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`UNITED STATES DISTRICT COURT
`DISTRICT OF MINNESOTA
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`v.
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`Plaintiff,
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`Defendant.
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`Case No. 19-cv-2727 (WMW/LIB)
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`ORDER GRANTING IN PART AND
`DENYING IN PART DEFENDANT’S
`MOTION TO DISMISS
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`Martin Gisairo,
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`Lenovo (United States) Inc.,
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`This matter is before the Court on Defendant’s motion to dismiss Plaintiff’s first
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`amended complaint (complaint) for lack of standing, for failure to plead with particularity,
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`and for failure to state any claim on which relief can be granted. (Dkt. 32.) For the reasons
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`addressed below, the Court grants in part and denies in part Defendant’s motion.
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`BACKGROUND
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`Plaintiff Martin Gisairo (Gisairo) is a United States citizen residing in Minnesota.
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`Defendant Lenovo (United States) Inc. (Lenovo) is a Delaware corporation with its
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`principal place of business in North Carolina. Lenovo designs, manufactures, and sells
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`computers over the internet to consumers in the United States. This putative class-action
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`lawsuit arises from the alleged defects in two Lenovo computer models, the Yoga 520,
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`which is better known as the Flex 5 laptop in the North American market, and the Yoga
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`730.
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`Lenovo represents to consumers that the Flex 5 has a “360-degree hinge” and is able
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`to “easily flip into tablet mode . . . [or] tent mode.” The Yoga 730 includes a similar
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`functionality, including 360-degree flexibility and the ability to “transition from tablet
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`mode to laptop mode and back.” Gisairo alleges that “Lenovo’s marketing materials also
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`boast of ‘Ultra HD’ and ‘4k’ high resolution displays, claiming that ‘you’ll see every detail’
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`and ‘you’ll be able to watch movies and browse the web in vivid detail from nearly every
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`angle.’ ”
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`On December 29, 2017, Gisairo purchased a Lenovo Flex 5 laptop that included a
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`limited warranty stating, in part: “each Lenovo hardware product that you purchase is free
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`from defects in materials and workmanship under normal use during the warranty period.”
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`Gisairo alleges that the Yoga 730 and the Flex 5 laptops are designed and
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`manufactured with a monitor display defect. According to Gisairo, the defect causes part
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`or all of the monitor display to “flicker, freeze, black out, and/or display corrupted visuals.”
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`Gisairo also alleges that when these issues occur, “use of the computer is, at best, difficult,
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`and often impossible because the user cannot see their own input or the computer’s visual
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`output.” This alleged defect “renders the device partially or wholly unusable.” And the
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`defect is “triggered and exacerbated when the display is opened or moved, such as when
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`the user folds the monitor into tent or tablet mode,” Gisairo alleges.
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`Gisairo commenced this putative class-action lawsuit, arising from the alleged
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`defects in both the Yoga 730 and Flex 5 devices, on October 17, 2019. Lenovo moved to
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`dismiss Gisairo’s complaint on January 3, 2020. Gisairo filed an amended complaint
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`approximately one month later on February 10, 2020. The amended complaint alleges 10
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`counts against Lenovo. Counts I through V allege violations of the following statutes:
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`Minnesota Prevention of Consumer Fraud Act (MPCFA), Minnesota Deceptive Trade
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`Practices Act (MDTPA), Minnesota Unlawful Trade Practices Act (MUTPA), Minnesota
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`False Statements in Advertising Act (MFSAA), and Minnesota’s Private Attorney General
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`Statute, respectively. Counts VI through X allege the following: breach of express
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`warranty in violation of the Magnuson-Moss Warranty Act, breach of implied warranty in
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`violation of the Magnuson-Moss Warranty Act, breach of implied warranty, breach of
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`express warranty, and unjust enrichment, respectively. Gisairo seeks both injunctive relief
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`and damages. Lenovo moves to dismiss Counts I–V, VII, VIII, and X, for lack of standing,
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`failure to plead with particularity, and failure to state a claim on which relief can be granted.
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`See Fed. R. Civ. P. 9(b), 12(b)(1), 12(b)(6).
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`ANALYSIS
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`Lenovo seeks to dismiss Gisairo’s complaint on various grounds, arguing that
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`Gisairo lacks standing, Gisairo fails to meet pleading requirements, and certain claims are
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`barred based on the alleged contract between the parties.1 These arguments are addressed
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`in turn.
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`Standing
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`I.
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`Lenovo argues that Gisairo lacks standing under Article III of the United States
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`Constitution to pursue claims relating to the Yoga 730 laptop model, a model that Gisairo
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`did not purchase. Gisairo argues that he has Article III standing to bring his claim based
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`Lenovo also maintains that the economic-loss doctrine bars Gisairo’s Minnesota
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`statutory claims. Under Minnesota law, this doctrine applies only to common-law tort or
`misrepresentation claims. See Minn. Stat. § 604.101; accord Daigle v. Ford Motor Co.,
`713 F. Supp. 2d 822, 829 (D. Minn. 2010). Because such claims do not appear in the
`complaint, this argument need not be addressed.
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`on his purchase of the allegedly defective Flex 5 model and that he may represent a class
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`consisting of purchasers who experienced similar defects with their Yoga 730 laptops.
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`The jurisdiction of federal courts extends only to actual cases or controversies. U.S.
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`Const. art. III, § 2, cl. 1; Neighborhood Transp. Network, Inc. v. Pena, 42 F.3d 1169, 1172
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`(8th Cir. 1994). To satisfy the case-or-controversy requirement of Article III, a plaintiff
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`must establish standing as an “indispensable part of the plaintiff’s case.” Lujan v. Defs. of
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`Wildlife, 504 U.S. 555, 561 (1992); accord Hargis v. Access Capital Funding, LLC, 674
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`F.3d 783, 790 (8th Cir. 2012). Standing is determined based on the facts as they existed
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`when the complaint was filed. Lujan, 504 U.S. at 569 n.4. As a jurisdictional prerequisite,
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`standing must be established before reaching the merits of a lawsuit, and a federal district
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`court must dismiss any aspect of a lawsuit over which the court lacks subject-matter
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`jurisdiction. City of Clarkson Valley v. Mineta, 495 F.3d 567, 569 (8th Cir. 2007); see Fed.
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`R. Civ. P. 12(h)(3). Therefore, the Court first addresses standing.
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`To satisfy the requirements of standing, each plaintiff must (1) suffer an injury in
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`fact, (2) establish a causal relationship between the contested conduct and the alleged
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`injury, and (3) demonstrate that a favorable decision would redress the injury. City of
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`Clarkson Valley, 495 F.3d at 569; accord Hargis, 674 F.3d at 790. An injury in fact “must
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`be concrete, particularized, and actual or imminent.” Clapper v. Amnesty Int’l USA, 568
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`U.S. 398, 409 (2013) (internal quotation marks omitted). The purpose of the imminence
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`requirement “is to ensure that the alleged injury is not too speculative for Article III
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`purposes—that the injury is certainly impending.” Id. (internal quotation marks omitted).
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`Allegations of a possible future injury are insufficient to confer standing. Id.
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`Whether Gisairo has standing for products in the Lenovo line that he did not
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`purchase presents a question of law that pertains to the intersection of Article III standing
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`and class certification under Rule 23, Fed. R. Civ. P.
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`In certain circumstances, questions of standing in a class-action case may be
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`postponed until after the class has been certified when class certification is “logically
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`antecedent” to standing. See Amchem Prods., Inc. v. Windsor, 521 U.S. 591, 612 (1997)
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`(concluding that, because class-certification issues were “logically antecedent to the
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`existence of any Article III issues,” it was appropriate to address the class-certification
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`issues first); see also Ortiz v. Fibreboard Corp., 527 U.S. 815, 831 (1999) (describing
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`class-certification issues as “ ‘logically antecedent’ to Article III concerns”).
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`Courts across the United States, including courts within the District of Minnesota,
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`have split on whether and in what circumstances Article III standing issues may be
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`postponed until after class certification when class certification is “logically antecedent” to
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`standing. In re Refrigerant Compressors Antitrust Litig., No. 2:09-md-02042, 2012 WL
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`2917365, at *5 (E.D. Mich. July 17, 2012) (internal quotation marks omitted) (recognizing
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`split); compare Barclay v. ICON Health & Fitness, Inc., No. 19-cv-2970 (ECT/DTS), 2020
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`WL 6083704, at *6 (D. Minn. Oct. 15, 2020) (concluding that the issue of whether plaintiffs
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`may “assert any claims concerning treadmill models that they did not purchase” is not an
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`issue of standing but instead “is better resolved at class certification”), with Chin v. Gen.
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`Mills, Inc., No. 12-2150 (MJD/TNL), 2013 WL 2320455, at *3–4 (D. Minn. June 3, 2013)
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`(holding that plaintiff who purchased one product lacked standing to challenge alleged
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`misrepresentations pertaining to another related product that plaintiff had not purchased).
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`Indeed, it is widely acknowledged that the issue of whether class certification should be
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`reached before standing is a “difficult chicken-and-egg question.” Perez v. Nidek Co., 711
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`F.3d 1109, 1113 (9th Cir. 2013).
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`Some courts have described a “growing consensus among district courts that class
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`certification is ‘logically antecedent,’ where its outcome will affect the Article III standing
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`determination, and the weight of authority holds that in general class certification should
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`come first.” Winfield v. Citibank, N.A., 842 F. Supp. 2d 560, 574 (S.D.N.Y. 2012) (internal
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`quotation marks omitted); accord In re Carrier IQ, Inc., 78 F. Supp. 3d 1051, 1074 (N.D.
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`Cal. 2015) (“[T]here is no rigid rule that precludes class certification from being addressed
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`before standing issues.”).
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`Here, if addressed before the class-certification stage, determining whether Gisairo
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`has standing as to the claims arising from the Yoga 730 laptop model would affect whether
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`the putative class has standing as to claims arising from the Yoga 730 laptop model.
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`Therefore, class certification is logically antecedent to a determination of Article III
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`standing.
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`Lenovo argues that Gisairo must have standing to assert his own individual claims
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`“before any class claims are relevant.” Without question, at least one named plaintiff must
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`have standing. In re SuperValu, Inc., 870 F.3d 763, 768 (8th Cir. 2017). And “[i]n the
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`context of defective products, ‘it is not enough for a plaintiff to allege that a product line
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`contains a defect or that a product is at risk for manifesting this defect; rather, the plaintiffs
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`must allege that their product actually exhibited the alleged defect.’ ” Wallace v. ConAgra
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`Foods, Inc., 747 F.3d 1025, 1030 (8th Cir. 2014) (quoting In re Zurn Pex Plumbing Prods.
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`Liab. Litig., 644 F.3d 604, 616 (8th Cir. 2011)). Here, Gisairo does not merely allege that
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`certain Lenovo product lines contain a defect or that a product is at risk for manifesting
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`this defect. Rather, he alleges that the specific Flex 5 laptop that he purchased exhibited
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`the alleged defects and that the Yoga 730 exhibits those same defects. Therefore, Gisairo
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`has standing to assert his own individual claims as to the alleged defects in the Flex 5
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`laptop.
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`Lenovo argues, however, that Gisairo fails to show sufficient similarity between the
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`Yoga 730 and the Flex 5. When constructing a limiting principle for standing as to non-
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`purchased products in a putative class-action lawsuit, courts evaluate whether “there are
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`substantial similarities in the accused products and whether there are similar
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`misrepresentations across product lines such that Plaintiffs’ injury is sufficiently similar to
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`that suffered by class members who purchased other accused products.” Brown v. Hain
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`Celestial Grp., Inc., 913 F. Supp. 2d 881, 891 (N.D. Cal. 2012); accord Barclay, 2020 WL
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`6083704, at *6 (observing that the relevant question is whether the products and alleged
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`misrepresentations are substantially similar and “the distinction between product types may
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`. . . create an issue [as to] the typicality of Plaintiffs’ claims or the adequacy of their
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`representation, which is better resolved at class certification”). This approach logically
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`permits a preliminary analysis of whether there is substantial similarity between the Flex 5
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`and the Yoga 730.2
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`The Court expressly reserves making a determinative analysis of whether Gisairo
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`satisfies the typicality, adequacy, and commonality requirements for purposes of a Rule
`23, Fed. R. Civ. P., motion for class certification for the unpurchased products, until any
`such motion is made.
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`Here, Gisairo’s misrepresentation claims arise from two features of the allegedly
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`defective laptop models—360-degree flexibility and display quality. The Flex 5 and the
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`Yoga 730 are Lenovo laptop models with substantial similarities in that both were marketed
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`as 2-in-1 devices with 360-degree flexibility. And both Gisairo and the putative class
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`members allegedly
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`suffered
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`substantially
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`similar
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`injuries, namely, allegedly
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`malfunctioning or nonfunctioning displays arising from issues related to an embedded
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`DisplayPort cable that both models use and the associated costs and frustrations arising
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`from Lenovo’s alleged failures to fix customers’ malfunctioning or nonfunctioning
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`displays. Consequently, there are substantial similarities between the Flex 5 and the Yoga
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`730 for purposes of resolving the pending motion to dismiss.
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`In light of this conclusion, the issue of whether Gisairo has standing to represent
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`putative class members who purchased Yoga 730 laptops is deferred until the class-
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`certification stage.
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`II.
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`Failure to State a Claim Under Federal Rule of Civil Procedure 12(b)(6)
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`Lenovo also argues that several of Gisairo’s claims must be dismissed for failure to
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`state a claim on which relief can be granted. A complaint must allege sufficient facts such
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`that, when accepted as true, a facially plausible claim to relief is stated. Ashcroft v. Iqbal,
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`556 U.S. 662, 678 (2009). If a complaint fails to state a claim on which relief can be
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`granted, dismissal is warranted. See Fed. R. Civ. P. 12(b)(6). When determining whether
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`a complaint states a facially plausible claim, a district court accepts the factual allegations
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`in the complaint as true and draws all reasonable inferences in the plaintiff’s favor.
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`Blankenship v. USA Truck, Inc., 601 F.3d 852, 853 (8th Cir. 2010). Factual allegations
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`must be sufficient to “raise a right to relief above the speculative level” and “state a claim
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`to relief that is plausible on its face.” Bell Atl. Corp. v. Twombly, 550 U.S. 544, 555, 570
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`(2007). Mere “labels and conclusions” are insufficient, as is a “formulaic recitation of the
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`elements of a cause of action.” Id. at 555. And legal conclusions couched as factual
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`allegations may be disregarded. See Iqbal, 556 U.S. at 679. The Court addresses each of
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`Lenovo’s arguments in turn.
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`A.
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`Public Benefit (Counts I, III, and V)
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`Lenovo argues that Gisairo’s claims under the MPCFA (Count I), MUTPA
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`(Count III), and pursuant to Minnesota’s private attorney general statute (Count V) fail to
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`adequately allege that this action serves a “public benefit.” Gisairo counters that Lenovo’s
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`argument fails because Lenovo continues to advertise or sell the Flex 5 and the Yoga 730
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`laptops and injunctive relief would prevent harm to consumers who are unaware of the
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`defects.
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`Private plaintiffs who seek remedies for a violation of Minnesota’s consumer-
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`protection statutes must do so through Minnesota’s private attorney general statute (Private
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`AG Statute). Minn. Stat. § 8.31, subdiv. 3a; Buetow v. A.L.S. Enters., Inc., 650 F.3d 1178,
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`1184 (8th Cir. 2011). This includes violations arising under the MPCFA and MUTPA. Id.,
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`at subdiv. 1. A plaintiff may use the Private AG Statute to pursue civil remedies only if
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`the plaintiff can demonstrate that the action serves a “public benefit.” Ly v. Nystrom, 615
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`N.W.2d 302, 314 (Minn. 2000). Although “the public benefit requirement is not onerous,
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`it is a necessary element of a plaintiff’s cause of action under the [Private AG Statute].”
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`Select Comfort Corp. v. Tempur Sealy Int’l, Inc., 11 F. Supp. 3d 933, 937 (D. Minn. 2014)
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`(citations omitted) (internal quotation marks omitted).
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`“Minnesota courts have not definitively delineated what factors are necessary to
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`establish a public benefit,” however a court may examine “the degree to which the
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`defendants’ alleged misrepresentations affected the public; the form of the alleged
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`misrepresentation; the kind of relief sought; and whether the alleged misrepresentations are
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`ongoing.” Id. (internal quotation marks omitted). When plaintiffs seek only damages,
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`courts typically find no public benefit. Id. And whether the complaint includes a request
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`for injunctive relief is not dispositive. Id. Generally, a public benefit is found “when the
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`plaintiff seeks relief primarily aimed at altering the defendant’s conduct (usually, but not
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`always, through an injunction) rather than seeking remedies for past wrongs (typically
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`through damages).” Id. at 938 (quoting Buetow v. A.L.S. Enter., Inc., 888 F. Supp. 2d 956,
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`960 (D. Minn. 2012)). Individual damages enrich or reimburse the plaintiff, they do not
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`advance the public interest. Id.
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`Gisairo identifies the following allegations to demonstrate that he has adequately
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`alleged a public benefit: (1) Lenovo engaged in false and misleading marketing of the Flex
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`5 and Yoga 730 laptops through its website and YouTube channel; (2) Lenovo’s
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`misrepresentations of the way in which the Flex 5 and Yoga 730 laptops could be used
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`were made to public consumers who viewed the devices on Lenovo’s website; (3) Lenovo
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`misrepresented the ability of the Flex 5 and Yoga 730 laptops to fully function as a 2-in-1
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`computer on its website and through other marketing and sales practices; (4) a market
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`remains for the Flex 5 laptops that Lenovo continues to advertise through its website; and
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`(5) the Flex 5 and Yoga 730 laptops are similarly designed and manufactured with a defect
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`that makes them unfit for their intended purpose. Gisairo adds that these practices impact
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`the public at large.
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`But these allegations merely suggest Lenovo’s alleged misrepresentations are
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`directed to the general public. Although courts have concluded that a public benefit exists
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`for claims “eliminating false or misleading advertising, [courts] have not held that this
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`establishes a per se public benefit” and allegations that merely “address false advertising
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`to the general public are not enough to establish a public benefit.” Select Comfort, 11 F.
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`Supp. 3d at 938; see, e.g., Select Comfort Corp. v. Sleep Better Store, LLC, 796 F. Supp.
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`2d 981, 986–87 (D. Minn. 2011) (holding that claims of misleading advertising to the
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`general public supported plaintiff’s claim that it alleged a public benefit, but that plaintiff
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`nonetheless failed to sufficiently allege a public benefit); accord Pecarina v. Tokai Corp.,
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`No. CUV,01-1655 ADM/AJB, 2002 WL 1023153, at *5 (D. Minn. May 20, 2002) (finding
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`plaintiffs failed to demonstrate a public benefit even though they alleged false advertising
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`perpetrated to the consuming public with respect to faulty lighters).
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`Gisairo makes a single conclusory allegation that “[t]his action will benefit the
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`public interest and therefore meets the requirements of Minnesota’s Private Attorney
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`General Statute.” But this allegation fails to address how or why there is any public benefit
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`to the action. Select Comfort, 11 F. Supp. 3d at 939. Moreover, the primary relief sought
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`by Gisairo is injunctive relief and monetary damages for past harm. The relief sought does
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`not appear to be primarily directed to altering Lenovo’s conduct but instead to receiving
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`monetary damages. Buetow, 888 F. Supp. 2d at 960; see also Select Comfort, 11 F. Supp.
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`3d at 939 (observing that, even though plaintiff sought to “enjoin Defendant from
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`continuing its false advertising and marketing,” the relief sought was not primarily aimed
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`at altering the defendant’s conduct because the complaint requested “payment of damages
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`. . . all profits and/or ill-gotten gains” (internal quotation marks omitted)). To the extent
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`that Gisairo seeks monetary damages in connection with his claims for past harm, there is
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`no public benefit. See, e.g., Buetow, 888 F. Supp. 2d at 961 (explaining that “seeking
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`remedies for past wrongs . . . through damages” typically does not satisfy the public-benefit
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`requirement); Kinetic Co. v. Medtronic, Inc., 672 F. Supp. 2d 933, 946 (D. Minn. 2009)
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`(observing that, when “a product is recalled from the market before a lawsuit is filed, a
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`plaintiff may not be able to argue that ‘but for’ its lawsuit, a defendant would have
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`continued to make false representations” in order to demonstrate a public benefit). Without
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`more, allegations of false or misleading advertising, as Gisairo alleges in the complaint,
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`are insufficient to establish a public benefit. Select Comfort, 11 F. Supp. 3d at 938.
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`The parties also disagree as to whether the alleged misrepresentations are ongoing.
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`Courts in this District have found no public benefit when a product no longer is sold or the
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`allegedly false advertisements have ceased. Buetow, 888 F. Supp. 2d at 961; Overen v.
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`Hasbro, Inc., No. 07-1430, 2007 WL 2695792, at *3 (D. Minn. Sept. 12, 2007) (when “the
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`product at issue . . . is no longer being sold, and the advertising used to support that product
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`is likewise no longer being used,” there is no public benefit). Gisairo represents that the
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`Flex 5 is still being sold, but Lenovo maintains that the Flex 5 is no longer available for
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`sale. It is undisputed, however, that the Yoga 730 is being sold.3 Yet because there are
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`sufficient facts to support the Court’s foregoing analysis as to the other public-benefit
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`factors, the Court need not resolve any dispute as to whether any particular product is still
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`being sold.
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`In summary, because Gisairo has alleged insufficient facts to establish that the
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`action serves a public benefit, the Court grants Lenovo’s motion to dismiss Counts I, III,
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`and V.
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`B. Minnesota Deceptive Trade Practices Act (Count II)
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`Lenovo argues that Gisairo’s MDTPA (Count II) claim fails because he does not
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`allege an irreparable injury or threat of future harm to himself.
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`The sole remedy under the MDTPA is injunctive relief. Nelson v. Am. Fam. Mut.
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`Ins. Co., 262 F. Supp. 3d 835, 862 (D. Minn. 2017), aff’d, 899 F.3d 475 (8th Cir. 2018).
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`To withstand a motion to dismiss, a plaintiff asserting a claim under the MDTPA “must
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`allege an irreparable injury or threat of future harm” to the plaintiff. Knotts v. Nissan N.
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`Am., Inc., 346 F. Supp. 3d 1310, 1328 (D. Minn. 2018) (citing Johnson v. Bobcat Co., 175
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`F. Supp. 3d 1130, 1140 (D. Minn. 2016)); see also Damon v. Groteboer, 937 F. Supp. 2d
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`1048, 1071 (D. Minn. 2013) (dismissing MDTPA claim for failure to present evidence of
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`a risk of future harm). Here, Gisairo has not alleged an irreparable injury. Therefore, to
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`survive Lenovo’s motion to dismiss, Gisairo must allege a threat of future harm. Gisairo
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`As of the date of this Order, some of the hyperlinks to Lenovo’s website included
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`in the complaint appear to indicate that Lenovo no longer sells some or all Yoga 730
`models.
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`argues that if he were “to purchase another laptop from Defendant, he could not know for
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`certain whether the [d]efect would be present with that product as well.” But as it is
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`uncertain that Gisairo will face this harm, this contention is merely speculative. Because
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`Gisairo’s complaint fails to allege nonspeculative future harm as to himself, his MDTPA
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`claim fails.
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`Accordingly, the Court grants Lenovo’s motion to dismiss Count II.
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`C. MFSAA Claim (Count IV)
`
`Lenovo argues that Gisairo’s MFSAA claim (Count IV) must be dismissed because
`
`Gisairo fails to plead that Lenovo’s allegedly false statements were made or viewed in
`
`Minnesota.
`
`To plead a MFSAA claim adequately, a party must allege, among other elements,
`
`that the defendant’s false statements occurred in Minnesota. Minn. Stat. § 325F.67
`
`(requiring allegedly false statements to have been made “in this state”); Knotts, 346 F. Supp.
`
`3d at 1326–27 (dismissing MFSAA claim because plaintiff did not allege that “Plaintiff
`
`viewed [the advertisement], when he viewed it, and if he viewed it in Minnesota”). Here
`
`Gisairo’s complaint, however, lacks any allegation that he viewed Lenovo’s statements
`
`regarding the Flex 5 in Minnesota.
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`For this reason, the Court grants Lenovo’s motion to dismiss Count IV.4
`
`
`Because Lenovo’s motion to dismiss Counts I through V is granted on the basis that
`4
`Gisairo has failed to state a claim as to these counts, the Court need not address Lenovo’s
`alternative arguments that Gisairo has failed to satisfy the Rule 9(b), Fed. R. Civ. P.,
`pleading standards for these claims and that these claims are based on nonactionable
`puffery.
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`CASE 0:19-cv-02727-WMW-LIB Doc. 45 Filed 02/02/21 Page 15 of 21
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`D.
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`Breach-of-Implied-Warranty Claims (Counts VII and VIII)
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`Lenovo argues that Gisairo’s breach-of-implied-warranty claims (Counts VII and
`
`VIII) brought under the Magnuson-Moss Warranty Act (MMWA) and Minnesota state law,
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`respectively, must be dismissed because Lenovo’s limited express warranty disclaims any
`
`implied warranties.
`
`“The MMWA grants the holder of a limited warranty a federal cause of action for a
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`breach of warranty under the applicable state law.” Sipe v. Workhorse Custom Chassis,
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`LLC, 572 F.3d 525, 530 (8th Cir. 2009) (applying Minnesota law to an asserted MMWA
`
`breach-of-warranty claim). To establish a breach of warranty under Minnesota law, there
`
`must be a warranty, a breach of that warranty, and a causal link between the breach and the
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`alleged harm. Id. Minnesota law recognizes an implied warranty of fitness for a particular
`
`purpose.
`
` Luther v. Standard Conveyor Co., 89 N.W.2d 179, 183–84 (Minn.
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`1958) (observing that when “the buyer fully informs the seller of his particular needs and
`
`the seller undertakes to supply an article suitable for the purpose intended, there is an
`
`implied warranty that the article will be fit for that purpose”). Minnesota law also
`
`recognizes an implied warranty of merchantability. Minn. Stat. § 336.2-314(1) (“Unless
`
`excluded . . . , a warranty that the goods shall be merchantable is implied in a contract for
`
`their sale if the seller is a merchant with respect to goods of that kind.”).
`
`A manufacturer may disclaim an implied warranty of merchantability or fitness.
`
`Minn. Stat. § 336.2-316(2). Any claim challenging an implied warranty of merchantability
`
`or fitness fails under such circumstances. Id. An implied warranty of merchantability is
`
`disclaimed when the express language is conspicuous and mentions merchantability. Id.;
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`
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`CASE 0:19-cv-02727-WMW-LIB Doc. 45 Filed 02/02/21 Page 16 of 21
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`accord Knotts, 346 F. Supp. 3d at 1321–22. Similarly, an implied warranty of fitness may
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`be disclaimed when the disclaimer is in “writing and conspicuous.” Minn. Stat. § 336.2-
`
`316(2) (explaining that “[l]anguage to exclude all implied warranties of fitness is sufficient
`
`if it states, for example, that ‘There are no warranties which extend beyond the description
`
`on the face hereof’ ”); see also Minn. Stat. § 336.1-201(b)(10) (defining “conspicuous” to
`
`include text “in capitals” and “in contrasting type, font, or color to the surrounding text”).
`
`Whether disclaimer language is conspicuous is a question of law. See Am. Comput. Tr.
`
`Leasing v. Jack Farrell Implement Co., 763 F. Supp. 1473, 1488 (D. Minn. 1991).
`
`Lenovo argues that Gisairo’s breach-of-warranty claims fail because Gisairo’s
`
`implied-warranty claims were disclaimed by Lenovo’s limited warranty. Gisairo
`
`challenges the application of this warranty on two grounds, first arguing that the warranty
`
`is not conspicuous, and second arguing that the warranty is unconscionable and therefore
`
`unenforceable. These arguments are addressed in turn.
`
`Lenovo’s Limited Express Warranty states in bold text and capitalized letters as
`
`shown here:
`
`EXCLUSIVE
`YOUR
`IS
`THIS WARRANTY
`WARRANTY AND REPLACES ALL OTHER
`WARRANTIES OR CONDITIONS, EXPRESS OR
`IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY
`IMPLIED WARRANTIES OR CONDITIONS OF
`MERCHANTABILITY OR
`FITNESS
`FOR A
`PARTICULAR PURPOSE.
`
`Lenovo’s Limited Express Warranty specifically disclaims the implied warranties of
`
`merchantability or fitness. The warranty’s use of the term “MERCHANTABILITY”
`
`paired with the conspicuous display of the language—namely, its bold font, capitalization,
`
`
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`CASE 0:19-cv-02727-WMW-LIB Doc. 45 Filed 02/02/21 Page 17 of 21
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`and location on the first page of the warranty—conspicuously disclaims the implied
`
`warranty of merchantability. Minn. Stat. § 336.2-316(2). Similarly, the warranty’s
`
`language that “THIS WARRANTY IS YOUR EXCLUSIVE WARRANTY AND
`
`REPLACES ALL OTHER WARRANTIES” also conspicuously disclaims the implied
`
`warranty of fitness and is consistent with the example of a disclaimer provided in the
`
`statute. Id. Moreover, the United States Court of Appeals for the Eighth Circuit expressly
`
`held that warranty disclaimer language substantially similar to the language at issue here
`
`was valid and comported with the requirements of Minnesota law. See Transp. Corp. of
`
`Am. v. Int’l Bus. Machines Corp., 30 F.3d 953, 959 (8th Cir. 1994) (assessing language
`
`stating that “ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING,
`
`BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY
`
`AND FITNESS FOR A PARTICULAR PURPOSE”). Therefore, the disclaimer in
`
`Lenovo’s limited warranty is conspicuous.
`
`
`
`Gisairo argues that Lenovo’s attempt to disclaim or limit its implied warranties is
`
`unconscionable and unenforceable. Lenovo counters that Gisairo’s unconscionability
`
`claims lack plausible facts and, therefore, fail to survive Lenovo’s motion to dismiss.
`
`Under Minnesota law, when a plaintiff alleges that a disclaimer is unconscionable,
`
`“the parties shall be afforded a reasonable opportunity to present evidence as to its
`
`commercial setting, purpose and effect to aid the court in making the determination.”
`
`Minn. Stat. § 336.2-302(2). Courts interpreting Minn. Stat. § 336.2-302(2) have considered
`
`whether the plaintiff has sufficiently alleged unconscionability. See McQueen v. Yamaha
`
`
`
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`CASE 0:19-cv-02727-WMW-LIB Doc. 45 Filed 02/02/21 Page 18 of 21
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`Motor Corp., U.S.A., ___ F. Supp. 3d ___, 2020 WL 5630006, at *10 (D. Minn. 2020); see
`
`also Johnson, 175 F. Supp. 3d at 1144.
`
`Gisairo’s complaint alleges that “[a]ny attempt by Lenovo to disclaim or limit its
`
`implied warranties is unconscionable and unenforceable under the circumstances here.”
`
`Standing alone, this legal conclusion without a factual basis would be insufficient to meet
`
`the pleading standards. See Iqbal, 556 U.S. at 679. But Gisairo also alleges that Lenovo
`
`knowingly sold a defective product wi