Demurrer CLM

Cal. Super. - 2nd Dist.February 21, 2017

123 23561 378401583 562400020067960 113454 21905 89 SUPERIOR COURT OF CALIFORNIA, MINUTE ORDER TIME: 08:20:00 AM JUDICIAL OFFICER PRESIDING: Kevin DeNoce COUNTY OF VENTURA VENTURA DATE: 05/16/2017 DEPT: 43 CLERK: Tiffany Froedge REPORTER/ERM: None CASE NO: 56-2017-00493170-CU-MC-VTA CASE TITLE: Community Memorial vs Heritage Provider CASE CATEGORY: Civil - Unlimited CASE TYPE: Misc Complaints - Other EVENT TYPE: Demurrer (CLM) and memorandum of points and authorities MOVING PARTY: Oasis Independent Medical Associates Inc, Regal Medical Group Inc, Affiliated Doctors of Orange County Medical Group, Heritage Provider Network Inc, Desert Medical Group Inc, Lakeside Medical Group Inc, High Desert Medical Corporation, Sierra Medical Group Inc, Bakersfield Family Medical Group Inc CAUSAL DOCUMENT/DATE FILED: Demurrer supporting memorandum of points and authorities declaration of Jamie O Kendall, 04/14/2017 STOLO APPEARANCES STOLO Bridget A. Gordon, specially appearing for counsel Daron L. Tooch, present for Plaintiff(s). Jamie O. Kendall, counsel, present for Defendant(s) telephonically. Stolo At 09:07 a.m., court convenes in this matter with all parties present as previously indicated. Counsel have received and read the court's written tentative ruling. Matter submitted to the Court with argument. The Court finds/orders: Matter is taken under submission. After further consideration of the submitted matter, the court rules as follows: Sustain, with leave to amend, Defendants Heritage Provider Network, Inc.'s, Regal Medical Group, Inc.'s, Lakeside Medical Group, Inc.'s, Oasis Independent Medical Associates, Inc.'s, Desert Medical Group, Inc.'s, High Desert Medical Corporation's, Affiliated Doctors of Orange County Medical Group's, Bakersfield Family Medical Group, Inc.'s, and Sierra Medical Group, Inc.'s demurrer to the fifth cause of action for breach of contract by assignment in Plaintiff Community Memorial Health System's Complaint, on the ground that Plaintiff fails to allege facts indicating whether the subject "assigned contracts" were written, oral, or implied by conduct. Overrule Defendants' general demurrer to the fifth cause of action, on the ground that Plaintiff sufficiently alleges the material terms of the allegedly assigned contracts. Overrule Defendants' general demurer to the seventh cause of action for violation of Business and Professions Code §17200, on the grounds that (i) the cases cited by Defendants do not appear to establish any general prohibition against a sophisticated business entity bringing a §17200 claim against VEN-FNR-10.03 MINUTE ORDER DATE: 05/16/2017 Page 1 DEPT: 43 CASE TITLE: Community Memorial vs Heritage Provider CASE NO: 56-2017-00493170-CU-MC-VTA another sophisticated entity when those entities are not in direct competition with each other; and (ii) Plaintiff sufficiently alleges a vested interest in a quantifiable sum of monies due for services rendered to be entitled to restitution under §17200; there is no strict requirement that such sum be easily quantifiable. Plaintiff is afforded leave to file a 1st Amended Complaint by no later than June 5, 2017. Discussion: Plaintiff Community Memorial Health Systems' ("CMHS") Complaint asserts causes of action against Defendants Heritage Provider Network, Inc. ("HPN"); Regal Medical Group, Inc.; Lakeside Medical Group, Inc.; Oasis Independent Medical Associates, Inc.; Desert Medical Group, Inc.; High Desert Medical Corporation; Affiliated Doctors of Orange County Medical Group; Bakersfield Family Medical Group, Inc.; and Sierra Medical Group, Inc. for (1) breach of implied-in-law contract (emergency claims); (2) breach of implied-in-law contract (post-stabilization claims); (3) breach of implied-in-fact contract; (4) common count; (5) breach of contract by assignment; (6) estoppel; (7) unfair business practices; and (8) declaratory relief. The gist of Plaintiff CMHS's complaint is that Defendants have repeatedly failed to make payments properly due and owing to CHMS for bills for health care services rendered by CHMS hospitals. CHMS rendered emergency and/or authorized post-stabilization services to patients insured by health plans for which Defendants are financially responsible. CMHS alleges that Defendants grossly underpaid Plaintiff for those services, with an aggregate of underpayment amounting to at least $3.3 million and increasing daily. Defendants' Demurrer Based on Plaintiff's Failure to Allege Whether the Subject Contracts Are Written, Oral, or Implied by Conduct: Code of Civil Procedure section 430.10(g) provides that a defendant may demurrer to a complaint on the grounds that: "In an action founded upon a contract, it cannot be ascertained from the pleading whether the contract is written, is oral, or is implied by conduct." Defendants contend that Plaintiff's fifth cause of action is demurrable under this provision because Plaintiff fails to allege whether the subject contracts between Defendants' members and health plans (see Complaint, ¶¶88, 89) are written, oral, or implied by conduct. Defendants' demurrer on this ground has merit because Plaintiff does not allege facts indicating the form of the subject contracts. In its Opposition Brief, Plaintiff contends that Defendants "know that these are written agreements" and that "this obvious fact was clarified" during counsel's "meet and confer" before the filing of Defendants' demurrer. (See Opposition Brief, 15-26.) Plaintiff cites to Maxwell v. Dolezal and Miles v. Deutsche Bank National Trust Company for the proposition that it is not required to explicitly allege that the subject contracts were "written" when this fact is obvious from the Complaint as a whole. Plaintiff's arguments are unpersuasive. Plaintiff's claim that the written nature of the contracts is "obvious" is based on what Defendants' know does not excuse Plaintiff from its statutory pleading requirements. There may be many facts which Plaintiff might contend are "obvious" to Defendants which Plaintiff is nevertheless required to allege in order to properly plead its claims. Nor can Plaintiff satisfy a pleading requirement by making an informal statement to Defendants' counsel. Plaintiff's reliance on Maxwell and Miles is misplaced, as both of these cases are distinguishable. In Maxwell, although the allegations in the body of the breach of contract claim did not indicate whether the subject contract was written, oral, or implied by conduct, other allegations in the pleading expressly indicated that the contract was written. (See Maxwell v. Dolezal (2014) 231 Cal. App. 4th 93, 98-99.) In Miles, the defendants failed to raise §430.10(g) as a ground for demurrer in the trial court, and the Court of Appeal therefore effectively held that the argument had been waived. (See Miles v. Deutsche Bank VEN-FNR-10.03 MINUTE ORDER DATE: 05/16/2017 Page 2 DEPT: 43 CASE TITLE: Community Memorial vs Heritage Provider CASE NO: 56-2017-00493170-CU-MC-VTA National Trust Co. (2015) 236 Cal. App. 4th 394, 401.) Although the Miles Court did make reference to "[a] reasonable inference drawn from those allegations is that the contract plaintiff relies upon, the March 2008 modification agreement, was in writing," it is questionable whether it would have based its decision on that ground alone (in fact, this is dicta, given its conclusion that the defendants have waived this argument), and here it is less clear from Plaintiff's allegations "on information and belief" about the nature of the contractual obligations alleged - none of which include allegations of specific balances, interests rates, and payments due - whether there is a reasonable inference that the subject contracts were in writing. Based on the above, the Court sustains Defendants' demurrer to the fifth cause of action based on the ground that Plaintiff fails to sufficiently allege whether the subject "contracts by assignment" were written, oral, or implied by conduct. Plaintiff will be given leave to amend to cure this deficiency. Demurrer to Fifth Cause of Action for Breach of Contract by Assignment: Plaintiff's fifth cause of action for breach of contracts by assignment alleges that Plaintiff enters into contracts with individuals who receive care at its hospitals pursuant to which those individuals assign their insurance benefits to Plaintiff, and that these (or more precisely, some of these) individuals have contracts with Defendants that require Defendants to pay for emergency and post-emergency services at a "customary and reasonable rate." (See Complaint, ¶¶90-92.) Plaintiff alleges as assignee of its patients' contracts with Defendants, Plaintiff is entitled to payment for its emergency and post-emergency inpatient services at a customary and reasonable rate. (Id. at ¶92.) Plaintiff further alleges that Defendants breached their obligations by failing to pay Plaintiff for such services at a customary and reasonable rate. (Id. at ¶93.) Defendants contend that the fifth cause of action is deficient on the ground that Plaintiff fails to sufficiently allege the terms of the contracts between Plaintiff's patients and Defendants. More specifically, Defendants contend that (i) in order to sufficiently plead the terms of the subject contracts, Plaintiff must either attach a copy of the written contracts to the Complaint, set the terms of the contracts out verbatim in the body of the pleading, or plead the legal effect of the contract with "comprehensiveness"; and (ii) Plaintiff fails to satisfy these requirements. Defendants' demurrer on this ground lacks merit. Assuming arguendo that the assigned contracts are written, a written contract may be plead by attaching a copy of the written agreement to the complaint, by alleging the terms of the Agreements within the body of the Complaint, or by alleging the material terms by their legal effect. (See Scolinos v. Kolts (1995) 37 Cal.App.4th 635, 640; International Billing Services v. Emigh (2000) 84 Cal.App.4th 1175, 1187.) When alleging the material terms of a contract, a plaintiff must allege the contract terms on which he/she relies for recovery. (See Roddenberry v. Roddenberry (1991) 44 Cal.App.4th 634, 654-655.) Here, Plaintiff has done so in a succinct fashion by alleging that it is the assignee of contracts which require Defendants to pay a customary and reasonable rate for emergency and post-emergency services provided to their health plan members. This requirements is precisely the one that Plaintiff contends was breached by Defendants, and therefore Plaintiff has alleged the contract terms on which he relies for recovery. Defendants cite to two cases in support of their argument that, if Plaintiff alleges the material terms of the subject contracts by their legal effect, those allegations must be "comprehensive": McKell v. Washington Mutual, Inc. and Heritage Pacific Financial, LLC v. Monroy. McKell merely cites to Witkin on pleading for this proposition, and Heritage Pacific cites solely to McKell for the same proposition. (See McKell v. Washington Mutual, Inc., 142 Cal. App. 4th 1457, 1489; see also Heritage Pacific Financial, LLC v. Monroy (2013) 215 Cal. App. 4th 972, 993.) However, other case law authority summarized by Witkin notes that trial courts should take a practical approach when considering such pleading requirements: VEN-FNR-10.03 MINUTE ORDER DATE: 05/16/2017 Page 3 DEPT: 43 CASE TITLE: Community Memorial vs Heritage Provider CASE NO: 56-2017-00493170-CU-MC-VTA "The more reasonable approach, however, is that the plaintiff need not allege every promise of the defendant, but only those that the plaintiff claims were breached and others that affect them. (See James 5th, ¶3.20.) And practical considerations may be controlling. In Hancock v. Clark (1922) 56 C.A. 277, 204 P. 1098, plaintiff builder sought recover for construction of a house. He set forth the building contract, but not the plans and specifications. Held, the complaint was sufficient. Although as a matter of law, the plans and specifications are part of the contract, it would often be wholly impracticable, because of their nature, to make them part of the pleadings, and it would be impossible to plead them according to their legal effect. (56 C.A. 278.)" (4 Witkin, Cal. Procedure (5th ed. 2008) Pleading, §520, pp. 651-652.) Here, Plaintiff's fifth cause of action is based on multiple assigned contracts between multiple named defendants and multiple patients. It would appear impractical for Plaintiff to plead all of the contracts at issue "comprehensively"; and given the multitude of contracts, it is appropriate for Plaintiff to merely allege the contractual provisions that it claims have been breached. As indicated above, this is what Plaintiff has done. Therefore, Defendants' general demurrer to the fifth cause of action is overruled. Demurrer to Seventh Cause of Action for Unfair Business Practices: Defendants contend that Plaintiff's seventh cause of action for unfair business practices (violation of Business and Professions Code §17200 et seq.) is deficient on the grounds that (i) the unfair competition law ("UCL") is only intended to protect competitors and consumers, and here Plaintiff is neither; and (ii) Plaintiff fails to allege facts entitling it to any remedy available under the UCL. Ground (i) appears to lack merit. The two main cases relied upon by Defendants, Linear Tech Corp. v. Applied Materials, Inc. and Rosenbluth Int'l, Inc. v. Sup. Ct., are both distinguishable. First, Defendants cite to the following language in Linear Tech as disallowing §17200 claims by "sophisticated corporate customers negotiating at arms length": "The UCL was enacted 'to protect both consumers and competitors by promoting fair competition in commercial markets for goods and services.' [Citations.] Here, the alleged victims are neither competitors nor powerless, unwary consumers, but Linear and other corporate customers in Silicon Valley, 'each of which presumably has the resources to seek damages or other relief ... should it choose to do so.' (Rosenbluth International, Inc. v. Superior Court (2002) 101 Cal.App.4th 1073, 1078 [124 Cal. Rptr. 2d 844].) And the source of the fraudulent and unfair practices is the misrepresentation made in purchase orders between respondent sellers and Linear, in which each seller warranted that no infringement claim would result from Linear's use of that seller's equipment. Thus, contrary to Linear's representation, the harm it suffered did result from contracts specifically with the plaintiff. The other alleged victims likewise are sophisticated corporate customers who have entered or will enter their own contracts with respondents, although neither these victims nor the contracts are identified in the complaint. In these circumstances, where a UCL action is based on contracts not involving either the public in general or individual consumers who are parties to the contracts, a corporate plaintiff may not rely on the UCL for the relief it seeks. (Rosenbluth, at pp. 1077-1079.)" (Linear Technology Corp. v. Applied Materials, Inc. (2007) 152 Cal. App. 4th 115, 135.) Even accepting the reasoning in Linear Tech set forth above, it was premised on the Court of Appeal's conclusion that the UCL action in that case was based "on contracts not involving either the public in general or individual consumers who are parties to the contracts," and this is not the case here. In fact, the reimbursement provisions of the Knox-Keene Act relied on by Plaintiff in its Complaint (see, e.g., Complaint, ¶33) are statutory in nature, and are intimately related to individuals patients who are parties to the health insurance plans/contracts with Defendants and who received emergency and post-emergency care as insureds under these contracts/plans. The Knox-Keene Act merely transfers the obligation to enforce those insurance contracts from the patients to medical care providers such as Plaintiff: "We have already seen that in 1975, the Legislature banned balance billing when an HMO is VEN-FNR-10.03 MINUTE ORDER DATE: 05/16/2017 Page 4 DEPT: 43 CASE TITLE: Community Memorial vs Heritage Provider CASE NO: 56-2017-00493170-CU-MC-VTA contractually obligated to pay the bill (§ 1379); that since 1994, HMO's have been obligated to pay for emergency care (§ 1371.4); and that the Knox-Keene Act permits emergency room doctors to sue HMO's directly over billing disputes (Bell, supra, 131 Cal.App.4th 211). These provisions strongly suggest that doctors may not bill patients directly when a dispute arises between doctors and the HMO's. Other provisions point in the same direction. Section 1317, subdivision (d), which requires emergency room doctors to render emergency care without questioning a patient's ability to pay, also provides that 'the patient or his or her legally responsible relative or guardian shall execute an agreement to pay [for the services] or otherwise supply insurance or credit information promptly after the services are rendered.' (Italics added.) This provision implies that once patients who are members of an HMO provide insurance information, they have satisfied their obligation towards the doctors. Section 1342, subdivision (d), expresses a legislative intent to '[help] to ensure the best possible health care for the public at the lowest possible cost by transferring the financial risk of health care from patients to providers.' "Additionally, the Legislature contemplated there may be disputes over the amounts owed to noncontracting providers such as emergency room doctors, and therefore the Knox-Keene Act requires that each HMO 'shall ensure that a dispute resolution mechanism is accessible to noncontracting providers for the purpose of resolving billing and claims disputes.' (§ 1367, subd. (h)(2); see also § 1371.38, subd. (a) [directing the Dept. of Managed Health Care to adopt regulations ensuring that each HMO adopt a dispute resolution mechanism that is 'fair, fast, and cost-effective for contracting and noncontracting providers'].) Finally, the Legislature has acted to protect the interests of noncontracting providers in reimbursement disputes by prohibiting HMO's from engaging in unfair payment patterns involving unjust payment reductions, claim denials, and other unfair practices as defined, and by authorizing monetary and other penalties against HMO's that engage in these patterns. (§ 1371.37; see also § 1371.39 [authorizing providers to report HMO's that engage in unfair payment patterns to the Dept. of Managed Health Care].) "The only reasonable interpretation of a statutory scheme that (1) intends to transfer the financial risk of health care from patients to providers; (2) requires emergency care patients to agree to pay for the services or to supply insurance information; (3) requires HMO's to pay doctors for emergency services rendered to their subscribers; (4) prohibits balance billing when the HMO, and not the patient, is contractually required to pay; (5) requires adoption of mechanisms to resolve billing disputes between emergency room doctors and HMO's; and (6) permits emergency room doctors to sue HMO's directly to resolve billing disputes, is that emergency room doctors may not bill patients directly for amounts in dispute. Emergency room doctors must resolve their differences with HMO's and not inject patients into the dispute. CA(6)(6) Interpreting the statutory scheme as a whole, we conclude that the doctors may not bill a patient for emergency services that the HMO is obligated to pay. Balance billing is not permitted." (Prospect Medical Group, Inc. v. Northridge Emergency Medical Group (2009) 45 Cal. 4th 497, 506-507.) The Knox-Keene Act effectively makes emergency service providers surrogates of their emergency patients, in the sense that the Act places the burden on those providers to enforce the patients' health insurance contracts against their health insurer/plan provider. Emergency services patients are not "sophisticated corporate customers." Plaintiff's section 17200 claim is not based on a private, arms length contract between Plaintiff and Defendants, and accordingly the reasoning set forth in Linear Tech is not applicable to this case. As to Rosenbluth, it is distinguishable on the ground that it dealt with a private plaintiff who himself had suffered no injury and was instead attempting to bring a representative action on behalf of sophisticated corporate entities. (See Rosenbluth Int'l v. Sup. Ct. (2002) 101 Cal. App. 4th 1073, 1075-1076.) The Rosenbluth Court's reject of this attempt was in the contest of, and based on the principles governing, representative actions brought under §17200. (See Rosenbluth Int'l v. Sup. Ct., supra, 101 Cal. App. 4th at pp. 1077-1078.) Plaintiff's §17200 claim in this action is brought on its own behalf - and not as a representative action on behalf of others - and alleges economic injuries that were sustained by Plaintiff. (See Complaint, ¶¶103-105.) As a result, the limitation imposed by Rosenbluth on representative actions under §17200 are not appear applicable to Plaintiff's claim. In fact, not one of the cases cited by Defendants appears to support a general prohibition against a sophisticated business entity bringing a VEN-FNR-10.03 MINUTE ORDER DATE: 05/16/2017 Page 5 DEPT: 43 CASE TITLE: Community Memorial vs Heritage Provider CASE NO: 56-2017-00493170-CU-MC-VTA §17200 claim against another sophisticated entity unless those entities are in direct competition with each other. As to ground (ii) above, a demurrer normally does not lie to a cause of action merely because an improper remedy is requested. (See Caliber Bodywork, Inc. v. Sup. Ct. (2005) 134 Cal.App.4th 365, 384-385.) However, here Defendants' argument is not so much that Plaintiff requests an improper remedy in its §17200 claim, but rather that it fails to allege facts indicating that it might be entitled to either of the two remedies that are available under Business and Professions Code §17200 et seq. Money damages are not recoverable pursuant to §17200. (See Vikco Insurance Services, Inc. v. Ohio Indemnity Co. (1999) 70 Cal.App.4th 55, 67-68.) The only remedies available in an individual action under §17200 are restitution and injunctive relief. (See Korea Supply Co. v. Lockheed Martin Corp. (2003) 29 Cal.4th 1134, 1144, 1152; Business & Professions Code §17203.) Moreover, a failure to allege facts indicating entitlement to restitutionary or injunctive relief probably renders a unfair business practices claim demurrable. (See Madrid v. Perot Systems Corp. (2005) 130 Cal.App.4th 440, 467.) Restitution is normally only available to restore to a plaintiff money or property wrongfully obtained from the plaintiff by the defendant: "'The object of restitution is to restore the status quo by returning to the plaintiff funds in which he or she has an ownership interest.' [Citation.] Consistent with that objective, 'restitutionary awards encompass quantifiable sums one person owes to another....' [Citation.] Such awards represent 'money that once had been in the possession of the person to whom it [is] to be restored.' [Citation.] "The 'notion of restoring something to a victim of unfair competition includes two separate components. The offending party must have obtained something to which it was not entitled and the victim must have given up something which he or she was entitled to keep.' Restitution thus is available where 'a defendant has wrongfully acquired funds or property in which a plaintiff has an ownership or vested interest.' [Citations.] In other words, 'in the UCL context ... restitution means the return of money to those persons from whom it was taken or who had an ownership interest in it.' [Citation.]" (Feitelberg v. Credit Suisse First Boston (2005) 134 Cal.App.4th 997, 1012-1013.) Here, Plaintiff fails to allege facts indicating that Defendants obtained any money from Plaintiff. As a result, Plaintiff's entitlement to restitution depends on whether Plaintiff had a "vested interest" in the payment amounts allegedly withheld by Defendants. The test for a vested ownership interest is not entirely clear. However, in order for a plaintiff to have a vested ownership interest to funds in the custody of a defendant it appears - at a minimum - that the plaintiff must have earned the right to such funds and that the amount of such founds must be quantifiable: "We conclude that orders for payment of wages unlawfully withheld from an employee are also a restitutionary remedy authorized by section 17203. The employer has acquired the money to be paid by means of an unlawful practice that constitutes unfair competition as defined by section 17200. The employee is, quite obviously, a 'person in interest' (§ 17203) to whom that money may be restored. The concept of restoration or restitution, as used in the UCL, is not limited only to the return of money or property that was once in the possession of that person. The commonly understood meaning of "restore" includes a return of property to a person from whom it was acquired (see Webster's New Internat. Dict. (2d ed. 1958) p. 2125), but earned wages that are due and payable pursuant to section 200 et seq. of the Labor Code are as much the property of the employee who has given his or her labor to the employer in exchange for that property as is property a person surrenders through an unfair business practice. An order that earned wages be paid is therefore a restitutionary remedy authorized by the UCL. The order is not one for payment of damages. The Court of Appeal concluded that a claim for wages owed is not a damage claim in holding that claims for wages earned but not paid are not damage claims subject to the claim filing requirement of Government Code section 905 in Loehr v. Ventura County Community College Dist. (1983) 147 Cal. App. 3d 1071, 1080 [195 Cal. Rptr. 576] ('Earned but unpaid salary or wages are vested property rights, claims for which may not be properly characterized as actions for monetary damages.'). Because equity regards that which ought to have been done as done (Civ. Code, § 3529), VEN-FNR-10.03 MINUTE ORDER DATE: 05/16/2017 Page 6 DEPT: 43 CASE TITLE: Community Memorial vs Heritage Provider CASE NO: 56-2017-00493170-CU-MC-VTA and thus recognizes equitable conversion [citation], we also conclude that unlawfully withheld wages are property of the employee within the contemplation of the UCL. Our conclusion that these wages may be the subject of a restitutionary order under section 17203 is consistent with our recognition in Walnut Creek Manor v. Fair Employment & Housing Com. (1991) 54 Cal. 3d 245, 263 [284 Cal. Rptr. 718, 814 P.2d 704], that restitutionary awards encompass quantifiable sums one person owes to another, and with that of the United States Supreme Court in Curtis v. Loether (1974) 415 U.S. 189, 197 [94 S. Ct. 1005, 1010, 39 L. Ed. 2d 260], that backpay may be a form of restitution." (Cortez v. Purolator Air Filtration Products Co. (2000) 23 Cal. 4th 163, 177-178.) Here, although Plaintiff is not alleged to be an employee of Defendants, the factual circumstances appear to be fairly analogous in that Plaintiff alleges to have performed services for Defendants' insureds and Defendants are alleged to have partially withheld payment due for those services. (See Complaint, ¶103.) Defendants contend that the amount of payments owed is not "readily quantifiable" because it involves a complicated determination of the "reasonable and customary value" of such services. However, the mere fact that a determination of the amount owed is not easily or readily quantifiable does not mean that such sums are not quantifiable at all. Instead, the distinction between quantifiable and non-quantifiable sums appears to be largely intended to separate sums that may be calculated pursuant to some clear standard from sums that are not measurable by application of any clear standard (e.g., compensatory damages in a personal injury case). (See, e.g., Walnut Creek Manor v. Fair Employment & Housing Com. (1991) 54 Cal. 3d 245, 263-264.) Here, there is alleged to be an established statutory standard which is the reasonable and customary value of Plaintiff's services. Although there may be a number of factors which go into determining what that reasonable and customary value is, it is still a clear standard and therefore "quantifiable" albeit not easily so. Nothing in Cortez or in the cases cited by Defendants indicates that damages must be easily quantifiable (i.e., as opposed to quantifiable with some effort) Based on the above, Plaintiff sufficiently alleges its entitlement to restitution in the form of quantifiable payments due by statute, and therefore Plaintiff adequately alleges its right to relief available under §17200. As a result, Defendants' demurrer on ground (ii) above lacks merit. Because neither of Defendants' grounds for demurring to Plaintiff's §17200 claim have merit, the Court overrules Defendants' general demurrer to the seventh cause of action. Notice to be given by the clerk. STOLO VEN-FNR-10.03 MINUTE ORDER DATE: 05/16/2017 Page 7 DEPT: 43