22.  Only licensed real estate brokers and salespersons can assist buyers and sellers  with the purchase, sale, lease or exchange of real property.    23.  To become licensed, an applicant generally must satisfactorily complete the agent  curriculum in real estate education and pass a written examination.    24.  A real estate broker negotiates agreements to sell, exchange, purchase, rent or  lease interests in real property for a fee, commission or other valuable consideration for another  person.    25.  A salesperson must be affiliated with a broker, either as an employee or as an  independent contractor, and work under the supervision of the broker. A salesperson cannot  operate his own real estate business.   27.  The standard practice in the residential real estate industry is to compensate  brokers and agents with commissions that are calculated as a percentage of a home’s sale price.  Commissions are paid by the seller when the home sells.   28.  Brokers or their individual salespersons may act as the agent for either the buyer  or the seller, and in some cases both, in connection with home sales.   29.  The broker’s compensation is specified in the listing agreement between the seller  of the property and his or her broker (i.e., the seller-broker or listing broker). In addition to  setting the commission, the listing agreement also typically includes terms granting the broker  the exclusive right to market and sell; setting the length of time the broker is given to sell the real  property; setting the listing price; and other listing terms.    30.  When the buyer is represented by a broker, the seller or the seller-broker pays the  buyer-broker a commission out of the total commission paid by the seller. Accordingly, the  buyer-brokers — who are agents of the buyer and adversarial to the sellers — receive their  compensation from sellers, not from buyers they represent.    31.  The listing agreement typically states that a portion of the commission paid by the  seller will be paid to the broker representing a buyer if the buyer has a broker.   32.  The online Pinergy listing states the amount of commission the seller will pay the  buyer’s broker. It is typically expressed as a percentage of the sales price such as, for example, 3  percent.    34.  According to NAR, there are 25,515 Realtors in Massachusetts, 5,227 in Rhode  Island, and 6,472 in New Hampshire.  B.  Multiple Listing Services and “Pinergy”   35.  State and local Realtor associations own and operate in their markets a centralized  database of properties listed for sale in the region known as a Multiple Listing Service or  “MLS.” The MLS that is the subject of this action is Pinergy, which is owned and administered  by MLS PIN.   36.   Pinergy is a joint venture among the competing Broker Defendants to facilitate  the publishing and sharing of information about homes for sale in Pinergy ‘s geographic area.  The membership in Pinergy is generally comprised of nearly all residential real estate brokers  and their affiliated agents in  Pinergy’s service area. Listing a property for sale on Pinergy is  essential to marketing a property effectively to prospective buyers.   38.  By virtue of nearly industry-wide participation and control over important data,  brokers and broker-controlled entities offering Pinergy possess and exercise market power in the  markets for the provision of real estate brokerage services to home buyers and sellers within  Pinergy’s service area.   39.  According to t360.com, as of December 5, 2020, Pinergy was the seventh largest  MLS in the country with 41,537 members.    40.  As alleged herein, the use of Pinergy is governed by rules and regulations.  Defendants enforce Pinergy’s rules, policies and practices.    41.  The website for MLS PIN has a page on which complaints can be filed. The  webpage instructs that the form can be used “to report a listing that does not appear in MLS or an  existing listing that you believe violates MLS PIN Rules.”   42.  The website also touts the MLS PIN’s enforcement efforts to enforce its rules and  regulations. According to the “Audits, Warnings & Fines” webpage, in September 2020 alone,  there were 14 audits, 18 fines, and 54 warnings.  C.  The Buyer-Broker Commission Rule in MLS PIN’s Rules and Regulations   43.  MLS PIN promulgates its Rules and Regulations governing the use of Pinergy  (“MLS PIN Rules”).   45.  Additionally, Note 1 to Section 5 of the MLS PIN Rules further states, in relevant  part:  In Filing a Listing with the Service, a Participant is deemed to be making blanket  unilateral offers of compensation to the other Participants in the Service. The  Participant therefore shall specify on each Listing Filed with the Service the  compensation being offered to the other Participants. (Emphasis added.)   46.  Section 5 warns that the seller broker may not change the offered commission as  the result of any negotiation or cooperation with a buyer broker. Section 5 states, in relevant part,  that the Listing Broker may only offer a Participant compensation different from the  compensation indicated on any Listing if:   (1) the Listing Broker informs the Participant in writing of such proposed change  in compensation in advance of the Participant’s producing an offer to purchase or,  in the case of an Auction Listing, in advance of the Participant’s registering a  prospective bidder for participation in the Auction, and (2) the change in the listed  compensation is not the result of any agreement or other cooperative activity  between the Listing Broker and any one or more of the other Participants or  Subscribers. (Emphasis added.)   47.  The rules described in Section 5 of the MLS PIN Rules shall be referred to herein  as the “Buyer-Broker Commission Rule.”   48.  A “Listing Broker” means “the Individual Participant or Participant Firm who or  which Files a Listing with the Service.”   49.  A “Participant” means, in relevant part, “any individual or sole proprietorship and  any partnership, corporation, limited liability company or other legal entity which Participates in  the Service . . . .” “Participation” is available only to real estate brokers licensed by the one or  more of the Subscription States that “abide[] fully by these Rules and Regulations and the  policies of the Service.”   51.  All participants of MLS PIN agree to be bound by the MLS PIN Rules. The MLS  PIN Participant Agreement/Application states, in relevant part:  PARTICIPANT’S AGREEMENT TO BE BOUND: -- Participant agrees that  Participant and all members of Participant’s firm who utilize the multiple  listing service (the “Service”) of MLS Property Information Network, Inc. (the  “Company”) in any manner will comply with the Rules and Regulations and  the policies of the Company and the Service as established or as amended from  time to time, copies of which have been made available to Participant and are  available at all times to Participant on the company’s website (www.mlspin.com).  (Emphasis added.)   52.  Participants also agree to pay all compensation offered to cooperating brokers.  The MLS PIN Participant Agreement/Application states, in relevant part:  PAYMENT OF FEES TO COOPERATING BROKERS: -- Participant hereby  agrees, on Participant’s own behalf and on behalf of Participant’s firm, to pay, or  cause to be paid, in a complete and timely manner, as provided in the Company’s  Rules and Regulations, any and all compensation offered to cooperating brokers in  connection with a listing made with the Service by Participant or by any agent or  member of Participant’s firm or any of Participant’s offices. If full payment to a  cooperating broker is not made in a timely manner, the Company may impose  sanctions on Participant and/or on the listing agent or member of Participant’s  firm or any of Participant’s offices. The sanctions may include suspension of  access to the Service. (Emphasis added.)   53.  The MLS PIN Rules are enforced by the local Realtors and Realtor associations  that own and manage MLS PIN.    54.  Given the commercial necessity of having access to an MLS, real estate brokers  and individual realtors must comply with MLS PIN Rules.    56.  Seller-brokers list their client’s property on Pinergy as required by the MLS PIN  Rules and to ensure that buyer-brokers and prospective buyers are aware of the property. If a  seller-broker does not list a client’s property on Pinergy, buyer-brokers will not show that  property to prospective buyers. Pinergy also acts as the main source of listings for online  websites, such as Zillow, through which many prospective homebuyers find homes. A home that  is not listed on an MLS is very hard to find for prospective homebuyers.   57.  The Buyer-Broker Commission Rule obligates a seller-broker, on behalf of the  seller, to make blanket, unilateral offers of compensation to buyer-brokers when listing a home  on Pinergy. If a buyer represented by a broker purchases the home, the buyer-broker receives the  offered compensation.   58.  The following example illustrates how this process typically works: (a) a  homeowner enters into a contract with a seller-broker, in which the seller agrees to pay the  seller-broker six percent in total commissions in exchange for marketing and facilitating the sale  of the home; (b) the seller-broker then makes a blanket, unilateral offer of a three percent  commission to every buyer-broker when it lists the home on Pinergy; (c) a buyer-broker shows  the property to a buyer client, who buys the home for $500,000; (d) the seller-broker receives six  percent of the sales price ($30,000) from the seller; and (e) the seller-broker then pays three  percent of the sales price ($15,000) to the buyer-broker.  D.  A.  The Real Estate Industry   Violation of Section 1 of the Sherman Act, 15 U.S.C § 1  175.  Plaintiffs repeat and incorporate by reference each of the foregoing allegations of  this Complaint.  176.  Defendants have engaged in a continuing contract, combination, or conspiracy to  unreasonably restrain trade and commerce in violation of Section 1 of the Sherman Act, 15 