Peter M. de Jonge, UT 7185 Jed H. Hansen, UT 10679 Eric E.

Westerberg, UT 12712 THORPE, NORTH & WESTERN, LLP 8180 South 700 East, Suite 350 Sandy, Utah 84070 Telephone: (801) 566-6633 Facsimile: (801) 566-0750 Attorney for American Covers, Inc. and Local Counsel for Brandywine Product Group International, Inc.

Francis DiGiovanni, DE 3189 (Pro Hac Vice Application to be Filed) NOVAK DRUCE CONNOLY BOVE & QUIGG, LLP 1007 North Orange Street, Ninth Floor Wilmington, Delaware 19801 Telephone: (302)888-6316 Facsimile: (302)658-5614 Attorney for Plaintiff, Brandywine Product Group International, Inc. IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF UTAH, CENTRAL DISTRICT

American Covers, Inc., a Utah corporation, and Brandywine Product Group International, Inc., Plaintiffs v. Chic Accessories, LLC, an Illinois limited liability company, Defendant.

Case No.: 2:13-cv-00458-RJS

COMPLAINT WITH JURY DEMAND

Judge: Robert J. Shelby

Plaintiffs American Covers, Inc. (American Covers) and Brandywine Product Group International, Inc. (BPG) (collectively Plaintiffs) by and through their counsel hereby file

this Complaint with Jury Demand against Defendant Chic Accessories, LLC, (Chic or Defendant). COMPLAINT Plaintiffs complain and allege as follows:

PARTIES, JURISDICTION AND VENUE 1. American Covers, Inc. is a Utah corporation having a principal place of business

at 102 West 12200 South, Draper Utah 84020. 2. Brandywine Product Group International, Inc. is a Delaware corporation having a

principal place of business at 3 Mill Road, Suite 202, Wilmington Delaware 19806. 3. Upon information and belief, Chic Accessories, LLC is an Illinois limited liability

company with its principal place of business at 3200 North Hayden Rd., Suite 120, Scottsdale, AZ 85251. 4. Plaintiffs bring this action under U.S. patent laws, 35 U.S.C. 1 et seq., under

the Lanham Trademark Act, Title 15, United States Code 1051, et seq., and under various other Utah state law and common law provisions. 5. This Court has subject matter jurisdiction over this action under 28 U.S.C.

1331 and 1338. 6. This Court has supplemental jurisdiction over any state law statutory and common

law claims pursuant to 28 U.S.C. 1367. 7. Upon information and belief, this Court has specific personal jurisdiction over

Defendant as Defendant has purposefully directed its activities toward the state of Utah. 8. Upon information and belief, this Court has general personal jurisdiction over

Defendants since its contacts with Utah are substantial, continuous, and systematic and this action is based upon activities that arise out of or are related to those contacts.

9.

Venue is proper in this judicial district pursuant to 28 U.S.C. 1391 because

Defendant conducts business directly related to the patents and trade dress at issue in this case, thereby harming Plaintiffs in this judicial district.

GENERAL ALLEGATIONS PLAINTIFFS PRODUCTS AND INTELLECTUAL PROPERTY 10. Plaintiffs are in the business of inventing, developing, manufacturing,

distributing, and selling various air fresheners and other products. 11. BPG is the owner of two design patents designated as United States Design Patent

Nos. D604,826 and D614,279 (collectively the BPG Patents). The BPG Patents claim the design of an air freshener product that approximates the shape of a flower. The design claimed by the BPG Patents is illustrated below.

12.

American Covers is an exclusive licensee of the BPG Patents within the

automotive air freshener channel. 13. American Covers manufactures, markets, and sells throughout the United States

air freshener products, including air freshener devices that approximate the shape of a flower (the Flower Air Freshener Products). Through the extensive sale, marketing, and distribution of the Flower Air Freshener Products, the design and trade dress of the products has become distinctive

and consumers associate its design and trade dress with American Covers. An image of one example of the Flower Air Freshener Products is illustrated below.

DEFENDANTS MISCONDUCT 14. Upon information and belief, Defendant makes, uses, sells, offers for sale, and

imports into the United States an air freshener that infringes the BPG Patents (the Infringing Products). An image of one example Defendants Infringing Products is shown below.

15.

Upon information and belief, Defendants continued manufacture, use, sale,

importing, and offering for sale and distribution of its Infringing Products has injured, is injuring, and will continue to cause irreparable injury to Plaintiffs. 16. Additionally, upon information and belief, Defendant acted in an objectively

reckless manner with respect to Plaintiffs patent rights. Upon information and belief, Defendant made, used, sold, offered for sale, and imported into the United States its Infringing Products knowing that it was highly likely that its acts would constitute infringement of a valid patent. Upon information and belief, Defendants knew or should have known that its actions were highly likely to result in the infringement of a valid patent. As a consequence, Defendant has engaged in willful infringement of the BPG Patents and Plaintiffs are therefore entitled to triable damages and attorneys fees as well as costs incurred in this action along with prejudgment interest under 35 U.S.C. 284 and 285. 17. Defendant makes, uses, sells, imports, offers for sale, and distributes its Infringing

Products in the United States. These products copy the trade dress of American Covers Flower Air Freshener Products. 18. Defendant is in direct competition with American Covers and Defendants

Infringing Products are substantially identical to American Covers Flower Air Freshener Products. Defendants and American Covers products are marketed through identical channels of trade and to identical consumers. 19. In view of the above, it is clear that Defendants use of its confusingly similar

product design is likely to cause confusion, or to cause mistake, or to deceive consumers as to the affiliation, connection, or association of Defendant with American Covers Flower Air Freshener Products. 5

20.

Upon information and belief, Defendant has purposefully copied American

Covers Flower Air Freshener Products trade dress to unlawfully benefit from American Covers goodwill in the marketplace. 21. Plaintiffs have been, and continue to be, significantly damaged by Defendants

actions. So long as Defendant continues performing the unlawful and improper actions described in this complaint, Plaintiffs will continue to suffer irreparable harm that will not be fully compensable by money damages. FIRST CAUSE OF ACTION (PATENT INFRINGEMENT OF THE BPG PATENTS UNDER 35 U.S.C. 271) 22. Plaintiffs hereby incorporates by reference each and every preceding allegation of

this complaint as if set forth fully herein. 23. 24. BPG owns the BPG Patents. American Covers is an exclusive licensee of the BPG Patents within the

automotive air freshener channel. 25. Defendant makes, uses, sells, offers for sale, and/or import into the United States

air fresheners that directly infringe the BPG Patent. 26. At no time has BPG or American Covers granted Defendant permission, license,

or authorization to use the designs claimed in the BPG Patents. 27. Upon information and belief, Defendants infringing activities have damaged

BPG and American Covers in an amount to be proven at trial. Among other remedies, American Covers is entitled to its lost profits or, in the alternative a reasonable royalty to adequately compensate American Covers for Defendants infringing activities under 35 U.S.C. 284. Additionally, the harm to American Covers arising from these acts by Defendant is not fully compensable by money damages. American Covers has suffered and continues to suffer irreparable harm that has no adequate remedy at law and that will continue unless this infringing conduct by Defendant is preliminarily and permanently enjoined. 6

28.

Upon information and belief, Defendant acted in an objectively reckless manner

with respect to Plaintiffs patent rights. Upon information and belief, Defendant made, used, sold, and offered for sale its infringing air freshener products knowing that it was highly likely that its acts would constitute infringement of a valid patent. Defendant knew, or should have known, that its actions were highly likely to result in the infringement of a valid patent. As a consequence, Defendant has engaged in willful infringement of the 037 Patent and American Covers is therefore entitled to triable damages and attorneys fees as well as costs incurred in this action along with prejudgment interest under 35 U.S.C. 284 and 285.

SECOND CAUSE OF ACTION (TRADE DRESS INFRINGEMENT AND UNFAIR COMPETITION, 15 U.S.C. 1125(A) AND COMMON LAW) 29. American Covers hereby incorporates by this reference each and every preceding

allegation as if set forth fully herein. 30. The trade dress design features associated with the American Covers Flower Air

Freshener Products are indicative of American Covers and its air fresheners, are inherently distinctive, and have acquired secondary meaning with the consuming public. 31. Defendants Infringing Products use design features that are likely to cause

confusion, or to cause mistake, or to deceive as to the affiliation, connection, association, origin, sponsorship, or approval of its goods and commercial activities in light of American Covers trade dress. 32. By engaging in these activities, Defendant has infringed American Covers trade

dress and is liable for unfair competition under 15 U.S.C. 1125(a)(1)(A) and under the common law. 33. American Covers has suffered actual damages as a result of Defendants trade

dress infringement and unfair competition in an amount to be proven at trial. Additionally, the harm to American Covers arising from Defendants acts is not fully compensable by money damages. American Covers has suffered, and continues to suffer, irreparable harm that has no 7

adequate remedy at law and that will continue unless Defendants conduct is preliminarily and permanently enjoined. 34. Defendants continued use of American Covers trade dress is willful and

intentional. As a result, American Covers is further entitled to triable damages and an award of costs and attorneys fees. THIRD CAUSE OF ACTION (UNFAIR COMPETITION, UTAH CODE ANN. 13-5A-102, 103 AND/OR 13-5-14 AND UTAH COMMON LAW) 35. American Covers hereby incorporates by this reference each and every preceding

allegation as if set forth fully herein. 36. 37. BPG owns the BPG Patents. American Covers is an exclusive licensee of the BPG Patents within the

automotive air freshener channel. 38. Patents. 39. Defendant makes, uses, sells, offers for sale, and/or import into the United States Defendant has engaged in unfair methods of competition by infringing the BPG

air fresheners that infringe the BPG Patents. 40. Defendant has engaged in unfair methods of competition by infringing American

Covers trade dress. 41. Upon information and belief, American Covers has been injured by Defendants

infringing acts. 42. By engaging in the above-described activities, Defendant has engaged in unfair

competition under Utah Code Ann. 13-5a-102, 103 and/or 13-5-14 and under Utah common law. 43. American Covers and BPG have suffered actual damages as a result of unfair

business practices by Defendant in an amount to be proven at trial. Additionally, the harm to American Covers arising from these acts by Defendant is not fully compensable by money damages. American Covers has suffered, and continues to suffer irreparable harm that has no

adequate remedy at law and that will continue unless this unfair conduct by Defendant is preliminarily and permanently enjoined. Furthermore, American Covers is entitled to its attorneys fees and costs. FORTH CAUSE OF ACTION (UNJUST ENRICHMENT UNDER UTAH COMMON LAW) 44. American Covers hereby incorporates by this reference each and every preceding

allegation as if set forth fully herein. 45. Defendant has benefited from the improper, unfair, and unauthorized use of the

BPG Patents as alleged herein. 46. Defendant knew, or should known, that its actions were improper and fully

appreciated the benefits received as a result of its improper actions. 47. Defendant would be unjustly enriched if it were permitted to retain the benefits

obtained from such actions. 48. Equity and good conscience require that Defendant be required to account for and

pay to American Covers an amount equal to value of the benefits conferred upon it.

WHEREFORE, it is respectfully requested that the Court enter judgment in favor of Plaintiffs as follows: A. B. That the Court enter judgment that Defendant has infringed the BPG Patents. That the Court enter judgment that the Defendant has competed unfairly pursuant

to 15 U.S.C. 1125 and infringed American Covers trade dress under the Lanham Act and common law. C. That the Court enter judgment that Defendant has competed unfairly pursuant to

Utah Code. Ann. 13-5a-102 and 13-5-14 and Utah common law. D. That the Court enter judgment that Defendant has been unjustly enriched through

its misconduct. E. That Defendant be ordered to pay damages to Plaintiffs, together with interest, in

an amount be determined by this Court. 9

F. G. H. I. the Court. J.

That the Court award Plaintiffs triable damages pursuant to 35 U.S.C. 284. That the Court award Plaintiffs costs and attorneys fees related to this action. That the Court award Plaintiffs prejudgment interest. That Plaintiffs have such other and further relief as shall seem just and proper to

That the Court grant preliminary and permanent injunctive relief enjoining

Defendant, its officers, directors, principals, agents, servants, employees, successors and assigns, and all other aiding, abetting, or acting in concert or active participation therewith, from directly or indirectly infringing the patents and trade dress in suit, including with limitation, precluding Defendant from making, using, selling, offering for sale, or importing the infringing products.

DATED: June 17, 2013

THORPE NORTH & WESTERN, LLP

/Jed H. Hansen/ Peter M. de Jonge Jed H. Hansen Eric E. Westerberg THORPE NORTH & WESTERN, LLP Attorney for American Covers, Inc. and Local Counsel for Brandywine Product Group International, Inc. Francis DiGiovanni (Pro Hac Vice Application to be Filed) NOVAK DRUCE CONNOLY BOVE & QUIGG, LLP Attorney for Plaintiff Brandywine Product Group International, Inc.

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