family or household purposes. 16. The alleged AT&T obligation is a "debt" as defined by 15 U.S.C.§ 1692a(5). 17. Defendant contends that the AT&T debt is past due. 18. 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. 19. Some point prior to March 5, 2015, the AT&T debt was sold, consigned, or otherwise transferred to US Asset Management Inc. (“UAM”) for collections. 20. UAM is a “creditor as defined by 15 U.S.C.§ 1692a(4). 22. On or about March 5, 2015, the Defendant caused to be delivered to the Plaintiff a letter in an attempt to collect the alleged UAM debt. See Exhibit A. 23. The March 5, 2015 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). 24. The March 5, 2015 letter is a “communication” as defined by 15 U.S.C. §1692a(2). 25. The March 5, 2015 letter was sent in an envelope that contained a glassine window with a visible QR code. 26. When scanned, the QR code revealed Plaintiff’s account number with EOS. 27. The invoice/account number constitutes personal identifying information. 28. The invoice/account number is a piece of information that can identify the Plaintiff as a debtor, in violation of the FDCPA. 29. The ID number is not meaningless – it is a piece of information capable of identifying [the consumer] as a debtor, and its disclosure has the potential to cause harm to a consumer that the FDCPA was enacted to address. Douglass v. Convergent Outsourcing, 765 F. 3d 299 (Third Cir. 2014). 30. Defendant’s actions as described herein are part of a pattern and practice used to collect consumer debts. 31. Defendant could have taken the steps necessary to bring its actions within compliance with the FDCPA, but neglected to do so and failed to adequately review its actions to ensure compliance with the law. 33. Plaintiff repeats, reiterates and incorporates the allegations contained in paragraphs numbered “1” through “32” herein with the same force and effect as if the same were set forth at length herein. 34. 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. § 1692f. 35. Pursuant to 15 U.S.C. §1692f(8), a debt collector is prohibited from using any language or symbol, other than the debt collector’s address, on any envelope when communicating with the consumer by use of mails. 36. The Defendant violated said section by putting the Plaintiff’s ID number visible on the March 5, 2015 letter. 37. By reason thereof, Defendant is liable to Plaintiff for judgment that Defendant's conduct violated Section 1692f et seq. of the FDCPA, actual damages, statutory damages, costs and attorneys’ fees. VIOLATIONS OF THE FAIR DEBT COLLECTION PRACTICES ACT 15 U.S.C. §1692f et seq.

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1. This is a class action lawsuit on behalf of all people who paid tuition and fees for the Spring 2020 academic semester at Cornell, and who, because of Defendant’s response to the Novel Coronavirus Disease 2019 (“COVID-19”) pandemic, lost the benefit of the education for which they paid, and/or the services or which their fees were paid, without having their tuition and fees refunded to them. 13. Plaintiff and Class members are individuals who paid the cost of tuition and other mandatory fees for the Spring 2020 Semester at Cornell. 14. Spring Semester 2020 classes at Cornell began on or about January 21, 2020. Final exams for the semester are scheduled for end on or around May 16, 2020. 15. Plaintiff and Class members paid the cost of tuition for the Spring Semester 2020. They also paid other mandatory fees associated with the Spring Semester 2020, including a $500 student health fee and a $125 student activity fee. 16. Approximate tuition costs at Cornell for the Spring Semester 2020 are as follows: • Undergraduate Degree Endowed Ithaca College: $28,275 • Undergraduate Degree Contract College – New York State Resident: $18,940 • Undergraduate Degree Contract College Nonresident: $28,275 • Tier 1 Master’s Degree: $28,275 • Tier 2 Master’s Degree: $18,511 • Special Programs/Other Professional Degrees: $14,750 • Professional Degrees M.P.S. ILR NYC (part time program): $14,137 • Doctoral Degree Endowed Ithaca College: $14,750 • Doctoral Degree Contract Colleges: $10,400 • Two-Year M.B.A.: $34,720 2. Cornell is one of the country’s most preeminent universities and a part of the Ivy League, with an enrollment of over 24,000 students. The university offers 80 formal major fields for undergraduate students, as well as a number of graduate programs including law, medicine, and business. 27. Plaintiff seeks to represent a class defined as all people who paid Cornell Spring Semester 2020 tuition and/or fees for in-person educational services that Cornell failed to provide, and whose tuition and fees have not been refunded (the “Class”). Specifically excluded from the Class are Defendant, Defendant’s officers, directors, agents, trustees, parents, children, corporations, trusts, representatives, employees, principals, servants, partners, joint ventures, or entities controlled by Defendant, and their heirs, successors, assigns, or other persons or entities related to or affiliated with Defendant and/or Defendant’s officers and/or directors, the judge assigned to this action, and any member of the judge’s immediate family. 28. Plaintiff also seeks to represent a subclass consisting of Class members who reside in New York (the “Subclass”). 3. On March 13, 2020, Cornell, through a news release, announced that because of 30. Numerosity. The members of the Class and Subclass 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 tens of thousands of members in the Class and Subclass. Although the precise number of Class members is unknown to Plaintiff, the true number of Class members is known by Defendant and 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 and third-party retailers and vendors. 32. Typicality. Plaintiff’s claims are typical of the claims of the other members of the Class in that, among other things, all Class and Subclass members were similarly situated and were comparably injured through Defendant’s wrongful conduct as set forth herein. Further, there are no defenses available to Defendants that are unique to Plaintiff. 33. Adequacy of Representation. Plaintiff will fairly and adequately protect the interests 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 has no interests that are antagonistic to those of the Class or Subclass. 35. In the alternative, the Class and Subclass may also be certified because: (a) the prosecution of separate actions by individual Class and Subclass members would create a risk of inconsistent or varying adjudications with respect to individual Class members that would establish incompatible standards of conduct for the Defendant; (b) the prosecution of separate actions by individual Class and Subclass members would create a risk of adjudications with respect to them that would, as a practical matter, be dispositive of the interests of other Class members not parties to the adjudications, or substantially impair or impede their ability to protect their interests; and/or (c) Defendant has acted or refused to act on grounds generally applicable to the Class as a whole, thereby making appropriate final declaratory and/or injunctive relief with respect to the members of the Class as a whole. 36. Plaintiff hereby incorporates by reference the allegations contained in all preceding paragraphs of this complaint. 37. Plaintiff brings this claim individually and on behalf of the members of the Class and Subclass against Defendants. 38. Through the admission agreement and payment of tuition and fees, Plaintiff and each member of the Class and Subclass entered into a binding contract with Defendant. 40. Defendant has failed to provide the contracted for services and has otherwise not performed under the contract as set forth above. Defendant has retained monies paid by Plaintiff and the Class for their Spring Semester 2020 tuition and fees, without providing them the benefit of their bargain. 41. Plaintiff and members of the Class and Subclass have suffered damage as a direct and proximate result of Defendant’s breach, including but not limited to being deprived of the education, experience, and services to which they were promised and for which they have already paid. 42. As a direct and proximate result of Defendant’s breach, Plaintiff, the Class, and Subclass are entitled to damages, to be decided by the trier of fact in this action, to include but no be limited to reimbursement of certain tuition, fees, and other expenses that were collected by Defendant for services that Defendant has failed to deliver. Defendant should return the pro- rated portion of any Spring Semester 2020 tuition and fees for education services not provided since Cornell shut down on March 13, 2020. 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 Class and Subclass against Defendant. 46. Plaintiff and members of the Class and Subclass conferred a benefit on Defendant in the form of monies paid for Spring Semester 2020 tuition and other fees in exchange for certain service and promises. Tuition for Spring Semester 2020 was intended to cover in-person educational services from January through May 2020. In exchange for tuition monies paid, Class members were entitled to in-person educational services through the end of the Spring Semester. 47. Defendant voluntarily accepted and retained this benefit by accepting payment. 48. Defendant has retained this benefit, even though Defendant has failed to provide the education, experience, and services for which the tuition and fees were collected, making Defendant’s retention unjust under the circumstances. Accordingly, Defendant should return the pro-rated portion of any Spring Semester 2020 tuition and fees for education services not provided since Cornell shut down on March 13, 2020. 49. It would be unjust and inequitable for Defendant to retain the benefit, and Defendant should be required to disgorge this unjust enrichment. 51. Plaintiff brings this claim individually and on behalf of the members of the Class and Subclass against Defendant. 52. Plaintiff and members of the Class and Subclass have an ownership right to the in-person educational services they were supposed to be provided in exchange for their Spring Semester 2020 tuition and fee payments to Defendant. 53. Defendant intentionally interfered with the rights of Plaintiff, the Class, and Subclass when it moved all classes to an online format and discontinued in-person educational services for which tuition and fees were intended to pay. 54. Plaintiff and members of the Class and Subclass demand the return of the pro- rated portion of any Spring Semester 2020 tuition and fees for education services not provided since Cornell shut down on March 13, 2020. 55. Defendant’s retention of the fees paid by Plaintiff and members of the Class and Subclass without providing the educational services for which they paid, deprived Plaintiff, Class and Subclass members of the benefits for which the tuition and fees paid. 56. This interference with the services for which Plaintiff and members of the Class and Subclass paid damaged Plaintiff and Class members in that they paid tuition and fees for services that will not be provided. Breach Of Contract (On Behalf Of The Class And Subclass) Conversion (On Behalf Of The Class And Subclass) Plaintiff And Class Members Paid Tuition And Fees For Spring Semester 2020 Unjust Enrichment (On Behalf Of The Class And Subclass)

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15. Plaintiff Montford was an “employee”, as defined by FLSA §3(e)(1), 21USC §203(e)(1) of Defendant Forestry Management from November, 2015 through December, 2017 as a truck driver driving intrastate routes within the State of Georgia from the forest where trees are cut and loaded onto his truck to be delivered to the mills located in and around Barnesville, Georgia where the trees are transformed into other products.. 16. At all times material, Defendant Spiller exercised operational control and supervising authority over the work activities of Plaintiff Montford and Defendant Spiller scheduled Plaintiff’s working hours and supervised scheduling as well as exercised authority and supervision over Plaintiff Montford’s compensation. 18. Plaintiff Montford and other similarly situated truck drivers are not exempt under the Motor Carrier Exemption of the Fair Labors Standards Act as defined in 13(b)(1) because Plaintiff Montford and similarly situated truck drivers are not involved in interstate travel across state lines or connected to an interstate terminal to continuum an interstate journey of goods. Plaintiff Montford and similarly situated truck drivers are involved solely in intrastate trucking between the forest and mills located in and around Barnesville Georgia within the State of Georgia. 19. Plaintiff and similarly situated truck drivers, loaders and tree cutters are not exempt from overtime pay by Forestry Management for forestry and lumbering operations because the Defendant Forestry Management regularly employs more than eight employees. 21. The allegations in all previous paragraphs are incorporated by reference as if fully set out in this paragraph. 22. At all times material Plaintiff Montford has been an “employee” covered by the FLSA and is entitled to overtime pay for all hours worked in excess of 40 hours at one and a half rate of his regular rate of pay. 23. At all times relevant Plaintiff Montford and similarly situated truck drivers, loaders and tree cutters were not exempt from the overtime wage requirements of the FLSA by reason of any exemption. 25. Plaintiff and similarly situated truck drivers, loaders and tree cutters have been at all times relevant required to work without the overtime compensation required by 29 U.S.C. §207 (a)(1) for those hours worked in excess of forty (40) in the work week. 26. As evidenced by Plaintiff Montford’s own paycheck stubs, the Plaintiff alleges that Defendants Forestry Management and Brand Spiller have a policy, practice and scheme of paying truck drivers, loaders and tree cutters only straight time for all hours worked in a workweek, no matter if the truck drivers, loaders and tree cutters worked in excess of forty (40) hours in a workweek. 27. From November, 2015 through, December 2017, Defendants failed to compensate Plaintiff Montford for overtime pay in accordance with the FLSA. 29. Defendants’ pattern and practice of violating 29 U.S.C. §207 is unlawful under 29 U.S.C §215 (a)(2) which provides: “It shall be unlawful for any person- (2) to violate any of the provisions of …section 207 of this title, or any of the provisions of any regulation or order of the Secretary issued under section 214 of this title.” 30. Defendants Forestry Management and Spiller violations of the overtime provisions of the FLSA are willful and intentional.

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10. The TCPA prohibits companies, such as Palmer, from placing calls using an artificial or prerecorded voice (“prerecorded calls”) when making calls to cellular telephones without first obtaining consent. 11. Palmer has violated, and continues to violate, the TCPA and its implementing regulations by placing, or having placed on its behalf, prerecorded calls to cellular telephone subscribers (a) who have not expressly consented to receiving such calls and/or (b) who have expressly requested not to receive such calls. 12. As Congress recognized: Many customers are outraged over the proliferation of intrusive, nuisance calls to their homes from telemarketers…. Banning such automated or 4 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.1 13. Senator Larry Pressler, one of the original drafters of the TCPA, explained the need for the TCPA by observing that “[u]nlike other communications media, the telephone commands our instan[t] attention. Junk mail can be thrown away. Television commercials can be turned off. The telephone demands to be answered.” 137 Cong. Rec. S18785 (daily ed. Nov. 27, 1991) (statement of Sen. Pressler). 14. As explained by the Federal Communications Commission (“FCC”)2, 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). 15. Yet, in violation of this rule, Defendants fail to obtain any prior express written consent to place prerecorded calls to consumers’ cellular telephone numbers. 16. In response to the liability risk associated with the TCPA, numerous commercially available services exist to help companies, such as Defendants, that call others using prerecorded voices, identify cellular subscribers and otherwise ensure that calls are only made to consenting consumers. For instance, companies such as Infutor, Nextmark List, and Contact Center Compliance advertise their ability to instantly identify and flag cellular telephone numbers from calling lists on a recurring basis (such as 1 Pub. L. No. 102-243 § 2(6, 12) (1991), codified at 47 U.S.C. § 227. 2 The FCC is the federal agency given the administrative authority to interpret and enforce the TCPA. 47 U.S.C. § 227(b)(2). 5 weekly or monthly). This type of service can even identify disconnected numbers before they are recycled, thereby alerting mobile marketers that any consent associated with those telephone numbers has been terminated. 17. Despite the FCC’s ruling, the industry guidelines, and the commercial availability of programs that help callers filter out non-consenting numbers, Defendants fail to take the necessary steps to ensure that their prerecorded calls are placed only to consenting recipients. 18. Rather, in an effort to increase revenue and skirt additional costs, Defendants simply ignore the law when contacting individuals via prerecorded calls to their cellular telephones. 19. Indeed, in 2015, Palmer was sued for alleged TCPA violations, and in 2017, settled that action with their co-defendants for $650,000. See Mey v. Got Warranty, Inc., No. 5:15-cv-00101, ECF 139-1 Filed 04/05/17 (N.D. W. Va.). As part of that settlement, Palmer agreed to injunctive relief, specifically, that Palmer will require that any entity placing calls on its behalf and any reseller join and comply with the standards of conduct adopted by the Vehicle Protection Association (“VPA”). NCWC and Palmer will maintain evidence of this membership. Mey v. Got Warranty, Inc., No. 5:15-cv-00101, Class Action Settlement Agreement, ECF 139-1 at ⁋ 2.2, Filed 04/05/17 (N.D. W. Va.). 20. The Vehicle Protection Assocation, or VPA is a not-for-profit trade association representing the firms that are active in the automotive service contract industry, such as Palmer. The organization is committed to advocating regulatory compliance among member companies, educating consumers on their rights, protecting 6 consumers, and otherwise ensuring the integrity of the automotive service contract industry. 21. In 2013, the VPA enacted “Standards of Conduct” which govern the practices of automotive service contract marketers and plan administrators.3 22. The VPA’s Standards of Conduct, which Palmer agreed would be binding on John Doe Corporation and any other telemarketers acting on its behalf, prohibit the use of prerecorded messages in telemarketing. The prohibition couldn’t be plainer, stating “Marketers shall not use prerecorded sales messages at any point during the sales process.” 4 (emphasis added). 23. Furthermore, Palmer, and any telemarketer acting on behalf of Palmer, would be required under the VPA’s Standards of Conduct to: contractually [require] consumer data to be obtained in a lawful manner and [obtain] executed affidavits or other documentation from list providers and/or lead generators indicating that the consumer data being provided was obtained in a lawful manner. Marketers must ensure that a third party vendor who sends them transfer calls or leads obtained through outbound telemarketing complies with all of the VPA Standards for telemarketing found in Section 11.5 24. The “Outbound Telemarketing” Section of VPA’s Standards of Conduct, specifically requires any telemarketer acting on behalf of Palmer, such as John Doe Corporation, to: not conduct any outbound telemarketing unless they have obtained a Subscription Account Number (SAN) by registering with the Federal Trade Commission and scrub all outbound telemarketing calls against the National DNC Registry or they are exempt from these requirements.6 3 http://www.vpainfo.org/Consumers-Standards-of-Conduct 4 Id. at ⁋ 11.6. 5 Id. at ⁋ 9.5. 6 Id. at ⁋ 11.1.1. 7 25. Defendants know or should know that their prerecorded calls are placed to non-consenting cellular telephone subscribers. Ultimately, Defendants are responsible for verifying telephone number ownership and obtaining consent before placing prerecorded calls to cellular telephone subscribers. 26. Defendants were, and are, aware that their unsolicited prerecorded calls were, and are, unauthorized as they fail to obtain prior express written consent before placing those calls to consumers. Ultimately, consumers are forced to bear the costs of receiving these unsolicited prerecorded calls. 27. Telemarketers can easily and inexpensively avoid calling consumers who are registered on the National Do Not Call Registry by “scrubbing” their call lists against the National Do Not Call Registry database. The scrubbing process identifies those numbers on the National Do Not Call Registry, allowing telemarketers to remove those numbers and ensure that no calls are placed to consumers whom opt-out of telemarketing calls. 28. To avoid violating the TCPA by calling registered numbers, telemarketers must scrub their call lists against the Registry at least once every thirty-one days. See 16 C.F.R. § 310.4(b)(3)(iv). 29. There are numerous third-party services that will additionally scrub the call lists for a telemarketer to segment out landline and cellular telephone numbers, since 8 the consent standards differ depending on what type of phone a telemarketer is calling.7 Indeed, one service notes that they can: Instantly verify whether a specific phone number is wireless or wireline to learn if TCPA regulations apply – and verify the identity of the current subscriber to determine if they are the same party who provided you with consent.8 30. By placing the unsolicited prerecorded calls at issue in this Complaint, Defendants caused Plaintiff and the other members of the Class actual harm and cognizable legal injury. This includes the aggravation, nuisance, and invasions of privacy that result from the sending and receipt of such prerecorded calls, a loss of value realized for the monies consumers paid to their carriers for the receipt of such prerecorded calls, and a loss of the use and enjoyment of their phones, including wear and tear to the related data, memory, software, hardware, and battery components, among other harms. 31. In response to Defendants’ unlawful conduct, Plaintiff filed this action seeking (a) an injunction requiring Defendants to cease all unsolicited prerecorded calling activities and, (b) an award of actual or statutory damages to the members of the Class under the TCPA, together with costs and reasonable attorneys’ fees. 32. Plaintiff Karon is the registered account owner and regular user of a cellular telephone number 216-xxx-2594. 33. The 216-xxx-2594 number has been registered on the National Do Not Call Registry since October 15, 2007. 7 See e.g. http://www.dncsolution.com/do-not-call.asp; http://www.donotcallprotection.com/do-not-call-compliance-solutions-1; http://www.mindwav.com/tcpa_compliance_solution.asp; 8 https://www.neustar.biz/services/tcpa-compliance 9 34. On October 25, 2018 at 10:08 am, Plaintiff received an unsolicited, pre- recorded phone call on his cellular telephone from 216-467-9439. 35. The October 25, 2018 call used a pre-recorded voice and stated that they were calling regarding an extended warranty plan for Plaintiff’s automobile. 36. Plaintiff pressed “1” to speak with a live operator, solely to determine who the caller was, and was connected with one of John Doe Corporation’s telephone representatives. 37. John Doe Corporation’s phone representative asked Plaintiff for the make and mileage of his automobile and then transferred him to another phone representative. 38. The second representative outlined the proposed extended warranty plan’s features and expressly stated the coverage would be administered by Palmer. The representative further provided a callback number of 855-495-1914. When calling the 855-495-1914 number, a consumer hears the same automated message that one hears when calling the toll-free number listed on Palmer’s website, 800-599-9557. Indeed, both numbers provide the exact same extensions for “customer support” – 500, “claims” – 505, and “payments” – 335, for example. 39. Plaintiff has never provided prior express written consent to Defendants to receive prerecorded calls to him on the 216-xxx-2594 number. 40. Defendants failed to obtain prior express written consent 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 10 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. 41. By placing the prerecorded calls as alleged herein, Defendants have caused consumers actual harm in the form of annoyance, nuisance, and invasion of privacy. In addition, the prerecorded call 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. 42. In order to redress these injuries, Plaintiff, on behalf of himself and the other members of the Class, brings suit under the Telephone Consumer Protection Act, 47 U.S.C. § 227, et seq., which prohibits unsolicited prerecorded calls to cellular telephones. 43. On behalf of the Class, Plaintiff seeks an injunction requiring Defendants to cease all unsolicited pre-recorded calling activities and an award of actual or statutory damages to the class members, together with costs and reasonable attorneys’ fees. 64. Plaintiff brings this action pursuant to Federal Rules of Civil Procedure 23(b)(2) and 23(b)(3) on behalf of himself and all others similarly situated and seeks certification of the following Class: Robocall Class: All persons in the United States who from a date four years prior to the filing of the initial complaint to the present: (1) Defendants (or a third person acting on behalf of Defendants) called; (2) on the person’s cellular telephone number using an artificial or prerecorded voice. 65. The following people are excluded from the Class: (1) any Judge or Magistrate presiding over this action and members of their families; (2) Defendants, Defendants’ subsidiaries, parents, successors, predecessors, and any entity in which the Defendants or their parents have a controlling interest, and its current or former employees, officers and directors; (3) persons who properly execute and file a timely request for exclusion from the Class; (4) persons whose claims in this matter have been finally adjudicated on the merits or otherwise released; (5) Plaintiff’s counsel and Defendants’ counsel; and (6) the legal representatives, successors, and assigns of any such excluded persons. Plaintiff anticipates the need to amend the definition of the Class following class discovery, including discovery revealing the manner by which Defendants claim they obtained prior express consent to place autodialed and/or pre- recorded calls to the Plaintiff. 66. Numerosity: The exact number of members within the Class is unknown and not available to Plaintiff at this time, but it is clear that individual joinder is 15 impracticable. On information and belief, Defendants have placed unsolicited calls to hundreds or thousands of consumers who fall into the definition of the Class. Members of the Class can be identified through Defendants’ records. 67. Typicality: Plaintiff’s claims are typical of the claims of other members of the Class in that Plaintiff and the members of the Class sustained damages arising out of Defendants’ uniform wrongful conduct, namely their unauthorized telemarketing calls. Plaintiff is a member of the Class defined herein, and if Plaintiff is able to recover for the claims set forth in this Complaint, then the other members of the Class will have a right to recover as well. 68. Adequate Representation: Plaintiff will fairly and adequately represent and protect the interests of the Class and has retained counsel competent and experienced in complex class actions, including class actions under the TCPA and related statutes. Plaintiff has no conflicts with, or interests antagonistic to, those of the Class, and Defendants have no defenses unique to Plaintiff. 69. Commonality and Predominance: There are many questions of law and fact common to the claims of Plaintiff and the Class, and those questions predominate over any questions that may affect individual members of the Class. Common questions for the Class include, but are not necessarily limited to the following: a) Whether Palmer is liable for the conduct of their third-party vendor; b) Whether John Doe Corporation made calls with a prerecorded message; c) Whether Defendants’ conduct constitutes a violation of the TCPA; d) Whether Defendants utilized an artificial or prerecorded voice to place calls to members of the Class; 16 e) Whether members of the Class are entitled to statutory and treble damages based on the willfulness of Defendants’ conduct; f) Whether Defendants obtained prior express consent to contact any class members; g) Whether Defendants’ calls constitute telemarketing or were dual purpose messages; h) To the extent Defendants’ conduct does not constitute telemarketing, whether Defendants obtained prior express oral consent to contact any class members; and i) Whether Defendants’ conduct was willful such that Plaintiff and the Class are entitled to treble damages. 7. Palmer is a nationwide provider of automotive extended protection plans to consumers. 70. Superiority: This case is also appropriate for class certification because class proceedings are superior to all other available methods for the fair and efficient adjudication of this controversy. Joinder of all parties is impracticable, and the damages suffered by the individual members of the Class will likely be relatively small, especially given the burden and expense of individual prosecution of the complex litigation necessitated by Defendants’ actions. Thus, it would be virtually impossible for the individual members of the Class to obtain effective relief from Defendants’ misconduct. Even if members of the Class could sustain such individual litigation, it would still not be preferable to a class action. Individual litigation would increase the delay and expense to all parties due to the complex legal and factual controversies presented in this Complaint. By contrast, a class action presents far fewer management difficulties and provides the benefits of single adjudication, economy of scale, and comprehensive supervision by a single Court. Economies of time, effort and expense will be fostered and uniformity of decisions ensured. 17 71. Adequate notice can be given to the members of the Class directly using information maintained in Defendants’ records or through notice by publication. 72. Plaintiff incorporates by reference the foregoing allegations as if fully set forth herein. 73. Defendants and/or their agents placed unsolicited calls to cellular telephone numbers belonging to Plaintiff and the other members of the Robocall Class. 74. These calls were made without the prior express written consent of the Plaintiff and the other members of the Robocall Class to receive such calls. 75. These calls, including those to Plaintiff, utilized an artificial or prerecorded voice. 76. To the extent prior written express consent was required, Defendants failed to obtain prior written express consent that disclosed to the consumer that agreeing to receive pre-recorded calls was not a condition of purchase or use of any goods or service. Neither was oral consent provided. 77. To the extent Palmer’s agent, John Doe Corporation, placed the calls at issue, Palmer’s agent acted with actual or apparent authority and/or in accordance with a contract between Palmer and its agent, John Doe Corporation. Palmer’s agent acted under Palmer’s control and for Palmer’s benefit and/or with Palmer’s knowledge and approval. Palmer controlled its agent and knew about, and received the benefits of, the agent’s calling activities. Palmer ratified the agent’s conduct with respect to the placing of such calls. 18 78. Defendants have, therefore, violated 47 U.S.C. § 227(b)(1)(A)(iii). As a result of Defendants’ conduct, Plaintiff and the other members of the Robocall 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. 79. In the event that the Court determines that Defendants’ conduct was willfull 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 Robocall Class. 8. In recent years, extended protection plan providers, such as Palmer, have turned to unsolicited telemarketing as a way to increase its customer base. Widespread telemarketing is a primary method by which Palmer solicits new customers. 9. John Doe Corporation initiated a prerecorded telemarketing call to the cellular telephone numbers of Plaintiff and the Class to promote Palmer in violation of the TCPA. Palmer hired John Doe Corporation to originate new customers and is vicariously liable for its illegal telemarketing conduct. Telephone Consumer Protection Act (Violation of 47 U.S.C. § 227) (On Behalf of Plaintiff and the Robocall Class)

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Cite the U.S. Civil Statute under which you are filing (Do not cite Jurisdictional statutes unless diversity) Fair Labor Standards Act, 29 U.S.C.A. §206(a)(1) Brief description of cause: Unpaid minimum wages, liquidated damages and attorney fees

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19. In 2009, Malaysia’s Prime Minister Najib Razak inaugurated the 1MDB fund to boost Malaysia’s economy. A. Background

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(Violation of the Fair Debt Collection Practices Act, 15 U.S.C. §1692, et seq.) (Against PCA and applicable DOES) (Violation of the Rosenthal Fair Debt Collection Practices Act, Civil Code §1788, et seq.) (Against PCA and applicable DOES) (Violations of Business and Professions Code §17200, et seq.) (Against PCA and applicable DOES) 12. Plaintiff purchased a used 2003 Mercedes E350. The dealership arranged financing for the vehicle in the form of a conditional sales contract, which was later assigned to Santander Consumer USA, Inc. (“Santander”). 13. Plaintiff fell behind on payments, and Santander repossessed the vehicle in August 2013. Thereafter, Santander assessed a deficiency against Plaintiff following the sale of the vehicle. 15. On September 16, 2014, Santander and the plaintiffs in the Rees-Levering Case entered into a Settlement Agreement and Release (the “Settlement Agreement”). Pursuant to the Settlement Agreement, Santander was required to cease collecting alleged deficiency balances and to recall and/or repurchase the account of any Rees-Levering Class member that was assigned to any outside collection agencies as of the date of execution of the Settlement Agreement. Specifically, the Settlement Agreement provides that (i) “the NOIs prepared and sent to Settlement Class members did not strictly comply with the requirements of Civil Code §2983.2 pertaining to NOIs”, which renders any alleged deficiency balance uncollectible (Settlement Agreement, §1.02); (ii) “[i]mmediately upon execution of this Agreement Santander shall take no further action to collect, sell the right to collect, or to attempt directly or indirectly to collect Deficiency Balances from Settlement Class members; . . . [and] shall recall and/or repurchase the account of any Settlement Class members that were assigned to any outside collection agencies” (Settlement Agreement, §3.03); and (iii) within 30 days after final judgment, “Santander shall take all steps necessary to cease all efforts to collect the Deficiency Balances for Settlement Class members . . . [including] recalling all Settlement Class member accounts from outside agencies[.]” (Settlement Agreement, §5.03(b)). True and correct copies of pertinent pages of the Settlement Agreement are attached hereto as Exhibit A.1 17. On February 18, 2015, the District Court entered its Order Granting Motion for Final Approval of Class Action Settlement (the “Final Judgment”) in the Rees-Levering Case pursuant to which it certified a settlement class (collectively, the “Rees-Levering Class”) defined as any consumer who: a. purchased a motor vehicle and, as part of that transaction, entered into an agreement subject to California’s Rees-Levering Automobile Sales Finance Act, Civil Code §2981, et seq.; b. whose motor vehicle was repossessed or voluntarily surrendered; c. who were issued a statutory notice by Santander from July 1, 2011 to July 31, 2014 or to whom Santander failed to provide an NOI within 60 days of repossession; and d. against whose account a deficiency balance was assessed. 18. Pursuant to the Final Judgment, any deficiency balances owed by a Rees-Levering Class member to Santander were rendered uncollectible by operation of state law. (Final Judgment, ¶25.) A true and correct copy of the Final Judgment is attached hereto as Exhibit C.3 19. Plaintiff is a member of the Rees-Levering Class, meaning that any alleged deficiency balance she owed to Santander became uncollectible pursuant to the Settlement Agreement on September 16, 2014 and pursuant to the Final Judgment on February 18, 2015. 20. On or about March 11, 2015, Plaintiff received a written statement in the form of a letter from PCA. The letter is attached hereto as Exhibit D. The letter states that PCA is attempting to recover the uncollectible $15,846.02 balance allegedly owed to Santander. 22. Plaintiff has lost money or property on account of PCA’s acts as set forth above on account of PCA’s actions, as Plaintiff has incurred costs and expenses while attempting to protect her rights vis-à-vis PCA, including, among other things, by locating and traveling to meet with her attorneys, by taking time away from her job to speak with and meet with her attorneys, and by using her cell phone to call her attorneys. 23. Pursuant to Federal Rules of Civil Procedure 23(a) and (b)(3), Plaintiff brings this class action on behalf of herself and all other persons similarly situated. Plaintiff brings this action in a representative capacity to remedy the ongoing unlawful, unfair, and fraudulent business practices alleged herein, and to seek redress on behalf of all those persons who have been affected thereby. 24. Plaintiff is unable to state the precise number of potential members of the proposed class because that information is in the possession of PCA. It consists of at least hundreds of members and is so numerous that joinder of all members would be impracticable. The exact size of the proposed class, and the identity of the members thereof, will be readily ascertainable from the business records of PCA. 25. The class on whose behalf this Complaint is brought is composed of all consumers: a. who are members of the settlement class certified in Vitrano v. Santander Consumer USA, Inc., et al., Case No. 2:13-cv-02492-AB-MRW, pending in the United States District Court for the Central District of California; b. whose accounts were assigned to PCA for collection; and c. from whom PCA attempted to and/or did collect a deficiency balance from September 16, 2014 to the present. 26. This class definition is subject to such further definition, limitations, and exclusions as may be ordered by the Court. 28. The common questions which predominate include, inter alia: a. whether PCA negligently and/or fraudulently misrepresented to class members that they were liable for balances when there was no obligation to pay such amounts; b. whether PCA attempted to and/or collected on balances of class members; c. whether PCA’s practices related to class members violate the Rees-Levering Act; d. whether PCA’s practices related to class members violate the FDCPA; e. whether PCA’s practices related to class members violate the UCL. 29. Proof of a common set of facts will establish PCA’s liability and the right of each class member to recover. 30. Plaintiff’s claims are typical of those of the class which they represent, and she will fairly and adequately represent the interests of the class. Plaintiff is represented by counsel competent and experienced in both consumer protection and class action litigation. 31. A class action is superior to other methods for the fair and efficient adjudication of this controversy. Because the damages suffered by the individual class members may be relatively small compared to the expense and burden of litigation, it would be impracticable and economically unfeasible for class members to seek redress individually. The prosecution of separate actions by the individual class members, even if possible, would create a risk of inconsistent or varying adjudications with respect to individual class members against PCA, and would establish incompatible standards of conduct. 32. The claims asserted by Plaintiff will be governed by the laws of the State of California and the injuries resulting from PCA’s conduct were incurred in California. 33. Plaintiff realleges and incorporates herein by reference the allegation in each and every paragraph above. 35. PCA has sent out form letters demanding payment from Plaintiff and members of the class. 36. In sending form debt collection letters to Plaintiff and members of the class, PCA was acting and continues to act as a person who, in the ordinary course of business, regularly, on behalf of themselves and others, engaged in debt collection. PCA is and continues to be a “debt collector” within the meaning of Civil Code §1788.2(c). 37. The alleged debt that PCA attempted to collect from Plaintiff and members of the class is “debt” within the meaning of Civil Code §1788.2(d). 38. The alleged debt that PCA attempted to collect from Plaintiff and members of the class is “consumer debt” within the meaning of Civil Code §1788.2(f), as it is money, property, or their equivalent, due or owing or alleged to be due or owing from a natural person by reason of a consumer credit transaction. 39. PCA violated Civil Code §1788.17 by using false, deceptive, and misleading representations and means in connection with the collection and/or attempted collection of balances rom Plaintiff and the class. 40. The Rosenthal Act expressly incorporates the provisions of 15 U.S.C. §§1692b-1692j, and declares that it is unlawful for a debt collector, in connection with the collection of any debt, to make any false representation regarding the character, amount, or legal status of any debt, as well as any other false representation. See Civil Code §1788.17; 15 U.S.C. §1692e, subd. (2)(A), (5), (10). The Rosenthal Act also declares that it is unlawful to collect any amount that is not permitted by law. See 15 U.S.C. §1692f(1). 42. PCA violated 15 U.S.C. §1692e(2)(A), and in turn violated Civil Code §1788.17, by making representations that would mislead the least sophisticated consumer regarding the character, amount, or legal status of a debt; namely, PCA sent collection letters to Plaintiff and the class falsely representing that Plaintiff and the class owed a balance to Santander that should be remitted to PCA; this was false in that the underlying alleged debt was deemed unlawful and rendered uncollectible on account of the Settlement Agreement and the Final Judgment in the Rees-Levering Case. 43. PCA violated 15 U.S.C. §1692e(5), and in turn violated Civil Code §1788.17, by making representations that would mislead the least sophisticated consumer by threatening to take any action that cannot legally be taken; namely, PCA sent collection letters to Plaintiff and the class falsely representing that Plaintiff and the class owed a balance to Santander and that PCA would attempt to collect that balance; this was false in that the underlying debt was unlawful and uncollectible on account of the Settlement Agreement and the Final Judgment in the Rees- Levering Case. 44. PCA violated 15 U.S.C. §1692e(10), and in turn violated Civil Code §1788.17, by making representations that would mislead the least sophisticated consumer by using false representations and deceptive means to collect or attempt to collect a debt; namely, PCA sent collection letters to Plaintiff and the class falsely representing that Plaintiff and the class owed a balance to Santander that should be remitted to PCA; this was false in that the underlying alleged debt was deemed unlawful and rendered uncollectible on account of the Settlement Agreement and the Final Judgment in the Rees-Levering Case. 45. PCA violated 15 U.S.C. §1692f, and in turn violated Civil Code §1788.17, by using unfair or unconscionable means to collect or attempt a debt, by sending Plaintiff and the class collection letters that were false in that the underlying debt was unlawful and uncollectible on account of the Settlement Agreement and the Final Judgment in the Rees-Levering Case. 46. These false, deceptive, and misleading representations or means were likely to deceive the least sophisticated consumer. 48. Plaintiff seeks recovery of her attorneys’ fees, costs, and expenses incurred in the filing and prosecution of this action. WHEREFORE, Plaintiff prays for relief as set forth below. 49. Plaintiff realleges and incorporates herein by reference the allegation in each and every paragraph above. 50. Plaintiff alleges on information and belief that Santander assigned Plaintiff’s and class members’ accounts to PCA for debt collection purposes. 51. Plaintiff and class members are “consumers” within the meaning of 15 U.S.C. §1692a(3). 52. The alleged debt that PCA attempted to collect from Plaintiff and members of the class is consumer “debt” within the meaning of 15 U.S.C. §1692a(5). 53. PCA is and continues to be a “debt collector” within the meaning of 15 U.S.C. §1692a(6). 54. In sending form debt collection letters to Plaintiff and members of the class, PCA was acting and continues to act as a person who, in the ordinary course of business, regularly, on behalf of themselves and others, engaged in debt collection. These form letters constitute debt “communications” within the meaning of 15 U.S.C. §1692a(2). 55. PCA violated 15 U.S.C. §1692e(2)(A) by making representations that would mislead the least sophisticated consumer regarding the character, amount, or legal status of a debt; namely, PCA sent collection letters to Plaintiff and the class falsely representing that Plaintiff and the class owed a balance to Santander that should be remitted to PCA; this was false in that the underlying alleged debt was deemed unlawful and rendered uncollectible on account of the Settlement Agreement and the Final Judgment in the Rees-Levering Case. 57. PCA violated 15 U.S.C. §1692e(10) by making representations that would mislead the least sophisticated consumer by using false representations and deceptive means to collect or attempt to collect a debt; namely, PCA sent collection letters to Plaintiff and the class falsely representing that Plaintiff and the class owed a balance to Santander that should be remitted to PCA; this was false in that the underlying alleged debt was deemed unlawful and rendered uncollectible on account of the Settlement Agreement and the Final Judgment in the Rees- Levering Case. 58. PCA violated 15 U.S.C. §1692f by using unfair or unconscionable means to collect or attempt a debt, by sending Plaintiff and the class collection letters that were false in that the underlying debt was unlawful and uncollectible on account of the Settlement Agreement and the Final Judgment in the Rees-Levering Case. 59. As a direct and proximate result of the acts herein alleged and PCA’s ongoing violations of the FDCPA, Plaintiff and the class have suffered general, specific, actual, and other damages as will be shown at trial. 60. Plaintiff seeks recovery of her attorneys’ fees, costs, and expenses incurred in the filing and prosecution of this action. WHEREFORE, Plaintiff prays for relief as set forth below. 61. Plaintiff realleges and incorporates herein by reference the allegations in each and every paragraph above. 63. Beginning on an exact date unknown to Plaintiff but at all times relevant herein and during the four years preceding the filing of the complaint in this action, PCA committed acts of unfair competition proscribed by the UCL, including the practices alleged herein. The acts of unfair competition include the following: a. PCA negligently misrepresented and continues to misrepresent to members of the class that they are obligated to pay amounts alleged to be due and owing to Santander that were previously rendered uncollectible; b. PCA actively concealed and continues to conceal its unlawful activity from members of the class; c. PCA unlawfully, unfairly, and/or fraudulently carried and continues to carry on its accounts records balances of members of the class alleged to be due and owing to Santander that were previously rendered uncollectible; d. PCA unlawfully, unfairly, and/or fraudulently attempted to collect and continues to attempt to collect from members of the class amounts alleged to be due and owing to Santander that were previously rendered uncollectible. 64. The business acts and practices of PCA as hereinabove alleged constitute unlawful business practices in that, for the reasons set forth above, said acts and practices violate the provisions of the Rosenthal Act and the FDCPA, and constitute violations of the common law. 65. The business acts and practices of PCA, as hereinabove alleged, constitute unfair business practices in that said acts and practices offend public policy and are substantially injurious to consumers. Said acts and practices have no utility that outweighs their substantial harm to consumers. 67. The unlawful, unfair, and fraudulent business acts and practices of PCA described herein present a continuing threat to Plaintiff and members of the class in that PCA is currently engaging in such acts and practices, and will persist and continue to do so unless and until an injunction is issued by this Court. 68. As a direct and proximate result of the acts and practices described herein, Plaintiff has suffered injury in fact and has lost money or property as a result of the unlawful, unfair, and fraudulent acts and practices of PCA challenged herein by incurring costs and expenses while attempting to protect her rights vis-à-vis PCA, including, among other things, by locating and traveling to meet with her attorneys, by taking time away from her job to speak with and meet with her attorneys, and by using her cell phone to call her attorneys 69. Pursuant to Business and Professions Code §17203, Plaintiff seeks an order enjoining PCA from engaging in such acts and practices as hereinabove alleged, and providing appropriate restitution to Plaintiff and the members of the class. 70. In addition, pursuant to Code of Civil Procedure §1021.5, Plaintiff seeks recovery of attorneys’ fees, costs and expenses incurred in the filing and prosecution of this action. WHEREFORE, Plaintiff prays for relief as set forth below.

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1.7 & 1.8 (2011). 28. Pursuant to 29 U.S.C. §§ 206, 207 & 216(b), Plaintiff brings her First and Second Causes of Action as a collective action under the FLSA on behalf of herself and the following collective: All persons employed by Defendants at any time since June 19, 2014 and through the entry of judgment in this case (the “Collective Action Period”) who worked as chauffeurs (the “Collective Action Members”). 29. A collective action is appropriate in this circumstance because Plaintiff and the Collective Action Members are similarly situated, in that they were all subjected to Defendants’ illegal policies of failing to pay overtime premiums for all work performed in excess of forty (40) hours each week. As a result of these policies, Plaintiff and the Collective Action Members did not receive the legally-required overtime premium payments for all hours worked in excess of forty (40) hours per week. 30. Plaintiff and the Collective Action Members have substantially similar job duties and were paid pursuant to a similar, if not the same, payment structure. 31. Pursuant to the NYLL, Plaintiff brings her Third through Sixth Causes of Action under Rule 23 of the Federal Rules of Civil Procedure on behalf of herself and the following class: All persons employed by Defendants in New York at any time since June 19, 2011 and through the entry of judgment in this case (the “Class Period”) who worked as non-management employees (the “Class Members”). 32. The Class Members are readily ascertainable. The number and identity of the Class Members are determinable from the records of Defendants. 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 any means permissible under Federal Rule of Civil Procedure. 7 33. The Class Members are so numerous that joinder of all members is impracticable. 34. Upon information and belief, there are in excess of forty (40) Class Members. 35. Common questions of law and fact exist as to all Class Members and predominate over any questions solely affecting individual Class Members. Such common questions will determine Defendants’ liability to all (or nearly all) Class Members. These common questions include: a. whether Defendants employed Plaintiff and the Class Members within the meaning of the NYLL; b. whether Defendants failed to keep true and accurate time records for all hours worked by Plaintiff and the Class Members; c. whether Defendants failed and/or refused to pay Plaintiff and the Class Members overtime premiums for all hours worked in excess of forty (40) hours per workweek; d. whether Defendants failed to reimburse Plaintiff and the Class Members for the cost of repairs, tickets and accidents; e. whether Defendants failed to reimburse Plaintiff and the Class Members for all uniform purchase and maintenance expenses; f. whether Defendants failed to provide accurate wage notice to Plaintiff and Class Members at the beginning of their employment and/or on February 1 of each year as required by the NYLL; g. whether Defendants failed to provide accurate wage statements to Plaintiff and Class Members with each payment of wages as required by the NYLL; h. whether Defendants’ failure to properly pay Plaintiff and the Class Members lacked 8 a good faith basis; and i. whether Defendants are liable for all damages claimed hereunder, including but not limited to compensatory damages, liquidated damages, interest, costs and disbursements and attorneys’ fees. 36. Plaintiff’s claims are typical of the Class Members’ claims. Plaintiff, like all Class Members, was a chauffeur of Defendants who worked for Defendants pursuant to their corporate policies. Plaintiff, like all Class Members, was, inter alia, not paid overtime premium pay for hours worked over forty (40) hours in a given workweek; not reimbursed for certain business expenses, including the cost of repairs, tickets and accidents; not reimbursed for uniform purchase and maintenance expenses; not provided proper wage statements with each of her wage payments; and not provided proper wage notice when hired or before February 1 of each year. If Defendants are liable to Plaintiff for the claims enumerated in this Complaint, they are also liable to all Class Members. 37. Plaintiff and her Counsel will fairly and adequately represent the Class. There are no conflicts between Plaintiff and the Class Members, and Plaintiff brings this lawsuit out of a desire to help all Class Members, not merely out of a desire to recover her own damages. 38. Plaintiff’s counsel are experienced class action litigators who are well-prepared to represent the interests of the Class Members. 39. A class action is superior to other available methods for the fair and efficient adjudication of this litigation. 40. Defendants are sophisticated parties with substantial resources. The individual plaintiff lacks the financial resources to vigorously prosecute a lawsuit in federal court against corporate defendants. 9 41. The individual members of the Class have no interest or capacity to bring separate actions; Plaintiff is unaware of any other currently pending litigation concerning this controversy; it is desirable to concentrate the litigation in one case; and there are no likely difficulties that will arise in managing the class action. 42. At all relevant times, Defendants have been in the car service business. According to Defendants’ website, “[s]ince its founding in 1968, two generations of the Farrell family have carried on our reputation for anticipating and exceeding the needs of those with discriminating tastes…the second generation of the Farrell Family continues to operate the company based on its founding principles. Farrell Limousine Service offers a variety of high quality, luxury vehicles that meet your every need, including limousines, town cars, SUVs, and an ever-growing stable of environmentally friendly and hybrid vehicles.” (http://www.farrellslimousine.com/about/). 43. Upon information and belief, most of the vehicles in Defendants’ fifty to eighty (50-80) car fleet are sedans. 44. Upon information and belief, Defendants have employed between fifty (50) and one hundred (100) drivers at any given time during the Relevant Time Period. 45. Defendants M. Farrell, P. Farrell and U. Farrell are frequent presences in the Farrell Limousine garage and take an active role in ensuring that the business is run in accordance with their policies and procedures. 46. Plaintiff Lee observed the Individual Defendants in the dispatcher’s room and elsewhere in the Farrell Limousine building on a daily basis and they occasionally gave drivers job assignments. 10 47. Upon information and belief, Defendants’ employees Randy Ramirez, Paul Leone and Paul Barcellos are current and former managers at Farrell Limousine. Upon information and belief, the Individual Defendants have been in constant contact with Ramirez, Leone, Barcellos and other managers to ensure that the business is operating in accordance with their standards and policies. Plaintiff’s Work for Defendants 48. Plaintiff Lee has worked for Defendants as a chauffeur from in or around September 19, 2009 through the present (the “Lee Employment Period”). 49. As a chauffeur, Lee primarily drives sedans, SUVs, vans and stretch limousines. While she occasionally drives a sixteen (16) passenger van, she primarily drives vehicles seating eight (8) passengers or fewer, including the driver, on a daily basis. Plaintiff Lee drives in New York and throughout the Northeast. 50. From the start of the Lee Employment Period to in or around early 2016, Plaintiff Lee typically worked five to seven (5-7) days per week for a total of approximately fifty to sixty (50-60), and sometimes up to seventy (70), hours per week. In or around early 2016, Plaintiff Lee became a part-time employee. Although she was scheduled to work four (4) days per week, Plaintiff Lee frequently worked five (5) or six (6), and sometimes seven (7) days per week when Defendants asked if she was available to work, for a total of between thirty (30) and forty-eight (48) hours per week. Although Plaintiff Lee was typically scheduled to work between 12:00 pm and 8:00 pm, she sometimes worked as late as 11:00 pm or 12:00 am, depending on her clients’ needs. 51. Throughout the Lee Employment Period, Plaintiff Lee received job assignments from Defendants’ dispatchers and, occasionally, from the Individual Defendants themselves. 11 Plaintiff Lee observed each of the Individual Defendants, M. Farrell, P. Farrell and U. Farrell, supervising employees and overseeing the operation of the business. 52. Plaintiff alleges that throughout her employment with Defendants, she has received the New York State minimum wage for time spent waiting for jobs from the dispatcher. Once Lee receives a job, her hourly rate increases depending on the type of vehicle that she is assigned. For example, Lee receives fifteen dollars ($15.00) per hour to drive a sedan, eighteen dollars ($18.00) per hour to drive an SUV or stretch limousine and twenty-two dollars ($22.00) per hour to drive a Mercedes-Benz. Plaintiff alleges that her pay drops down to minimum wage for time spent on standby between jobs. Throughout the Lee Employment Period, Plaintiff Lee has received her wages entirely in check. 53. Throughout the Lee Employment Period, Defendants kept track of Lee’s hours worked by requiring her to punch in and out on a timeclock located next to the dispatcher’s office. Additionally, Plaintiff alleges that once she finds her car in the garage after receiving an assignment, she signs in using an iPad and uses the device to indicate when she is on location, when a passenger comes onboard, when she makes a stop and when she has completed the job. 54. Although Plaintiff Lee frequently worked well in excess of forty (40) hours per week, she was paid her regular hourly rate for all hours for which she received compensation. Plaintiff alleges that Defendants began paying overtime premiums of one and one-half (1.5) times her regular hourly rate for hours worked in excess of forty (40) in a workweek in or around late 2015 or early 2016, presumably in response to a previously filed lawsuit against Defendants alleging similar violations to the ones complained of herein. 55. Plaintiff alleges that on at least two (2) occasions, she was required to pay Randy Ramirez, a manager, for tickets that she received while driving one of Defendants’ vehicles. 12 Plaintiff is further aware that other drivers, including Ed Weinberg, were similarly required to pay Defendants out of pocket for any damage to vehicles incurred on the job or for tickets they received while driving a Farrell vehicle. 56. Plaintiff was required to wear a suit, white shirt, dress shoes and a blue tie on the job. Although Defendants provided the ties free of charge, Defendants did not reimburse her for the costs of purchasing or maintaining the remainder of her uniform, certain components of which required dry cleaning. 57. Plaintiff Lee’s paystubs did not show an overtime rate from the start of her employment with Defendants through around late 2015. Additionally, while Plaintiff was required to sign a sheet of paper each year containing her hourly rate, she did not receive a wage notice showing her overtime rate. Defendants thus failed to provide Plaintiff with proper wage notices and wage statements. Defendants’ Unlawful Corporate Policies 58. Plaintiff and the Class Members were all paid pursuant to the same corporate policies of Defendants, including paying straight-time rates for all hours paid and failing to pay overtime premiums even though Plaintiff and the Class Members typically work well in excess of forty (40) hours per week. 59. Plaintiff has spoken with other drivers of Defendants, who similarly worked in excess of forty (40) hours during the Class Period and were similarly not paid overtime premiums for hours worked over forty (40) in a workweek. Defendants’ failure to pay Plaintiff and the Class Members overtime compensation of one and one-half (1.5) times their regular hourly rate for all hours worked over forty (40) hours per week was a corporate policy of Defendants, which applied to all of their hourly employees throughout the relevant period. 13 60. Plaintiff has spoken with other employees of Defendants who similarly did not receive a proper wage statement with each payment of wages showing their overtime rates. Defendants’ failure to provide proper wage statements in accordance with the requirements of the NYLL was a corporate policy that applied to all hourly employees throughout the relevant time period. 61. Defendants did not provide Plaintiff and the Class Members with proper wage notices at the time of hire or by February 1 of each year showing their overtime rates. 62. Upon information and belief, throughout the Class Period and continuing to today, Defendants have failed to maintain accurate and sufficient time and payroll records or provide such records to employees. 63. Throughout the Class Period and, upon information and belief, continuing until today, Defendants have likewise employed other individuals like Plaintiff in positions that require little skill and no capital investment. Upon information and belief, such individuals were not paid time and one-half when working in excess of forty (40) hours per week. 64. Plaintiff, on behalf of herself and the Collective Action Members, repeats and realleges each and every allegation of the preceding paragraphs hereof with the same force and effect as though fully set forth herein. 65. Defendants violated the FLSA overtime rights of Plaintiff and the Collective Action Members by improperly treating them as exempt from the FLSA when they performed non-exempt duties and failing to pay overtime premiums of one and one-half (1.5) times employees’ regular hourly rates for all hours worked in excess of forty (40) hours per week. 14 66. By failing to pay overtime at a rate not less than one and one-half times the regular rate of pay for work performed in excess of 40 hours per week, Defendants have violated and continue to violate the FLSA, 29 U.S.C. §§ 201 et seq., including 29 U.S.C. §§ 207(a)(1) and 215(a)(2). 67. The foregoing conduct, as alleged, constitutes a willful violation of the FLSA within the meaning of 29 U.S.C. § 255(a). 68. Defendants’ failure to pay overtime caused Plaintiff and the Collective Action Members to suffer loss of wages and interest thereon. Plaintiff and the Collective Action Members are entitled to recover from Defendants their unpaid overtime premium compensation, damages for unreasonably delayed payment of wages, liquidated damages, reasonable attorneys’ fees, and costs and disbursements of the action pursuant to 29 U.S.C. § 216(b). 69. Plaintiff, on behalf of herself and the Class Members, repeats and realleges each and every allegation of the preceding paragraphs hereof with the same force and effect as though fully set forth herein. 70. Defendants violated the NYLL overtime rights of the Plaintiff and the Class Members by improperly treating them as exempt from the NYLL when they performed non- exempt duties and failing to pay overtime premiums consisting of one and one-half (1.5) times employees’ regular hourly rates for all hours worked in excess of forty (40) hours per week. 71. Defendants willfully violated Plaintiff’s and the Class Members’ rights by failing to pay overtime compensation at a rate of not less than one and one-half times the regular rate of 15 pay for hours worked in excess of 40 each week, in violation of the NYLL and regulations promulgated thereunder. 72. Defendants’ failure to pay overtime premium compensation caused Plaintiff and the Class Members to suffer loss of wages and interest thereon. Plaintiff and the Class Members are entitled to recover from Defendants their unpaid overtime compensation, damages for unreasonably delayed payment of wages, liquidated damages, reasonable attorneys’ fees, and costs and disbursements of the action pursuant to NYLL §§ 663(1) et seq. 73. Plaintiff, on behalf of herself and the Class Members, repeats and realleges each and every allegation of the preceding paragraphs hereof with the same force and effect as though fully set forth herein. 74. Defendants have forced Plaintiff and the Class Members to pay to Defendants out- of-pocket expenses of Defendants’ business, specifically the cost of repairs, tickets and accidents. Accordingly, Defendants are required to compensate Plaintiff and the Class Members for all business expenses that Defendants wrongly made Plaintiff and the Class Members cover. 75. Defendants’ improper business expenses charged to Plaintiff caused Plaintiff and the Class Members to suffer loss of wages and interest thereon. Plaintiff and the Class Members are entitled to recover from Defendants the amount that Defendants took from their wages in the form of deductions, damages for unreasonably delayed payment of wages liquidated damages, reasonable attorneys’ fees, and costs and disbursements of the action pursuant to NYLL § 663(I) et al. 16 76. Plaintiff, on behalf of herself and the Class Members, repeats and realleges each and every allegation of the preceding paragraphs hereof with the same force and effect as though fully set forth herein. 77. Defendants willfully violated the rights of the Plaintiff and the Class Members by failing to reimburse them for the purchase of their required uniforms, and by failing to provide them with uniform maintenance pay, in violation of the NYLL §§ 650, et seq., and the regulations promulgated thereunder including N.Y. Comp. Code R. & Regs. tit. 12, §§ 137-1.8 (2009), 146- 78. Defendants’ uniform violations caused Plaintiff and the Class Members to suffer loss of wages and interest thereon. Plaintiff and the Class Members are entitled to recover from Defendants the amount that Defendants failed to reimburse Plaintiff and Class Members for the purchase of their uniforms and the amount that they failed to pay Plaintiff and Class Members for the maintenance of such uniforms, damages for unreasonably delayed payment of wages, liquidated damages, reasonable attorneys’ fees, and costs and disbursements of the action pursuant to NYLL § 663(I) et al. 79. Plaintiff, on behalf of herself and the Class Members, repeats and realleges each and every allegation of the preceding paragraphs hereof with the same force and effect as though fully set forth herein. 80. Defendants have willfully failed to supply Plaintiff and the Class Members a proper 17 wage statement as required by Article 6, § 195(3). 81. Due to Defendants’ violations of the NYLL, Plaintiff and the Class Members are entitled to recover from Defendants two hundred fifty dollars ($250) per employee for each workweek that the violations occurred or continue to occur, or a total of five thousand dollars ($5,000) per employee, as provided for by NYLL §§ 198(1-d) liquidated damages as provided for by the NYLL, reasonable attorneys’ fees, costs, pre-judgment and post-judgment interest, and injunctive and declaratory relief. 82. Plaintiff, on behalf of herself and the Class Members, repeats and realleges each and every allegation of the preceding paragraphs hereof with the same force and effect as though fully set forth herein. 83. Defendant has willfully failed to supply Plaintiff and the Class Members notice as required by Article 6, § 195, on the date of hire and February 1 of each year, in English or in the language identified by Plaintiff and the Class Members as their primary language, containing Plaintiff’s and Class Members’ rate or rates of pay and basis thereof, whether paid by the hour, shift, day, week, salary, piece, commission, or other; hourly rate or rates of pay and overtime rate or rates of pay if applicable; the regular pay day designated by the employer in accordance with NYLL, Article 6, § 191; the name of the employer; or any “doing business as” names used by the employer; the physical address of the employer’s main office or principal place of business, and a mailing address if different; the telephone number of the employer; plus such other information as the commissioner deems material and necessary. 18 84. Due to Defendants’ violations of the NYLL, Plaintiff and the Class Members are entitled to recover from Defendants fifty dollars ($50) per employee for each workweek that the violations occurred or continue to occur, or a total of five thousand dollars ($5,000) per employee, as provided for by NYLL, Article 6, § 198(1-b)., liquidated damages as provided for by the NYLL, reasonable attorneys’ fees, costs, pre-judgment and post-judgment interest, and injunctive and declaratory relief. Defendants’ Companies FAIR LABOR STANDARDS ACT – UNPAID OVERTIME (Brought on Behalf of Plaintiff and the Collective Action Members) NEW YORK LABOR LAW –WAGE NOTICE VIOLATIONS (Brought on Behalf of Plaintiff and the Class Members) NEW YORK LABOR LAW – WAGE STATEMENT VIOLATIONS (Brought on Behalf of Plaintiff and the Class Members) NEW YORK LABOR LAW – UNLAWFUL BUSINESS EXPENSE DEDUCTIONS (Brought on Behalf of Plaintiff and the Class Members) NEW YORK LABOR LAW – UNPAID OVERTIME (Brought on Behalf of Plaintiff and the Class Members) NEW YORK LABOR LAW – UNIFORM VIOLATIONS (Brought on Behalf of Plaintiff and the Class Members)

win

(Declaratory Relief) (on behalf of Plaintiff and the Class) 110. Plaintiff realleges and incorporates by reference the foregoing allegations as if set forth fully herein. 111. An actual controversy has arisen and now exists between the parties in that Plaintiff contends, and is informed and believes that Defendant denies, that Eataly.com contains access barriers denying blind customers the full and equal access to the goods, services and facilities of Eataly.com and by extension Eataly, which Eataly 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 blind. 112. 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. WHEREFORE, Plaintiff prays for judgment as set forth below. (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 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 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 blind individuals in New York State who have attempted to access Eataly.com and as a result have been denied access to the enjoyment of goods and services offered in Eataly, during the relevant statutory period.” 23. There are hundreds of thousands of visually impaired persons in New York State. There are approximately 8.1 million people in the United States who are visually impaired. Id. 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. 24. This case arises out of Defendant’s policy and practice of maintaining an inaccessible website denying blind persons access to the goods and services of Eataly.com and Eataly’s restaurant and store. Due to Defendant’s policy and practice of failing to remove access barriers, blind persons have been and are being denied full and equal access to independently browse, select and shop on Eataly.com and by extension the goods and services offered through Defendant’s website to Eataly’s New York location. 26. The claims of the named Plaintiff are typical of those of the class. The class, similarly to the Plaintiff, are severely visually impaired or otherwise blind, and claim that Eataly have violated the ADA, and/or the laws of New York by failing to update or remove access barriers on their website, Eataly.com, so it can be independently accessible to the class of people who are legally blind. 27. 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. 28. 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. References to Plaintiff shall be deemed to include the named Plaintiff and each member of the class, unless otherwise indicated. 31. Eataly operates Eataly’s location, the largest Italian marketplace, comprised of a restaurant, groceries and counters for food, baked goods and beverages. The company currently operates 1 location in the state of New York. 32. Eataly.com is a service and benefit offered by Eataly and Eataly’s New York location throughout the United States, including New York State. Eataly.com is owned, controlled and/or operated by Eataly. 33. Eataly.com is a commercial website that offers products and services for online sale that are available at Eataly’s location. The online store allows the user to browse grocery items, descriptions, product details and prices; view discounts and the availability of seasonal delicacies; find Eataly’s New York location; and perform a variety of other functions. 35. This case arises out of Eataly’s policy and practice of denying the blind access to Eataly.com, including the goods and services offered by Eataly through Eataly.com. Due to Eataly’s failure and refusal to remove access barriers to Eataly.com, blind individuals have been and are being denied equal access to Eataly’s New York location, as well as to the numerous goods, services and benefits offered to the public through Eataly.com. 36. Eataly denies the blind access to goods, services and information made available through Eataly.com by preventing them from freely navigating Eataly.com. 37. The Internet has become a significant source of information for conducting business and for doing everyday activities such as shopping, banking, etc., for sighted and blind persons. 38. The blind access websites by using keyboards in conjunction with screen-reading software which vocalizes visual information on a computer screen. Except for a blind person whose residual vision is still sufficient to use magnification, screen access software provides the only method by which a blind person can independently access the Internet. Unless websites are designed to allow for use in this manner, blind persons are unable to fully access Internet websites and the information, products and services contained therein. 40. Eataly.com contains access barriers that prevent free and full use by Plaintiff and blind persons using keyboards and screen reading software. These barriers are pervasive and include, but are not limited to: lack of alt-text on graphics, inaccessible forms, inaccessible image maps, the lack of adequate prompting and labeling; the denial of keyboard access; and the requirement that transactions be performed solely with a mouse. 42. Similarly, Eataly.com lacks accessible image maps. An image map is a function that combines multiple words and links into one single image. Visual details on this single image highlight different "hot spots," which, when clicked on, allow the user to jump to many different destinations within the website. For an image map to be accessible, it must contain alt-text for the various "hot spots." The image maps on Eataly.com do not contain adequate alt-text and are therefore inaccessible to Plaintiff and other blind individuals. 43. Eataly.com also lacks prompting information and accommodations necessary to allow blind shoppers who use screen readers to locate and accurately fill-out online forms. On a shopping site such as Eataly.com, these forms include search fields to locate food, beverage, and bakery items, fields that specify the number of items desired, and fields used to fill-out personal information, including address and credit card information. Due to the lack of adequate labeling, Plaintiff and blind customers cannot easily make purchases or inquiries as to Eataly’s food and drink items or specials, nor can they enter their personal identification and financial information with confidence and security. 44. More specifically, Plaintiff and blind persons cannot assess whether an item, such as food, gift cards, or gifts, have been added to the online shopping cart because the added item presents in the form of a pop-up on the site. Therefore, Plaintiff and blind persons would have to rely on a sighted person to confirm that the item has been added to the cart and complete the transaction. Additionally, the employment opportunities are read as a list with no distinctions, where a sighted person could see that it is arranged according to city, and it is impossible for a blind person to find the address of the New York location on the website. 46. Eataly.com requires the use of a mouse to complete a transaction. Yet, it is a fundamental tenet of web accessibility that for a web page to be accessible to Plaintiff and blind people, it must be possible for the user to interact with the page using only the keyboard. Indeed, Plaintiff and blind users 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. Thus, Eataly.com’s inaccessible design, which requires the use of a mouse to complete a transaction, denies Plaintiff and blind customers the ability to independently make purchases on Eataly.com. 47. Due to Eataly.com’s inaccessibility, Plaintiff and blind customers must in turn spend time, energy, and/or money to make their purchases at the Eataly New York location. Some blind customers may require a driver to get to the restaurant and store or require assistance in navigating the space. By contrast, if Eataly.com was accessible, a blind person could independently investigate products and programs and make purchases via the Internet as sighted individuals can and do. 48. Eataly.com thus contains access barriers which deny full and equal access to Plaintiff, who would otherwise use Eataly.com and who would otherwise be able to fully and equally enjoy the benefits and services of Eataly’s restaurant and store in New York State. 49. Plaintiff JOSE DEL-ORDEN has made numerous attempts to complete a purchase on Eataly.com, most recently in March 2016, but was unable to do so independently because of the many access barriers on Defendant’s website, causing Eataly.com to be inaccessible and not independently usable by, blind and visually impaired individuals. 51. These barriers to access have denied Plaintiff full and equal access to, and enjoyment of, the goods, benefits and services of Eataly.com and Eataly restaurant and store. 52. Eataly engaged in acts of intentional discrimination, including but not limited to the following policies or practices: (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. 53. Eataly utilizes standards, criteria or methods of administration that have the effect of discriminating or perpetuating the discrimination of others. 54. Plaintiff realleges and incorporates by reference the foregoing allegations as if set forth fully herein. 56. Eataly restaurant and store located in New York State and throughout the United States is a sales establishment and public accommodation within the definition of 42 U.S.C. § 12181(7)(E). Eataly.com is a service, privilege or advantage of Eataly’s New York location. Eataly.com is a service that is by and integrated with these restaurants. 57. Defendant is subject to Title III of the ADA because they own and operate Eataly. 58. 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. 59. 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 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. 60. 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.” 62. There are readily available, well established guidelines on the Internet for making websites accessible to the blind and visually impaired. These guidelines have been followed by other large business entities 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 their website accessible would neither fundamentally alter the nature of Defendant’s business nor result in an undue burden to Defendant. 63. The acts alleged herein constitute violations of Title III of the ADA, 42 U.S.C. § 12101 et seq., and the regulations promulgated thereunder. Patrons of Eataly who are blind have been denied full and equal access to Eataly.com, 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. 64. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 65. 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 Eataly.com and Eataly in violation of Title III of the Americans with Disabilities Act, 42 U.S.C. §§ 12181 et seq. and/or its implementing regulations. 67. 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. 68. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 69. 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. 70. Plaintiff realleges and incorporates by reference the foregoing allegations as though fully set forth herein. 71. 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.” 73. Defendant is subject to New York Human Rights Law because they own and operate the Eataly and Eataly.com. Defendant is a person within the meaning of N.Y. Exec. Law § 292(1). 74. Defendant is violating N.Y. Exec. Law § 296(2)(a) in refusing to update or remove access barriers to Eataly.com, causing Eataly.com and the services integrated with Eataly’s New York 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. 75. 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.” 76. 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.” 78. 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 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. 79. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 80. 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 in the full and equal enjoyment of the goods, services, facilities, privileges, advantages, accommodations and/or opportunities of Eataly.com and Eataly 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 class will continue to suffer irreparable harm. 82. 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. 83. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 84. 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. 85. Plaintiff served notice thereof upon the attorney general as required by N.Y. Civil Rights Law § 41. 86. Plaintiff realleges and incorporates by reference the foregoing allegations as though fully set forth herein. 87. 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 …” 89. Eataly located in New York State and throughout the United States are sales establishments and public accommodations within the definition of N.Y. Civil Rights Law § 40- c(2). Eataly.com is a service, privilege or advantage of Eataly. Eataly.com is a service that is by and integrated with these restaurants. 90. Defendant is subject to New York Civil Rights Law because they own and operate Eataly and Eataly.com. Defendant is a person within the meaning of N.Y. Civil Law § 40-c(2). 91. Defendant is violating N.Y. Civil Rights Law § 40-c(2) in refusing to update or remove access barriers to Eataly.com, causing Eataly.com and the services integrated with Eataly 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. 92. There are readily available, well established guidelines on the Internet for making websites accessible to the blind and visually impaired. These guidelines have been followed by other large business entities 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 their website accessible would neither fundamentally alter the nature of Defendant’s business nor result in an undue burden to Defendant. 94. Specifically, under NY Civ 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 …” 95. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 96. 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. 97. 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. 98. Plaintiff realleges and incorporates by reference the foregoing allegations as if set forth fully herein.

win

18. Plaintiff re-alleges and incorporates by reference the above paragraphs as if fully set forth herein. 19. Plaintiff, those similarly situated, and the members of the putative FLSA Collective and Minnesota Rule 23 Class are or were employed by Defendant as hourly or non-salaried health care workers to provide companionship and related health care services for the elderly, ill or disabled in nursing homes. 20. Defendant has suffered and permitted Plaintiff to regularly work more than forty (40) and/or forty eight (48) hours in certain workweeks. Upon information and belief, Defendant has also suffered and permitted the members of the putative FLSA Collective, and members of the putative Minnesota Rule 23 Class to regularly work more than forty (40) and/or forty eight (48) hours in certain workweeks. 21. Plaintiff and those similarly situated were not compensated in accordance with the FLSA and/or the MFLSA because they were not paid proper overtime wages for all hours worked in excess of forty (40) and/or forty eight (48) hours per workweek. Specifically, rather than paying them 1.5 times their regular rate of pay for all hours worked over forty (40) in a workweek, which is required by the FLSA (29 U.S.C. § 207), and/or over forty eight (48) in a workweek, which is required by the MFLSA (Minn. Stat. § 177.25), Defendant paid them “straight time” for their overtime hours worked. 6 22. Defendant is aware, or should have been aware, that Plaintiff, the putative FLSA Collective, and members of the putative Minnesota Rule 23 Class perform work that requires them to work overtime. Defendant assigns Plaintiff’s work schedule and requires Plaintiff, those similarly situated, and members of the putative Minnesota Rule 23 Class to report their work hours via weekly timesheets, which routinely reflect overtime hours. 23. During her employment with Defendant, Plaintiff’s hours varied from week to week. For example, in 2014 until approximately January 2017, Plaintiff typically worked for Defendant approximately sixty (60) (or more) hours per week. 24. Plaintiff re-alleges and incorporates by reference all allegations in the preceding paragraphs. 25. Plaintiff brings Count I individually and on behalf of all similarly situated individuals. As mentioned above, the putative FLSA Collective is defined as follows: All current or former hourly or non-salaried health care workers employed by Defendant at any time from three years prior to the filing of this Complaint (the “FLSA Collective”). 26. Pursuant to the FLSA, 29 U.S.C. § 207, employers are generally required to pay overtime compensation at an hourly rate of 1.5 times an employee’s regular rate of pay for hours worked over forty (40) in a workweek. 7 27. Defendant has violated, and is violating, the provisions of the FLSA, 29 U.S.C. §§ 207 and 215(a)(2), by not paying hourly or non-salaried health care workers, like Plaintiff and the putative FLSA Collective, overtime as required by law. 28. Defendant is aware that it is not and was not compensating Plaintiff, the putative FLSA Collective, and the members of the putative Minnesota Rule 23 Class properly for overtime, because, for example, CNAs complained to Defendant about not receiving 1.5 times their regular rate for overtime hours worked. 29. Defendant knowingly, willfully, or in reckless disregard of the law, maintained an illegal practice of failing to pay Plaintiff and the putative FLSA Collective proper overtime compensation for hours worked over forty (40) in a workweek. 30. Plaintiff re-alleges and incorporates by reference the above paragraphs as if fully set forth herein. 31. Pursuant to Fed. R. Civ. P. 23(a) and 23(b), Plaintiff brings Counts II of this action individually and on behalf of all similarly situated individuals. As mentioned above, the putative Minnesota Rule 23 Class is defined as follows: All current and former hourly or non-salaried health care workers employed by Defendant at any time from three years prior to the filing of this Complaint (the “Minnesota Rule 23 Class”). 32. The persons in the Minnesota Rule 23 Class are so numerous that joinder of all members of the proposed Minnesota Rule 23 Class is impracticable. While the precise number of class members has not been determined at this time, Defendant, on 8 information and belief, has employed hundreds of individuals as hourly or non-salaried health care workers during the applicable statute of limitations period. Plaintiff and the putative Minnesota Rule 23 Class have been equally affected by Defendant’s violations of law. 33. There are questions of law and fact common to the putative Minnesota Rule 23 Class that predominate over any questions solely affecting individual members of the putative Minnesota Rule 23 Class, including but not limited to the following: a. Whether Defendant violated Minnesota law for failure to pay overtime wages due and owing; b. The proper measure and calculation of damages; and c. Whether Defendant’s actions were willful or in good faith. 34. Plaintiff’s claims are typical of those members of the putative Minnesota Rule 23 Class. Plaintiff, like other members of the putative Minnesota Rule 23 Class, was subject to Defendant’s practices and policies described in this Complaint. Further, Plaintiff’s job duties are typical of the putative Minnesota Rule 23 Class, as all class members are or were hourly or non-salaried health care workers working in nursing homes. 35. Plaintiff will fairly and adequately protect the interest of the putative Minnesota Rule 23 Class, and has retained counsel experienced in complex wage and hour class and collective action litigation. 36. This action is properly maintainable as a class action under Fed. R. Civ. P. 23(b)(3) because questions of law or fact predominate over any questions affecting individual class members, and a class action is superior to other methods in order to 9 ensure a fair an efficient adjudication of this controversy because, in the context of wage and hour litigation, individual plaintiffs lack the financial resources to vigorously prosecute separate lawsuits in federal court against large corporate defendants. Class litigation is also superior because it will preclude the need for unduly duplicative litigation resulting in inconsistent judgments pertaining to Defendant’s policies and practices. There do not appear to be any difficulties in managing this class action. 37. Plaintiff intends to send notice to all members of the putative Minnesota Rule 23 Class to the extent required by Fed. R. Civ. P. 23. IX. 38. Plaintiff individually, and on behalf of the FLSA Collective, re-alleges and incorporates by reference all allegations in the preceding paragraphs. 39. The FLSA, 29 U.S.C. § 207, requires employers to pay non-exempt employees 1.5 times the regular rate of pay for all hours worked over forty (40) hours per workweek. 40. Defendant suffered and permitted Plaintiff and the putative FLSA Collective to routinely work more than forty (40) hours in a workweek without proper overtime compensation as required by the FLSA, 29 U.S.C. § 201 et seq. and its implementing regulations. 10 41. Defendant knew, or showed reckless disregard for the fact, that it failed to pay these individuals proper overtime compensation in violation of the FLSA. 42. Defendant’s failure to comply with the FLSA overtime protections caused Plaintiff and the putative FLSA Collective to suffer loss of wages and interest thereon. 43. Plaintiff and the putative FLSA Collective are entitled to unpaid overtime, liquidated damages, and attorneys’ fees and costs under the FLSA. 44. Plaintiff, individually and on behalf of the putative Minnesota Rule 23 Class, re-alleges and incorporates by reference the above paragraphs as if fully set forth herein. 45. Plaintiff and the putative Minnesota Rule 23 Class were or are employees of Defendant within the meaning of the MFLSA, Minn. Stat. §§ 177.23 and 177.24. 46. Defendant was or is the employer of Plaintiff and the putative Minnesota Rule 23 Class within the meaning of the MFLSA, Minn. Stat. §§ 177.23 and 177.24. 47. The MFLSA requires employers to pay their employees for hours worked in excess of forty eight (48) in an individual work week at a rate no less than one and one-half times their regular hourly rate of pay. 48. When Defendant paid Plaintiff and the putative Minnesota Rule 23 Class straight time, rather than the required one and one-half times their regular hourly rate for hours worked over forty eight (48) in a workweek, it violated the MFLSA. 11 49. The foregoing conduct constitutes a willful violation of the MFLSA within the meaning of Minn. Stat. § 541.07. 50. As a direct and proximate result of Defendant’s unlawful conduct, Plaintiff and the putative Minnesota Rule 23 Class have suffered damages in an amount to be determined at trial. FAIR LABOR STANDARDS ACT – 29 U.S.C. § 201, et seq. On Behalf of Plaintiff and the FLSA Collective against Defendant VIOLATION OF THE MINNESOTA FAIR LABOR STANDARDS ACT – Minn. Stat. § 177.21, et seq. On Behalf of Plaintiff and the Putative Minnesota Rule 23 Class against Defendant

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21. Defendant markets, sells, and distributes personal-care products, including the Products. 22. Knowing that consumers like Plaintiff are increasingly interested in purchasing products that do not contain potentially harmful artificial, synthetic ingredients and chemicals, Defendant has sought to take advantage of this growing market by labeling certain products as “Naturals.” 23. Seeking to profit from the increasing demand for truly natural products, Defendant sells a number of hair-care products under the name “Andalou Naturals,” including: • Andalou Naturals Argan & Sweet Orange Shampoo; • Andalou Naturals Lavender & Biotin Shampoo; • Andalou Naturals Sunflower & Citrus Shampoo; • Andalou Naturals Argan Stem Cells Shampoo; • Andalou Naturals Argan & Sweet Orange Conditioner; • Andalou Naturals Lavender & Biotin Conditioner; • Andalou Naturals Sunflower & Citrus Conditioner; and • Andalou Naturals Argan Stem Cells Conditioner. 25. The labels of the Products are deceptive, unfair, false, and misleading in that Defendant represents that the Products are “Naturals” when they in fact contain the Synthetic Ingredients. 26. The Products, however, are not “Naturals” because they contain the Synthetic Ingredients. 28. Sodium Benzoate is a synthetically-manufactured preservative that can cause allergic and asthmatic reactions and may be linked to ADHD. It can also be cancer-causing when combined with Citric or Ascorbic Acid. 29. Potassium Sorbate is a synthetically-manufactured preservative that may cause allergic reactions, rashes, and irritation to the skin and eyes. 30. Exthylexylglycerin is a synthetic skin-conditioning agent and preservative that has been shown to be an allergen that can cause contact dermatitis. 31. Because the Products contain the Synthetic Ingredients, two of which in combination are believed to create a carcinogen, Defendant’s representations that the Products are “Naturals” is deceptive, unfair, and false. 32. The label of each of the Products is substantially similar. 33. Like the FTC, Plaintiff and reasonable consumers reasonably believe and assume that products labeled “Naturals” do not contain any artificial or synthetic substances. Neither Plaintiff nor any reasonable consumer would expect to find synthetic ingredients in Products labeled and named “Naturals.” 34. No reasonable consumer would know or should know when reviewing the Products’ labels that Sodium Benzoate, Citric Acid, Potassium Sorbate, and Exthylexylglycerin are not natural ingredients. 36. Defendant’s misrepresentation constitutes unfair or deceptive acts or practices, including but not limited to the use or employment of any deception, fraud, false pretense, false promise, misrepresentation within the meaning of the ICFA. 37. For class certification purposes, the term “Andalou Naturals Shampoo and Conditioner Products” includes the following Products: a. Andalou Naturals Argan & Sweet Orange Shampoo; b. Andalou Naturals Lavender & Biotin Shampoo; c. Andalou Naturals Sunflower & Citrus Shampoo; d. Andalou Naturals Argan Stem Cells Shampoo; e. Andalou Naturals Argan & Sweet Orange Conditioner; f. Andalou Naturals Lavender & Biotin Conditioner; g. Andalou Naturals Sunflower & Citrus Conditioner; and h. Andalou Naturals Argan Stem Cells Conditioner. 38. For class certification purposes, the “Class Period” is defined as the five years preceding the filing of the Complaint in this case, which is August 10, 2011, through the present. 40. Excluded from the Classes are: (a) federal, state, and/or local governments, including, but not limited to, their departments, agencies, divisions, bureaus, boards, sections, groups, counsels, and/or subdivisions; (b) any entity in which Defendant has a controlling interest, to include, but not limited to, their legal representative, heirs, and successors; (c) all persons who are presently in bankruptcy proceedings or who obtained a bankruptcy discharge in the last three years; and (d) any judicial officer in the lawsuit and/or persons within the third degree of consanguinity to such judge. 41. Upon information and belief, the Classes consist of thousands of purchasers. Accordingly, it would be impracticable to join all Class Members before the Court. 43. The claims of the Plaintiffs are typical of the claims of Class Members, in that they share the above-referenced facts and legal claims or questions with Class Members, there is a sufficient relationship between the damage to Plaintiffs and Defendant’s conduct affecting Class Members, and Plaintiffs have no interests adverse to the interests other Class Members. 44. Plaintiffs will fairly and adequately protect the interests of Class Members and have retained counsel experienced and competent in the prosecution of complex class actions including complex questions that arise in consumer protection litigation. 46. Because Plaintiffs seek relief for the entire Classes, the prosecution of separate actions by individual members of the Classes would create a risk of inconsistent or varying adjudications with respect to individual member of the Classes, which would establish incompatible standards of conduct for Defendant. 48. Defendant has acted on grounds that apply generally to the Classes, so that final injunctive relief or corresponding declaratory relief is appropriate respecting the class as a whole.

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16. On or about October 6, 2020, Plaintiff received a text message on his personal cellular telephone stating “Hey there! This is Carvertise – we pay you to advertise on your car… and you matched with a $300 campaign! Woohoo! Learn more here: https://nxt.to/1gXJjyF.” A screenshot of the October 6, 2020 text is attached hereto as Exhibit A. 17. The text message provides promotional content for Defendant’s products or services and was sent with the goal of enticing Plaintiff to utilize its products and services and to contact Defendant to learn more about them. 18. The Text is impersonal in nature and the message utilizes boilerplate language. Thus, on information and belief, the Text was sent to recipients en masse. 19. Based on the foregoing, no human directed the text message to Plaintiff’s cellular number; rather, Plaintiff’s number was called using a random or sequential number generator with the capacity to store or produce those numbers. In other words, on information and belief, Defendant sent or transmitted, or had sent or transmitted on its behalf, the Text to Plaintiff’s cellular telephone using an automatic telephone dialing system as defined by 47 U.S.C. § 227(b)(1)(A) and the FCC. 1 Information obtained from Defendant’s website, www.carvertise.com, last visited October 7, 2020. 5 20. Plaintiff never provided his cellular telephone number to Defendant. 21. Plaintiff never requested, desired, permitted, or otherwise provided his prior express consent to Defendant to send or transmit the Text or any other texts to his cellular telephone. 22. Plaintiff never provided his prior express written consent to Defendant to send or transmit the Text or any other advertisement or telemarketing to his cellular telephone. 23. As a result of receiving the Text, Plaintiff incurred expenses to his wireless service, wasted data storage capacity, suffered the nuisance, waste of time, and aggravation that accompanies receipt of such unauthorized advertisements, and was subjected to an intrusion upon his seclusion and invasion of privacy. 24. On information and belief, Defendant sent the Text, or other text messages, en masse to a list of thousands of randomly generated cellular telephone numbers using an ATDS. 25. On information and belief, Defendant sent the Text, or other text messages, to Plaintiff and the Class members using equipment that had the capacity to store or produce telephone numbers to be called using a random or sequential number generator, and to dial such numbers without human intervention. 26. On information and belief, Plaintiff and the Class members did not provide Defendant with prior express written consent to receive such text messages and, as a result, incurred expenses to their wireless services, wasted data storage capacity, suffered the aggravation that accompanies receipt of such unauthorized advertisements, and were subjected to an intrusion upon seclusion. 6 27. Pursuant to Fed. R. Civ. P. 23(a) and (b)(3), Plaintiff brings this class action on behalf of the following Classes: Autodialed Class All individuals in the United States who, within the four years prior to the filing of the instant Complaint, received one or more texts to their cellular telephones from Defendant through the use of an automatic dialing system and who did not provide prior express consent to receive such text messages. Autodialed Telemarketing Class All individuals in the United States who, within the four years prior to the filing of the instant Complaint, received calls and/or texts advertising Defendant’s property, goods, or services to their cellular telephones from Defendant through the use of an automatic dialing system and who did not provide prior express written consent to receive such calls/texts. Excluded from the Classes are the Defendant and its officers, directors, employees, and agents and members of the Judiciary. Plaintiff reserves the right to amend the class definition upon completion of class certification discovery. 28. 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 Classes 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 (40) based on Defendant’s use of automated and impersonal text message content sent via a telephone number with an automated message center. 29. 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: 7 a. Whether Defendant sent non-emergency text messages to Plaintiff and the Class members’ cellular telephones using an automatic telephone dialing system; b. Whether Defendant had prior express written consent to send its automated text messages; c. Whether Defendant’s conduct was knowing and/or willful; d. Whether Defendant is liable for damages, and the amount of such damages; and; e. Whether Defendant should be enjoined from such conduct in the future. 30. Typicality (Fed. R. Civ. P. 23(a)(3)): Plaintiff’s claims are typical of the claims of all Class members. Plaintiff received the same or substantially similar unsolicited text messages as the other Class members sent by or on behalf of Defendant advertising the availability or quality of goods and services of the Defendant during the Class Period. Plaintiff is making the same claims and seeking the same relief for himself and all Class members based upon the same federal statute. Defendant has 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 other text messages. 31. Fair and Adequate Representation (Fed. R. Civ. P. 23(a)(4)): Plaintiff will fairly and adequately represent and protect the interests of the class. Plaintiff is interested in this matter, has no conflicts, and has retained experienced class counsel to represent the class. 32. 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 Plaintiff’s claims will also prove the claims of the Class without the need for separate or individualized proceedings; 8 b. Evidence regarding defenses or any exceptions to liability that Defendant may assert and attempt to prove will come from Defendant’s records and will not require individualized or separate inquiries or proceedings; c. Defendant has acted and is continuing to act pursuant to common policies or practices in the same or similar manner with respect to Plaintiff and 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 e. This case is inherently manageable as a class action in that: i. Defendant identified persons or entities to receive the unauthorized text messages and Defendant’s computer and business records will likely enable Plaintiff to readily identify class members and establish liability and damages; ii. Liability and damages can be established for Plaintiff and the Class with the same common proofs; iii. Statutory damages are provided for in the statute and are the same for Plaintiff and 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 Defendant’s practices; and 9 vi. As a practical matter, the claims of the Class are likely to go unaddressed absent class certification. Violation of 47 U.S.C. § 227(b)(1)(A)(iii) – ATDS/Telemarketing Calls 33. As stated, the TCPA prohibits the use of auto-dialers to make any call to a cellular telephone number in the absence of an emergency or the prior express consent of the person being called. 47 U.S.C. § 227(b)(1)(A)(iii). The FCC has further clarified that, except for calls made by tax-exempt nonprofit organizations or health care messages, any telephone call using an automatic telephone dialing system that includes or introduces an advertisement or constitutes telemarketing must have prior express written consent as provided at 47 C.F.R. § 64.1200(f)(8) to be compliant with the TCPA. 47 C.F.R. § 64.1200(a)(2) (emphasis added). 34. Plaintiff received at least one text from Defendant on October 6, 2020. The Text is an advertisement as defined by 47 C.F.R. § 64.1200(f)(1) because it promotes Defendant’s property, goods, or services. 35. The Text was an impersonal advertisement from Defendant and sent to Plaintiff’s cellular telephone. 36. Plaintiff provided neither his prior express consent nor his prior express written consent to receive such text. 37. Based on the foregoing, on information and belief, Defendant sent the same or substantially similar texts to the Class members en masse without their prior express consent or prior express written consent. 38. Defendant sent the Text, or had it made and sent on its behalf, using an automatic telephone dialing system or device which has the capacity to store or produce telephone numbers to be called using a random or sequential number generator, and to dial such numbers. 10 39. Defendant utilized equipment that sent text messages, including the Text here, to Plaintiff and other Class members simultaneously and without human intervention. 40. By making such call and sending such text to Plaintiff and the Class, Defendant violated 47 U.S.C. § 227(b)(1)(A)(iii). 41. As a result of Defendant’s conduct and pursuant to § 227(b)(3) of the TCPA, Plaintiff and Class members were harmed and are each entitled to a minimum of $500.00 in damages for each violation. To the extent the Court finds that Defendant’s conduct was knowing or willful, the Court may treble the amount of damages. Plaintiff and the Class are also entitled to an injunction against future calls and/or texts by or on behalf of Defendant that utilize an ATDS. WHEREFORE, Plaintiff, GEORGE KOSTAKIS, individually and on behalf of all others similarly situated, demands judgment in his favor and against Defendant, CARVERTISE, INC., as follows: A. That the Court adjudge and decree that the present case may be properly maintained as a class action, appoint 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 award treble damages if the violations were done willfully and/or knowingly; C. That the Court award prejudgment interest from the date the Text was sent to the date the Court enters judgment; D. That the Court enjoin the Defendant from additional violations; and E. That the Court award costs and such further relief as the Court may deem just and proper. 11 Respectfully submitted, GEORGE KOSTAKIS, individually and as the representative of a class of similarly-situated persons, By: /s/ Ryan M. Kelly Ryan M. Kelly

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35. On March 10, 2020, Governor Whitmer declared a state of emergency throughout the State of Michigan by issuing Executive Order 2020-4. The emergency relates to the spread of COVID-19, a public-health emergency as recognized by the World Health Organization and the United States Center for Disease Control and Prevention. 36. Since then, Governor Whitmer has issued several dozen additional executive orders related to COVID-19. The orders that resulted in this litigation are 2020-21 and 2020-42. 38. Governor Whitmer’s Executive Order 2020-42, attached as Exhibit 2, took effect on April 9, 2020. The Order extended the timeline in Order 2020-21 and greatly expanded the Michigan government’s restriction on the ability of businesses to operate. 39. Executive Order 2020-42 notes that the Governor considers the Order’s prohibitions to be “necessary to protect life and property or to bring the emergency situation within the affected area under control” under MCL 10.31(1). In other words, the Order’s adverse impact on private businesses is for a public purpose. 40. Under Paragraph 4 of Executive Order 2020-42, “No person or entity shall operate a business or conduct operations that require workers to leave their homes or places of residence except to the extent that those workers are necessary to sustain or protect life or to conduct minimum basic operations.” 42. Even while prohibiting the commercial services that Plaintiffs provide, Executive Order 2020-42 tacitly concedes that such services do not create a public-health risk by authorizing those same activities to be performed by government employees. 43. In Paragraph 6(b) of the Order, the Governor allows “[a]ll in-person government activities at whatever level (state, county, or local)” that involve “the maintenance of safe and sanitary public parks so as to allow for outdoor activity.” 44. This means that a county employee may mow grass, apply pesticides, cut back obstructive trees and shrubbery, and the like. 45. As the above-quoted FAQ makes clear, homeowners can engage in these same activities if tending to their own yards. 46. Such authorized activities make perfect sense. Unlike in-person purchasing of alcohol, tobacco, or lottery tickets, all of which will require some person-to-person interaction at a store—such as checking a customer’s age on a government-issued ID—mowing the lawn, trimming foliage, and planting shrubbery can easily take place (and typically do) with no person- to-person contact whatsoever. 47. Similarly, because Executive Order 2020-42 does not prohibit online purchases, a private homeowner could purchase plants and other landscaping materials online, have those products to delivered to their home, and install the plants and other materials without issue. But the Order prohibits the same homeowner from engaging in the exact same activity if it involves purchasing plants and landscaping materials at a local brick-and-mortar retail garden center, even if the center has arranged for curbside pickup. 49. Any business that violates Executive Order 2020-42 is subject to severe fines and penalties, even those that could operate with appropriate social distancing and other measures to mitigate the spread of COVID-19, including appropriate work conditions and precautions when obtaining fuel at a gas station. Further, the office of Attorney General Nessel has communicated its intent to enforce the Order. The impact on Plaintiffs 50. Because of its threat of fines and criminal penalties, Executive Order 2020-42 shuts down lawn care, landscaping, and retail-garden businesses altogether. Plaintiff companies and similarly situated businesses have lost the ability to use their real and personal property in any economically beneficial manner. Plaintiff employees have lost their ability to work at their jobs and receive their regular pay and health benefits. 51. Spring and early summer are particularly damaging times for these businesses to be closed. Unlike other businesses that provide goods and services year round, landscapers, lawn- care companies, and retail garden centers have a defined work season that begins in earnest approximately March 15th of each year and ends in late October. 52. Plaintiffs, collectively and as representatives of their respective classes, are losing hundreds of millions of dollars in inventory and business opportunities as a result of the Governor’s actions. They are also experiencing harm to their reputations and their relationships with employees, vendors, and customers 53. The State of Michigan has not offered Plaintiffs or similarly situated businesses appropriate compensation for this total seizure of their businesses. 55. There are additional constitutional problems with Executive Order 2020-42. 56. The Order is not neutral because some private businesses enjoy exemption from the Order and other businesses with the same characteristics do not. 57. The Order does not apply equally to all private businesses. 58. The Order does not differentiate between those private businesses containing a heightened risk of viral transfer—such as restaurants, bars, and other in-person services—and those private businesses which are not likely to perpetuate viral spread. 59. In fact, the Order allows many of these high-spread businesses to stay open if the business adopts measures—such as those already used by Plaintiffs—to limit customer contacts. So while it continues to be permissible for Michigan citizens to walk into a grocery or convenience store to buy lottery tickets or alcohol, retail garden centers are prohibited from engaging in any sales whatsoever, even for curbside pickup, involving no person-to-person interaction. 60. Executive Order 2020-42 is not generally applicable because Defendants have waived its application to many businesses. 61. The Order is not generally applicable because it does not apply equally to all businesses that can accomplish their purpose without in-person interactions with customers. 62. The Order is not generally applicable because Defendants exempted certain private businesses from its application arbitrarily. 63. The Order is neither neutral or generally applicable because Defendants have exempted certain private businesses that can accomplish their purpose without in-person contact, but not Plaintiffs. 65. The Order deprives Plaintiffs’ of their liberty without due process of law. The Order also infringes on Plaintiffs’ freedom of movement and fundamental right to travel. Impact on the public 66. Some members of the public are physically incapable of performing the landscaping and lawn-care services that Plaintiffs provide. They hire Plaintiffs and similarly situated companies and employees to provide these services for them. 67. Because Executive Order 2020-42 prevents Plaintiffs from performing services, these members of the public are left with few options. 68. Notwithstanding all this, local governments are starting to issue citations for property owners who cannot keep up with their yard work: Request for an Injunction 70. Preliminarily enjoining enforcement of Executive Order 2020-42 as applied to Plaintiffs will not harm the State or its citizens. 71. In addition, an injunction will further the public interest by ensuring that commerce is not impaired by the prohibition on landscaping, lawn-care, and retail-garden services. 72. As set forth fully in Plaintiffs’ Emergency Motion for Preliminary Injunction and accompanying Memorandum in support, Plaintiffs are likely to succeed on their claims that the Governor’s Order violates the Commerce Clause of the U.S. Constitution (U.S. Const. Art. I, Sec. 8, cl. 3); the Takings Clause of the Fifth Amendment to the U.S. Constitution; the Fourth Amendment to the U.S. Constitution; the Due Process Clause of the Fourteenth Amendment to the U.S. Constitution; and 42 U.S.C. § 1983. Class action allegations 73. Plaintiffs bring this action on behalf of themselves and as a class action, pursuant to the provisions of Rule 23 of the Federal Rules of Civil Procedure and on behalf of the following Classes: 74. Class 1: All landscaping companies that perform services in the State of Michigan and who have taken appropriate safeguards to ensure social distancing in the contracting for and performance of landscaping services. 75. Class 2: All lawn-care companies that perform services in the State of Michigan and who have taken appropriate safeguards to ensure social distancing in the contracting for and performance of landscaping services. 77. Class 4: All Michigan businesses that have been unable to put to valuable use all their real and personal property as a result of Executive Orders 2020-21 and 2020-42. Numerosity: Fed. R. Civ. P. 23(a)(1) 78. The members of the four proposed Classes are so numerous and geographically dispersed that individual joinder of all Class members is impracticable. Plaintiffs believe that there are hundreds of members of Classes 1-3 and many thousands of members of Class 4, the precise number being unknown to Plaintiffs, but such number being ascertainable from Defendants’ records regarding entities licensed to do business in the State of Michigan. Class members may be notified of the pendency of this action by recognized, Court-approved notice dissemination methods, which may include U.S. mail, electronic mail, internet postings, and/or published notice. Commonality and Predominance: Fed. R. Civ. P. 23(a)(2) 79. This action involves common questions of law and fact that predominate over any questions affecting individual Class members, including, without limitation: a. Whether Defendants have unlawfully prevented members of Classes 1-3 from providing services and sales to customers and soliciting new business; and b. Whether Defendants have unlawfully prevented members of Class 4 from putting to valuable use all their real and personal property without appropriate compensation. Typicality: Fed. R. Civ. P. 23(a)(3) 81. Plaintiffs are adequate Class representatives because their interests do not conflict with the interests of other members of the Classes they seek to represent. Plaintiffs have retained counsel competent and experienced in complex litigation. And Plaintiffs intend to prosecute the action vigorously. The Classes’ interests will be fairly and adequately protected by Plaintiffs and their counsel. Superiority: Fed. R. Civ. P. 23(b)(3) 82. A class action is superior to any other available means for the fair and efficient adjudication of this controversy. What’s more, no unusual difficulties are likely to be encountered in the management of these class actions. The damages or other financial detriment suffered by Plaintiffs and other Class members, while significant, are relatively small compared to the burden and expense that would be required to individually litigate their claims against Defendants, so it would be impracticable for members of the Classes to individually seek redress for Defendants’ wrongful conduct. 84. Plaintiffs incorporate herein by reference the allegations in all preceding paragraphs of this Complaint. 85. The Commerce Clause of the United States Constitution reserves the power to regulate interstate and foreign commerce to Congress. 86. Because these powers are reserved to Congress, individual states may not unduly burden interstate commerce. 87. Governor Whitmer’s Executive Order 2020-42 imposes a burden on interstate commerce and on Plaintiffs that is clearly excessive in relation to the putative local benefits. Plaintiffs’ goods and services move in the flow of interstate commerce. And Plaintiffs’ businesses impact the flow of interstate commerce. 88. Where Plaintiffs are willing and able to provide landscaping, lawn-care, and retail- garden services with virtually no person-to-person contact and respecting social distancing, there is nominal or no public benefit to preventing Plaintiffs from providing these services. Conversely, Executive Order 2020-42 incapacitates these businesses, causing job loss, loss of business revenue, and inevitably bankruptcy and permanent closure of valuable Michigan businesses. 90. Accordingly, Executive Order 2020-42 is an unconstitutional regulation of commerce and/or an undue burden on that commerce in violation of the Commerce Clause of the United States Constitution. 91. Plaintiffs incorporate herein by reference the allegations in all preceding paragraphs of this Complaint. 92. The Fourteenth Amendment provides that “[n]o State shall . . . deprive any person of life, liberty, or property, without due process of law.” 93. Plaintiffs have a right to travel and provide their businesses services, and to do so without being treated unequally by the government. 94. Executive Order 2020-42 is neither neutral nor generally applicable. It contains substantial exemptions. And the Order, as applied to Plaintiffs, is not rationally related to the State’s goal of preventing the spread of COVID-18. 95. Plaintiffs have no adequate remedy at law for this continuing violation of their constitutional rights. 96. Plaintiffs are therefore entitled to declaratory and injunctive relief as well as attorney fees and all other appropriate relief to vindicate the violation of their Fourteenth Amendment right not to be subject to punishment by a vague statute. 98. Governor Whitmer has seized without appropriate compensation the real and personal property of businesses across the State by forcing closure of those businesses deemed “non-essential.” The Executive Orders and 42 U.S.C. § 1983 (Classes 1-4) and 42 U.S.C. § 1983 (Classes 1-3 only) and 42 U.S.C. § 1983 (Classes 1-3 only)

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(Against All Defendants for Violations of Section 14(a) of the Exchange Act and 17 C.F.R. § 244.100 Promulgated Thereunder) (Against All Defendants for Violations of Section 14(a) of the Exchange Act and Rule 14a-9 Promulgated Thereunder) (Against the Individual Defendants for Violations of Section 20(a) of the Exchange Act) 22. Plaintiff brings this class action pursuant to Fed. R. Civ. P. 23 on behalf of himself and the other public shareholders of Finisar (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. Finisar is a provider of fiber optic subsystems and network performance test systems that provides its customers with high-speed data communications over local area networks and storage area networks in a variety of applications. 51. Plaintiff incorporates each and every allegation set forth above as if fully set forth herein. 57. Plaintiff incorporates each and every allegation set forth above as if fully set forth herein. 68. Plaintiff incorporates each and every allegation set forth above as if fully set forth herein.

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24. Westar is the largest electric utility in Kansas, and provides electric generation, transmission and distribution services to approximately 700,000 customers in Kansas. Westar provides these services in central and northern Kansas, including the cities of Topeka, Lawrence, Manhattan, Salina and Hutchinson. Westar’s wholly owned subsidiary, Kansas Gas and Electric Company, provides these services in south-central and southeastern Kansas, including the city of Wichita. 25. On May 31, 2016, Westar announced that it had entered into a proposed merger transaction with Great Plains, pursuant to which Great Plains would acquire all outstanding shares of Westar for $51.00 in cash and $9.00 in Great Plains common stock (the “original transaction”). 26. On April 19, 2017, the Kansas Corporation Commission (“KCC”) issued an order rejecting the original transaction and finding that it was not in the public interest because, among other things, the price Great Plains was paying to acquire Westar was excessive and paying it required Great Plains to take on too much debt. 27. After the KCC’s rejection of the original transaction, Westar and Great Plains spent months negotiating an alternatively structured transaction that they believed the KCC would not reject. This resulted in the Proposed Transactions announced on July 10, 2017. 29. In particular, the S-4 contains materially incomplete and/or misleading information concerning, inter alia: the financial analyses performed by Westar’s financial advisor, Guggenheim Securities, LLC (“Guggenheim”), and by Great Plains’ financial advisors, Goldman Sachs & Co. LLC (“Goldman”) and Lazard Frères & Co. LLC (“Lazard”) (collectively, the “financial advisors”), in support of their fairness opinions, including certain of the projections that the financial advisors relied upon in performing their financial analyses. 30. The S-4 states that, in performing their financial analyses and arriving at their fairness opinions, the financial advisors relied upon and reviewed certain internal financial information and forecasts/projections that were prepared and provided to them by the management of Westar and Great Plains. S-4 at pp. 85, 94, 107. This information was also provided to the companies’ boards of directors in connection with their evaluation of the Mergers. S-4 at 120. 32. Financial projections are considered by courts to be among the most important information a stockholder can have when evaluating the proposed consideration in a merger and deciding whether to vote in favor of a merger. Here, the Monarch projections would be highly material to Westar’s shareholders because they are being asked to vote for a transaction in which they will receive Monarch shares, and the S-4 specifically warned such shareholders not to add together Westar’s and Great Plains’ projections. 33. This nondisclosure of projections renders the S-4’s discussion of Guggenheim’s Discounted Cash Flow Analysis (DCF) of Monarch (S-4 at p. 117) materially deficient, in that although it states that Guggenheim “performed illustrative stand-alone discounted cash flow analyses of Monarch Energy based on forecasted after-tax unlevered free cash flows for Monarch Energy….,” the S-4 fails to disclose such forecasted after-tax unlevered free cash flows. 34. The S-4 also states that Guggenheim’s DCF of Monarch incorporated “expected synergies expected to result from the transaction and the estimated costs to achieve such synergies,” S-4 at pp. 107, 117 (defined as the “synergy estimates”), but the S-4 does not disclose such synergy estimates. Again, since Westar’s shareholders are being asked to exchange their shares for Monarch shares, this information would be highly material. 36. The S-4 also states that Goldman’s Illustrative Present Value of Future Shares Price Analysis (S-4 at p. 90) was based, in part, on Monarch’s estimated earnings per share and dividends per share—neither of which were disclosed—which were then discounted to present values using an estimate of Monarch’s cost of equity—which is also not disclosed (S-4 at 90). 37. Given that the financial advisors relied upon the Monarch projections and financial estimates in conducting their financial analyses and rendering their fairness opinions, and that Westar’s shareholders are being asked to vote for exchanging their Westar shares for Monarch shares, failure to include such projections in the S-4 constitutes a material omission and renders the financial analyses materially misleading. 39. By comparison, the S-4’s discussion of Lazard’s Selected Comparable Companies Analysis of Great Plains (S-4 at 96-97), and that of Westar (S-4 at 97-98), does disclose the types of financial information that Lazard calculated and compared, including each company’s P/E Multiple and EBITDA multiple. 40. However, this does not mean that the discussion of Lazard’s analysis is materially complete—it is not. The S-4 fails to disclose the individual multiples that Lazard observed for each selected company, or the low, mean, median and high trading multiples that Lazard observed for the group of selected companies (it instead merely discloses ranges that Lazard “applied,” rather than observed). Courts have found that the disclosure of such multiples is “critical” to providing shareholders with a “fair summary” of the financial advisor’s analysis. 41. With respect to Guggenheim’s Selected Publicly Traded Companies Analysis of Monarch Energy (S-4 at p. 117), the S-4 states that Guggenheim based its analysis on the fiscal year earnings per share of Westar and Great Plains Energy, but it is unclear if those figures included any impact of combining the two companies. 42. The S-4 also fails to disclose whether the financial advisors incorporated the companies’ net operating loss carryforwards (“NOLs”) into their DCF analyses. Westar’s NOLs as of December 31, 2016 totaled $227.5 million. Great Plains’ NOLs as of December 31, 2016 totaled $718 million. 44. Without these material disclosures, it is impossible for Westar’s shareholders to fully understand and interpret these financial analyses, including their impact on the fairness of the Westar Merger Consideration, when determining whether to vote in favor of the Proposed Transaction. 45. Plaintiff brings this action as a class action pursuant to Fed. R. Civ. P. 23 on behalf of himself and the other public stockholders of Westar (the “Class”). Excluded from the Class are Defendants herein and any person, firm, trust, corporation, or other entity related to or affiliated with any of the Defendants. 47. Plaintiff incorporates each and every allegation set forth above as if fully set forth herein. 49. Rule 14a-9, promulgated by the SEC pursuant to Section 14(a) of the Exchange Act, provides that solicitation communications with shareholders shall not contain “any statement which, at the time and in the light of the circumstances under which it is made, is false or misleading with respect to any material fact, or which omits to state any material fact necessary in order to make the statements therein not false or misleading.” 17 C.F.R. § 240.14a-9(a). 50. Rule 14a-9 further provides that, “[t]he fact that a proxy statement, form of proxy or other soliciting material has been filed with or examined by the Commission shall not be deemed a finding by the Commission that such material is accurate or complete or not false or misleading, or that the Commission has passed upon the merits of or approved any statement contained therein or any matter to be acted upon by security holders. No representation contrary to the foregoing shall be made.” 17 C.F.R. § 240.14a-9(b). 51. As discussed herein, the S-4 misrepresents and/or omits material facts concerning, inter alia: the financial analyses performed by Westar’s and Great Plains’ financial advisors in support of their so-called “fairness opinions,” including certain of the projections that the financial advisors relied upon in performing their financial analyses. 52. Defendants prepared, reviewed, filed and disseminated the false and misleading S- 4 to Westars’s shareholders. In doing so, Defendants knew or recklessly disregarded that the S-4 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. 54. By virtue of their positions within the Company and/or roles in the process and in the preparation of the S-4, Defendants were undoubtedly aware of this information and had previously reviewed it, including participating in the Merger negotiation and sales process and reviewing the financial advisors’ complete financial analyses purportedly summarized in the S-4. 55. The Individual Defendants undoubtedly reviewed and relied upon the omitted information identified above in connection with their decision to approve and recommend the Merger. 56. Westar is deemed negligent as a result of the Individual Defendants’ negligence in preparing and reviewing the S-4. 57. Great Plains, via its officers and/or directors, also prepared and/or reviewed the S- 4, which Great Plains issued jointly with Westar and which Great Plains used to solicit votes in favor of the Proposed Transactions. Great Plains also provided its management projections for use by the companies’ financial advisors in connection with their Merger analyses. 58. Monarch (and King) also jointly issued the materially misleading S-4 in connection with the issuance of shares serving as the Westar Merger Consideration and the Great Plains Merger Consideration. 60. Defendants knew that Plaintiff and the other members of the Class would rely upon the S-4 in determining whether to vote in favor of the Merger. 61. As a direct and proximate result of Defendants’ unlawful course of conduct in violation of Section 14(a) of the Exchange Act and Rule 14d-9, absent injunctive relief from the Court, Plaintiff and the other members of the Class will suffer irreparable injury by being denied the opportunity to make an informed decision as to whether to vote in favor of the Merger. 62. Plaintiff and the Class have no adequate remedy at law. 63. Plaintiff incorporates each and every allegation set forth above as if fully set forth herein. 64. The Individual Defendants acted as controlling persons of Westar within the meaning of Section 20(a) of the Exchange Act as alleged herein. By virtue of their positions as officers and/or directors of Westar, and participation in and/or awareness of the Company’s operations and/or intimate knowledge of the false statements contained in the S-4 filed with the SEC, they had the power to influence and control and did influence and control, directly or indirectly, the decision making of the Company, including the content and dissemination of the various statements which Plaintiff contends are false and misleading. 66. 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 or influence the particular transactions giving rise to the securities violations alleged herein, and exercised the same. The S-4 contains the unanimous recommendation of each of the Individual Defendants to approve the Westar Merger. They were thus directly connected with and involved in the making of the S-4. 67. As set forth above, the Individual Defendants had the ability to exercise control over and did control a person or persons who have each violated Section 14(a) of the Exchange Act and Rule 14d-9, by their acts and omissions as alleged herein. By virtue of their positions as controlling persons and the acts described herein, the Individual Defendants are liable pursuant to Section 20(a) of the Exchange Act. 68. As a direct and proximate result of Individual Defendants’ conduct, Plaintiff will be irreparably harmed. 69. Plaintiff and the Class have no adequate remedy at law. Claim for Violations of Section 20(a) of the Exchange Act (Against the Individual Defendants) Claim for Violation of Section 14(a) of the Exchange Act and Rule 14a-9 Promulgated Thereunder (Against All Defendants)

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16. Defendant Midland Credit Management, Inc. regularly collects or attempts to collect debts asserted to be owed to others. 17. Defendant Midland Credit Management, Inc. 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 Midland Credit Management, Inc. uses the mails in its debt collection business. 20. Defendant Midland Credit Management, Inc. is a “debt collector” as defined by 15 U.S.C. § 1692a(6). 21. Defendant Midland Credit Management, Inc. 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. Defendant has sent multiple Letters in its effort to collect the alleged debt. 28. Defendant sent Plaintiff a Letter to Plaintiff dated December 26, 2019, (the “December Letter”). 29. The Decemeber Letter threatened Legal action if Plaintiff did not send payment by January 25, 2020. 30. In its efforts to collect the alleged Debt, Defendant again contacted Plaintiff by letters including the letter dated January 28, 2020. (the “January Letter”) (A true and accurate copy of the January Letter is annexed hereto as Exhibit 1). 31. The January Letter conveyed information regarding the alleged Debt. 32. The January Letter is a “communication” as defined by 15 U.S.C. § 1692a(2). 33. The January Letter was received and read by Plaintiff. 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. 40. Plaintiff justifiably fears that, absent this Court's intervention, Defendant will continue to use abusive, deceptive, unfair and unlawful means in its attempts to collect the alleged Debt. 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. The December Letter is labelled as a “PRE-LEGAL NOTIFICATION.” 46. The label is in a stylized and emphasized font, placed in the upper right corner of the December Letter. 47. Additionally, the Decemeber Letter states: “Midland Credit Management, Inc. has made several attempts to contact you regarding this account. MCM is now considering forwarding your account to an attorney in your state for possible litigation. Upon receipt of this notice, please pay at MidlandCredit.com or call 877-798-6947 to discuss your options. If we don’t hear from your or receive payment by 1/25/2020 we may proceed with forwarding this account to an attorney.” 48. The January Letter contains a partially shaded box in the center of the Letter which states in bolded and enlarged font, “PRE-LEGAL NOTIFICATION”, followed by “SECOND NOTICE. Pay at MidlandCredit.com or Call 877-211-9872.” 49. The January Letter states, “We are proceeding with an evaluation of your account and are considering forwarding this account to an attorney in your state for possible litigation. Contact us by 2/27/2020 to resolve this account. 50. Moreover, in its efforts to collect the alleged debt, the Letter states, “STOP THE PRE-LEGAL PROCESS” which is adjacent to “Pay your full balance of $3,316.27”, which suggests that the consumer can pay the full balance of the alleged debt or face possible legal action as indicated throughout the Letter. 52. Defendant did not forward Plaintiff’s account to an attorney, as was threatened in the December Letter. 53. On information and belief, Defendant never intended to forward Plaintiff’s account to an attorney, as was threatened in the December Letter. 54. On information and belief, Defendant did not forward Plaintiff’s account to an attorney, as was threatened in the January Letter. 55. On information and belief, Defendant never intended to forward Plaintiff’s account to an attorney as was threatened in the January Letter. 56. Defendant’s conduct in threatening legal action that it did not intend to take is a false, deceptive, and/or misleading representation or means in connection with the collection of a debt in violation of 15 U.S.C. § 1692e. 57. Defendant’s conduct is a threat to take any action that is not intended to be taken, in violation of 15 U.S.C. § 1692e(5). 58. Defendant’s conduct in threatening legal action that it did not take is a false, deceptive, and/or misleading representation or means in connection with the collection of a debt in violation of 15 U.S.C. § 1692e 59. Defendant’s conduct is the “use of any false representation or deceptive means to collect or attempt to collect any debt” in violation of 15 U.S.C. § 1692e(10). 60. For the foregoing reasons, Defendant violated 15 U.S.C. §§ 1692e 1692e(5), 1692e(10) and is liable to Plaintiff therefor. 61. Plaintiff brings this action individually and as a class action on behalf of all persons similarly situated in the State of New York. 62. Plaintiff seeks to certify the following class: 63. 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. 64. 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. 66. 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. 67. 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. 68. 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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39. Pursuant to 29 U.S.C. §§ 207 and 216(b), Ms. Hirsch seeks to prosecute her FLSA claim as a collective action on behalf of herself and others who currently work or formerly worked as Salespersons for Infinite Beauty (the “Collective Action Members”) whom Defendants did not pay the minimum wage during the three-year period immediately preceding the filing of the original Complaint (the “FLSA Statutory Period”). 40. Ms. Hirsch regularly performed work for Defendants for which Defendants should have paid her at least the minimum wage. 42. What Defendants did pay Ms. Hirsch in commissions did not amount to the minimum wage for all hours Ms. Hirsch worked. 43. As a result, Defendants failed to compensate Ms. Hirsch at the minimum wage rate for all hours worked, in violation of the FLSA. 44. Defendants subjected Ms. Hirsch and the Collective Action Members to the same pay provision(s) in that Defendants failed to properly compensate either Ms. Hirsch or the Collective Action Members for their hours worked. 45. The Collective Action Members are thus owed unpaid wages under the FLSA for the same reasons as Ms. Hirsch. 46. Pursuant to Rule 23, Ms. Hirsch seeks to prosecute her NYLL minimum wage claim as a class action on behalf of herself and others who currently work or formerly worked as Salespersons for Infinite Beauty in the State of New York (the “Class Members”) at any time during the six-year period immediately preceding the filing of the original Complaint (the “NYLL Statutory Period”). 47. While the exact number of Class Members is presently unknown, it is estimated that there are at least 50 Class Members. 48. The group of potential Class Members is so numerous as to make it impracticable to bring them all before the Court, for which reason Ms. Hirsch initiates this litigation for all persons similarly situated pursuant to Rule 23. 50. Ms. Hirsch and her counsel do not anticipate any difficulties in the management of this action as a class action. 51. Ms. Hirsch is committed to vigorous prosecution of this action, will adequately represent the Class Members in this action, and has retained competent counsel experienced in class action litigation. 52. Ms. Hirsch is a Class Member and has no interest antagonistic to or in conflict with other Class Members. 53. This action raises numerous questions of law and fact which are of common and general interest to the Class Members, including: a. whether Defendants employed the Class Members within the meaning of the 60. On or about June 1, 2017, Ms. Hirsch began working as a Salesperson at Infinite Beauty’s Upper East Side store, located at 1031 Third Avenue, New York, New York 10065 (the “Store”). 61. Infinite Beauty is an upscale beauty boutique that offers salon services and beauty products to its wealthy clientele. 63. As a Salesperson, Ms. Hirsch’s job primarily entailed selling Infinite Beauty’s skincare products and facelift procedures to customers and soliciting potential customers by standing outside the Store and offering samples of Infinite Beauty’s products. 64. Ms. Hirsch also regularly performed various cleaning and maintenance tasks in and around the Store, such as sweeping, watering plants, and the like. 65. Ms. Hirsch reported directly to David Maor, the Store’s Manager, and to Ido Sharir, one of the Store’s owners, throughout her employment. I. Wage-and-Hour Claims 66. Ms. Hirsch was a non-exempt employee at Infinite Beauty throughout her employment. 67. Ms. Hirsch’s position at Infinite Beauty was inside sales. 68. Infinite Beauty determined Ms. Hirsch’s schedule and controlled her work. 69. Mr. Sharir set Ms. Hirsch’s work schedule, informed her of her weekly work schedule, regularly required her to remain at the Store after the end of her shift to clean the Store or attend mandatory employee meetings, and told her that Infinite Beauty would discipline her if she did not attend mandatory meetings or arrive on time for scheduled shifts. 70. Infinite Beauty set restrictions on Ms. Hirsch’s dress and behavior. 71. For example, Infinite Beauty required Ms. Hirsch to adhere to a workplace dress code, which consisted of all black outfits and prohibited jeans, and instructed her to sit in a certain way while on Infinite Beauty’s premises. 72. Infinite Beauty told Ms. Hirsch that she would be disciplined if she failed to comply with these rules. 74. As such, Ms. Hirsch was not an independent contractor. 75. Ms. Hirsch worked two to four sales shifts at the Store each week and regularly attended mandatory employee meetings outside of regular Store hours, for a total work week of approximately 30 hours. 76. Throughout Ms. Hirsch’s employment, however, Infinite Beauty never paid her any salary or hourly wage for these hours worked. 77. Moreover, Infinite Beauty failed to pay Ms. Hirsch the full amount of her commissions in accordance with the commission structure to which Ms. Hirsch had agreed upon her hire. 78. As such, Infinite Beauty failed to pay Ms. Hirsch the minimum wage. 79. Upon Ms. Hirsch’s hire, Mr. Sharir assigned an Infinite Beauty senior supervising employee, known to Ms. Hirsch only as “Katrin,” to train Ms. Hirsch on the Store’s policies and procedures, including compensation. 80. Mr. Sharir and Katrin explained Infinite Beauty’s commission structure to Ms. Hirsch as follows: 50 percent commission on the first $10,000 in sales, 60 percent commission on the next $5,000, and 70 percent commission on all sales thereafter, plus bonuses upon achieving certain sales numbers (e.g., a $250 bonus upon reaching $10,000). 81. Another Infinite Beauty employee, known to Ms. Hirsch only as “Oren,” informed Ms. Hirsch that Infinite Beauty would pay her via check, issued once per month on the 15th, which would represent all of her accrued commissions for the previous month. 83. During Ms. Hirsch’s one-month tenure at the Store, she made approximately $23,511.50 in sales. 84. Accordingly, per the commission structure Infinite Beauty had described to Ms. Hirsch upon her hire, Ms. Hirsch should have earned approximately $13,958.05 in commissions on those sales, plus a $250 bonus for reaching $10,000 in sales and a $700 bonus for reaching $20,000 in sales, for a total of $14,908.05 in commissions and bonuses. 85. However, to date, Infinite Beauty has paid Ms. Hirsch only $1,534.59, in a single check issued to her on or about July 15, 2017, the day after her employment at Infinite Beauty ended. 86. As a result, Infinite Beauty owes Ms. Hirsch approximately $13,373.46 in unpaid commissions and bonuses. 87. On or about July 18, 2017, Infinity Beauty recognized this debt, stating that Infinite Beauty was “prepared to immediately transfer any balance due […] upon [Ms. Hirsch’s] signing a general release […].” II. Disability Discrimination Claims 88. Approximately four years ago, in and around 2013, Ms. Hirsch became disabled after suffering a brain aneurysm. 90. Due to her aneurysm and these related procedures and complications, Ms. Hirsch now suffers from occasional and unexpected seizures and has limited ability to lift heavy objects or stand for long periods of time. 91. In order to manage her disabilities, Ms. Hirsch attends regular doctors’ appointments, takes the antiepileptic medication Keppra twice daily, and avoids situations which might trigger seizures. 92. For example, Ms. Hirsch’s seizure triggers include exhaustion and dehydration, so Ms. Hirsch requires a certain amount of sleep each day to control her seizures and drinks water consistently throughout the day. 93. Ms. Hirsch informed Mr. Sharir of her disabilities both before and during Infinite Beauty’s hiring process. 94. Further, Ms. Hirsch made Infinite Beauty aware of her disabilities when she requested time off work to attend doctors’ appointments and when she explained to Mr. Sharir her need for adequate rest. 95. Mr. Sharir not only denied Ms. Hirsch’s requested accommodation—occasional time off work to attend doctors’ appointments—without explanation, but disparaged Ms. Hirsch’s work ethic and commitment to her job because she had requested accommodations, telling Ms. Hirsch, “You need 100 percent to succeed in this.” 96. On or about July 13, 2017, Ms. Hirsch was working a sales shift, standing outside the Store soliciting potential customers for Infinite Beauty. 98. Afraid for her health, Ms. Hirsch went inside the Store immediately to go to the water fountain downstairs—which, Infinite Beauty had informed her, was the only place where employees were allowed to get water—so that she could take her antiepileptic medication. Hostile Work Environment in Violation of the NYCHRL (Against Defendants Infinite Beauty, Sharir, and Maor) 143. Plaintiff, individually, hereby realleges and incorporates each and every allegation contained in paragraphs 1 through 142 with the same force as though separately alleged herein. 144. The NYCHRL prohibits an employer from discriminating against an employee in compensation or in terms, conditions, and privileges of employment on the basis of disability. 145. Defendants Infinite Beauty, Sharir, and Maor violated the NYCHRL when they subjected Ms. Hirsch to a hostile work environment based on her disability. 146. As a direct and proximate consequence of Defendants Infinite Beauty, Sharir, and Maor’s disability discrimination, Ms. Hirsch has suffered, and continues to suffer, substantial damages, including, but not limited to, emotional distress and suffering, all in amounts to be determined at trial. 147. Defendants Infinite Beauty, Sharir, and Maor’s discriminatory treatment of Ms. Hirsch involved a conscious disregard of Ms. Hirsch’s rights or conduct so reckless as to amount to such disregard. Accordingly, Ms. Hirsch is entitled to an award of punitive damages against Defendants Infinite Beauty, Sharir, and Maor. Unlawful Termination in Violation of the NYCHRL (Against Defendants Infinite Beauty, Sharir, and Maor) 156. Plaintiff, individually, hereby realleges and incorporates each and every allegation contained in paragraphs 1 through 155 with the same force as though separately alleged herein. 157. The NYCHRL prohibits an employer from discriminating against an employee in compensation or in terms, conditions, and privileges of employment on the basis of disability. 158. Defendants Infinite Beauty, Sharir, and Maor violated the NYCHRL when they terminated Ms. Hirsch’s employment based on her disability. 159. As a direct and proximate consequence of Defendants Infinite Beauty, Sharir, and Maor’s disability discrimination, Ms. Hirsch has suffered, and continues to suffer, substantial damages, including, but not limited to, emotional distress and suffering, all in amounts to be determined at trial. 160. Defendants Infinite Beauty, Sharir, and Maor’s discriminatory treatment of Ms. Hirsch involved a conscious disregard of Ms. Hirsch’s rights or conduct so reckless as to amount to such disregard. Accordingly, Ms. Hirsch is entitled to an award of punitive damages against Defendants Infinite Beauty, Sharir, and Maor.

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10. Defendant Colorado Rockies is a franchise of MLB and hosts and operates a minimum of eighty-one (81) baseball games each year at Coors Field in Denver, Colorado. 11. Defendant sells between 2 million and 3 million tickets each season for an average of $23.65 per ticket1—meaning Defendant grosses approximately $50 million every year from the sale of tickets to its games. 12. A sizeable portion of those tickets are subsequently resold on the Internet via online ticket marketplaces such as StubHub. 15. Defendant does not provide a list of sites that it authorizes for the resale of tickets via the internet. On information and belief, there are not numerous websites authorized by the Colorado Rockies as the pluralized word “sites” would suggest, but rather only one— www.stubhub.com, “The Official Fan to Fan Ticket Marketplace of the Colorado Rockies.” History of Colorado Consumer Protection Act § 6-1-718 16. The Colorado legislature amended the consumer fraud act, the CCPA, in 2008 to include a provision regarding prohibitions and unlawful conditions imposed on ticket sales and resales. This new provision is located at Section 6-1-718. 17. In addition to its text, the legislative history of the amendment illustrates that the Colorado legislature was deeply concerned with protecting consumers specifically with respect to the resale of tickets and securing the public’s right to re-sell event tickets to whomever and however they wish (subject to reasonable limitations on “scalping” within certain geographic areas within proximity of the stadiums). 19. The Colorado Rockies did not participate in the debate or provide testimony. 20. The Colorado Senate passed the amendment by an 8-1 margin and Section 6-1- 718 of the CPA became effective on March 19, 2008. Defendant’s Relationship With StubHub 21. StubHub, a subsidiary of eBay, Inc., is a company that operates an online secondary-market ticket marketplace where consumers can buy and sell tickets to live events, including MLB games. 22. In 2007, MLB Advanced Media—the digital and interactive media arm of Major League Baseball and operator of www.mlb.com and the websites for each MLB franchise, including www.coloradorockies.com—entered into an agreement with StubHub whereby StubHub would serve as the official secondary ticket marketplace of MLB. 23. However, MLB franchises such as the Colorado Rockies were not required to participate in the agreement and instead had the opportunity to opt-out—which at least one franchise, the Boston Red Sox, did. 24. In December 2012 (more than four years after §6-1-718 of the CCPA became law), MLB and StubHub entered into a new agreement that replaced the 2007 agreement. 25. Pursuant to the 2012 agreement, MLB franchises had another opportunity to opt- out of the StubHub deal—which three franchises (the New York Yankees, Los Angeles Angels, and Chicago Cubs) chose to do. 27. On its official website, the Colorado Rockies have an entire section dedicated to StubHub. When a consumer visits www.coloradorockies.com (the only website, secondary ticket marketplace or otherwise, listed in the Terms and Conditions printed on Colorado Rockies tickets) and clicks on the “Tickets” tab, the consumer discovers that the Colorado Rockies have a whole page dedicated to providing information about buying and selling tickets via StubHub. The webpage even provides hyperlinks to StubHub’s website. 28. The new agreement imposed a minimum price restriction effective as of the 2013 season. Under the 2012 agreement, sellers who list MLB tickets on StubHub cannot list them for less than $6.00. 29. MLB franchises and StubHub share the profits gained from a service fee StubHub charges for each sale. On information and belief, which discovery will confirm, this profit sharing is roughly a 50-50 split. 30. The amount of the service charge under the 2012 agreement is $3.00 for tickets under $50.00 and is a percentage of the price above $50.00. Therefore, on information and belief, the Colorado Rockies receive a minimum of $1.50 for each ticket sold via StubHub. 31. Plaintiff Marilyn Sweet has purchased tickets to dozens of Colorado Rockies games, including at least 6 during the 2013 season—always through StubHub. 33. Because of the unlawful restrictions imposed on Colorado Rockies tickets that threaten to impose sanctions on anyone who does not use StubHub (its only authorized site), Plaintiff has been misled into foregoing rights and opportunities in the online resale market that she otherwise would have had and that are guaranteed by Colorado law. The loss of such rights and opportunities caused her to suffer actual damages. 34. In addition to the forfeiture of legally guaranteed rights, Plaintiff and putative Class members suffered direct harm in the form of monies paid for the StubHub service fee, which several other online websites where Plaintiff potentially could have purchased the tickets (www.craigslist.com, for example) do not charge. Plaintiff and Class members have also suffered in the form of overpaying for a ticket that contained a provision that was void as against public policy, the mere presence of which wrongfully discouraged consumers from using websites apart from www.stubhub.com. Consumers face the additional risk that their ticket could be improperly invalided as the result of an otherwise lawful ticket resale or purchase. 35. Plaintiff brings this action pursuant to Federal Rule of Civil Procedure 23(b)(2) and Rule 23(b)(3) on behalf of herself and a Class defined as follows: All persons in the United States who purchased a Colorado Rockies ticket for a baseball game at Coors Field in Denver, Colorado from March 19, 2008 to the present. 37. Commonality: There are many questions of law and fact common to the claims of Plaintiff and the Class, and those questions predominate over any questions that may affect individual members of the Class. Common questions for the Class include, but are not limited to the following: (a) whether Defendant’s conduct described herein violated the CCPA; (b) whether Defendant has stripped Class members of their legally-protected rights in the online ticket resale market; (c) whether Defendant has profited from its violation of Colorado’s CCPA at Plaintiff and the putative Class Members’ expense; and (d) whether Class members are entitled to damages based on Defendant’s unlawful conduct. 38. Typicality: Plaintiff’s claims are typical of the claims of other members of the Class, as Plaintiff and other members of the Class suffered the same type of harm and sustained similar damages arising out of essentially the same unlawful conduct of Defendant—its unlawful imposition of sanctions upon the resale or purchase of tickets exchanged anywhere other than through StubHub. 39. Adequate Representation: Plaintiff will fairly and adequately represent and protect the interests of the Class, and has retained counsel competent and experienced in complex class actions. Plaintiff has no interest antagonistic to those of the Class, and Defendant has no defenses unique to the Plaintiff. 41. Plaintiff incorporates by reference the foregoing allegations as if fully set forth herein. 42. The Colorado Consumer Protection Act § 6-1-718, et seq., protects consumers from unlawful restrictions on the sale and resale of tickets. 43. Section 6-1-718 (3)(a) provides that “it is void and against public policy to apply a term or condition to the original sale to the purchaser to limit the terms or conditions of resale.” 45. As described herein, Defendant knowingly violates both provisions. 46. First, Defendant imposes a term on all of its tickets that the ticket cannot be resold or offered or resale over the internet unless such activity is conducted through Defendant’s official website or thought sites it authorizes—StubHub. This violates §6-1-718(3)(a)(IV) on its face because it is followed by a threat of sanctions in the form of invalidation of the ticket license. 47. Second, in connection with its failure to opt-out of the 2012 agreement Defendant applies a policy that no ticket may be listed for less than $6.00. This violates §6-1-718(3)(a) because it is a “term or condition on the original sale to the purchaser.” There may be numerous reasons (poor seat location, bad weather forecast, undesirable opponent etc.) why a ticket is not worth $6.00 in the secondary market. As a result, the ticket purchaser loses the opportunity to sell his or her ticket for the market value of that particular ticket at that particular time, which could be less than $6.00. 48. Furthermore, perhaps most egregiously, Defendant knowingly breaks the law with these provisions. Section 6-1-718 became law in 2008, nearly five years before the Colorado Rockies had the opportunity to opt-out of the 2012 agreement. Knowing that such restrictions would violate applicable Colorado law, Defendant should have opted-out and chosen not to have an official secondary-ticket reseller. 50. Accordingly, under the CCPA, Plaintiff and the Class seek actual damages, reasonable cost and attorneys’ fees, an injunction against further violations, and a declaration that Defendant’s conduct is unlawful. 51. Plaintiff incorporates by reference the foregoing allegations as if fully set forth herein. 52. Defendant and Plaintiff and members of the Class entered into valid and enforceable contracts whereby those Class members are granted a ticket license for a Colorado Rockies game. 53. Consumers, such as members of the Class, purchase goods, services, and licenses under the reasonable assumption that the seller will abide by all applicable laws, rules, and regulations. 54. However, Defendant, by violating CCPA § 6-1-718, has failed to perform this implied condition of the contract. 56. Plaintiff, individually and on behalf of the Class, seeks damages for the Colorado Rockies’ breach of contract, reasonable attorneys’ fees, expenses, and costs to the extent allowable. 57. Plaintiff incorporates by reference the foregoing allegations as if fully set forth herein. 58. Every contract under Colorado law contains an implied covenant of good faith and fair dealing. The duty of good faith and fair dealing applies when one party has discretionary authority to determine certain terms of the contract, 59. The Colorado Rockies have discretion, when drafting the Terms and Conditions of the ticket, to impose restrictions on the resale of tickets or not. Customers can obtain no other tickets that would reasonably permit them any access. 60. Defendant abused its discretion and placed restrictions in its tickets that violate Colorado law. 61. Rather than omit the unlawful terms that violate or opt-out of the 2012 agreement—both of which Defendant decided to do even though such decisions contravened state law—Defendant exploits unwary consumers by forcing them to use StubHub for their secondary ticket market needs or face sanctions. 63. Plaintiff, individually and on behalf of the Class, seeks damages for the Colorado Rockies’ breach of the implied covenant of good faith and fair dealing, reasonable attorneys’ fees, expenses, and costs to the extent allowable. 64. Plaintiff incorporates by reference the foregoing allegations as if fully set forth herein. 65. In the alternative to Plaintiffs’ breach of contract allegations, the Colorado Rockies have profited by knowingly imposing unlawful terms on Plaintiff and the Class and exploiting consumers through its improper restriction of the secondary market to make more money for itself. 66. Defendant’s primary motive in refusing to opt-out of the 2012 agreement and in imposing unlawful resale restrictions is to coerce ticket purchasers into believing they must use StubHub and then sharing in the service fee profits resulting from the coercion. 67. Plaintiff and the Class members have no adequate remedy at law. 69. Plaintiff, individually and on behalf of the Class, seeks restitution of all monies Defendant unjustly received as a result of its conduct, as well as interest, reasonable attorneys’ fees, expenses, and costs to the extent allowable, as well as all other relief the Court deems necessary to make Plaintiff Sweet and the Class members whole. Breach of the Implied Covenant of Good Faith and Fair Dealing (On Behalf of Plaintiff and the Class) Breach of Contract (On Behalf of Plaintiff and the Class) Unjust Enrichment (in the alternative to Breach of Contract) (On Behalf of Plaintiff and the Class) Violation of the CCPA, C.R.S.A § 6-1-718, et seq (On Behalf of Plaintiff and the Class)

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10. Clay Road Furniture LLC and Furniture 4 Everyone LLC paid Plaintiff Manolo Tayum straight time, not time and a half, for the hours he worked above forty (40) during his employment with defendants. 11. Mr. Manolo Tayum’s job duties included delivering and setting up furniture and performing manual labor for defendant. 12. The work performed by plaintiff is the primary type of work that the company provides for its customers. 13. The work performed by Plaintiff is an essential part of the services provided for Defendant’s Customers. 14. Clay Road Furniture LLC and Furniture 4 Everyone LLC’s Drivers and Manual Laborers rely on the companies for their work. 15. Clay Road Furniture LLC and Furniture 4 Everyone LLC determined where its Drivers and Manual Laborers worked and how they performed their duties. 16. Clay Road Furniture LLC and Furniture 4 Everyone LLC sets Drivers and Manual Laborer’s hours and requires them to report to work on time and leave at the end of their scheduled shift. 17. Clay Road Furniture LLC and Furniture 4 Everyone LLC’s Drivers and Manual Laborers work exclusively for Clay Road Furniture LLC and Furniture 4 Everyone LLC during their employment. Since they work between 9 and 10 hours a day, as a practical matter, they cannot work anywhere else. 18. Drivers and Manual Laborers are not permitted to hire other workers to perform their jobs for them. 20. Clay Road Furniture LLC and Furniture 4 Everyone LLC provides all of the machinery, equipment and supplies that its Drivers and Manual Laborers use to perform their work. While they are working, the Drivers and Manual Laborers use Clay Road Furniture LLC and Furniture 4 Everyone LLC’s equipment. Clay Road Furniture LLC and Furniture 4 Everyone LLC’s investment in the machines and equipment used by its Drivers and Manual Laborers far exceeds any investment by plaintiff and putative class members. 21. Drivers and Manual Laborers do not provide any material portion of the required equipment or any of the necessary products to perform their jobs. 22. Drivers and Manual Laborers 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 Clay Road Furniture LLC and Furniture 4 Everyone LLC each day. The Drivers and Manual Laborers cannot suffer a loss of capital investment. Their only earning opportunity was based on the number of hours they were told to work, which is controlled exclusively by Clay Road Furniture LLC and Furniture 4 Everyone LLC. 23. Clay Road Furniture LLC and Furniture 4 Everyone LLC pays Drivers and Manual Laborers in return for their labor. 24. Clay Road Furniture LLC and Furniture 4 Everyone LLC decided to treat its Drivers and Manual Laborers as independent contractors. 26. Clay Road Furniture LLC and Furniture 4 Everyone LLC made large capital investments in inventory, delivery trucks, equipment, tools and supplies in order for it to sell furniture. Its Drivers and Manual Laborers do not. Clay Road Furniture LLC and Furniture 4 Everyone LLC incurs operating expenses like rent, payroll, marketing, and insurance. Its Drivers and Manual Laborers do not incur such operating expenses. 27. Clay Road Furniture LLC and Furniture 4 Everyone LLC keeps records of the hours it instructed its Drivers and Manual Laborers to work. It also keeps records of the amount of pay plaintiffs and putative class members receive. Plaintiff and putative class members were paid directly via weekly pay check issued to them from Clay Road Furniture LLC and Furniture 4 Everyone LLC. 28. Despite knowing of the FLSA’s requirements and that plaintiff and putative class members regularly worked more than 40 hours in a workweek, Defendant paid them straight time instead of time and a half for the overtime hours that they worked. 29. Plaintiff and putative class members seek unpaid overtime wages for the three year period of time preceding the filing of this lawsuit. 30. In addition to Manolo Tayum, defendants employed other Drivers and Manual Laborers who worked over forty hours per week, were paid straight time instead of time and a half for overtime hours worked, and were misclassified as independent contractors. These FLSA Class Members performed the job duties described above and they were subjected to the same unlawful policies. The FLSA Class Members are similarly situated to Manolo Tayum. 32. By failing to pay Plaintiff and the FLSA Class Members overtime at one and one-half times their regular rates, Clay Road Furniture LLC and Furniture 4 Everyone LLC violated the FLSA. 33. Clay Road Furniture LLC and Furniture 4 Everyone LLC 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. 34. Clay Road Furniture LLC and Furniture 4 Everyone LLC knew, or showed reckless disregard for whether, its failure to pay overtime violated the FLSA. Their failure to pay overtime to Plaintiffs and the FLSA Class Members is willful. 35. Clay Road Furniture LLC and Furniture 4 Everyone LLC owes Plaintiff and the FLSA Class Members for an amount equal to all unpaid overtime wages as well as liquidated damages. 36. Plaintiff and the FLSA Class Members are entitled to recover all reasonable attorneys’ fees and costs incurred in this action. 7. Manolo Tayum was an employee of Clay Road Furniture LLC and Furniture 4 Everyone LLC. 8. Manolo Tayum was not an independent contractor.

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(Administrative Procedures Act, 5 U.S.C. §701 et seq.; U.S. Constitution, Fifth Amendment Due Process Clause) To stay the deadlines for class members to file administrative and/or judicial forfeiture claims pursuant to 18 U.S.C. §983 and stay civil discovery until Plaintiffs’ Fourth and Fifth Amendment challenges are determined (Administrative Procedures Act, 5 U.S.C. §701 et seq.; U.S. Constitution, Fifth Amendment Due Process Clause) For an injunction and/or declaratory relief ordering Defendants to allow Plaintiff and class members to file claims to their property using a pseudonym, or that the Court appoint a special master to administer claims (Administrative Procedures Act, 5 U.S.C. §701 et seq.,) U.S. Constitution, Fourth and Fifth Amendment, For a Preliminary and Permanent Injunction and/or Declaratory Relief ordering the government to return Class members’ property seized without particularized probable cause (Administrative Procedures Act, 5 U.S.C. §701 et seq.; U.S. Constitution, Fifth Amendment Due Process Clause) To enjoin spoliation of evidence 13. This action is properly maintainable as a class action because: a) the class is so numerous that joinder of all members is impracticable, b) there are questions of law or fact common to the class, c) the claims or defenses of the representative parties are typical of the claims or defenses of the class, and d) the representative parties will fairly and adequately protect the interests of the class, pursuant to the requirements of Federal Rule of Civil Procedure 23(a), and as set forth in detail below. 15. The Defendant government’s actions have affected the constitutional and property rights of at least 600 class members, making the class so numerous that joinder of all members is impracticable. 16. The claims and defenses of the representative Plaintiffs are typical of the class, in that their property rights were affected by the Defendant government’s improper actions described herein, and the representative Plaintiffs, like all class members, were similarly harmed by the same illegal, improper and ongoing conduct engaged in by the government. 17. The representative Plaintiffs will fairly and adequately represent and protect the interests of the members of the class, and have retained counsel who are competent and experienced in the areas of federal criminal law and procedure, asset forfeiture law, federal civil litigation and class action litigation in federal court. There are no material conflicts between the claims of the representative Plaintiffs and the members of the class that would make class certification inappropriate. Counsel for the class will vigorously assert the claims of all class members. 18. This class action is superior to all other methods for the fair and efficient adjudication of this controversy, because joinder of all class members is impracticable. Furthermore, the expense and burden of individual actions makes it practically impossible for the class members to individually redress the wrongs they have suffered and may continue to suffer in the future if the conduct by the Defendant government described herein persists. There will be no difficulty in managing this case as a class action. 20. This action is properly maintainable as a class action because the prosecution of separate actions by individual members of the class would create a risk of inconsistent or varying adjudications with respect to individual members of the class, which would establish incompatible standards of conduct for the parties opposing the class. 21. This action also is properly maintainable as a class action because the Defendants have acted or refused to act on grounds generally applicable to the class, and such conduct is likely to reoccur against Plaintiffs and the class, thereby making appropriate final injunctive relief or corresponding declaratory relief with respect to the class as a whole. 35. Plaintiff herein incorporates by reference the acts and omissions described in Paragraphs 1-34, above. 36. Because of the above-mentioned acts and omissions, Defendants have violated the Fourth and Fifth Amendment rights of Plaintiffs, and the rights of all other persons similarly situated, in that Defendants acted and/or failed to act in their official capacity and/or under legal authority, by improperly opening and/or searching the safe deposit boxes of Plaintiffs and the class members and seizing and/or holding their property without particularized probable cause. 37. Because of these afore-mentioned acts, and pursuant to the Administrative Procedures Act, 5 U.S.C. §701 et seq., through which the Defendants have acted to conduct the above-referenced illegal searches and seizures of the property of Plaintiff and the class members, the Defendant government should be ordered to return their property forthwith. 39. Because of the above-mentioned acts and omissions, Defendants have violated the Fourth and Fifth Amendment rights of Plaintiffs, and the rights of all other persons similarly situated, in that Defendants acted and/or failed to act in their official capacity and/or under legal authority, by improperly opening and/or searching the safe deposit boxes of Plaintiffs and the class members and seizing and holding their property without particularized probable cause. 40. Because of these afore-mentioned acts, and pursuant to the Administrative Procedures Act, 5 U.S.C. §701 et seq., through which the Defendants have acted to conduct the above-referenced illegal searches and seizures of the property of Plaintiff and the class members, the Defendant government should be ordered to return their property forthwith, and also allow Plaintiffs and the class members to seek return of their property using a pseudonym such as “Doe.” 41. Alternatively, Plaintiffs request the Court to appoint a special master to administer class member claims seeking return of their property and/or to allow class members to file their claims under seal so they may remain anonymous to law enforcement, thereby preserving their Fifth Amendment rights. Fed.R.Civ.P. 53(a)(1)(C). 43. Because of the above-mentioned acts and omissions, Defendants have violated the rights of Plaintiffs, and the rights of all other persons similarly situated, in that Defendants acted and/or failed to act in their official capacity and/or under legal authority, by seizing and holding their property without particularized probable cause, and by demanding that class members identify themselves by name to seek return of their property. 44. Because of these aforementioned acts, and pursuant to the Administrative Procedures Act, 5 U.S.C. §701 et seq. and the U.S. Constitution, Fifth Amendment Due Process Clause, the Defendants should be ordered to allow, and not prohibit, class member holders of USPV safe deposit boxes to file claims to their property, including administrative and judicial forfeiture claims pursuant to 18 U.S.C. §983, using a pseudonym to identify themselves. 45. Alternatively, Plaintiffs request the Court to appoint a special master to administer class members claims seeking return of their property and/or allow class members file their claims under seal so as to them to remain anonymous to law enforcement. 46. Plaintiff herein incorporates by reference the acts and omissions described in Paragraphs 1-45, above. 48. Because of these afore-mentioned acts, and pursuant to the Administrative Procedures Act, 5 U.S.C. §701 et seq. and the U.S. Constitution, Fourth Amendment and Fifth Amendment Due Process Clause, the Court should stay the deadlines for class members to file administrative and/or judicial forfeiture claims pursuant to 18 U.S.C. §983 and stay civil discovery until Plaintiffs’ Fourth and Fifth Amendment challenges to the box searches and property seizures are determined. 49. Plaintiff herein incorporates by reference the acts and omissions described in Paragraphs 1-48, above. 50. Because of the above-mentioned acts and omissions, the Defendants have violated the rights of Plaintiffs, and the rights of all other persons similarly situated, in that Defendants acted and/or failed to act in its official capacity and/or under legal authority, by opening and/or searching class members’ safe deposit boxes without particularized probable cause and then requiring class members to come forward and identify themselves in administrative and judicial civil forfeiture proceedings before their Fourth and Fifth Amendment challenges of the searches and seizures are determined. Fed.R.Crim.P. 41(g), ordering the government to return Class members’ property seized without particularized probable cause and allowing class members to remain anonymous in seeking return of their property

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23. Plaintiff brings this action on his own behalf and as a class action on behalf of all owners of Bazaarvoice common stock and their successors in interest and/or their transferees, except Defendants and any person, firm, trust, corporation or other entity related to or affiliated with Defendants (the “Class”). 25. Bazaarvoice collects and distributes consumer-generated content to retailers and brands to aid those entities in influencing shopping and targeting their advertising. The Company does this mainly through its Conversations platform, which is a software-as-a-service (“SaaS”) platform. Retailers and brands can use the platform to obtain and display ratings and reviews, answer consumer questions, and generate analytic reports on trends and issues. The Conversations platform provides the foundation for a number of services, including the Curations service, which allows retailers and brands to find and utilize content from social media sites, and the Spotlights service, which enables consumer-generated content to be included on a retailer’s or brand’s category and product pages. The Company also uses the Conversations platform to allow brands to interact with consumers using retailers’ websites through the BrandAnswers service, which allows brands to answer questions and offer suggested products directly on a retailer’s website, and Review Response, where brands can respond to reviews posted on retailers’ websites. 26. The Company also offers a platform for brands and retailers to use consumer behavior to target their advertisements. The platform includes features to allow advertising on mobile devices, use of consumer-generated content in advertisements, and shopper profiles that marketing departments and agencies can purchase to reach consumers. 28. Despite the Company’s growth, on November 26, 2017, the Board entered into the Merger Agreement with Marlin, BV Parent, LLC and BV Merger Sub, Inc. 29. For decades, academic research has discussed the tendency of managers to focus on short-term gains over more value-creating, but longer-term, prospects.1 An increase in stock price, for example, may be one such short-term gain. Yet attempts to increase stock price may backfire; one study found that when CEOs focus on short-term stock price, they tend to act in ways that actually reduce value.2 31. The Board agreed to sell the Company because, in its view, escaping the short- term pressures of being a public company would allow it to focus on the long term. At least one analyst had already recognized Bazaarvoice’s great potential for long term growth. Weiss Stock Research Reports stated in a memo dated September 8, 2017, that Bazaarvoice “has demonstrated a pattern of positive earnings per share growth over the past two years,” and believed that it would continue to see such growth. 32. The Proxy notes that in considering the Proposed Transaction, the Board considered “the uncertainty of whether future trading values would reach the Per Share Merger Consideration as compared to the certainty of realizing a compelling value for shares of Common Stock in the Merger.” Yet in accepting the Merger Consideration, the Board agreed to a price per share much lower than price targets declared or valuations calculated for Bazaarvoice throughout 2017. 34. A June 9, 2017 article on Seeking Alpha entitled “Strong Earnings Highlight Enormous Potential For Bazaarvoice” calculated Bazaarvoice’s value at $7.09 to $8.30 per share. 35. A Stock News Magazine article from August 10, 2017, entitled “Is Now The Right Time To Bet On Bazaarvoice, Inc. (BV)?” noted that the Company had a price target at that time as high as $7.00 per share, with another price target of $6.13 per share. The average price target was $6.25 per share. 36. An article on Markets.co from September 5, 2017, entitled “B. Riley Reiterates a Buy Rating on Bazaarvoice” noted that B. Riley had set a price target of $5.75 per share for the Company. The article further noted that the average price target at that time was $6.42 per share. 37. On September 8, 2017, Credit Suisse set a price target for the Company of $7.00 per share. 38. Despite price targets as high as $7.00 per share, and a calculated value for the Company as high as $8.30 per share, the Board agreed to sell Bazaarvoice for $5.50 per share. 40. The Proxy acknowledges that the Company’s executive officers have interests in the merger that may differ from those of the stockholders and may create conflicts of interest. 41. Vested stock options and restricted stock that have been awarded to and are held by Bazaarvoice’s executive officers and directors will vest and be converted into the right to receive either the Merger Consideration or another amount. The treatment of these equity awards, in addition to benefits provided to executive officers through employment agreements, will create a windfall for Bazaarvoice’s executive officers that is unavailable to the common stockholders. As demonstrated in the following chart, the executive officers of Bazaarvoice in total stand to receive up to $14.4 million, if they are let go without “cause” or voluntarily leave for “good reason” within one year of the Proposed Transaction closing: Name Total Cash Total Equity Tax Reimbursement Other Total Gene Austin $944,739 $5,062,633 — — $6,007,372 Jim Offerdahl $541,939 $2,062,715 — — $2,604,654 Gary Allison $458,059 $1,395,582 — — $1,853,641 Michael Paulson $480,517 $1,494,423 — — $1,974,940 Joe Rohrlich $472,968 $1,389,063 $114,234 $24,800 $2,001,065 43. In addition, throughout the sales process, Marlin made clear its desire to retain the executive officers of Bazaarvoice, which includes Defendant Austin, after the Proposed Transaction closes. According to the Proxy, Marlin informed Bazaarvoice that it wanted the executive officers and members of management to rollover their equity to increase the likelihood that they remained at the Company. C. The Preclusive Deal Protection Devices 44. As part of the Merger Agreement, Defendants agreed to certain preclusive deal protection devices that ensure that no competing offers for the Company will emerge. 45. For example, section 5.3(a)(i) of the Merger Agreement includes a “no solicitation” provision barring the Company from soliciting or encouraging the submission of an acquisition proposal. Section 5.3(g) demands that the Company cease and terminate all solicitations, discussions or negotiations with any party concerning an acquisition proposal. Section 5.3 fails to provide a “go-shop” period that would allow the Board to rightfully seek out a better offer for the Company. 47. In other words, the Merger Agreement gives Marlin access to any rival bidder’s information and allows Marlin a free right to top any superior offer. Accordingly, no rival bidder is likely to emerge and act as a stalking horse for Bazaarvoice, because the Merger Agreement unfairly assures that any “auction” will favor Marlin and allow Marlin to piggy-back upon the due diligence of the foreclosed second bidder. 48. In addition, pursuant to section 7.1(e) of the Merger Agreement, Bazaarvoice must pay Marlin a termination fee of $18.27 million if the Company decides to pursue another offer, thereby essentially requiring that the alternate bidder agree to pay a naked premium for the right to provide the shareholders with a superior offer. 5.3(c) of the Merger Agreement, the Company must notify Marlin of any offer, indication of interest, or request for information made by an unsolicited bidder. Thereafter, should the Board determine that the unsolicited offer is superior, section 5.3(e) requires that the Board grant Marlin four (4) business days to negotiate the terms of the Merger Agreement to render the superior proposal no longer superior. Marlin is able to match the unsolicited offer because, pursuant to section 5.3(c) of the Merger Agreement, the Company must provide Marlin with the identity of the party making the proposal and the material terms of the superior proposal, eliminating any leverage that the Company has in receiving the unsolicited offer. 50. The Individual Defendants owe the stockholders a duty of candor. They must disclose all material information regarding the Proposed Transaction to Bazaarvoice stockholders so that they can make a fully informed decision whether to vote in favor of the Proposed Transaction. 51. On December 15, 2017, Defendants filed the Proxy with the SEC. The purpose of the Proxy is, inter alia, to provide the Company’s stockholders with all material information necessary for them to make an informed decision on whether to vote their shares in favor of the Proposed Transaction. However, significant and material facts were not provided to Plaintiff and the Class. Without such information, Bazaarvoice shareholders cannot make a fully informed decision concerning whether or not to vote in favor of the Proposed Transaction. Materially Misleading Statements/Omissions Regarding the Management-Prepared Financial Forecasts 53. Notably, Defendants failed to disclose for fiscal years 2018 to 2022, and the second half of fiscal year 2018, for both the July and October management projections: (a) revenue; (b) cost of revenue; (c) operating expenses, including research and development, sales and marketing, general and administrative, acquisition related and other, and amortization of acquired intangible assets; (d) depreciation and amortization; (e) operating income; (f) cash taxes; (g) capitalized internal use software; (h) capital expenditures; (i) increases in net working capital; and (j) stock-based compensation expense. This omitted information is necessary for Bazaarvoice stockholders to make an informed decision on whether to vote in favor of the Proposed Transaction. Materially Incomplete and Misleading Disclosures Concerning GCA Advisors’s Financial Analyses 54. First, with respect to the Comparable Company Analysis, the Proxy fails to disclose the objective selection criteria for each company, as well as the amounts of capitalized software development costs used by GCA Advisors in the calculation of each of the Modified Adjusted EBITDA multiples for each of the selected comparable companies. The Proxy also fails to disclose whether GCA Advisors perform any kind of benchmarking analysis for Bazaarvoice, relative to the selected comparable companies. 56. Finally, with respect to the Discounted Cash Flow Analysis, the Proxy fails to disclose the range of implied terminal adjusted EBTIDA multiples and implied terminal modified adjusted EBITDA multiples resulting from the analysis. The Proxy also fails to disclose the terminal year estimate of free cash flow to which the selected perpetuity growth rates were applied. Materially Incomplete and Misleading Disclosures Concerning the Flawed Process 57. The Proxy also fails to disclose material information concerning the sales process. For example, Marlin informed GCA Advisors, in connection with the indication of interest it made on September 28, 2017, that “management continuity was important to its offer.” On October 9, 2017, Marlin informed GCA Advisors that it would need members of senior management to roll over their unvested equity awards to increase the likelihood that senior management stayed on. Yet the Proxy is silent as to whether GCA Advisors informed the Board of Marlin’s desire for management to remain at the Company and rollover their equity interests. The Proxy also fails to disclose whether members of management were aware of Marlin’s requests or discussed the rollover of equity interests with Marlin. 58. The Proxy fails to disclose whether Defendants Meredith and Hawn considered financial advisors as discussed at the Board meeting on April 10, 2017. The Proxy also fails to disclose whether the Board considered any other financial advisors besides GCA Advisors. 60. The Proxy also fails to disclose the valuation analyses provided to the Board on May 5, 2017, May 31, 2017, and October 23, 2017. 61. In addition, the Proxy fails to disclose whether GCA Advisors had any discussions with Sponsor A between October 5, 2017, and October 23, 2017. 62. Finally, the Proxy fails to disclose whether GCA Advisors provided any services for Marlin for which it received fees. 63. This information is necessary to provide Company stockholders a complete and accurate picture of the sales process and its fairness. Without this information, stockholders were not fully informed as to Defendants’ actions, including those that may have been taken in bad faith, and cannot fairly assess the process. And, without all material information, Bazaarvoice stockholders are unable to make a fully informed decision in connection with the Proposed Transaction and face irreparable harm, warranting the injunctive relief sought herein. 64. In addition, the Individual Defendants knew or recklessly disregarded that the Proxy omits the material information concerning the Proposed Transaction and contains the materially incomplete and misleading information discussed above. 66. Further, the Proxy indicates that on November 26, 2017, GCA Advisors reviewed with the Board its financial analysis of the Merger Consideration delivered to the Board an oral opinion, which was confirmed by delivery of a written opinion dated November 26, 2017, to the effect that the Merger Consideration was fair, from a financial point of view, to Bazaarvoice shareholders. Accordingly, the Individual Defendants undoubtedly reviewed or were presented with the material information concerning GCA Advisors’s financial analyses which has been omitted from the Proxy and, thus, knew or should have known that such information has been omitted. 67. Plaintiff and the other members of the Class are immediately threatened by the wrongs complained of herein and lack an adequate remedy at law. Accordingly, Plaintiff seeks injunctive and other equitable relief to prevent the irreparable injury that the Company’s shareholders will continue to suffer absent judicial intervention. 68. Plaintiff incorporates each and every allegation set forth above as if fully set forth herein. 69. Defendants have filed the Proxy with the SEC with the intention of soliciting Bazaarvoice shareholder support for the Proposed Transaction. Each of the Individual Defendants reviewed and authorized the dissemination of the Proxy, which fails to provide the material information referenced above. 71. Rule 14a-9, promulgated by the SEC pursuant to Section 14(a) of the Exchange Act, provides that such communications with shareholders shall not contain “any statement which, at the time and in the light of the circumstances under which it is made, is false or misleading with respect to any material fact, or which omits to state any material fact necessary in order to make the statements therein not false or misleading.” 17 C.F.R. § 240.14a-9. 72. Specifically, and as detailed above, the Proxy violates Section 14(a) and Rule 14a-9 because it omits material facts concerning: (i) management’s financial projections; (ii) the value of Bazaarvoice shares and the financial analyses performed by GCA Advisors in support of its fairness opinion; and (iii) the sales process. 74. The misrepresentations and omissions in the Proxy are material to Plaintiff and the Class, who will be deprived of their right to cast an informed vote if such misrepresentations and omissions are not corrected prior to the vote on the Proposed Transaction. Plaintiff and the Class have no adequate remedy at law. Only through the exercise of this Court’s equitable powers can Plaintiff and the Class be fully protected from the immediate and irreparable injury that Defendants’ actions threaten to inflict. 75. Plaintiff incorporates each and every allegation set forth above as if fully set forth herein. 76. The Individual Defendants acted as controlling persons of Bazaarvoice within the meaning of Section 20(a) of the Exchange Act as alleged herein. By virtue of their positions as officers and/or directors of Bazaarvoice and participation in and/or awareness of the Company’s operations and/or intimate knowledge of the incomplete and misleading statements contained in the Proxy filed with the SEC, they had the power to influence and control and did influence and control, directly or indirectly, the decision making of the Company, including the content and dissemination of the various statements that Plaintiff contends are materially incomplete and misleading. 78. 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 or influence the particular transactions giving rise to the Exchange Act violations alleged herein, and exercised the same. The omitted information identified above was reviewed by the Board prior to voting on the Proposed Transaction. The Proxy at issue contains the unanimous recommendation of each of the Individual Defendants to approve the Proposed Transaction. They were, thus, directly involved in the making of the Proxy. 79. In addition, as the Proxy sets forth at length, and as described herein, the Individual Defendants were involved in negotiating, reviewing, and approving the Merger Agreement. The Proxy purports to describe the various issues and information that the Individual Defendants reviewed and considered. The Individual Defendants participated in drafting and/or gave their input on the content of those descriptions. 80. By virtue of the foregoing, the Individual Defendants have violated Section 20(a) of the Exchange Act. 81. As set forth above, the Individual Defendants had the ability to exercise control over and did control a person or persons who have each violated Section 14(a) and Rule 14a-9, by their acts and omissions as alleged herein. By virtue of their positions as controlling persons, Defendants are liable pursuant to Section 20(a) of the Exchange Act. As a direct and proximate result of Individual Defendants’ conduct, Plaintiff and the Class will be irreparably harmed. A. The Board’s Dislike of Short-Term Pressures Leads Them to Sell the Company for an Unfair Price On Behalf of Plaintiff and the Class Against All Defendants for Violations of Section 14(a) of the Exchange Act and Rule 14a-9 On Behalf of Plaintiff and the Class against the Individual Defendants for Violations of Section 20(a) of the Exchange Act

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1. Rutter’s Violated PCI Data Security Standards 14. Rutter’s is an operator of a large chain of convenience stores and gas stations. 16. Thus, Rutter’s did not discover the Data Breach for nearly eighteen months and did not notify consumers of the Data Breach for more than a month after discovering it. 18. Rather than proactively taking steps to help consumers deal with and avoid damage from the Data Breach, Rutter’s placed the burden on consumers to protect themselves: It is always advisable to review your payment card statements for any unauthorized activity. You should immediately report any unauthorized charges to your card issuer because payment card rules generally provide that cardholders are not responsible for unauthorized charges reported in a timely manner. The phone number to call is usually on the back of your payment card. Please see the section below for information on additional steps you may take.7 2. Rutter’s Violated the FTC Act 20. Thus, rather than providing meaningful assistance to consumers to help deal with the fraud that has and will continue to result from the Data Breach, Rutter’s simply told them to carefully monitor their own accounts and remain “vigilant” for fraud. In contrast to what is and has been frequently made available to consumers in recent data breaches, Rutter’s has not offered or provided any monitoring service or fraud insurance to date. 22. Rutter’s failed to properly safeguard Class Members’ Card Information, allowing malware to be present on—and cybercriminals to access Payment Card Information from—its systems for as many as nine months completely undetected. Rutter’s also failed to properly monitor its systems. Had it properly done so, Rutter’s would have discovered the malware much sooner than eighteen months after the breach began. Indeed, Rutter’s reported that it “received a report from a third party” of the Data Breach. Had the unnamed third-party not notified Rutter’s of the Data Breach, it presumably would have gone undetected even longer than it did. 23. Rutter’s had a continuing duty pursuant to common law, industry standards, card network rules, and representations made in its own privacy policy to keep consumers’ Card Information confidential and to protect it from unauthorized access. B. Rutter’s Was on Notice of a Significant Risk of a Data Breach 26. The Visa warning specified that hackers were placing “malware” onto card processing systems. Notably, Rutter’s reported that malware was placed on its gas pumps.11 27. The Visa warning also specified that hackers were attacking gas station merchants that had not yet upgraded to chip technology. Although Rutter’s reported that it utilizes chip readers at POS terminals inside some of its stores, its notice is silent as to its implementation, and use of, chip readers at its gas pumps. The Visa warning placed Rutter’s on further notice of an unusually high risk of a data breach. Rutter’s failed to improve its cardholder data security despite these known critical risks. C. Previous Credit Card Data Breach at Rutter’s 29. These breaches, coupled with numerous others affecting other retail companies, put Rutter’s on notice of the importance of data security, the fact that thieves were aggressively seeking stolen credit card information from Rutter’s, and the harm that could result from weak data security. Despite these events, Rutter’s nevertheless failed to adopt adequate data security governing its credit and debit card transactions. D. Rutter’s Privacy Policy 30. Rutter’s Privacy Policy stated that data security is important to the Company, and that it is committed to safeguarding consumer data: HOW we protect and RETAIN your information We and our Service Providers take security measures to protect against unauthorized access to or unauthorized alteration, disclosure, or destruction of data. These include firewalls and encryption, internal reviews of our Service Providers data collection, storage and processing practices, and security measures, as well as physical security measures to guard against unauthorized access to systems.13 32. Rutter’s breached its duties, obligations, and promises by, inter alia, failing to: (a) adequately safeguard consumers’ Card Information; (b) maintain an adequate data security environment to reduce the risk of a data breach; (c) properly monitor its data security systems for existing intrusions and weaknesses; (d) perform penetration tests to determine the strength of its payment card processing systems; (e) properly train its information technology staff on matters relevant to cardholder data security; and (f) retain outside vendors to periodically test its payment card processing systems. 33. There is an extensive network of financial institutions, card-issuing banks, and card-processing companies involved in credit and debit card transactions. Card networks have issued detailed rules and standards governing the basic protective measures that merchants like Rutter’s must take to ensure that payment card information is properly safeguarded. 35. PCI DSS establishes detailed comprehensive requirements for satisfying each of the following twelve “high-level” mandates:14 36. As noted in the chart, PCI DSS required Rutter’s to “protect all systems against malware.” Rutter’s failed to do so. Rutter’s specified that the hacker(s) placed “malware” on Rutter’s payment processing servers. 14 Payment Card Industry (PCI) Data Security Standard, PCI Security Standards Council, May 2018, at p. 5, available at https://www.pcisecuritystandards.org/documents/PCI_DSS_v3-2- 37. PCI DSS also required Rutter’s to “[t]rack and monitor all access to network resources.” Rutter’s failed to do so. The hacker(s) had access to Rutter’s system for as long as nine months, illustrating that Rutter’s had materially deficient tracking and monitoring systems in place. 38. Upon information and belief, Rutter’s violated numerous other provisions of the PCI DSS, including subsections underlying the chart above. Those deficiencies will be revealed during discovery with the assistance of expert witnesses. 39. PCI DSS sets the minimum level of what must be done, not the maximum. While PCI compliance is an important first step in securing cardholder data, it is not sufficient on its own to protect against all breaches, nor does it provide a safe harbor against civil liability for a data breach. 40. At all relevant times, Rutter’s was well-aware of its PCI DSS obligations to protect cardholder data. Rutter’s was an active participant in the payment card networks as it collected and likely transmitted thousands (or more) of sets of payment card data per day. 42. The Federal Trade Commission (“FTC”) has held that the failure to employ reasonable measures to protect against unauthorized access to confidential consumer data constitutes an unfair act or practice prohibited by Section 5 of the Federal Trade Commission Act (“FTCA”), 15 U.S.C. §45. 44. The FTC has issued orders against businesses for failing to employ reasonable measures to safeguard customer data. The orders provide further public guidance to businesses concerning their data security obligations. 45. Rutter’s knew or should have known about its obligation to comply with the FTC Act regarding data security. 46. Rutter’s misconduct violated the FTC Act, led to the Data Breach, and caused harm to Plaintiff and Class Members. F. Misuse of the Stolen Data Has Begun 47. Widespread misuse of the stolen cardholder data has already begun. 48. Plaintiff has suffered at least one fraudulent charge on his payment card, as discussed in detail above. 50. The Data Breach is particularly alarming given that it reportedly lasted as long as nine months. Each Plaintiff and the Class Members have been damaged by the compromise of their Card Information in the Data Breach. 51. Class Members also face a substantial and imminent risk of fraudulent charges on their Payment Cards. Criminals carried out the Data Breach and stole the Card Information with the intent to use it for fraudulent purposes and/or to sell it. 52. Plaintiff and Class Members have already experienced fraudulent credit and debit card purchases, and other Class Members will experience fraud going forward. 54. Class Members also suffered a “loss of value” of their credit and debit card information when it was stolen by the hacker in the Data Breach. A robust market exists for stolen card information, which is sold on the dark web at specific identifiable prices. This market serves as a means to determine the loss of value to Class Members. 55. Class Members also suffered “benefit of the bargain” damages. Class Members overpaid for goods that should have been – but were not – accompanied by adequate data security. Part of the price Class Members paid to Rutter’s was intended to be used to fund adequate data security. Class Members did not get what they paid for. 56. Class Members have spent and will continue to spend substantial amounts of time monitoring their payment card accounts for fraud, disputing fraudulent transactions, and reviewing their financial affairs more closely than they otherwise would have done but for the Data Breach. Class Members will also spend time obtaining replacement cards and resetting automatic payment links to their new cards. These efforts are burdensome and time-consuming. 59. The risk of fraud will persist for years. Identity thieves often hold stolen data for months or years before using it, to avoid detection. Also, the sale of stolen information on the dark web may take months or more to reach end-users, in part because the data is often sold in small batches as opposed to in bulk to a single buyer. 60. Thus, Class Members must vigilantly monitor their financial accounts for months or years to come. H. Class Members Face a Risk of Identity Theft Beyond Just Credit and Debit Card Fraud 63. Thus, Rutter’s acknowledges that Class Members face a risk of identity theft beyond just fraudulent credit and debit card transactions. 64. Rutter’s has taken no affirmative steps—beyond notifying consumers of the Data Breach—to protect against these broad-based types of fraud, such as offering free credit monitoring and identity theft insurance to all customers whose card information was stolen in the Data Breach. Rutter’s efforts are wholly insufficient to combat the indefinite undeniable risk of fraud and identity theft. V. 66. Excluded from the Classes are Rutter’s executive officers, and the judge to whom this case is assigned. 67. Numerosity. The Classes are each so numerous that joinder of all members is impracticable. On information and belief, the Nationwide Class consists of hundreds to thousands or more individuals, and the Pennsylvania Class consists of hundreds to thousands or more individuals. These estimates are based on the fact that the Data Breach affected most (if not all) of Rutter’s 72 convenience store locations, as well as its gas pumps, for a nine-month period. 69. Typicality. Plaintiff’s claims are typical of the claims of all Class Members because Plaintiff, like other Class Members, suffered a theft of his Card Information in the Data Breach. 70. Adequacy of Representation. Plaintiff will fairly and adequately protect the interests of the Classes. Plaintiff has retained competent and capable counsel with significant experience in complex class action litigation, including data breach class actions. Plaintiff and his counsel are committed to prosecuting this action vigorously on behalf of the Classes. Plaintiff’s counsel has the financial and personnel resources to do so. Neither Plaintiff nor his counsel have interests that are contrary to, or that conflict with, those of the Classes. 71. Predominance. Rutter’s has engaged in a common course of conduct toward all Class Members. The common issues arising from Rutter’s conduct predominate over any issues affecting just individual Class Members. Adjudication of the common issues in a single action has important and desirable advantages of judicial economy. 73. Rutter’s has acted on grounds that apply generally to the Classes as a whole, so that injunctive relief is appropriate on a class-wide basis pursuant to Fed. R. Civ. P. 23(b)(2). VI. 74. Plaintiff re-alleges and incorporates by reference all preceding allegations as if fully set forth herein. 75. Rutter’s obtained Class Members’ Payment Card Information in connection with Class Members’ purchases at Rutter’s stores and gas pumps. 77. Rutter’s owed a duty of care to Plaintiff and Class Members to provide data security consistent with the various requirements and rules discussed above. 78. Rutter’s duty of care arose as a result of, among other things, the special relationship that existed between Rutter’s and its customers. Rutter’s was in position to ensure that its systems were sufficient to protect against the foreseeable risk that a data breach could occur, which would result in substantial harm to consumers. 79. Also, Rutter’s had a duty to employ reasonable security measures under Section 5 of the Federal Trade Commission Act, 15 U.S.C. § 45, which prohibits “unfair . . . practices in or affecting commerce,” including, as interpreted and enforced by the FTC, failing to use reasonable measures to protect confidential consumer data. 80. Rutter’s duty to use reasonable care in protecting cardholder data arose not only as a result of the statutes and regulations described above, but also because Rutter’s is bound by industry standards and PCI DSS rules to protect Card Information. 82. Rutter’s breached its duties, and thus was negligent, by failing to use reasonable measures to protect cardholder information. Rutter’s negligent acts and omissions include, but are not limited to, the following: (a) Failing to adopt, implement, and maintain adequate security measures to safeguard Card Information; (b) Failing to adequately monitor the security of Rutter’s Payment Card processing network; (c) Allowing unauthorized access to Class Members’ sensitive Card Information; (d) Failing to detect in a timely manner that Class Members’ Card Information had been compromised; and (e) Failing to timely notify Class Members about the Data Breach so that they could take appropriate steps to mitigate the risk of identity theft and other damages. 83. It was foreseeable to Rutter’s that a failure to use reasonable measures to protect Card Information could result in injury to consumers. Further, actual and attempted breaches of data security were reasonably foreseeable to Rutter’s given the known frequency of Payment Card data breaches: (i) in the retail industry in general, (ii) at gas stations in particular, and (iii) at Rutter’s operations specifically. 84. Plaintiff and Class Members suffered various types of damages as alleged above. 86. Plaintiff and Class Members are entitled to compensatory and consequential damages suffered as a result of the Data Breach. 87. Plaintiff and Class Members are also entitled to injunctive relief requiring Rutter’s to (among other things): (i) strengthen its data security systems and monitoring procedures; (ii) submit to future annual audits of those systems; and (iii) provide several years of free credit monitoring and identity theft insurance to all Class Members. 88. Plaintiff realleges and incorporates all previous allegations as though fully set forth herein. 89. As alleged above, pursuant to the FTC Act, 15 U.S.C. § 45, Rutter’s had a duty to provide fair and adequate computer systems and data security practices to safeguard Plaintiff’s and Class Members’ Card Information. 91. Rutter’s violated Section 5 of the FTC Act (and similar state statutes) by failing to use reasonable measures to protect Card Information and not complying with applicable industry standards, including PCI DSS, as described in detail herein. Rutter’s conduct was particularly unreasonable given the nature and amount of Card Information it collected and stored and the foreseeable consequences of a data breach, including, specifically, the immense damages that would result to consumers and financial institutions. 92. The harm that has occurred is the type of harm the FTC Act (and similar state statutes) is intended to guard against. Indeed, the FTC has pursued numerous enforcement actions against businesses that, as a result of their failure to employ reasonable data security measures and avoid unfair and deceptive practices, caused the same harm as that suffered by Plaintiff and the Class. 93. Rutter’s had a duty to Plaintiff and Class Members to implement and maintain reasonable security procedures and practices to safeguard Plaintiff’s and Class Members’ Card Information. 95. Rutter’s violation of Section 5 of the FTC Act (and similar state statutes) and its failure to comply with applicable laws and regulations constitutes negligence per se. 96. But for Rutter’s wrongful and negligent breach of its duties owed to Plaintiff and Class Members, Plaintiff and Class Members would not have been injured. 97. The injury and harm suffered by Plaintiff and Class Members was the reasonably foreseeable result of Rutter’s breach of its duties. Rutter’s knew or should have known that it was failing to meet its duties and that its breach would cause Plaintiff and Class Members to suffer the foreseeable harms associated with the exposure of their Card Information. 98. Had Plaintiff and Class Members known that Rutter’s did and does not adequately protect customer Card Information, they would not have made purchases at Rutter’s stores and gas pumps. A. The Rutter’s Data Breach NEGLIGENCE (On Behalf of Plaintiff, the Nationwide Class, and, in the alternative, the Pennsylvania Class) Negligence Per Se (On Behalf of Plaintiff, the Nationwide Class, and, in the alternative, the Pennsylvania Class)

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10. Defendant AriZona makes and sells, through its website and otherwise, the Arnold Palmer drink, consisting of ½ tea and ½ lemonade. 104. Plaintiff brings this claim, pursuant to Fed.R.Civ.P. 23(a) and 23(b)(3), on behalf of a class. 105. The class consists of all persons who purchased in the United States Arnold Palmer zero calorie drink on or after a date five years prior to the filing of this action. 106. Excluded from the Class are any members of the judiciary assigned to preside over this matter; any officer or director of Defendant; and any immediate family member, of such officer or director. 107. The members of the class are so numerous that joinder of all members is impracticable. There are thousands of persons in the class. 108. There are questions of law and fact common to the members of the classes, which predominate over any questions that affect only individual class members. The predominant common questions include: a. Whether the Arnold Palmer zero calorie drink had zero calories. b. Whether Defendant falsely represented that the Arnold Palmer zero calorie drink had zero calories. c. Whether such representations resulted in unjust enrichment. 109. Plaintiff’s claim is typical of the claims of the class members. All are based on the same factual and legal theories. 110. Plaintiff will fairly and adequately represent the interests of the class members. Plaintiff has retained counsel experienced in consumer class action litigation. 111. A class action is superior to other alternative methods of adjudicating this -17- dispute. Individual cases are not economically feasible. WHEREFORE, Plaintiff requests that the Court enter judgment in favor of Plaintiff and the class, and against Defendant, for: i. Appropriate monetary relief; ii. Costs of suit; and iii. Such other or further relief as the Court deems proper. /s/ Daniel A. Edelman Daniel A. Edelman Daniel A. Edelman (ARDC 0712094) Cathleen M. Combs (ARDC 0472840) Dulijaza (Julie) Clark (ARDC 6273353) Bryan G. Lesser (ARDC 6330021) 11. The Arnold Palmer drink was sold in zero calorie, lite and regular versions. 12. During the three years prior to the filing of this action, Plaintiff made numerous purchases of zero calorie Arnold Palmer drink, mainly in the 23 fl. oz size. 13. Plaintiff purchased the zero calorie Arnold Palmer drink at the Walgreens at 189 N. Northwest Hwy, Barrington, IL 60010 on September 20, 2019; the Shell gas station at 106 N. Northwest Highway, Barrington, IL 60010 on April 8, 2019, and April 9, 2019, and the Shell gas -2- station at 100 W. Northwest Hwy, Barrington, IL 60010 on July 13, 2019. 14. Plaintiff purchased the zero calorie Arnold Palmer drink at the BP gas station at 112 S. Main Street, Walworth, WI 53184, on June 14, 2019, June 15, 2019, and September 22, 20219. 15. Plaintiff purchased the zero calorie Arnold Palmer drink at the Walgreens at 580 Indian Boundary Rd., Chesterton, IN 46304, on July 12, 2019; and the BP gas station at 525 Indian Boundary Rd., Chesterton, IN 46304, on April 10, 2019, April 22, 2019, July 12, 2019, and September 23, 2019. 16. Plaintiff purchased the zero calorie Arnold Palmer drink at the Shell gas station at 7000 Westnedge, Portage, MI 49002. 17. Plaintiff purchased the zero calorie drink at many other times and locations as well. 18. Plaintiff is health conscious and specifically chose the zero calorie Arnold Palmer drinks instead of one of the other varieties because of its zero calories. Had he known it was not zero calories he would have purchased another product. 19. The representation that the product had zero calories was prominently featured on the front of the can, on the panel on the back, and in advertising. 2. Any person suffering pecuniary loss because of a violation of this section by any other person may sue in any court of competent jurisdiction and shall recover such pecuniary loss, together with costs, including reasonable attorney fees . . . . 20. On information and belief, the zero calorie drink did not qualify for labeling as such and was renamed “diet.” 21. Exhibit A depicts the zero calorie version of the drink next to a can of the diet version. 22. Under Food & Drug Administration regulations, a product cannot be labeled or -3- represented as having zero calories unless a standard serving has no more than five calories. 23. In fact, the zero calorie version of the drink did not have less than five calories. 24. Recently, the Food & Drug Administration required AriZona to relabel the "zero calorie" product as a "diet" product with 15 calories per can. 25. Because of the multiple versions of the product, the reason why a person would purchase the zero calorie version is to get a product with zero calories. Had Plaintiff known it was not zero calories he would have purchased another product. 26. Plaintiff was damaged by paying money in reliance on the representations. 27. Defendant’s representations gave it an unfair competitive advantage over products that were honestly labeled. 28. Plaintiff incorporates paragraphs 1-27. 29. Under Uniform Commercial Code §2-313, in force throughout the United States except Louisiana and Puerto Rico (the Illinois citation is 810 ILCS 5/2-313), the representations on Defendant’s packaging created an express warranty that the contents shall conform to the representations. 3. No action may be commenced under this section more than 3 years after the occurrence of the unlawful act or practice which is the subject of the action. . . . 30. The representation was conveyed directly to the retail purchaser. 31. Defendant’s representations became a part of the basis of the bargain. 32. Defendant breached those representations, as described above. -4- 41. Plaintiff incorporates paragraphs 1-27. 42. Under the Uniform Commercial Code – in force throughout the United States except in Louisiana and Puerto Rico – there is an implied warranty in the sale of goods by a merchant that the goods shall be merchantable. The Illinois citation is 810 ILCS 5/2-314. 43. Under UCC §2-314(2), “Goods to be merchantable must be at least such as.... (f) conform to the promises or affirmations of fact made on the container or label if any.” 44. The Arnold Palmer zero calorie drinks did not conform to the promises or affirmations of fact made on the packaging. 53. Plaintiff incorporates paragraphs 1-27. 54. Defendant engaged in unfair and deceptive acts and practices, in violation of §2 of the Illinois Consumer Fraud Act, 815 ILCS 505/2, by representing on the label and otherwise that the Arnold Palmer zero calorie drink had zero calories. 55. 815 ILCS 505/2 provides: Sec. 2. 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, 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 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. 56. Section 2 of the Uniform Deceptive Trade Practices Act, 815 ILCS 510/2(a), defines as a deceptive trade practice “(5) represent[ing] that goods or services have . . . characteristics, ingredients, uses, benefits, or quantities that they do not have . . . . (7) represent[ing] that goods or services are of a particular standard, quality, or grade . . . if they are of another . . . (12) engag[ing] in any other conduct which similarly creates a likelihood of confusion or misunderstanding.” 57. The acts of Defendant were done in the course of trade and commerce. -8- 66. Plaintiff incorporates paragraphs 1-27. 67. Defendant engaged in unfair and deceptive acts and practices, in violation of Wis. Stats. §100.18, by representing on the label and otherwise that the Arnold Palmer zero calorie drink had zero calories. 68. Wis.Stats. §100.18 provides: 100.18. Fraudulent representations. (1) No person, firm, corporation or association, or agent or employee thereof, with intent to sell, distribute, increase the consumption of or in any wise dispose of any real estate, merchandise, securities, employment, service, or anything offered by such person, firm, corporation or association, or agent or employee thereof, directly or indirectly, to the public for sale, hire, use or other distribution, or with intent to induce the public in any manner to enter into any contract or obligation relating to the purchase, sale, hire, use or lease of any real estate, merchandise, securities, employment or service, shall make, publish, disseminate, circulate, or place before the public, or cause, directly or indirectly, to be made, published, disseminated, circulated, or placed before the public, in this state, in a newspaper, magazine or other publication, or in the form of a book, notice, handbill, poster, bill, circular, pamphlet, letter, sign, placard, card, label, or over any radio or television station, or in any other way similar or dissimilar to the foregoing, an advertisement, announcement, statement or representation of any kind to the public relating to such purchase, sale, hire, use or lease of such real estate, merchandise, securities, service or employment or to the terms or conditions thereof, which advertisement, announcement, statement or representation contains any assertion, -10- representation or statement of fact which is untrue, deceptive or misleading. (11) (b) 77. Plaintiff incorporates paragraphs 1-27. 78. Defendant violated Ind. Code §24-5-0.5-3 by representing on the label and otherwise that the Arnold Palmer zero calorie drink had zero calories. 79. Ind. Code §24-5-0.5-3 provides: (a) A supplier may not commit an unfair, abusive, or deceptive act, omission, or practice in connection with a consumer transaction. Such an act, omission, or practice by a supplier is a violation of this chapter whether it occurs before, during, or after the transaction. An act, omission, or practice prohibited by this section includes both implicit and explicit misrepresentations. -12- (b) Without limiting the scope of subsection (a), the following acts, and the following representations as to the subject matter of a consumer transaction, made orally, in writing, or by electronic communication, by a supplier, are deceptive acts: (1) That such subject of a consumer transaction has sponsorship, approval, performance, characteristics, accessories, uses, or benefits it does not have which the supplier knows or should reasonably know it does not have. (2) That such subject of a consumer transaction is of a particular standard, quality, grade, style, or model, if it is not and if the supplier knows or should reasonably know that it is not. . . . (c) Any representations on or within a product or its packaging or in advertising or promotional materials which would constitute a deceptive act shall be the deceptive act both of the supplier who places such representation thereon or therein, or who authored such materials, and such other suppliers who shall state orally or in writing that such representation is true if such other supplier shall know or have reason to know that such representation was false. . . . 80. Under Ind. Code §24-5-0.5-4, Plaintiff may bring suit for actual damages or $500, whichever is greater, subject to increase to $1,000 if the act was willful, plus attorney’s fees. 89. Plaintiff incorporates paragraphs 1-27. 90. Defendants committed fraud by representing on the label and otherwise that the Arnold Palmer zero calorie drink had zero calories. 99. Plaintiff incorporates paragraphs 1-27. 100. Defendant obtained money to which it was not entitled by selling the Arnold Palmer drink as having zero calories. 101. Defendant had knowledge of the benefit conferred upon them by Plaintiff and he class members. Defendant made a calculated profit from the sales of its product, while Plaintiff and others like him suffered damages as a result of the transactions. 102. Defendant has voluntarily and deliberately accepted and retained those profits and benefits, without delivering the product promised. 103. Defendant’s retention of the money they obtained constitutes unjust enrichment. -16- UNIFORM COMMERCIAL CODE UNIFORM COMMERCIAL CODE AND MAGNUSON-MOSS ACT

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11. Samsung holds the largest share of the United States cellular phone market. Samsung’s flagship line of cell phones is the Galaxy S7 series. Phones in this series include the Galaxy S7, Galaxy S7 Edge, and Galaxy S7 Active (collectively, the “S7 Phone”). 12. Samsung’s material misrepresentations of the S7 Phone in a widely seen advertising campaign give rise to this action. Samsung’s Representations That Its Galaxy S7 Phones Are Water Resistant 13. Samsung markets the S7 Phone through nationally-televised advertisements, print advertisements, and online advertisements. 14. Samsung represents in advertisements for the S7 Phone that the phone is water resistant. 15. Samsung’s claims of water resistance are objective in nature. As part of its advertising campaign, Samsung consistently represents that the S7 Phone is “water resistant up to 5 feet of water for up to 30 minutes.” 26. Plaintiff brings this action pursuant to Federal Rule of Civil Procedure 23 on behalf of the following proposed Class and Subclass: The Nationwide Class All individuals in the United States who purchased a new Galaxy S7, Galaxy S7 Edge or Galaxy S7 Active cellular phone. The California Subclass All individuals in California who purchased a new Galaxy S7, Galaxy S7 Edge or Galaxy S7 Active cellular phone. 27. Excluded from the proposed Class and Subclass are Samsung’s officers, directors, legal representatives, successors, and assigns, any entity in which Samsung has a controlling interest, and any Judges to whom this case is assigned and their immediate family members. 28. The requirements of Federal Rule of Civil Procedure 23(a), (b)(1), (b)(2), and (b)(3) are met in this case. 29. Numerosity. The proposed Class consists of millions of consumers who purchased S7 phones, making joinder of each Class member impracticable. 37. Plaintiff incorporates the above allegations by reference. 38. Plaintiff brings this cause of action on behalf of the Nationwide Class. 39. Samsung commits fraud by intentionally misrepresenting that the S7 Phone possesses characteristics that it does not possess—namely, that it is water resistant. Samsung’s fraud induced Plaintiff and Class members to purchase the S7 Phone. 40. Samsung’s intentional and material misrepresentations include its advertising, marketing materials and messages, and other standardized statements claiming the S7 Phone is water resistant. 50. Plaintiff incorporates the above allegations by reference. 51. Plaintiff brings this cause of action on behalf of the California Subclass. 52. Samsung violates the FAL by using false and misleading statements, and material omissions, to promote the sale of the S7 Phone. The S7 Phone does not possess the level of quality or value that Samsung promised. Samsung represents in a widespread advertising campaign that the S7 Phone is water resistant when it is not. 57. Plaintiff incorporates the above allegations by reference. 58. Plaintiff brings this cause of action on behalf of the California Subclass. Fraud Violations of the False Advertising Law (“FAL”), Cal. Bus. & Prof. Code § 17500, et seq. Violations of the Unfair Competition Law (“UCL”), Cal. Bus. & Prof. Code § 17200, et seq.

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(29 U.S.C. § 216(b) Collective Action) VIOLATION OF THE FAIR LABORS STANDARDS ACT 28 U.S.C. § 201, ET SEQ. 18. Plaintiff was employed by Defendants within the statutory time frame as a non-exempt employee in Los Angeles, California. 48. Plaintiff realleges and incorporates all preceding paragraphs, as though set forth in full herein. 56. Plaintiff realleges and incorporates all preceding paragraphs, as though set forth in full herein. 57. By their conduct, as set forth herein, Defendants violated California Labor Code § 510 (and the relevant orders of the Industrial Welfare Commission) by failing to pay the California Class Members: (a) time and one-half their regular hourly rates for hours worked in excess of eight (8) hours in a workday or in excess of forty (40) hours in any workweek. 63. Plaintiff realleges and incorporates all preceding paragraphs, as though set forth in full herein. 64. The California Class Members regularly worked shifts greater than five (5) hours. Pursuant to Labor Code § 512 an employer may not employ someone for a shift of more than five (5) hours without providing him or her with a meal period of not less than thirty (30) minutes. 65. Defendants had a common policy, practice, and/or pattern of failing to provide the California Class Members with meal periods as required under the Labor Code. Specifically, the California Class Members were required to work through their meal periods, nor were they afforded the opportunity to take uninterrupted meal periods in accordance with Cal. Labor Code § 512. Moreover, what meal periods the California Class Members did receive were less than 30 minutes, all in violation of Labor Code and applicable Wage Orders. Moreover, Defendants failed to compensate the California Class Members for each meal period not provided or inadequately provided, in the form of “premium pay” as required under Labor Code § 226.7. 66. Therefore, pursuant to Labor Code § 226.7, the California Class Members are entitled to damages in an amount equal to one (1) hour of wages at their effective hourly rates of pay for each meal period not provided or deficiently provided, a sum to be proven at trial. 72. Plaintiff realleges and incorporates all preceding paragraphs, as though set forth in full herein. 73. Under Labor Code § 2802(a) an employer must indemnify its employees 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. 76. Plaintiff realleges and incorporates all preceding paragraphs, as though set forth in full herein. 77. Numerous California Class Members are no longer employed by Defendants; they either quit Defendants’ employ or were fired therefrom. 78. In failing to pay the California Class Members their minimum wages, overtime wages, premium pay for deficiently provided meal periods and rest breaks, and unreimbursed expenses, all discussed above, Defendants willfully failed to pay these the California Class Members all wages due and certain at the time of termination or within seventy-two (72) hours of resignation. 79. The wages withheld from these the California Class Members by Defendants remained due and owing for more than thirty (30) days from the date of separation of employment. 81. Plaintiff realleges and incorporates all preceding paragraphs, as though set forth in full herein. 82. California Labor Code § 226(a) requires an employer to furnish each of his or her employees with an accurate, itemized statement in writing showing, among other things: (2) total hours worked by the employee . . . (9) all applicable hourly rates in effect during the pay period and the corresponding number of hours worked at each hourly rate by the employee. These statements must be appended to the detachable part of the check, draft, voucher, or whatever else serves to pay the employee’s wages; or, if wages are paid by cash or personal check, these statements may be given to the employee separately from the payment of wages; in either case the employer must give the employee these statements twice a month or each time wages are paid. 87. Plaintiff realleges and incorporates all preceding paragraphs, as though set forth in full herein. 97. Plaintiff realleges and incorporates all preceding paragraphs, as though set forth in full herein. 98. Plaintiff and the California Class Members are aggrieved employees as defined under Labor Code § 2699(c) in that they suffered the violations alleged in this Complaint and were employed by the alleged violators, Defendants. FAILURE TO REIMBURSE FOR NECESSARY EXPENDITURES IN VIOLATION OF CALIFORNIA LABOR CODE § 2802 (By Plaintiff and the California Class Members Against All Defendants) FAILURE TO PAY MINIMUM WAGES IN VIOLATION OF CALIFORNIA LABOR CODE §§ 1182.11-1182.13, 1194, 1194.2, AND 11197 (By Plaintiff and the California Class Members Against All Defendants) FAILURE TO PAY WAGES AND OVERTIME IN VIOLATION OF CALIFORNIA LABOR CODE § 510 (By Plaintiff and the California Class Members Against All Defendants) MEAL PERIOD LIABILITY UNDER CALIFORNIA LABOR CODE § 226.7 (By Plaintiff and the California Class Members Against All Defendants) PENALTIES PURSUANT TO CALIFORNIA LABOR CODE § 2699, ET SEQ. (By Plaintiff and the California Class Members Against All Defendants) REST BREAK LIABILITY UNDER CALIFORNIA LABOR CODE § 226.7 (By Plaintiff and the California Class Members Against All Defendants) UNFAIR COMPETITION UNDER CALIFORNIA BUSINESS AND PROFESSIONS CODE § 17200, ET SEQ. (By Plaintiff and the California Class Members Against All Defendants) VIOLATION OF CALIFORNIA LABOR CODE § 226(a) (By Plaintiff and the California Class Members Against All Defendants) WAITING TIME PENALTIES UNDER CALIFORNIA LABOR CODE § 203 (By Plaintiff and the California Class Members Against All Defendants)

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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 Catering Hall that operates BELUX CATERING as well as the BELUX CATERING 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 BELUX CATERING (its “Catering Hall”) in New York, with one of its locations at 96-43 Springfield Boulevard, Queens Village, NY 11429. 22. Its Catering Halls constitute places of public accommodation. Defendant’s Catering Halls provide to the public important goods and services. Defendant’s Website provides consumers with access to an array of goods and services including Catering Hall locations and hours, access to extensive event calendars, information pertaining to booking its wedding hall and catering services, 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 Catering Halls. 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 Catering Halls 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 Catering Halls 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. 32. 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. 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. 38. 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. 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 Catering Halls 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 Catering Halls. 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 NYSHRL VIOLATION OF THE NEW YORK STATE CIVIL RIGHTS LAW VIOLATIONS OF THE ADA, 42 U.S.C. § 1281 et seq. VIOLATIONS OF THE NYCHRL

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If a qualified beneficiary who is a covered spouse or covered dependent child experiences another qualifying event during the first 18 months of COBRA coverage (because of the covered employee’s termination of employment or reduction in hours of the covered employee’s employment) or during an 11-month disability extension period (see “Disability Extension of COBRA Coverage” [above]), this qualified beneficiary receiving COBRA coverage may receive up to 18 additional months of COBRA coverage (for a total of 36 months), if notice of the second qualifying event is provided in accordance with WageWorks' notice procedures (see “Notice Procedures for Qualified Beneficiaries” [below]) This extension may be available to the covered spouse and any covered dependent children receiving COBRA coverage if the employee/former employee dies, becomes entitled to Medicare benefits (under Part A, Part B, or both), or gets divorced or legally separated, or if the covered dependent child stops being eligible under the Plan as a “dependent child,” but only if the event would have caused the spouse or dependent child to lose coverage under the Plan had the first qualifying event not occurred. (A second event will be a “second qualifying event” for COBRA purposes only to the extent that it would have caused the qualified beneficiary to lose coverage under the Plan had it been the initial qualifying event.) This second qualifying event extension is available only if you notify WageWorks according to WageWorks’ notice procedures (see “Notice Procedures for Qualified Beneficiaries” below) of the second qualifying event within 60 days after the date of the second qualifying event occurs. If you do not follow WageWorks' notice procedures, then you will not be eligible for the extension of coverage.

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18. Just Energy purports to be a consumer company focused on essential needs, including electricity and natural gas commodities; on health and well-being, through products such as water quality and filtration devices; and on utility conservation, including renewable energy options. Materially False and Misleading Statements Issued During the Class Period 19. The Class Period begins on November 9, 2017. On that day, the Company reported its quarterly results for the period ended September 30, 2017 in a Form 6-K filed with the SEC. Regarding internal control over financial reporting, the Company stated, in relevant part: As of September 30, 2017, the Co-Chief Executive Officers (“Co-CEOs”) and Chief Financial Officer (“CFO”) of the Company, along with the assistance of senior management, have designed disclosure controls and procedures to provide reasonable assurance that material information relating to Just Energy is made known to the Co-CEOs and CFO, and have designed internal controls over financial reporting based on the criteria established in the 2013 Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (the COSO criteria) to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements in accordance with IFRS. During the three and six months ended September 30, 2017, there were no changes in Just Energy’s internal controls over financial reporting that occurred that have significantly affected, or are reasonably likely to significantly affect, the Company’s internal controls over financial reporting. 32. 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 and entities that acquired Just Energy securities between November 9, 2017 and July 23, 2019, inclusive, 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. 38. The market for Just Energy’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, Just Energy’s securities traded at artificially inflated prices during the Class Period. Plaintiff and other members of the Class purchased or otherwise acquired Just Energy’s securities relying upon the integrity of the market price of the Company’s securities and market information relating to Just Energy, and have been damaged thereby. 39. During the Class Period, Defendants materially misled the investing public, thereby inflating the price of Just Energy’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. The statements and omissions were materially false and/or misleading because they failed to disclose material adverse information and/or misrepresented the truth about Just Energy’s business, operations, and prospects as alleged herein. 43. As alleged herein, Defendants acted with scienter since Defendants knew that the public documents and statements issued or disseminated in the name of the Company were materially false and/or misleading; knew that such statements or documents would be issued or disseminated to the investing public; and knowingly and substantially participated or acquiesced in the issuance or dissemination of such statements or documents as primary violations of the federal securities laws. As set forth elsewhere herein in detail, the Individual Defendants, by virtue of their receipt of information reflecting the true facts regarding Just Energy, their control over, and/or receipt and/or modification of Just Energy’s allegedly materially misleading misstatements and/or their associations with the Company which made them privy to confidential proprietary information concerning Just Energy, participated in the fraudulent scheme alleged herein. 50. Plaintiff repeats and re-alleges each and every allegation contained above as if fully set forth herein. 51. During the Class Period, Defendants carried out a plan, scheme and course of conduct which was intended to and, throughout the Class Period, did: (i) deceive the investing public, including Plaintiff and other Class members, as alleged herein; and (ii) cause Plaintiff and other members of the Class to purchase Just Energy’s securities at artificially inflated prices. In furtherance of this unlawful scheme, plan and course of conduct, Defendants, and each defendant, took the actions set forth herein. 52. Defendants (i) employed devices, schemes, and artifices to defraud; (ii) made untrue statements of material fact and/or omitted to state material facts necessary to make the statements not misleading; and (iii) engaged in acts, practices, and a course of business which operated as a fraud and deceit upon the purchasers of the Company’s securities in an effort to maintain artificially high market prices for Just Energy’s securities in violation of Section 10(b) of the Exchange Act and Rule 10b-5. All Defendants are sued either as primary participants in the wrongful and illegal conduct charged herein or as controlling persons as alleged below. 53. Defendants, individually and in concert, directly and indirectly, by the use, means or instrumentalities of interstate commerce and/or of the mails, engaged and participated in a continuous course of conduct to conceal adverse material information about Just Energy’s financial well-being and prospects, as specified herein. 61. Plaintiff repeats and re-alleges 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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(Declaratory Relief) 111. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 110 of this Complaint as though set forth at length herein. 112. An actual controversy has arisen and now exists between the parties in that Plaintiff contends, and is informed and believes that Defendant denies, that Medifast1.com contains access barriers denying blind customers the full and equal access to the goods, services and facilities of Medifast1.com, which Medifast owns, operates and/or controls, fails to comply with applicable laws including, but not limited to, Title III of the American 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 blind. 113. 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) (Violation of New York State Human Rights Law, N.Y. Exec. Law Article 15 (Executive Law § 292 et seq.)) (Violation of New York State Civil Rights Law, NY CLS Civ R, Article 4 (CLS Civ R § 40 et seq.)) (Violation of New York City Human Rights Law, N.Y.C. Administrative Code § 8-102, et seq.) 26. Defendant, Medifast, Inc., controls and operates Medifast1.com. in New York State and throughout the United States and the world. 27. Medifast1.com is a commercial website that offers products and services for online sale. The online store allows the user to search for and view weight-loss plans, browse and shop for meals, sign up for a weight loss program, and perform a variety of other functions. 28. Among the features offered by Medifast1.com are the following: (a) Consumers may use the website to connect with Medifast on social media, using such sites as Facebook, Twitter, Instagram, and Pinterest; (b) an online store, allowing customers to browse and purchase weight-loss plans and meal kits,; and (c) learning how the weight-loss program works, learn about the different plans, consult with a coach, and learn about the company. 29. This case arises out of Medifast’s policy and practice of denying the blind access to the goods and services offered by Medifast1.com. Due to Medifast’s failure and refusal to remove access barriers to Medifast1.com, blind individuals have been and are being denied equal access to Medifast, as well as to the numerous goods, services and benefits offered to the public through Medifast1.com. 30. Medifast denies the blind access to goods, services and information made available through Medifast1.com by preventing them from freely navigating Medifast1.com. 31. Medifast1.com contains access barriers that prevent free and full use by Plaintiff and blind persons using keyboards and screen-reading software. These barriers are pervasive and 9 include, but are not limited to: lack of alt-text on graphics, inaccessible drop-down menus, the lack of navigation links, the lack of adequate prompting and labeling, the denial of keyboard access, empty links that contain no text, redundant links where adjacent links go to the same URL address, and the requirement that transactions be performed solely with a mouse. 32. Alternative text (“Alt-text”) is invisible code embedded beneath a graphical image on a website. Web accessibility requires that alt-text be coded with each picture so that a screen-reader can speak the alternative text while sighted users see the picture. Alt-text does not change the visual presentation except that it appears as a text pop-up when the mouse moves over the picture. There are many important pictures on Medifast1.com that lack a text equivalent. The lack of alt-text on these graphics prevents screen readers from accurately vocalizing a description of the graphics (screen-readers detect and vocalize alt-text to provide a description of the image to a blind computer user). As a result, Plaintiff and blind Medifast1.com customers are unable to determine what is on the website, browse the website or investigate and/or make purchases. 33. Medifast1.com also lacks prompting information and accommodations necessary to allow blind shoppers who use screen-readers to locate and accurately fill-out online forms. On a shopping site such as Medifast1.com, these forms include fields to find plans and meal kits, and fields used to fill-out personal information, including address and credit card information. Due to lack of adequate labeling, Plaintiff and blind customers cannot make a selection or inquiries as to Defendant’s services, nor can they enter their personal identification and financial information with confidence and security. Specifically, Plaintiff and the class of users of screen-reading software, experienced the following problems on the Website:  The Homepage is hard to navigate because many elements aren’t labeled. Examples: o Cart icon and the Medifast logo are unlabeled. Both are announced as only “link.” 10 o The icons in the “Lose Weight and Feel Great with Medifast” section is announced but users hear a long source file name instead of a label so it’s very hard to understand what exactly is being announced.  The Subscribe and Save pop-up was not announced.  The Find Your Plan page clearly shows two different plans: Medifast Go! and Medifast Achieve. Each section shows the plan name and information. Each section is headed by the plan name so users can read the content and understand what pertains to each plan. The issue is that the plan names are actually unlabeled images so screen reader users won’t realize there are two plans or two sections. o Users that navigate with the Tab key will only hear the Learn More link announced twice and won’t realize there’s one for each specific section. o The learn more link takes users to a new section of the page. The new section has two tabs; How it Works and Kit Details. However, the focus order is wrong. Each time the How it Works tab is selected, then the newly displayed content would be revealed but focus would not move to it. Instead, focus moved to the Kit Details button and announced that instead.  The How It Works menu item is announced and it does display new content when a user opens it; however, the focus does not move to the new content. When a user opens this menu item, focus moves to the top of the page and announces the skip navigation functionality and all of the heading and menu items instead of going to the new content. It will appear to screen reader users that the new content isn’t displayed due to the focus order. Consequently, Plaintiff was unable to complete a transaction on the Website. 34. Furthermore, Medifast1.com lacks accessible image maps. An image map is a function that combines multiple words and links into one single image. Visual details on this single image highlight different “hot spots” which, when clicked on, allow the user to jump to many different destinations within the website. For an image map to be accessible, it must contain alt-text for the various “hot spots.” The image maps on Medifast1.com’s menu page do not contain adequate alt-text and are therefore inaccessible to Plaintiff and the other blind individuals attempting to make a purchase. When Plaintiff tried to access the menu link in order to make a purchase, she was unable to access it completely. 11 35. Moreover, the lack of navigation links on Defendant’s website makes attempting to navigate through Medifast1.com even more time consuming and confusing for Plaintiff and blind consumers. 36. Medifast1.com requires the use of a mouse to complete a transaction. Yet, it is a fundamental tenet of web accessibility that for a web page to be accessible to Plaintiff and blind people, it must be possible for the user to interact with the page using only the keyboard. Indeed, Plaintiff and blind users 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. Thus, Medifast1.com’s inaccessible design, which requires the use of a mouse to complete a transaction, denies Plaintiff and blind customers the ability to independently navigate and/or make purchases on Medifast1.com. 37. Due to Medifast1.com’s inaccessibility, Plaintiff and blind customers must in turn spend time, energy, and/or money to make their purchases at traditional brick-and-mortar retailers. Some blind customers may require a driver to get to the stores or require assistance in navigating the stores. By contrast, if Medifast1.com was accessible, a blind person could independently investigate products and make purchases via the Internet as sighted individuals can and do. According to WCAG 2.1 Guideline 2.4.1, a mechanism is necessary to bypass blocks of content that are repeated on multiple webpages because requiring users to extensively tab before reaching the main content is an unacceptable barrier to accessing the website. Plaintiff must tab through every navigation bar option and footer on Defendant’s website in an attempt to reach the desired service. Thus, Medifast1.com’s inaccessible design, which requires the use of a mouse to complete a transaction, denies Plaintiff and blind customers the ability to independently make purchases on Medifast1.com. 12 38. Medifast1.com thus contains access barriers which deny the full and equal access to Plaintiff, who would otherwise use Medifast1.com and who would otherwise be able to fully and equally enjoy the benefits and services of Medifast1.com in New York State and throughout the United States. 39. Plaintiff, Mary Conner, has made numerous attempts to complete a purchase on Medifast1.com, most recently On January 7, 2021, but was unable to do so independently because of the many access barriers on Defendant’s website. These access barriers have caused Medifast1.com to be inaccessible to, and not independently usable by, blind and visually- impaired persons. Amongst other access barriers experienced, Plaintiff was unable to find a weight-loss plan and order meal kits. 40. As described above, Plaintiff has actual knowledge of the fact that Defendant’s website, Medifast1.com, contains access barriers causing the website to be inaccessible, and not independently usable by, blind and visually-impaired persons. 41. These barriers to access have denied Plaintiff full and equal access to, and enjoyment of, the goods, benefits and services of Medifast1.com. 42. Defendant engaged in acts of intentional discrimination, including but not limited to the following policies or practices: (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. 13 43. Defendant utilizes standards, criteria or methods of administration that have the effect of discriminating or perpetuating the discrimination of others. 44. Because of Defendant’s denial of full and equal access to, and enjoyment of, the goods, benefits and services of Medifast1.com, Plaintiff and the class have suffered an injury-in-fact which is concrete and particularized and actual and is a direct result of defendant’s conduct. 45. 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 blind individuals in the United States who have attempted to access Medifast1.com and as a result have been denied access to the enjoyment of goods and services offered by Medifast1.com, during the relevant statutory period.” 46. 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 blind individuals in New York State who have attempted to access Medifast1.com and as a result have been denied access to the enjoyment of goods and services offered by Medifast1.com, during the relevant statutory period.” 47. There are hundreds of thousands of visually-impaired persons in New York State. There are approximately 8.1 million people in the United States who are visually- impaired. Id. 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. 48. This case arises out of Defendant’s policy and practice of maintaining an 14 inaccessible website denying blind persons access to the goods and services of Medifast1.com. Due to Defendant’s policy and practice of failing to remove access barriers, blind persons have been and are being denied full and equal access to independently browse, select and shop on Medifast1.com. 49. There are common questions of law and fact common to the class, including without limitation, the following: (a) Whether Medifast1.com is a “public accommodation” under the ADA; (b) Whether Medifast1.com is a “place or provider of public accommodation” under the laws of New York; (c) Whether Defendant, through its website, Medifast1.com, denies the full and equal enjoyment of its goods, services, facilities, privileges, advantages, or accommodations to people with visual disabilities in violation of the ADA; and (d) Whether Defendant, through its website, Medifast1.com, denies the full and equal enjoyment of its goods, services, facilities, privileges, advantages, or accommodations to people with visual disabilities in violation of the law of New York. 50. The claims of the named Plaintiff are typical of those of the class. The class, similar to the Plaintiff, is severely visually-impaired or otherwise blind, and claims Medifast has violated the ADA, and/or the laws of New York by failing to update or remove access barriers on their website, Medifast1.com, so it can be independently accessible to the class of people who are legally blind. 51. 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. 15 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. 52. 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. 53. Judicial economy will be served by maintenance of 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. 54. References to Plaintiff shall be deemed to include the named Plaintiff and each member of the class, unless otherwise indicated. 55. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 54 of this Complaint as though set forth at length herein. 56. Title III of the American 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). 16 57. Medifast1.com is a sales establishment and public accommodation within the definition of 42 U.S.C. §§ 12181(7). 58. Defendant is subject to Title III of the ADA because it owns and operates Medifast1.com. 59. 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. 60. 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 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. 61. 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.” 62. In addition, under Title III of the ADA, 42 U.S.C. § 12182(b)(2)(A)(III), unlawful discrimination also includes, among other things, “a failure to take such steps as may be necessary to ensure that no individual with 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 17 the nature of the good, service, facility, privilege, advantage, or accommodation being offered or would result in an undue burden.” 63. There are readily available, well-established guidelines on the Internet for making websites accessible to the blind and visually-impaired. These guidelines have been followed by other business entities in making their websites accessible, including but not limited to ensuring adequate prompting and accessible alt-text. Incorporating the basic components to make their website accessible would neither fundamentally alter the nature of Defendant’s business nor result in an undue burden to Defendant. 64. The acts alleged herein constitute violations of Title III of the ADA, 42 U.S.C. § 12101 et seq., and the regulations promulgated thereunder. Patrons of Medifast who are blind have been denied full and equal access to Medifast1.com, 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. 65. Defendant has failed to take any prompt and equitable steps to remedy its discriminatory conduct. These violations are ongoing. 66. 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 Medifast1.com in violation of Title III of the Americans with Disabilities Act, 42 U.S.C. §§ 12181 et seq. and/or its implementing regulations. 67. 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. 18 68. The actions of Defendant were and are in violation of the ADA, and therefore Plaintiff invokes her statutory right to injunctive relief to remedy the discrimination. 69. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 70. 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. 71. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 70 of this Complaint as though set forth at length herein. 72. 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.”. 73. Medifast1.com is a sales establishment and public accommodation within the definition of N.Y. Exec. Law § 292(9). 74. Defendant is subject to the New York Human Rights Law because it owns and operates Medifast1.com. Defendant is a person within the meaning of N.Y. Exec. Law. § 292(1). 75. Defendant is violating N.Y. Exec. Law § 296(2)(a) in refusing to update or remove access barriers to Medifast1.com, causing Medifast1.com to be completely inaccessible to the blind. This inaccessibility denies blind patrons the full and equal access to the facilities, goods and services that Defendant makes available to the non-disabled public. 76. Specifically, under N.Y. Exec. Law § unlawful discriminatory practice includes, among other things, “a refusal to make reasonable modifications in policies, practices, 19 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.” 77. 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.” 78. There are readily available, well-established guidelines on the Internet for making websites accessible to the blind and visually-impaired. These guidelines have been followed by other business entities in making their website accessible, including but not limited to: adding alt-text to graphics and ensuring that all functions can be performed by using a keyboard. Incorporating the basic components to make their website accessible would neither fundamentally alter the nature of Defendant’s business nor result in an undue burden to Defendant. 79. 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. 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 20 (c) failed to take actions to correct these access barriers in the face of substantial harm and discrimination to blind class members. 80. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 81. 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 Medifast1.com under N.Y. Exec. Law § 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 class will continue to suffer irreparable harm. 82. The actions of Defendant were and are in violation of the New York State Human Rights Law and therefore Plaintiff invokes her right to injunctive relief to remedy the discrimination. 83. Plaintiff is also entitled to compensatory damages, as well as civil penalties and fines pursuant to N.Y. Exec. Law § 297(4)(c) et seq. for each and every offense. 84. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 85. 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. 86. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 85 of this Complaint as though set forth at length herein. 21 87. Plaintiff served notice thereof upon the attorney general as required by N.Y. Civil Rights Law § 41. 88. 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 . . .” 89. 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.” 90. Medifast1.com is a sales establishment and public accommodation within the definition of N.Y. Civil Rights Law § 40-c(2). 91. Defendant is subject to New York Civil Rights Law because it owns and operates Medifast1.com. Defendant is a person within the meaning of N.Y. Civil Law § 40-c(2). 92. Defendant is violating N.Y. Civil Rights Law § 40-c(2) in refusing to update or remove access barriers to Medifast1.com, causing Medifast1.com 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. 93. There are readily available, well-established guidelines on the Internet for making websites accessible to the blind and visually-impaired. These guidelines have been 22 followed by other business entities in making their website accessible, including but not limited to: adding alt-text to graphics and ensuring that all functions can be performed by using a keyboard. Incorporating the basic components to make their website accessible would neither fundamentally alter the nature of Defendant’s business nor result in an undue burden to Defendant. 94. 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 . . .” 95. 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 . . .” 96. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 97. 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 indirectly refused, withheld from, or denied the accommodations, advantages, facilities and privileges thereof in § 40 et seq. and/or its implementing regulations. 98. Plaintiff is entitled to compensatory damages of five hundred dollars per instance, as well as civil penalties and fines pursuant to N.Y. Civil Rights Law § 40 et seq. for each and every offense. 23 99. Plaintiff repeats, realleges and incorporates by reference the allegations contained in paragraphs 1 through 98 of this Complaint as though set forth at length herein. 100. 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.” 101. Medifast1.com is a sales establishment and public accommodation within the definition of N.Y.C. Administrative Code § 8-102(9). 102. Defendant is subject to City Law because it owns and operates Medifast1.com. Defendant is a person within the meaning of N.Y.C. Administrative Code § 8- 102(1). 103. Defendant is violating N.Y.C. Administrative Code § 8-107(4)(a) in refusing to update or remove access barriers to Medifast1.com, causing Medifast1.com 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. 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). 24 104. 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 § 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. 105. Defendant has failed to take any prompt and equitable steps to remedy their discriminatory conduct. These violations are ongoing. 106. 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 Medifast1.com under N.Y.C. Administrative Code § 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. 107. The actions of Defendant were and are in violation of City law and therefore Plaintiff invokes her right to injunctive relief to remedy the discrimination. 108. 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. 109. Plaintiff is also entitled to reasonable attorneys’ fees and costs. 25 110. Pursuant to N.Y.C. Administrative Code § 8-120(8) and § 8-126(a) and the remedies, procedures, and rights set forth and incorporated therein, Plaintiff prays for judgment as set forth below.

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