 For Unjust Enrichment   11.  Plaintiff seeks certification of the following Class:  All citizens of the United States living abroad that had investment accounts  managed by UBS frozen, converted to cash, or closed without timely notification.  Excluded from the Class are: (a) Defendant, its subsidiaries and affiliates, officers,  directors, and employees; (b) the judge to whom this case is assigned and any  member of the judge’s immediate family; and (c) all persons who properly execute  and file a timely request for exclusion from the Class.   12.  The Class is sufficiently numerous that joinder of all affected persons would be  impracticable.  Although the exact number of Class members is unknown, because of the broad  geographic reach of UBS’s operations, and the large number clients, the Class is expected to  include many hundreds, if not thousands, of individuals.   15.  Plaintiff has retained counsel who are highly experienced in consumer protection  class action litigation.  Plaintiff and her counsel are committed to the vigorous prosecution of this  action on behalf of the Class and will adequately represent the interests of the Class.   16.  The common questions of law and fact present in this action predominate over any  individual issues, if any, that may exist as to the members of the Class.    17.  A class action is superior to other methods of fairly and efficiently adjudicating this  litigation.  While not inconsequential, the damages as to any individual litigant are such that  individual litigation is likely not feasible.  Furthermore, the very nature of the claim – that  Defendant has failed to notify the Class that their investment vehicles no longer have the potential  to earn investment income – many Class members may not even be aware that they have a claim.   Accordingly, for most Class members, a class action is the only mechanism by which they could  reasonably expect to vindicate their rights.  26.  Plaintiff repeats and realleges the allegations set forth above as if set forth fully  herein.   27.  There exists a contractual relationship as between Defendant and Plaintiff and  members of the Class.   28.  By virtue of this contractual relationship, Defendant acts as fiduciary to Plaintiff  and the members of the Class, and owe fiduciary duties to them as account holders.    29.  As alleged herein, Defendant has breached its fiduciary duties by intentionally  and/or negligently failing to meaningfully disclose that the company would no longer be holding  accounts of customers living abroad in IRA accounts as originally agreed upon, and instead would  be cashing in the customers funds.   30.  By changing the nature of the account from an IRA that was earning money to an  all cash account, Defendant then restricted the ability of the Plaintiff and the Class to earn any  investment income.   31.  As a direct and proximate result of Defendant’s conduct as described herein,  Plaintiff and the Class have sustained damages in an amount to be proven at trial.   33.  Plaintiff repeats and realleges the allegations set forth above as if set forth fully  herein.   34.  There exists a contractual relationship between Defendant and Plaintiff and  members of the Class.   35.  As a component of their contractual relationship, Defendant owed Plaintiff and the  Class a duty of good faith and fair dealing in the creation and ongoing fulfillment of its contractual  duties.   36.  UBS breached the implied covenant of good faith and fair dealing by changing the  accounts from an IRA, which would be expected to produce investment income, to cash accounts,  without providing meaningful notice of this change.    37.  UBS was aware or should have been aware that Plaintiff and the Class were  investing their money with UBS with the goal and expectation that there would be an opportunity  to earn investment income.     38.  By changing the accounts, UBS made fundamental and material changes to the  contracts it had with Plaintiff and the Class, such that the contract failed of its essential purpose.    39.  As a direct and proximate result of Defendant’s conduct as described herein,  Plaintiff and the Class have sustained damages in an amount to be proven at trial.   41.  Plaintiff repeats and realleges the allegations set forth above as if set forth fully  herein.   42.  UBS is in the business of maintaining custody of funds owned by people and  entities like Plaintiff.   43.  By providing UBS with custody of their funds, Plaintiff and the Class conferred a  benefit upon UBS.   44.  By unilaterally declining to fulfill its contractual obligations, UBS continued to  derive the benefits of maintaining custody of Plaintiff and the Class’ funds without providing any  corresponding benefit to Plaintiff and the Class.     45.  The financial benefits of maintaining custody of Plaintiff and the Class’ funds,  which include interest, investment opportunity, use as collateral, and other good and valuable  benefits, rightly should inure to the benefit of Plaintiff and the Class.   46.  Given Defendant’s failure to meaningfully provide notice of the nature of the  change of the nature of Plaintiff and the Class’ accounts, and the fact that Plaintiff and the Class  would no longer be earning any investment income, it would be improper and inappropriate to  permit UBS to retain this benefit.   47.  Accordingly, equity and good conscious require that the benefits at issue be restored  to Plaintiff and the members of the Class.   49.  Defendant is engaged in the conduct of business, trade, commerce and/or the  furnishing of service as that language is used in N.Y. GBL § 349.    50.  Defendant’s conduct as described herein constitute deceptive acts or practices as  that language is used in N.Y. GBL § 349.     51.  As a direct and proximate result of Defendant’s conduct as described herein,  Plaintiff and the Class have sustained damages in an amount to be proven at trial.   52.  Defendant’s conduct as described herein was marked by a wrongful motive in utter  disregard of the rights of Plaintiff and the Class, thereby justifying the imposition of punitive  damages.  53.  Plaintiff repeats and realleges the allegations set forth above as if set forth fully  herein.    54.  Defendant had a duty to make full and complete disclosures to Plaintiff and the  Class with respect to the nature of their accounts and any changes thereto.    55.  As set forth in more detail herein, Defendant UBS had a duty to provide meaningful  notice to Plaintiff and the Class that their accounts were being modified in a way that adversely  affected their investment opportunity.   56.  The omitted information was material to Plaintiff and the Class.   57.  As set forth in more detail herein, Defendant UBS declined to provide meaningful  notice to Plaintiff and the Class that their accounts were being modified in a way that adversely  affected their investment opportunity.   59.  Plaintiff and the Class reasonably relied upon Defendant’s silence on this point and  believed that the status of their account had not materially changed.    60.  As a direct and proximate result of Defendant’s conduct as described herein,  Plaintiff and the Class have sustained damages in an amount to be proven at trial.   61.  Defendant’s conduct as described herein was marked by an evil motive in utter  disregard of the rights of Plaintiff and the Class, thereby justifying the imposition of punitive  damages.  62.  Plaintiff repeats and realleges the allegations set forth above as if set forth fully  herein.    63.  Defendant had a duty to make full and complete disclosures to Plaintiff and the  Class with respect to the nature of their accounts and any changes thereto.    64.  As set forth in more detail herein, Defendant UBS had a duty to provide meaningful  notice to Plaintiff and the Class that their accounts were being modified in a way that adversely  affected their investment opportunity.   65.  The omitted information was material to Plaintiff and the Class.   67.  Plaintiff and the Class reasonably relied upon Defendant’s silence on this point and  believed that the status of their account had not materially changed.    68.  As a direct and proximate result of Defendant’s conduct as described herein,  Plaintiff and the Class have sustained damages in an amount to be proven at trial.   69.  Defendant’s conduct as described herein was wholly reckless and in utter disregard  of the rights of Plaintiff and the Class, thereby justifying the imposition of punitive damages.  70.  Plaintiff repeats and realleges the allegations set forth above as if set forth fully  herein.    71.  There exists a contractual relationship between Defendant and Plaintiff and  members of the Class as referenced herein.   72.  Pursuant to that contractual relationship, Defendant was obligated to:  a.  Safely maintain custody of Plaintiff and the Class’ funds;  b.  Follow Plaintiff and the Class’ instructions with respect to the custody and  placement of those funds;  c.  Refrain from taking any steps to negatively impact the value of Plaintiff and  the Class’ investments;  d.  Refrain from altering the nature of Plaintiff and the Class’ investments  without their express consent; and,  e.  Otherwise ensure the security and best use of those funds under the  circumstances.   74.  Defendant’s conduct herein constitutes a breach of Defendant’s obligations under  the contract.    75.  As a direct and proximate result of Defendant’s conduct as described herein,  Plaintiff and the Class have sustained damages in an amount to be proven at trial.  Breach Of Contract   COUNT I  For Breach of Fiduciary Duty    For Fraudulent Misrepresentation/Omission   For Violation of Section 349 of the New York General Business Law    For Negligent Misrepresentation/Omission   For Breach of the Covenant of Good Faith and Fair Dealing   