13. He persuaded the Alabama Legislature to pass a law in 1965 establishing the museum known today as the U.S. Space & Rocket Center. Before construction of the museum was completed in 1970, von Braun moved the Saturn V 500DIF to the museum ensuring that the rocket would be on view to the public even as NASA continued putting men on the moon.' The USS&RC, an agency of the State of A1abam, provides for and participates in the management and control of facilities that house and display exhibits of space exploration and hardware made available by the National Aeronautics and Space Administration (NASA). 2 The USS&RC operates under the authority of ALA. CODE § 41-9-430 - 41-9-439.  14. The USS&RC opened the museum doors to the public on March 17, 1970, and was dedicated as "The Alabama Space and Rocket Center," under the auspices of the Alabama Space Science Exhibit Commission. A few years later, the name was changed to the U.S. Space & Rocket Center. The USS&RC is an agency of the State of Alabama and the official visitor information site for NASA's Marshall Space Flight and the U.S. Army Missile Command in Huntsville, Alabama.3  16. The USS&RC has employed thousands of individuals over the years in full-time, part-tithe, and seasonal capacities. It currently employs approximately 120 employees. The USS&RC's Paid Holidays  17. The USS&RC issues a Full-Time Employee Benefits Summary to each of its full-time employees (the "Summary.") A copy of the Summary is attached hereto as Exhibit B and its terms incorporated by reference as if filly set out herein.  18. The Holidays and Personal Days portion of the Summary states as follows: The following Holidays, with pay, are observed at the U.S. Space & Rocket Center: New Year's Day	 Labor Day Martin Luther King's Birthday	 Thanksgiving Day Memorial Day	 Christmas Day Independence Day Should the holiday occur on a Saturday or Sunday, either the Friday before or the Monday after will become the designated holiday. Full-time employers who work on an authorized holiday will be given compensatory time off by their supervisor or manager as soon as possible. Alabama State. Holidays  20. Specifically, ALA. CODE § 1-3-8(a) states: Sunday, Christmas Day, New Year's Day, Martin Luther King, Jr.'s birthday, Robert E. Lee's birthday, George Washington's birthday, Thomas Jefferson's birthday, Confederate Memorial Day, National Memorial Day, Jefferson Davis' birthday, the Fourth day of July, Labor Day, Columbus Day and Fraternal Day, Veterans' Day, American Indian Heritage Day, and the day designated by the Governor for public thanksgiving shall each be deemed a holiday. If any holiday falls on Sunday, the following day is the holiday. If any holiday falls on Saturday, the preceding day is the holiday. Veterans' Day shall be observed by the closing of all state, courfly, and municipal offices, all banks located within this state, and the public schools on such day.  21. The next sub-section of the Act, ALA. CODE § 1-3-8(b), provides a schedule for both federal and State-legislature-created holidays (the "State Holidays:") Robert E. Lee's Birthday -- the third Monday in January. George Washington's Birthday -- the third Monday in February. Confederate Memorial Day -- the fourth Monday in April. Jefferson Davis' birthday -- the first Monday in June. Columbus Day and Fraternal Day -- the second Monday in October. Veterans' Day -- the eleventh day of November. Martin Luther King, Jr.'s Birthday the third Monday in January. National Memorial Day -- the last Monday in May. Thomas Jefferson's birthday -- the third Monday in February. American Indian Heritage Day -- the second Monday in October.  23. Finally, ALA. CODE § 1-3-8(f) explains how the compensatory leave set forth in subsection (e) is to be handled by employers for employees who do not receive the State Holiday as instructed: Each employee shall attempt to schedule any compensatory leave day provided in lieu of a regularly scheduled holiday, subject to the approval of the supervisor, during the quarter that the regularly scheduled holiday occurred. If any compensatory leave day cannot be scheduled during the designated quarter, the compensatory leave day may be accumulated at the request of the employee for up to one year. Supervisors failing to schedule compensatory leave days for employees within the quarter, unless the day is carried forward at the request of the employee, shall justify that action in writing to the Director of State Personnel and the employee shall receive pay at a rate not less than the employee's usual and customary rate of pay for any compensatory leave day to which the employee may be entitled and which has not been taken. (Emphasis added.)  24. The USS&RC's Summary does not comply with Alabama state law with regard to payment of State Holidays, nor do the Defend-ants comply with Alabama law in this regard in practice. The Directors and Officers of the USS&RC, including those named herein, have, for decades, have disregarded Alabama law and do not comply with the foregoing. Alabama Longevity Pay  25. Another unique creation of the State Legislature is to compensate long- serving employees through so-called "longevity pay."  27. Further, ALA. CODE § 36-6-11(b) provides The above payments shall be in addition to all salaries or wages and shall be in addition to any per diem allowances or expense allowance that may be in force at the time of payment. The sum shall not be used in computing retirement or other benefits.  29. The Department of Examiners of Public Accounts (the "Department") is an independent legislative audit agency for the State of Alabama. The Department has the authority to perform audits of the accounts of all entities receiving or disbursing public Rinds. The Department is part of the Legislative branch of state government, and is independent of the Executive and Judicial branches of state government, as well as all local governments in the State.5  30. The Department is empowered to audit the books, accounts, and records of all state and county offices, officers, bureaus, boards, commissions, corporations, departments, and agencies and to report on expenditures, contracts, or other audit findings found to be in violation of law. The Department has the authority to make audits of the accounts of all entities receiving or disbursing public funds. The Department is empowered to conduct investigations as a result of audits and to assist other governmental officers such as the Attorney General, District Attorneys, and federal agencies, and to certify official acts and require the repayment of amounts of monies and other resources due to the State, County, municipality, or other governmental units from various public officers, their employees, or agents. 6 The Department Issues The Report  32. An examination was performed from October 1, 2007 through September 30, 2012 by the Department to determine whether public officers, agents and employees of the USS&RC properly and lawfully accounted for money and other public assets or resources received, disbursed or in the custody of the USS&RC (the "Examination.")  33. On January 17, 2014, the Department issued a report which represented the results of the Examination (the "Report.") A copy of the Report is attached hereto as Exhibit A and its terms are incorporated by reference as if fully set out herein.  34. The Department's Report concluded with a number of findings of impropriety, audit non-conformities, accounting irregularities and non-compliance with Alabama law on a number of matters including: improper reimbursement of travel expenses, procurement of professional services, and irregularities in notice and conducting meetings of the USS&RC's Executive Committee.  35. However, salient to the instant Complaint were the following conclusions: The USS&RC provides six fewer holidays to its state employees than are mandated by law for state employees; and The USS&RC's employees who were entitled to receive longevity payments received less that the amount to which they were entitled.7  37. The Department issued the following recommendation to correct the USS&RC's failure to pay State Holidays as required: The commission should award to its employees the holidays provided by the Code of Alabama 1975, Section 1-3-8(a), and should provide a day of compensatory leave or paid compensation in lieu of any holiday on which the employee is required to work, as required by the Code of Alabama 1975, Section 1-3-8(e).  39.	 The Department issued the following recommendation to correct the USS&RC's failure to Longevity Pay as required: The Commission should re-compute longevity pay for each employee for all years in which they were qualified to receive longevity pay for reason of not having received a cost of living pay increase and should pay the employees the total amount of all underpayments due them.  40. To date, the Defendants have not remediated in any respect their non- compliance with Alabama law with respect to either payment of State Holidays or Longevity Pay to its prior and/or current employees. The Defendants' Reaction to the DeDartmeut' s Report  41. After the Report was issued, the findings and recommendations were reported in various media outlets.  42. The USS&RC's leadership, including the individual Defendants named herein, called a meeting of all the full-time, part-time and then-employed seasonal workers. The USS&RC's leadership stated: 1) they were aware of the Department's Report; 2) they believe the Report was in error; but 3) if they needed to do anything to comply with the Report, they would.  43. To date, the Defendants have not changed any policies with regard to payment of State Holidays to current or former full-time employees of USS&RC.  44. 10 date, the Defendants have not changed any policies with regard to payment of State Holidays to current or former part-time employees of USS&RC.  46. To date, the Defendants have not paid for the State Holidays owed, but not-yet-paid to any current or former employees of USS&RC.  47. To date, the Defendants have not changes any policies with regard to payment of Longevity Pay to current or former full-time employees of USS&RC.  48. To date, the Defendants have not paid for the Longevity Pay owed, but not-yet-paid to any current or former employees of USS&RC.  49. In sum, the Defendants have done nothing in response to the Department's Report. Named Plaintiffs' Alle2ations Janice Ingalls  50. Janice Ingalls started with the USS&RC in October 2000 as an Administrative Assistant to the then Chief Operating Officer. She was a full-time employee with excellent annual reviews before retiring on good terms on March 1, 2011.  51. Until she read the Report issued by the Department regarding the Defendants' practices with regard to underpaying employee benefits, Ms. Ingalls never knew that the Defendants had failed to follow Alabama law with regard to Longevity Pay or State Holidays.  52. During her employment, Ms. Ingalls was not paid for State Holidays as required by State law.  54. Kamara Davis began her employment in a part-time capacity in February 2000 as a Camp Counselor with the Space Camp. She remained employed in that capacity until July 2003, and returned as a Camp Counselor with the Space Camp in February 2004. Ms. Davis became a full-time employee in October 2005 as all Account Executive in the Sales Department. She was a full-time employee with excellent annual reviews. In September 2007, Ms. Davis was promoted to Director of Sales, On March 1, 2011, Ms. Davis was asked to resign due to extended illness resulting from her military service.  55. Until she read the Report issued by Department regarding the Defendants' practices with regard to underpaying  employee benefits, Ms. Davis never knew that the Defendants had failed to follow Alabama law with regard to Longevity Pay or State Holidays.  56. During her employment, Ms. Davis was not paid for State Holidays as requited by State law.  57. During her employment, Ms. Davis was not paid Longevity Pay as required by State law. Milton Parker  58. Milton Parker began his employment as the Custodial Manager with the Space Camp on November 3, 1997. He is currently a full-time employee with excellent annual reviews and numerous citations for valuable service.  60. During his employment, Mr. Parker was not paid for State Holidays as required by State law.  61. During his employment, Mr. Parker was not paid Longevity Pay as required by State law. Equitable Toffin2  62. The Defendants have systematically failed to pay benefits that were due under Alabama law to current and former employees of the USS&RC and did not disclose to Class Members that they were failing to do so. Furthermore, the Defendants have failed to remedy their unlawful practices even in light of the Report and mandate issued by the Department as a result of its Examination. As a consequence, the Defendants have improperly retained unpaid benefits which should be rightfully in the hands of USS&RC employees.  63. The Defendants' plan, scheme and common course of conduct was applicable to all current and former full-time, part-time and seasonal employees of the 86. Plaintiffs repeat, reallege, and incorporate herein by reference paragraphs 1 through 85 above as if fully set forth herein.  87. Defendants have violated the Takings Clause of the United States Constitution against Plaintiffs and Class Members by retaining funds which were theirs under State law.  89. Defendants' actions violate 42 U.S.C. § 1983, as well as the rights of Plaintiffs and the Class under the Takings Clause and the Fifth and the Fourteenth Amendments of the Constitution of the United States.  90. Defendants have damaged Plaintiffs and Class Members because Plaintiffs and the Class have suffered economic loss as a result Defendants' illegal behavior. Count II Violation of Due Process  91. Plaintiffs repeat, re-allege, and incorporate herein by reference paragraphs 1 - 90 above as if fully set forth herein.  92. The conduct and improper practices described herein violate Alabama law and deprive Class Members of due process rights afforded to them under the Alabama Constitution. As described herein, the Defendants have violated due process tights afforded to Plaintiffs and Class Members under the Alabama Constitution by failing, and continuing to fail, to adhere to applicable Alabama state law governing State Holidays and Longevity Payments. In so doing, Defendants have unlawfully taken Class Members' property without due process.  94. Plaintiffs repeat and reallege the allegations contained in paragraph 1 through 93 above, as if fully set forth herein.  95. Plaintiffs, for themselves and on behalf of the putative Class, seek a ruling that the Defendants have violated Alabama law with respect to the payment of State Holidays and the payment of Longevity Pay.  96. Plaintiffs, for themselves and on behalf of the Class, seek injunctive relief enjoining the Defendants from continuing to violate Alabama law with respect to the payment of State Holidays and the payment of Longevity Pay.  97. Plaintiffs seek disgorgement of all monies owed together with interest. Plaintiffs further seek a mandatory injunction requiring the Defendants to discontinue violating Alabama law with respect to the payment of State Holidays and the payment of Longevity Pay and to provide such other relief as is just and proper.  98. Plaintiffs and Class Members have no adequate remedy at law.  Count I 42 U.S.C. § 1983  History of the U.S. Space & Rocket Center 