KRANTZ v. OLD COPPER COMPANY INC LLC (2025)

ORDER GRANTING, IN PART, AND DENYING, IN PART, DEFENDANTS’ MOTION TO DISMISS PLAINTIFFS’ AMENDED COMPLAINT

[ECF NO. 41]

Before the Court is the Motion to Dismiss Plaintiffs’ Amended Complaint (ECF No. 41-1 (“Motion”)) filed by Defendants Old Copper Company, Inc., f/k/a J.C. Penney Company, Inc., and Penney OpCo, LLC, d/b/a JCPenney (“Defendants”). The Court has read and considered the Motion and concluded that it is suitable for decision without oral argument. See Fed. R. Civ. P. 78(b); C.D. Cal. L.R. 7-15. Having considered the parties’ submissions, the relevant law, and the record in this case, the Court GRANTS, in part, and DENIES, in part, the Motion.

I. BACKGROUND

The following allegations are taken from the First Amended Complaint (“FAC”). See (ECF No. 37 (“FAC”)). Plaintiffs Jordan Krantz (“Krantz”), Marjanique Robinson (“Robinson”), and Ariana Skurauskis (“Skurauskis,” or, together with Krantz and Robinson, “Plaintiffs”) are California citizens who purchased products from Defendants’ website. (Id. ¶¶ 17-19). Defendants are the operators of JC Penney, a department store that sells apparel, jewelry, home, and beauty products at retail stores and through its website jcpenney.com. (Id. ¶¶ 20, 29).

On June 5, 2024, Krantz visited the JC Penney website and purchased a “Puma Defense Duffle Bag,” which was listed as being on sale for $23.99, from a reference price of $30. (Id. ¶ 69). Krantz relied on the fact that the bag was discounted, which made the purchase feel more attractive and urgent. (Id. ¶ 71). In fact, however, Defendants rarely, if ever, offered the bag at the advertised reference price, and did not do so at any time in the 90 days prior to Krantz's purchase. (Id. ¶ 72). Krantz would not have purchased the bag at the same price absent Defendants’ misrepresentations. (Id. ¶ 77). Krantz claims that he was financially harmed by the misleading pricing because the bag was not worth the reference price listed by Defendants and because Defendants inflated the true market value of the bag. (Id. ¶¶ 77-78). Robinson and Skurauskis had substantially identical experiences, with Robinson purchasing a “Made in Italy 14K Gold Over Silver Solid Paperclip Ankle Bracelet” on December 28, 2023, and Skurauskis purchasing a “Loom + Forged Rouched Throw Blanket” on September 20, 2021. (Id. ¶¶ 79, 88).

Based on JC Penney's alleged use of inflated reference prices and similar conduct, Plaintiffs allege that Defendants have engaged in “false reference pricing” concerning various products sold nationwide, including both private and national brands. (Id. ¶¶ 3, 29). This means that, while Defendants purport to offer discounts of up to 70% off, Defendants “rarely, if ever, offer[ ] the products for the alleged ‘original’ reference price,” and the reference prices are not the “prevailing market retail price” for the products within the 90 days immediately preceding the publication of the advertised prices. (Id. ¶¶ 7-8, 34). Defendants also frequently advertise their products as being on sale for a specific period, but, at the end of the sale period, none or almost none of the items revert to the reference price. (Id. ¶¶ 13-14). Furthermore, even where Defendants do not list a specific sale period, the significant markdown leads reasonable consumers to believe that the sales are limited in duration. (Id. ¶ 15). Plaintiffs provide an illustrative list of 16 products sold by Defendants, none of which was ever offered for sale at the reference price during the 99-day period from July 24, 2024, through October 31, 2024. (Id. ¶ 44).

Plaintiffs allege that Defendants have misled consumers into believing that they received substantial savings and that the products were actually worth the inflated reference prices. (Id. ¶ 39). This caused economic harm by leading consumers to pay a price premium for products that they otherwise would not have paid, either because they would not have purchased the products or because they would have waited for a lower price. (Id. ¶ 65). Plaintiffs identify a body of research showing that artificially inflated reference pricing is effective in influencing consumers to make purchases that they otherwise would not have made at that time. (Id. ¶¶ 54-62, 66). Plaintiffs further allege that Defendants knew or should have known that the use of false reference prices was misleading, and that Defendants in fact intended for consumers to be misled. (Id. ¶¶ 51-52). Plaintiffs point to a series of prior lawsuits alleging similar conduct by Defendants, including several settlements prohibiting Defendants from engaging in such actions. (Id. ¶¶ 104-111).

Plaintiffs seek to represent a putative nationwide class of individuals who purchased one or more products from Defendants that were advertised with a reference price at which Defendants had not offered the product within the previous 90 days. (Id. ¶ 113). Plaintiffs also seek to represent an identical subclass of California citizens. (Id.). On behalf of the putative class, Plaintiffs allege claims of fraud, negligent misrepresentation, breach of contract, unjust enrichment, and violations of California's Consumer Legal Remedies Act (“CLRA”), False Advertising Law (“FAL”), and Unfair Competition Law (“UCL”). (Id. at 53-78). As relief, Plaintiffs seek actual, statutory, treble, and punitive damages, injunctive relief, and restitution. (Id. at 79).

Plaintiffs initiated this action on November 20, 2024. (ECF No. 1). Defendants filed a motion to dismiss on February 14, 2025, (ECF No. 33), but Plaintiffs filed the FAC on March 7, 2025, mooting the motion to dismiss, (FAC). Defendants then filed the instant Motion on April 21, 2025. (Mot.). Plaintiffs filed an opposition on May 22, 2025, (ECF No. 46) (“Opposition”), and Defendants replied in support of the Motion on June 13, 2025, (ECF No. 49) (“Reply”).

II. LEGAL STANDARD

Under Rule 8(a)(2) of the Federal Rules of Civil Procedure, a complaint must include “a short and plain statement of the claim showing that the pleader is entitled to relief.” Fed. R. Civ. P. 8(a)(2). A complaint that fails to meet this standard may be dismissed pursuant to Federal Rule of Civil Procedure 12(b)(6). “Dismissal under Rule 12(b)(6) 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). 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 has facial plausibility when the plaintiff pleads factual content that allows 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). “The plausibility standard is not akin to a probability requirement, but it asks for more than a sheer possibility that a defendant has acted unlawfully.” Id. (internal quotation marks and citation omitted).

If a claim sounds in fraud or mistake, courts apply the heightened pleading standard of Federal Rule of Civil Procedure 9(b), which requires such claims to “state with particularity the circumstances constituting fraud or mistake.” Fed. R. Civ. P. 9(b). To meet this standard, a plaintiff must identify “[t]he time, place, and content of [any] alleged misrepresentation,” as well as the “circumstances indicating falseness” or the “manner in which the representations at issue were false and misleading.” In re GlenFed, Inc. Sec. Litig., 42 F.3d 1541, 1547–48 (9th Cir. 1994) (internal quotation marks, citation, and alterations omitted). Those allegations “must be specific enough to give defendants notice of the particular misconduct which is alleged to constitute the fraud charged so that they can defend against the charge and not just deny that they have done anything wrong.” Swartz v. KPMG LLP, 476 F.3d 756, 764 (9th Cir. 2007) (citation omitted). Although the circumstances of the alleged fraud must be alleged with specificity, knowledge “may be alleged generally.” Fed. R. Civ. P. 9(b).

When ruling on a Rule 12(b)(6) motion, courts “accept factual allegations in the complaint as true and construe the pleadings in the light most favorable to the nonmoving party.” Manzarek v. St. Paul Fire & Marine Ins. Co., 519 F.3d 1025, 1031 (9th Cir. 2008). The Court is “not required to accept as true allegations that contradict exhibits attached to the Complaint or matters properly subject to judicial notice,” nor must it accept “allegations that are merely conclusory, unwarranted deductions of fact, or unreasonable inferences.” Seven Arts Filmed Ent., Ltd. v. Content Media Corp. PLC, 733 F.3d 1251, 1254 (9th Cir. 2013) (internal quotation marks and citation omitted). Where dismissal is appropriate, a court should grant leave to amend unless the plaintiff could not possibly cure the defects of the pleading. Knappenberger v. City of Phoenix, 566 F.3d 936, 942 (9th Cir. 2009).

III. DISCUSSION

Defendants raise the following arguments and request that the Court dismiss the FAC in its entirety: (1) the majority of Skurauskis’ claims are barred by the statute of limitations; (2) the claims sounding in fraud fail to sufficiently allege the prevailing market price of the purchased products; (3) Plaintiffs’ equitable claims should be dismissed because Plaintiffs have adequate legal remedies; (4) Plaintiffs failed to provide required notice under the CLRA; (5) Plaintiffs’ negligent misrepresentation claim is barred by the economic loss doctrine; (6) Plaintiffs failed to provide adequate pre-suit notice for their breach of contract claim and have not adequately pleaded damages; (7) Plaintiffs’ claim for unjust enrichment fails because they have not alleged that the underlying contract is unenforceable; and (8) Plaintiffs’ nationwide class allegations should be stricken for lack of standing and because California law does not apply to out-of-state consumers. The Court will consider each of these arguments in turn.

A. Statute of Limitations

First, Defendants argue that Skurauskis’ claims for fraud, negligent misrepresentation, unjust enrichment, and violations of the CLRA and FAL are time-barred. (Mot. at 13). Defendants argue that these claims each carry a three-year statute of limitations, and that this action was initiated on November 20, 2024, more than three years after Skurauskis’ alleged September 20, 2021, purchase. (Id.). Defendants request that the Court take judicial notice of documents showing that, within the statute of limitations, Skurauskis previously filed and voluntarily dismissed a similar action in the Northern District of California. (ECF No. 42). Defendants argue that this shows Skurauskis cannot benefit from the delayed discovery rule. (Mot. at 14-15).

In opposition, Plaintiffs argue that the statute of limitations was tolled, first by the filing of Skurauskis’ complaint in the Northern District of California, and then by the filing of the complaint in this action. (Opp. at 12-13 (citing Am. Pipe & Constr. Co. v. Utah, 414 U.S. 538, 554, 94 S.Ct. 756, 38 L.Ed.2d 713 (1974) (“[C]ommencement of a class action suspends the applicable statute of limitations as to all asserted members of the class.”))). Plaintiffs also argue that, while Skurauskis was not added as a plaintiff in this action until the filing of the FAC in March 2025, her claims relate back to the original filing of the complaint on November 20, 2024. (Id. at 13-14). Finally, Plaintiffs argue that the discovery rule tolls Skurauskis’ claims because she did not discover Defendants’ deceptive practices until shortly before retaining counsel in May 2024. (Id. at 14). Plaintiffs argue that Skurauskis had no reason to suspect Defendants’ deceptive marketing practices and could not have discovered them on her own without “monitor[ing] the price of the product she purchased from Defendants for the 90 days preceding her purchase.” (Id. at 16).

The Court agrees with Defendants that the majority of Skurauskis’ claims are time-barred. Both parties agree that the statute of limitations for the fraud, negligent misrepresentation, unjust enrichment, CLRA, and FAL claims are three years or fewer. See Cal. Civ. Code § 1783 (three-year statute of limitations for CLRA claims); People v. Ashford Univ., LLC, 100 Cal. App. 5th 485, 495, 319 Cal.Rptr.3d 132 (2024) (“[T]he FAL has a three-year statute of limitations.”); LeBrun v. CBS Television Studios, Inc., 68 Cal. App. 5th 199, 201 n.2, 283 Cal.Rptr.3d 260 (2021) (“The statute of limitations applicable to fraud claims in California is three years.”); E-Fab, Inc. v. Accountants, Inc. Servs., 153 Cal. App. 4th 1308, 1316, 64 Cal.Rptr.3d 9 (2007) (“[A] cause of action for negligent misrepresentation typically is subject to a two-year limitations period.”); FDIC v. Dintino, 167 Cal. App. 4th 333, 348, 84 Cal.Rptr.3d 38 (2008) (“An unjust enrichment ․ action ․ is governed by the three-year statute of limitations for actions based on fraud or mistake.”). As alleged here, Skurauskis purchased a product from Defendants’ website on September 20, 2021. (FAC ¶ 88). This case was not filed until November 20, 2024, more than three years after the purchase. These claims are therefore barred unless the statute of limitations was tolled.

The filing of Skurauskis’ separate complaint in the Northern District of California does not toll the statute of limitations. As an initial matter, the Court will take judicial notice of the court records showing that Skurauskis filed a class action complaint on September 4, 2024, in the Northern District of California, and then voluntarily dismissed the complaint on January 9, 2025. See United States v. Wilson, 631 F.2d 118, 119 (9th Cir. 1980) (stating that courts may take judicial notice of court records in other cases). It is true that the Northern District complaint was filed within the three-year statute of limitations and that, under American Pipe, “the commencement of a class action suspends the applicable statute of limitations as to all asserted members of the class who would have been parties had the suit been permitted to continue as a class action.” 414 U.S. at 554, 94 S.Ct. 756. However, as the Supreme Court has clarified, American Pipe was intended to “toll[ ] the statute of limitations during the pendency of a putative class action, allowing unnamed class members to join the action individually or file individual claims if the class fails.” China Agritech v. Michael H. Resh, 584 U.S. 732, 736, 138 S.Ct. 1800, 201 L.Ed.2d 123 (2018). It does not “permit the maintenance of a follow-on class action past expiration of the statute of limitations.” Id.; see also Robbin v. Fluor Corp., 835 F.2d 213, 214 (9th Cir. 1987) (“[T]o extend tolling to class actions tests the outer limits of the American Pipe doctrine and falls beyond its carefully crafted parameters into the range of abusive options.” (internal quotation marks, citation, and alterations omitted)). Plaintiffs’ interpretation of American Pipe would also run contrary to the well-established principle that “a voluntary dismissal generally does not toll the statute of limitations for the dismissed claims for the period during which those claims were pending.” Holt v. Cnty. of Orange, 91 F.4th 1013, 1020 (9th Cir. 2024); see also 9 Wright & Miller, Federal Practice & Procedure Civil § 2367 (4th ed. 2025) (“[I]t seems well settled in the case law that the statute of limitations is not tolled by bringing an action that later is dismissed voluntarily under Rule 41(a).”). By voluntarily dismissing her class action complaint in the Northern District, Skurauskis negated any tolling effect of that suit, “leav[ing] the situation the same as if the suit had never been brought in the first place.” Holt, 91 F.4th at 1020 (citation omitted).

Plaintiffs also cannot benefit from the “relate back” doctrine. Under Federal Rule of Civil Procedure 15(c)(1), an amendment to a pleading relates back to the date of the original pleading when, among other things, the amendment asserts a claim or defense that arose out of the conduct, transaction, or occurrence in the original pleading. The purpose of this rule is to “allow amendment to a pleading in an action after the lapse of the applicable statute of limitations so as to prevent the claim from being barred.” Humphrey v. Igbinosa, No. 1:14-cv-01787-LJO-JLT (PC), 2015 WL 893288, at *3 (E.D. Cal. Mar. 2, 2015). However, as is clear from the text of the rule, the amendment only relates back to “the date of the original pleading.” Fed. R. Civ. P. 15(c)(1). Here, relating the FAC back to the original complaint does not save Skurauskis’ claims because the original complaint in this action was filed on November 20, 2024, more than three years after Skurauskis made the purchase identified in the FAC.

Finally, Plaintiffs cannot invoke the discovery rule to toll the statute of limitations for these claims. “Under California's discovery rule, the accrual date of a cause of action is delayed until the plaintiff is aware of her injury and its ․ cause.” Hopkins v. Dow Corning Corp., 33 F.3d 1116, 1120 (9th Cir. 1994). However, “plaintiffs are charged with presumptive knowledge of an injury if they have information of circumstances to put them on inquiry or if they have the opportunity to obtain knowledge from sources open to their investigation.” Fox v. Ethicon Endo-Surgery, Inc., 35 Cal. 4th 797, 807-08, 27 Cal.Rptr.3d 661, 110 P.3d 914 (2005) (internal quotation marks, citation, and alterations omitted). Thus, to invoke the discovery rule, a plaintiff “must specifically plead facts to show (1) the time and manner of discovery and (2) the inability to have made earlier discovery despite reasonable diligence.” Id. at 808, 27 Cal.Rptr.3d 661, 110 P.3d 914 (citation omitted). While Plaintiffs have alleged that they did not become aware of Defendants’ allegedly deceptive practices until shortly before initiating this action, (FAC ¶ 126), they have not adequately alleged that they could not have discovered the alleged injury with reasonable diligence. To the contrary, the FAC identifies numerous lawsuits that had already been filed against Defendants at the time of Skurauskis’ purchase, all of which were public and alleged similar actions by Defendants. See (id. ¶¶ 104-111). The FAC also identifies numerous published articles and studies about this topic that were publicly available during the statute of limitations period if Skurauskis had conducted her own research. See (id. at 3, 7, 24-27). Because Plaintiffs could have discovered these claims by exercising reasonable diligence, the discovery rule does not toll the statute of limitations here. See Plumlee v. Pfizer, Inc., No. 13-CV-00414-LHK, 2014 WL 4275519, at *8 (N.D. Cal. Aug. 29, 2014) (rejecting discovery rule defense and granting motion to dismiss where “evidence Plaintiff cites in the FAC directly contradicts her claim” that no media existed during this time period to which a reasonably diligent consumer would have been exposed).

Accordingly, the Court GRANTS this aspect of the Motion and DISMISSES Skurauskis’ claims for fraud, negligent misrepresentation, unjust enrichment, and violations of the CLRA and FAL, without leave to amend. See Platt Elec. Supply, Inc. v. EOFF Elec., Inc., 522 F.3d 1049, 1060 (9th Cir. 2008) (affirming dismissal without leave to amend for claims barred by statute of limitations because “any amendments would have been futile”).

B. Fraud Claims

Defendants next argue that all of Plaintiffs’ claims, save for the breach of contract claim, sound in fraud and must meet the heightened pleading requirements of Rule 9(b). Defendants divide these claims into two groups: (1) the consumer-protection claims under the CLRA, UCL, and FAL; and (2) the common-law fraud and negligent misrepresentation claims. The Court will consider these claims in turn.

1. CLRA, UCL, and FAL Claims

First, Defendants argue that Plaintiffs’ consumer-protection claims all sound in fraud and are subject to the heightened pleading standards of Rule 9(b). (Mot. at 17-19). Defendants assert that, because Plaintiffs have not alleged that the products were exclusive to JCPenney, they must include allegations about “product pricing at other retailers.” Carvalho v. HP, Inc., No. 21-cv-08015-BLF, 2022 WL 2290595, at *4 (N.D. Cal. June 24, 2022). Defendants contend that Plaintiffs’ failure to do so requires dismissal because the FAC does not identify the basic “who, what, when, where, and how” facts regarding product pricing. (Mot. at 18).

As an initial matter, the Court agrees that Plaintiffs’ CLRA, UCL, and FAL claims sound in fraud. The CLRA prohibits “unfair methods of competition and unfair or deceptive acts or practices ․ undertaken by any person in a transaction intended to result or which results in the sale or lease of goods or services to any consumer.” Cal. Civ. Code § 1770(a). The UCL prohibits “unlawful, unfair or fraudulent business act[s] or practice[s]” and “unfair, deceptive, untrue or misleading advertising.” Cal. Bus. & Prof. Code § 17200. The FAL prohibits any “unfair, deceptive, untrue or misleading advertising.” Williams v. Gerber Prods. Co., 552 F.3d 934, 938 (9th Cir. 2008); see Cal. Bus. & Prof. Code § 17500. Though fraud is not a necessary element of a CLRA, UCL, or FAL claim, if the basis of a plaintiff's claim is a “unified course of fraudulent conduct,” the claim is said to be “grounded in fraud” and is subject to Rule 9(b)’s heightened pleading standard. Kearns v. Ford Motor Co., 567 F.3d 1120, 1125 (9th Cir. 2009).

Plaintiffs’ FAC speaks of fraudulent conduct throughout, stating at various points that Defendants “fraudulently inflated demanded for [their] products,” that the artificial sale pricing is of a “fraudulent nature,” that Defendants’ actions towards consumers and the public “demonstrate ․ fraud,” and that Defendants have a “history of engaging in this fraudulent pricing scheme.” (FAC ¶¶ 38, 42, 103, 104). Plaintiffs’ consumer-protection claims explicitly incorporate these allegations, (id. ¶¶ 173, 195, 207, 216), and all of the claims are premised on Defendants’ “false and misleading” statements, (id. ¶¶ 181, 183, 198, 210, 221). Plaintiffs do not appear to dispute this. See (opp. at 18-24). Thus, because the consumer-protection claims are premised on Defendants’ purported fraudulent and deceptive practices, these claims sound in fraud and are subject to Rule 9(b).

Under Rule 9(b), Plaintiffs’ allegations of fraud must be “specific enough to give defendants notice of the particular misconduct which is alleged to constitute the fraud charged so that they can defend against the charge and not just deny that they have done anything wrong.” Bly-Magee v. California, 236 F.3d 1014, 1019 (9th Cir. 2001) (citation omitted). The “[a]verments of fraud must be accompanied by the who, what, when, where, and how of the misconduct charged.” Kearns, 567 F.3d at 1124 (internal quotation marks and citation omitted). A plaintiff alleging fraud “must set forth more than the neutral facts necessary to identify the transaction. The plaintiff must set forth what is false or misleading about a statement, and why it is false.” Vess v. Ciba-Geigy Corp. USA, 317 F.3d 1097, 1106 (9th Cir. 2003) (internal quotation marks and emphasis omitted).

Plaintiffs have met this standard. The FAC is explicit as to the who, what, when, and where: (1) the fraud was perpetrated by Defendants on Plaintiffs and the purported class, (FAC ¶ 16); (2) the fraud occurred with respect to the three specific products purchased by each of the Plaintiffs, (id. ¶¶ 69, 79, 88), but also generally, as part of a blanket pricing scheme involving all products sold with false strikethrough prices, (id. ¶¶ 44, 113); (3) the fraud occurred on June 5, 2024, December 28, 2023, and September 20, 2021, regarding the named Plaintiffs, (id. ¶¶ 69, 79, 88), and during the applicable statute of limitations period as to unnamed class members, (id. ¶ 113); and (4) the fraud occurred for purchases made in California on Defendants’ website, (id. ¶¶ 69, 78, 88). As to the “how,” the FAC is replete with allegations of how Defendants have misled consumers by displaying “fictitious reference prices” that “are never actually charged,” which deceive consumers and cause harm, “in that they would not have purchased these products but for the misleading pricing.” See (id. ¶¶ 32, 37). Such allegations are sufficiently specific to put Defendants on “notice of the particular misconduct ․ so that they can defend against the charge and not just deny that they have done anything wrong.” Bly-Magee, 236 F.3d at 1019 (citation omitted); see Anyasulu v. Tempur Sealy Int'l, Inc., 745 F. Supp. 3d 913, 920-21 (N.D. Cal. 2024) (finding fraud claims premised on misleading strikethrough prices and sale countdowns were pled with particularity).

Defendants’ arguments about exclusive and non-exclusive products relate not to Rule 9(b) but to the “reasonable consumer” test—a basic element of the claim that must be plausibly pled under Rule 8(a)(2). See Williams, 552 F.3d at 938 (stating that claims under the UCL, FAL, and CLRA “are governed by the ‘reasonable consumer’ test” and analyzing issue under Rule 8(a)(2)). Under the reasonable consumer test, plaintiffs must “show that members of the public are likely to be deceived.” Id. (internal quotation marks and citation omitted). While “the primary evidence in a false advertising case is the advertising itself,” Brockey v. Moore, 107 Cal. App. 4th 86, 100, 131 Cal.Rptr.2d 746 (2003), the question of whether a practice is “deceptive, fraudulent, or unfair is generally a question of fact” that cannot be resolved on a motion to dismiss, Linear Tech. Corp. v. Applied Materials, Inc., 152 Cal. App. 4th 115, 134-45, 61 Cal.Rptr.3d 221 (2007).

Defendants argue that courts in this Circuit analyze pricing comparison allegations based on whether the product is “exclusive” or “non-exclusive.” (Mot. at 17). It is true that, where a claim is premised on misleading “comparative” pricing of non-exclusive products, “courts tend to reject claims unless the plaintiff establishes that the comparison reference price is misleading.” Sperling v. Stein Mart, Inc., 291 F. Supp. 3d 1076, 1084 (C.D. Cal. 2018). This principle makes sense for such claims because, for a plaintiff to allege that a reasonable consumer would be misled by this information, they must “at least assert evidence from which a rational trier of fact could infer that the comparative price was inaccurate.” Id. But where the alleged fraud is based on a false reference price for prices previously charged by that same retailer, the prices charged by other retailers are irrelevant to the question of whether a reasonable consumer would be misled. Both of Defendants’ cited cases are thus distinguishable because the claims of misleading pricing information were based on explicit comparisons to prices offered by other retailers. See id. at 1079 (“Stein Mart's price tags list two prices—a ‘Compare At’ price and ‘Our Price.’ ”); Carvalho, 2022 WL 2290595, at *1 (reference pricing was based on the Manufacturer's Suggested Retail Price).

The misleading price comparisons alleged here are based on Defendants’ former prices, not comparative prices. Plaintiffs allege that they purchased products “with the understanding that [they were] receiving all advertised discounts off the former price charged by Defendants.” (FAC ¶¶ 69, 79, 88 (emphasis added)). Plaintiffs provide screenshots of Defendants’ website that show prices advertised as follows: “$419.99 sale 50% off $850.” (FAC ¶ 47). While Defendants did not explicitly identify the strikethrough price as a “former” price, “[a] reasonable consumer does not need language such as, ‘Formerly $9.99, now 40% Off $9.99’ ․ to reasonably understand ‘40% Off’ to mean 40% off the former price of the product.” Vizcarra v. Michaels Stores, Inc., 710 F. Supp. 3d 718, 725 (N.D. Cal. 2024) (citation omitted). This is consistent with FTC guidelines, which recognize that former price comparisons can be made in an advertisement “whether accompanied or not by descriptive terminology.” 16 C.F.R. § 233.1(e). Because their claims are premised on former price comparisons rather than competitor comparisons, Plaintiffs did not need to identify prices charged by competitors to plausibly allege that the pricing comparisons here would be misleading to a reasonable consumer. See, e.g., Jacobs v. La-Z-Boy Inc., No. 2:24-cv-04446-JLS-AS, 2024 WL 5194976, at *5 (C.D. Cal. Nov. 14, 2024) (finding plaintiff “plausibly allege[d] that Defendant's advertising could likely convey to a reasonable consumer that the strikethrough price is a ‘former’ price” based on language such as “$5,875 $3,525 (Save $2350)”); Munning v. Gap, Inc., No. 16-cv-03804-THE, 2016 WL 6393550, at *5 (N.D. Cal. Oct. 28, 2016) (“By alleging that products on Defendants’ websites listed crossed-out prices followed by a percentage discount and a new price, Plaintiff has provided enough facts such that it is plausible a reasonable consumer could view the prices as being deceptive.”).

Because Plaintiffs have met the particularity requirement and have adequately alleged that a reasonable consumer would be misled by Defendants’ pricing scheme, the Court DENIES the Motion, insofar as Defendants argue pleading deficiencies under Rule 9(b) as to Plaintiffs’ consumer protection claims.

2. Fraud and Negligent Misrepresentation Claims

Defendants’ Motion reiterates the same arguments as to Plaintiffs’ common-law fraud claims. Defendants contend that, “[w]ithout an allegation the products they purchased were exclusive to JCPenney, Plaintiffs[ ] must ‘provide allegations that the strikethrough prices displayed on JCPenney's website are inflated or why they do not accurately reflect prevailing market prices.’ ” (Mot. at 19 (quoting Carvalho, 2022 WL 2290595, at *4)).

To state a claim for fraud under California law, a plaintiff must allege “(a) misrepresentation (false representation, concealment, or nondisclosure); (b) knowledge of falsity (or ‘scienter’); (c) intent to defraud, i.e., to induce reliance; (d) justifiable reliance; and (e) resulting damage.” Lazar v. Superior Ct., 12 Cal. 4th 631, 638, 49 Cal.Rptr.2d 377, 909 P.2d 981 (1996) (citation omitted). Negligent misrepresentation, meanwhile, requires showing “[m]isrepresentation of a past or existing material fact, without reasonable ground for believing it to be true, and with intent to induce another's reliance on the fact misrepresented; ignorance of the truth and justifiable reliance on the misrepresentation by the party to whom it was directed; and resulting damage.” Shamsian v. Atl. Richfield Co., 107 Cal. App. 4th 967, 983, 132 Cal.Rptr.2d 635 (2003) (citation omitted).

Defendants make no attempt to differentiate between these claims and the consumer-protection claims discussed in section B.1. above, nor do they cite any cases dealing specifically with common-law fraud. Nothing in the elements of common-law fraud specifically requires the showing that Defendants suggest. Therefore, the distinction drawn above between former and comparative pricing applies equally here. For the reasons discussed with respect to the consumer-protection claims, the Court DENIES the Motion as to the common-law fraud claims.

C. Claims for Equitable Relief

Defendants next argue that Plaintiffs’ claims for equitable relief under the UCL, FAL, and CLRA must be dismissed because Plaintiffs have failed to plead that they lack adequate legal remedies. (Mot. at 19). Defendants contend that these claims “expressly incorporate allegations of the legal remedies they purport to have.” (Reply at 19). In opposition, Plaintiffs argue that they are permitted to plead claims for equitable relief in the alternative to legal claims. (Opp. at 14-15).

In federal court, a plaintiff “must establish that she lacks an adequate remedy at law before securing equitable restitution for past harm.” Sonner v. Premier Nutrition Corp., 971 F.3d 834, 844 (9th Cir. 2020). This rule applies in diversity cases, even where state law has abrogated “the state's inadequate-remedy-at-law doctrine.” Id. at 842. Following Sonner, courts in this Circuit have split on the question of whether plaintiffs may plead claims for equitable remedies in the alternative. Compare Collyer v. Catalina Snacks Inc., 712 F. Supp. 3d 1276, 1289 (N.D. Cal. 2024) (allowing “the pursuit of alternative remedies at the pleadings stage”), with Johnson v. Trumpet Behavioral Health, LLC, No. 3:21-cv-03221-WHO, 2022 WL 74163, at *3 (N.D. Cal. Jan. 7, 2022) (granting motion to dismiss equitable claims where plaintiffs pleaded claims for restitution “as an alternative if they are unable to obtain legal remedies”).

The Court need not decide at this time whether alternative pleading is permissible in these circumstances because Plaintiffs have failed to meet the threshold requirement to “plead ‘the basic requisites of the issuance of equitable relief’ including ‘the inadequacy of remedies at law.’ ” Sonner, 971 F.3d at 844 (quoting O'Shea v. Littleton, 414 U.S. 488, 502, 94 S.Ct. 669, 38 L.Ed.2d 674 (1974)); see also McIntyre v. Am. Honda Motor Co., 739 F. Supp. 3d 776, 804 (C.D. Cal. 2024) (Garnett, J.). (“Although Plaintiffs may plead legal and equitable remedies in the alternative in some circumstances, they must still affirmatively plead that they lack an adequate remedy at law.”). Nowhere in Plaintiffs’ FAC do they allege that legal remedies would be inadequate, even in the alternative. Plaintiffs point to two paragraphs in the FAC to argue otherwise. See (Opp. at 25; FAC ¶¶ 169, 172). But while these paragraphs allege that Defendants have been unjustly enriched, they do not allege that legal remedies would be inadequate. Because Plaintiffs have not adequately pleaded their claims for equitable relief, the Court GRANTS the Motion as to Plaintiffs’ equitable claims and DISMISSES Plaintiffs’ equitable claims, with leave to amend.

D. CLRA Claim

Defendants next argue that Plaintiffs’ CLRA claim should be dismissed for failure to comply with the notice requirements in California Civil Code § 1782. (Mot. at 20). Defendants admit that Plaintiffs provided timely notice letters, and they provide copies of these letters. See (ECF Nos. 41-3, 41-4, 41-5, 41-6). However, Defendants argue that these letters provided insufficient notice because they do not explain how any of the identified CLRA provisions apply to Plaintiffs’ purchases, they do not identify the specific products purchased, and they assert violations of CLRA sections that differ to some extent from those raised in the FAC. (Mot. at 21). In opposition, Plaintiffs argue that they corrected any deficiencies in the pre-suit notice by submitting additional letters on October 3 and 21, 2024. (Opp. at 26-27).

Under California Civil Code § 1782(a), at least 30 days prior to the commencement of an action seeking damages under the CLRA, a plaintiff must (1) “[n]otify the person alleged to have employed or committed methods, acts, or practices declared unlawful by Section 1770 of the particular alleged violations of Section 1770,” and (2) “[d]emand that the person correct, repair, replace, or otherwise rectify the goods or services alleged to be in violation.” Such notice must “be in writing and shall be sent by certified or registered mail, return receipt requested.” Id. The “clear intent of the act is to provide and facilitate pre-complaint settlements of consumer actions wherever possible and to establish a limited period during which such settlement may be accomplished. This clear purpose may only be accomplished by a literal application of the notice provisions.” Outboard Marine Corp. v. Superior Ct., 52 Cal. App. 3d 30, 41, 124 Cal.Rptr. 852 (1975).

Here Plaintiffs sent a total of four CLRA letters.¹ First, on August 1, 2024, Plaintiffs indicated that Krantz purchased a “Duffel Bag” in June 2024, which he believed was “being falsely advertised at discounted prices that do not constitute true ‘sales’ because the former price referenced was fictitious or inflated.” (ECF No. 41-3). The letter indicated that Defendants’ practices violated California Civil Code §§ 1770(a)(5), (14), (19), and (26), and it demanded that Defendants cure the practice in various ways. (Id.). Second, on October 3, 2024, Plaintiffs supplemented this letter with more specific information about Krantz's purchase. (ECF No. 41-4). Third, in connection with the purchases made by Skurauskis and Robinson, Plaintiffs sent a separate letter dated August 21, 2024, detailing the purchases made by Skurauskis and Robinson and alleging violations of Civil Code §§ 1770(a)(9) and (13). (ECF No. 41-5). Fourth, on October 21, 2024, Plaintiffs provided a supplemental notice with further detail on the alleged CLRA violations referenced in the August 21 letter. (ECF No. 41-6).

The Court agrees with Plaintiffs that these letters generally provided sufficient notice of the CLRA claims. The letters, as supplemented, provided details about the products that Plaintiffs purchased from Defendants and alleged the precise conduct raised in the FAC. The Krantz letter states that these “goods are being falsely advertised at discounted prices that do not constitute true ‘sales’ because the former price referenced was fictitious or inflated, thereby misleading consumers into believing they are receiving a significant discount, when, in fact, they are not.” (ECF No. 41-3). The Robinson and Skurauskis letter states that “JC Penney engages in the practices known as false former pricing and false price discounting” by “falsely advertis[ing] ‘original’ or ‘former’ prices, ‘sale’ prices, and corresponding price ‘discounts’ for products available at JC Penney.” (ECF No. 41-5). These allegations are the exact basis for the CLRA claims raised in the FAC. The fact that Plaintiffs’ supplemental CLRA letters were not submitted via certified mail is immaterial given that the initial letters were in strict compliance with the statutory requirements.

However, the letters identified only some of the CLRA violations that the FAC now raises. Specifically, the Krantz letter alleged violations of §§ 1770(a)(5), (14), (19), and (26), while the Robinson and Skurauskis letter alleged violations of §§ 1770(a)(9) and (13). (ECF Nos. 41-3, 41-5). In the FAC, by contrast, Plaintiffs raise claims under §§ 1770(a)(5), (7), (9), and (13). (FAC ¶ 181). Based on the plain text of the statute, a CLRA notice must identify “the particular alleged violations of Section 1770.” Cal. Civ. Code § 1782(a)(1). Identifying different provisions of the CLRA is not sufficient. See Romero v. Flowers Bakeries, LLC, No. 14-cv-05189-BLF, 2015 WL 2125004, at *8 (N.D. Cal. May 6, 2015) (finding deficient CLRA letter that failed to identify “which provisions of the CLRA are applicable” because it “does not facilitate pre-complaint settlement, nor does it serve to place Defendant on notice of what is required to redress Plaintiff's complaint”). Accordingly, the Court DISMISSES the claim under § 1770(a)(7) for lack of prior notice, without leave to amend.² The Court DENIES the Motion as to the claims under §§ 1770(a)(5), (9), and (13), which were sufficiently identified in the letters.

E. Economic Loss Doctrine

Next, Defendants argue that Plaintiffs’ negligent misrepresentation claim should be dismissed under the economic loss doctrine. (Mot. at 22). Under the economic loss doctrine, a purchaser may only “recover in contract for purely economic loss due to disappointed expectations, unless he can demonstrate harm above and beyond a broken contractual promise.” Robinson Helicopter Co., Inc. v. Dana Corp., 34 Cal. 4th 979, 988, 22 Cal.Rptr.3d 352, 102 P.3d 268 (2004). This rule “bars claims for negligent misrepresentation where the alleged misrepresentations were made in the course of forming the contract.” Chaffey Joint Union High Sch. Dist. v. FieldTurf USA, Inc., No. 16-cv-204-JGB-DTBx, 2016 WL 11499348, at *3 (C.D. Cal. Apr. 28, 2016). Defendants argue that Plaintiffs’ negligent misrepresentation claim is barred because it does not allege any additional harm beyond Plaintiffs’ disappointed expectations and does not seek damages that are any different from those sought in the contract claim. (Mot. at 23).

As Defendants point out, Plaintiffs do not raise any arguments in opposition to this aspect of the Motion. (Reply at 12); see generally (Opp.). Plaintiffs’ failure to oppose this argument is deemed consent to dismissal of this claim. See Ramirez v. Ghilotti Bros. Inc., 941 F. Supp. 2d 1197, 1210 n.7 (N.D. Cal. 2013) (finding failure to respond to argument was consent to dismiss and collecting cases). Accordingly, the Court GRANTS this aspect of the Motion and DISMISSES the negligent misrepresentation claim, with leave to amend.

F. Breach of Contract Claim

Next, Defendants raise two arguments in favor of dismissing Plaintiffs’ breach of contract claims. First, Defendants argue that Plaintiffs failed to provide adequate pre-suit notice under California Commercial Code § 2607(3)(A). Section 2607 provides that “[a] buyer must, within a reasonable time after he or she discovers or should have discovered any breach, notify the seller of breach or be barred from any remedy.” Cal. Com. Code § 2607(3)(A). “The purpose of giving notice of breach is to allow the breaching party to cure the breach and thereby avoid the necessity of litigating the matter in court.” Alvarez v. Chevron Corp., 656 F.3d 925, 932 (9th Cir. 2011). The question of whether pre-suit notice was adequate “must be determined from the particular circumstances and, where but one inference can be drawn from undisputed facts, the issue may be determined as a matter of law.” Cardinal Health 301, Inc. v. Tyco Elecs. Corp., 169 Cal. App. 4th 116, 136, 87 Cal.Rptr.3d 5 (2008) (internal quotation marks and citation omitted).

The Court finds that Plaintiffs’ CLRA letters were sufficient to satisfy this requirement. While Plaintiffs did not specifically identify a breach of contract claim in their CLRA letters, the breach of contract claim is premised on the exact conduct identified in the letters. The letters therefore put Defendants on notice of the alleged breach and provided time for Defendants to cure the breach. See Paya v. Macy's Inc., No. 2:24-cv-10065-JLS-PD, 2025 WL 2019220, at *6 (C.D. Cal. July 1, 2025) (finding CLRA letter sufficient to satisfy § 2607 because “Plaintiff's breach of contract and CLRA claims are premised on the same factual allegations”); Freedline v. O Organics LLC, 445 F. Supp. 3d 85, 92 (N.D. Cal. 2020) (finding CLRA letter “effectively apprised [the defendant] of the grounds for the warranty claims” under § 2607). Evans v. DSW, Inc., cited by Defendants, is easily distinguishable in that the CLRA letter in that case was received on the same day the suit was filed and made “no reference to the” facts on which the plaintiff's breach of contract action was premised. No. CV 16-3791 JGB (SPx), 2017 WL 7058232, at *5 (C.D. Cal. Sept. 14, 2017).

Second, Defendants argue that Plaintiffs have failed to adequately allege contract damages. (Mot. at 25). Under California law, the elements of breach of contract are “(1) the existence of a contract, (2) plaintiff's performance or excuse for nonperformance, (3) defendant's breach, and (4) the resulting damages to the plaintiff.” Oasis W. Realty, LLC v. Goldman, 51 Cal. 4th 811, 821, 124 Cal.Rptr.3d 256, 250 P.3d 1115 (2011). Defendants argue that there can be no damages here because the terms of the parties’ contract were to sell the items at the listed price, which is precisely what occurred. (Mot. at 26). Even under Plaintiffs’ theory of breach, however, Defendants argue that Plaintiffs have not alleged how they were damaged through the parties’ transaction. (Id.).

The Court disagrees. Plaintiffs’ theory of breach is premised on consumers being misled to pay a “price premium” on purchased products “that they otherwise would not have paid if the reference prices that Defendants used were omitted from the product listings.” (FAC ¶ 65). Because the discount, and not merely the price point, was part of the basis for the bargain, Plaintiffs have adequately alleged a breach by virtue of Defendants’ misleading pricing scheme. See Munning, 2016 WL 6393550, at *7 (N.D. Cal. Oct. 28, 2016) (denying motion to dismiss breach of contract claim because “advertised price reductions were material” to consumers’ purchasing decisions); Freeman v. Indochino Apparel, Inc., 443 F. Supp. 3d 1107, 1113 (N.D. Cal. 2020) (finding plaintiff adequately alleged contract damages where deceptive pricing resulted in the sale of “clothing of a quality ‘materially less than the value of the Clothing set forth in the contracts’ ”); see also Crowder v. Shade Store, LLC, No. 23-cv-02331-NC, 2025 WL 754067, at *5 (N.D. Cal. Mar. 10, 2025) (denying motion to dismiss quasi-contract claim where “Plaintiffs adequately allege Defendant's ‘price discounts resulted in payment of a price premium’ by Plaintiffs”). Accordingly, the Court DENIES this aspect of the Motion.

G. Unjust Enrichment Claim

Defendants next argue that the Court should dismiss Plaintiffs’ unjust enrichment claim because Plaintiffs have failed to allege the absence of an enforceable contract. (Mot. at 26-27). In the alternative, Defendants argue that the unjust enrichment claim should be dismissed for the same reasons as Plaintiffs’ fraud claims. (Id. at 27-28).

In California, “there is not a standalone cause of action for ‘unjust enrichment.’ ” Astiana v. Hain Celestial Grp., Inc., 783 F.3d 753, 762 (9th Cir. 2015) (citations omitted). However, “[w]hen a plaintiff alleges unjust enrichment, a court may ‘construe the cause of action as a quasi-contract claim seeking restitution.’ ” Id. (quoting Rutherford Holdings, LLC v. Plaza Del Rey, 223 Cal. App. 4th 221, 231, 166 Cal.Rptr.3d 864 (2014)). “A quasi-contract is a legal fiction in which the court implies a contract when the defendant obtained a benefit from the plaintiff by fraud, duress, coercion, or similar conduct.” Ketayi v. Health Enrollment Grp., 516 F. Supp. 3d 1092, 1139 (S.D. Cal. 2021). “[I]t is well settled that an action based on an implied-in-fact or quasi-contract cannot lie where there exists between the parties a valid express contract covering the same subject matter.” Lance Camper Mfg. Corp. v. Republic Indem. Co., 44 Cal. App. 4th 194, 203, 51 Cal.Rptr.2d 622 (1996).

Here, Plaintiffs allege the existence of an express contract covering the same subject matter as the unjust enrichment claim. See (FAC ¶¶ 152-158). As Plaintiffs argue, it is true that a plaintiff can assert inconsistent theories of recovery at the pleading stage. See Fed. R. Civ. P. 8(a)(3). “However, a plaintiff may not plead the existence of an enforceable contract and simultaneously maintain a quasi-contract claim unless the plaintiff also pleads facts suggesting that the contract may be unenforceable or invalid.” Tsai v. Wang, No. 17-cv-00614-DMR, 2017 WL 2587929, at *8 (N.D. Cal. June 14, 2017); see also Nguyen v. Stephens Inst., 529 F. Supp. 3d 1047, 1057 (N.D. Cal. 2021) (“[Plaintiff] must allege that the supposed contract between him and [defendant] was unenforceable or void.”). Plaintiffs have pleaded no such facts here. Accordingly, the Court GRANTS this portion of the Motion and DISMISSES Plaintiffs’ unjust enrichment claim, with leave to amend.

H. Nationwide Class Allegations

Lastly, Defendants request that the Court dismiss Plaintiffs’ nationwide class allegations. Defendants first argue that, under Rule 12(b)(1), Plaintiffs lack standing to assert common law claims under other states’ laws on behalf of absent putative class members because they fail to allege any injury occurring in a different state. (Opp. at 28). Second, they argue that, under California's choice of law analysis, the Court should strike the nationwide class allegations on the grounds that California law does not apply to the claims of non-California putative class members. (Id. at 29-33). In opposition, Plaintiffs argue that any decision on the national class allegations should be reserved until a formal certification motion, once there is a developed factual record. (Opp. at 31-32).

First, to the extent Plaintiffs seek to assert claims based on the laws of other states, the Court agrees with Defendants that Plaintiffs lack standing to do so. “Courts in the Ninth Circuit have consistently held that a plaintiff in a putative class action lacks standing to assert claims under the laws of states other than those where the plaintiff resides or was injured.” Jones v. Micron Tech. Inc., 400 F. Supp. 3d 897, 908 (N.D. Cal. 2019) (collecting cases). This is because “a plaintiff must demonstrate standing for each claim he seeks to press,” DaimlerChrysler Corp. v. Cuno, 547 U.S. 332, 352, 126 S.Ct. 1854, 164 L.Ed.2d 589 (2006), and a plaintiff who lacks any connection to another state cannot be said to have suffered an “injury in fact” under the laws of that state, see Lujan v. Defenders of Wildlife, 504 U.S. 555, 560, 112 S.Ct. 2130, 119 L.Ed.2d 351 (1992). The FAC does not explicitly raise claims under the laws of any other states, but it does raise various common-law claims without specifying the basis for those claims. See (FAC at 53-63 (raising common-law claims for fraud, negligent misrepresentation, breach of contract, and unjust enrichment on behalf of a putative nationwide class)). To the extent that Plaintiffs seek to raise these common-law claims under the laws of any other state, they lack standing to do so. All the named Plaintiffs allege that they are citizens of California and no other state, and that they purchased the relevant products while residing in California. See (id. ¶¶ 17-19). Because “Plaintiffs do not allege that they were injured or had any pertinent connection” to another state, Jones, 400 F. Supp. 3d at 909, they have standing only to assert these claims under California law.³ Pursuant to Rule 12(b)(1), the Court DISMISSES Plaintiffs’ common-law claims to the extent that they seek to raise claims based on out-of-state law.

Defendants next request that the Court apply the choice-of-law analysis set out in Mazza v. American Honda Motor Co., Inc., 666 F.3d 581, 590 (9th Cir. 2012), to determine whether Plaintiffs may apply California law to putative class members in other states. While Defendants are not explicit about the procedural basis for this argument, the Court will construe this portion of the Motion as a motion to strike the nationwide class allegations under Rule 12(f).⁴ Under Rule 12(f), on a party's motion or on its own, a court “may strike from a pleading an insufficient defense or any redundant, immaterial, impertinent, or scandalous matter.” Fed. R. Civ. P. 12(f).

Courts in this Circuit are split as to whether a motion to strike class allegations may be entertained at the motion to dismiss stage. See Ogola v. Chevron Corp., No. 14-cv-173-SC, 2014 WL 4145408, at *2 (N.D. Cal. Aug. 21, 2014) (collecting cases). However, while the Ninth Circuit has not addressed this question, other circuit courts that have considered the issue appear to be unanimous in concluding that, under certain circumstances, courts may strike class allegations prior to the filing of a motion for class certification. See Landsman & Funk PC v. Skinder-Strauss Assocs., 640 F.3d 72, 93 n.30 (3d Cir. 2011) (noting that courts may grant motions to strike class allegations where “the complaint itself demonstrates that the requirements for maintaining a class action cannot be met”); Pilgrim v. Universal Health Card, LLC, 660 F.3d 943, 949 (6th Cir. 2011) (concluding that Rule 23(c)(1) permits district courts to strike class allegations on a defendant's motion); Donelson v. Ameriprise Fin. Servs., Inc., 999 F.3d 1080, 1092 (8th Cir. 2021) (“We agree with the Sixth Circuit that a district court may grant a motion to strike class-action allegations prior to the filing of a motion for class-action certification.”); see also 5C Wright & Miller, Federal Practice & Procedure § 1383 (3d ed. 2025) (concluding that the “sensible approach” is to “permit class allegations to be stricken at the pleading stage ․ if it is apparent from the pleadings that the class cannot be certified or that the definition of the class is overbroad”). The Court agrees with those courts that have found no categorical bar on striking class action allegations at the pleadings stage. However, the Court will do so only where it is evident from the complaint that “any questions of law are clear and not in dispute, and that under no set of circumstances could the claim or defense succeed.” Sanders v. Apple Inc., 672 F. Supp. 2d 978, 990 (N.D. Cal. 2009).

The Court will therefore apply the choice-of-law rules set out in Mazza to determine whether, as a matter of law, Plaintiffs’ nationwide class allegations cannot succeed. In Mazza, the Ninth Circuit explained that “California law may only be used on a classwide basis if ‘the interests of other states are not found to outweigh California's interest in having its law applied.’ ” 666 F.3d at 590 (quoting Wash. Mut. Bank, F.A. v. Superior Ct., 24 Cal. 4th 906, 921, 103 Cal.Rptr.2d 320, 15 P.3d 1071 (2001)). To make this determination, courts must apply a “three-step governmental interest test,” considering (1) whether the relevant law in the jurisdictions is the same or different; (2) if there is a difference, whether a “true conflict exists” based on each jurisdiction's interest in the application of its own law; and (3) if a true conflict exists, “which state's interest would be more impaired if its policy were subordinated to the policy of the other state.” Mazza, 666 F.3d at 590 (quoting McCann v. Foster Wheeler LLC, 48 Cal. 4th 68, 81-82, 105 Cal.Rptr.3d 378, 225 P.3d 516 (2010)). Applying this test, the Ninth Circuit concluded that the district court had erred in certifying a nationwide class because there were material differences among the applicable state consumer protection statutes, other states had an interest in “balancing the range of products and prices offered to consumers with the legal protections afforded to them,” and applying California law to consumers in other states would significantly impair those interests. Mazza, 666 F.3d at 591-94. Based on these findings, the Ninth Circuit concluded that the class could not be certified because common questions of law did not predominate, as required by Rule 23(b)(3). Id. at 594.

Applying Mazza’s three-factor test, the Court agrees with Defendants that Plaintiffs could not succeed in representing a nationwide class on their consumer protection, unjust enrichment, fraud, and negligent misrepresentation claims. In Mazza, the Ninth Circuit detailed the differences between California and other states on consumer protection and unjust enrichment claims. 666 F.3d at 591. Unlike many other states, California's consumer protection statutes “have no scienter requirement” but do require “named class plaintiffs to demonstrate reliance.” Id. In addition, the CLRA permits recovery of actual damages, injunctive relief, restitution, punitive damages, and any other relief that the court deems proper, whereas “[t]he remedies permitted by other states vary and may depend on the willfulness of the defendant's conduct.” Id. “The elements necessary to establish a claim for unjust enrichment also vary materially from state to state.” Id. Other courts have detailed the material differences between California and other states on fraud and negligent misrepresentation. See Darisse v. Nest Labs, Inc., No. 5:14-cv-01363-BLF, 2016 WL 4385849, at *13-14 (N.D. Cal. Aug. 15, 2016) (identifying material differences in state reliance requirements, burden of proof, and statute of limitations for fraud claims); Gianino v. Alacer Corp., 846 F. Supp. 2d 1096, 1101-02 (C.D. Cal. 2012) (detailing material variations among states’ negligent misrepresentation laws, including required mental state, scienter, intent to reduce reliance, statute of limitations, and damages); Ochoa v. Zeroo Gravity Games LLC, No. CV 22-5896-GW-ASx, 2023 WL 4291650, at *12 (C.D. Cal. May 24, 2023) (contrasting California and Arkansas law on fraud and negligent misrepresentation). Next, as the Mazza court explained, each state has an interest in “being able to assure individuals and commercial entities operating within its territory that applicable limitations on liability set forth in the jurisdiction's law will be available to those individuals and businesses in the event they are faced with litigation in the future.” Mazza, 666 F.3d at 592-93 (quoting McCann, 48 Cal. 4th at 98, 105 Cal.Rptr.3d 378, 225 P.3d 516). Finally, a “jurisdiction ordinarily has the predominant interest in regulating conduct that occurs within its borders.” McCann, 48 Cal. 4th at 98, 105 Cal.Rptr.3d 378, 225 P.3d 516 (internal quotation marks and citation omitted). Whereas “foreign states have a strong interest in the application of their laws to transactions between their citizens and corporations doing business within their state,” any interest that California has “in applying its law to residents of foreign states is attenuated.” Mazza, 666 F.3d at 594.

Other courts in this Circuit have struck similar nationwide class allegations at the pleadings stage. Chebul v. Tuft & Needle, LLC, No. 2:24-cv-02707-JLS-MAR, 2024 WL 5257021, at *5 (C.D. Cal. Oct. 9, 2024) (striking nationwide class allegations as to unjust enrichment and fraud); Phan v. Sargento Foods, Inc., No. 20-cv-09251-EMC, 2021 WL 2224260, at *8 (N.D. Cal. June 2, 2021) (striking nationwide class allegations for unjust enrichment and breach of express warranty because the case presented “the extreme situation in which a single plaintiff seeks to certify one entire nationwide class involving 50 different state laws”); Soo v. Lorex Corp., No. 20-cv-01437-JSC, 2020 WL 5408117, at *11 (N.D. Cal. Sept. 9, 2020) (striking nationwide class allegations under UCL). While Plaintiffs argue that the Court should withhold decision on this issue because future discovery may alter the Court's analysis, they point to no material factual issues that could change the Court's decision. As the Sixth Circuit put it, “[t]he problem for the plaintiffs is that we cannot see how discovery or for that matter more time would have helped them.” Pilgrim, 660 F.3d at 949. “The key reality remains: Their claims are governed by different States’ laws, a largely legal determination, and no proffered or potential factual development offers any hope of altering that conclusion, one that generally will preclude class certification.” Id. Accordingly, the Court sees no reason to wait until class certification and impose on Defendants the “burdens [of] class certification and other class-related discovery.” Phan, 2021 WL 2224260, at *6.

However, as to the breach of contract claim, the Court is not convinced at the current time that no nationwide claim is possible. Defendants have not identified any cases discussing differences in state contract law that would inhibit nationwide class certification for a breach of contract claim. From the Court's review, at least one court has specifically distinguished between breach of contract and other claims in the context of a motion to strike nationwide class allegations, see Dalton v. Anovos Prods., LLC, No. CV 19-4821-MWF-KS, 2019 WL 8160685, at *7 (C.D. Cal. Sept. 27, 2019), and several other courts have denied similar motions, see Herrera v. Wells Fargo Bank, N.A., No. SACV 18-332 JVS(MRWx), 2020 WL 5802421, at *12-13 (C.D. Cal. Sept. 1, 2020) (denying motion to strike nationwide class allegations on breach of contract); Spencer v. Hartford Fin. Servs. Grp., Inc., 256 F.R.D. 284, 304 (D. Conn. 2009) (noting that “the legal issues underlying breach of contract claims ․ exhibit substantial uniformity from state to state”). While the Court has identified a single case denying class certification on a breach of contract claim due to differences in state law on the admissibility of extrinsic evidence, the Court cannot determine at this time that such differences are material in the context of this dispute. See Gustafson v. BAC Home Loans Servicing, LP, 294 F.R.D. 529, 544-45 (C.D. Cal. 2013). Accordingly, while the Court GRANTS the Motion to strike the nationwide class allegations as to all other claims,⁵ the Court DENIES the Motion as to the breach of contract claim.

IV. CONCLUSION

For the foregoing reasons, the Court GRANTS, in part, and DENIES, in part, the Motion to Dismiss. As detailed above, the Court DISMISSES Plaintiffs’ claims as follows:

1. Skurauskis’ claims for fraud (Count 1), negligent misrepresentation (Count 2), unjust enrichment (Count 4), and violations of the CLRA (Count 5) and FAL (Counts 6 & 7) are DISMISSED, without leave to amend;

2. Plaintiffs’ claims for equitable relief are DISMISSED, with leave to amend;

3. Plaintiffs’ CLRA claim (Count 5) is DISMISSED as to any claim under § 1770(a)(7), without leave to amend;

4. Plaintiffs’ negligent misrepresentation claim (Count 2) is DISMISSED, with leave to amend;

5. Plaintiffs’ unjust enrichment claim (Count 4) is DISMISSED, with leave to amend;

6. To the extent Plaintiffs seek to raise common-law claims under out-of-state law, these claims are DISMISSED; and

7. The nationwide class allegations as to Plaintiffs’ fraud, negligent misrepresentation, unjust enrichment, CLRA, FAL, and UCL claims are STRICKEN.

The Court DENIES Defendants’ Motion as to the remainder of Plaintiffs’ claims. Should Plaintiffs seek to amend the FAC, they may file an Amended Complaint within twenty-one (21) calendar days from the issuance of this order that cures those deficiencies identified in this order for which leave to amend has been granted. If Plaintiffs do not file an Amended Complaint within twenty-one (21) calendar days, the FAC will become the operative complaint, and Defendants shall file a responsive pleading as required under Rule 12.

IT IS SO ORDERED.

FOOTNOTES

1.   The Court may consider these letters on a motion to dismiss as incorporated by reference into the FAC. (FAC ¶¶ 193-94); see United States v. Ritchie, 342 F.3d 903, 908 (9th Cir. 2003) (“Even if a document is not attached to a complaint, it may be incorporated by reference into a complaint if the plaintiff refers extensively to the document or the document forms the basis of the plaintiff's claim.”).

2.   The Court denies leave to amend as futile, given that Plaintiffs did not provide the requisite pre-suit notice of the § 1770(a)(7) claim.

3.   Contrary to Plaintiffs’ arguments, the Ninth Circuit's decision in Melendres v. Arpaio, 784 F.3d 1254 (9th Cir. 2015), does not require that this initial question be decided at class certification. In Melendres, the Ninth Circuit adopted the “class certification approach” to issues involving the “disjuncture between the claims of named plaintiffs and those of absent class members.” Id. at 1261. Under this approach, “once the named plaintiff demonstrates her individual standing to bring a claim, the standing inquiry is concluded, and the court proceeds to consider whether the Rule 23(a) prerequisites for class certification have been met.” Id. at 1262. Here, the Court has performed only the initial analysis of whether the named plaintiff has individual standing to bring a claim. Because “a plaintiff must demonstrate standing for each claim he seeks to press,” DaimlerChrysler Corp., 547 U.S. at 352, 126 S.Ct. 1854, and because the FAC is ambiguous as to whether it seeks to assert claims based on out-of-state law, it is appropriate for the Court, on a Rule 12(b)(1) motion, to determine whether Plaintiffs have standing to bring such claims.

4.   While Plaintiffs state that the Court “should dismiss Plaintiffs’ nationwide class claims,” (Mot. at 34), class allegations are not “claims” that can be dismissed on a Rule 12(b)(6) motion. See Beaudry v. NOCO Co., Inc., No. 25-cv-01467-JST, 2025 WL 1828463, at *6 (N.D. Cal. July 2, 2025) (“Courts in this District have held that Rule 12(b)(6) is not a proper vehicle [to] dismiss class claims.” (citation omitted)).

5.   The Court's ruling on the nationwide class allegations is without prejudice to Plaintiffs seeking to amend the Complaint by, for example, adding named plaintiffs in other states or adding state subclasses.

SHERILYN PEACE GARNETT, UNITED STATES DISTRICT JUDGE