12.  Defendants manufacture, market and sell the Nivea line of skin and  body care products.  This lawsuit concerns one of those products – NIVEA Skin  Firming Hydration Body Lotion with CoQ10 Plus.  Defendants launched NIVEA  CoQ10 Lotion in 2010.  NIVEA CoQ10 Lotion is sold online and in virtually every  major food, drug, and mass retail outlet in the country.     13.  Since the Product’s launch, Defendants have consistently conveyed the  message to consumers throughout the United States, including California, that their  NIVEA CoQ10 Lotion is “proven” to “improve skin firmness within two weeks.”   It is not.  Defendants’ skin firming representations are false, misleading and  deceptive.      14.  The skin firming ingredient in Nivea CoQ10 Lotion is Co-Enzyme  Q10.  Co-Enzyme Q10, also known as ubiquinone or CoQ10, is a vitamin-like  substance with antioxidant properties.  CoQ10 is a deep orange color.    16.  Reducing the CoQ10 in the Product to nanoparticle size is a very  expensive process and would be cost prohibitive if employed in this Product.  But  even if nanotechnology has been employed – which is unlikely – the trace amounts  of CoQ10 in the Product cannot provide firmer more toned skin within or in as little  as two weeks or ever.    NIVEA CoQ10 Lotion Is Not Proven to Firm or Tighten the Skin In as Little as  Two Weeks or Ever    17.  The NIVEA CoQ10 bottle states that the Product is “Proven to firm  and tighten the skin’s surface in as little as two weeks.”   By prefacing the skin  firming representations with the word “proven”, Defendants are representing to  consumers that credible scientific evidence supports the skin firming  representations.  In fact, scientific analyses have shown that the Product contains  insufficient amounts of CoQ10 to provide skin firming benefits in as little as two  weeks, or ever, and the trace amounts of CoQ10 particles in the Product have not  been reduced in size to facilitate penetration into the dermal layer of the skin.     19.  MSA, which looks for the presence of CoQ10 according to molecular  weight, confirmed that only a trace amount of the ingredient is present in the  Product.     20.  And, a TLC analysis comparing a sample of the lotion extracted with  an organic solvent in which CoQ10 is soluble with an authentic sample on a TLC  silica gel plate failed to detect the presence of any CoQ10.     21.  Thus, no less than three separate chemical analyses performed on the  Product consistently showed trace amounts, at most, of CoQ10 in the Product.   Further indicative of the trace amount of CoQ10 in the Product is its bright white  color without a hint of CoQ10’s deep orange coloring.   22.  The trace amount of CoQ10 in the Product is incapable of providing  skin firming benefits within or in as little as two weeks as represented, or ever,  particularly since the CoQ10 particles are not sufficiently processed to make them  readily capable of penetrating the skin.      23.  Scientific studies that have reported skin firming benefits from CoQ10  used preparations containing much higher concentrations of CoQ10 than are in the  Product, with CoQ10 reduced to nanoparticle size. Even then the reported positive  effects at this much higher doses occurred well after two weeks and in some  instances after months of continued use – not within two weeks of use as  Defendants represent.     The Impact of Defendants’ Wrongful Conduct   25.  Each and every consumer who purchases NIVEA CoQ10 Lotion is  exposed to Defendants’ deceptive skin firming representations because they appear  prominently and conspicuously, and almost exclusively on the front of each bottle  as follows:   27.  As the manufacturer and/or distributor of NIVEA CoQ10 Lotion,  Defendants possess specialized knowledge regarding the content and effects of the  ingredients contained in NIVEA CoQ10 Lotion and are in a superior position to  learn of the effects―and have learned of the effects―NIVEA CoQ10 Lotion has  on consumers.     29.  Plaintiff and Class members have been and will continue to be  deceived or misled by Defendants’ deceptive skin firming representations.  Plaintiff  purchased and used the Product during the Class period and in doing so, read and  considered the NIVEA CoQ10 Lotion labeling and packaging and based her  decision to buy the Product on the skin firming representations.  Defendants’ skin  firming representations were a material factor influencing Plaintiff’s decision to  purchase and use the Product.  Plaintiff would not have purchased the Product had  she known that Defendants’ skin firming representations were false and misleading.   30.  As a result, Plaintiff and the Class members have been damaged in  their purchases of the Product and have been deceived into purchasing a Product  that they believed, based on Defendants’ representations, would firm and tone skin  within two weeks, when, in fact, it is incapable of firming and toning skin.   31.  Based upon the purported skin firming representations conveyed in  their marketing and advertising campaign, Defendants are able to price NIVEA  CoQ10 Lotion at a substantial multi-dollar premium over Defendants’ other Hydra- IQ and glycerin lotions that do not make the deceptive skin firming  representations.4      32.  Defendants have reaped enormous profits from their false marketing  and sale of NIVEA CoQ10 Lotion.  33.  Plaintiff brings this action on behalf of herself and all other similarly  situated California consumers pursuant to Rule 23(a), (b)(2) and (b)(3) of the  Federal Rules of Civil Procedure and seeks certification of the following Class:  4 For example, a 16.9 ounce bottle of Nivea CoQ10 Lotion retails for $10.79, while   34.  In the alternative, Plaintiff seeks certification of the following class:  California-Only Class   All consumers who, within the applicable statute of  limitations period, purchased NIVEA CoQ10 Lotion in  California.  Excluded from this Class are Defendants and their  officers, directors and employees and those who  purchased NIVEA CoQ10 Lotion for the purpose of  resale.   35.  Numerosity.  The members of the Class are so numerous that joinder  of all members of the Class is impracticable.  Plaintiff is informed and believes that  the proposed Class contains thousands of purchasers of NIVEA CoQ10 Lotion who  have been damaged by Defendants’ conduct as alleged herein. The precise number  of Class members is unknown to Plaintiff.    37.  Typicality.  Plaintiff’s claims are typical of the claims of the members  of the Class because, inter alia, all Class members were injured through the  uniform misconduct described above and were subject to Defendants’ deceptive  skin firming representations that accompanied each and every bottle of NIVEA  CoQ10 Lotion.  Plaintiff is advancing the same claims and legal theories on behalf  of herself and all members of the Class.   38.  Adequacy of Representation.  Plaintiff will fairly and adequately  protect the interests of the members of the Class.  Plaintiff has retained counsel  experienced in complex consumer class action litigation, and Plaintiff intends to  prosecute this action vigorously.  Plaintiff has no adverse or antagonistic interests  to those of the Class.   40.  Plaintiff seeks preliminary and permanent injunctive and equitable  relief on behalf of the entire Class, on grounds generally applicable to the entire  Class, to enjoin and prevent Defendants from engaging in the acts described, and  requiring Defendants to provide full restitution to Plaintiff and Class members.      41.  Unless a Class is certified, Defendants will retain monies received as a  result of their conduct that were taken from Plaintiff and Class members.  Unless a  Class-wide injunction is issued, Defendants will continue to commit the violations  alleged, and the members of the Class and the general public will continue to be  deceived.     42.  Defendants have acted and refused to act on grounds generally  applicable to the Class, making appropriate final injunctive relief with respect to the  Class as a whole.    43.  Plaintiff repeats and re-alleges the allegations contained in the  paragraphs above, as if fully set forth herein.   44.  Plaintiff brings this claim individually and on behalf of the Class.   46.  The Unfair Competition Law, Business & Professions Code §17200, et  seq. (“UCL”), and similar laws in other states, prohibits any “unlawful,”  “fraudulent” or “unfair” business act or practice and any false or misleading  advertising.    47.  In the course of conducting business, Defendants committed unlawful  business practices by, inter alia, making the skin firming representations (which  also constitutes advertising within the meaning of §17200) and omissions of  material facts, as set forth more fully herein, and violating Civil Code §§1572,  1573, 1709, 1711, 1770(a)(5), (7), (9) and (16) and Business & Professions Code  §§17200, et seq., 17500, et seq., and the common law. Plaintiff and the Class  reserve the right to allege other violations of law, which constitute other unlawful  business acts or practices. Such conduct is ongoing and continues to this date.   49.  Further, as stated in this Complaint, Plaintiff alleges violations of  consumer protection, unfair competition and truth–in–advertising laws resulting in  harm to consumers. Defendants’ acts and omissions also violate and offend the  public policy against engaging in false and misleading advertising, unfair  competition and deceptive conduct towards consumers. This conduct constitutes  violations of the unfair prong of Business & Professions Code §17200, et seq.   50.  There were reasonably available alternatives to further Defendants’  legitimate business interests, other than the conduct described herein.    51.  Business & Professions Code §17200, et seq., also prohibits any  “fraudulent business act or practice.”   52.  In the course of conducting business, Defendants committed  “fraudulent business act or practices” by, inter alia, making the skin firming  representations (which also constitutes advertising within the meaning of §17200)  and omissions of material facts regarding the NIVEA CoQ10 Lotion in their  advertising campaign, including the Product’s packaging, as set forth more fully  herein.    53.  Defendants misrepresented on each and every Product package that the  Product is “proven” to “improve[] skin firmness within 2 weeks” when, in fact, the  Product contains insufficient amounts of oversized CoQ10 particles to provide skin  firming benefits within or in as little as two weeks or ever.      54.  Defendants’ actions, claims, omissions and misleading statements, as  more fully set forth above, were also false, misleading and/or likely to deceive the  consuming public within the meaning of Business & Professions Code §17200, et  seq.   56.  Defendants knew, or should have known, that their material  representations and omissions would be likely to deceive the consuming public and  result in consumers purchasing Nivea CoQ10 Lotion and, indeed, intended to  deceive consumers.    57.  As a result of their deception, Defendants have been able to reap unjust  revenue and profit.    58.  Unless restrained and enjoined, Defendants will continue to engage in  the above-described conduct. Accordingly, injunctive relief is appropriate   59.  Plaintiff, on behalf of herself, all others similarly situated, and the  general public, seeks restitution of all money obtained from Plaintiff and the  members of the Class collected as a result of unfair competition, an injunction  prohibiting Defendants from continuing such practices, corrective advertising and  all other relief this Court deems appropriate, consistent with Business &  Professions Code §17203.  60.  Plaintiff repeats and re-alleges the allegations contained in the  paragraphs above, as if fully set forth herein.   62.  This cause of action is brought pursuant to the Consumers Legal  Remedies Act, California Civil Code §1750, et seq. (the “Act”) and similar laws in  other states.    63.  Plaintiff is a consumer as defined by California Civil Code §1761(d).   Defendants’ NIVEA CoQ10 Lotion is a “good” within the meaning of the Act.   64.  Defendants violated and continue to violate the Act by engaging in the  following practices proscribed by California Civil Code §1770(a) in transactions  with Plaintiff and the Class which were intended to result in, and did result in, the  sale of NIVEA CoQ10 Lotion:  (5)  Representing that [NIVEA CoQ10 Lotion has] . . . approval,  characteristics, . . . uses [and] benefits . . . which [it does] not  have . . . .  *  *  *  (7)  Representing that [NIVEA CoQ10 Lotion is] of a particular standard,  quality or grade . . . if [it is] of another.  *  *  *  (9)  Advertising goods . . . with intent not to sell them as advertised.  *  *  *  (16) Representing that [NIVEA CoQ10 Lotion has] been supplied in  accordance with a previous representation when [it has] not.   66.  Pursuant to California Civil Code §1782(d), Plaintiff and the Class  seek a Court order enjoining the above-described wrongful acts and practices of  Defendants and for restitution and disgorgement.   67.  Pursuant to §1782 of the Act, Plaintiff notified Defendants in writing  by certified mail of the particular violations of §1770 of the Act and demanded that  Defendants rectify the problems associated with the actions detailed above and give  notice to all affected consumers of Defendants’ intent to so act.  Copies of the  letters are attached hereto as Exhibit B.   68.  If Defendants fail to rectify or agree to rectify the problems associated  with the actions detailed above and give notice to all affected consumers within 30  days of the date of written notice pursuant to §1782 of the Act, Plaintiff will amend  this Complaint to add claims for actual, punitive and statutory damages, as  appropriate.   69.  Defendants’ conduct is fraudulent, wanton and malicious.   70.  Pursuant to §1780(d) of the Act, attached hereto as Exhibit C is the  affidavit showing that this action has been commenced in the proper forum.  NIVEA CoQ10 Lotion    Violation of Business & Professions Code §17200, et seq.   Violations of the Consumers Legal Remedies Act –  Civil Code §1750 et seq.   