Priceline 2010 Annual Report Download - page 109

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We have also been informed by counsel to the plaintiffs in certain of the aforementioned actions that
various, undisclosed municipalities or taxing jurisdictions may file additional cases against us, Lowestfare.com LLC
and Travelweb LLC in the future.
Judicial Actions Relating to Assessments Issued by Individual Cities, Counties and States
After administrative remedies have been exhausted, we may seek judicial review of assessments issued by
an individual city or county. Currently pending actions seeking such a review include:
x Priceline.com, Inc., et al. v. Broward County, Florida (Circuit Court – Second Judicial Circuit,
Leon County, Florida; filed Jan. 2009)
x Priceline.com Inc., et al. v. City of Anaheim, California, et al. (Superior Court of California,
County of Orange; filed Feb. 2009); (Superior Court of California, County of Los Angeles)
x Priceline.com, Inc. v. Indiana Department of State Revenue (Indiana Tax Court; filed Mar. 2009)
x Priceline.com, Inc., et al. v. City of San Francisco, California, et al. (Superior Court of California,
County of San Francisco; filed June 2009); (Superior Court of California, County of Los Angeles)
x Priceline.com, Inc. v. Miami-Dade County, Florida, et al. (Eleventh Judicial Circuit Court for
Miami Dade, County, Florida; filed Dec. 2009)
x Priceline.com Incorporated, et al. v. Osceola County, Florida, et al. (Circuit Court of the Second
Judicial Circuit, in and For Leon County, Florida; filed Jan. 2011)
We intend to prosecute vigorously our claims in these actions.
Consumer Class Actions
As of December 31, 2010, one purported class action, Chiste, et al. v. priceline.com Inc., et al. (filed
December 11, 2008 in the United States District Court for the Southern District of New York) brought by
consumers, was pending against us. Another purported class action, Marshall, et al. v. priceline.com, Inc., filed
February 17, 2005 in the Superior Court of the State of Delaware for New Castle County, was resolved by
dispositive motion. In the Marshall case, in an opinion dated March 8, 2010, the Delaware Superior Court granted
our motion for summary judgment in its entirety. In an opinion dated October 14, 2010, the Delaware Supreme
Court affirmed the decision of the Superior Court in its entirety.
We intend to defend vigorously against the claims in all of the on-going proceedings described above.
Administrative Proceedings and Other Possible Actions
At various times, we have also received inquiries or proposed tax assessments from municipalities and
other taxing jurisdictions relating to our charges and remittance of amounts to cover state and local hotel occupancy
and other related taxes. Among others, the City of Philadelphia, Pennsylvania; the City of Phoenix, Arizona (on
behalf of itself and 12 other Arizona cities); the City of St. Louis, Missouri; the City of Paradise Valley, Arizona;
and the City of Denver, Colorado; and state tax officials from Florida, Hawaii, Indiana, Louisiana, New Mexico,
Pennsylvania, Texas, West Virginia, Wisconsin, and Wyoming have begun formal or informal administrative
procedures or stated that they may assert claims against us relating to allegedly unpaid state or local hotel occupancy
or related taxes. Since late 2008, we have received audit notices from more than forty cities in the state of
California. We are engaged in audit proceedings in each of those cities. We have also been contacted for audit by
five counties in the state of Utah.
Litigation Related to Securities Matters
On March 16, March 26, April 27, and June 5, 2001, respectively, four putative class action complaints
were filed in the U.S. District Court for the Southern District of New York naming priceline.com, Inc., Richard S.
Braddock, Jay Walker, Paul Francis, Morgan Stanley Dean Witter & Co., Merrill Lynch, Pierce, Fenner & Smith,
Inc., BancBoston Robertson Stephens, Inc. and Salomon Smith Barney, Inc. as defendants (01 Civ. 2261, 01 Civ.
2576, 01 Civ. 3590 and 01 Civ. 4956). Shives et al. v. Bank of America Securities LLC et al., 01 Civ. 4956, also
names other defendants and states claims unrelated to us. The complaints allege, among other things, that we and
the individual defendants violated the federal securities laws by issuing and selling priceline.com common stock in
our March 1999 initial public offering without disclosing to investors that some of the underwriters in the offering,
including the lead underwriters, had allegedly solicited and received excessive and undisclosed commissions from