 (Violation California’s Unfair Competition Law)   (Breach Of The Implied Warranty Of Merchantability)   (Deceptive Acts Or Practices, New York Gen. Bus. Law § 349)   (False Advertising, New York Gen. Bus. Law § 350)   (Fraud)   (Unfair and Deceptive Acts and Practices In Violation of the California  Consumers Legal Remedies Act)   (Unjust Enrichment)   22.  Plaintiffs seek to represent a class defined as all persons in the United  States who purchased St. Ives (the “Class”).  Excluded from the Class are persons  who made such purchases for purpose of resale.   23.  Plaintiff Browning also seeks to represent a Subclass of all Class  Members who purchased St. Ives in California (the “California Subclass”).   24.  Plaintiff Basille also seeks to represent a Subclass of all Class Members  who purchased St. Ives in New York (the “New York Subclass”).   25.  At this time, Plaintiffs do not know the exact number of members of the  Class and Subclasses; however, given the nature of the claims and the number of  retail stores in the United States selling St. Ives, Plaintiffs believe that Class and  Subclass members are so numerous that joinder of all members is impracticable.   41.  Plaintiffs incorporate by reference and re-allege herein all paragraphs  alleged above.   42.  Plaintiff Browning brings this cause of action on behalf of herself and  members of the California Subclass.    43.  By committing the acts and practices alleged herein, Defendant has  violated California’s Unfair Competition Law (“UCL”), Cal. Bus. & Prof. Code §§  17200-17210, as to the California Subclass, by engaging in unlawful, fraudulent, and  unfair conduct.   44.  Defendant has violated the UCL’s proscription against engaging in  unlawful conduct as a result of its violations of the CLRA, Cal. Civ. Code §  1770(a)(5) and (a)(7) as alleged above.   45.  Defendant’s acts and practices described above also violate the UCL’s  proscription against engaging in fraudulent conduct.   46.  As more fully described above, Defendant’s misleading marketing,  advertising, packaging, and labeling of St. Ives is likely to deceive reasonable  consumers.     47.  Defendant’s acts and practices described above also violate the UCL’s  proscription against engaging in unfair conduct.   53.  Plaintiffs hereby incorporate by reference the allegations contained in  all preceding paragraphs of this complaint.   54.  Plaintiffs bring this claim individually and on behalf of the members of  the Class and California and New York Subclasses against Defendant.   55.  As discussed above, Defendant failed to disclose to class members that  use of St. Ives would cause skin damage and that it is not fit to be used as a facial  scrub.  Defendant also misrepresented that St. Ives is non-comedogenic.    56.  The false and misleading representations and omissions were made with  knowledge of their falsehood.   57.  The false and misleading representations and omissions were made by  Defendant, upon which Plaintiffs and members of the Class and California and New  York Subclasses reasonably and justifiably relied, and were intended to induce and  actually induced Plaintiffs and Class members to purchase St. Ives.   58.  The fraudulent actions of defendant caused damage to Plaintiffs and  members of the Class, who are entitled to damages and other legal and equitable  relief as a result.  59.  Plaintiffs incorporate by reference and re-allege each and every  allegation set forth above as though fully set forth herein.   60.  Plaintiff Basile brings this claim individually and on behalf of members  of the New York Subclass against Defendant.     66.  Plaintiffs incorporate by reference and re-allege each and every  allegation set forth above as though fully set forth herein.   67.  Plaintiff Basile brings this claim individually and on behalf of members  of the New York Subclass against Defendant.     68.  Based on the foregoing, Defendant has engaged in consumer-oriented  conduct that is deceptive or misleading in a material way which constitutes false  advertising in violation of Section 350 of the New York General Business Law by  failing to disclose that St. Ives causes skin damage and is unfit to be used as a facial  scrub.  It also misrepresented that the product is non-comedogenic.     69.  The foregoing advertising was directed at consumers and was likely to  mislead a reasonable consumer acting reasonably under the circumstances.   73.  Plaintiffs incorporate by reference and re-allege each and every  allegation set forth above as though fully set forth herein.   74.  Plaintiffs bring this claim individually and on behalf of members of the  Class and Subclasses against Defendant.   75.  Plaintiffs and Class members conferred benefits on Defendant by  purchasing St. Ives.   76.  Defendant has knowledge of such benefits.    77.  Defendant has been unjustly enriched in retaining the revenues derived  from Plaintiffs’ and Class members’ purchases of St. Ives.  Retention of those  moneys under these circumstances is unjust and inequitable because Defendant  failed to disclose that St. Ives causes skin damage and is unfit to be used as a facial  scrub.  It also misrepresented that the product is non-comedogenic.    79.  Plaintiffs incorporate by reference and re-allege each and every  allegation set forth above as though fully set forth herein.   80.  Plaintiffs bring this claim individually and on behalf of members of the  Class and Subclasses against Defendant    81.  Defendant, as the designer, manufacturer, marketer, distributor, and/or  seller, impliedly warranted that that St. Ives is mechantable as a facial scrub.   82.  Defendant breached the warranty implied in the contract for the sale of  St. Ives because it could not “pass without objection in the trade under the contract  description,” the goods were not “of fair average quality within the description,” the  goods were not “adequately contained, packaged, and labeled as the agreement may  require,” and the goods did not “conform to the promise or affirmations of fact made  on the container or label.”  See U.C.C. § 2-314(2) (listing requirements for  merchantability).  As a result, Plaintiffs and Class members did not receive the goods  as impliedly warranted by Defendant to be merchantable.   83.  Plaintiffs and Class members purchased St. Ives in reliance upon  Defendant’s skill and judgment in properly packaging and labeling St. Ives.   84.  The products were not altered by Plaintiffs or Class members.     85.  The products were defective when they left the exclusive control of  Defendant.   86.  Defendant knew that St. Ives would be purchased and used without  additional testing by Plaintiffs and Class members.   87.  St. Ives was defectively designed and unfit for their intended purpose  and Plaintiffs and Class members did not receive the goods as warranted.  