Opinion
Case No. 2:22-cv-05521-SPG-MAR
2023-05-04
Kristal REGUEIRO, on behalf of herself and others similarly situated, Plaintiff, v. FCA US, LLC, Defendants.
Adam Morris Rose, Emanuel M. Starr, Robert L. Starr, Law Office of Robert Starr APC, Calabasas, CA, Ari Yale Basser, Jordan L Lurie, Pomerantz LLP, Los Angeles, CA, for Plaintiff. Alexander M. Carnevale, Hayley Nicole Landman, Thompson Coburn LLP, Los Angeles, CA, Gregory P. Gilmer, Kristyn Wong, Klein Thomas Lee and Fresard, Irvine, CA, Scott H. Morgan, Pro Hac Vice, Stephen A. D'Aunoy, Pro Hac Vice, Thompson Coburn LLP, St. Louis, MO, for Defendant.
Adam Morris Rose, Emanuel M. Starr, Robert L. Starr, Law Office of Robert Starr APC, Calabasas, CA, Ari Yale Basser, Jordan L Lurie, Pomerantz LLP, Los Angeles, CA, for Plaintiff. Alexander M. Carnevale, Hayley Nicole Landman, Thompson Coburn LLP, Los Angeles, CA, Gregory P. Gilmer, Kristyn Wong, Klein Thomas Lee and Fresard, Irvine, CA, Scott H. Morgan, Pro Hac Vice, Stephen A. D'Aunoy, Pro Hac Vice, Thompson Coburn LLP, St. Louis, MO, for Defendant. ORDER GRANTING, IN PART, AND DENYING, IN PART, DEFENDANT'S MOTION TO DISMISS FIRST AMENDED CLASS COMPLAINT [ECF No. 22] SHERILYN PEACE GARNETT, UNITED STATES DISTRICT JUDGE
Before the Court is Defendant FCA US, LLC's ("Defendant") Motion to Dismiss First Amended Class Complaint pursuant to Federal Rule of Civil Procedure 12(b)(6) ("Motion"). (ECF No. 22 ("Mot.")). Having considered the submissions of the parties in support of and in opposition to the Motion, the relevant law, the record in this case, and the arguments during the hearing on the Motion, the Court GRANTS, IN PART, and DENIES, IN PART, Defendant's Motion.
I. BACKGROUND
A. Factual Background
The First Amended Complaint ("FAC"), (ECF No. 17 ("FAC")), alleges as follows:
1. The California Emissions Warranty
In 1990, the California Air Resources Board ("CARB") submitted, and the California Legislature adopted, California Code of Regulations ("CCR") Sections 2035, et seq., which requires all vehicle manufacturers to ensure that any new motor vehicle sold in California is accompanied by a "statutorily compliant" general admissions warranty (the "California Emissions Warranty"). (Id. ¶ 2); 13 C.C.R. § 2035, et seq. To be "statutorily complaint," the emissions warranty must provide coverage for a period of three years or 50,000 miles, whichever comes first, to all defects "which cause the failure of a warranted part [or] . . . which would cause the vehicle's on-board diagnostic malfunction indicator light [("MIL")] to illuminate[.]" (FAC ¶ 3); 13 C.C.R. § 2037(b)(2). The CCR defines "warranted part" to mean, "[i]n the case of 1990 and subsequent model year passenger cars," a part installed by a manufacturer "which affects any regulated emission from a motor vehicle or engine which is subject to California emissions standards." (FAC ¶ 4); 13 C.C.R. § 2035(c)(3)(B). As part of the certification process for a vehicle, the vehicle's manufacturer determines which parts it considers to be "emissions parts" and submits a list of those parts to CARB. (Id. ¶ 106).
The MIL is a light located on the driver's side instrument panel that, when illuminated, is amber in color and displays either a "Check Engine/Powertrain" message; a "Service Engine/Powertrain Soon" message; or the International Standards Organization's "engine symbol." (FAC ¶ 21). The MIL illuminates to notify the driver of a detected emissions-related defect in the vehicle. (Id. ¶ 22).
When a warranted part is "high-priced," the manufacturer must extend the emissions warranty to seven years, or 70,000 miles, whichever occurs first. (FAC ¶ 5); see 13 C.C.R. § 2037(a), (b)(3), (c). Pursuant to a vehicle's certification process, the manufacturer must also identify the parts that, based on the cost calculation set forth in the CCR, exceeds the cost limit and therefore are "high-priced" parts entitled to the extended warranty. (FAC ¶ 106). For 2008 and subsequent model year vehicles, section 2037(c) of the CCR defines a "high-priced" warranted part as either: (i) any part subject to coverage as a "warranted part" in section (b)(2); and (ii) any part that has "an individual replacement cost at the time of certification exceeding the cost limit defined in section (c)(3)." 13 C.C.R. § 2037(c)(1)(B). The "cost limit" is calculated using the following equation: Cost limitn = $300 × (CPIn-2 / 118.3). 13 C.C.R. § 2037(c)(3). "Cost limitn" is the cost limit for the applicable model year of the vehicle rounded to the nearest ten dollars. Id. "n" is the model year of the new vehicles. Id. "n-2" is the calendar year two years prior to the model year of the new vehicles. Id. And "CPI" is the annual average nationwide urban consumer price index published by the United States Bureau of Labor Statistics.
Defendant is a Delaware corporation, headquartered in Michigan, that sells vehicles in California which contain valve train systems ("Class Vehicles"). See (id. ¶¶ 6-7, 41). The valve train systems contained in the Class Vehicles encompass various components, including intake valves, exhaust valves, valve guides, valve springs, valve seats, and camshafts. (Id. ¶ 7). The valve train system, with regard to the Class Vehicles' internal combustion engines, acts as a pathway for the insertion of gasoline and air into the engine's combustion chamber. (Id. ¶ 88). The valve train system is also used to "evacuate" exhaust from the combustion chamber. (Id.). In order for the Class Vehicles' engines to perform properly, the combustion chamber has to be a sealed environment. (Id.). To ensure this, intake and exhaust valves are part of the combustion chamber, which collectively make up the aforementioned valve train system. (Id. ¶ 92). The intake and exhaust valves open and close to either insert gasoline and air, or remove exhaust. (Id.).
When the valve train system is defective, causing gasoline or air to leak outside of the combustion chamber, the amount of gasoline and air igniting inside the combustion chamber is lower than intended. See (id. ¶¶ 88, 90). When this happens, a smaller explosion occurs which is not as powerful as it otherwise would be, causing an increase in regulated emissions. (Id. ¶ 91). Some of the pressure generated by the explosion may also leak along with the air and gasoline, reducing the power that is generated within the combustion chamber, thus causing an increase in regulated emissions because the leaked pressure reduces the amount of force being applied to the combustion chamber's piston. (Id.). The leaking of gasoline and air can also cause an engine misfire, which additionally increases regulated emissions. (Id.). For these reasons, the FAC alleges that "all of the components" of the valve train system are "warranted parts" covered by the California Emissions Warranty. See (id. ¶ 12). In support of this allegation, the FAC also alleges that a June 1, 1990, report published by CARB, entitled "Emissions-Related Parts List," allegedly identifies the valve train system and its components as emissions-related parts in its Appendix B. (Id. ¶ 93, 103-05).
A piston is a lubricated sliding shaft that fits tightly inside a combustion chamber. (FAC ¶ 89). The piston's purpose is to compress a gasoline-air mixture, then when the compressed gasoline-air mixture is compressed, it is ignited by a spark generated from a spark plug, creating a small explosion. (Id.). When the small explosion occurs, the piston's purpose is to transfer the force generated by the small explosion into energy. (Id.). The transfer of energy occurs because downward pressure is placed on the piston from the explosion. (Id.). The piston is connected by a connecting rod to a crankshaft. (Id.). When the small explosion occurs, the piston is forced in a downward motion, turning the crankshaft in a spinning motion. (Id.). The spinning motion is ultimately transferred through the transmission, driveshaft, and axles, to the wheels of a vehicle, causing forward and reverse vehicle motion. (Id.). Modern internal combustion vehicle engines usually have between four and eight pistons, depending on engine and vehicle size. (Id.). All of the engine's pistons work in harmony with each other and are connected to the crankshaft. (Id.).
The FAC also alleges that the valve train system and its components are "high-priced" warranty parts. (Id. ¶ 113). For this assertion, the FAC explains that, on July 9, 2014, CARB published a "Manufacturer's Advisory Correspondence (MAC) 2014-01" ("MAC 2014"). (Id. ¶ 108). MAC 2014 "identifies the cost limit for high-priced warranted parts" for various 2015 model year passenger vehicles. (Id. ¶ 109). Per MAC 2014, the cost limit for high-priced warranted parts for the Subject Vehicle is $590.00. (Id.). The $590.00 cost limit accounts for the total cost to diagnose and replace a warranted part. (Id. ¶ 111). The FAC alleges that the replacement cost for each of the components of the valve train system exceeds $750. (Id. ¶ 113). The FAC alleges that, despite the valve train system and its components being high-priced warranted parts, Defendant has unilaterally excluded the valve train system and its component parts from being covered under Defendant's emissions warranty as "emission-related parts, "warranted parts," and "high-priced warranted parts." (Id. ¶¶ 6-14).
2. FAC's Class Allegations
Plaintiff Kristal Regueiro ("Plaintiff") is a California resident. (FAC ¶ 40). Plaintiff purchased and is the owner of a used 2015 Jeep Wrangler, VIN 1C4AJWBG5FL665112 ("Subject Vehicle"), which was originally distributed as a new vehicle by Defendant in California and originally registered in California. See (id. ¶¶ 41, 43, 52). On November 17, 2021, Plaintiff presented the Subject Vehicle for repairs to Champion Chrysler Jeep Dodge Ram ("Champion"), a Defendant-authorized repair facility located in Downey, California. (Id. ¶ 44). Plaintiff complained that the Subject Vehicle's check engine light was coming on and off. (Id. ¶ 45). A diagnostic scan found that the "P0303 OBDII fault code" was triggered, indicating a Cylinder 3 misfire, which is a condition that causes an increase in regulated emissions. (Id. ¶ 46). Champion recommended a "tear down" to correct the issue. (Id. ¶ 47). Plaintiff declined to have the repair performed and, instead, paid a $210.00 diagnostic fee out of pocket. (Id. ¶ 48). It was later diagnosed that the Subject Vehicle had a defective valve train system and required a valve job to repair. (Id. ¶ 50).
As previously stated, the FAC alleges Defendant does not classify the valve train system for the Subject Vehicle and its components as being covered under the California Emissions Warranty. (Id. ¶ 52). Further, the FAC alleges Defendant refused to cover the cost of the repair "even though the defect increased regulated emissions, the components of the Valve Train System are high-priced [warranted] parts, the vehicle had been in service for less than 7 years, and the vehicle had been driven less than 70,000 miles." (Id. ¶ 49). The FAC alleges that "Plaintiff's experience is just one of many examples of [Defendant's] scheme to avoid providing a true and comprehensive list of all parts which should be covered under either 3 years or 50,000 miles, or 7 years or 70,000 miles [under the] California Emission Warranty." (Id. ¶ 53). In particular, the FAC alleges that Defendant has systematically and, in an organized attempt to increase their profits, omitted from their warranty booklets and internal dealership literature "parts which should be identified as 'emissions-related,' 'warranted parts,' and [ ] 'high-priced' warranted parts entitled to extended statutory coverage." (Id. ¶ 56).
B. Procedural History
On August 5, 2022, Plaintiff filed the original complaint. (ECF No. 1). Thereafter, on December 14, 2022, Plaintiff filed the operative FAC. (FAC). The FAC asserts one claim for relief under California's Unfair Competition Law, Cal. Bus. & Prof. Code § 17200, et seq. ("UCL"), seeking damages, restitution, a declaratory judgment, and an injunction. (Id. ¶¶ 134-153 and Prayer for Relief). Plaintiff brings this claim on behalf of a class of potential California plaintiffs and a broader class encompassing individuals residing in other states that have adopted measures similar to California's statutory emissions warranty. (Id. ¶¶ 127-129). The California Class and Subclass include:
As explained below, Plaintiff maintains that the FAC does not request monetary damages. (ECF No. 25 at 21). However, the FAC explicitly requests "[a]n award to Plaintiff and members of the Classes of damages in an amount to be proven at trial." (FAC at 43).
All persons in the State of California who have been owners or lessees of Class Vehicles and whose Valve Train Systems are not covered for 7 years or 70,000 miles (the "California Class").(Id. ¶ 127). The out-of-state class members, collectively named the "Reg. 177 Class and Subclass" (collectively with the California Class and Subclass, the "Classes"), include:
All persons in the State of California who have been owners or lessees of Class Vehicles and who have paid for repairs and parts pertaining to defective Valve Train Systems which occurred prior to 7 years or 70,000 miles (the "California Out-of-Pocket Subclass").
All persons who have been owners or lessees of Class Vehicles in a State which, in the year their vehicle was distributed, had adopted the California Emissions Warranty (i.e., "Reg. 177 States" or "Section 177 States) and whose Valve Train Systems are not covered for 7 years or 70,000 miles (the "Reg. 177 Class").(Id. ¶ 128).
All persons who have been owners or lessees of Class Vehicles in a State which, in the year their vehicle was distributed, had adopted the California Emissions Warranty (i.e., "Reg. 177 States" or "Section 177 States) and who have paid for repairs and parts pertaining to defective Valve Train Systems which occurred prior to 7 years or 70,000 miles (the "Reg. 177 Out-of-Pocket Subclass").
According to the FAC, these states include: California, Connecticut, Delaware, Maine, Maryland, Massachusetts, New Jersey, New York, Oregon, Pennsylvania, Rhode Island, Vermont, or Washington. (FAC ¶ 119).
Excluded from the Classes and Subclasses are Defendant, and its subsidiaries and affiliates; its current and former officers, directors, and employees (and members of their immediate families); and the legal representatives, heirs, successors or assigns of any of the foregoing. Also excluded are any judge, justice, or judicial officer presiding over this matter and the members of their immediate families and judicial staff. (FAC ¶ 127).
On January 25, 2023, Defendant filed the instant Motion. (Mot.). On March 8, 2023, Plaintiff filed an opposition. (ECF No. 25 ("Opp.")). Defendant filed a reply on March 29, 2023. (ECF No. 27 ("Reply")).
II. LEGAL STANDARD
Rule 8(a)(2) of the Federal Rules of Civil Procedure requires a complaint to include "a short and plain statement of the claim showing that the pleader is entitled to relief." A complaint that fails to meet this standard may be dismissed pursuant to Federal Rule of Civil Procedure 12(b)(6). Dismissal is proper "when the complaint either (1) lacks a cognizable legal theory or (2) fails to allege sufficient facts to support a cognizable legal theory." Somers v. Apple, Inc., 729 F.3d 953, 959 (9th Cir. 2013) (citation omitted). To survive a 12(b)(6) motion, the plaintiff must allege "enough facts to state a claim to relief that is plausible on its face." Bell Atl. Corp. v. Twombly, 550 U.S. 544, 570, 127 S.Ct. 1955, 167 L.Ed.2d 929 (2007). A claim is facially plausible when the plaintiff pleads facts that "allow[ ] the court to draw the reasonable inference that the defendant is liable for the misconduct alleged." Ashcroft v. Iqbal, 556 U.S. 662, 678, 129 S.Ct. 1937, 173 L.Ed.2d 868 (2009) (citation omitted). There must be "more than a sheer possibility that a defendant has acted unlawfully." Id. While a complaint does not need detailed factual allegations, "a plaintiff's obligation to provide the grounds of his entitlement to relief requires more than labels and conclusions, and a formulaic recitation of the elements of a cause of action will not do." Twombly, 550 U.S. at 555, 127 S.Ct. 1955 (internal citations and quotations omitted); Ashcroft, 556 U.S. at 678, 129 S.Ct. 1937 ("The tenet that a court must accept as true all of the allegations contained in a complaint is inapplicable to legal conclusions."). A plaintiff must allege facts sufficient to "raise a right to relief above the speculative level." Twombly, 550 U.S. at 555, 127 S.Ct. 1955. In deciding whether the plaintiff has stated a claim upon which relief can be granted, the court accepts the plaintiff's allegations as true and draws all reasonable inferences in favor of the plaintiff. In re Tracht Gut, LLC, 836 F.3d 1146, 1150 (9th Cir. 2016) (citation omitted).
III. DISCUSSION
Defendant moves to dismiss the FAC on various grounds. Specifically, Defendant asserts that Plaintiff lacks standing to pursue claims predicated on vehicles she did not purchase and vehicle components that have nothing to do with her own claim. See (Mot. at 16-17). Defendant also argues that the Court should abstain and dismiss the case under the doctrine of equitable abstention or the doctrine of primary jurisdiction in order to defer to CARB's expertise. See (id. at 14-16). In addition, Defendant argues that Plaintiff's UCL claim is substantively defective because no "unfair" or "unlawful" conduct is pleaded. See (id. at 10-11). Defendant also argues that Plaintiff has an adequate remedy at law and thus, is not entitled to equitable relief. See (id. at 12-14). Further, Defendant argues that the FAC does not merit an award of injunctive relief because its allegations "do not explain how [Plaintiff] will be irreparably harmed or, even assuming she could be, how much harm is 'actual' or 'imminent.' " (Id. at 13). Finally, Defendant argues that the Reg. 177 Class and Subclass' claim should be dismissed because (1) the UCL does not apply to alleged conduct and events occurring outside of California, and (2) the Court lacks personal jurisdiction with respect to most putative members encompassed within that class. See (id. at 18-20). Each argument is addressed in turn.
A. Whether Plaintiff Has Article III Standing for Unpurchased Vehicles and Repairs
Defendant argues that Plaintiff lacks standing to pursue claims predicated on vehicles that she did not purchase, and vehicle components "that have nothing to do with her claim." (Mot. at 16-17). The Court disagrees.
Article III of the U.S. Constitution requires that a plaintiff plead and prove she has suffered sufficient injury to satisfy the "case and controversy" requirement. See Clapper v. Amnesty Int'l, 568 U.S. 398, 408, 133 S.Ct. 1138, 185 L.Ed.2d 264 (2013) ("One element of the case-or-controversy requirement is that plaintiffs 'must establish that they have standing to sue.' " (quoting Raines v. Byrd, 521 U.S. 811, 818, 117 S.Ct. 2312, 138 L.Ed.2d 849 (1997))). The U.S. Supreme Court has further clarified that standing means a plaintiff must plead and prove (1) injury-in-fact that is concrete and particularized, as well as actual or imminent; (2) that this injury is fairly traceable to the challenged action of the defendant; and (3) that this injury is redressable by a favorable ruling from the court. Monsanto Co. v. Geertson Seed Farms, 561 U.S. 139, 149-150, 130 S.Ct. 2743, 177 L.Ed.2d 461 (2010) (citation omitted). "And standing is not dispensed in gross; rather, plaintiffs must demonstrate standing for each claim that they press and for each form of relief that they seek (for example, injunctive relief and damages)." TransUnion LLC v. Ramirez, 594 U.S. 413, 141 S. Ct. 2190, 2208, 210 L.Ed.2d 568 (2021) (citations omitted).
There is a split in authority among district courts in the Ninth Circuit on the issue of whether named, class action plaintiffs have Article III standing to bring claims for products they did not personally purchase but were purchased by unnamed class members. Cho v. Hyundai Motor Co., Ltd., Case No. 8:22-cv-00448-SPG-KES, 636 F.Supp.3d 1149, 1179 (C.D. Cal. Oct. 21, 2022) (citing Cordes v. Boulder Brands USA, Inc., No. CV 18-6534 PSG (JCx), 2018 WL 6714323, at *5 (C.D. Cal. Oct. 17, 2017)). "However, the 'prevailing view in the Ninth Circuit' is that class action plaintiffs can bring claims for products they did not purchase 'as long as the products and alleged misrepresentations are substantially similar.' " Cordes, 2018 WL 6714323, at *5 (quoting In re 5-hour ENERGY Mktg. & Sales Practices Litig., No. MDL 13-2438 PSG (PLAx), 2014 WL 5311272, at *7 (C.D. Cal. Sept. 4, 2014)); see also Miller v. Ghirardelli Chocolate Co., 912 F. Supp. 2d 861, 869 (N.D. Cal. 2012); Brown v. Hain Celestial Grp. Inc., 913 F. Supp. 2d 881, 890 (N.D. Cal. 2012); Astiana v. Dreyer's Grand Ice Cream, Inc., Nos. C-11-2910 EMC, C-11-3164 EMC, 2012 WL 2990766, at *11 (N.D. Cal. July 20, 2012) ("[T]he critical inquiry seems to be whether there is sufficient similarity between the products purchased and not purchased."). Defendant fails to offer any argument why the Court should depart from this "prevailing view." See (Mot. at 16-17). Thus, the Court follows the "prevailing view" when determining whether Plaintiffs have alleged the Class Vehicles are similar enough to confer Article III standing.
Here, the FAC explicitly alleges that "[t]here is sufficient similarity among all the Class [V]ehicles and [Defendant's] conduct . . . [because] all of the vehicles in the proposed Classes are subject to the same California Emissions Warranty and the same requirements that [Defendant] report all emissions-related defects to CARB pursuant to the CCR. [And] [Defendant] has acted in a uniform manner with respect to all Class Vehicles by failing to properly cover all emissions warranted parts in the Class Vehicles as required under the California Emissions Warranty . . . ." (FAC ¶ 125). The Northern District of California - in Hazdovac v. Mercedes-Benz USA, LLC - held similar allegations to be sufficient to merit Article III standing for a class action plaintiff. See Case No. 20-cv-00377-RS, 2022 WL 2161506, at *5 (N.D. Cal. June 15, 2022) (finding "similar or same injury" where, as here, the plaintiff alleged that all class members were injured by the defendant's "misclassifying parts"). Thus, the Court finds that Plaintiff has Article III standing to proceed in this case.
B. Whether Equitable Abstention is Appropriate
Defendant also argues that the Court should abstain from exercising jurisdiction over the case because Plaintiff is "ask[ing] this Court to usurp CARB's role in: (i) establishing and enforcing the 'standards for identifying emissions-related parts under the California Emissions Warranty'; (ii) re-reviewing for completeness 'the parts, components or systems' CARB has already determined 'are entitled to warranty coverage under [the] California Emissions Warranty'; and (iii) ensuring 'on a going forward basis' that 'the proper standard for determining whether a part is emissions-related under the California Emissions Warranty' is maintained." (Mot. at 15 (emphasis in original)). However, this is not what the FAC alleges. To the contrary, the FAC request this Court to perform an ordinary judicial function: namely, to grant relief under the UCL against business practices made unlawful by statute and to determine, by using the Court's basic factfinding and statutory interpretation litigation tools, whether Defendant is complying with the California Emissions Warranty law or flouting it systematically. Defendant points to no authority demonstrating that abstention is justified in this situation. To the contrary, multiple courts have rejected this argument in similar California Emissions Warranty putative class action cases. See Hazdovac, 2022 WL 2161506, at *3; see also Ferry v. Porsche Cars N. Am., Inc., Case No. CV 21-5715-GW-ASx, 2022 WL 1769120, at *6 (C.D. Cal. Mar. 11, 2022) (rejecting argument because "Plaintiffs explained why their requested relief would not convert the Court into a qusi-CARB, or the enforcement arm thereof, and Defendant responded by shifting the conversation. This will not serve as a basis for Defendant to prevail on this motion."); Thompson v. FCA US LLC, 2:21-cv-09815-FMO-MRW (C.D. Cal. Apr. 11, 2023), ECF No. 29-2 at 6 ("Thompson") ("FCA argues that the court should abstain and dismiss this action. . . . However, the court declines to exercise its discretion to abstain from hearing this action."). Thus, the Court finds that equitable abstention is not justified.
C. Whether Plaintiff's UCL Claim is Substantively Defective
The UCL prohibits "any unlawful, unfair or fraudulent business act or practice and unfair, deceptive, untrue, or misleading advertising . . . ." Cal. Bus. & Prof. Code § 17200. Its coverage is "sweeping, embracing anything that can properly be called a business practice and that at the same time is forbidden by law." Cel-Tech Commc'ns, Inc. v. L.A. Cellular Tel. Co., 20 Cal. 4th 163, 180, 83 Cal. Rptr.2d 548, 973 P.2d 527 (1999) (internal quotations and citation omitted). Each of the three "prongs" under the UCL - (1) unlawful, (2) unfair, and (3) fraudulent - creates an independent theory of liability. Eidmann v. Walgreen Co., 522 F. Supp. 3d 634, 643 (N.D. Cal. 2021) (citing Hadley v. Kellogg Sales Co., 243 F. Supp. 3d 1074, 1089 (N.D. Cal. 2017)). Here, the FAC only implicates the unlawful and unfair prongs. See (FAC ¶¶ 139-153). Defendant raises the following arguments for why Plaintiff's UCL claim is substantively defective: (1) Plaintiff has not shown "unlawful" conduct," as is required to state a UCL claim, because "Plaintiff does not identify what part is at issue, nor does she demonstrate how it specifically qualifies for emissions-related warranty coverage" and thus, Plaintiff "has not shown she or anyone else was entitled to a free repair they did not receive," (Mot. at 10); and (2) Plaintiff has not shown "unfair" conduct, as is required to state a UCL claim, for these same reasons. See (Mot. at 10-11). The Court addresses each in turn.
1. "Unlawful" Business Act or Practice
By proscribing "any unlawful" business practice, section 17200 " 'borrows' violations of other laws and treats them as unlawful practices that the unfair competition law makes independently actionable." Cel-Tech Commc'ns, Inc., 20 Cal. 4th at 180, 83 Cal.Rptr.2d 548, 973 P.2d 527 (citation omitted). "Virtually any law--federal, state or local--can serve as a predicate for an action under [the UCL]." Smith v. State Farm Mut. Auto. Ins. Co., 93 Cal. App. 4th 700, 718, 113 Cal.Rptr.2d 399 (2001) (citation omitted). Thus, "[f]ailure to comply with administrative regulations may satisfy the 'unlawful' prong of the UCL." Hoffman v. Ford Motor Co., 8:20-cv-00846-JLS-KES, 2021 WL 3265010, at *3 (C.D. Cal. Mar. 31, 2021) (citing Gibson v. Jaguar Land Rover N. Am., LLC, No. CV 20-00769-CJC (GJSX), 2020 WL 5540182, at *3 (C.D. Cal. Mar. 18, 2020)).
The FAC alleges that Defendant violated the "unlawful" prong of the UCL because, by refusing to cover the costs of Plaintiff's and the Class' repairs, Defendant violated the California regulations governing the California Emissions Warranty set forth in 13 C.C.R. § 2035, et seq. See (FAC ¶¶ 139-144). This assertion is supported by several factual allegations. For example, the FAC alleges that the California Emissions Warranty applies to all Class Vehicles, including the Subject Vehicle. See (id. ¶¶ 49-51, 140). The FAC also alleges that the valve train systems in the Subject Vehicle and Class Vehicles are high-priced, emissions related parts that should have been covered for seven years or 70,000 miles pursuant to the California Emissions Warranty. See (id. ¶¶ 7, 49-51, 87-114). In addition, the FAC alleges that Defendant systematically fails to classify the valve train systems and its components, in the Subject Vehicle and Class Vehicles as "emissions-related," "warranted parts," and as "high-priced" warranted parts entitled to extended statutory coverage. (Id. ¶¶ 52-56). As a result of this conduct, the FAC alleges that Defendant "unlawfully denied warranty coverage for the Valve Train Systems components." (Id. ¶ 55).
Defendant argues that the FAC set forth "no facts whatsoever" demonstrating that Defendant failed to cover any "warranted part" in the Subject Vehicle or any other. (Mot. at 10). The Court disagrees. As discussed above, the FAC identifies the valve train system and its multiple components as warranted parts, including its intake valves, the exhaust valves, the valve guides, the valve springs, the valve seats, and the camshafts. (FAC ¶ 7).
Defendant also argues that the FAC insufficiently details why and how the valve train systems qualify for emissions-related warranty coverage. (Mot. at 10). Again, the Court disagrees. The FAC provides multiple explanations for why the valve train system, and its components, are covered under the California Emissions Warranty. For example, the FAC alleges that, when the valve train system and its components are rendered defective, causing gasoline or air to leak outside of the combustion chamber, an increase in regulated emission occurs in various ways, thus qualifying as "warranted parts" under the CCR. See (id. ¶¶ 87-105). The FAC also alleges that the valve train systems "are expressly identified as an emissions-related part on the 'Emissions-Related Parts List,' . . . adopted by CARB on November 4, 1997, as last amended June 1, 1990 . . . and are thereby entitled to extended warranty coverage for 7 years or 70,000 miles under California emissions Warranty." (FAC ¶ 11). Such allegations were found to be sufficient in similar California Emissions Warranty putative class action cases. See De Anda v. Ford Motor Co., Case No. 2:22-cv-04064-ODW (MAAx), 668 F.Supp.3d 976, 985-87 (C.D. Cal. Apr. 5, 2023) (because plaintiff "alleges the [defective part] impacts emissions in discrete ways, rather than alleging that it merely affects other emissions-related parts," the court found plaintiff had sufficiently alleged that said parts were covered by the California Emissions Warranty); Thompson at 4. Thus, because these allegations, assumed as true at this stage of the proceeding, plausibly demonstrate Defendant failed to comply with the California Emissions Warranty, Defendant's Motion as to the "unlawful" prong of the UCL is denied.
The "Emissions-Related Parts List" is contained at Title 13, California Code of Regulations, Appendix B, which states that "[t]he following list of components are examples of emission related parts as defined in Section 1900(b)(3), Chapter 3, Title 13, California Code of Regulations." (FAC ¶ 104). The List identifies "valve trains," as well as each of the component parts that the FAC alleges make up the "Valve Train System." (Id. ¶ 105).
2. "Unfair" Business Act or Practice
California's UCL also prohibits "any . . . unfair . . . business act or practice." Cal. Bus. & Prof. Code § 17200. For UCL purposes, "[a]n act or practice is unfair if the consumer injury is substantial, is not outweighed by any countervailing benefits to consumers or to competition, and is not an injury the consumers themselves could reasonably have avoided." Taleshpour v. Apple, Inc., No. 21-16282, 2022 WL 1577802, at *2 (9th Cir. May 19, 2022) (quoting Daugherty v. Am. Honda Motor Co., Inc., 144 Cal. App. 4th 824, 839, 51 Cal.Rptr.3d 118 (2006)). To sufficiently plead a claim under the UCL's "unfair" prong, plaintiffs must allege facts supporting all three elements. See Daugherty, 144 Cal. App. 4th at 838-39, 51 Cal. Rptr.3d 118 (finding that a claim did not constitute an unfair practice under the UCL because one of the elements was insufficiently pleaded). A finding of "[w]hether a practice is . . . unfair is generally a question of fact which requires consideration and weighing of evidence from both sides and which usually cannot be made [at the pleading stage]." See Linear Tech. Corp. v. Applied Materials, Inc., 152 Cal. App. 4th 115, 134-35, 61 Cal. Rptr.3d 221 (2007) (citation omitted).
i. The Consumer Injury is Substantial
First, Plaintiff must show that the relevant consumer injury is substantial. "For the purpose of alleging an 'unfair' business act or practice, demonstrating 'aggregate harm on consumers is sufficient to show substantial injury.' " Imber-Gluck v. Google, Inc., Case No. 5:14-CV-01070-RMW, 2014 WL 3600506, at *6 (N.D. Cal. July 21, 2014) (quoting F.T.C. v. Inc21.com Corp., 688 F. Supp. 2d 927, 939 (N.D. Cal. 2010)). Here, the FAC alleges that Plaintiff and members of the Classes have suffered harm in the aggregate. In particular the FAC alleges that Defendant has engaged in a "systematic" business practice of failing to identify in the Class Vehicles' warranty books at the time of distribution, and in resources provided to its dealerships, numerous parts that Defendant is obligated to identify as high-priced warranted parts and emission related parts, including the valve train systems, and its components, installed in the Class Vehicles. (FAC ¶ 147). The FAC asserts that Defendant's conduct is "unfair" because it refuses to provide warranty coverage for all of the components of the valve train systems installed in the Class Vehicles "for the sole purpose of wrongfully limiting its warranty claims, with no regard for the fact that the public is being forced to pay for repairs which should be covered under the 7-year and 70,000-mile California Emissions Warranty." (Id.). Thus, the FAC alleges that "Plaintiff and members of the Classes have suffered injury in fact and lost money or property as a result of FCA's unfair business acts and practices . . . ." (Id.). The Court finds these allegations plausibly demonstrate that Plaintiff and the Classes have suffered a substantial injury.
ii. The Injury is Not Outweighed by any Countervailing Benefits to Consumers or to Competition
Next, Plaintiff must allege that this injury is not outweighed by any countervailing benefits to consumers or to competition. Here, the FAC explicitly alleges that Defendant's conduct does not benefit consumers or competition. (FAC ¶ 150). Rather, Defendant's "conduct only benefits [Defendant], by [Defendant] wrongfully avoiding having to pay warranty claims which should be covered by the California Emissions Warranty." (Id.). The FAC also alleges that "[t]he gravity of the consequences of [Defendant's] conduct . . . out-weighs the justification, motive or reason . . . ." (Id. ¶ 151). The Court finds these allegations to be sufficient to plausibly demonstrate that the alleged consumer injury is not outweighed by any countervailing benefits to said consumers or competition.
iii. Consumers Could Not Reasonably Avoid the Injury
Finally, Plaintiff must allege that the alleged injury is not an injury that the consumers could reasonably have avoided. Here, the FAC explicitly alleges that "Plaintiff and members of the Classes could not reasonably avoid the injury each of them suffered or will suffer, which injury is substantial." (Id. ¶ 150). In particular, the FAC alleges that Defendant knows that "it would be very difficult if not impossible for most consumers to discover" Plaintiff's allegedly unlawful conduct." (Id. ¶ 147). For this reason, the Court finds the third prong also satisfied. Thus, with all three prongs satisfied, the Court concludes that Plaintiff's UCL claim pursuant to the "unfair" provision is sufficiently plausible to survive the Motion. The Court also notes that similar factual allegations have been found to satisfy the unfair prong of the UCL. See De Anda, 668 F.Supp.3d at 987-88; Thompson at 4-5.
D. Whether the FAC Shows an Inadequate Remedy at Law
Defendant also argues that Plaintiff's request for equitable relief should be dismissed because there is an adequate remedy at law. (FAC at 12-14). The Court disagrees.
"[T]o entertain a request for equitable relief, a district court must have equitable jurisdiction, which can only exist under federal common law if the plaintiff has no adequate legal remedy." Guzman v. Polaris Indus. Inc., 49 F.4th 1308, 1313 (9th Cir. 2022) (citation omitted). In Sonner v. Premier Nutrition Corp., the Ninth Circuit extended this principle to UCL claims. See Sonner v. Premier Nutrition Corp., 971 F.3d 834, 837, 842 (9th Cir. 2020) ("federal courts must apply equitable principles derived from federal common law to claims for equitable restitution under California's [UCL]" . . . including "the principle precluding courts from awarding equitable relief when an adequate legal remedy exists."); Guzman, 49 F.4th at 1311-15. Thus, to state a claim for equitable relief under the UCL, a complaint is generally required "to allege some facts suggesting that damages are insufficient to make them whole." See Gibson v. Jaguar Land Rover North America, LLC, 2020 WL 5492990, at *3 (C.D.Cal. Sept. 9, 2020) (listing cases); Rodriguez v. FCA US LLC, 8:22-cv-01445-FWS-JDE, 2023 WL 3150075, at *4, 2023 U.S. Dist. LEXIS 48041, at *9 (C.D. Cal. Mar. 21, 2023) ("Plaintiff must adequately allege the inadequacy of a remedy at law prior to proceeding at the motion to dismiss stage." (citations omitted)). Failure to do so merits dismissal of the claim. See id.
Plaintiff initially argues that "Sonner is inapplicable" because the FAC "has not alleged a claim for damages." See (Opp. at 8). This argument is flawed for multiple reasons. First, contrary to Plaintiff's assertion, the FAC explicitly requests "[a]n award to Plaintiff and members of the Classes of damages to be proven at trial." (FAC at 43). Second, Plaintiff's assertion regarding the request for damages is also a misstatement of the law. Our courts have contrarily held that, to show a lack of an adequate legal remedy, it is not enough that the complaint makes no request for damage; rather, the complaint must "clearly allege facts suggesting that monetary damages would not make them whole." See Clevenger v. Welch Foods Inc., Case No.: SACV 20-01859-CJC (JDEx), 2022 WL 18228288, at *4-5 (C.D. Cal. 2022); Drake v. Toyota Motor Corp., Case No. 2:20-cv-01421-SB-PLA, 2020 WL 7040125, at *13-14 (C.D. Cal. Nov. 23, 2020) (dismissing UCL claim because complaint was "devoid of substantive allegations showing Plaintiff's legal claims would not provide them an adequate remedy"). Third, Plaintiff's argument was recently rejected in a similar case involving the Defendant: Rodriguez v. FCA US LLC. See 2023 WL 3150075, at *4, 2023 U.S. Dist. LEXIS 48041, at *9 (rejecting "Plaintiff's argument that his decision to assert a single claim under the UCL creates an inadequate legal remedy.").
"A UCL action is equitable in nature; damages cannot be recovered . . . [The California Supreme Court has] stated under the UCL, [p]revailing plaintiffs are generally limited to injunctive relief and restitution." See In re Tobacco II Cases, 46 Cal. 4th 298, 312, 93 Cal.Rptr.3d 559, 207 P.3d 20 (2009) (internal citations and quotations omitted)).
Nevertheless, the Court finds that that the FAC plausibly alleges a lack of adequate legal remedy. The FAC specifically alleges that a monetary remedy would be inadequate in this case because Defendant is not complying with the California Emissions Warranty rules; instead, it is contributing to environmental harm for which damages are inadequate. See (FAC ¶¶ 71-76). Additionally, the FAC alleges "[s]imply paying off consumers undermines the entire purpose of the California Emissions Warranty and will leave [Defendant] in the position of being able to continue to violate the law and increase harmful vehicle emissions by just paying damages." (Id. ¶ 77). Further, "payment of damages does not ensure that the emissions parts will actually be repaired. That result will only be ensured by forcing [Defendant] to cover the repairs under the California Emissions Warranty as required." (Id. ¶ 78). Finally, the FAC alleges damages alone will not be sufficient for the class members to identify all parts whose defects result in fault codes identified in the OBDII Summaries being triggered because "only [Defendant] has done the analysis and knows the fault code logic that would allow for identification of all required fault codes so that those parts can be identified and properly covered under the California Emissions Warranty." (Id. ¶ 79). The courts in De Anda v. Ford Motor Co. and Hazdovac found similar allegations sufficient to show an inadequate legal remedy. See 668 F.Supp.3d at 989; 2022 WL 2161506, at *4; see also Amoco Prod. Co. v. Vill. of Gambell, AK, 480 U.S. 531, 545, 107 S.Ct. 1396, 94 L.Ed.2d 542 (1987) ("Environmental injury, by its nature, can seldom be adequately remedied by money damages and is often permanent or at least of long duration, i.e., irreparable.").
Nevertheless, Defendant cites Rodriguez v. FCA US LLC to argue that these allegations are insufficient. See (Reply at 6-7). However, the Rodriguez court explicitly found the plaintiff's allegations were deficient because Rodriguez's "contention[s] [were] not sufficiently supported by pleaded facts to demonstrate [p]laintiff lacks an adequate remedy at law." See Rodriguez, 2023 WL 3150075, at *5, 2023 U.S. Dist. LEXIS 48041, at *11. Here, the FAC contains numerous allegations explaining why monetary relief would not fully compensate Plaintiff's or the Class' injuries. See (FAC ¶¶ 65-80). For this reason, the Court finds that the FAC plausibly alleges an inadequate legal remedy.
E. Whether the FAC Merits an Award of Injunctive Relief
Defendant also argues that the FAC does not merit an award of injunctive relief because its allegations "do not explain how [Plaintiff] will be irreparably harmed or, even assuming she could be, how much harm is 'actual' or 'imminent.' " (Mot. at 13). The Court disagrees.
Injunctive relief is the primary remedy under the UCL. In re Tobacco Cases II, 240 Cal. App. 4th 779, 790, 192 Cal.Rptr.3d 881 (2015). As an ancillary remedy, the UCL also authorizes recovery of restitution "to restore to any person in interest any money or property . . . which may have been acquired by means of" a prohibited business practice. Id. (quoting Cal. Bus. & Prof. Code, § 17203 (internal quotations omitted)). UCL restitution "operates only to return to a person those measurable amounts which are wrongfully taken by means of an unfair business practice." Id. at 795, 192 Cal.Rptr.3d 881 (quoting Day v. AT&T Corp., 63 Cal. App. 4th 325, 339, 74 Cal.Rptr.2d 55 (1998)) (internal quotations omitted). Injunctive relief and restitution are the only remedies available under the UCL. Safeway, Inc. v. Superior Ct., 238 Cal. App. 4th 1138, 1147, 190 Cal.Rptr.3d 131 (2015). A UCL claim must be based on the existence of harm supporting injunctive relief or restitution. See Safeway, 238 Cal. App. 4th at 1154, 1158, 190 Cal.Rptr.3d 131 (recognizing existence of harm supporting restitution as a fact necessary to establish liability on appellants' UCL claim, on which they did not seek injunctive relief); Madrid v. Perot Systems Corp., 130 Cal. App. 4th 440, 445, 452-467, 30 Cal.Rptr.3d 210 (2005) (affirming dismissal, on demurrer, of UCL putative class claims where plaintiff "alleged no viable theory upon which he could obtain restitution or injunctive relief."). To support the recovery of restitution, the harm must be measurable. In re Tobacco Cases II, 240 Cal. App. 4th at 791-802, 192 Cal.Rptr.3d 881 (trial court lacked discretion to order restitution after bench trial, where plaintiff failed to establish "any price/value differential" supporting a market measure of restitution and failed to prove "entitlement to an alternative measure of restitution proper under all the circumstances"); Tucker v. Pac. Bell Mobile Servs., 208 Cal. App. 4th 201, 228, 229, 145 Cal.Rptr.3d 340 (2012) (plaintiffs "could not present UCL class claims for restitution" absent showing that the class members were due measurable restitution.).
The FAC is explicit as to why Plaintiff will be irreparably harmed and why the harm is imminent. In particular, the FAC alleges that "Plaintiff is in the market to purchase another vehicle. [Thus,] absent injunctive relief, Plaintiff will not know whether it makes sense to spend her money on another [Defendant] vehicle on account of [Defendant's] non-compliance with the California Emissions Warranty and Plaintiff will have to deal with the same sort of warranty coverage issues again, and, if Plaintiff does purchase another [Defendant] vehicle, Plaintiff might reasonably, but incorrectly, assume that [Defendant] complied with all the requirements of the California Emissions Warranty, when it did not." See (FAC ¶ 69). Defendant points to no authority suggesting that these allegations are insufficient at this stage of the proceedings. Thus, the Court finds that, as pleaded, the FAC has shown that injunctive relief is merited.
F. Whether Plaintiff can Represent Non-California Class Members
Finally, Defendant argues that Plaintiff cannot seek to represent a class comprised of members from unspecified states outside of California because "California law is clear that the UCL does not apply to alleged conduct and events occurring outside of California." (Mot. at 18). Defendant alternatively argues that Plaintiff may not proceed on behalf of these out-of-state class members because the Court lacks personal jurisdiction over Defendant "with respect to the vast majority of putative members encompassed within that class." (Mot. at 19-20). The Court agrees with Defendant.
On the issue of extraterritoriality, California law presumes that the legislature "did not intend the statutes of this state to have force or operation beyond the boundaries of the state." Nw. Mortg., Inc. v. Superior Ct., 72 Cal. App. 4th 214, 222, 85 Cal.Rptr.2d 18 (1999). "Unless the legislature explicitly indicates otherwise, 'if the liability-creating conduct occurs outside of California, California law generally should not govern that conduct.' " Terpin v. AT&T Mobility, LLC, 399 F. Supp. 3d 1035, 1047 (C.D. Cal. 2019) (quoting Oman v. Delta Air Lines, Inc., 889 F.3d 1075, 1079 (9th Cir. 2018)). The UCL "contains no express declaration that it was designed or intended to regulate claims of nonresidents arising from conduct occurring entirely outside of California." Nw. Mortg., Inc., 72 Cal. App. 4th at 222, 85 Cal.Rptr.2d 18. Thus, courts have repeatedly explained that the UCL does "not reach claims of non-California residents arising from conduct occurring entirely outside of California." Gentges v. Trend Micro Inc., No. C 11-5574 SBA, 2012 WL 2792442, at *6 (N.D. Cal. July 9, 2012) (collecting cases); see also Terpin, 399 F. Supp. 3d at 1047; Sullivan v. Oracle Corp., 51 Cal. 4th 1191, 1207, 127 Cal.Rptr.3d 185, 254 P.3d 237 (2011) ("[T]he presumption against extraterritoriality applies to the UCL in full force." (citation omitted)); McKinnon v. Dollar Thrifty Auto. Grp., No. 12-4457 SC, 2013 WL 791457, at *4 (N.D. Cal. Mar. 4, 2013) ("With regard to the UCL . . . non-California residents' claims are not supported where none of the alleged misconduct or injuries occurred in California." (internal quotations omitted)); Warner v. Tinder Inc., 105 F. Supp. 3d 1083, 1096-97 (C.D. Cal. 2015) (finding that the "UCL claims fail for a more fundamental reason . . . because California does not permit extraterritorial application of [the] statute.").
Nevertheless "[s]tate statutory remedies under the . . . UCL may be available to non-California residents if those persons are harmed by wrongful conduct occurring in California." Precht v. Kia Motors Am., Inc., SA CV 14-1148-DOC (MANx), 2014 WL 10988343, at *4 (C.D. Cal. Dec. 29, 2014) (quoting In re Toyota Motor Corp., 785 F. Supp. 2d 883, 916 (C.D. Cal. 2011)) (internal quotations omitted). "In determining whether wrongful conduct occurred in California, courts consider factors such as where the defendant does business, whether the defendant's principal offices are located in California, where the plaintiffs are located, and where the alleged actionable conduct took place." Id. (citing In re Toyota Motor Corp., 785 F. Supp. 2d at 917).
The FAC does not provide factual allegations demonstrating that Defendant's California-based conduct has any nexus to the out-of-state plaintiff's alleged injuries. See (FAC). Instead, the FAC alleges, without any supporting facts, that "California has a specific interest in regulating conduct outside of California that specifically invokes California emissions requirements," that Defendant's misconduct occurred in California, and that, as a result, the out-of-state class members were harmed by Defendant's California Conduct. See (Compl. ¶¶ 121-122). In opposition, Plaintiff cites to Hazdovac to argue that, because Defendant's California Emissions Warranty applies to vehicles purchased and registered in the Reg. 177 States (i.e., states that have adopted California's vehicle emission criteria and pollutant and greenhouse gas emissions regulations under Section 177 of the Clean Air Act, 42 U.S.C. § 7507), California has an interest in regulating conduct outside of California that specifically invokes California emissions requirements. See (Opp. at 27-28; FAC 118-126); 2022 WL 2161506, at *5. However, the court's discussion in Hazdovac centered on choice of law, not whether the claims were barred by the principle of extraterritoriality. Thus, Hazdovac does not support Plaintiff's argument that non-California residents can bring a UCL claim regardless of where their injuries take place. See McKinnon, 2013 WL 791457, at *5.
Plaintiff also cites Precht v. Kia Motors Am., Inc., Case No. SA CV 14-1148-DOC (MANx), 2014 WL 10988343 (C.D. Cal. Dec. 29, 2014), Lewand v. Mazda Motor of Am., Inc., SACV 17-00620 JVS (JCGx), 2017 WL 8117764, 2017 U.S. Dist. LEXIS 219127 (C.D. Cal. Nov. 8, 2017), Underwood v. Future Income Payments, LLC, SA CV 17-1570-DOC (DFMx), 2018 WL 4964333 (C.D. Cal. Apr. 26, 2018), and Estrella v. Freedom Fin. Network, LLC, 2010 WL 2231790 (N.D. Cal. June 2, 2010) to argue the FAC's allegations are sufficient to state a plausible nexus. See (Opp. at 28). However, each is inapposite because these cited cases involved a defendant that was either incorporated or had its principal place of business in California and thus, there was a nexus between the defendant's California-based activities and the injuries sustained by the out-of-state plaintiffs. See Precht, 2014 WL 10988343, at *5 ("Here, Plaintiff alleges that Defendant is incorporated in California and has its principal place of business in Irvine, California . . . . [Thus,] the FAC sufficiently alleges that California was where Defendant made its decisions about what to communicate and what not to communicate to consumers . . . ."); Lewand, 2017 WL 8117764, at *4, 2017 U.S. Dist. LEXIS 219127, at *8-11 ("[Plaintiff] alleges that [defendant] 'authorized, approved, and disseminated the [allegedly fraudulent] Brochure from its Irvine, California headquarters' . . . . [And plaintiff] alleges with sufficient details that the point of dissemination of the advertising and promotional literature he saw is California."); Underwood, 2018 WL 4964333, at *12 ("Plaintiff also alleges that [defendant] established its marketing affiliates out of Orange County locations"); Estrella, 2010 WL 2231790, at *2, 6. Here, the FAC alleges that Defendant is a Delaware corporation with its principal place of business in California. (FAC ¶ 41). Although the FAC asserts that Defendant "does business in the State of California," (id.), it does not explain how those contacts are connected to the Reg. 177 Class and Sub-Class' injuries. Thus, the Court concludes that Plaintiff may not assert claims on behalf of the Reg. 177 Class and Subclass under the UCL against Defendant.
Turning to Defendant's argument regarding jurisdiction, "[f]or a court to exercise personal jurisdiction over a nonresident defendant, that defendant must have at least 'minimum contacts' with the relevant forum such that the exercise of jurisdiction 'does not offend traditional notions of fair play and substantial justice.' " Schwarzenegger v. Fred Martin Motor Co., 374 F.3d 797, 801 (9th Cir. 2004) (quoting Int'l Shoe Co. v. Washington, 326 U.S. 310, 316, 66 S.Ct. 154, 90 L.Ed. 95 (1945)). Minimum contacts may be established via general jurisdiction or specific jurisdiction. General jurisdiction exists where the defendant's contacts with the forum state "are so 'continuous and systematic' as to render them essentially at home in the forum state." Goodyear Dunlop Tires Operations, S.A. v. Brown, 564 U.S. 915, 919, 131 S.Ct. 2846, 180 L.Ed.2d 796 (2011) (quoting Int'l Shoe Co., 326 U.S. at 316, 66 S.Ct. 154)). Specific jurisdiction exists when the plaintiff's claims or causes of action "arise out of or relate to" the defendant's contacts with the forum state. See Burger King Corp. v. Rudzewicz, 471 U.S. 462, 472, 105 S.Ct. 2174, 85 L.Ed.2d 528 (1985) (quoting Helicopteros Nacionales de Colombia, S.A. v. Hall, 466 U.S. 408, 414, 104 S.Ct. 1868, 80 L.Ed.2d 404 (1984)). "A court has general jurisdiction over a corporation when the forum state is either the state of incorporation or the state where the corporation has its principal place of business." Ozone Int'l LLC v. Wheatsheaf Grp. United States, Inc., CASE NO. C19-6155RBL, 2020 WL 2745716, at **4 (W.D. Wash. May 27, 2020) (citing Ralls v. Facebook, 221 F. Supp. 3d 1237, 1242 (W.D. Wash. 2016)). Per the FAC, Defendant is neither incorporated nor has its principal place of business in California. See (FAC ¶ 41). Thus, the FAC was required to plead facts showing that this Court has specific jurisdiction over those class members in the Reg. 177 Class and Subclass.
Specific jurisdiction can only exist where the defendant has "purposefully directed" its activities at the forum, and the plaintiff must show "a connection between" the class members' claims and California. Bristol-Myers Squibb Co. v. Superior Ct. of Cal., 582 U.S. 255, 137 S. Ct. 1773, 1781, 198 L.Ed.2d 395 (2017). Defendant argues, and Plaintiff fails to dispute, that the FAC does not allege facts connecting California and members of the Reg. 177 Class and Subclass. See (Mot. at 19-20); (Opp.). Because Plaintiff failed to address this argument in opposition, Plaintiff waives the argument for purposes of this Motion. E.g., Brooks v. Y.Y.G.M SA, No. 2:21-cv-0078-JAM-CKD, 2021 WL 5450232, at * (E.D. Cal. Nov. 22, 2021) ("Because Plaintiff does not oppose Defendant's argument that the Court lacks general jurisdiction, Plaintiff waives this argument." (citing Resnick v. Hyundai Motor Am., Inc., No. CV 16-00593-BRO (PJWx), 2017 WL 1531192, at *22 (C.D. Cal. Apr. 13, 2017)). Thus, the Court alternatively finds that it lacks jurisdiction over the out-of-state class members' claims. For these reasons, Plaintiff's UCL claim on behalf of the Reg. 177 Class and Subclass are dismissed.
IV. CONCLUSION
The Motion is GRANTED, IN PART, AND DENIED, IN PART. Insofar as the Motion requests monetary damages and asserts claims on behalf of the Reg. 177 Class and Subclass, the Motion is GRANTED. On all other grounds, the Motion is DENIED.
IT IS SO ORDERED.