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STATE OF MINNESOTA DISTRICT COURT
COUNTY OF HENNEPIN FOURTH JUDICIAL DISTRICT
Steven Staubus, individually and on
behalf of all others similarly situated, ORDER ON
PLAINTIFFS’ MOTION
Plaintiffs, FOR CLASS
CERTIFICATION
v.
Regents of the University of Minnesota, Court File No. 27-CV-20-8546
Defendant.
Patrick Hyatte, individually and on
behalf of all others similarly situated,
Plaintiffs,
v.
The University of Minnesota and The Board of
Regents of the University of Minnesota,
Defendants.
The above-entitled matter came on for a hearing before the Honorable Laurie J.
Miller, Judge of District Court, on July 22, 2022, on the motion for class certification filed
by Plaintiffs Steven Staubus and Patrick Hyatte. After completion of court-permitted post-
hearing submissions, the motion was taken under advisement on August 12, 2022.
Attorneys Catherine Mitchell, Matthew Morgan, Melissa Weiner, and Paige Smith
appeared on behalf of Plaintiffs Steven Staubus and Patrick Hyatte.
Attorneys Peter Magnuson, Timothy Pramas, and Terran Chambers appeared on
behalf of the Defendant Regents of the University of Minnesota.
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The Court has reviewed the memoranda of law, oral arguments, and all files,
records, and proceedings herein. Being fully informed in the premises, the Court makes the
following order:
ORDER
1. Plaintiffs’ motion for class certification is GRANTED.
2. The Court hereby certifies a class in the above-captioned case defined as:
All individuals who were charged Mandatory Fees by the University
of Minnesota for the 2020 spring semester.
3. The Court further appoints Plaintiffs Steven Staubus and Patrick Hyatte as
Class Representatives, appoints the law firms Nichols Kaster, Stephan Zouras, Peason,
Simon & Warshaw, LLP, Leeds Brown Law, P.C., and Sultzer Law Group P.C. as Class
Counsel, and authorizes court-facilitated notice of this action to members of the Class.
4. The following Memorandum is incorporated as part of this Order.
BY THE COURT:
DATED: November 9, 2022 ____________________________
Laurie J. Miller
Judge of District Court
MEMORANDUM
I. Factual and Procedural Background
The Board of Regents is the governing body of the University of Minnesota
(“Defendant” or “the University”). Steven Staubus and Patrick Hyatte were full-time on-
campus undergraduate students enrolled at the University’s Twin Cities Campus when the
COVID pandemic began during the academic spring semester which ran from January 21,
2020 to May 13, 2020 (“the 2020 spring semester”). Staubus was then a freshman, and
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Hyatte was then a senior; Hyatte graduated following completion of the 2020 spring
semester, while Staubus remains an undergraduate student at the University.
The University’s promotional and marketing materials boast of its ability to offer
unique, on-campus services and resources in the heart of the bustling Twin Cities
metropolitan area. The University touts its many state-of-the-art amenities, including
recreation and wellness centers, and encourages students to participate in a variety of on-
campus programs, including sports clubs and student organizations. Many of these
programs are supported by fees that are charged to students in addition to their tuition.
In addition to tuition, on-campus students at the University are required to pay a
number of mandatory fees prior to the first day of the academic semester. Both Staubus and
Hyatte, like other students at the University, paid tuition and a variety of mandatory fees for
the 2020 spring semester. Tuition is not at issue in this litigation, but some of the fees are.
The fees at issue include the Student Services Fee (“SSF”), the Minnesota Student
Association Fee (“MSAF”), the Stadium Fee, the Capital Enhancement Fee, and the
College of Liberal Arts Collegiate Fee (collectively, the “Mandatory Fees”). On-campus
full-time undergraduate students like Staubus and Hyatte paid the University a total of
$787.70 in Mandatory Fees in the disputed categories for the 2020 spring semester.
In mid-March of 2020, with the onset of the COVID-19 pandemic, the University
announced a full transition to remote learning, which eventually extended to the end of the
2020 spring semester. Students who were away during the mid-March spring break were
told not to return to campus. In response to Governor Walz’s statewide “stay-at-home”
order issued on March 25, 2020, students were encouraged to move out of their campus
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housing and back to their permanent residences. Access to campus facilities was restricted to
essential personnel only.
Thereafter, Staubus returned to his family’s home in Illinois for the balance of the
2020 spring semester. The University issued Staubus and other residents of its on-campus
housing a full pro rata refund for their housing and meal plan fees for the balance of the
2020 spring semester. Hyatte, unlike Staubus, did not reside in University housing. He lived
in off-campus housing near the University, where he continued to reside for the balance of
the 2020 spring semester. After taking into consideration the mid-semester transition to
online learning, the University adopted a policy to provide full or partial refunds of some of
the fees paid by students. As noted above, given the closing of on-campus housing, full pro
rata refunds were provided for housing and meal plan fees. Likewise, all students received a
full pro rata refund of the Transportation Fee, and a partial pro rata refund of certain other
fees, including a portion of the SSF and the MSAF. No refund was made of other
Mandatory Fees, such as the Stadium Fee and Capital Enhancement Fee.
On June 17, 2020, Staubus filed this action with the Court, asserting that University’s
fee refund plan had provided insufficient refunds to students for the 2020 spring semester, in
light of the diminished services and denial of access to facilities that occurred beginning in
mid-March 2020. Staubus pleaded his claims on behalf of himself and a putative class,
consisting of all other 2020 spring semester students at the University. The University
waived service of the summons the same day. In his Complaint, Staubus alleged claims for:
(1) breach of contract; (2) unjust enrichment; and (3) conversion. On January 19, 2021, the
University moved for dismissal or, in the alternative, summary judgment dismissing all
claims, arguing that Staubus’s Complaint failed to state a claim upon which relief may be
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granted. In an Order filed on April 26, 2021, the Court dismissed Staubus’ conversion claim,
but allowed the other claims to proceed.
On December 1, 2020, Hyatte filed a similar putative class action with the Court, but
in addition to challenging the adequacy of the Mandatory Fee refunds, Hyatte also sought a
partial tuition refund, based upon the mid-semester transition to remote learning. On August
2, 2021, the Court granted partial summary judgment dismissing Hyatte’s tuition-related
claims, but allowing the fee-related claims to go forward. Thereafter, on August 13, 2021,
Hyatte’s case was consolidated with Staubus’s case, in the present litigation. On July 22,
2022, Plaintiffs Staubus and Hyatte brought the present motion to certify a class, defined as all
individuals who were charged Mandatory Fees by the University of Minnesota for the 2020
spring semester.
II. Legal Analysis
Rule 23 of the Minnesota Rules of Civil Procedure establishes the requirements for
class certification, as a two-step process. “First, the class must satisfy all four mandatory
requirements of Rule 23.01.” Lewy 1990 Trust ex rel. Lewy v. Inv. Advisors, Inc., 650 N.W.2d
445, 451 (Minn. Ct. App. 2002). Those four requirements are:
(a) the class is so numerous that joinder of all members is impracticable;
(b) there are questions of law or fact common to the class;
(c) the claims or defenses of the representative parties are typical of the claims
or defenses of the class; and
(d) the representative parties will fairly and adequately protect the interests of
the class.
Minn. R. Civ. P. 23.01. “Second, a class must also satisfy the requirements of one of the
subdivisions of Rule 23.02.” Lewy 1990 Trust, 650 N.W.2d at 451-52. Plaintiffs contend that
they meet the standard under the third of the Rule 23.02 subdivisions, and they ask the Court
to find:
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that the questions of law or fact common to the members of the class
predominate over any questions affecting only individual members, and that a
class action is superior to other available methods for the fair and efficient
adjudication of the controversy.
Minn. R. Civ. P. 23.02(c).
“A party seeking class certification must affirmatively demonstrate his compliance
with the Rule—that is, he must be prepared to prove that there are in fact sufficiently
numerous parties, common questions of law or fact, etc.” Wal-Mart Stores v. Dukes, 564 U.S.
338, 350 (2011) (emphasis in original). “[T]he certification requirements of Minnesota's rule
23—like those of its federal counterpart—must be established by a preponderance of the
evidence.” Whitaker v. 3M Co., 764 N.W.2d 631, 638 (Minn. Ct. App. 2009). “Because of the
substantial similarity between Minnesota's rule 23 and Fed.R.Civ.P. 23, ‘federal precedent is
instructive in interpreting our rule.’” Id. at 635 (quoting Lewy 1990 Trust, 650 N.W.2d at 451).
[A] court's class-certification analysis must be “rigorous” and may “entail some
overlap . . . with the merits of the plaintiff's underlying claim” . . . Rule 23
grants courts no license to engage in free-ranging merits . . . inquiries at the
certification stage. Merits questions may be considered to the extent—but only
to the extent—that they are relevant to determining whether the Rule 23
prerequisites for class certification are satisfied.
Amgen Inc. v. Connecticut Ret. Plans & Tr. Funds, 568 U.S. 455, 465–66 (2013) (quoting Dukes,
564 U.S. at 349).
Some courts have found that the numerosity requirement is accompanied by a
requirement that the parties must be able to ascertain who is a member of the proposed class.
“Most of the other circuit courts of appeals have ‘recognized that Rule 23 contains an implicit
threshold requirement that the members of a proposed class be ‘readily identifiable’ .... an
‘ascertainability’ requirement.’” Sandusky Wellness Ctr., LLC v. Medtox Sci., Inc., 821 F.3d 992,
995 (8th Cir. 2016) (quoting EQT Prod. Co. v. Adair, 764 F.3d 347, 358 (4th Cir. 2014)).
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Class actions are “‘an exception to the usual rule that litigation is conducted by and on
behalf of the individual named parties only.’ . . . Accordingly, the standard for obtaining class
certification ‘is an onerous one.’” Hoekman v. Educ. Minnesota, 335 F.R.D. 219, 242 (D. Minn.
2020) (citations omitted). However, federal courts have stated that “the interest of justice
requires that in a doubtful case . . . any error, if there is to be one, should be committed in
favor of allowing the class action.” In re Control Data Corp. Sec. Litig., 116 F.R.D. 216, 219 (D.
Minn. 1986) (citations omitted). In the end, Rule 23 “grant[s] considerable discretion to the
trial judge” in determining whether to certify a class action. Forcier v. State Farm Mut. Auto. Ins.
Co., 310 N.W.2d 124, 130 (Minn. 1981). The question before the Court, thus, is whether to
exercise its discretion to certify the proposed class under Rules 23.01 and 23.02.
A. Numerosity and Ascertainability
Rule 23.01 mandates that a class must be “so numerous that joinder of all members is
impracticable.” Minn. R. Civ. P. 23.01(a). “When the class is very large—numbering in the
hundreds—joinder is almost always impracticable, but the difficulty of joining as few as 40
class members may also raise a presumption that joinder is impracticable.” Lewy 1990 Trust,
650 N.W.2d at 452. “[T]he fact that a precise number of class members cannot be specified is
not decisive, as the [plaintiffs] need only show ‘some evidence or reasonable estimate of the
number of purported class members.’” Id.
Plaintiffs have estimated the size of their desired class at over 60,000 members, which
easily meets the numerosity requirement as outlined in Lewy 1990 Trust. Moreover, Plaintiffs
argue, the University’s thorough record-keeping will make the precise contours of the class
readily ascertainable. Defendant does not dispute that the members of the proposed class are
ascertainable or that the numerosity requirement has been satisfied.
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Therefore, the Court finds that Plaintiff’s proposed class satisfies the requirement of
numerosity under Minn. R. Civ. P. 23.01(a) and further satisfies the implicit requirement of
ascertainability.
B. Commonality and Predominance
The second mandatory element under Rule 23.01 requires plaintiffs seeking class
certification to demonstrate the existence of questions of law or fact common to the proposed
class. Minn. R. Civ. P. 23.01(b). “The threshold for commonality requires that the resolution
of the common questions affect all or a substantial number of class members.” Lewy 1990
Trust, 650 N.W.2d at 453. The ability to resolve common questions in a consistent way is
what creates a viable class. “‘What matters to class certification . . . is not the raising of
common “questions”—even in droves—but rather, the capacity of a class-wide proceeding to
generate common answers apt to drive the resolution of the litigation.’” Dukes, 564 U.S. at 350
(emphasis in original) (citation omitted). This means that to succeed on a motion for class
certification, the plaintiffs’ “claims must depend upon a common contention . . . of such a
nature that it is capable of classwide resolution—which means that determination of its truth
or falsity will resolve an issue that is central to the validity of each one of the claims in one
stroke.” Id. But Rule 23.01(b) “‘does not require that all questions of law or fact raised in the
litigation be common’ . . . indeed, ‘[e]ven a single question of law or fact common to the
members of the class will satisfy the commonality requirement.’” Id. at 369 (Ginsburg,
concurring and dissenting) (citations omitted).
Not only must common issues exist, Rule 23.02(c) requires such issues to be the main
event for a class action to be maintained. To comply with Rule 23.02(c), plaintiffs must
demonstrate that “the questions of law or fact common to the members of the class
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predominate over any questions affecting only individual members.” Minn. R. Civ. P. 23.02(c)
(emphasis added). “‘When determining whether common questions predominate courts
“focus on the liability issue . . . and if the liability issue is common to the class, common
questions are held to predominate over individual questions.”’” Lewy 1990 Trust, 650 N.W.2d
at 455-56 (citation omitted). “To determine whether common questions of law or fact
predominate over individual questions, the court must consider the elements which the
plaintiff must establish in order to recover on the claim against the defendant.” Streich v.
American Family Mut. Ins. Co., 399 N.W.2d 210, 217 (Minn. Ct. App. 1987).
Plaintiffs have asserted claims for breach of an implied contract and unjust
enrichment. The Court will consider Plaintiffs’ breach of contract claim first. Plaintiffs do not
rely upon a written contract, but claim the existence of an implied contract as to their access
to on-campus facilities, activities and services.
Although “it is not expected that the elements of a contract will be as vividly
portrayed by the evidence as where an express contract has been pleaded,”
reliance on an implied contract “does not relieve [a] plaintiff from his burden of
establishing all essential contractual ingredients.”
McIntosh Cnty. Bank v. Dorsey & Whitney, LLP, 745 N.W.2d 538, 549 (Minn. 2008) (quoting
High v. Supreme Lodge of World, Loyal Ord. of Moose, 298 N.W. 723, 725 (1941)).
In order to state a claim for breach of contract, the plaintiff must show
(1) formation of a contract, (2) performance by plaintiff of any conditions
precedent to his right to demand performance by the defendant, and
(3) breach of the contract by defendant.
Park Nicollet Clinic v. Hamann, 808 N.W.2d 828, 833 (Minn. 2011)
Plaintiffs argue that they easily satisfy the commonality requirement. They point out
that every member of the proposed class was enrolled as an in-person, on-campus student
within the University of Minnesota system. Every member of the class paid Mandatory Fees
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for access to various on-campus facilities, activities and services. And plaintiffs claim that
every member of the class lost access to the vast majority of those benefits when the
University shut down most facilities and on-campus activities, ended provision of many
services, and strongly encouraged students to leave campus. Afterward, the rights of every
class member were governed by the Comprehensive Student Fee Refund Plan recommended
to the Board of Regents by President Joan Gabel and described as a “systemwide approach”
to the fee refund issue. (Plaintiff’s Exhibit 16). In other words, no student’s fee refund was
calculated individually, based upon that student’s particular usage or non-usage of on-campus
facilities and services; instead, each student’s refund was calculated according to the formula
contained within the University’s “systemwide approach.”
Plaintiffs contend that these common facts lead to common questions which are best
resolved through a class action, including:
(1) whether students formed an implied contract with UMN to provide in-
person, on-campus access to certain facilities, services, activities, and resources
in exchange for students’ payment of the Mandatory Fees; (2) whether, if such
a contract exists, UMN performed all of the required covenants associated with
Mandatory Fees; (3) whether, if such a contract exists, UMN breached the
contract when it materially changed students’ access to those benefits during
the Spring 2020 semester; (4) whether, if UMN breached the contract, UMN’s
Comprehensive Student Refund Plan provides students with full and complete
relief therefor.
(Memo. of Law in Supp. of Class Cert’n at 15.)
Plaintiffs further argue that common questions predominate over individual ones,
because whether a contract exists between the Class and the University for access to on-
campus activities, services, and facilities can be proven or disproven with evidence common
to the class. Moreover, upon a finding of breach of contract or unjust enrichment, liability for
the claims of all Class members can be determined “in one stroke.” Dukes, 564 U.S. at 350.
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Plaintiffs cite several trial court rulings from around the country that have granted class
certification to student plaintiffs suing universities for refunds following lockdowns prompted
by COVID. In so doing, these courts have found that common questions predominated over
individual ones. See Alexander v. Florida Intern. Univ. Bd. of Trustees, No. 2021-009869-CA-01
(44), 2021 WL 9038526 (Fla. Cir. Ct. Dec. 30, 2021); Little v. Grand Canyon Univ., No. CV-20-
00795-PHX-SMB, 2022 WL 266726 (D. Ariz. Jan. 28, 2022); Cross v. Univ. of Toledo, No.
2020-00274JD, 2021 WL 1822676 (Ohio Ct. Cl. Apr. 26, 2021); Weiman v. Miami Univ., No.
2020-00614JD, 2021 WL 9059842 (Ohio Ct. Cl. Dec. 13, 2021); Arredondo v. Univ. of La Verne,
341 F.R.D. 47 (C.D. Cal. Feb. 8, 2022). The Court notes that one of the cases relied upon by
Plaintiffs was overturned on appeal, with a remand for more a more detailed analysis of the
class certification elements. See Cross v. Univ. of Toledo, No. 21AP-279, 2022 WL 15138777
(Ohio Ct. App. Oct. 27, 2022).
In response, Defendant contends that Plaintiffs’ implied contract claim raises
individual issues that are not common to the class. Contrary to Plaintiffs’ assertion that they
can prove the existence of an implied contract with evidence common to the class, Defendant
argues that Plaintiffs will have to prove the elements of their breach of implied contract claim
on a student-by-student basis. Defendant observes that Plaintiffs’ argument for contract
formation is based on, among other things, marketing materials sent by the University to
prospective students that extol the University’s on-campus services and resources. Defendant
points out that in Plaintiffs’ depositions, Staubus and Hyatte gave different answers as to
whether they had viewed the University’s marketing materials. While Staubus testified that he
had viewed them and was enticed by the presentation, Hyatte conceded that he did not recall
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the substance of any materials and did not base his decision to attend the University on them.
(See Hyatte Dep. at 25:23-26; Staubus Dep. at 16:17-17:14, 25:25-26:3.)
Defendant further argues that any analysis of the breach element must be highly
individualized because each student’s Mandatory Fee amount and subsequent refund was
individually calculated and different students received different amounts. Defendant cites an
array of cases which they assert stand for the proposition that this level of individual variation
is fatal to class formation. See Hoekman, 335 F.R.D. at 243; Kochlin v. Norwest Mortg., Inc., No.
C3-01-136, 2001 WL 856206 (Minn. Ct. App. July 31, 2001); Cutler v. Wal-Mart Stores, Inc.,
175 Md. App. 177, 193 (Md. App. 2007); Basco v. Wal-Mart Stores, Inc., 216 F. Supp. 2d 592,
606 (E.D. La. 2002); Lawson v. Life of the South Ins. Co., 286 F.R.D. 689, 696-97 (M.D. Ga.
2012); Thompson v. American Tobacco Co., Inc., 189 F.R.D. 544, 556 (D. Minn. 1999); Garcia De
Leon v. New York Univ., No. 21 CIV 05005 (CM), 2022 WL 2237452, at *13 (S.D.N.Y. June
22, 2022).
Plaintiffs’ cited cases addressed similar objections, in the specific context of challenges
to COVID-related university-wide fee refunds. For instance, in Alexander, the plaintiff sought
to certify a class of “[a]ll students enrolled at Florida International University who paid Fees
to Florida International University for services, facilities, resources, activities, and/or events
that were not provided to students during the Spring 2020, Summer 2020, and Fall 2020
academic semesters.” Alexander, 2021 WL 9038526 at *3. In analyzing commonality, the
court in Alexander found that
The fact that FIU may have charged different amounts for the fees to certain
students does not negate commonality because “the issue is not whether the . . .
fees were the same, but whether or not [FIU's] practice” constituted a breach of
contract or unjust enrichment . . . Further, once a common course of conduct is
established, individual defenses, such as FIU's sovereign immunity defense, are
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insufficient to defeat commonality. . . This Court concludes Plaintiffs have
clearly satisfied commonality . . .
Id. at *4.
Finding that common questions exist, the Court in Alexander moved on to address
whether those questions predominate over individual ones:
The Court finds that common issues predominate over individual issues in this
case because Plaintiffs' claims are based on FIU's failure to provide students
with services they paid for with their fees . . . The case poses the same basic
legal question for all class members: whether (a) FIU breached its express
contracts with students by failing to provide them with the services itemized on
their Statements of Charges, and (b) FIU was unjustly enriched by retaining the
amounts for the fees that, in all fairness, should have been returned to students.
The answer to th[ese] question[s] will essentially resolve the core dispute
between [FIU] and the class members.
Id.
Defendant attempts to distinguish Alexander by pointing out that the Florida court
ruled that Florida International University had an express contract with the plaintiffs,
eliminating the issue of the formation of implied contracts. Defendant argues that Plaintiffs’
theory here of implied contract formation would have to focus on the individual interactions
between the University and each particular student. Another case cited by Plaintiffs,
Arredondo, also involved an express contract. Still another case approving certification, Cross v
University of Toledo, has since been overturned on appeal.
Recognizing that some recent cases do support Plaintiffs’ argument, Defendant urges
the Court to follow the reasoning in Garcia De Leon, arguing that other cases lack its depth of
analysis. In Garcia De Leon, class certification was denied in part based on commonality:
Plaintiff has not demonstrated, and cannot demonstrate, that she suffered the
same injury as every other NYU student. The undisputed evidence
demonstrates that students enrolled in different schools across the university
paid different types of fees – individual to each department or school or
program within the institution. And the unrebutted evidence demonstrates that
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each individual school or program made its own decision about what fees to
refund or not refund – which cuts off at the knees any suggestion that the
claims of all NYU students could possibly revolve around a single issue the
truth or falsity of which could be resolved “at one stroke.”
Garcia De Leon, 2022 WL 2237452, at *11.
The parties have provided the Court with a great deal of persuasive precedent on both
sides of the commonality issue. Defendant correctly observes that the cited cases from other
jurisdictions are in tension with one another. Focusing on Minnesota class action certification
precedent, the Court recognizes that a finding of commonality does not require a finding that
no individual issues exist, nor does it require a finding that all common issues affect all class
members identically. What is required is a finding of some common issues that will affect
“a substantial number of class members.” Lewy 1990 Trust, 650 N.W.2d at 453. Indeed,
“‘[t]he very definition of the requirement of the predominance of common questions
contemplates that individual issues will usually remain after the common issues are
adjudicated.’” Id.
With this in mind, the Court finds that Plaintiffs’ claims present common questions
that affect a substantial number of class members. Plaintiffs’ suggested list of common
questions includes a number that are well-suited to class certification, because answering them
“will resolve an issue that is central to the validity of each one of the claims in one stroke.”
Dukes, 564 U.S. at 350. These common questions include whether a contract was formed
between the University and its students, whether the University performed its covenants
under this contract associated with Mandatory Fees, whether it breached its contract in
March 2020 by denying on-campus access to various activities, facilities, and services, and
whether the Comprehensive Student Refund Plan provided complete relief for this denial of
on-campus access. The Court finds significant that the University chose to refund some
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amount of the Mandatory Fees on a classwide basis. Plaintiffs’ contention that the amount of
the refund should have been larger focuses on the University’s overall plan, and the basis for
the formula adopted by the University, which is an issue common to all students affected by
the plan. The resolution of any of these common questions will decide an issue central to
Plaintiffs’ claims for breach of contract.
Defendant objects to the finding of commonality, pointing to variations in the use of
on-campus activities, facilities, and services by students, as well as variations in the refund
amounts calculated under the Comprehensive Student Refund Plan. Although individual
students and campuses were affected differently, the Court finds compelling that the
University’s approach to refunding fees to students was administered according to a single
plan, and that the refunds were calculated according to a single “formula” on a systemwide
basis, and did not depend upon individual students’ proof of an implied contract or their
specific usage of on-campus activities, facilities, and services. (Tonneson Tr. at 72:13-20; Exs.
16-18). Here, as in Alexander, the differences resulting from applying a systemwide formula in
a uniform manner to a population of students are not sufficient to defeat commonality.
The commonality analysis for Plaintiffs’ unjust enrichment claim yields a similar
result. Plaintiffs identify a number of common questions of law and fact arising from their
unjust enrichment claim, including:
(1) whether UMN was unjustly enriched by not providing full, pro-rated
refunds to students for the at-issue Mandatory Fees that the students had paid
for the Spring 2020 semester following UMN’s campus access restrictions;
(2) whether it would be unjust to permit UMN to retain those Mandatory Fees
students paid for access to certain facilities, services, activities, and resources
they did not receive; and (3) the proper calculation and method of assessing
damages. The answers to these questions will be determinative of the outcome
of this litigation for all proposed Class members.
(Memo. of Law in Supp. of Class Cert’n at 16.)
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Defendant responds that unjust enrichment is an equitable claim requiring an
individualized inquiry that makes it unfit for class certification. They cite several cases to this
effect, including one cited by Plaintiffs to support their breach of contract claim. See Little,
2022 WL 266726, at *7 (certifying breach of contract claim, but finding unjust enrichment
claim unsuitable for class action); Daigle v. Ford Motor Co., 2012 WL 3113854, at *5; Vega v. T-
Mobile USA, Inc., 564 F.3d 1256, 1274 (11th Cir. 2009). But in several of Plaintiffs’ other cited
cases, courts from around the country have granted class certification on claims of unjust
enrichment, despite its provenance in equity.
Under Minnesota law, “[i]n order to establish a claim for unjust enrichment, the
claimant must show that another party knowingly received something of value to which he
was not entitled, and that the circumstances are such that it would be unjust for that person to
retain the benefit.” Schumacher v. Schumacher, 627 N.W.2d 725, 729 (Minn. Ct. App. 2001).
“An action for unjust enrichment does not lie simply because one party benefits from the
efforts of others; instead, ‘it must be shown that a party was unjustly enriched in the sense that
the term ‘unjustly’ could mean illegally or unlawfully.’” Id. (quoting First Nat'l Bank of St. Paul
v. Ramier, 311 N.W.2d 502, 504 (Minn.1981) (citation omitted)). Here, Plaintiffs claim that
the University was unjustly enriched by retaining Mandatory Fees paid for on-campus
activities, facilities, and resources that were no longer available to students, and that it should
have issued larger refunds to students than it did.
The Court agrees that the questions identified by Plaintiffs on their unjust enrichment
claim are well-suited for class certification. The benefits were conferred on the University
through a system-wide payment system, and retained by the University according to a
systemwide plan that affected all students. Any inequity that stemmed from the retention of
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the fees stems from this centralized decision-making process. The alleged inequity is not
individualized, but instead emerges from the systemwide relationship between the institution
and its students. For similar reasons as those outlined for the breach of contract analysis, the
Court finds that common issues exist and predominate over individual ones with respect to
the unjust enrichment claim. Accordingly, the Court finds that Plaintiffs’ proposed class
satisfies the requirement of commonality under Minn. R. Civ. P. 23.01(b) and predominance
under Minn. R. Civ. P. 23.02(c).
C. Typicality and Representational Adequacy
Rule 23.01(c) requires the class representatives’ claims and defenses to be “typical of
the claims or defenses of the class.” Minn. R. Civ. P. 23.01(c). The typicality requirement
works together “with the representational-adequacy requirement “to insure that the claims of
the class members are fully presented and vigorously prosecuted.” Lewy 1990 Trust, 650
N.W.2d at 453 (quoting Sley v. Jamaica Water & Utils., Inc., 77 F.R.D. 391, 394 (E.D. Pa.
1977)). To be typical, the class representatives’ claims must be compatible with those of the
proposed class. “A potential for rivalry or a conflict that may jeopardize the interests of the
class weighs against a finding of typicality. . . . The typicality requirement is met when the
claims of the named plaintiffs arise from the same event or are based on the same legal theory
as the claims of the class members.” Id. (citation omitted).
Typical, however, “does not mean identical, and the typicality requirement is liberally
construed.” Gaspar v. Linvatec Corp., 167 F.R.D. 51, 57 (N.D.Ill.1996). “The burden of
demonstrating typicality is fairly easily met so long as other class members have claims similar
to the named plaintiff.” DeBoer v. Mellon Mortg. Co., 64 F.3d 1171, 1174 (8th Cir. 1995).
Rule 23.01(d) requires that “the representative parties will fairly and adequately
protect the interests of the class.” Representational adequacy means the
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representative parties' interests must coincide with the interests of other class
m
Preview
FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 STATE OF MINNESOTA DISTRICT COURT COUNTY OF HENNEPIN FOURTH JUDICIAL DISTRICT Steven Staubus, individually and on behalf of all others similarly situated, ORDER ON PLAINTIFFS’ MOTION Plaintiffs, FOR CLASS CERTIFICATION v. Regents of the University of Minnesota, Court File No. 27-CV-20-8546 Defendant. Patrick Hyatte, individually and on behalf of all others similarly situated, Plaintiffs, v. The University of Minnesota and The Board of Regents of the University of Minnesota, Defendants. The above-entitled matter came on for a hearing before the Honorable Laurie J. Miller, Judge of District Court, on July 22, 2022, on the motion for class certification filed by Plaintiffs Steven Staubus and Patrick Hyatte. After completion of court-permitted post- hearing submissions, the motion was taken under advisement on August 12, 2022. Attorneys Catherine Mitchell, Matthew Morgan, Melissa Weiner, and Paige Smith appeared on behalf of Plaintiffs Steven Staubus and Patrick Hyatte. Attorneys Peter Magnuson, Timothy Pramas, and Terran Chambers appeared on behalf of the Defendant Regents of the University of Minnesota. FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 The Court has reviewed the memoranda of law, oral arguments, and all files, records, and proceedings herein. Being fully informed in the premises, the Court makes the following order: ORDER 1. Plaintiffs’ motion for class certification is GRANTED. 2. The Court hereby certifies a class in the above-captioned case defined as: All individuals who were charged Mandatory Fees by the University of Minnesota for the 2020 spring semester. 3. The Court further appoints Plaintiffs Steven Staubus and Patrick Hyatte as Class Representatives, appoints the law firms Nichols Kaster, Stephan Zouras, Peason, Simon & Warshaw, LLP, Leeds Brown Law, P.C., and Sultzer Law Group P.C. as Class Counsel, and authorizes court-facilitated notice of this action to members of the Class. 4. The following Memorandum is incorporated as part of this Order. BY THE COURT: DATED: November 9, 2022 ____________________________ Laurie J. Miller Judge of District Court MEMORANDUM I. Factual and Procedural Background The Board of Regents is the governing body of the University of Minnesota (“Defendant” or “the University”). Steven Staubus and Patrick Hyatte were full-time on- campus undergraduate students enrolled at the University’s Twin Cities Campus when the COVID pandemic began during the academic spring semester which ran from January 21, 2020 to May 13, 2020 (“the 2020 spring semester”). Staubus was then a freshman, and 2 FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 Hyatte was then a senior; Hyatte graduated following completion of the 2020 spring semester, while Staubus remains an undergraduate student at the University. The University’s promotional and marketing materials boast of its ability to offer unique, on-campus services and resources in the heart of the bustling Twin Cities metropolitan area. The University touts its many state-of-the-art amenities, including recreation and wellness centers, and encourages students to participate in a variety of on- campus programs, including sports clubs and student organizations. Many of these programs are supported by fees that are charged to students in addition to their tuition. In addition to tuition, on-campus students at the University are required to pay a number of mandatory fees prior to the first day of the academic semester. Both Staubus and Hyatte, like other students at the University, paid tuition and a variety of mandatory fees for the 2020 spring semester. Tuition is not at issue in this litigation, but some of the fees are. The fees at issue include the Student Services Fee (“SSF”), the Minnesota Student Association Fee (“MSAF”), the Stadium Fee, the Capital Enhancement Fee, and the College of Liberal Arts Collegiate Fee (collectively, the “Mandatory Fees”). On-campus full-time undergraduate students like Staubus and Hyatte paid the University a total of $787.70 in Mandatory Fees in the disputed categories for the 2020 spring semester. In mid-March of 2020, with the onset of the COVID-19 pandemic, the University announced a full transition to remote learning, which eventually extended to the end of the 2020 spring semester. Students who were away during the mid-March spring break were told not to return to campus. In response to Governor Walz’s statewide “stay-at-home” order issued on March 25, 2020, students were encouraged to move out of their campus 3 FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 housing and back to their permanent residences. Access to campus facilities was restricted to essential personnel only. Thereafter, Staubus returned to his family’s home in Illinois for the balance of the 2020 spring semester. The University issued Staubus and other residents of its on-campus housing a full pro rata refund for their housing and meal plan fees for the balance of the 2020 spring semester. Hyatte, unlike Staubus, did not reside in University housing. He lived in off-campus housing near the University, where he continued to reside for the balance of the 2020 spring semester. After taking into consideration the mid-semester transition to online learning, the University adopted a policy to provide full or partial refunds of some of the fees paid by students. As noted above, given the closing of on-campus housing, full pro rata refunds were provided for housing and meal plan fees. Likewise, all students received a full pro rata refund of the Transportation Fee, and a partial pro rata refund of certain other fees, including a portion of the SSF and the MSAF. No refund was made of other Mandatory Fees, such as the Stadium Fee and Capital Enhancement Fee. On June 17, 2020, Staubus filed this action with the Court, asserting that University’s fee refund plan had provided insufficient refunds to students for the 2020 spring semester, in light of the diminished services and denial of access to facilities that occurred beginning in mid-March 2020. Staubus pleaded his claims on behalf of himself and a putative class, consisting of all other 2020 spring semester students at the University. The University waived service of the summons the same day. In his Complaint, Staubus alleged claims for: (1) breach of contract; (2) unjust enrichment; and (3) conversion. On January 19, 2021, the University moved for dismissal or, in the alternative, summary judgment dismissing all claims, arguing that Staubus’s Complaint failed to state a claim upon which relief may be 4 FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 granted. In an Order filed on April 26, 2021, the Court dismissed Staubus’ conversion claim, but allowed the other claims to proceed. On December 1, 2020, Hyatte filed a similar putative class action with the Court, but in addition to challenging the adequacy of the Mandatory Fee refunds, Hyatte also sought a partial tuition refund, based upon the mid-semester transition to remote learning. On August 2, 2021, the Court granted partial summary judgment dismissing Hyatte’s tuition-related claims, but allowing the fee-related claims to go forward. Thereafter, on August 13, 2021, Hyatte’s case was consolidated with Staubus’s case, in the present litigation. On July 22, 2022, Plaintiffs Staubus and Hyatte brought the present motion to certify a class, defined as all individuals who were charged Mandatory Fees by the University of Minnesota for the 2020 spring semester. II. Legal Analysis Rule 23 of the Minnesota Rules of Civil Procedure establishes the requirements for class certification, as a two-step process. “First, the class must satisfy all four mandatory requirements of Rule 23.01.” Lewy 1990 Trust ex rel. Lewy v. Inv. Advisors, Inc., 650 N.W.2d 445, 451 (Minn. Ct. App. 2002). Those four requirements are: (a) the class is so numerous that joinder of all members is impracticable; (b) there are questions of law or fact common to the class; (c) the claims or defenses of the representative parties are typical of the claims or defenses of the class; and (d) the representative parties will fairly and adequately protect the interests of the class. Minn. R. Civ. P. 23.01. “Second, a class must also satisfy the requirements of one of the subdivisions of Rule 23.02.” Lewy 1990 Trust, 650 N.W.2d at 451-52. Plaintiffs contend that they meet the standard under the third of the Rule 23.02 subdivisions, and they ask the Court to find: 5 FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 that the questions of law or fact common to the members of the class predominate over any questions affecting only individual members, and that a class action is superior to other available methods for the fair and efficient adjudication of the controversy. Minn. R. Civ. P. 23.02(c). “A party seeking class certification must affirmatively demonstrate his compliance with the Rule—that is, he must be prepared to prove that there are in fact sufficiently numerous parties, common questions of law or fact, etc.” Wal-Mart Stores v. Dukes, 564 U.S. 338, 350 (2011) (emphasis in original). “[T]he certification requirements of Minnesota's rule 23—like those of its federal counterpart—must be established by a preponderance of the evidence.” Whitaker v. 3M Co., 764 N.W.2d 631, 638 (Minn. Ct. App. 2009). “Because of the substantial similarity between Minnesota's rule 23 and Fed.R.Civ.P. 23, ‘federal precedent is instructive in interpreting our rule.’” Id. at 635 (quoting Lewy 1990 Trust, 650 N.W.2d at 451). [A] court's class-certification analysis must be “rigorous” and may “entail some overlap . . . with the merits of the plaintiff's underlying claim” . . . Rule 23 grants courts no license to engage in free-ranging merits . . . inquiries at the certification stage. Merits questions may be considered to the extent—but only to the extent—that they are relevant to determining whether the Rule 23 prerequisites for class certification are satisfied. Amgen Inc. v. Connecticut Ret. Plans & Tr. Funds, 568 U.S. 455, 465–66 (2013) (quoting Dukes, 564 U.S. at 349). Some courts have found that the numerosity requirement is accompanied by a requirement that the parties must be able to ascertain who is a member of the proposed class. “Most of the other circuit courts of appeals have ‘recognized that Rule 23 contains an implicit threshold requirement that the members of a proposed class be ‘readily identifiable’ .... an ‘ascertainability’ requirement.’” Sandusky Wellness Ctr., LLC v. Medtox Sci., Inc., 821 F.3d 992, 995 (8th Cir. 2016) (quoting EQT Prod. Co. v. Adair, 764 F.3d 347, 358 (4th Cir. 2014)). 6 FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 Class actions are “‘an exception to the usual rule that litigation is conducted by and on behalf of the individual named parties only.’ . . . Accordingly, the standard for obtaining class certification ‘is an onerous one.’” Hoekman v. Educ. Minnesota, 335 F.R.D. 219, 242 (D. Minn. 2020) (citations omitted). However, federal courts have stated that “the interest of justice requires that in a doubtful case . . . any error, if there is to be one, should be committed in favor of allowing the class action.” In re Control Data Corp. Sec. Litig., 116 F.R.D. 216, 219 (D. Minn. 1986) (citations omitted). In the end, Rule 23 “grant[s] considerable discretion to the trial judge” in determining whether to certify a class action. Forcier v. State Farm Mut. Auto. Ins. Co., 310 N.W.2d 124, 130 (Minn. 1981). The question before the Court, thus, is whether to exercise its discretion to certify the proposed class under Rules 23.01 and 23.02. A. Numerosity and Ascertainability Rule 23.01 mandates that a class must be “so numerous that joinder of all members is impracticable.” Minn. R. Civ. P. 23.01(a). “When the class is very large—numbering in the hundreds—joinder is almost always impracticable, but the difficulty of joining as few as 40 class members may also raise a presumption that joinder is impracticable.” Lewy 1990 Trust, 650 N.W.2d at 452. “[T]he fact that a precise number of class members cannot be specified is not decisive, as the [plaintiffs] need only show ‘some evidence or reasonable estimate of the number of purported class members.’” Id. Plaintiffs have estimated the size of their desired class at over 60,000 members, which easily meets the numerosity requirement as outlined in Lewy 1990 Trust. Moreover, Plaintiffs argue, the University’s thorough record-keeping will make the precise contours of the class readily ascertainable. Defendant does not dispute that the members of the proposed class are ascertainable or that the numerosity requirement has been satisfied. 7 FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 Therefore, the Court finds that Plaintiff’s proposed class satisfies the requirement of numerosity under Minn. R. Civ. P. 23.01(a) and further satisfies the implicit requirement of ascertainability. B. Commonality and Predominance The second mandatory element under Rule 23.01 requires plaintiffs seeking class certification to demonstrate the existence of questions of law or fact common to the proposed class. Minn. R. Civ. P. 23.01(b). “The threshold for commonality requires that the resolution of the common questions affect all or a substantial number of class members.” Lewy 1990 Trust, 650 N.W.2d at 453. The ability to resolve common questions in a consistent way is what creates a viable class. “‘What matters to class certification . . . is not the raising of common “questions”—even in droves—but rather, the capacity of a class-wide proceeding to generate common answers apt to drive the resolution of the litigation.’” Dukes, 564 U.S. at 350 (emphasis in original) (citation omitted). This means that to succeed on a motion for class certification, the plaintiffs’ “claims must depend upon a common contention . . . of such a nature that it is capable of classwide resolution—which means that determination of its truth or falsity will resolve an issue that is central to the validity of each one of the claims in one stroke.” Id. But Rule 23.01(b) “‘does not require that all questions of law or fact raised in the litigation be common’ . . . indeed, ‘[e]ven a single question of law or fact common to the members of the class will satisfy the commonality requirement.’” Id. at 369 (Ginsburg, concurring and dissenting) (citations omitted). Not only must common issues exist, Rule 23.02(c) requires such issues to be the main event for a class action to be maintained. To comply with Rule 23.02(c), plaintiffs must demonstrate that “the questions of law or fact common to the members of the class 8 FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 predominate over any questions affecting only individual members.” Minn. R. Civ. P. 23.02(c) (emphasis added). “‘When determining whether common questions predominate courts “focus on the liability issue . . . and if the liability issue is common to the class, common questions are held to predominate over individual questions.”’” Lewy 1990 Trust, 650 N.W.2d at 455-56 (citation omitted). “To determine whether common questions of law or fact predominate over individual questions, the court must consider the elements which the plaintiff must establish in order to recover on the claim against the defendant.” Streich v. American Family Mut. Ins. Co., 399 N.W.2d 210, 217 (Minn. Ct. App. 1987). Plaintiffs have asserted claims for breach of an implied contract and unjust enrichment. The Court will consider Plaintiffs’ breach of contract claim first. Plaintiffs do not rely upon a written contract, but claim the existence of an implied contract as to their access to on-campus facilities, activities and services. Although “it is not expected that the elements of a contract will be as vividly portrayed by the evidence as where an express contract has been pleaded,” reliance on an implied contract “does not relieve [a] plaintiff from his burden of establishing all essential contractual ingredients.” McIntosh Cnty. Bank v. Dorsey & Whitney, LLP, 745 N.W.2d 538, 549 (Minn. 2008) (quoting High v. Supreme Lodge of World, Loyal Ord. of Moose, 298 N.W. 723, 725 (1941)). In order to state a claim for breach of contract, the plaintiff must show (1) formation of a contract, (2) performance by plaintiff of any conditions precedent to his right to demand performance by the defendant, and (3) breach of the contract by defendant. Park Nicollet Clinic v. Hamann, 808 N.W.2d 828, 833 (Minn. 2011) Plaintiffs argue that they easily satisfy the commonality requirement. They point out that every member of the proposed class was enrolled as an in-person, on-campus student within the University of Minnesota system. Every member of the class paid Mandatory Fees 9 FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 for access to various on-campus facilities, activities and services. And plaintiffs claim that every member of the class lost access to the vast majority of those benefits when the University shut down most facilities and on-campus activities, ended provision of many services, and strongly encouraged students to leave campus. Afterward, the rights of every class member were governed by the Comprehensive Student Fee Refund Plan recommended to the Board of Regents by President Joan Gabel and described as a “systemwide approach” to the fee refund issue. (Plaintiff’s Exhibit 16). In other words, no student’s fee refund was calculated individually, based upon that student’s particular usage or non-usage of on-campus facilities and services; instead, each student’s refund was calculated according to the formula contained within the University’s “systemwide approach.” Plaintiffs contend that these common facts lead to common questions which are best resolved through a class action, including: (1) whether students formed an implied contract with UMN to provide in- person, on-campus access to certain facilities, services, activities, and resources in exchange for students’ payment of the Mandatory Fees; (2) whether, if such a contract exists, UMN performed all of the required covenants associated with Mandatory Fees; (3) whether, if such a contract exists, UMN breached the contract when it materially changed students’ access to those benefits during the Spring 2020 semester; (4) whether, if UMN breached the contract, UMN’s Comprehensive Student Refund Plan provides students with full and complete relief therefor. (Memo. of Law in Supp. of Class Cert’n at 15.) Plaintiffs further argue that common questions predominate over individual ones, because whether a contract exists between the Class and the University for access to on- campus activities, services, and facilities can be proven or disproven with evidence common to the class. Moreover, upon a finding of breach of contract or unjust enrichment, liability for the claims of all Class members can be determined “in one stroke.” Dukes, 564 U.S. at 350. 10 FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 Plaintiffs cite several trial court rulings from around the country that have granted class certification to student plaintiffs suing universities for refunds following lockdowns prompted by COVID. In so doing, these courts have found that common questions predominated over individual ones. See Alexander v. Florida Intern. Univ. Bd. of Trustees, No. 2021-009869-CA-01 (44), 2021 WL 9038526 (Fla. Cir. Ct. Dec. 30, 2021); Little v. Grand Canyon Univ., No. CV-20- 00795-PHX-SMB, 2022 WL 266726 (D. Ariz. Jan. 28, 2022); Cross v. Univ. of Toledo, No. 2020-00274JD, 2021 WL 1822676 (Ohio Ct. Cl. Apr. 26, 2021); Weiman v. Miami Univ., No. 2020-00614JD, 2021 WL 9059842 (Ohio Ct. Cl. Dec. 13, 2021); Arredondo v. Univ. of La Verne, 341 F.R.D. 47 (C.D. Cal. Feb. 8, 2022). The Court notes that one of the cases relied upon by Plaintiffs was overturned on appeal, with a remand for more a more detailed analysis of the class certification elements. See Cross v. Univ. of Toledo, No. 21AP-279, 2022 WL 15138777 (Ohio Ct. App. Oct. 27, 2022). In response, Defendant contends that Plaintiffs’ implied contract claim raises individual issues that are not common to the class. Contrary to Plaintiffs’ assertion that they can prove the existence of an implied contract with evidence common to the class, Defendant argues that Plaintiffs will have to prove the elements of their breach of implied contract claim on a student-by-student basis. Defendant observes that Plaintiffs’ argument for contract formation is based on, among other things, marketing materials sent by the University to prospective students that extol the University’s on-campus services and resources. Defendant points out that in Plaintiffs’ depositions, Staubus and Hyatte gave different answers as to whether they had viewed the University’s marketing materials. While Staubus testified that he had viewed them and was enticed by the presentation, Hyatte conceded that he did not recall 11 FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 the substance of any materials and did not base his decision to attend the University on them. (See Hyatte Dep. at 25:23-26; Staubus Dep. at 16:17-17:14, 25:25-26:3.) Defendant further argues that any analysis of the breach element must be highly individualized because each student’s Mandatory Fee amount and subsequent refund was individually calculated and different students received different amounts. Defendant cites an array of cases which they assert stand for the proposition that this level of individual variation is fatal to class formation. See Hoekman, 335 F.R.D. at 243; Kochlin v. Norwest Mortg., Inc., No. C3-01-136, 2001 WL 856206 (Minn. Ct. App. July 31, 2001); Cutler v. Wal-Mart Stores, Inc., 175 Md. App. 177, 193 (Md. App. 2007); Basco v. Wal-Mart Stores, Inc., 216 F. Supp. 2d 592, 606 (E.D. La. 2002); Lawson v. Life of the South Ins. Co., 286 F.R.D. 689, 696-97 (M.D. Ga. 2012); Thompson v. American Tobacco Co., Inc., 189 F.R.D. 544, 556 (D. Minn. 1999); Garcia De Leon v. New York Univ., No. 21 CIV 05005 (CM), 2022 WL 2237452, at *13 (S.D.N.Y. June 22, 2022). Plaintiffs’ cited cases addressed similar objections, in the specific context of challenges to COVID-related university-wide fee refunds. For instance, in Alexander, the plaintiff sought to certify a class of “[a]ll students enrolled at Florida International University who paid Fees to Florida International University for services, facilities, resources, activities, and/or events that were not provided to students during the Spring 2020, Summer 2020, and Fall 2020 academic semesters.” Alexander, 2021 WL 9038526 at *3. In analyzing commonality, the court in Alexander found that The fact that FIU may have charged different amounts for the fees to certain students does not negate commonality because “the issue is not whether the . . . fees were the same, but whether or not [FIU's] practice” constituted a breach of contract or unjust enrichment . . . Further, once a common course of conduct is established, individual defenses, such as FIU's sovereign immunity defense, are 12 FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 insufficient to defeat commonality. . . This Court concludes Plaintiffs have clearly satisfied commonality . . . Id. at *4. Finding that common questions exist, the Court in Alexander moved on to address whether those questions predominate over individual ones: The Court finds that common issues predominate over individual issues in this case because Plaintiffs' claims are based on FIU's failure to provide students with services they paid for with their fees . . . The case poses the same basic legal question for all class members: whether (a) FIU breached its express contracts with students by failing to provide them with the services itemized on their Statements of Charges, and (b) FIU was unjustly enriched by retaining the amounts for the fees that, in all fairness, should have been returned to students. The answer to th[ese] question[s] will essentially resolve the core dispute between [FIU] and the class members. Id. Defendant attempts to distinguish Alexander by pointing out that the Florida court ruled that Florida International University had an express contract with the plaintiffs, eliminating the issue of the formation of implied contracts. Defendant argues that Plaintiffs’ theory here of implied contract formation would have to focus on the individual interactions between the University and each particular student. Another case cited by Plaintiffs, Arredondo, also involved an express contract. Still another case approving certification, Cross v University of Toledo, has since been overturned on appeal. Recognizing that some recent cases do support Plaintiffs’ argument, Defendant urges the Court to follow the reasoning in Garcia De Leon, arguing that other cases lack its depth of analysis. In Garcia De Leon, class certification was denied in part based on commonality: Plaintiff has not demonstrated, and cannot demonstrate, that she suffered the same injury as every other NYU student. The undisputed evidence demonstrates that students enrolled in different schools across the university paid different types of fees – individual to each department or school or program within the institution. And the unrebutted evidence demonstrates that 13 FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 each individual school or program made its own decision about what fees to refund or not refund – which cuts off at the knees any suggestion that the claims of all NYU students could possibly revolve around a single issue the truth or falsity of which could be resolved “at one stroke.” Garcia De Leon, 2022 WL 2237452, at *11. The parties have provided the Court with a great deal of persuasive precedent on both sides of the commonality issue. Defendant correctly observes that the cited cases from other jurisdictions are in tension with one another. Focusing on Minnesota class action certification precedent, the Court recognizes that a finding of commonality does not require a finding that no individual issues exist, nor does it require a finding that all common issues affect all class members identically. What is required is a finding of some common issues that will affect “a substantial number of class members.” Lewy 1990 Trust, 650 N.W.2d at 453. Indeed, “‘[t]he very definition of the requirement of the predominance of common questions contemplates that individual issues will usually remain after the common issues are adjudicated.’” Id. With this in mind, the Court finds that Plaintiffs’ claims present common questions that affect a substantial number of class members. Plaintiffs’ suggested list of common questions includes a number that are well-suited to class certification, because answering them “will resolve an issue that is central to the validity of each one of the claims in one stroke.” Dukes, 564 U.S. at 350. These common questions include whether a contract was formed between the University and its students, whether the University performed its covenants under this contract associated with Mandatory Fees, whether it breached its contract in March 2020 by denying on-campus access to various activities, facilities, and services, and whether the Comprehensive Student Refund Plan provided complete relief for this denial of on-campus access. The Court finds significant that the University chose to refund some 14 FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 amount of the Mandatory Fees on a classwide basis. Plaintiffs’ contention that the amount of the refund should have been larger focuses on the University’s overall plan, and the basis for the formula adopted by the University, which is an issue common to all students affected by the plan. The resolution of any of these common questions will decide an issue central to Plaintiffs’ claims for breach of contract. Defendant objects to the finding of commonality, pointing to variations in the use of on-campus activities, facilities, and services by students, as well as variations in the refund amounts calculated under the Comprehensive Student Refund Plan. Although individual students and campuses were affected differently, the Court finds compelling that the University’s approach to refunding fees to students was administered according to a single plan, and that the refunds were calculated according to a single “formula” on a systemwide basis, and did not depend upon individual students’ proof of an implied contract or their specific usage of on-campus activities, facilities, and services. (Tonneson Tr. at 72:13-20; Exs. 16-18). Here, as in Alexander, the differences resulting from applying a systemwide formula in a uniform manner to a population of students are not sufficient to defeat commonality. The commonality analysis for Plaintiffs’ unjust enrichment claim yields a similar result. Plaintiffs identify a number of common questions of law and fact arising from their unjust enrichment claim, including: (1) whether UMN was unjustly enriched by not providing full, pro-rated refunds to students for the at-issue Mandatory Fees that the students had paid for the Spring 2020 semester following UMN’s campus access restrictions; (2) whether it would be unjust to permit UMN to retain those Mandatory Fees students paid for access to certain facilities, services, activities, and resources they did not receive; and (3) the proper calculation and method of assessing damages. The answers to these questions will be determinative of the outcome of this litigation for all proposed Class members. (Memo. of Law in Supp. of Class Cert’n at 16.) 15 FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 Defendant responds that unjust enrichment is an equitable claim requiring an individualized inquiry that makes it unfit for class certification. They cite several cases to this effect, including one cited by Plaintiffs to support their breach of contract claim. See Little, 2022 WL 266726, at *7 (certifying breach of contract claim, but finding unjust enrichment claim unsuitable for class action); Daigle v. Ford Motor Co., 2012 WL 3113854, at *5; Vega v. T- Mobile USA, Inc., 564 F.3d 1256, 1274 (11th Cir. 2009). But in several of Plaintiffs’ other cited cases, courts from around the country have granted class certification on claims of unjust enrichment, despite its provenance in equity. Under Minnesota law, “[i]n order to establish a claim for unjust enrichment, the claimant must show that another party knowingly received something of value to which he was not entitled, and that the circumstances are such that it would be unjust for that person to retain the benefit.” Schumacher v. Schumacher, 627 N.W.2d 725, 729 (Minn. Ct. App. 2001). “An action for unjust enrichment does not lie simply because one party benefits from the efforts of others; instead, ‘it must be shown that a party was unjustly enriched in the sense that the term ‘unjustly’ could mean illegally or unlawfully.’” Id. (quoting First Nat'l Bank of St. Paul v. Ramier, 311 N.W.2d 502, 504 (Minn.1981) (citation omitted)). Here, Plaintiffs claim that the University was unjustly enriched by retaining Mandatory Fees paid for on-campus activities, facilities, and resources that were no longer available to students, and that it should have issued larger refunds to students than it did. The Court agrees that the questions identified by Plaintiffs on their unjust enrichment claim are well-suited for class certification. The benefits were conferred on the University through a system-wide payment system, and retained by the University according to a systemwide plan that affected all students. Any inequity that stemmed from the retention of 16 FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 the fees stems from this centralized decision-making process. The alleged inequity is not individualized, but instead emerges from the systemwide relationship between the institution and its students. For similar reasons as those outlined for the breach of contract analysis, the Court finds that common issues exist and predominate over individual ones with respect to the unjust enrichment claim. Accordingly, the Court finds that Plaintiffs’ proposed class satisfies the requirement of commonality under Minn. R. Civ. P. 23.01(b) and predominance under Minn. R. Civ. P. 23.02(c). C. Typicality and Representational Adequacy Rule 23.01(c) requires the class representatives’ claims and defenses to be “typical of the claims or defenses of the class.” Minn. R. Civ. P. 23.01(c). The typicality requirement works together “with the representational-adequacy requirement “to insure that the claims of the class members are fully presented and vigorously prosecuted.” Lewy 1990 Trust, 650 N.W.2d at 453 (quoting Sley v. Jamaica Water & Utils., Inc., 77 F.R.D. 391, 394 (E.D. Pa. 1977)). To be typical, the class representatives’ claims must be compatible with those of the proposed class. “A potential for rivalry or a conflict that may jeopardize the interests of the class weighs against a finding of typicality. . . . The typicality requirement is met when the claims of the named plaintiffs arise from the same event or are based on the same legal theory as the claims of the class members.” Id. (citation omitted). Typical, however, “does not mean identical, and the typicality requirement is liberally construed.” Gaspar v. Linvatec Corp., 167 F.R.D. 51, 57 (N.D.Ill.1996). “The burden of demonstrating typicality is fairly easily met so long as other class members have claims similar to the named plaintiff.” DeBoer v. Mellon Mortg. Co., 64 F.3d 1171, 1174 (8th Cir. 1995). Rule 23.01(d) requires that “the representative parties will fairly and adequately protect the interests of the class.” Representational adequacy means the 17 FILED: NEW YORK COUNTY CLERK 11/11/2022 09:24 PM INDEX NO. 652902/2022 NYSCEF DOC. NO. 33 RECEIVED NYSCEF: 11/11/2022 representative parties' interests must coincide with the interests of other class m