Exhibit K 

Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 1 of 21
IN THE UNITED STATES DISTRICT COURT

FOR THE MIDDLE DISTRICT OF ALABAMA

SOUTHERN DIVIS C E V E D

[REDACTED] )

)

Plaintiff, )

)

V.

)

BACKPAGE.COM, LLC, et al.;

Defendants.

)

)

)

)

)

)

)

7E111 MAY -5 P 2: 00

DEBRA P. HACKETT, CLK

U.S. DISTRICT COURT

MiDDLE DISTRICT ALA

CIVIL ACTION NO. i: i -

(removed from Houston County

Circuit Court, No. 38-CV-2017-

900041.00)

NOTICK OF REMOVAL

COMES NOW Medalist Holdings, Inc., joined by Leeward Holdings, LLC; Camarillo

Holdings, LLC; Michael Lacey; James Larkin; Backpage.com , LLC; IC Holdings, LLC;

Dartmoor Holdings, LLC; Atlantische Bedrijven C.V.; and Carl Ferrer (collectively, "the

Backpage.com Defendants"); to give notice of removal of the above-captioned civil action

pursuant to 28 U.S.C. § 1332, 1441, and 1446, from the Circuit Court of Houston County,

Alabama to the United States District Court for the Middle District of Alabama. In accordance

with Local Rule 81.1, clear, legible copies of the Complaint as well as all records and

proceedings in this matter from the state court are attached together to this Notice as Appendix

A. In support of this Notice of Removal, the Backpage.com Defendants state as follows:

NOTICE OF REMOVAL —1

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 1 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 2 of 21
A. Introduction

1. Plaintiff filed an Alabama state court action on January 5, 2017, alleging

Alabama state-law claims against the Backpage.com Defendants,' as well as Choice Hotels,

International, Inc., Veda LLC, and Nirav Joshi, who are the corporate owners and operator of a

Houston County hotel (collectively, the "Hotel Defendants"), and Santiago Alonso, who is

incarcerated at the Bibb County Correction Facility.

2. Plaintiff has served copies of the Complaint on all of the defendants. The last

defendant served was Medalist Holdings, Inc., which waived service on April 7, 2017. This

Notice of Removal is timely because Medalist Holdings, Inc., joined by the other

Backpage.com Defendants, is filing it within 30 days after the Complaint was served on it. 28

U.S.C. § 1446 (b)(1), (2).

3. Removal is proper based on diversity jurisdiction under 28 U.S.C. § 1332, and

the doctrine of fraudulent misjoinder.

4. Plaintiff is a citizen of Mississippi. The Backpage.com Defendants are citizens

of Delaware, Arizona, and Texas. Accordingly, there is complete diversity between Plaintiff

and the Backpage.com Defendants. The Hotel Defendants are citizens of Maryland and

Alabama, and Defendant Santiago Alonso is a citizen of Alabama, where he is currently

incarcerated. However, the citizenship of Alonso and the Hotel Defendants should be

disregarded, and they need not join in seeking removal of this action, because Plaintiff has

fraudulently misjoined the claims against them with the claims against the Backpage.com

Defendants in violation of Rules 20 and 21 of the Federal Rules of Civil Procedure. Plaintiff's

claims against Alonso for his trafficking, exploitation, and abuse of her, and against the Hotel

Defendants for their alleged roles in facilitating her trafficking and exploitation, have no

connection to her claims against the Backpagecom Defendants for, in essence, providing an

'On April 7, 2017, Plaintiff substituted Medalist Holdings, Inc. for the erroneously named

defendant Medalist Holdings, LLC. Declaration of Robert D. Segall ("Segall Decl."), Exh. Q.

NOTICE OF REMOVAL —2

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 2 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 3 of 21
online forum for third-party advertising - which claims are absolutely barred in any event

under the Communications Decency Act ("CDA"), 47 U.S.C. § 230 ("Section 230").

5. The Plaintiff's Complaint does not pray for a specific amount of damages.

However, pursuant to 28 U.S.C. § 1332(a) and 1446(c)(2)(A), it is clear from the nature of

Plaintiff's claims and alleged harm, as well as evidence proffered by the plaintiffs in a nearly

identical lawsuit filed by Plaintiff's counsel, that the amount in controversy in this action

substantially exceeds the requisite minimum of $75,000.

6. Accordingly, this Court has diversity jurisdiction of all claims between Plaintiff

and the Backpage.côm Defendants, and should sever and remand to the Houston County

Circuit Court the claims against the Hotel Defendants and Alonso.

B. This Notice Is Timely.

7. On January 25, 2017, an individual alleged to have been a minor at the time of

the events at issue, and identified as "K.R.," filed a complaint in the Circuit Court of Houston

County, Alabama, Case No: 38-C V-2017-900041 .00, against the Backpage.com Defendants

and others ("the Complaint"). The Complaint is captioned [Redacted] v. Backpage.com, LLC;

Camarillo Holdings, LLC, Medalist Holdings, LLC, Leeward Holdings, LLC; Dartmoor

Holdings, LLC, IC Holdings, LLC, Atlantische BedrUven C. V.; Carl Ferrer; James Larkin,

Michael Lacey, Choice Hotels International, Inc.; Veda LLC; Nirav Josh!, Santiago Alonso;

FICTITIOUS DEFENDANTS A, B, and C are those entities or persons that owned managed,

and/or operated the motel located at 3011 Ross Clark Circle, Dothan, Alabama in July 2013

and August 2013; FICTITIOUS DEFENDANTS A E, and F are those entities or persons that

financially benefItted from the human trafficking of the Plaintiff FICTITIOUS DEFENDANTS

G, H, and I are those persons or entities responsible for training the employees of the motel

located at 3011 Ross Clark Circle, Dothan, AL; FICTITIOUS DEFENDANTS J, K, and L are

those persons or entities that were involved in the human trafficking of the Plaintiff

FICTITIOUS DEFENDANTS M N, and 0 are those persons or entities who owned, operated,

and controlled www.backpage.com, including its content, during and after the time that the

NOTICE OF REMOVAL —3

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 3 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 4 of 21
'adult' advertisements involving Plaintiff were published on www. backpage. com ; FICTITIOUS

DEFENDANTS P, Q, and R, whether singular or plural, that entity which, concerning the

occasion made the basis of this suit, that was the principal of any of the named or abovedscribedJI ctitious party defendants..FICTITIOUS DEFENDANTS S, T, and U, whether

singular or plural, that entity which is the successor-in-interest of the named or abovedescribedjI ctitious party defendants. Plaintiff avers that the identity of the fictitious party

defendants herein is otherwise unknown to Plaintiff at this time, or if their names are known to

Plaintiff at this time, their identity as proper party defendants is not known to Plaintiff at this

time, and their true names will be substituted by amendment when ascertained. See Segall

Dccl. at ¶ 4, Exhibit A.

8. On January 27, 2017, Plaintiff served the Complaint on Choice Hotels

International, Inc. See Segall Decl. at ¶ 5, Exhibit B.

9. On January 28, 2017, Plaintiff served the Complaint on Veda LLC and Nirav

Joshi. See Segall Decl. at ¶ 6, Exhibits C-D.

10. On January 30, 2017, Plaintiff served the Complaint on Santiago Alonso. See

Segall Decl. at ¶ 7, Exhibit E.

11. On January 30, 2017, Plaintiff served the Complaint on Camarillo Holdings,

LLC; Leeward Holdings, LLC; Backpage.com, LLC; and IC Holdings, LLC. See Segall Dccl.

at ¶ 8-11, Exhibits F-I. On the same day, Plaintiff served the Complaint on Dartrnoor Holdings,

LLC, though a "Notice of No Service" was erroneously filed by the Clerk of the Houston

Circuit Court instead of a return of service. See id. at ¶ 12, Exhibit J.

12. On January 31, 2017, Plaintiff served the Complaint on Atlantische Bedrijven

C.V. See Segall Dccl. at ¶ 13, Exhibit K.

13, On March 6, 2017, Carl Ferrer signed a waiver of service of the Complaint

pursuant to Ala. R. Civ. Proc. 4(h). See Segall Decl. at ¶ 15, Exhibit M.

14. On March 8, 2017, James Larkin signed a waiver of service of the Complaint

pursuant to Ala. R. Civ. Proc. 4(h). See Segall Decl. at ¶ 16, Exhibit N.

NOTICE OF REMOVAL —4

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 4 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 5 of 21
15. On March 9, 2017, Michael Lacey signed a waiver of service of the Complaint

pursuant to Ala. R. Civ. Proc. 4(h). See Segall Deci. at T 17, Exhibit 0.

16. On April 3, 2017, service was attempted but not completed on erroneously

named defendant Medalist Holdings LLC. See Segall Deci. at ¶ 18, Exhibit P.

17. On April 7, 2017, Plaintiff filed a Notice of Substitution and Plaintiffs First

Amended and/or Restated Complaint, which substituted the name Medalist Holdings, Inc. in

lieu of and in place of Medalist Holdings LLC. See Segall Decl. at 119, Exhibit Q. This is the

Operative complaint in this action.

18. On April 7, 2017, Medalist Holdings, Inc., through its counsel, signed a waiver

of service of the Complaint pursuant to Ala. R. Civ. Proc. 4(h). See Segall Decl. at ¶ 20,

Exhibit R.

19. Plaintiffs Complaint alleges four causes of action: Violation of Alabama's

Anti-Human Trafficking Statute, Ala. § 13A-6-150 et seq. (Count I); Outrage (Count 1.1);

Negligent and/or Wanton Conduct (Count III); and Unjust Enrichment (Count IV). See Compl.

$$61-73.

20. The Backpage.com Defendants are named in all four Counts.

21. Counts I and IV are alleged against all Defendants. Count II is alleged against

the Backpage.com Defendants, Veda LLC, Joshi, and Alonso. Count III is alleged against the

Backpage.com Defendants and the Hotel Defendants.

22. Plaintiff seeks damages against all Defendants "separately and severally." See

Compl., Prayer for Relief.

23. The Notice of Removal is timely pursuant to 28 U.S.C. § 1446(b), because the

Backpage.com Defendants have filed it within 30 days after defendant Medalist Holdings, Inc.

signed a waiver of service of a copy of the Complaint.

C. There Is Complete Diversity Between Plaintiff and the Backpage.com Defendants.

NOTICE OF REMOVAL —5

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 5 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 6 of 21
24. Pursuant to 28 U.S.C. § 1441 (a), defendants may remove any civil action

brought in a state court of which the district courts of the United States have original

jurisdiction.

25. Federal district courts have original jurisdiction of all civil actions between

citizens of different states, and between a citizen of a state and a citizen or subject of a foreign

state, where the amount in controversy exceeds the sum or value of $75,000. 28 U.S.C. §

1332(a)(1), (2).

26. A natural person is a citizen of the state where the person is domiciled, i.e.,

where the person resides with the intention to remain or return for more than a temporary

period. McCormick v. Aderholt, 293 F.3d 1254, 1258 (11th Cir. 2002).

27. LLCs are treated like limited partnerships for purposes of determining diversity

jurisdiction, and are deemed to be citizens of every state of which a member is a citizen.

Rolling Greens MHP v. Comcast SCH Holdings, 374 F.3d 1020, 1022 (11th Cir. 2004).

28. For purposes of diversity jurisdiction, a corporation is deemed to be a citizen of

both the state in which it is incorporated and the state where it has its principal place of

business. 28 U.S.C. § 1332(c)(1). A corporation's principal place of business is determined by

the "nerve center" test, i.e., "the place where a corporation's officers direct, control, and

coordinate the corporations' activities," which ordinarily is the "place where the corporation

maintains its headquarters." Hertz Corp. v. Friend, 559 U.S. 77, 80 (2010).

29. At the time the Complaint was filed, and as of the date of the filing of this

Notice, Plaintiff was and is a resident and citizen of Lauderdale County, Mississippi (which is

also the location of her childhood home). Compl. ¶11 5, 49.

30. Plaintiff's Complaint correctly alleges that Backpage.com , LLC; Camarillo

Holdings, LLC; Medalist Holdings, Inc.; Leeward Holdings, LLC; Dartmoor Holdings, LLC;

and IC Holdings, LLC all are Delaware Limited Liability Companies ("LLC5"). Compl. ¶ 6-

11.

NOTICE OF REMOVAL —6

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 6 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 7 of 21
31. At the time the Complaint was filed, and as of the date of the filing of this

Notice, Medalist Holdings, Inc. was and is a Delaware corporation, with its principal place of

business in Arizona. It has always been privately held, and no publicly held corporation has

ever owned an interest in it.

32. At the time the Complaint was filed, and as of the date of the filing of this

Notice, Leeward Holdings, LLC Was and is a Delaware limited liability company, wholly

owned by Medalist Holdings, Inc. Leeward Holdings, LLC has always been privately held, and

no publicly held corporation has ever owned an interest in it.

33. At the time the Complaint was filed, and as of the date of the filing of this

Notice, Camarillo Holdings, LLC was and is a Delaware limited liability company, wholly

owned by Leeward Holdings LLC. Camarillo Holdings, LLC has always been privately held,

and no publicly held corporation has ever owned an interest in it.

34. Therefore, at the time the Complaint was filed, and as of the date of the filing of

this Notice, Medalist Holdings Inc., Leeward Holdings, LLC, and Camarillo Holdings, LLC

were and are all citizens of Delaware and Arizona.

35. At the time the Complaint was filed, and as of the date of the filing of this

Notice, James Larkin was and is a resident and citizen of Arizona.

36. James Larkin owns a residence near Phoenix in the State of Arizona and has

owned a residence in or near Phoenix since 1982. He has lived near Phoenix since 1952. His

current residence near Phoenix is his primary residence and has been so since 2007.

37. James Larkin considers his residence in Arizona to be his permanent home and,

when he departs the State of Arizona, he does so with the intent to return to his residence in

Arizona.

38. James Larkin has been employed in or near Phoenix, Arizona since 1970.

39. James Larkin files his state income taxes in Arizona as a resident of Arizona and

has done so since 1968. He also pays and has always paid real and personal property taxes in

Arizona.

NOTICE OF REMOVAL —7

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 7 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 8 of 21
40. James Larkin is registered to vote in the State of Arizona and has been registered

to vote in Arizona since about 2000.

41w James Larkin has an Arizona driver's license and has had an Arizona driver's

license since 1966.

42. James Larkin has automobiles in Arizona, which are registered in Arizona. He

has owned or leased automobiles that have been registered in Arizona since 1968.

43. At the time the Complaint was filed, and as of the date of the filing of this

Notice, Michael Lacey was and is a resident and citizen of Arizona.

44. Michael Lacey owns a residence near Phoenix in the State of Arizona and has

owned a residence in or near Phoenix since the midl 990s. He has lived in Phoenix since

1966. His current residence near Phoenix is his primary residence and has been so since the

late 1990's.

45. Michael Lacey considers his residence in Arizona to be his permanent home

and, when he departs the State of Arizona, he does so with the intent to return to his residence

in Arizona.

46. Michael Lacey has been employed in or near Phoenix, Arizona since 1970.

47. Michael Lacey files his state income taxes in Arizona as a resident of Arizona

and has done so since 1970. He also pays, and for many years has paid, real and personal

property taxes in Arizona.

48. Michael Lacey is registered to vote in the State of Arizona and has been

registered to vote in Arizona since the mid- I 990s.

49. Michael Lacey has an Arizona driver's license and has had an Arizona driver's

license since the 1990s

50. Michael Lacey has automobiles in Arizona, which are registered in Arizona. He

has owned or leased automobiles that have been registered in Arizona since 1990.

NOTICE OF REMOVAL —8

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 8 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 9 of 21
51. At the time the Complaint was filed, and as of the date ofthe filing of this

Notice, the ownership structure of the remaining Backpage.com Defendants was and is as

follows:

a. Backpage.com, LLC was and is a Delaware limited liability company,

wholly owned by IC Holdings, LLC.

b. IC Holdings, LLC was and is a Delaware limited liability company, wholly

owned by Dartmoor Holdings, LLC.

c. Dartmoor Holdings, LLC was and is a Delaware limited liability company,

wholly owned by Atlantische Bedrijven C.V.

d. Atlantische Bedrijven C.V. was and is a Dutch limited partnership, wholly

owned by Kickapoo River Investments, LLC and Lupine Investments LLC.

e. Kickapoo River Investments, LLC and Lupine Investments LLC are each

Delaware limited liability companies, each wholly owned by Amstel River

Holdings, LLC.

f. Ainstel River Holdings, LLC is a Delaware limited liability company,

wholly owned by the Vicky Ferrer Family Trust.

g. Backpage.com, LLC, IC Holdings, LLC, Dartmoor Holdings, LLC,

Atlantische Bedrijven C.V., Kickapoo River Investments, LLC, Lupine

Investments LLC, and Amstel River Holdings, LLC have always been

privately held, and no publicly held corporation has ever owned an interest

in any of them.

52. Thus, tracing up the ownership chain, at all relevant times, the citizenship of

Backpage.corn, LLC, IC Holdings, LLC, Dartmoor Holdings, LLC, Atlantisehe Bedrijven

C.V., Kickapoo River Investments, LLC, Lupine Investments LLC, and Amstel River

Holdings, LLC, for diversity purposes, are based on the citizenship of their ultimate owner, the

Vicky Ferrer Family Trust.

NOTICE OF REMOVAL —9

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 9 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 10 of 21
53. The Trustee of the Vicky Ferrer Family Trust is Carl Ferrer. The current

beneficiaries of the Trust are Carl Ferrer and his wife, April E. Ferrer.

54. Any potential future beneficiaries of the trust who currently are identifiable are

citizens of either Texas or Oklahoma. No current beneficiary of the trust, or potential future

beneficiary of the trust who is currently identifiable, is or has been a citizen of Alabama.

55. At the time the Complaint was filed, and as of the date of the filing of this

Notice, Carl Ferrer and April Ferrer were and are residents and citizens of Texas.

56. Carl and April Ferrer have owned a residence near Dallas in the State of Texas

since August 2005. The residence is their primary residence and has been so since August,

2005.

57. Carl and April Ferrer consider their residence in Texas to be their permanent

home and, when they depart the State of Texas, they do so with the intent to return to their

residence in Texas.

58. Carl Ferrer has been employed in or near Dallas Since August 2005.

59. Carl and April Ferrer file their income taxes in Texas as residents of Texas and

have done so Since 2005. They also pay real and personal property taxes in Texas.

60. Carl Ferrer is registered to vote in the State of Texas and has been registered to

vote in Texas since 2008. April Ferrer is registered to vote in the State of Texas and has been

registered to vote in Texas since approximately 2005.

61. Carl and April Ferrer have Texas driver's licenses and have had Texas driver's

licenses since 2006.

62. Carl and April Ferrer have automobiles in Texas, which are registered in Texas.

They have owned automobiles that have been registered in Texas since 2006.

63. Carl Ferrer has had the same physician for over 16 years; the physician's office

is in Dallas, Texas.

64. Therefore, at the time the Complaint was filed, and as of the date of the filing of

this Notice, the Vicky Ferrer Family Trust was and is a citizen of Texas, given that its trustee

NOTICE OF REMOVAL —10

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 10 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 11 of 21
and all its current beneficiaries are citizens of Texas. Accordingly, the LLCs and limited

partnership owned, directly and indirectly, by the Trust were and are all citizens of Texas for

diversity purposes, including Backpage.com, LLC; IC Holdings, LLC; Dartmoor Holdings,

LLC; Atlantische Bedrijven C.V.; Kickapoo River Investments, LLC; Lupine Investments

LLC; and Amstel River Holdings, LLC.

65. None of the Backpage.com Defendants, either individually or through corporate

ownership or membership, are. or ever have been citizens of the State of Alabama.

66. Accordingly, at the time the Complaint was filed, and as of the date of the filing

of this Notice, complete diversity of citizenship existed and exists between Plaintiff (who is a

Mississippi citizen) and all of the Backpage.com Defendants (which are citizens of Delaware,

Arizona, and Texas).

67. When a plaintiff improperly joins claims in a state court action, a federal district

court to which the case is removed should disregard the citizenship of non-diverse parties that

are not properly joined under Fed. R. Civ. P. 20, sever and remand claims involving such nondiverse parties under Fed. R. Civ. P. 21, and recognize federal diversity jurisdiction for the

remaining claims. Tapscott v. MS Dealer Serv. Corp., 77 F.3d 1353, 1360(11th Cir. 1996),

abrogated on other grounds, Cohen v. Office Depot, Inc., 204 F.3d 1069, 1072-73 (11th Cir.

2000). This doctrine is commonly referred to as "fraudulent" misjoinder; courts find

misjoinder is "fraudulent" 2 when a diverse defendant is joined with a non-diverse defendant as

to whom there is no joint, several, or alternative liability, and the claims against the two

defendants have no real connection. Triggs, 154 F.3d at 1287; Callen v. Daimler Trucks North

America, 2016 U.S. Dist. Lexis 84112, at *5 (M.D. Al. June 29, 2016).

2 Notwithstanding the use of the word "fraudulent," the application of the doctrine does not

depend on showing actual fraud, culpable mental state, or bad faith on the part of Plaintiff or

counsel. See AIDS Counseling & Testing Centers v. Grp. W Television, Inc., 903 F.2d 1000,

1003 (4th Cir. 1990); Triggs v. John Crump Toyota, Inc., 154 F.3d 1284, 1291 (11th Cir. 1998).

NOTICE OF REMOVAL —11

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 11 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 12 of 21
D. The Non-Diverse Defendants Are "Fraudulently" Misjoined.

68. Under Fed. R. Civ. P. 20, joinder of defendants in a single action requires a

claim for relief against all defendants "jointly, severally, or in the alternative with respect to or

arising out of the same transaction, occurrence, or series of transactions or occurrences" and a

common question of law or fact. Fed. R. Civ. P. 20(a)(2). At any time, and by motion or on its

own, a federal court may add or drop any party that has been improperly or fraudulently

misjoined. Fed. R. Civ. P. 21.

69. A defendant's right of removal cannot be defeated by a fraudulent misjoinder of

claims or parties that have no real connection with one another. Tapscott, 77 F.3d at 1360;

Callen, 2016 U. 8. Dist. Lexis 84112, at *510; Atkins v. Smalbach, 2015 U.S. Dist. Lexis

31185, at *8 (M.D. Fla. Feb. 6, 2015) ("Fraudulently joining Mick to the claims against

Smalbach would unfairly deprive Mick of its constitutionally and statutorily protected right to

adjudicate the claims against it in a federal forum.")

70. Plaintiff has fraudulently misjoined Santiago Alonso and the Hotel Defendants

in this action under Fed. R. Civ. P. 20 and 21 and applicable case law.

71. Courts find that defendants are fraudulently rnisjoined when the claims against

them are "factually distinct" and there is "no real connection between the[m]" Baums v.

General Insurance Co., 2006 U.S. Dist. Lexis 77820, at *7 (M.D. Ala. Oct. 23, 2006).

Fraudulent joinder is found when, among other things, the claims against one defendant involve

markedly different facts and evidence from the claims against another defendant. See, e.g,

MW. v. Ford Motor Co., 2015 U.S. Dist. Lexis 36895, at *1121 (M.D. Fla. March 24, 2015)

(finding fraudulent joinder where facts needed to support medical malpractice claim concerning

treatment of Plaintiffs injuries were wholly distinct from facts that would support product

liability and negligence claims about vehicle in which injuries occurred); Atkins, 2015 U.S.

Dist. Lexis 31185, at *15.46 (M.D. Fla. Feb. 6, 2,015) (finding fraudulent misjoinder where

claim seeking approval of arbitration award against non-diverse defendant over fraudulent sales

of securities shared no common questions of law or fact with claim alleging that diverse

NOTICE OF REMOVAL - 12

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 12 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 13 of 21
defendant was an agent that participated in the sale of the securities); Lopez v. Sturdivant, 2010

WI 3121750, at *3 (S.D. Miss. Aug. 6, 2010) (finding fraudulent misjoinder of plaintiffs'

claims against in-state contractor for defective construction of a house with claims against outof-state insurer for improper denial of coverage); Willingham v. State Farm Ins. Co., 2009 WL

2767679 at *3..4 (N.D. Miss. Aug. 27, 2009) (finding fraudulent joinder of claims against.

insurance company arising from house fire, with claims against non-diverse construction

company for defective work in rebuilding the house after the fire); Nsight Technologies, LLC v.

Fed. Ins. Co., 2009 WL 1106868, at *4 (S.D. Miss. Apr. 23, 2009) (claims against employee

for conversion and against insurer concerning coverage for alleged conversion were

fraudulently misjoined because "[w]hile the claims against [both defendants] arise out of the

alleged embezzlement, the claims 'involve different factual issues and different legal issues.").

E. Defendant Alonso and the Hotel Defendants Are Fraudulently Misjoined.

72. The Complaint alleges that Alonso is a prisoner incarcerated in Bibb County,

Alabama. Compl. ¶ 19. It further alleges that Alonso was a pimp Who posted photographs of

K.R. on Backpage.com, solicited and arranged for adults to have sex with K.R., and received

money for prostituting her. Id. ¶ 54.

73. On May 15, 2014, Alonso was convicted after a jury trial on one count of firstdegree human trafficking and one count of felony distribution of drugs to a minor. Alonso v.

State, No. CR-131546, 2016 WL 661274, at *1 (Ala. Crim. App. Feb. 12, 2016). Plaintiff

K.R. was the victim of both crimes. Id. On June 18, 2014, Alonso was sentenced to forty years

in prison for the human-trafficking charge and ten years in prison for distribution of thugs to a

minor, to be served concurrently with a 12-month sentence for misdemeanor marijuana

possession. Id.

74. K.R.'s claims against Alonso are based on his rape, physical assault, trafficking,

exploitation and abuse of her. See Compl. ¶J 49-5 5.

75. The Complaint alleges that the Hotel Defendants owed a duty to Plaintiff in

owning and operating the Quality Inn in Dothan, Alabama, where Alonso's trafficking,

NOTICE OF REMOVAL —13

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 13 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 14 of 21
exploitation, and abuse allegedly occurred, and that they breached that duty by variously

permitting Alonso to commit his crimes there, or not intervening to stop him and others from

doing so. Se Compi.. at ¶ 57, 69-70.

76. K.R.'s claims against the Hotel Defendants are based on principles of physical

premises liability, in particular, the Hotel Defendants' alleged indifference to the fact that

Alonso's actions occurred in a hotel they owned and operated.

77. K.R.'s claims against the Backpage.com Defendants, on the other hand, are

based on the allegations that the Backpage.com website was at least one Internet site where

Alonso posted advertisements about her, Backpage.com received fees for the ads, and that it

"made no effort at any time to stop his criminal activity." Compl. at ¶J 68.

78. Markedly different evidence and questions of law are involved in K.R.'s claims

against Alonso and the Hotel Defendants, on the one hand, and Plaintiffs' claims against the

Backpage.com Defendants, on the other.

79. Specifically, the evidence with regard to K.R.'s claims against Alonso would

concern his trafflcking, exploitation, and abuse of her. The evidence for claims against the

Hotel Defendants apparently would concern the extent to which they were privy to Alonso's

trafficking and exploitation of K.R., and, in particular: how the Hotel Defendants operated the

hotel; hotel policies with respect to training employees and monitoring hotel activities; how the

Hotel Defendants' employees interacted with Alonso and K.R., what they knew, and whether

and how they reported it; and other factual questions grounded in the operation of these

particular hotels and hotel brands. See Compi. at ¶J 57, 69-70. What's more, the case against

the Hotel Defendants is further complicated by issues related to the franchise relationship

among the Hotel Defendants; Choice Hotels' liability may turn on whether it is found to have

exercised sufficient supervisory control over, or had an agency relationship with, the franchisee

that operated the hotel where K.R. allegedly was exploited and abused. See Defendant Choice

Hotels International, Inc.'s Motion to Dismiss and Memorandum in Support, attached as

Exhibit L to the Segall Decl.

NOTICE OF REMOVAL - 14

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 14 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 15 of 21
80. The evidence to establish Alonso's illegal conduct, and to resolve factual

questions concerning hotel policy, training and operations; employee conduct; and legal and

factual questions concerning franchisor liability is wholly unrelated to the operation of the

Backpage.com website or the circumstances of the ads about the Plaintiff posted on the

website.

81. Moreover, a central issue with respect to the Backpage.com is the immunity

from suit prescribed by the CDA. Section 230 of the cDA states that "[n]o provider ... of an

interactive computer service shall be treated as the publisher or speaker of any information

provided by another information content provider." 47 U.S.C. § 230(c)(1). It expressly

preempts state laws: "[n]o cause of action may be brought and no liability may be imposed

under any State or local law that is inconsistent with this section." Id. § 230(e)(3). Because the

Backpage.com Defendants are being sued based entirely on third-party speech posted online,

the claims against them raise issues of law entirely distinct from the claims concerning Mr.

Alonso's physical conduct, or the Hotel Defendants' operation of their physical premises.

82. In short, the Backpage.com Defendants' operation of a Web site in which third

parties allegedly posted online advertisements is markedly different from the alleged

commission or facilitation of the physical and sexual abuse by the misjoined defendants. As

Alabama courts repeatedly have held, defendants are "not deemed to be 'joint tortfeasors where

the acts of the two defendants 'did not combine to cause any one injury." Nicholson v. Pickett,

2016 WL 854370, at *18 (M.D. Ala. Mar. 4, 2016) (quoting Lowry v. Garrett, 792 So. 2d 1119,

1123 (Ala. Civ. App. 2001) and State Farm Fire & Cas. Co. v. Slade, 747 So. 2d 293, 325

(Ala. 1999)). Here, the Complaint alleges, at most, successive torts, rather than conduct by

tortfeasors acting jointly. Alonso's liability for trafficking, exploiting, and abusing K.R. is

independent from any acts or omissions by the Backpage.com Defendants. Even assuming the

Backpage.com Defendants could be liable for running a website where K.R.'s picture was

posted by a third party, the manner in which the Backpage.com Defendants operated this

website is utterly unnecessary to establish Alonso's liability for coercing K.R. into sexual

NOTICE OF REMOVAL —15

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 15 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 16 of 21
servitude and abusing her. See Compl. at ¶J 50-57; Al. Crim. C. § 13A-6-152(4). Likewise,

the alleged liability of the Hotel Defendants in connection with hotel premises does not depend

on any acts or omissions by the Backpage.com Defendants in running a website. See Compl. at

¶J 54, 47. Rather, the allegations are analogous to numerous decisions finding claims based on

separate or successive torts were fraudulently misjoined. E.g., Stone v. Zimmer, Inc., 2009 U.S.

Dist. Lexis 59125, at *10_li (S.D. Fla. June 25, 2009) (claims against manufacturer of hip

implant were fraudulently misjoined with malpractice claims against doctor for failing to

diagnose that implant had fractured); Sturdivant, 2010 WL 3121750 at * 3; Willingham, 2009

WL 2767679 at *34

F. A Misjoined Defendant Need Not Consent to Removal.

83. Although ordinarily all defendants in a state court action must join in the

petition for removal, 28 U.S.C. § 14.46(b)(2)(A), the rule of unanimity does not apply to

fraudulently joined parties, who need not consent to removal. Callen, 2016 U.S. Dist. Lexis

84112, at *9•

84. Because Alonso and the Hotel Defendants are fraudulently misjoined as

defendants in Plaintiff's Complaint, this action may be removed without their joinder or

consent.

85. All other defendants join in this Notice of Removal.

G. The Amount-in-Controversy Requirement Is Satisfied.

86. In the Eleventh Circuit, when a complaint does not specify a dollar amount for

damages, the court may determine that the amount in controversy is facially apparent from the

complaint on the basis of evidence submitted by the defendant combined with "reasonable

deductions, reasonable inferences, or other reasonable extrapolations" and the court's "judicial

experience and common sense." Abner v. US. Pipe & Foundry, 2017 U.S. Dist. Lexis 19058,

at *1647 (N.D. Ala. Feb. 10, 2017) (quoting Pretka v. Kolter City Plaza II, Inc., 608 F.3d 744,

754 (11th Cir. 2010) and Roe v. Michelin N America, 613 F.3d 1058, 1062 (11th Cir. 2010));

see also Johnson v. Blackburn, 2016 U.S. Dist. Lexis 138108 (N.D. Ala. Oct. 5, 2016)

NOTICE OF REMOVAL —16

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 16 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 17 of 21
(requirement satisfied where plaintiff demanded compensatory and punitive damages and

alleged she suffered "serious injuries to her head and neck, causing 'great physical pain and

mental anguish,' and to her lower back, knees, and shoulders, resulting in necessary medical

expenses"); Case v. Cincinnati Insurance Co., 2016 U.S. Dist. Lexis 124483, at *1..2 (M.D.

Fla. Sept. 14, 2016) (requirement met where plaintiffs alleged damages included permanent

injuries to body and mind, physical and mental pain and suffering and disability, medical,

nursing, hospitalization treatment/expenses; travel expenses; loss wages; permanent

impairment and loss of ability to work and earn money; and impairment in capacity to lead and

enjoy a normal life). When the amount of a plaintiffs claim for damages is unspecified, "a

lower burden of proof is warranted because there is simply no estimate of damages to which a

court may defer." Tapscott, 77 F.3d at 1356-57.

87. Here, the Complaint seeks compensatory damages, punitive damages, treble

damages, and attorneys' fees. Compi. ¶ 61 Plaintiff alleges that she has "suffered and continues to

suffer damages, including, but not limited to personal injury, mental anguish, loss of quality of life,

and emotional pain and suffering," and that she has incurred or will incur medical or therapy

expenses. Id. 11 65, 70.

88. Although Plaintiffs Complaint does not pray for a specific amount of damages,

the amount in controversy here is demonstrated by a nearly identical action filed July 30, 2012,

in the Western District of Washington alleging sex trafficking of a minor against

Backpage.com, LLC and others. See Second Amended Complaint at ¶ 1.1 - 1.2, 4.1 - 6.7, J.S.

v. Village Voice Media Holdings, LLC, d/b/a Backpage. corn, Case No. 12-2-11362-4

("Washington Action."), attached as Exhibit S to the Declaration of Ambika Kumar Doran

("Doran Deci."). In the Washington Action, Backpage.com requested a statement of damages,

as permitted by Washington law, and the plaintiffs responded that they each sought damages of

at least $250,000, and ranging up to $1,500,000. Doran Decl. at ¶ 3, Exhibit T. The complaint

in the Washington Action mirrored many of the claims asserted here, including negligence,

outrage, violation of the state's Sexual Exploitation of Children Act, and unjust enrichment.

NOTICE OF REMOVAL —17

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 17 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 18 of 21
Doran Deci., Exhibit S at 7.1 -7.11,7.16-7.18. As K.R. alleges here, the Washington

Action alleged that each plaintiff had suffered "severe emotional distress, humiliation, mental

anguish, physical and mental pain and suffering, a decrease in her ability to enjoy life, past and

future medical expenses" and was owed "general and special damages[.]" See Doran Decl.,

Exhibit S at ¶J 4.4, 5.5, 6.7.

9. The amount in controversy in the instant action easily exceeds the requisite

minimum $75,000. The Plaintiff asserts nearly identical claims against Backpage.com, LLC,

and seeks similar relief. See Compl. at ¶J 65, 68, 70 (alleging Plaintiff "has suffered and

continues to suffer damages, including, but not limited to personal injury, mental anguish, loss

of quality of life, and emotional pain and suffering," that she either has or expects to "incur

medical and/or therapy expenses[,]" and that she seeks "compensatory damages, punitive

damages, and treble damages[.]") See, e.g., Brown v. State Farm Fire & Casually Co., 2017

U.S. Dist. Lexis 16898, at *8 (N.D. Ala. Feb. 7, 2017) (where plaintiff did not contest amount

in controversy, court found requirement met on basis of, among other things, punitive damages

sought). The Court can reasonably infer that the same or a substantially similar level of

damages are at issue here as in the Washington Action.

H. The Remaining Procedural Requirements for Removal Are Satisfied.

90. The Backpage.com Defendants will promptly give written notice of the filing of

the Notice of Removal to Plaintiffs,, and will file a copy of the Notice of Removal with the

Clerk of the Circuit Court of Alabama for Houston County, pursuant to 28 U.S.C. § 1446(d).

I/I

I/I

I/I

I/I

HI

I/I

I/I

NOTICE OF REMOVAL —18

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 18 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 19 of 21
91. Pursuant to 28 U.S.C. § 1446(a) and Middle District of Alabama Local Rule

81.1, the Backpage.com Defendants have attached as Appendix A a true and correct "copy of

all process, pleadings, and orders served upon [the Backpage.com Defendants]" in the state

court action, together with clear and legible copies of all additional records and proceedings in

the state court file as of May 5, 2017.

DATED this 5th day of May, 2017.

DAVIS WRIGHT TREMAINE LLP

JAMES C. GRANT (pro hac vice pending)

1201 Third Avenue, Suite 2200

Seattle, WA 98101

Telephone: (206) 622-3150

Facsimile: (206)757-7700

j imgrantdwt.com

DAVIS WRIGHT TREMAINE LLP

BOB CORN-REVERE (pro hac vice

pending)

RONALD LONDON (pro hac vice pending)

PETER KARANJIA (pro hac vice pending)

1919 Pennsylvania Avenue, N.W., Suite 800

Washington, D.C. 20006

Telephone: (202) 9734200

Facsimile: (202) 973-4499

bobcornrevere@dwt.com

ronnielondon@dwt.com

peterkaranjia@dwt.com

DAVIS WRIGHT TREMAINE LLP

SCOTT COMMERSON (pro hac vice

pending)

BRENDAN N. CHARNEY (pro hac vice

pending)

865 S. Figueroa Street, Suite 2400

Los Angeles, CA 90017

Telephone: (213) 633-6800

Facsilike: (213) 633-6899

scottcommerson@dwt.com

brendanchamey(2idwt.com

Robert D. Segall AS -7354-E68R

Attorneys for Defendants

BACKPAGE.COM, LLC; CAMARILLO

HOLDINGS, LLC; MEDALIST

HOLDINGS, INC.; LEEWARD

HOLDINGS, LLC; BACKPAGE.COM,

LLC; DARTMOOR HOLDINGS, LLC; IC

HOLDINGS, LLC; ATLANTISCHE

BEDRIJVEN C.V.; CARL FERRER;

JAMES LARKIN; and MICHAEL LACEY

NOTICE OF REMOVAL 19

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 19 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 20 of 21
CERTIFICATE OF SERVICE

I hereby certify that on May 5, 2017, I filed the foregoing with the Clerk of the Court and

will serve the following counsel of record with a copy of such filing by U.S. Mail and/or, at their

election, electronic mail:

Sara M. Turner, Esq.

Austin K. Smith, Esq.

Baker, Donelson, Bearman, Caldwell &

Berkowitz, PC

420 North 20th Street

Wells Fargo Tower, Suite 1400

Birmingham, AL 35203

Phone: (205) 328-0480

smturner@bakerdonelson.com

aksmith@bakersdonelson.com

Counselfor Defendant Choice Hotels

International, Inc.

Gregory M. Zarzaur, Esq.

Zarzaur Mujumdar & Debrosse

23322 d Avenue North

Birmingham, AL 35203

Phone: (205) 983-7985

gregoiy@zarzaur.com

Counsel for Plaintiff

Pamela S. Hallford, Esq.

Carr Allison

256 Honeysuckle Rd

Brightleaf Court, Suite 6

Dothan, AL 36305

Phone: (334) 712-6459

Email: pshallford@carrallison.com

Vincent A. Noletto, Jr., Esq.

Carr Allison

6251 Monroe St.

Suite 200

Daphne, AL 36526

Phone: (251) 626-9340

vnoletto@carrallison.com

Counselfor Veda LLC

and that I served a copy of same via U.S. Mail, postage prepaid and properly addressed to the

following:

Santiago Alonso

AIS # 00295466

Bibb Correctional Facility

565 Bibb Lane

Brent, AL 35034

Nirav Joshi

3011 Ross Clark Circle

Dothan, AL 36301

Of Counsel

NOTICE OF REMOVAL —20

Case 1:17-cv-00299-WKW-DAB Document 1 Filed 05/05/17 Page 20 of 20 Case 2:18-cr-00422-DJH Document 118-9 Filed 04/25/18 Page 21 of 21