12.  It has been estimated that there are between 2.7 and 5.2 million people  in the United States infected with Hepatitis-C.  The virus is transmitted by coming  into contact with infected blood, such as shared needles, a blood transfusion, or  sexual contact. Left untreated, it can lead to cirrhosis or liver cancer, and may  require a liver transplant.  Such conditions typically manifest many years after the  initial infection occurs. Since 2007, there have been more deaths in the United  States from Hepatitis-C than from HIV. Prior to Sovaldi, the available treatments  cured only about half of Hepatitis-C patients, and often had debilitating side effects.    13.  Sovaldi is a Hepatitis-C tablet that was originally developed by a  company called Pharmasset, Inc. (“Pharmasset”).  In November 2011, Pharmasset  was acquired by Gilead. According to a press release issued by Gilead at the time, it  acquired Pharmasset for $137 per share in cash, putting the value of the transaction  at approximately $11 billion.  Pursuant to the merger, Gilead acquired Pharmasset’s  assets, including its patent portfolio associated with the development of Sovaldi.    14.  A New Drug Application for Sovaldi was filed with the FDA on April 8,  2013.  As noted above, the active ingredient in Sovaldi tablets is  sofosbuvir.  Sofosbuvir is a nucleotide analog that acts to inhibit the replication of  the Hepatitis-C virus.   42.  Plaintiff brings this action individually, and on behalf of a class,  pursuant to FED. R. CIV. P. 23(a), 23(b)(2), and/or 23(b)(3). Specifically, Plaintiff  seeks to represent the following class:   All persons or entities in the United States and its territories who were  harmed as a result of the excessive pricing of Sovaldi by (a) purchasing  or paying for some or all of the purchase price for Sovaldi, for  consumption by themselves, their families, or their members, employees,  insureds, participants, or beneficiaries, other than for resale, or (b) being  prevented from obtaining a needed Sovaldi regimen.4   63.  Plaintiff hereby repeats and incorporates by reference each preceding  and succeeding paragraph as though fully set forth herein.    64.  Gilead meets the qualifications for being a “health program or activity,  any part of which is receiving Federal financial assistance” under section 1557 of the  Affordable Care Act.  See 42 U.S.C. § 18116. Upon information and belief, the  federal government provided grants and/or other financial assistance that  contributed to the development of Sovaldi.     65.  By definition, consumers and potential consumers of Sovaldi all have  Hepatitis C, a debilitating disease. According to Stedman's Medical Dictionary,  Hepatitis C is a viral infection that causes a progressive inflammation of the liver –  a major and essential organ.  The World Health Organization has described  Hepatitis as “one of the most prevalent and serious infectious conditions in the  world.” The CDC has stated that Hepatitis C “is the most common chronic  bloodborne infection in the United States.” Hepatitis C reportedly accounts for a  large percentage of cirrhosis, liver failure and liver cancer cases in the United  States.    69.  Plaintiff hereby repeats and incorporates by reference each preceding  and succeeding paragraph as though fully set forth herein.    70.  As a drug manufacturer, Gilead primarily sold Sovaldi directly to  wholesalers and distributors. Upon information and belief, Sovaldi patients and  third-party payors for it were intended third-party beneficiaries of those contracts.    71.  Every contract contains a duty of good faith and fair dealing.   A.  Gilead and its Limited Sovaldi Patent Rights.   Breach of the Duty of Good Faith and Fair Dealing  As an Intended Third-Party Beneficiary   For Declaratory and Injunctive Relief Under Section 16 of  the Clayton Act for Defendant’s Violations  of Section 2 of the Sherman Act, 15 U.S.C. 2   Unjust Enrichment  