35. As a result of the COVID-19 pandemic, Defendants transitioned all classes to online  delivery effective March 23, 2020.2   36. However, Defendants have refused and continue to refuse to offer any pro-rated tuition  discounts as a result of moving classes online.   37. Although Defendants are still offering some level of academic instruction via online  classes, Plaintiff and members of the proposed Tuition Class have been and will be  deprived of the benefits of on campus learning as set forth more fully above.   38. Moreover, the value of any degree issued on the basis of online or pass/fail classes will  be diminished for the rest of their lives.   39. Although Defendants have refused and continue to refuse to reduce tuition for Spring  semester students, they have determined, upon information and belief, that students  expecting to take Summer classes in person (who will now be forced to take them online)  will be charged the distance education rate as opposed to the normal rate for such  classes.3   41. Likewise, all university in-person events, meetings, and travel have been canceled.4   42. The following University services or facilities, among others, have been suspended  and/or closed: all recreation and wellness facilities; Career Services; Center for  Counseling & Student Development; most dining facilities; Dowdy Student Stores; all  libraries; the Student Center; the Pirate Academic Success Center; all residence halls; the  Speech Communication Center; most transit services; and the University Writing Center.   43. These embody exactly the facilities and services for which the fees described in  Paragraph 28 are intended to cover.   44. Plaintiff and members of the proposed Fees Class have been and will be deprived of  utilizing these services for which they have already paid.   45. To date, Defendants have not announced any plans to discount these fees.   47. Plaintiff brings this action on behalf of herself and as a class action, pursuant to the  provisions of Rule 23 of the Federal Rules of Civil Procedure on behalf of the following  Classes:  The Tuition Class:  All people who paid tuition for or on behalf of students enrolled in classes at the  University for the Spring 2020 semester who were denied live in-person  instruction and forced to use online distance learning platforms for the latter  portion of that semester.  The Fees Class:  All people who paid fees for or on behalf of students enrolled in classes at the  University for the Spring 2020 semester.   48. Excluded from the Classes are The Board of Governors of the University of North  Carolina and any of their respective members, affiliates, parents, subsidiaries, officers,  directors, employees, successors, or assigns; and the judicial officers, and their immediate  family members, and Court staff assigned to this case.  Plaintiffs reserve the right to  modify or amend the Class definitions, as appropriate, during the course of this litigation.   49. Certification of Plaintiff’s claims for class-wide treatment is appropriate because Plaintiff  can prove the elements of her claims on a class-wide basis using the same evidence as  would be used to prove those elements in individual actions alleging the same claims.   50. This action has been brought and may be properly maintained on behalf of the Class  proposed herein under Federal Rule of Civil Procedure 23.  Numerosity: Fed. R. Civ. P. 23(a)(1)   53. Plaintiff’s claim is typical of the other Class member’s claims because, among other  things, all Class members were similarly situated and were comparably injured through  Defendants' wrongful conduct as set forth herein.  Adequacy: Fed. R. Civ. P. 23(a)(4)   54. Plaintiff is an adequate Class representative because her interests do not conflict with the  interests of other members of the Class she seeks to represent.  Plaintiff has retained  counsel competent and experienced in complex litigation; and Plaintiff intends to  prosecute the action vigorously.  The Class’s interests will be fairly and adequately  protected by Plaintiff and her counsel.  Superiority: Fed. R. Civ. P. 23(b)(3)   56. Even if Class members could afford individual litigation, the Court system likely could  not.  Individualized litigation creates a potential for inconsistent or contradictory  judgments, and increases the delay and expense to all parties and the court system.  By  contrast, the class action device presents far fewer management difficulties and provides  the benefits of single adjudication, economy of scale, comprehensive supervision by a  single court, and finality of the litigation.  Certification of Specific Issues: Fed. R. Civ. P. 23(c)(4)   57. To the extent that a Class does not meet the requirements of Rules 23(b)(2) or (b)(3),  Plaintiff seeks the certification of issues that will drive the litigation toward resolution.  Declaratory and Injunctive Relief: Fed. R. Civ. P. 23(b)(2)   58. The University has acted or refused to act on grounds generally applicable to Plaintiff and  the other Class members, thereby making appropriate final injunctive relief and  declaratory relief, as described herein, with respect to the Class members as a whole.  59. Plaintiff incorporates by reference all preceding allegations as though fully set forth  herein.   60. Plaintiff brings this count on behalf of herself and other members of the Tuition Class.   62. Plaintiff and other members of the Tuition Class fulfilled their end of the bargain when  they paid tuition for the Spring 2020 semester either out-of-pocket or by using student  loan financing.   63. The University breached the contract with Plaintiff and the Tuition Class by moving all  classes for the Spring 2020 semester to online distance learning platforms, without  reducing or refunding tuition accordingly.   64. The University retained tuition monies paid by Plaintiff and other members of the Tuition  Class, without providing them the full benefit of their bargain.   65. Plaintiff and other members of the Tuition Class have suffered damage as a direct and  proximate result of Defendants' breach, including but not limited to being deprived of the  value of the services the tuition was intended to cover, namely live in-person instruction  in a physical classroom.   66. As a direct and proximate result of Defendants' breach, Plaintiff and the Tuition Class are  legally and equitably entitled to damages, to be decided by the trier of fact in this action,  to include but not be limited to disgorgement of the difference between the value of the  online learning which is being provided versus the value of the live in-person instruction  in a physical classroom that was contracted for.  67. Plaintiff incorporates by reference all preceding allegations as though fully set forth  herein.   69. The University has received a benefit at the expense of Plaintiff and other members of the  Tuition Class to which it is not entitled.   70. Plaintiff and other members of the Tuition Class paid substantial tuition for live in-person  instruction in physical classrooms and did not receive the full benefit of the bargain.   71. Plaintiff and other members of the Tuition Class conferred this benefit on Defendants  when they paid the tuition.   72. Plaintiff and other members of the Tuition Class did not confer this benefit gratuitously.   73. Defendants have realized this benefit by accepting such payment.   74. Defendants have retained this benefit, even though Defendants have failed to provide the  access and services for which the tuition was collected, making Defendants' retention  unjust under the circumstances.    75. Equity and good conscience requires that the University return a portion of the monies  paid in tuition to Plaintiff and other members of the Tuition Class.   76. Defendants should be required to disgorge this unjust enrichment.  77. Plaintiff incorporates by reference all preceding allegations as though fully set forth  herein.   78. Plaintiff brings this count on behalf of herself and other members of the Fees Class.   80. Plaintiff and other members of the Fees Class fulfilled their end of the bargain when they  paid these fees for the Spring 2020 semester either out-of-pocket or by using student  financing, or otherwise.   81. The University breached the contract with Plaintiff and the Fees Class by moving all  classes for the Spring 2020 semester to online distance learning platforms, constructively  evicting students from campus, and closing most campus buildings and facilities.   82. The University retained fees paid by Plaintiff and other members of the Fees Class,  without providing them the full benefit of their bargain.   83. Plaintiff and other members of the Fees Class have suffered damage as a direct and  proximate result of Defendants' breach, including but not limited to being deprived of the  value of the benefits and services the fees were intended to cover.   84. As a direct and proximate result of Defendants' breach, Plaintiff and the Fees Class are  legally and equitably entitled to damages, to be decided by the trier of fact in this action,  to include but not be limited to disgorgement of the pro-rata amount of fees that was  collected but for which access and services were not provided.  85. Plaintiff incorporates by reference all preceding allegations as though fully set forth  herein.   86. Plaintiff brings this count on behalf of herself and other members of the Fees Class.   87. The University has received a benefit at the expense of Plaintiff and other members of the  Fees Class to which it is not entitled.   89. Plaintiff and other members of the Fees Class conferred this benefit on Defendants when  they paid the fees.   90. Plaintiff and other members of the Fees Class did not confer this benefit gratuitously.   91. Defendants have realized this benefit by accepting such payment.   92. Defendants have retained this benefit, even though Defendants have failed to provide the  access and services for which the fees were collected, making Defendants' retention  unjust under the circumstances.    93. Equity and good conscience requires that the University return a pro-rata portion of the  monies paid in fees to Plaintiff and other members of the Fees Class.   94. Defendants should be required to disgorge this unjust enrichment.  BREACH OF CONTRACT  (Plaintiff and Other Members of the Fees Class)   BREACH OF CONTRACT  (Plaintiff and Other Members of the Tuition Class)   UNJUST ENRICHMENT  (Plaintiff and Other Members of the Tuition Class)   UNJUST ENRICHMENT  (Plaintiff and Other Members of the Fees Class)  