Juno 2012 Annual Report Download - page 167

Table of Contents
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States District Court of the Western District of Washington consolidated the Michaels and the Vasquez actions and designated the Michaels action as
the lead case. In March 2010, the parties entered into a comprehensive class action settlement agreement. In February 2011, the court denied final
approval of such settlement agreement. In March 2011, the parties entered into a revised settlement agreement and, in July 2011, the court issued an
order granting preliminary approval of the revised settlement agreement. The parties subsequently modified the settlement agreement in August 2011. In
June 2012, the District Court issued an order granting final approval of the settlement and certifying the class. In July 2012, four separate notices of
appeal of the District Court order were filed with the United States Court of Appeals for the Ninth Circuit. Such appeals have since been resolved and
the order granting final approval of the settlement and certifying the class is final. The settlement administrator is in the process of paying the claimants.
The distribution to all claimants is expected to be completed in late March 2013.
In June 2011, Memory Lane, Inc., a California corporation, filed a complaint in United States District Court, Central District of California, against
Classmates International, Inc., Classmates Online, Inc. and the Company's Memory Lane, Inc. subsidiary ("Memory Lane"), alleging false designation
of origin under the Lanham Act, 15 U.S.C. section 1125, and state and common law unfair competition. The complaint includes requests for an award
of damages and for preliminary and permanent injunctive relief. Notwithstanding the request for preliminary injunctive relief, no motion for such relief
has been filed. Memory Lane responded to the complaint in September 2011. In October 2011, the plaintiff amended its complaint to, among other
things, dismiss Classmates International, Inc. and add United Online, Inc. as a defendant. The discovery cut-off date was in October 2012. A trial date
of June 18, 2013 has been set.
In March 2012, Hope Kelm, Barbara Timmcke, Regina Warfel, Brett Reilly, Juan M. Restrepo, and Jennie H. Pham filed a purported class action
complaint (the "Kelm Class Action") in United States District Court, District of Connecticut, against the following defendants: (i) Chase Bank USA,
N.A., Bank of America, N.A., Capital One Financial Corporation, Citigroup, Inc., and Citibank, N.A. (collectively, the "Credit Card Company
Defendants"); (ii) 1-800-Flowers.com, Inc., United Online, Inc., Memory Lane, Inc., Classmates International, Inc., FTD Group, Inc., Days Inns
Worldwide, Inc., Wyndham Worldwide Corporation, PeopleFindersPro, Inc., Beckett Media LLC, Buy.com, Inc., Rakuten USA, Inc.,
IAC/InterActiveCorp, and Shoebuy.com, Inc. (collectively, the "E-Merchant Defendants"); and (iii) Trilegiant Corporation, Inc. ("Trilegiant"), Affinion
Group, LLC ("Affinion") and Apollo Global Management, LLC ("Apollo"). The complaint alleges (1) violations of the Racketeer Influenced Corrupt
Organizations Act by all defendants, and aiding and abetting violations of such act by the Credit Card Company Defendants; (2) aiding and abetting
violations of federal mail fraud, wire fraud and bank fraud statutes by the Credit Card Company Defendants; (3) violations of the Electronic
Communications Privacy Act by Trilegiant, Affinion and the E-Merchant Defendants, and aiding and abetting violations of such act by the Credit Card
Company Defendants; (4) violations of the Connecticut Unfair Trade Practices Act by Trilegiant, Affinion, Apollo, and the E-Merchant Defendants,
and aiding and abetting violations of such act by the Credit Card Company Defendants; (5) violation of California Business and Professions Code
section 17602 by Trilegiant, Affinion, Apollo, and the E-Merchant Defendants; and (6) unjust enrichment by all defendants. The plaintiffs seek class
certification, restitution and disgorgement of all amounts wrongfully charged to and received from plaintiffs, damages, treble damages, punitive
damages, preliminary and permanent
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