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In re Lamictal Indirect Purchaser & Antitrust Consumer Litigation
Citations: 172 F. Supp. 3d 724; 2016 WL 1135368; 2016 U.S. Dist. LEXIS 37664Docket: Civ. No. 12-5120 (WHW)(CLW)
Court: District Court, D. New Jersey; March 22, 2016; Federal District Court
The legal dispute is a putative class action involving indirect purchasers of the drug lamotrigine, marketed as Lamictal, which is at the center of patent litigation between two pharmaceutical companies. Plaintiffs claim that the settlement terms and subsequent sales of both branded and generic Lamictal violated federal and state antitrust and consumer protection laws. Defendants have filed a motion to dismiss, arguing that the state law claims are time-barred, the Plaintiffs have not sufficiently pleaded several causes of action, and the federal claims do not present a justiciable case or controversy. The Court decided the motion without oral argument, granting it in part and denying it in part. Factual background reveals that GlaxoSmithKline (GSK) manufactures Lamictal, which generated over $2 billion in domestic sales from March 2007 to March 2008, with a patent (U.S. Patent No. 4,602,017) protecting the drug until July 22, 2008. Teva Pharmaceutical sought to market a generic version and faced a patent infringement lawsuit from GSK under the Hatch-Waxman Act, which governs the approval process for new drugs, including generics. The Act facilitates the entry of generics into the market through abbreviated applications that require less detail compared to full new drug applications. A generic applicant must certify regarding existing patents, and a specific certification often leads to litigation over patent infringement. An applicant making a paragraph IV certification must notify the patent holder, who then has 45 days to initiate an infringement lawsuit against the ANDA applicant. If a lawsuit is filed, the FDA halts the ANDA approval process for 30 months or until a court rules that the patent is invalid or not infringed, whichever occurs first. Generic manufacturers are motivated to be the first to file such certifications, as the first ANDA applicant is granted a 180-day exclusivity period during which no other ANDA for the same drug can receive final approval. This exclusivity is triggered by either the generic's market entry or a court ruling on the patent's validity. Additionally, pediatric exclusivity is available for drugs tested in pediatric trials, extending market exclusivity for six months after patent expiration to delay generic competition. In the case of GSK and Teva, Teva filed ANDAs in 2002 for generic lamotrigine, being the first to submit substantially complete applications with paragraph IV certifications challenging the validity of GSK's ’017 patent. GSK subsequently filed a lawsuit, prompting a 30-month stay on Teva's ANDAs. The litigation culminated in a 2005 bench trial where the court ruled claim I of the patent invalid. Following this ruling, GSK and Teva quickly settled, allowing Teva to sell a limited number of generic lamotrigine chewables by June 1, 2005, approximately 37 months before the patent expiration, and to sell generic lamotrigine tablets starting on the patent's expiration date, July 21, 2008. GSK provided Teva with an exclusive waiver of any Pediatric Exclusivity, permitting Teva to sell generic lamotrigine tablets starting July 21, 2008, regardless of GSK's potential six-month exclusivity extension. GSK also committed to not launching its authorized generic versions of Lamictal until January 2009, granting Teva an exclusive license during that period. On April 4, 2005, both parties filed for dismissal of all claims in the patent infringement lawsuit, leading to the court withdrawing a prior ruling that invalidated a claim of the ’017 patent. In 2007, GSK obtained a six-month Pediatric Exclusivity, which did not alter the expiration of the ’017 patent but delayed final regulatory approval for generic lamotrigine tablets until January 22, 2009, unless the patent was invalidated or non-infringement was demonstrated. The FDA approved Teva’s ANDAs for lamotrigine chewables and tablets in June and August 2006, respectively. Teva had been selling GSK-supplied lamotrigine chewables since May 2005 and waited nearly two years post-approval to launch its generic tablets, ensuring that no other generics could enter the market for 180 days following its entry. As a result of Teva's delayed market entry, GSK and other manufacturers did not launch their generic lamotrigine tablets until January 2009. Subsequently, on February 17, 2012, plaintiffs in a Direct Purchaser Class Action filed a complaint against GSK and Teva under the Sherman Antitrust Act. On August 14, 2012, indirect purchasers, represented by named plaintiffs including McAnaney and IBEW Local 38, filed a complaint incorporating allegations from the Direct Purchaser action. An amended complaint added IBEW Local 595 as a plaintiff on February 5, 2013. The plaintiffs allege that the settlement between GSK and Teva unlawfully restrained competition in the lamotrigine tablet market, as Teva received 'reverse payments' from GSK, allowing it to sell lamotrigine chewables and securing exclusivity for generic tablets, while agreeing to abandon the litigation that could have invalidated the patent and delayed its generic market entry. Plaintiffs allege that lack of competition in the lamotrigine tablet market resulted in excessively high prices, pursuing ten causes of action under both federal and state laws for themselves and various indirect purchaser classes in New York, Michigan, and California during the defined Class Period from August 30, 2006, until the cessation of defendants' conduct. For the U.S. Indirect Purchaser Class, the first three causes of action include claims for: 1) price fixing of lamotrigine tablets in violation of Section 1 of the Sherman Act, 2) market allocation for Lamictal and generic lamotrigine tablets under the same section, and 3) unlawful restraint and monopolization of trade in violation of Section 2 of the Sherman Act. In New York, Plaintiff McAnaney alleges in the fourth cause that defendants conspired to maintain a monopoly in violation of the Donnelly Act, and in the fifth cause that their actions constituted deceptive practices under New York's consumer protection statute. In Michigan, Plaintiff IBEW Local 38 claims in the sixth cause that defendants engaged in illegal trade restraints, violating state law, and in the seventh cause that GSK unlawfully restrained and attempted to monopolize trade in violation of Michigan law. The California Indirect Purchaser Class, represented by Plaintiff IBEW Local 595, asserts claims under California law for indirect purchases of Lamictal and generic lamotrigine tablets from GSK and Teva during the Class Period. The claims include: 1) a violation of the Cartwright Act due to defendants' alleged collusion to fix prices of lamotrigine tablets (Count Eight); and 2) violations of California's Unfair Competition Law, alleging unlawful, unfair, or fraudulent business practices (Count Nine). Additionally, the named Plaintiffs allege unjust enrichment under common law across multiple states, including New York, Michigan, and California (Count Ten). On December 6, 2012, the Court dismissed the Direct Purchaser Class Action, citing a failure to allege "reverse payments" and a lack of federal antitrust scrutiny. The dismissal was appealed and subsequently remanded following the Supreme Court's ruling in FTC v. Actavis, which established a "rule of reason" standard for evaluating reverse payment settlements. On September 6, 2013, GSK and Teva filed motions to dismiss the amended complaint in the Indirect Purchaser Class Action, contesting the absence of allegations regarding reverse payments and their actions' scrutiny level under the Actavis standard. The Court did not rule on this motion, and the Indirect Purchaser Class Action was stayed pending the outcome of the related Direct Purchaser Class Action. The dismissal of the Direct Purchaser Class Action was affirmed on January 24, 2014, but later vacated and remanded by the Third Circuit on July 26, 2015, after reconsideration requests from the defendants. On October 26, 2015, during a status conference, Defendant GSK withdrew its motion to dismiss the amended complaint in the Indirect Purchaser Class Action, influenced by developments in the Direct Purchaser Class Action. Subsequently, on December 28, 2015, following a stipulated scheduling order, Defendants filed a joint motion for judgment on the pleadings under Federal Rule of Civil Procedure 12(c) in the Indirect Purchaser Class Action. They asserted that: (a) all state law claims by Plaintiffs are barred by statutes of limitations; (b) Count Five fails due to lack of allegations of deceptive acts in New York; (c) Counts Six, Seven, and the Michigan portion of Count Ten fail for lack of standing; (d) Count Ten must be dismissed as the unjust enrichment claims are time-barred, not recognized in California, and lack standing in other states; and (e) Counts One, Two, and Three do not present a justiciable case or controversy. Plaintiffs opposed this motion on February 11, 2016, and Defendants replied on February 26, 2016. The Court granted the motion in part and denied it in part. The standard of review for a Rule 12(c) motion mirrors that of a Rule 12(b)(6) motion, requiring a pleading to present a short and plain statement that shows entitlement to relief. A complaint must provide sufficient factual matter to state a claim that is plausible on its face, allowing the court to infer liability from non-conclusory factual content. The court may consider the complaint’s allegations and documents integral to or explicitly referenced in the complaint without converting the motion to a summary judgment. A court can take judicial notice of public records, which may include prior judicial proceedings and SEC filings, as established in various cases including Sands v. McCormick and Buck v. Hampton Tp. School Dist. To invoke fraudulent concealment for tolling a statute of limitations, a party must plead the fraudulent circumstances with particularity as required by Fed. R. Civ. P. 9(b). This rule mandates detailed allegations of fraud, specifying the 'who, what, when, where, and how' of the misconduct, though it allows for general averring of intent and knowledge. The aim of Rule 9(b) is to provide defendants with sufficient notice to respond and to prevent baseless accusations. While plaintiffs need not specify exact dates or times, they must provide enough factual context to substantiate their claims. The Third Circuit encourages flexibility in applying Rule 9(b) to account for the potential concealment of facts by defendants. For a motion for judgment on the pleadings under Rule 12(c), the moving party must show no disputed material facts exist, with the court viewing facts favorably towards the nonmoving party. If a complaint does not state a valid claim, plaintiffs typically should be allowed to amend it, as the Supreme Court emphasized that refusal to grant amendment without justification constitutes an abuse of discretion. Plaintiffs in the Third Circuit are allowed to amend complaints that do not state a cause of action, except when such amendments would be inequitable or futile, as established in *Fletcher-Harlee Corp. v. Pote Concrete Contractors, Inc.*. The court recommends that district judges specify a time frame for amendments and inform plaintiffs of the consequences of failing to amend. If a plaintiff opts not to amend, they may notify the court, which can then dismiss the action. In the context of the Sherman Act claims, plaintiffs assert that defendants engaged in price fixing, market allocation, and monopolization, which constitutes justiciable "cases or controversies." Defendants argue that the claims should be dismissed for lack of a substantive case or controversy. However, the court counters that the Declaratory Judgment Act does not provide independent federal jurisdiction; rather, a substantial controversy must exist between parties with adverse legal interests under a recognized cause of action for jurisdiction to apply. Although a declaratory judgment does not require the plaintiff to seek damages or injunctive relief explicitly, the court maintains jurisdiction if the claims would be valid if such relief were sought. While defendants correctly cite *Illinois Brick v. Illinois*, which limits indirect purchasers from claiming injury under the Clayton Act, plaintiffs can still seek injunctive relief under Section 16 of the Clayton Act without being direct purchasers. This distinction allows plaintiffs to proceed with claims for injunctive relief based on alleged Sherman Act violations. Plaintiffs, as indirect purchasers, are permitted to bring a Section 16 claim for injunctive relief and claims under the Declaratory Judgment Act, despite not having direct purchaser status. They must demonstrate (1) a threatened loss or injury that is cognizable in equity and (2) that this injury is proximately caused by the alleged antitrust violation. The court finds that Plaintiffs' claim regarding inflated prices for lamotrigine tablets, resulting from a settlement between GSK and Teva, meets this standard. However, Defendants argue that Counts Four through Nine, which involve state law antitrust and unfair competition claims, are time-barred by applicable statutes of limitations. Plaintiffs counter this by asserting that Defendants engaged in fraudulent concealment, which should toll the statutes of limitations until at least February 17, 2012. The court must apply New Jersey's choice of law rules to determine the applicable state laws for claims based on state law, using the "most significant relationship" test from the Restatement (Second) of Conflict of Laws. The court concludes that New York has the most significant relationship to the New York claims, Michigan to the Michigan claims, and California to the California claims. Therefore, the court will apply the substantive laws, including statutes of limitations, of New York, Michigan, and California to these state law causes of action. Plaintiffs assert that the fraudulent concealment standards in New York, Michigan, and California are similar to those of the Third Circuit regarding federal antitrust and consumer protection claims. However, the Court deems this assertion an oversimplification, noting that each state has distinct statutes of limitations, accrual rules, and tolling principles that necessitate a state-by-state analysis of the timeliness of Counts Four through Nine. The discussion includes various tolling concepts—equitable tolling, fraudulent concealment, and equitable estoppel—highlighting that these terms may have different interpretations across jurisdictions. Specifically, for Counts Four and Five, which pertain to violations of New York’s Donnelly Act and consumer protection law, the Court agrees with the Defendants that these claims are time-barred. The limitations period for the Donnelly Act is four years, and for consumer protection claims, it is three years, both beginning at the time of the injury. The amended complaint indicates that Teva received FDA approval for its generic-lamotrigine tablets on August 30, 2006, and could have marketed them earlier, but chose to allocate sales to GSK until July 21, 2008. Consequently, the Plaintiffs were deprived of the opportunity to purchase lower-priced generics, leading to inflated prices. The Court concludes that the claims accrued on August 30, 2006, which is beyond the applicable limitations periods. Furthermore, the Court finds that the tolling exceptions mentioned in the complaint, including the “continuing violation” doctrine and equitable tolling principles, do not apply to render the claims timely. New York's "continuing violation" doctrine applies when there are a series of ongoing wrongful acts that toll the statute of limitations until the last wrongful act occurs. This doctrine is limited to ongoing unlawful acts, not merely the ongoing effects of prior unlawful conduct. In *Bullard v. New York*, the court declined to apply this doctrine to claims stemming from the effects of an anticompetitive agreement, classifying the damages as the continuing effects of a prior contract rather than as continuing unlawful acts. Similarly, in the present case, allegations regarding the New York class members' purchases of lamotrigine tablets at inflated prices are viewed as the continuing effects of a 2005 settlement agreement, thus not tolling the limitations period. Furthermore, the doctrines of equitable tolling and equitable estoppel are discussed. Equitable tolling applies when a defendant's fraudulent actions prevent a plaintiff from knowing about a cause of action, whereas equitable estoppel applies when a plaintiff is aware of the cause but is induced by the defendant to delay filing suit. New York sometimes uses the term "equitable estoppel" interchangeably for both situations. To invoke either doctrine, a plaintiff must demonstrate that the defendant concealed essential facts preventing the discovery of the claim and that the plaintiff exercised due diligence in pursuing that discovery. In Zumpano v. Quinn, the New York Court of Appeals defined the doctrine of equitable estoppel, which applies when a plaintiff is misled by fraud or misrepresentation, preventing timely action. For equitable estoppel to apply, plaintiffs must demonstrate reasonable reliance on the defendant's misrepresentations and that specific actions by the defendant obstructed the timely filing of a lawsuit. The court has rejected applying this doctrine broadly to cases where a defendant's wrongdoing is known to a plaintiff without a specific action by the defendant that hinders the lawsuit. A plaintiff must articulate acts by the defendant that caused the delay; failure to do so negates their claim for equitable estoppel. In the context of New York antitrust claims, the plaintiffs argued that such violations are inherently self-concealing, which would toll the statute of limitations. However, the cases cited by plaintiffs pertained specifically to bid-rigging schemes, and since no such scheme was alleged, the court declined to extend these precedents. Additionally, the plaintiffs contended that the defendants fraudulently concealed the anti-competitive nature of their agreements and omitted crucial information in their SEC filings and press releases. The court determined that the disclosures made were sufficient to inform the plaintiffs of their claims and enable them to act with reasonable diligence, thus concluding that any equitable tolling claimed by the plaintiffs did not preserve their claims. Form 20-F, filed on March 3, 2006, revealed that GSK initiated legal action in the District of New Jersey to enforce a lamotrigine patent set to expire in 2009, while Teva submitted an ANDA with a certification of invalidity. Subsequently, GSK and Teva reached a settlement allowing Teva an exclusive royalty-bearing license to distribute a generic version of lamotrigine chewable tablets in the U.S. and to manufacture its own generic lamotrigine tablets, anticipated to launch in 2008. Teva’s 2005 Form 20-F mentioned that GSK granted this license as part of a settlement in February 2005, with the launch of the generic tablets expected prior to the patent's July 2008 expiration, including a six-month pediatric exclusivity. Teva’s subsequent filings reiterated these terms. The court noted that although the defendants did not disclose Judge Bissell’s invalidation of the first claim of the ’017 patent, they also did not conceal it, as the court's rulings were publicly available. A precedent case emphasized that the ongoing public disputes over patent validity did not support claims of fraudulent concealment. The court similarly found that plaintiffs did not provide specific allegations of concealment regarding the patent invalidation or Teva's rights to sell the products. However, it acknowledged that the term "exclusive" in the disclosures did not clarify that GSK had agreed not to sell its own generic lamotrigine tablets during that time, which is part of the alleged anticompetitive conduct in the plaintiffs' claims. The No-AG Commitment, a potential point of contention, was disclosed in a 2008 lawsuit between Teva and GSK. Plaintiffs argue that Teva's initial complaint inadequately disclosed the No-AG Commitment's terms, specifically by not including the settlement agreement. However, Defendants counter that Teva's complaint explicitly mentioned GSK's agreement not to sell a generic version for a limited time. Plaintiffs acknowledge that a redacted version of the settlement was filed by GSK in October 2008. Even if the limitations period for the New York consumer protection claim was tolled until either July 23 or October 6, 2008, the claim expired before Plaintiffs filed their complaint on August 14, 2012. Similarly, the four-year limitations period for the Donnelly Act claim was not justified by the four-year delay in filing. The court emphasizes that the burden is on the plaintiffs to demonstrate timely filing, which they failed to do. Consequently, Counts Four and Five are dismissed as time-barred. Counts Six and Seven, which involve claims under the Michigan Antitrust Reform Act, are also dismissed as time-barred. The limitations period for these claims is four years, and the court determined that the claims accrued on August 30, 2006. Although Plaintiffs assert ongoing harm with each purchase of Lamictal Tablets, Michigan law recognizes exceptions to the accrual rule only in specific cases such as trespass and civil rights violations, not applicable here. As a result, the "continuing wrong" doctrine does not apply, leading to the dismissal of these counts as well. Michigan courts have recently moved to abrogate the continuing violations doctrine across various contexts, including civil rights, trespass, and nuisance actions. The ruling in Garg v. Macomb Community Health Services established that this doctrine does not apply in civil rights cases. Subsequently, in Marilyn Froling Revocable Living Trust v. Bloomfield Hills Country Club, the courts extended the abrogation to trespass and nuisance claims. While the continuing wrongs doctrine has not been completely abolished, the current court refuses to extend it to any new types of actions. Plaintiffs argue that the "continuing-wrongful-acts" doctrine remains valid; however, a previous case, Guastello v. Lafon, criticized an earlier decision that differentiated between “continuing wrongs” and continuing wrongful acts. The doctrine states that if a defendant's wrongful acts are ongoing, the statute of limitations does not begin until the wrong is resolved, allowing for new causes of action to arise each day the conduct continues. Nevertheless, a continuing wrong must consist of continuous tortious acts rather than ongoing harmful effects from a completed act. In this case, although plaintiffs claim to have experienced ongoing harm from a 2005 agreement, the court finds that the original act was completed in 2005, and merely labeling it a "continuing illegal contract" does not alter its nature. Consequently, claims under the Michigan Antitrust Reform Act accrued on August 30, 2006, which is over four years prior to the complaint's filing. Furthermore, Michigan's fraudulent concealment statute allows claims to be filed within two years of discovering the claim, even if the statute of limitations has expired, provided there was fraudulent concealment by the defendant. However, for claims of fraudulent concealment to extend the limitations period, there must be an affirmative act by the defendant intended to prevent the discovery of the claim, absent a fiduciary relationship. In Dillar v. Schlussel, the court emphasized that mere silence from defendants does not constitute fraudulent concealment, and plaintiffs must exercise reasonable diligence to discover facts relevant to their claims. If material facts are publicly available, the statute of limitations is not tolled under MCL 600.5855. The plaintiffs failed to demonstrate that defendants took affirmative actions to prevent the discovery of the Michigan causes of action, nor did they show that relevant facts were undiscoverable. The claim that a non-disclosure agreement constitutes an act of concealment was rejected, particularly since the cited case pertained to Missouri law. Furthermore, allegations of fraudulent concealment regarding the No-AG Commitment were deemed inadequate as claims were not filed within the required two-year period after public disclosure. Consequently, Counts Six and Seven were dismissed for being untimely. Regarding Counts Eight and Nine, which involve California state law claims under the Cartwright Act and the California UCL, the court found these claims also time-barred. Both claims accrued outside their respective four-year statutes of limitations, with the court noting that the causes of action were complete with all necessary elements as of August 30, 2006. The court acknowledged ongoing discussions in federal and California courts concerning exceptions to the default rule on accrual timing but maintained that the plaintiffs did not meet the necessary criteria to overcome the statute of limitations for these claims. The continuing violation doctrine, continuous accrual doctrine, and delayed discovery rule are deemed inapplicable to the California claims in this case. The continuing violation doctrine applies when no single incident can be identified as causing significant harm, leading to the aggregation of multiple wrongs for the purpose of the statute of limitations. This doctrine is typically relevant in claims requiring a demonstration of a pattern of activity, such as unlawful employment practices under Title VII. However, the plaintiffs argue they could not have reasonably known about the claims until they were overcharged for Lamictal over time, but this argument fails because the settlement itself is a discrete, actionable wrong. When incidents are separately actionable, the continuous accrual doctrine may apply, which states that a new limitations period begins each time a wrongful act occurs, particularly in cases involving periodic payments. The application of the continuous accrual doctrine focuses on the nature of the obligation breached rather than the claim's label. Courts have declined to apply this rule when the claims arise from a single transaction rather than a recurring obligation. In this case, the injuries suffered by California class members stemmed from a single actionable transaction related to the allegedly anticompetitive settlement, not from any recurring obligation. Therefore, neither the continuing violation doctrine nor the continuous accrual doctrine will be applied. Additionally, the delayed discovery rule is also found not to apply to the California claims. The delayed discovery rule postpones the accrual of a cause of action until the plaintiff discovers or has reason to discover it. A plaintiff has reason to discover a cause of action when they have at least a suspicion of a factual basis for its elements. This suspicion arises when a reasonable person would be prompted to investigate further due to certain circumstances. A plaintiff is required to actively seek out the necessary facts to support their claim rather than passively waiting for information. In the context of the Cartwright Act claims, at least one federal district court has ruled that the delayed discovery rule is not applicable, with no state court decisions contradicting this view. Additionally, even if the plaintiffs believed this ruling was incorrect, they would still not benefit from the delayed discovery doctrine, as they had reason to discover their claims more than four years prior to filing their complaint. The defendants' SEC filings and other public disclosures provided sufficient information to put a reasonable person on inquiry before 2008. For Unfair Competition Law (UCL) actions, the California Supreme Court states the application of the delayed discovery rule depends on the nature of the right and the circumstances involved. However, even assuming the rule applied, it would not provide relief for the plaintiffs in this case. The fraudulent concealment doctrine does not apply to the California claims, as it only tolls the statute of limitations for already accrued causes of action. Plaintiffs' claims were not concealed fraudulently; California law permits tolling only for the duration the claim remains undiscovered, or until a plaintiff, through reasonable diligence, should have discovered it. A complaint alleging fraud must specify the date of discovery, the circumstances surrounding it, the plaintiff's lack of fault for not discovering it sooner, and the absence of actual or presumed knowledge that would prompt inquiry. Mere ignorance not induced by fraud does not prevent the statute of limitations from running. Silence alone does not equate to concealment unless a fiduciary relationship exists or special circumstances create a duty to disclose. Affirmative misrepresentations can invoke the doctrine of fraudulent concealment, but this doctrine does not extend the limitations period for California causes of action when the material facts have been publicly disclosed. Specifically, in a case where the plaintiffs' claims were based on the alleged fraudulent concealment of terms that were publicly available, the claims remain time-barred regardless of the defendants' arguments about the timing of disclosures. The plaintiffs did not adequately explain their delay in bringing claims until 2012, which further undermines their argument for fraudulent concealment. Additionally, Count Five, which alleges a violation of New York’s consumer protection statute, is also time-barred, and the plaintiffs failed to state a valid claim under this statute. Consequently, Counts Eight, Nine, and Five are dismissed as time-barred or failing to state a claim. Section 349 of the New York General Business Law pertains specifically to anti-competitive conduct that involves consumer deception. The case State ex rel. Spitzer v. Daicel Chemical Industries, Ltd. affirmed the dismissal of indirect purchasers' claims against a food additive manufacturer for alleged price-fixing, ruling that the indirect purchasers were too far removed from the defendants’ actions to support a claim. To successfully assert a claim under Section 349, plaintiffs must demonstrate both a deceptive act or practice and actual injury resulting from that act. Additionally, the deceptive act must have occurred in New York and be directed at New York consumers. Simple anti-competitive conduct does not meet the threshold for deception; it must be shown to be actually deceptive. Courts have noted that the absence of reference to unfair competition in Section 349 implies that anticompetitive conduct not rooted in consumer deception falls outside the statute's scope. Although anti-competitive acts can violate Section 349 if they are deceptive, cases such as In re Automotive Parts Antitrust Litig. illustrate this, where concealment of anticompetitive agreements was deemed deceptive. However, the plaintiffs did not establish that the alleged fraudulent concealment led to higher prices for lamotrigine, as the harm was attributed to the settlement agreement itself, not to any concealment. Consequently, the plaintiffs did not state a valid cause of action under Section 349. Furthermore, Counts Six, Seven, and Ten concerning claims under Michigan law were challenged on the grounds of failure to plead a valid cause of action and lack of Article III standing by the named plaintiffs. To establish standing in a legal case, three criteria must be met: (1) an injury-in-fact that is concrete, particularized, and actual or imminent; (2) a causal connection between the injury and the conduct in question; and (3) a likelihood that a favorable decision will redress the injury. In class actions, named plaintiffs are responsible for demonstrating jurisdiction, although they do not need to prove that all class members have standing before certification. However, class representatives must meet Article III standing requirements at the time of filing. Named plaintiffs cannot assert claims under laws of states where they do not reside or where they suffered no injury; it is insufficient for injuries to be experienced by unidentified class members. In this case, defendants argue that the named plaintiff IBEW Local 38 lacks standing to bring claims under Michigan law, as they are based in Ohio and do not claim an injury from activities in Michigan. While the amended complaint does not explicitly assert that IBEW Local 38 or its members were injured in Michigan, it does allege that they reimbursed members for purchases of lamotrigine tablets related to the Michigan Indirect Purchaser Class, which suffices to establish a cause of action under Michigan law. Conversely, the plaintiffs' unjust enrichment claims, aside from the one in New York, are dismissed due to lack of standing. Plaintiffs cannot assert unjust enrichment claims in all states and territories, being limited to claims under New York, Michigan, and California laws. The named plaintiffs are held accountable for satisfying jurisdictional requirements. Count Ten of the amended complaint alleges unjust enrichment claims solely for the named Plaintiffs under the laws of New York, Michigan, and California, with claims under other states being dismissed. The New York unjust enrichment claim is deemed timely, as the applicable statute of limitations is six years for equitable claims seeking disgorgement. The Class Period, defined as from August 30, 2006, until the cessation of the alleged harmful conduct, falls within this six-year period, making the claim timely before the original complaint's filing on August 12, 2012. Conversely, the Michigan unjust enrichment claim is found to be time-barred. In Michigan, the statute of limitations for unjust enrichment claims can be either three or six years, depending on the nature of the underlying claim. The court determines that the three-year statute applies to Plaintiffs’ claim, as it arises from the breach of duties under the Michigan Antitrust Reform Act, rather than from an express promise or implied contract, making the claim untimely. A three-year statute of limitations applies to the plaintiffs' claims as they are not based on an express promise. In the case of Ins. Co. of N.Am. v. Manufacturers Bank, the court determined that without an express contract, any liability by the defendants is implied by law, thus controlling the action by the three-year statute. However, an exception exists for unjust enrichment claims, which can involve a six-year limitations period if they pertain to the deprivation of money owed, as established in In re Britton. Plaintiffs did not allege any harm after January 22, 2009, when competitors entered the lamotrigine market, which is more than three years prior to filing their first complaint, rendering their unjust enrichment claim time-barred. Additionally, unjust enrichment is not a standalone cause of action under California law and is instead viewed as a restitution claim, necessitating dismissal of the California unjust enrichment claim. With no actionable wrong remaining from the dismissed California claims, there is no basis for relief. In California, unjust enrichment is classified as a quasi-contract action governed by a three-year statute of limitations for fraud actions. Consequently, the court granted in part and denied in part the defendants’ motion for judgment on the pleadings, dismissing Counts Four through Nine of the amended complaint as untimely, while Counts One, Two, and Three were not dismissed. Count Ten was dismissed for all unjust enrichment claims except those arising under New York law. The ruling also noted procedural points regarding the necessity for plaintiffs to submit a draft amended complaint when seeking leave to amend. Lastly, the equitable estoppel doctrine was discussed, clarifying that it applies when defendants conceal material facts rather than legal conclusions.