DICKSON v. CENTURY PARK EAST HOMEOWNER’S ASSOCIATION
(United States District Court, C.D. California)
ORDER REGARDING MOTIONS FOR SUMMARY JUDGMENT [ECF Nos. 66 & 67]
John W. Holcomb UNITED STATES DISTRICT JUDGE
*1 Before the Court are two separate, but related, motions: (1) the motion of Defendant Century Park East Homeowner’s Association (“Association”) for summary judgment;1 and (2) the motion of Plaintiff Brenda Dickson for partial summary judgment with respect to liability against Defendants Association, Swedelson & Gottlieb (“S&G”), and Brian Moreno2 (jointly, the “Motions”). The Court heard oral argument on the Motions on May 7, 2021. After considering the papers filed in support of and in opposition to the Motions, as well as the arguments of counsel, the Court: (1) GRANTS the Association’s Motion; (2) DENIES Dickson’s Motion; and (3) GRANTS summary judgment in favor of S&G and Moreno on Dickson’s second claim for relief for violation of California’s Rosenthal Act.
I. PROCEDURAL BACKGROUND
Dickson commenced this action on June 10, 2020,3 and filed the operative Amended Complaint on August 12, 2020.4 In her Amended Complaint, Dickson asserts the following two claims for relief: (1) Violation of the Fair Debt Collection Practices Act (the “FDCPA”), 15 U.S.C. §§ 1692 et seq., against S&G and Moreno;5 and (2) Violation of the California Rosenthal Act (the “Rosenthal Act”), Cal. Civ. Code §§ 1788 et seq., against the Association, S&G, and Moreno.6
With respect to the Motions at bar: The Association filed its Motion on March 26, 2021. Dickson opposed on April 9, 2021, and the Association replied on April 16, 2021. Dickson filed her Motion on March 26, 2021. S&G and Moreno (jointly) and the Association opposed on April 9, 2021. Dickson replied on April 16, 2021.
II. UNDISPUTED MATERIAL FACTS
*2 Unless specifically noted, the following material facts are sufficiently supported by admissible evidence and are uncontroverted:7
Dickson is the owner of a condominium located at 2170 Century Park East, Los Angeles, CA, APN# 4329-001-017 (the “Dickson Property”).8 The Dickson Property is subject to the regulations contained in the Association’s Bylaws and the Declaration of Covenants (the “CC&Rs”).9 Those regulations authorize the Association to charge regular homeowner assessments.10 In addition to regular assessments, on April 11, 2008, the Association notified its homeowners of a special assessment (the “Retrofit Assessment”).11 Under the CC&Rs and the Association’s “Delinquency & Collection Policy,”12 the Association is authorized to charge late fees and interest on a delinquent assessment13 and to collect delinquent assessments “[b]y any means permitted by law ....”14
On May 28, 2019, the Association’s Board of Directors (the “Board”) voted to record a lien against the Dickson Property.15 In an Executive Session Meeting held on December 10, 2019, the Board authorized its Chief Operating Officer, Karen Bleifer, to proceed with a judicial foreclosure action against Dickson and approved a retainer for S&G as counsel in that action.16 On January 6, 2020, Bleifer retained S&G to represent the Association in the contemplated judicial foreclosure against Dickson.17 Moreno is an attorney at S&G.18 On January 28, 2020, the Board authorized the recording of a lien against the Dickson Property.19
On February 3, 2020, S&G sent a pre-lien letter (the “Pre-Lien Letter”) via certified mail to the attorneys representing Dickson in a separate action against ALS Lien Services in connection with ALS’s efforts to collect other delinquent assessments levied by the Association.20 The separate lawsuit was filed by Dickson against ALS in January 2020 (the “ALS Action”).21 Dickson was represented by the Thompson Consumer Law Group in the ALS Action,22 and ALS was represented by S&G.23 The parties in the ALS Action executed a settlement agreement on March 27, 2020.24 The Pre-Lien Letter, which Moreno signed, set forth an itemized statement of charges owed by Dickson in the amount of $13,500.96.25
*3 On March 12, 2020, Moreno, as counsel for the Association,26 recorded a lien against the Dickson Property in the amount of $16,398.77 (the “Lien”).27 On March 19, 2020, Moreno mailed Dickson the “Notice of Recording of Lien,” which notified Dickson that the Lien had been recorded against the Dickson Property.28 On May 29, 2020, Moreno, as counsel for the Association, filed a lawsuit against Dickson in Los Angeles County Superior Court, asserting claims for (1) Breach of Governing Documents; (2) Foreclosure of Assessment Lien; (3) Common Count and Account Stated; and (4) Foreclosure of Equitable Lien/Mortgage.29
III. LEGAL STANDARD
Summary judgment is appropriate when there is no genuine issue as to any material fact and the moving party is entitled to judgment as a matter of law. Fed. R. Civ. P. 56(a). When deciding a motion for summary judgment, the Court construes the evidence in the light most favorable to the non-moving party. Barlow v. Ground, 943 F.2d 1132, 1135 (9th Cir. 1991). However, “the mere existence of some alleged factual dispute between the parties will not defeat an otherwise properly supported motion for summary judgment; the requirement is that there be no genuine issue of material fact.” Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 247–48 (1986) (emphasis in original). The substantive law determines the facts that are material. Id. at 248. “Only disputes over facts that might affect the outcome of the suit under the governing law will properly preclude the entry of summary judgment.” Id. Factual disputes that are “irrelevant or unnecessary” are not counted. Id. A dispute about a material fact is “genuine” only “if the evidence is such that a reasonable jury could return a verdict for the nonmoving party.” Id.
Under this standard, the moving party has the initial burden of informing the district court of the basis for its motion and identifying the portions of the pleadings and record that it believes demonstrate the absence of an issue of material fact. See Celotex Corp. v. Catrett, 477 U.S. 317, 323 (1986). Where the non-moving party bears the burden of proof at trial, the moving party need not produce evidence negating or disproving every essential element of the non-moving party’s case. Id. at 325. Instead, the moving party need only prove there is an absence of evidence to support the nonmoving party’s case. Id.; In re Oracle Corp. Sec. Litig., 627 F.3d 376, 387 (9th Cir. 2010). Put another way, the moving party must show that “under the governing law, there can be but one reasonable conclusion as to the verdict.” Anderson, 477 U.S. at 250.
If the moving party sustains its burden, the non-moving party must then show that there is a genuine issue of material fact that must be resolved at trial. Celotex, 477 U.S. at 324. “This burden is not a light one. The non-moving party must show more than the mere existence of a scintilla of evidence.” In re Oracle Corp. Sec. Litig., 627 F.3d at 387 (citing Anderson, 477 U.S. at 252). And the non-moving party must make this showing on all matters placed at issue by the motion as to which the non-moving party has the burden of proof at trial. Celotex, 477 U.S. at 322; Anderson, 477 U.S. at 252.
A. The Association Motion
*4 The Association seeks summary judgment with respect to Dickson’s claim for violation of California’s Rosenthal Act. The Association’s principal argument is that it cannot be liable for a violation of the Rosenthal Act because the Association is not a “debt collector” and because the assessments are not “consumer credit transactions.”30
In enacting the Rosenthal Act, the California legislature found that the “banking and credit system and grantors of credit to consumers” depend upon the collection of debts, but that “[u]nfair or deceptive collection practices undermine public confidence ....” Cal. Civ. Code § 1788.1(a)(1). Thus, the Rosenthal Act is designed “to prohibit debt collectors from engaging in unfair or deceptive acts or practices in the collection of consumer debts.” Id. § 1788.1(b) (emphasis added). As relevant here, the Rosenthal Act defines the following terms:
• “debt collector” is defined as “any person who, in the ordinary course of business, regularly, on behalf of that person or others, engages in debt collection.” Id. § 1788.2(c).
• “debt collection” is defined as “any act or practice in connection with the collection of consumer debts.” Id. § 1788.2(b).
• “consumer debt” and “consumer credit” are defined as “money, property, or their equivalent, due or owing or alleged to be due or owing from a natural person by reason of a consumer credit transaction.” Id. § 1788.2(f).
• “consumer credit transaction” is defined as “a transaction between a natural person and another person in which property, services, or money is acquired on credit by that natural person from the other person primarily for personal, family, or household purposes.” Id. § 1788.2(e).
Taken together, “a debt collector is a person who regularly engages in the act or practice of collecting money, property or their equivalent that is due or owing by a natural person as a result of a transaction between that person and another person, in which the natural person acquired property, services, or money on credit, primarily for personal, family, or household purposes.” Davidson v. Seterus, 21 Cal. App. 5th 283, 295–96 (2018). The Rosenthal Act does not, however, define the term “on credit.” Addressing that issue, the court in Davidson held that, for the purpose of Cal. Civ. Code § 1788.2(e), the phrase “on credit” means “obtaining something of value without immediate payment on the promise to make a payment or payments in the future.” Davidson, 21 Cal. App. 5th at 296.
For the reasons discussed in detail below, the Court concludes that for the purpose of the Rosenthal Act, the delinquent assessments at issue are not “consumer credit transaction[s],” and, for that reason, the Association also cannot be a “debt collector” under the Rosenthal Act.
1. The Association Assessments Are Not Consumer Credit Transactions
It is undisputed that the assessments are levied to meet the Association’s obligations and to defray its costs31 and that those assessments are levied on members of the Association as or before the expenses are incurred.32 In other words, the obligation of a member of the Association, like Dickson, to pay the assessments is not a promise to pay later for value to be received, but, rather, it is an obligation to pay the costs of ownership as those costs arise.33 The assessments simply do not involve a loan or credit to members of the Association, like Dickson. Nor do the assessments involve the acquisition of a product or service by a homeowner for family or household use. Therefore, neither the regular assessment nor the special assessment is a “consumer credit transaction” for the purpose of the Rosenthal Act.
*5 Dickson’s counterarguments are not persuasive. Dickson contends that the assessments—the retrofit special assessment in particular—have the “hallmark of credit transactions.”34 In this regard, Dickson maintains that “[t]he fact that the work was previously performed with the CPE retrofit assessments, as payment for that service spread out over a term of months,” makes those assessments classic credit transactions.35 However, that logic fails to explain how the assessments are a result of a transaction where Dickson “acquired property, services, or money on credit, primarily for personal, family, or household purposes.” Davidson, 21 Cal. App. 5th at 295–96. Most notably, the assessments have nothing to do with a property or service acquired by Dickson for a personal or household purpose—the special retrofit assessment relates to the common area, not Dickson’s own condominium. Moreover, the “service” is not acquired by Dickson; it is acquired by the Association. Nor is there any credit transaction between the Association and its members.
Finally, each of the cases upon which Dickson relies, except for one, either involved a paradigmatic consumer credit transaction or held that the transaction at issue was not subject to the Rosenthal Act. See, e.g., Davidson, 21 Cal. App. 5th at 297 (the obtaining of a mortgage to purchase a property is a “consumer credit transaction”); Koller v. West Bay Acquisitions, LLC, 2012 WL 2862440, at *6–*7 (N.D. Cal. Jul. 11, 2012) (late fees incurred in connection with a video rental were subject to Rosenthal Act); Gouskos v. Aptos Vill. Garage, Inc., 94 Cal. App. 4th 754 (2001) (automobile repair transaction was not a “consumer credit transaction”). The only case that Dickson cites that even tangentially involved homeowner’s assessment fees is Mashiri v. Epsten Grinnell & Howell, 845 F.3d 984 (9th Cir. 2017). Mashiri, however, concerned the liability of a law firm under the FDCPA, where the firm was retained by a homeowner’s association to collect delinquent assessments. See id. at 986. Dickson relies heavily upon a footnote in Mashiri in which that court noted that “the Rosenthal Act ... does not exempt homeowners’ associations attempting to collect overdue assessment fees pursuant to California Civil Code § 5660.” Id. at 989 n.5. But that statement was part of the court’s discussion of whether the law firm was a “debt collector” under the FDCPA, see id. at 988–89 & n.5, not whether the underlying transaction qualified as a “credit transaction” under the Rosenthal Act. Thus, in view of the full context of the Mashiri decision, that case does not support Dickson’s arguments.
2. The Association is Not a Debt Collector
The Association is not a “debt collector” for the purpose of the Rosenthal Act, because the definition of “debt collector” is premised upon the act of collecting “consumer debt.” In other words, because the Court finds that homeowner’s assessments are not a “consumer credit transaction” for the purpose of the Rosenthal Act, it necessarily follows that the Association cannot be a “debt collector” under that statute (i.e., the Association does not “in the ordinary course of business, regularly, on behalf of that person or others,” engage in the collection of “consumer debt”). See Cal. Civ. Code §§ 1788.2(b), (c), (f), & (e).
Based upon the foregoing, the Court GRANTS the Association’s Motion.
B. The Dickson Motion
In her Motion, Dickson seeks partial summary judgment, with respect to liability against S&G and Moreno for violation of the FDCPA, and against all Defendants for violation of the Rosenthal Act.
1. Dickson’s Claim for Violation of the Rosenthal Act
For the reasons set forth in the preceding section, the Court finds that the assessments are not a “consumer debt” for the purpose of the Rosenthal Act. Therefore, the Rosenthal Act does not apply to the activities by the Association, or S&G, or Moreno. Accordingly, the Court DENIES Dickson’s Motion with respect to her claim for violation of the Rosenthal Act.36
*6 Furthermore, for the same reasons, the Court finds that S&G and Moreno are entitled to judgment as a matter of law. The parties each received notice and had an opportunity to respond with respect to Dickson’s claim under the Rosenthal Act (Dickson, as the moving party, had a full opportunity to be heard on her arguments). Accordingly, pursuant to Rule 56(f) of the Federal Rules of Civil Procedure, the Court GRANTS summary judgment for S&G and Moreno on Dickson’s claim for violation of the Rosenthal Act. See Cool Fuel, Inc. v. Connett, 685 F.2d 309, 311–12 (9th Cir. 1982).
2. Dickson’s Claim for Violation of the FDCPA
The FDCPA was enacted to protect consumers from unfair and deceptive debt collection practices. See 15 U.S.C. § 1692. “To establish a violation of the FDCPA, a plaintiff must show that: (1) plaintiff is a consumer; (2) plaintiff has been the object of collection activity arising from a consumer ‘debt’ within the meaning of the FDCPA; (3) defendant is a ‘debt collector’ as defined by the FDCPA; and (4) defendant has engaged in an act or omission in violation of the prohibitions or requirements of the FDCPA.” Avina v. Patenaude & Felix, APC, 2021 WL 873336, at *6 (S.D. Cal. Mar. 9, 2021) (quotations and citations omitted).
The FDCPA’s definition of the terms “consumer” and “debt” are different from the definition of those terms under the Rosenthal Act. Under the FDCPA, a “consumer” is “any natural person obligated or allegedly obligated to pay any debt.” 15 U.S.C. § 1692a(3). The FDCPA defines “debt” as “any obligation or alleged obligation of a consumer to pay money arising out of a transaction in which the money, property, insurance, or services which are the subject of the transaction are primarily for personal, family, or household purposes, whether or not such obligation has been reduced to judgment.” Id. at § 1692a(5) (emphasis added). Regarding the latter, the Ninth Circuit has held that homeowner’s assessment fees are a “debt” for the purpose of the FDCPA. See Mashiri, 845 F.3d at 989. There is no dispute among the parties with respect to either of these definitions in the present case.
S&G and Moreno do contend, however, that Dickson has not sustained her initial burden to show that either S&G or Moreno is a “debt collector,” which the FDCPA defines to include: (1) “any person who uses any instrumentality of interstate commerce or the mails in any business the principal purpose of which is the collection of any debts”; and (2) any person “who regularly collects or attempts to collect, directly or indirectly, debts owed or due or asserted to be owed or due another.” 15 U.S.C. § 1692a(6); McAdory v. M.N.S. & Assocs., LLC, 952 F.3d 1089, 1092 (9th Cir. 2020) (referring to the first definition as the “principal purpose” prong and to the second definition as the “regularly collects” prong).
In this regard, the evidence that Dickson submits consists of statements from S&G’s website. Specifically, with respect to S&G, Dickson advances the following uncontroverted fact:
Defendant [S&G] advertises its services on its website including the collection of homeowner assessments through one of its affiliates owned by the principles of [S&G]. Its website goes on to state that its “litigation team will evaluate the owner and determine if there are assets, file the assessment collection lawsuit and prosecute that lawsuit to judgment for the delinquent assessments, late fees, interest, as well as the collection of attorney’s fees and costs. And our team will make every effort to collect on that judgment, including writs of execution and the recording of abstracts of judgment.37
*7 The evidence in support of that fact consists of a citation to paragraph 12 of Dickson’s Amended Complaint and paragraph 12 of S&G’s Answer to the Amended Complaint.38
With respect to Moreno, Dickson submits the following uncontroverted fact:
[S&G’s] website advertises Brian D. Moreno, Esq. as an experienced litigator and community association attorney, having practiced common interest development law since 2003. Brian has represented and provided legal counsel to the boards and managing agents for California condominium and planned developments, as well as stock cooperatives, qualified vacation ownership resorts, and mobile home communities in connection with matters pertaining to common interest development, real estate, collection, and corporate law.39
The evidence in support of that fact also consists of a citation to paragraph 12 of Dickson’s Amended Complaint and paragraph 12 of S&G’s Answer to the Amended Complaint.40
Dickson does not submit any additional evidence to show that the “principal purpose” of S&G’s business is the collection of debt or to show that S&G or Moreno “regularly collects or attempts to collect” debts. For example, there is no evidence regarding the number of cases that S&G or Moreno has undertaken pertaining to “debt collection.” The statements from S&G’s website are merely descriptive of S&G’s and Moreno’s general practices. Those statements do not provide any basis from which this Court can assess whether S&G or Moreno “regularly collects or attempts to collect” debts.
The only other evidence that Dickson submits is offered to show that S&G and Moreno were involved in the prior ALS Action and that ALS appears to be associated with S&G.41 In this regard, although it is true that an entity that indirectly collects debts through a separate entity may be a “debt collector” if it is shown that the two entities form a single economic enterprise, see Calvary SPVI, LLC v. Watkins, 36 Cal. App. 5th 1070, 1086 (2019); Gold v. Midland Credit Mgmt., 82 F. Supp. 3d 1064, 1071–72 (N.D. Cal. 2015), Dickson has not submitted sufficient evidence to establish that S&G and ALS constitute a single economic enterprise. Dickson has not even submitted evidence to establish that ALS, a non-party, is a “debt collector.”
Therefore, based upon the foregoing, the Court finds that Dickson has not sustained her initial burden to establish that either S&G or Moreno is a “debt collector” under the FDCPA. Accordingly, the Court DENIES the Dickson Motion with respect to Dickson’s FDCPA claim.
Based upon the foregoing, the Court ORDERS as follows:
1. The Association’s Motion for Summary Judgment is GRANTED.
2. Dickson’s Motion for Partial Summary Judgment is DENIED.
*8 3. The Court finds that S&G and Moreno are entitled to judgment as a matter of law with respect to Dickson’s second claim for relief for violation of the Rosenthal Act. Therefore, pursuant to Rule 56(f) of the Federal Rules of Civil Procedure, the Court GRANTS summary judgment in favor of S&G and Moreno on Dickson’s claim for violation of the Rosenthal Act.
4. The remaining parties—Dickson, S&G, and Moreno—are DIRECTED immediately to meet and confer regarding a proposed case schedule and to file a Joint Status Report no later than 12:00 noon on May 21, 2021, providing the Court with their joint proposal.
5. The Court sets a video Status Conference on May 28, 2021, at 11:00 a.m. to discuss the case schedule.
IT IS SO ORDERED.
1. Mot. for Summ. J. by Def. Association (the “Association Motion”) [ECF No. 66]. The Court considered the following papers in connection with the Association Motion: (1) the Association Motion (including its attachments); (2) Association’s S(2) Pl.’s Opp’n to the Association Motion (the “Dickson Opposition”) [ECF No. 79]; (3) Pl.’s Resp. to the Association’s Separate Statement and Pl.’s Separate Statement in Opp’n to the Association Motion (the “Dickson SDMF”) [ECF No. 81]; (4) Pl.’s Objs. in Supp. of the Dickson Opposition (the “Dickson Objections”) [ECF No. 82]; and (5) Reply in Supp. of the Association Motion (the “Association Reply”) [ECF No. 87].
2. Pl.’s Mot. for Partial Summ. J. as to Liability (the “Dickson Motion”) [ECF No. 67]. The Court considered the following papers in connection with the Dickson Motion: (1) the Dickson Motion (including its attachments); (2) Pl.’s Separate Statement in Supp. of the Dickson Motion [ECF No. 68]; (3) Pl.’s Evidence in Supp. of the Dickson Motion (the “Dickson Evidence”) [ECF No. 69]; (4) Association’s Opp’n to the Dickson Motion (including its attachments) (the “Association Opposition”) [ECF No. 78]; (5) S&G’s Opp’n to the Dickson Motion (the “S&G Opposition”) [ECF No. 83]; (6) S&G’s Resp. to Pl.’s Separate Statement (the “S&G SDMF”) [ECF No. 83-1]; (7) Pl.’s Reply in Supp. of the Dickson Motion (including its attachments) (the “Dickson Reply”) [ECF No. 85]; and (8) Pl.’s Separate Statement in Supp. of the Dickson Reply (the “Dickson Reply SDMF”) [ECF No. 86].
3. See Pl.’s Compl. [ECF No. 1].
4. See Pl.’s First Am. Compl. (the “Amended Complaint”) [ECF No. 23].
5. See id. at ¶¶ 55–59.
6. See id. at ¶¶ 60–64.
7. Dickson filed numerous objections to the evidence submitted in support of the Association Motion, see Dickson Objections, and the Association filed objections to the evidence submitted in support of the Dickson Motion, see Defs.’ Suppl. Objs. to Evidence [ECF No. 78-3]. The Court does not rely on most of the evidence under objection and thus many of the remaining objections are largely moot. See, e.g., Smith v. Cnty. of Humbolt, 240 F. Supp. 2d 1109, 1115–16 (N.D. Cal. 2003). To the extent that the Court relies upon any other evidence without discussion of the objections, the relevant objections are overruled. See Burch v. Regents of Univ. of Cal., 433 F. Supp. 2d 1110, 1118, 1122 (E.D. Cal. 2006) (concluding that “the court will [only] proceed with any necessary rulings on defendants’ evidentiary objections”).
8. S&G SDMF ¶¶ 1 & 19.
9. Id. at ¶ 2.
10. Id. at ¶ 3.
11. Id. at ¶ 62.
12. Id. at ¶ 5.
13. Id. at ¶¶ 6 & 7.
14. Id. at ¶ 4 & 8.
15. Id. at ¶¶ 16–19.
16. Id. at ¶¶ 20 & 21.
17. Id. at ¶¶ 22 & 23.
18. Id. at ¶ 13.
19. Id. at ¶ 35.
20. Id. at ¶¶ 25, 26, & 52–55; Dickson Reply SDMF ¶¶ 71–73.
21. See Dickson Reply SDMF ¶ 72.
22. See id. at ¶¶ 71 & 72.
23. See S&G SDMF ¶ 56 & 57.
24. See id. at ¶ 55.
25. Id. at ¶¶ 27 & 28.
26. Id. at ¶ 44.
27. Id. at ¶¶ 43 & 44.
28. Id. at ¶ 36; Dickson Evidence, Ex. 29 [ECF No. 69-30] (Notice of Recording Lien dated March 19, 2020).
29. S&G SDMF at ¶ 49; see also Dickson Evidence, Ex. 8 [ECF No. 69-9] (Complaint in Century Park East Homeowners Association v. Brenda Dickson Weinberg, Los Angeles County Superior Court, Case No. 20MCV00756).
30. See Association Motion 7:6–11:9.
31. See Dickson SDMF ¶ 5.
32. See Dickson SDMF ¶ 6. The Court finds that the evidence that Dickson submitted is not sufficient to create a genuine dispute of material fact. Anderson, 477 U.S. at 248.
33. See Dickson SDMF ¶ 9. The Court finds that the evidence that Dickson submitted is not sufficient to create a genuine dispute of material fact. Id.
34. Dickson Opposition 15:18–20.
35. Id. at 15:13–15.
36. Because the Court GRANTS the Association’s Motion, to the extent that Dickson seeks summary judgment against the Association, the Dickson Motion is DENIED.
37. S&G SDMF ¶ 12. S&G does not dispute that the quoted statement appears on its website. See id.
38. See id.; see also Dickson Evidence, Ex. 1 [ECF No. 69-2] (Amended Complaint); Dickson Evidence, Ex. 3 [ECF No. 69-4] (S&G’s Answer to the Amended Complaint).
39. S&G SDMF ¶ 13.
40. See id.; see also Dickson Evidence, Ex. 1 [ECF No. 69-2] (Amended Complaint); Dickson Evidence, Ex. 3 [ECF No. 69-4] (S&G’s Answer to the Amended Complaint).
41. See S&G SDMF ¶¶ 53–58.