19.  Zipcar operates a car rental service in the State of California.  Zipcar provides its  customers with self-service vehicles located in both suburban and urban locales that may be  1   In California, Zipcar services are available in Arcata, Atherton, Camarillo, Chico, Claremont,  Davis, Hayward, Irvine, La Verne, Long Beach, Los Angeles, Northridge, Orange, Pasadena,  Point Loma, Riverside, Sacramento, San Diego, San Francisco Bay Area, San Luis Obispo,  Santa Barbara, Santa Clara, Santa Cruz, Stanford, and Stockton.  See  http://www.zipcar.com/cities (last accessed May 8, 2014).  Case3:14-cv-02483   Document1   Filed05/29/14   Page5 of 17 27.  Bayol brings this action on her own behalf and on behalf of all other persons  similarly situated pursuant to the provisions of Code of Civil Procedure § 382 and Civil Code §  1781.  Bayol seeks certification of the following class (the “Class”):  All California residents who subscribed to and/or are subscribing to Zipcar’s car rental  services pursuant to the Membership Agreement, or any successor agreement thereto, and  who paid one or more Late Fees imposed by Defendant pursuant to the Membership  Agreement.  Any judicial officer to whom the Action is assigned is excluded from the  Class.   28.  Numerosity of the Class: The Class is composed of at least thousands of  individuals who are or were subscribers to Zipcar’s Membership Agreement, the joinder of  which in one action would be impracticable.  The disposition of their claims through this class  action will benefit both the parties and the Court.  The identities of individual members of the  Class is ascertainable through Zipcar’s billing records.   29.  Existence and Predominance of Common Questions of Fact and Law: There is a  well-defined community of interest in the questions of law and fact involved affecting the  members of the proposed Class.  The questions of law and fact common to the proposed Class  predominate over questions affecting only individual class members.   30.  Such questions include, but are not limited to, the following:  a.  Whether the Zipcar’s Late Fees are illegal, void and unenforceable  contractual penalties pursuant to Civil Code § 1671(d);  b.  Whether damages are extremely difficult or impracticable to determine;  c.  Whether Zipcar conducted a reasonable endeavor, prior to imposing the  Late Fees or including them in the Member Agreement, to fix fair average compensation for  Case3:14-cv-02483   Document1   Filed05/29/14   Page7 of 17 34.  Bayol incorporates herein by reference the allegations contained in all preceding  paragraphs of this complaint.   35.  Bayol brings this claim individually and on behalf of the members of the Class  against Zipcar.   36.  The Late Fees are impermissible liquidated damages provisions under California  law.  The Late Fees themselves, the contractual provisions that provide for them and their  imposition and collection by Zipcar violate Civil Code § 1671(d) and are unlawful, void and  unenforceable under that statute.   37.  Civil Code § 1671(d) states that a contractual provision, in a contract for the retail  purchase or rental of personal property or services primarily for the party’s personal, family, or  household purposes, liquidating damages for the breach of the contract, is void except that the  parties to such a contract may agree therein on an amount that shall be presumed to be the  amount of the damage sustained by a breach thereof, when, from the nature of the cause, it would  be impracticable or extremely difficult to fix that actual damage.  The Membership Agreement is  a contract for the purchase of services primarily for personal, family or household use of Bayol  and the members of the Class.   38.  If and to the extent that Zipcar suffers, would suffer or has suffered any damages  due to late returns by Bayol or members of the Class, it would not be impracticable, nor would it  be extremely difficult, to determine them with certainty.  Furthermore, the liquidated damages in  the Membership Agreement do not reflect a reasonable endeavor by Zipcar to fix fair average  compensation for any harm that Zipcar would suffer, may suffer or have suffered, if any, from  the late returns.  The Membership Agreement is a contract of adhesion drafted by Zipcar and/or  its parents, subsidiaries or affiliates and presented to prospective members on a “take it or leave  it” basis with no opportunity for any prospective member to negotiate any of its terms and  conditions.  The Late Fees provision in the Membership Agreement is a liquidated damages  provision that fails to comply with the standards set forth in Civil Code § 1671(d), and therefore  Case3:14-cv-02483   Document1   Filed05/29/14   Page9 of 17 40.  Bayol incorporates herein by reference the allegations contained in all preceding  paragraphs of this complaint.   41.  Bayol brings this claim individually and on behalf of the members of the Class  against Zipcar.   42.  Zipcar has engaged in deceptive practices, unlawful methods of competition  and/or unfair acts as defined by Civil Code § 1750, et seq., to the detriment of Bayol and the  members of the Class.  Bayol and the members of the Class have suffered harm as a proximate  result of the violations of law and wrongful conduct of Zipcar alleged herein.  Case3:14-cv-02483   Document1   Filed05/29/14   Page10 of 17 47.  Bayol incorporates herein by reference the allegations contained in all preceding  paragraphs of this complaint.   48.  Bayol brings this claim individually and on behalf of the members of the Class  against Zipcar.  Case3:14-cv-02483   Document1   Filed05/29/14   Page11 of 17 57.  Bayol incorporates herein by reference the allegations contained in all preceding  paragraphs of this complaint.   58.  Bayol brings this claim individually and on behalf of the members of the Class  against Zipcar.   59.  The conduct of Zipcar, as herein alleged, constitutes an unfair business practice  within the meaning of Bus. & Prof. Code §§ 17200, et seq.   60.  Zipcar violated the “unfair” prong of the UCL by requiring members to enter into  contracts of adhesion that include the Late Fees provision, by enforcing the contractual  Case3:14-cv-02483   Document1   Filed05/29/14   Page13 of 17 Unfair Business Practices in Violation of Business and Professions Code   §§ 17200 et seq.   Unlawful Business Practices in Violation of the Unfair Competition Law  California Business and Professions Code §§ 17200 et seq.   Violation of the Consumers Legal Remedies Act,  California Civil Code §§ 1750 et seq.  (Injunctive relief only)   Violation of California Civil Code § 1671(d)  