G.G. v. Salesforce.com, Inc.

In the

United States Court of Appeals

For the Seventh Circuit

____________________

No. 22-2621

G.G. and DEANNA ROSE,

Plaintiffs-Appellants,

v.

SALESFORCE.COM, INC.,

Defendant-Appellee.

____________________

Appeal from the United States District Court for the

Northern District of Illinois, Eastern Division.

No. 1:20-cv-02335 — Andrea R. Wood, Judge.

____________________

ARGUED FEBRUARY 22, 2023 — DECIDED AUGUST 3, 2023

____________________

Before HAMILTON, KIRSCH, and PRYOR, Circuit Judges.

HAMILTON, Circuit Judge. In the Trafficking Victims Protec-

tion Reauthorization Act of 2003, Congress gave victims of sex

trafficking the power to bring civil actions to recover damages

from those who trafficked them. 18 U.S.C. § 1595 (2003). In

2008, Congress broadened that civil remedy to allow what we

will call participant liability. The amendment allows victims

to recover damages not only from a trafficker who committed

a federal crime but also from a person who “knowingly

2 No. 22-2621

benefits … from participation in a venture which that person

knew or should have known has engaged in an act” of sex

trafficking. 18 U.S.C. § 1595(a) (2008).

Plaintiffs G.G. and her mother Deanna Rose brought this

suit under Section 1595 alleging participant liability against

defendant Salesforce.com, Inc. G.G. ran away from home at

the age of thirteen. She fell into the hands of a sex trafficker

who used the now defunct Backpage.com to advertise G.G.

Plaintiffs’ theory here is that (a) Backpage.com committed

criminal sex-trafficking violations with respect to G.G.,

among many other victims; (b) defendant Salesforce at least

should have known that Backpage.com was engaged in sex

trafficking of minors like G.G.; and (c) Salesforce had such a

close business relationship with Backpage—providing advice

and custom-tailored software for years to help Backpage

grow its business—that Salesforce, in the language of Section

1595, knowingly benefited from its participation in what it

knew or should have known was Backpage’s sex-trafficking

venture.

The district court dismissed the case on the pleadings, but

we conclude that plaintiffs’ complaint states a viable claim

under Section 1595. More specifically, we reject defendant’s

arguments: (1) that a “venture” must be primarily a sex-traf-

ficking venture; (2) that a participant must have had construc-

tive knowledge of the specific victim of sex trafficking, the civil

plaintiff; (3) that “participation in a venture” requires direct

participation in a “common undertaking or enterprise involv-

ing risk and potential profit”; and (4) that to knowingly bene-

fit requires that the sex trafficker provide the participant with

a benefit because of the participant’s facilitation of a sex-traf-

ficking venture and that the participant must have known that

No. 22-2621 3

this was the reason for the benefit. All of these defense theo-

ries seek to impose restrictions on the civil remedy that are

not consistent with the statute as we understand its language.

We also find that Salesforce is not entitled to dismissal under

Section 230 of the Communications Decency Act, 47 U.S.C.

§ 230. We reverse the judgment of the district court and re-

mand for further proceedings.

I. Factual Background & Procedural History

Defendant Salesforce.com moved to dismiss this case on

the pleadings, so we focus on the facts alleged in plaintiffs’

third amended, and operative, complaint. This opinion says

harsh things about Salesforce contributing to sex-trafficking,

including trafficking of minors. Because of Salesforce’s tacti-

cal choice to move to dismiss, we treat the allegations as true,

though we do not vouch for their objective truth at this point

in the case. See, e.g., Goldberg v. United States, 881 F.3d 529, 531

(7th Cir. 2018).

In 2016, when she was just thirteen years old, plaintiff G.G.

ran away from home. She was picked up by a sex trafficker

who advertised her on Backpage.com, an online marketplace,

and repeatedly sold her into prostitution. G.G.’s mother

searched for her daughter. Eventually, in the summer of 2016,

her mother found photos of G.G.—in Backpage’s online ads

for escorts. Backpage referred her mother to the National Cen-

ter for Missing and Exploited Children but did not take down

the advertisement.

The trafficking and advertising of G.G. on Backpage was

not an isolated or even an unusual incident. When Backpage

was created in 2004, it initially served as a marketplace for a

variety of goods and services. By 2008, however, plaintiffs

4 No. 22-2621

allege, Backpage “had been publicly identified by law en-

forcement, United States Attorneys General, and every state

Governor as the biggest and most notorious sex trafficking

and pimping website in the United States.”

Backpage’s sextrafficking was not limited to adults. Dur-

ing the three years prior to G.G.’s trafficking, Backpage gen-

erated more than 99% of its revenue from “adult advertise-

ments,” including those offering minors for sex. In 2010, the

National Association of Attorneys General publicly described

Backpage as a “hub” of human trafficking, “especially the

trafficking of minors.” In October 2016, just a few months af-

ter her mother found the advertisement for G.G. on Backpage,

California authorities arrested and charged the chief execu-

tive officer of Backpage, Carl Ferrer, for pimping minors. In

April 2018, Ferrer and Backpage entered into plea agreements

with the United States Department of Justice in which they

admitted that Backpage had operated as a site for the sale of

sex since 2004. A few days later, in response to a felony charge

and on the advice of counsel, Backpage confessed in a Texas

court that it “knowingly receive[d] a benefit from participat-

ing in a venture that involved the trafficking … of a child

younger than 18 years of age, and … [had] caused [the child]

to engage in or become the victim of conduct prohibited by”

Texas Penal Code Section 43.05 (“Compelling Prostitution”). 1

The United States Department of Justice seized Backpage and

shut it down.

1 See Judicial Confession and Stipulation and Certification of Discov-

ery, Texas v. Backpage.com, No. 18FC-1653C (Tex. Dist. Ct. Apr. 9, 2018),

available at https://digitalcommons.law.scu.edu/historical/1706/.

No. 22-2621 5

According to plaintiffs, Salesforce “entered into the first of

several lucrative contracts with Backpage” back in 2013, years

after the nature of Backpage’s business was widely known,

and about three years before G.G. was trafficked. The con-

tracts with Salesforce were designed to “facilitate and sup-

port” Backpage’s “exponential growth” and to give Backpage

“the ability to keep pace with increasing customer demand

and scale its platform into an international sex-trafficking

hub.”

Salesforce did not merely sell Backpage an off-the-shelf

software package. It instead sold Backpage software designed

specifically for Backpage and provided affirmative, “person-

alized support.” With those products and support, Salesforce

helped Backpage operate its business, manage relationships

with existing customers, market itself to new customers, and

improve profitability. “Salesforce sold Backpage targeted so-

lutions addressed to the needs of Backpage’s business” and

provided “active, ongoing support” that was “tailored” to

Backpage’s needs.

Toward that end, at least five times between November

2013 and April 2017, Salesforce consulted with Backpage, in-

cluding its CEO, to learn about the business and “to assess its

operational needs.” With Salesforce’s help in the form of new

software, marketing technology, and personalized opera-

tional support, Backpage was able to “collect detailed, in-

depth customer data and use the data to streamline commu-

nications and overall business practices.” When Backpage

faced imminent seizure by the United States government and

wanted to “establish and maintain a duplicate copy of the

Backpage operations system and platform” so that it could

“move and operate its business overseas,” Salesforce

6 No. 22-2621

“facilitated this system reorganization and provided the tech-

nical infrastructure” to do so.

In short, plaintiffs allege, the business relationship be-

tween Backpage and Salesforce was successful. It enabled

Backpage “to scale its operations and increase the trafficking

conducted” through its site. With Salesforce’s help, Backpage

grew “to become the dominant force in online sex trafficking.”

Backpage experienced “unprecedented growth” in both its

business and profits and was transformed from a “small …

company with a handful of employees to an international

powerhouse with over 250 employees spanning three conti-

nents.” From the beginning of 2008 through the end of 2010,

Backpage’s gross revenues totaled $46 million. In 2012 alone,

Backpage’s gross revenue was $71 million. And from January

2013 through May 2015, Backpage’s gross revenue climbed to

approximately $346 million, nearly $340 million of which was

generated from adult advertising. 2 As Backpage’s business

expanded and its profits grew, “the scope of work covered by

the Salesforce contracts,” as well as Salesforce’s profits from

those contracts, also grew. Salesforce stopped doing business

with Backpage only when it was shut down by the federal

government in April 2018.

Two years later, in April 2020, G.G. and her mother filed

this lawsuit in federal court seeking to hold Salesforce liable

2 The allegations in the complaint do not specify what portion of Back-

page’s gross revenues were generated through the trafficking of minors,

but at this stage of the litigation, we may infer in plaintiffs’ favor that the

trafficking of minors constituted a significant source of revenue, particu-

larly in light of the allegation that Backpage had been deemed a “hub” of

“human trafficking, especially the trafficking of minors” by the National As-

sociation of Attorneys General.

No. 22-2621 7

under Section 1595, as well as state common law theories, for

the trafficking of G.G. In October 2021, plaintiffs filed their

third amended complaint, correcting for various deficiencies,

abandoning the state-law claims, and adding Backpage as a

defendant. In short order, Salesforce moved to dismiss plain-

tiffs’ complaint for failure to state a claim.

After plaintiffs voluntarily dismissed defendant Backpage

in February 2022, the district court granted Salesforce’s mo-

tion to dismiss. G.G. v. Salesforce.com, Inc., 603 F. Supp. 3d 626,

630 (N.D. Ill. 2022). The district court reasoned first that plain-

tiffs had pled themselves out of court by alleging facts that

showed Salesforce was entitled to the protection of 47 U.S.C.

§ 230. Id. at 633, 637, 639. Alternatively, the district court

found that plaintiffs had failed to allege a plausible claim un-

der 18 U.S.C. § 1595. Id. at 643. Plaintiffs moved to alter or

amend the judgment under Rule 59(e), and the district court

denied the motion. Plaintiffs then appealed.

II. Analysis

A. Legal Standard

We review de novo both a district court’s legal conclusions

and its dismissal of a complaint for failure to state a claim un-

der Rule 12(b)(6). Wirth v. RLJ Dental, S.C., 59 F.4th 270, 272

(7th Cir. 2023) (legal conclusions); Proft v. Raoul, 944 F.3d 686,

690 (7th Cir. 2019) (dismissal). We treat the complaint’s factual

allegations as true and draw factual inferences in the plain-

tiffs’ favor. Boogaard v. Nat’l Hockey League, 891 F.3d 289, 290–

91 (7th Cir. 2018). A complaint needs to present only “a short

and plain statement” of the basis for a claim. Fed. R. Civ. P.

8(a)(2). To avoid dismissal, the factual allegations in the com-

plaint need not prove the claim. They need to show only that

8 No. 22-2621

the claim is “plausible on its face” and that if the allegations

are true, the plaintiff is entitled to relief. Roldan v. Stroud, 52

F.4th 335, 339 (7th Cir. 2022), quoting Bell Atlantic Corp. v.

Twombly, 550 U.S. 544, 570 (2007). This pleading standard is

not demanding, asking that plaintiffs allege “only enough

facts” to “nudge[ ] their claims across the line from conceiva-

ble to plausible.” Twombly, 550 U.S. at 570.

To be plausible rather than merely conceivable means that

the complaint’s “factual content … allows the court to draw

the reasonable inference that the defendant is liable for the

misconduct alleged.” Firestone Financial Corp. v. Meyer, 796

F.3d 822, 826 (7th Cir. 2015), quoting Ashcroft v. Iqbal, 556 U.S.

662, 678 (2009). The factual allegations must present “more

than a sheer possibility” that the defendant’s conduct is un-

lawful, Iqbal, 556 U.S. at 678, but a complaint should survive

a motion to dismiss “even if it strikes a savvy judge that actual

proof of those facts is improbable, and that a recovery is very

remote and unlikely.” Alam v. Miller Brewing Co., 709 F.3d 662,

666 (7th Cir. 2013), quoting Twombly, 550 U.S. at 556.

We explain next in Part B how plaintiffs have alleged a vi-

able claim under 18 U.S.C. § 1595, addressing defendant

Salesforce’s counterarguments as we go. We then turn in Part

C to Salesforce’s attempt to establish a defense under 47

U.S.C. § 230.

B. Plausibly Alleging a Claim Under 18 U.S.C. § 1595

Plaintiffs seek relief under Section 1595(a), which creates a

civil cause of action for victims of Section 1591 of Title 18: “An

individual who is a victim of a violation of this chapter may

No. 22-2621 9

bring a civil action … .” 3 We first ask whether plaintiffs have

alleged that G.G. is the victim of a criminal violation of Sec-

tion 1591, which has the title “Sex trafficking of children or by

force, fraud, or coercion.” At the time of G.G.’s trafficking,

Section 1591(a) provided in relevant part:

(a) Whoever knowingly— (1) in or affecting in-

terstate or foreign commerce … recruits, entices,

harbors, transports, provides, obtains, adver-

tises, maintains, patronizes, or solicits by any

means a person; or (2) benefits, financially or by

receiving anything of value, from participation

in a venture which has engaged in an act de-

scribed in violation of paragraph (1), knowing,

or, except where the act constituting the viola-

tion of paragraph (1) is advertising, in reckless

disregard of the fact, that means of force, threats

of force, fraud, coercion described in subsection

(e)(2), or any combination of such means will be

used to cause the person to engage in a commer-

cial sex act, or that the person has not attained

the age of 18 years and will be caused to engage

in a commercial sex act, shall be punished as

provided in subsection (b).

18 U.S.C. § 1591(a) (2015).

3 The referenced chapter is Chapter 77 of Title 18, which also includes

criminal prohibitions on peonage, slavery, forced labor, and other forms

of human trafficking, so Section 1595 offers a civil remedy for victims of

those crimes, as well. We concentrate here on sex trafficking under Section

1591.

10 No. 22-2621

To prove a criminal violation of Section 1591, the govern-

ment must prove that the defendant, with the requisite state

of mind, either (1) engaged in one of the listed acts of sex traf-

ficking or (2) benefitted from participating in a venture that

engaged in one of those acts.

Plaintiffs have plausibly alleged that G.G. was a victim of

violations of Section 1591. Obviously, there is G.G.’s street-

level trafficker, who plaintiffs allege “used a combination of

force, fraud, coercion, enticement, alcohol and drugs to

cause” G.G., who was a minor, to “engage” repeatedly “in

commercial sex.” On these allegations, G.G.’s street-level traf-

ficker could be criminally liable under Section 1591(a)(1):

“Whoever knowingly … recruits, entices, harbors, transports,

provides, obtains, [or] advertises … a person …, knowing …

that means of force, threats of force, fraud, coercion …, or any

combination of such means will be used to cause the person

to engage in a commercial sex act.”

Plaintiffs also allege that Backpage violated Section 1591

by advertising G.G. for sale both before and after learning that

she was under the age of 18. On such allegations, Backpage

could be subject to criminal liability under both Section

1591(a)(1) and (a)(2). By “knowingly … advertis[ing]” G.G.,

“knowing, or … in reckless disregard of the fact … that [G.G.

had] not attained the age of 18 years and [would] be caused

to engage in a commercial sex act,” Backpage violated Section

1591(a)(1). And by “knowingly … benefit[ing] … from partic-

ipation in” the street-level trafficker’s “venture which [was]

engaged in” acts that violated Section 1591(a)(1), “knowing,

or … in reckless disregard of the fact … that [G.G. had] not

attained the age of 18 years and [would] be caused to engage

No. 22-2621 11

in a commercial sex act,” Backpage violated Section

1591(a)(2).

According to these allegations, then, G.G. was a victim of

multiple violations of both Sections 1591(a)(1) and 1591(a)(2)

at the hands of both her street-level trafficker and Backpage,

so G.G. is a proper plaintiff under Section 1595. The statute’s

remaining elements determine whether Salesforce is a proper

defendant.

Section 1595 creates two kinds of civil liability: perpetrator

liability and participant liability. First, since it was first en-

acted, the statute has allowed the victim to sue “the perpetra-

tor.” 18 U.S.C. § 1595(a). Under a theory of perpetrator liabil-

ity, G.G. could have sued either her street-level trafficker or

Backpage, but neither is a defendant in this action. Second,

since the 2008 amendment, the statute has allowed the victim

to sue “whoever knowingly benefits, financially or by receiv-

ing anything of value from participation in a venture which

that person knew or should have known has engaged in an

act in violation of this chapter,” which includes Section 1591.

18 U.S.C. § 1595(a). Plaintiffs here seek to hold Salesforce lia-

ble as such a participant. 4

4 Courts unanimously agree that a civil defendant under Section 1595

need not have violated Section 1591. E.g., Ricchio v. McLean, 853 F.3d 553,

555–57 (1st Cir. 2017) (Souter, J.) (Section 1595 claim plausibly alleged

based on violation of Section 1591 committed by trafficker who was not

the civil defendant and implicitly approving of view that civil defendant

need not have violated Section 1591); see also Lundstrom v. Choice Hotels

Int’l, Inc., No. 21-cv-00619-PAB-SKC, 2021 WL 5579117, at *4 (D. Col. Nov.

30, 2021); S.Y. v. Naples Hotel Co., 476 F. Supp. 3d 1251, 1256 (M.D. Fla.

2020); S.J. v. Choice Hotels Int’l, Inc., 473 F. Supp. 3d 147, 152–53 (E.D.N.Y.

2020); A.C. v. Red Roof Inns, Inc., No. 2:19-cv-4965, 2020 WL 3256261, at *4

(S.D. Ohio June 16, 2020); A.B. v. Marriott Int’l, Inc., 455 F. Supp. 3d 171,

12 No. 22-2621

Under a theory of participant liability, a plaintiff like G.G.

who is a victim of a criminal violation must allege and ulti-

mately prove that (1) a venture has engaged in an act in vio-

lation of Section 1591, (2) the defendant knew or should have

known that the venture had violated Section 1591, (3) the de-

fendant participated in that venture, and (4) the defendant

knowingly benefited from its participation. 5

1. A Venture Which Has Engaged in an Act in Violation of

Section 1591

The first element is the existence of “a venture which …

has engaged in an act in violation” of Section 1591. 18 U.S.C.

§ 1595(a). That Backpage committed multiple violations of

Section 1591 is not in question. As discussed, Backpage vio-

lated Sections 1591(a)(1) and (a)(2) when it advertised G.G. for

sale after learning that she was a minor and financially bene-

fited from participation in her street-level trafficking. 6

180–81, 182 (E.D. Pa. 2020); Doe S.W. v. Lorain-Elyria Motel, Inc., No. 2:19-

CV-1194, 2020 WL 1244192, at *4 (S.D. Ohio Mar. 16, 2020); H.H. v. G6 Hos-

pitality, LLC, No. 2:19-CV-755, 2019 WL 6682152, at *2 (S.D. Ohio Dec. 6,

2019); M.A. v. Wyndham Hotels & Resorts, Inc., 425 F. Supp. 3d 959, 964 (S.D.

Ohio 2019); Jean-Charles v. Perlitz, 937 F. Supp. 2d 276, 287 (D. Conn. 2013);

M.A. ex rel. P.K. v. Village Voice Media Holdings, LLC, 809 F. Supp. 2d 1041,

1056 (E.D. Mo. 2011).

5 We have reorganized the most common summaries of these ele-

ments to follow a logical sequence rather than the sequence of the phrases

in Section 1595. We hope this logical sequence may be useful in instructing

juries about the issues they will need to consider in trials under Section

1595 against alleged participants in sex-trafficking ventures.

6 In addition to these violations with respect to G.G., plaintiffs have

alleged that Backpage’s business was substantially devoted to criminal sex

trafficking. During the years when Backpage and Salesforce were working

together, Backpage had engaged and was continuing to engage in

No. 22-2621 13

Salesforce argues that plaintiffs have failed to allege that it

participated in a venture that has violated Section 1591. Ap-

pellee’s Br. at 53–65. That argument challenges two distinct

elements, as we understand the statute, which we have la-

beled as element (1), the existence of a venture that violated

Section 1591, and element (3), the defendant’s participation in

the venture.

Plaintiffs have sufficiently alleged the existence of a ven-

ture that violated Section 1591. The text of Section 1595 does

not say “sex-trafficking venture,” but only “venture.” 18

U.S.C. § 1595(a). In other words, “venture” is not described in

criminal terms. Indeed, it would make little sense if it did. The

language that follows, “which … has engaged in an act in vi-

olation of this chapter,” does that work, requiring the ven-

ture’s criminality.

While Section 1595 does not define the term “venture,”

Section 1591’s definition cuts against construing a “venture”

narrowly as limited to a venture that is primarily a sex-traf-

ficking venture. Section 1591 defines “venture” as “any group

of two or more individuals associated in fact, whether or not

a legal entity.” 18 U.S.C. § 1591(e)(5). While we decline to

uncounted violations of Section 1591. When they entered into plea agree-

ments with the Department of Justice in April 2018, Backpage and its CEO

admitted that Backpage had operated as a site for the sale of sex since 2004.

In the three years before G.G.’s trafficking in 2016—when Salesforce was

facilitating the expansion of Backpage’s business—Backpage generated

more than 99% of its revenue from adult advertising. Not all that activity

was necessarily criminal, but plaintiffs have plausibly alleged that at least

a significant portion of Backpage’s business involved criminal sex traffick-

ing, “especially the trafficking of minors.” It is reasonable to infer that the

Department of Justice shut down Backpage because it had violated federal

criminal sex-trafficking laws.

14 No. 22-2621

import Section 1591’s definition into Section 1595, we think it

safe to assume that Congress did not intend “venture” in Sec-

tion 1595, which establishes civil liability, to be any more de-

manding than “venture” in Section 1591, which establishes

criminal liability. See Peyton v. Rowe, 391 U.S. 54, 65 (1968) (ap-

plying “canon of construction that remedial statutes should

be liberally construed”). 7 Because Congress did not define a

“venture” under Section 1591 as necessarily or primarily in-

volving criminal conduct, we will not impose such a require-

ment under Section 1595.

In short, we agree with the district court that the relevant

“venture” under Section 1595 need not be “specifically a sex

trafficking venture.” G.G., 603 F. Supp. 3d at 644, quoting

M.A. v. Wyndham Hotels & Resorts, Inc., 425 F. Supp. 3d 959,

970 (S.D. Ohio 2019). Rather, as the Eleventh Circuit has

acknowledged, the alleged venture can be a “commercial ven-

ture[ ]” like running or expanding a business. See Doe #1 v.

Red Roof Inns, Inc., 21 F.4th 714, 727 (11th Cir. 2021) (emphasis

added). While a “venture” can certainly run the gamut from

an isolated act of sex trafficking to an international sex-

7 In declining to import Section 1591’s definition of “venture” into Sec-

tion 1595, we recognize that the “‘normal rule of statutory construction’

[is] that words repeated in different parts of the same statute generally

have the same meaning.” Law v. Siegel, 571 U.S. 415, 422 (2014), quoting

Dep’t of Revenue of Oregon v. ACF Industries, Inc., 510 U.S. 332, 342 (1994).

But Section 1591’s definitions are expressly limited to Section 1591 itself.

18 U.S.C. § 1591(e) (“In this section …”). That express limitation gives us

good “reason to depart from” the normal rule of construction, see Law, 571

U.S. at 422, in addition to making sure we give effect to the separate lan-

guage requiring “an act in violation of this chapter.”

No. 22-2621 15

trafficking enterprise, it can also be a business whose primary

focus is not on sex trafficking. 8

Plaintiffs have alleged such a venture here. “By 2013,”

plaintiffs allege, “Backpage found itself in need of a partner

who could facilitate and support [Backpage’s] exponential

growth.” The “venture” was Backpage’s business itself, in-

cluding the “growth,” “expansion,” and profitability of that

business.

2. Salesforce’s Constructive Knowledge That the Venture

Had Engaged in an Act in Violation of Section 1591

The next question is whether plaintiffs have plausibly al-

leged that Salesforce knew or should have known that Back-

page’s venture had engaged in acts in violation of Section

1591. Section 1595 provides for participant liability where the

defendant “knew or should have known” that the “venture …

has engaged in an act in violation” of Section 1591. 18 U.S.C.

§ 1595(a). 9

8 Nearly every court agrees. See Lundstrom, 2021 WL 5579117, at *5–6;

Doe v. Twitter, Inc., 555 F. Supp. 3d 889, 916–18 (N.D. Cal. 2021); J.L. v. Best

Western Int’l, Inc., 521 F. Supp. 3d 1048, 1062 (D. Colo. 2021); A.B. v. Hilton

Worldwide Holdings Inc., 484 F. Supp. 3d 921, 937 (D. Or. 2020); S.Y., 476 F.

Supp. 3d at 1256; S.J., 473 F. Supp. 3d at 152–53; A.C., 2020 WL 3256261, at

*6; Doe S.W., 2020 WL 1244192, at *6; H.H., 2019 WL 6682152, at *4; Jean-

Charles, 937 F. Supp. 2d at 288. On the other side of this question, see Geiss

v. Weinstein Co. Holdings LLC, 383 F. Supp. 3d 156, 168–70 (S.D.N.Y. 2019)

(concluding that the “participation giving rise to the benefit must be par-

ticipation in a sex-trafficking venture, not participation in other activities en-

gaged in by the sex traffickers that do not further the sex-trafficking aspect

of their venture”).

9 This is a negligence standard, and all courts agree that a defendant

under Section 1595 must have had at least constructive knowledge that

the “venture” in question has engaged in an act in violation of Section 1591

16 No. 22-2621

Plaintiffs have plausibly alleged that Salesforce at least

should have known that Backpage had repeatedly violated

Section 1591 before Salesforce started working with Backpage

and that Backpage was continuing to violate Section 1591 dur-

ing their multi-year relationship.

According to the allegations in the complaint, by 2008—

five years before Salesforce entered into its first contract with

Backpage—“law enforcement, United States Attorneys Gen-

eral, and every state Governor” had “publicly identified”

Backpage “as the biggest and most notorious sex trafficking

and pimping website in the United States.” In 2010, 21 state

attorneys general called on Backpage “to shut down its adult

services section.” After a First Circuit decision in March 2016,

Jane Doe No. 1 v. Backpage.com, LLC, 817 F.3d 12 (1st Cir. 2016),

afforded Backpage protection under Section 230 of the Com-

munications Decency Act, the Senate investigated Backpage.

H.R. Rep. No. 115-572, pt. 1, at 3–5 (Feb. 20, 2018). Nationwide

news coverage identified Backpage as “the leading platform

in order for participant liability to attach. See Red Roof Inns, 21 F.4th at 725;

Lundstrom, 2021 WL 5579117, at *5; Doe v. Mindgeek USA Inc., 558 F. Supp.

3d 828, 839 (C.D. Cal. 2021); Twitter, Inc., 555 F. Supp. 3d at 925; J.L., 521 F.

Supp. 3d at 1062, 1076; H.G. v. Inter-Continental Hotels Corp., 489 F. Supp.

3d 697, 704–05 (E.D. Mich. 2020); M.L. v. Craigslist Inc., No. C19-6153 BHS-

TLF, 2020 WL 5494903, at *5–6 (W.D. Wash. Sept. 11, 2020); Hilton World-

wide Holdings Inc., 484 F. Supp. 3d at 937–39; J.B. v. G6 Hospitality, LLC, No.

19-cv-07848-HSG, 2020 WL 4901196, at *8–9 (N.D. Cal. Aug. 20, 2020); S.Y.,

476 F. Supp. 3d at 1256; B.M. v. Wyndham Hotels & Resorts, Inc., No. 20-cv-

00656-BLF, 2020 WL 4368214, at *5–6 (N.D. Cal. July 30, 2020); S.J., 473 F.

Supp. 3d at 152–54; A.C., 2020 WL 3256261, at *4–5; Marriott Int’l, Inc., 455

F. Supp. 3d at 189; Doe 3 v. Red Roof Inns, Inc., No. 1:19-cv-03843-WMR,

2020 WL 1872333, at *3 (N.D. Ga. April 13, 2020); Doe S.W., 2020 WL

1244192, at *5–6; H.H., 2019 WL 6682152, at *3; M.A., 425 F. Supp. 3d at

965–68.

No. 22-2621 17

for the facilitation of sex trafficking and other forms of human

degradation.” Salesforce’s hometown newspaper, the San

Francisco Chronicle, published no fewer than 400 prominent

news articles about Backpage between 2009 and 2017, includ-

ing several in 2012 linking Backpage to child sex-trafficking.

A 2013 article revealed that the FBI was monitoring Backpage

after rescuing more than 100 children from forced prostitu-

tion. These facts about its customer should have been known

to Salesforce.

Apart from this public information, plaintiffs are entitled

to a reasonable inference at this stage of the case that, based

on Salesforce’s relationship with Backpage, Salesforce either

“knew or should have known” that at least a substantial part

of Backpage’s business was illegal sextrafficking, including

trafficking of children. Federal Rule of Civil Procedure 9(b)

allows plaintiffs to plead knowledge “generally.” Plaintiffs

have more than met their burden under this standard, alleg-

ing facts tending to show with greater specificity than is re-

quired at this stage that Salesforce at least should have known

the nature of Backpage’s business. At least constructive

knowledge may be reasonably inferred from the allegations

that Salesforce repeatedly consulted with Backpage “to assess

its operational needs,” designed “targeted solutions ad-

dressed to” those needs, and provided active, “tailored,” and

ongoing support as Backpage worked to expand its business

and scale its operations. As the district court wrote, part of

Salesforce’s support for Backpage “require[d] Salesforce to

analyze content … provided by Backpage about its custom-

ers.” G.G., 603 F. Supp. 3d at 635 (emphasis removed). While

it might be possible that Salesforce’s penny did not actually

drop during its dealings with Backpage, plaintiffs are entitled

to an inference that Salesforce at least should have known that

18 No. 22-2621

Backpage was engaged in criminal sextrafficking on a sub-

stantial scale. Plaintiffs’ allegations satisfy Section 1595’s con-

structive-knowledge requirement.

Salesforce disagrees, arguing that, under “the plain text”

of Sections 1591 and 1595, a participant defendant must have

had constructive knowledge of the specific victim of sex-traf-

ficking, the plaintiff suing under Section 1595. Salesforce ar-

gues that even if it knew or should have known that the ven-

ture had violated Section 1591 with respect to other victims, it

is off the civil hook unless plaintiffs can allege and later prove

that it should have known about the trafficking of G.G. in par-

ticular. Salesforce draws this conclusion from Section 1595’s

use of the phrases “a venture” and “an act.” 18 U.S.C. § 1595(a)

(2008) (“[W]hoever knowingly benefits, financially or by re-

ceiving anything of value from participation in a venture

which that person knew or should have known has engaged

in an act in violation of this chapter.”) (emphasis added).

We are not persuaded that “a venture” and “an act” mean

“the victim.” First, as explained above, “a venture” need not

be primarily a sex-trafficking venture, so it need not be, as

Salesforce suggests, “a particular” sex-trafficking venture.

Even if it were, it would take an additional inferential leap to

conclude that Section 1595 requires knowledge of a particular

victim of that particular venture.

As for “an act,” Salesforce’s reading is contrary to the stat-

utory text and overlooks differences between the two sec-

tions. If Congress had meant in Section 1595 that the partici-

pant must have had actual or constructive knowledge of the

specific victim, it could have simply said so. It did not. Facing

statutory text that does not say what it prefers, Salesforce asks

us to make two interpretive moves to reach that result. First,

No. 22-2621 19

Salesforce asks us to read “an act” of sextrafficking as “the act”

of victimization that allowed the plaintiff to bring suit under

Section 1595. Salesforce then asks us to assume that

knowledge of the act means knowledge of the specific victim.

This goes two bridges too far. We see no reason to rewrite the

statutory text by substituting “the” for “an.” Even if we were

willing to take that first step, we would still see no reason to

require knowledge of a particular act to require knowledge of

the victim’s identity. Salesforce is arguing, in effect, that the

larger the sex-trafficking venture and the more extensive its

participation in the venture—and so the less likely it is to have

known the specifics of individual victim—the harder it

should be for a victim to obtain civil relief.

The cases Salesforce cites to support its argument—all

hotel sex-trafficking cases—simply do not support requiring

knowledge of the specific victim. In S.J. v. Choice Hotels

International, Inc., 473 F. Supp. 3d 147 (E.D.N.Y. 2020), for

example, the court found meaning in “a venture” and “an act”

as used in Section 1595, but not the meaning Salesforce tries

to extract. Rather, the court relied on these phrases to point

out that even “knowledge or willful blindness of a general sex

trafficking problem in low-budget lodgings” could not

plausibly show “knowledge of a specific sex trafficking

venture” at the hotels the defendant had franchised. Id. at 154.

As the court correctly observed, to allow allegations that a

civil defendant was aware of sporadic sex trafficking in low-

budget hotels generally to show constructive knowledge of a

particular sex trafficking venture “unjustifiably bridges the

scienter gap between ‘should have known’ and ‘might have

been able to guess.’” Id. In other words, the civil defendant

needed to have constructive knowledge of a non-generalized

and non-sporadic—a “particular”—venture, but the court did

20 No. 22-2621

not go so far as to require knowledge of a particular victim.

Id. 10

Other cases on which Salesforce relies are not persuasive

here because they involved the trafficking of only one victim.

In such cases, knowledge of the specific victim goes hand-in-

glove with knowledge of the “venture.” E.g., Lundstrom, 2021

WL 5579117, at *1–2, *6–8; B.M., 2020 WL 4368214, at *5–6. Be-

cause the ventures and the victims were one and the same,

these cases do not stand for the proposition that a civil de-

fendant who participated in a venture engaged in sex traffick-

ing on a substantial scale must have had constructive

knowledge of the specific victim. 11

If such specificity were required, Section 1595 would be

severely undermined in some of the most egregious cases. A

company like Salesforce could simply bury its head in the

sand with respect to individual victims. It could work, for ex-

ample, only with high-level data on behalf of a venture that

the company knows or should know is engaged in illegal sex

trafficking on a large scale. By way of analogy, a taxi service

10 Likewise, in Doe 3, another case cited by Salesforce, the court found

that allegations “that customers [had] complained about prostitution” tak-

ing place, generally, at the franchisors’ hotels was, on its own, insufficient

to meet Section 1595’s constructive knowledge requirement for the fran-

chisor itself, as distinct from individual franchisees. 2020 WL 1872333, at

*1, *3 (granting motions to dismiss with leave to amend).

11 Salesforce’s remaining cases also do not help it. In all of them, the

civil defendants did have constructive knowledge of the specific victim.

See S.Y., 476 F. Supp. 3d at 1257; Marriott Int’l, Inc., 455 F. Supp. 3d at 181,

188, 192–94. The fact that constructive knowledge of the specific victim

was shown and sufficient does not mean that the knowledge was also nec-

essary.

No. 22-2621 21

transporting trafficking victims on behalf of traffickers could

claim that it lacked constructive knowledge where it knew

that it was generally transporting trafficking victims so long

as the drivers were shielded from seeing who specifically was

in the back of their taxis. Or consider a prostitution ring that

hires a construction company to build a better brothel, one

that attracts more customers and is better insulated from the

prying eyes of law enforcement. The contractor knows that

the business is generally engaged in sex trafficking, but so

long as the contractor does not know of any individual victim,

it would be insulated from civil liability. In other words, the

larger the sex-trafficking venture, the less likely a victim

would be able to prove sufficient knowledge. Nothing in the

statutory text requires such an odd result. 12

In short, we agree with the majority of courts that have

addressed Section 1595’s constructive-knowledge require-

ment that the statutory text does not require allegations and

ultimately proof that the defendant knew or should have

known of the specific victim who has brought the civil action.

12 In Twitter, Inc. v. Taamneh, 143 S. Ct. 1206 (2023), the Supreme Court

addressed secondary civil liability for acts of international terrorism under

a statute that requires proof of criminal mens rea for aiding and abetting.

Even under that standard, which is more demanding than Section 1595,

Twitter recognized that a defendant might provide a criminal enterprise

with aid “so intentional and systematic” that the defendant would be lia-

ble without having known of the specific crime, let alone its foreseeable

consequences, extending even to murder as a foreseeable consequence of

a burglary. 143 S. Ct. at 1224, discussing Halberstam v. Welch, 705 F.2d 472

(D.C. Cir. 1983), which Congress had cited with approval in enacting the

terrorism statute. As we discuss in more detail below, plaintiffs here have

alleged that Salesforce gave aid to Backpage that can fairly be described

as intentional and systematic, with at least constructive knowledge of

Backpage’s sex trafficking of minors.

22 No. 22-2621

To state a claim under Section 1595, a plaintiff needs to allege

plausibly that the defendant had constructive knowledge that

a venture generally has violated Section 1591. Knowledge of

the specific victim, let alone knowledge of her identity, cf. post

at 45, is not required. Plaintiffs here have therefore sufficiently

alleged constructive knowledge under Section 1595. 13

3. Participation

The next question is whether plaintiffs have sufficiently al-

leged that Salesforce, with that constructive knowledge, par-

ticipated in Backpage’s venture. They have.

Congress has not defined “participation” under Section

1595. Section 1591 defines “participation in a venture” as

“knowingly assisting, supporting, or facilitating a violation”

of Section 1591(a)(1). 18 U.S.C. § 1591(e)(4) (April 2018, De-

cember 2018). We agree with the Eleventh Circuit that we

should not import that definition into Section 1595. See Red

Roof Inns, 21 F.4th at 724. 14 Still, Section 1591’s definition can

13 See M.L., 2020 WL 5494903, at *5–6 (explicitly rejecting the conten-

tion that the civil defendant must have had constructive knowledge of the

victim’s “specific trafficking, rather than general, abstract knowledge of po-

tential trafficking”); S.Y., 476 F. Supp. 3d at 1257; A.C., 2020 WL 3256261,

at *4–5; Marriott Int’l, Inc., 455 F. Supp. 3d at 181, 188, 192–94; H.H., 2019

WL 6682152, at *3; Doe S.W., 2020 WL 1244192, at *5–6; M.A., 425 F. Supp.

3d at 965–68. But see Mindgeek USA Inc., 558 F. Supp. 3d at 838–39; Twitter,

Inc., 555 F. Supp. 3d at 925; J.L., 521 F. Supp. 3d at 1068, 1072–73, 1076–77.

14 As with “venture,” Section 1591(e) limits definition of “participa-

tion in a venture” expressly to Section 1591. In addition, “we must nor-

mally seek to construe Congress’s work ‘so that effect is given to all pro-

visions, so that no part will be inoperative or superfluous, void or insig-

nificant.’” Ysleta Del Sur Pueblo v. Texas, 142 S. Ct. 1929, 1939 (2022), quot-

ing Corley v. United States, 556 U.S. 303, 314 (2009). As the Eleventh Circuit

has observed, if we incorporate Section 1591’s “knowingly” scienter into

No. 22-2621 23

establish the upper limits of “participation” under Section

1595. As with “venture,” we should “liberally” construe “par-

ticipation” so that the civil remedy does not demand more of

the plaintiff than a criminal prosecution demands of the gov-

ernment. See Peyton, 391 U.S. at 65. “Participating” does not

therefore require more than “assisting, supporting, or facili-

tating” a venture that violates Section 1591. 18 U.S.C.

§ 1591(e)(4) (April 2018, December 2018).

Mindful of that ceiling, we agree with the district court

that “participation” does not require “direct participation in

the sex trafficking.” G.G., 603 F. Supp. 3d at 644, quoting M.A.,

425 F. Supp. 3d at 970. 15 While direct involvement in sex

Section 1595, we render “superfluous” Section 1595’s “‘should have

known’ language.” Red Roof Inns, 21 F.4th at 724. Accord, Lundstrom, 2021

WL 5579117, at *5–6; Mindgeek USA Inc., 558 F. Supp. 3d at 836; Twitter,

Inc., 555 F. Supp. 3d at 916–18; J.L., 521 F. Supp. 3d at 1062; Hilton World-

wide Holdings Inc., 484 F. Supp. 3d at 937; J.B., 2020 WL 4901196, at *8; S.Y.,

476 F. Supp. 3d at 1256–57; S.J., 473 F. Supp. 3d at 153; A.C., 2020 WL

3256261, at *6–7; J.C. v. Choice Hotels Int’l, Inc., No. 20-cv-00155-WHO, 2020

WL 3035794, at *1 n.1 (N.D. Cal. June 5, 2020); Marriott Int’l, Inc., 455 F.

Supp. 3d at 183–88; Doe S.W., 2020 WL 1244192, at *6; H.H., 2019 WL

6682152, at *4; M.A., 425 F. Supp. 3d at 968–70 (declining to import Section

1591’s definition of “participation in a venture” into Section 1595 because

doing so would belie the text of Section 1591(e), which “purports to only

apply to ‘this section,’” and would “void the ‘known or should have

known’ language” of Section 1595). Contra, Geiss, 383 F. Supp. 3d at 168–

70 (relying on United States v. Afyare, 632 F. App’x 272, 286 (6th Cir. 2016),

to import Section 1591’s definition of “participation in a venture” into Sec-

tion 1595); Canosa v. Ziff, No. 18 Civ. 4115 (PAE), 2019 WL 498865, at *24

(S.D.N.Y. Jan. 28, 2019) (same); Noble v. Weinstein, 335 F. Supp. 3d 504, 523–

24 (S.D.N.Y. 2018) (same).

15 As one district court put it, a participant defendant need not have

committed “some ‘overt act’ that furthers the sex trafficking aspect of the

venture” or have “associated” with the sex trafficker “for the purpose of

24 No. 22-2621

trafficking itself (e.g., transporting victims, providing hotel

rooms) would satisfy Section 1595’s “participation” element,

direct involvement goes beyond what the statutory text re-

quires. Since the “venture” in question need not be primarily

a sex-trafficking venture and the civil defendant itself need

not have committed a criminal violation of Section 1591, “par-

ticipation in” that venture need not involve direct participa-

tion in the sex trafficking itself. It is the venture that must vi-

olate Section 1591, and not the participant.

We read “participation” in accord with our “ordinary un-

derstanding of culpable assistance to a wrongdoer,” which re-

quires only “a desire to promote the wrongful venture’s suc-

cess,” Doe v. GTE Corp., 347 F.3d 655, 659 (7th Cir. 2003),

though Section 1595 does not require actual knowledge of

criminal wrongdoing. We agree with the district court that a

plaintiff may sufficiently allege such “culpable assistance” by

furthering the sex trafficking.” M.A., 425 F. Supp. 3d at 968–69 (rejecting

those requirements under Section 1595 because Sixth Circuit had

developed them in criminal context under Section 1591), quoting United

States v. Afyare, 632 F. App’x 272, 286 (6th Cir. 2016). The vast majority of

district courts agree. See Lundstrom, 2021 WL 5579117, at *5–6 (noting that,

to read such requirements into “participation in a venture” would draw

civil liability under Section 1595 dangerously close to criminal liability

under the Racketeer Influenced and Corrupt Organizations (RICO) Act);

Twitter, Inc., 555 F. Supp. 3d at 916–18; J.L., 521 F. Supp. 3d at 1062; Hilton

Worldwide Holdings Inc., 484 F. Supp. 3d at 937; S.Y., 476 F. Supp. 3d at

1256; S.J., 473 F. Supp. 3d at 152–53; A.C., 2020 WL 3256261, at *6–7; J.C.,

2020 WL 3035794, at *1 n.1; Marriott Int’l, Inc., 455 F. Supp. 3d at 185–88;

Doe S.W., 2020 WL 1244192, at *6–7; H.H., 2019 WL 6682152, at *4. But see

Geiss, 383 F. Supp. 3d at 168–70 (“The participation giving rise to the

benefit must be participation in a sex-trafficking venture, not participation

in other activities engaged in by the sex traffickers that do not further the

sex-trafficking aspect of their venture.”), citing Afyare, 632 F. App’x at 286.

No. 22-2621 25

showing “a continuous business relationship” between the

participant and the trafficker. G.G., 603 F. Supp. 3d at 644,

quoting J.B., 2020 WL 4901196, at *9. Where the participant

provides assistance, support, or facilitation to the trafficker

through such a “continuous business relationship,” a court or

jury may infer that the participant and trafficker have a “tacit

agreement” that is sufficient for “participation” under Section

1595. See M.A., 425 F. Supp. 3d at 970–71; accord, Ricchio v.

McLean, 853 F.3d 553, 555 (1st Cir. 2017) (Souter, J.) (conclud-

ing that “participation” can be inferred, in part, where traf-

ficker and civil defendants—the owners of a hotel the traf-

ficker used for his venture—had prior similar dealings). 16 To

survive a motion to dismiss, all that is necessary is for a plain-

tiff to allege such a “continuous business relationship,” which

gives rise to an inference, drawn in the plaintiff’s favor, that

the civil defendant facilitated the venture’s success. 17

Plaintiffs have plausibly alleged here such a “continuous

business relationship.” According to the allegations,

16 See also Doe v. Reddit, Inc., No. SACV 21-00768 JVS (KESx), 2021 WL

5860904, at *7–8 (C.D. Cal. Oct. 7, 2021); Mindgeek USA Inc., 558 F. Supp.

3d at 837–38; Twitter, Inc., 555 F. Supp. 3d at 917–18; J.B., 2020 WL 4901196,

at *8–9; A.C., 2020 WL 3256261, at *6; Marriott Int’l, Inc., 455 F. Supp. 3d at

186; Doe S.W., 2020 WL 1244192, at *6; H.H., 2019 WL 6682152, at *4.

17 The district court wrote in this context that “Salesforce did not take

part in the construction of the business itself.” G.G., 603 F. Supp. 3d at 648.

In context, we understand the court to have meant that if Salesforce had

merely sold Backpage an off-the-shelf software package, it would not have

participated in the trafficking venture. The general point may be correct,

at least with respect to a one-time sale of an off-the-shelf product. As ex-

plained below, however, plaintiffs have alleged that Salesforce was much

more involved in helping Backpage grow its business with advice and

consulting about how best to use Salesforce’s software.

26 No. 22-2621

Backpage was trying “to keep pace with increasing customer

demand and scale its platform,” so it sought out “a partner

who could facilitate and support the company’s exponential

growth.” According to plaintiffs, Backpage found that partner

in Salesforce, which “entered into the first of several lucrative

contracts with Backpage” in 2013. Through those contracts,

Salesforce provided Backpage with “targeted solutions

addressed to the needs of Backpage’s business,” repeatedly

assessed Backpage’s “operational needs,” and provided

“active, ongoing support” that was “tailored” to those

needs. 18

With that support, Backpage was able to build relation-

ships with more street-level traffickers, to increase the “scale

[of] its operations,” and to “increase the trafficking con-

ducted” through its site. During the course of their business

relationship, which continued until Backpage was seized by

the Department of Justice, Backpage was transformed from a

18 Salesforce asserts that plaintiffs’ “characterization” of the software

and services it provided to Backpage “as ‘unique,’ targeted, or ‘personal-

ized,’” is “conclusory.” The district court seemed to accept this argument

in criticizing plaintiffs for not alleging more specific examples of

Salesforce’s custom-tailored services. 603 F. Supp. 3d at 648. We respect-

fully disagree. Plaintiffs’ allegations along these lines are not conclusory,

but factually and specifically descriptive. Conclusory allegations are those

that parrot “legal conclusions,” merely reciting “the elements of a cause of

action,” while couching them as “‘factual allegation[s.]’” Iqbal, 556 U.S. at

678, quoting Twombly, 550 U.S. at 555. The language Salesforce criticizes

does not either draw a legal conclusion or reframe the elements under Sec-

tion 1595. Rather, the language adds helpful detail. Just as a “tailored suit”

is different from a “suit,” so “tailored services” are a narrower concept

than “services.” The same is true of “unique needs,” “targeted solutions,”

and “personalized support.” On this point, the district court required too

much detail at the pleading stage.

No. 22-2621 27

“small … company with a handful of employees to an inter-

national powerhouse with over 250 employees spanning

three continents.” In the first three years, Backpage’s gross

revenues grew by a factor of five. And as Backpage expanded,

so did the scope of Salesforce’s support and its income from

the contracts. In short, Salesforce facilitated the growth of

Backpage’s business, a business that was almost exclusively a

sex-trafficking business and that had engaged in multiple acts

in violation of Section 1591, nay, whose business model was

built upon systematic and widespread violations of Section

1591.

Salesforce argues that “participation” requires more, that

plaintiffs have alleged only that Salesforce was “somehow

connected” to Backpage’s sex-trafficking enterprise. R. 26,

Appellee’s Br. at 53. The argument is not persuasive. First,

Salesforce argues that plaintiffs have failed to “connect

Salesforce or its software” to “G.G.’s trafficking or her traf-

ficker.” Put differently, Salesforce tries to narrow the focus of

the “participation” inquiry to Backpage’s advertisements of

G.G. herself, asserting that Salesforce had no specific involve-

ment with those advertisements. That focus is simply too nar-

row. As a matter of law, such a direct connection between

Salesforce and G.G.’s trafficking is not necessary. Under Sec-

tion 1595, we focus on participation in a “venture,” not partic-

ipation in “an act in violation” of Section 1591. 18 U.S.C.

§ 1595. In other words, participant liability does not require

direct participation in sex trafficking.

By Salesforce’s logic, there would be no “participation”

where a company helped a drug kingpin expand his drug-

trafficking operations writ large because the company might

not have been involved in pushing drugs in a particular

28 No. 22-2621

market. Or, for that matter, where a company helped a terror-

ist organization grow its terrorist network because the com-

pany could not be connected directly to a specific terrorist act.

The statutory text does not support such narrowing interpre-

tations. Contrary to Salesforce’s arguments, “participation”

does not require getting your hands dirty. It is enough that

plaintiffs allege that Salesforce facilitated the success of Back-

page’s sex-trafficking venture as a whole.

Furthermore, Salesforce’s argument fails to engage with

plaintiffs’ actual allegations. Salesforce seems to assume that

G.G. had only one trafficker—the street-level trafficker who

physically forced her into prostitution. But that person was

not G.G.’s sole sex trafficker under Section 1591. According to

the allegations in plaintiffs’ complaint, Backpage was also a

sex trafficker. Contrary to Salesforce’s assumptions, therefore,

Salesforce was not one step removed from G.G.’s traffickers.

It was in a direct, prolonged, and supportive contractual rela-

tionship with one of those sex traffickers—Backpage.

Because of these differences, Salesforce’s reliance on the

Eleventh Circuit’s decision in Doe #1 v. Red Roof Inns, Inc. is

misplaced. In Red Roof Inns, the Eleventh Circuit defined

“participation in a venture” as taking “part in a common

undertaking or enterprise involving risk and potential profit.”

21 F.4th at 725. The court then analyzed claims against hotel

franchisors to see if they had taken “part in the common

undertaking of sex trafficking with hotel employees,

management, owners, and sex traffickers.” Id. at 726. The

plaintiffs had alleged that “the franchisors ‘owned, managed,

supervised, operated, oversaw, controlled the operation of,

and/or were inextricably connected to the renting of rooms’ at

the hotels.” Id. They also alleged that the franchisors had

No. 22-2621 29

“investigated the individual hotels, [taken] remedial action

when revenue was down, read online reviews mentioning

prostitution and crime occurring generally at the hotels, and

controlled the training of managers and employees who were

allegedly involved in facilitating sex trafficking at the hotels.”

Id. at 727.

On these allegations, the Eleventh Circuit concluded that

plaintiffs had failed to allege that the franchisors had partici-

pated in a “common undertaking or enterprise with the Does’

sex traffickers or others at the hotel who violated” Section

1591. Id. Key to the court’s reasoning was how the plaintiffs

had chosen to define the alleged venture—specifically as a

“sex trafficking” venture. The court wrote that, if the plaintiffs

had alleged “that the franchisors participated in commercial

ventures to operate hotels and that those hotel ventures vio-

lated” Section 1591, the result might have been different. Id.

(emphasis added). The court rejected this framing, however,

because the plaintiffs had not alleged it in their complaint or

presented it to the district court.

But here, plaintiffs have framed the venture in just those

terms. They allege that Salesforce “participated in commercial

ventures” with Backpage to grow its business and that Back-

page “violated the statute.” See Red Roof Inns, 21 F.4th at 727.

Not only that, but the relationships in play here are distinct

from those in play in Red Roof Inns. The franchisor defendants

in that case were one step removed from the sex traffickers

(i.e., street-level trafficker – > hotel – > hotel franchisor). Here

Salesforce had a direct and long-term contractual relationship

with sex-trafficker Backpage. So even if we applied the Red

Roof Inns definition of “participation in a venture” to the alle-

gations here, plaintiffs would have plausibly alleged that

30 No. 22-2621

element. See id. at 729 (Jordan, J., concurring) (“[S]imilar

claims against … [the] franchisees … would withstand a Rule

12(b)(6) motion to dismiss.”). That is, Salesforce “took part in”

the expansion and success of Backpage—“a common under-

taking or enterprise involving risk and potential profit.” See

id. at 725. 19

In a similar vein, Salesforce argues that it merely provided

Backpage with its software and Backpage did the rest. This

argument also invites us to disregard plaintiffs’ actual allega-

tions. We assume that “participation” requires more than

providing off-the-shelf software (or other common products

or services from furniture to telephones or pizza deliveries).

But the allegations here do not paint Salesforce as an arms-

length seller of off-the-shelf products. Plaintiffs allege that

Salesforce “did not merely sell [Backpage] an off-the-shelf

product that enabled Backpage to grow without the input of

Salesforce.” “Rather, Salesforce sold Backpage targeted solu-

tions addressed to the needs of Backpage’s business,” repeat-

edly assessed Backpage’s “operational needs,” and provided

“active, ongoing support” that was “tailored” to those needs.

These allegations defeat Salesforce’s reliance on Doe v.

GTE Corp., 347 F.3d 655 (7th Cir. 2003), and Backpage.com, LLC

v. Dart, 807 F.3d 229 (7th Cir. 2015). In GTE Corp., plaintiffs

had been secretly recorded on video while they were un-

dressed in “locker rooms, bathrooms, and showers.” 347 F.3d

at 656. Plaintiffs sued the company that had provided web-

hosting services for websites that had offered the videos for

sale. Id. at 656–57. We affirmed dismissal on the pleadings,

19 Salesforce’s reliance on B.M., 2020 WL 4368214, at *5, is misplaced

for the same reasons.

No. 22-2621 31

concluding that the alleged activities of the web-hosting ser-

vices did not amount to “culpable assistance” to those web-

sites or the sellers of the videos because a “web host, like a

delivery service or phone company, is an intermediary and

normally is indifferent to the content of what it transmits.” Id.

at 659.

In Backpage.com, LLC, the Sheriff of Cook County had pres-

sured credit card companies to stop processing transactions

on Backpage. 807 F.3d at 230. Ordering an injunction against

the Sheriff for violating Backpage’s First Amendment rights,

we concluded that the credit card companies were only “re-

mote intermediaries,” indifferent to any of Backpage’s alleg-

edly illegal activities. Id. at 233–34, 239.

The allegations here are different. According to plaintiffs,

Salesforce was not a remote intermediary “indifferent” to

Backpage’s enterprise. If Backpage had merely purchased an

off-the-shelf product from Salesforce, as any company might

purchase bookkeeping or word-processing software, then

GTE and Backpage.com might help Salesforce. But plaintiffs

have described a relationship between Salesforce and Back-

page much closer than that between a web-hosting service or

a credit-card payment processor and a website. Salesforce and

Backpage entered multiple contracts over a number of years

whereby Salesforce provided Backpage with software de-

signed specifically for Backpage and affirmative, “personal-

ized support.” Salesforce’s support of Backpage’s business

was not generic, but “targeted” to Backpage’s specific needs.

Salesforce repeatedly consulted with Backpage, including its

CEO, “to assess its operational needs” and provided “active,

ongoing support” that was “tailored” to Backpage’s evolving

32 No. 22-2621

business. This was not a sale by a “remote intermediary” but

the active participation of a contractual partner.

Salesforce insists that our interpretation of “participation”

threatens to sweep up “a convenience store that sells dispos-

able cell phones or a clothing store that sells an outfit used as

a disguise.” These are precisely the kind of routine sales of

off-the-shelf products or standard services that we do not

view as amounting to “participation.” Salesforce supports its

policy concerns with Twitter, Inc. v. Taamneh, 143 S. Ct. 1206

(2023), where the Supreme Court interpreted the civil liability

provisions of the Justice Against Sponsors of Terrorism Act,

18 U.S.C. § 2333. Twitter recognized the significant policy

choices Congress makes when it authorizes civil liability for

deep-pocket associates of judgment-proof wrongdoers, as it

has in many contexts. We do not ignore these policy concerns

here but instead consider them with our focus on the lan-

guage and context of the particular statute in question, Sec-

tion 1595.

The statute in Twitter, for example, authorizes civil liability

against “any person who aids and abets, by knowingly

providing substantial assistance, or who conspires with the

person who committed such an act of international terror-

ism.” 18 U.S.C. § 2333(d)(2). The Court’s opinion focused on

that language, which echoes the criminal law of aiding and

abetting and requires actual knowledge, “conscious, volun-

tary, and culpable participation in another’s wrongdoing.”

143 S. Ct. at 1223. Twitter affirmed dismissal of claims against

three large internet platforms whose relationships with ter-

rorist users were “arm’s length, passive, and largely indiffer-

ent.” Id. at 1227. For another example, it is a federal crime to

provide “material support or resources” for terrorists,

No. 22-2621 33

“knowing or intending that they are to be used in preparation

for, or in carrying out” any of a long list of terrorist crimes. 18

U.S.C. § 2333A(a) (emphasis added); Holder v. Humanitarian

Law Project, 561 U.S. 1 (2010) (upholding law against First

Amendment and vagueness challenges).

By comparison, Congress drafted Section 1595(a) so that

participant liability for sex trafficking does not require proof

of the criminal mens rea needed for aiding and abetting. Still,

as explained above, we read Section 1595(a)’s standard of

knowing benefit from participation in a venture that has vio-

lated Section 1591 to require more than what Twitter called

“mere passive nonfeasance” or an “arm’s length, passive, and

largely indifferent” relationship with the criminal. See 143 S.

Ct. at 1227. Plaintiffs here have alleged that Salesforce pro-

vided Backpage with aid much more “direct, active, and sub-

stantial” than was alleged in Twitter. See id. at 1228.

Salesforce also cites United States v. Hansen, 143 S. Ct. 1932

(2023), to support its argument that “participation in a ven-

ture” under Section 1595 requires mens rea “akin to that re-

quired for aiding and abetting.” Noting that, when “Congress

‘borrows terms of art in which are accumulated the legal tra-

dition and meaning of centuries of practice, it presumably

knows and adopts the cluster of ideas that were attached to

each borrowed word,’” Hansen held that the phrase “encour-

ages or induces” in 8 U.S.C. § 1324(a)(1)(A)(iv) was used “in

its specialized, criminal-law sense” and thus incorporated

“common-law liability for solicitation and facilitation.” 143 S.

Ct. at 1942, quoting Morissette v. United States, 342 U.S. 246,

263 (1952).

That holding might aid our reading of the criminal provi-

sions of Section 1591, but it does not help with civil liability

34 No. 22-2621

under Section 1595. Salesforce’s reliance on Hansen attempts

to elide the difference between these two statutes and pro-

poses to transplant Section 1591’s definition of “participation

in a venture” into Section 1595. As explained above, though,

that definition is expressly limited to Section 1591. Congress

could have transplanted it into Section 1595 when amending

the statutes in 2018, but it declined to do so. Compare 18

U.S.C. § 1591(e)(4) (2018) with 18 U.S.C. § 1595 (2018). We de-

cline to do so as well.

In sum, plaintiffs have not, as Salesforce contends, “con-

flated” Salesforce’s conduct with Backpage’s. Plaintiffs are

seeking, as Section 1595(a) allows, to hold Salesforce liable for

its own conduct in facilitating the success of Backpage’s busi-

ness, which engaged in uncounted acts in violation of Section

1591, including those that harmed G.G. Based on the repeated

and allegedly lucrative contracts between Salesforce and

Backpage, we draw the reasonable inference in plaintiffs’ fa-

vor that Salesforce participated with Backpage in the venture

of Backpage’s sex-trafficking business by helping it grow.

4. Knowing Benefit

According to the language of Section 1595, a plaintiff can

allege that the defendant “knowingly benefitted” by alleging

only that the defendant was aware that it was benefitting in

some way from its participation in the venture. That’s it. As

the district court correctly observed, the benefit need not take

the form of “profits” that are “the specific result” of a sex-traf-

ficking venture. G.G., 603 F. Supp. 3d at 643. Here, the allega-

tions that Salesforce was aware that it was benefiting, finan-

cially and otherwise, from its numerous contracts with Back-

page are enough to satisfy the “knowingly benefits” element.

No. 22-2621 35

Salesforce thinks that the statutory text requires more. Re-

lying on one district court decision—Geiss v. Weinstein Co.

Holdings LLC, 383 F. Supp. 3d 156, 168–70 (S.D.N.Y. 2019)—

Salesforce argues that the “knowingly benefits” element re-

quires (1) “‘a causal relationship’ between the defendant’s ‘af-

firmative conduct furthering the sex-trafficking venture and

receipt of a benefit,’” and (2) “that the defendant received the

benefits with ‘knowledge of that causal relationship.”

In Geiss, three women brought a civil action against film

producer Harvey Weinstein, his companies, and the compa-

nies’ officers and directors alleging that Weinstein had sex-

ually harassed and assaulted them and that “the other de-

fendants knew of, facilitated, and covered up his miscon-

duct.” Id. at 161–62, 165, 167. The court found that the defend-

ants “undoubtedly benefited” from Weinstein’s continued

employment and that some of the revenue generated by

Weinstein’s “movies and influence … flowed to” the defend-

ants. Id. at 169. But that was not enough. As the court saw it,

the “controlling question” was whether Weinstein “provided

any of those benefits” to the other defendants “because of

[their] facilitation of [his] sexual misconduct.” Id. at 169 (em-

phasis in original). In short, Geiss read “knowingly benefits”

to require a quid pro quo between trafficker and participant.

But Section 1595 says nothing about why the sex-trafficker

provides any benefit to the participant-defendant. In fact, the

statute does not even require that the sex trafficker itself or

himself provide any benefit. Section 1595 uses the passive

voice: “Whoever knowingly benefits….” 18 U.S.C. § 1595(a).

36 No. 22-2621

The Geiss court and Salesforce’s reading thus find no footing

in the statutory text.20

Again, as the statutory text clearly dictates, where the de-

fendant is simply aware that it is benefiting, that is enough.

According to the allegations here, Salesforce and Backpage

entered into multiple contracts over several years that called

for close business advice and consulting. Salesforce’s aware-

ness that it was benefiting from those contracts is enough to

satisfy the “knowingly benefits” element.

In sum, plaintiffs have plausibly alleged a claim under

Section 1595. G.G. was a victim of multiple violations of Sec-

tion 1591 at the hands of both her street-level trafficker and

Backpage. Backpage’s business was a venture that repeatedly

engaged in acts that violated Section 1591, and Salesforce at

least should have known that Backpage’s venture had vio-

lated and was continuing to violate that statute. The continu-

ous business relationship between Salesforce and Backpage

20 Consequently, Geiss is an outlier whose gloss on “knowingly bene-

fits” has been rejected by virtually every other court. See Red Roof Inns,

Inc., 21 F.4th at 723–24 (concluding that a plaintiff must allege only “that

the defendant knew it was receiving some value from participating in the

alleged venture”); Ricchio, 853 F.3d at 556. See also Lundstrom, 2021 WL

5579117, at *4–5; Twitter, Inc., 555 F. Supp. 3d at 902, 905–06; J.L., 521 F.

Supp. 3d at 1060–61; Hilton Worldwide Holdings Inc., 484 F. Supp. 3d at 935–

36; S.Y., 476 F. Supp. 3d at 1257; B.M., 2020 WL 4368214, at *4; A.C., 2020

WL 3256261, at *4; Doe S.W., 2020 WL 1244192, at *5; H.H., 2019 WL

6682152, at *2; M.A., 425 F. Supp. 3d at 964–65 (rejecting Geiss and conclud-

ing that “the rental of a room constitutes a financial benefit from a rela-

tionship with the trafficker sufficient to meet” the “knowingly benefit” el-

ement). But see Canosa, 2019 WL 498865, at *24 (civil defendants had “sym-

biotic relationship” with film producer Harvey Weinstein that evinced

“causal link between their acts and practices”).

No. 22-2621 37

was sufficient to show that Salesforce participated in Back-

page’s venture and knowingly benefitted from it.

C. Whether Defendant is Protected by 47 U.S.C. § 230(c)

Salesforce also argues that even if plaintiffs have other-

wise pled a viable claim under Section 1595, Section 230(c) of

the Communications Decency Act, 47 U.S.C. § 230, gives

Salesforce a complete defense. Again, we begin with the stat-

ute’s text. Section 230(c) is entitled “Protection for ‘Good Sa-

maritan’ blocking and screening of offensive material” and

reads: “No provider or user of an interactive computer service

shall be treated as the publisher or speaker of any information

provided by another information content provider.” 47 U.S.C.

§ 230(c)(1) (1998). 21

As we have said repeatedly, Section 230(c)(1) “does not

create an ‘immunity’ of any kind.” City of Chicago v. StubHub!,

Inc., 624 F.3d 363, 366 (7th Cir. 2010), citing Chicago Lawyers’

Comm. for Civil Rights Under Law, Inc. v. Craigslist, Inc., 519

F.3d 666, 669–71 (7th Cir. 2008); GTE Corp., 347 F.3d at 660.

Rather, Section 230(c)(1) “limits who may be called the pub-

lisher of information that appears online.” StubHub, 624 F.3d

at 366. In this way, it functions as an affirmative defense. GTE

Corp., 347 F.3d at 657. That affirmative defense requires a civil

defendant to establish three elements: (1) the defendant is the

21 In 2018, Congress amended Section 230 via the Allow States and

Victims to Fight Online Sex Trafficking Act (FOSTA), 47 U.S.C. § 230

(2018). Although the parties have devoted substantial portions of their

briefs to how FOSTA functions when a Section 230 defense is raised, all

agree that FOSTA comes into play only when the defendant has an other-

wise viable defense under Section 230. Because we conclude that

Salesforce cannot satisfy all the elements of Section 230’s affirmative de-

fense, we need not reach questions raised about FOSTA’s interpretation.

38 No. 22-2621

“provider or user of an interactive computer service,” and

(2) the defendant is being “treated as the publisher or

speaker” of (3) “information provided by another information

content provider.” 47 U.S.C. § 230(c)(1).

A plaintiff “ordinarily need not anticipate and attempt to

plead around affirmative defenses,” but dismissal may be ap-

propriate if “the factual allegations in the complaint unambig-

uously establish all the elements of the defense.” Hyson USA,

Inc. v. Hyson 2U, Ltd., 821 F.3d 935, 939 (7th Cir. 2016). The

district court found that plaintiffs had pled themselves out of

court with factual allegations that satisfied all three elements.

First, the court found that plaintiffs’ allegations showed that

Salesforce qualified as an “interactive computer service.”

G.G., 603 F. Supp. 3d at 634. 22 Because Salesforce—in the

course of “managing … relationships” between “Backpage

and its customers”—was required “to analyze … content pro-

vided by Backpage about its customers,” the district court

found that Salesforce was “an access software provider.” Id.

at 635 (emphasis in original). 23

22 “The term ‘interactive computer service’ means any information

service, system, or access software provider that provides or enables com-

puter access by multiple users to a computer server, including specifically

a service or system that provides access to the Internet and such systems

operated or services offered by libraries or educational institutions.” 47

U.S.C. § 230(f)(2).

23 “The term ‘access software provider’ means a provider of software

(including client or server software), or enabling tools that do any one or

more of the following: (A) filter, screen, allow, or disallow content;

(B) pick, choose, analyze, or digest content; or (C) transmit, receive, dis-

play, forward, cache, search, subset, organize, reorganize, or translate con-

tent.” 47 U.S.C. § 230(f)(4).

No. 22-2621 39

We need not resolve whether Salesforce qualifies as a

“provider … of an interactive computer service.” The allega-

tions do not support the second and third elements of Section

230(c)(1)’s affirmative defense. Plaintiffs’ claim does not treat

Salesforce as (2) “the publisher or speaker” of (3) “information

provided by another information content provider.” 47 U.S.C.

§ 230(c)(1).

Section 230(c) “might matter to liability for” claims that

“depend on who ‘publishes’ … information or is a

‘speaker’”—for, say, “defamation, obscenity, or copyright in-

fringement”—but where the claim does not depend on pub-

lishing or speaking, Section 230(c) “is irrelevant.” StubHub,

624 F.3d at 366; accord, Huon v. Denton, 841 F.3d 733, 741 (7th

Cir. 2016) (defendant could be treated as publisher “for pur-

poses of defamation and other related theories of liability”);

Craigslist, Inc., 519 F.3d at 668, 671 (finding that “only in a ca-

pacity as publisher could craigslist be liable under” 42 U.S.C.

§ 3604(c), which prohibits only conduct that amounts to pub-

lishing); GTE Corp., 347 F.3d at 660 (Section 230(c)(1) poten-

tially “forecloses any liability that depends on deeming [the

party] a ’publisher’”).

Here, plaintiffs’ allegations simply do not seek to treat

Salesforce as a publisher or speaker. Plaintiffs’ claim does not

depend on Salesforce having published or spoken anything.

Rather, plaintiffs seek to hold Salesforce accountable for sup-

porting Backpage, for expanding Backpage’s business, for

providing Backpage with technology, for designing custom

software for Backpage, for facilitating the trafficking of G.G.,

for helping Backpage with managing its customer relation-

ships, streamlining its business practices, and improving its

profitability, and for enabling Backpage “to scale its operations

40 No. 22-2621

and increase the trafficking conducted on Backpage.” Dkt. 85,

¶¶ 1–3, 33, 29–30, & 41. In other words, plaintiffs are seeking

to hold Salesforce “liable under [Section 1595] for its own …

acts or practices, rather than for publishing content created by

another.” See Federal Trade Comm’n v. LeadClick Media, LLC,

838 F.3d 158, 175–76 (2d Cir. 2016) (civil defendant not pro-

tected by Section 230(c)(1) where substantive statute, Section

5 of FTC Act, imposed liability for far more conduct than pub-

lishing or speaking and defendant was charged with “partic-

ipating” in scheme that violated Act).

We are not saying that “the name of the cause of action”—

defamation versus participation and so on—determines

whether a defendant can be treated as a publisher or speaker.

See Barnes v. Yahoo!, Inc., 570 F.3d 1096, 1101–02 (9th Cir. 2009).

We agree with the Ninth Circuit that we must focus on

“whether the duty that the plaintiff alleges the defendant vi-

olated derives from the defendant’s status or conduct as a

‘publisher or speaker.’” Id. at 1102.

In this case, plaintiffs allege that Salesforce had a duty not

to benefit knowingly from participating in Backpage’s ven-

ture while knowing or having reason to know that the venture

was engaged in sex trafficking. That duty does not depend in

any way on Salesforce’s supposed “status or conduct as a

‘publisher or speaker.’” See id.

To be sure, Backpage itself was a publisher. 24 But the fact

that publishing was involved somewhere in G.G.’s trafficking

24 Backpage’s successful invocation of Section 230 to shield itself from

liability in Jane Doe No. 1 v. Backpage.com, LLC, 817 F.3d 12 (1st Cir. 2016),

seems to have motivated Congress to amend Section 230 in 2018 in the

Allow States and Victims to Fight Online Sex Trafficking Act (“FOSTA”).

47 U.S.C. § 230(e)(5) (2018). Reacting in part to that First Circuit decision,

No. 22-2621 41

does not mean that Salesforce can successfully use Section

230(c) to shield itself from liability for having participated in

Backpage’s venture. Publishing activity was “a but-for cause

of just about everything” Backpage was involved in. See Doe

v. Internet Brands, Inc., 824 F.3d 846, 853 (9th Cir. 2016). It was

an online marketplace. “Without publishing user content,”

Backpage would not have existed. See id.

But Section 230 “does not provide a general immunity

against all claims derived from third-party content.” Id.

Salesforce was simply not involved in any publishing.

Salesforce’s job was, in part, to help Backpage reach more cus-

tomers, both in the form of sex traffickers and purchasers of

commercial sex. In a sense, Salesforce helped Backpage find

more sex-trafficking contractors. Plaintiffs’ allegations there-

fore do not treat Salesforce as a publisher or speaker even if

Backpage’s publishing played a critical role in causing G.G.’s

ultimate injury at the hands of her trafficker.

Plaintiffs also have not alleged that Salesforce ever “pub-

lished” any third-party content. The only audience for the data

Salesforce put online was Backpage itself, and Backpage pro-

vided Salesforce with that data. G.G., 603 F. Supp. 3d at 635.

It does not make sense to treat Salesforce as “publishing” to

Backpage itself content that came from Backpage. With re-

spect to any content that was provided by Backpage,

Salesforce fails Section 230’s “publisher or speaker” element.

To the extent that Salesforce might have “published” its own

data to Backpage’s employees, Salesforce fails Section 230’s

Congress amended Section 230 to clarify that it “was never intended to

provide legal protection to websites that unlawfully promote and facilitate

prostitution and contribute to sex trafficking.” H.R. Rep. No. 115-572, pt.

1, at 2–5 (Feb. 20, 2018).

42 No. 22-2621

third element, which requires that the published content be

“provided by another information content provider.” 47

U.S.C. § 230(c)(1) (emphasis added).

The judgment of the district court is REVERSED, and this

case is REMANDED for proceedings consistent with this

opinion.

No. 22-2621 43

KIRSCH, Circuit Judge, dissenting. The majority and I agree

that Salesforce lacked constructive knowledge that G.G. had

been trafficked on Backpage.com in violation of 18 U.S.C.

§ 1591. The majority nevertheless concludes that the plaintiffs

may hold Salesforce civilly liable under 18 U.S.C. § 1595 as a

participant in sex trafficking because Salesforce sold custom-

ized software to Backpage when it should have known that

Backpage violated § 1591 as to some individual at some point

in time, but not necessarily G.G. That broad reading of § 1595

would extend civil liability to nearly every company and in-

dividual who did regular and personalized business with

Backpage after it faced public allegations of sex trafficking. It

also renders meaningless § 1595’s requirement that the de-

fendant have constructive knowledge of a § 1591 violation.

Because the plaintiffs have not alleged that Salesforce should

have known of G.G.’s particular trafficking, they have failed

to allege a § 1595 violation. I respectfully dissent.

Section 1595 authorizes victims of sex trafficking to bring

damages suits against “the perpetrator [ ]or whoever know-

ingly benefits … from participation in a venture which that

person knew or should have known has engaged in an act in

violation of this chapter.” § 1595(a). The “act in violation”

here is § 1591, which makes it a crime to knowingly advertise

“a person” or to benefit from participation in a venture that

does so, “knowing … that means of force, threats of force,

fraud, coercion …, or any combination of such means will be

used to cause the person to engage in a commercial sex act,

or … that [a minor] … will be caused to engage in a commer-

cial sex act.” The majority and I agree that to be civilly liable

as a participant in a venture that violated § 1591, by the plain

language of § 1595, Salesforce must have had constructive

knowledge of a § 1591 violation. But to the majority, a

44 No. 22-2621

defendant can violate § 1595 so as long as it had “constructive

knowledge that a venture generally has violated Section 1591.”

Ante, at 22. But there is no such thing as a general violation of

§ 1591. A violation depends on whether the elements of § 1591

are satisfied (or in this case, whether they are pled).

To plead a § 1595 violation, the plaintiffs must allege that

Salesforce had constructive knowledge of G.G.’s trafficking.

This is because § 1591’s use of the terms “a person” and “the

person” is victim-specific, meaning an individual is not guilty

of the crime unless the government can prove that his actions

were tied to a specific victim. Knowledge of a specific victim

(not just general sex trafficking) is an element of § 1591. Thus,

because § 1595 requires constructive knowledge of a § 1591

violation and a § 1591 violation requires knowledge of a spe-

cific victim, damages suits are available only when a plaintiff

plausibly alleges that the defendant should have known that

the venture engaged in her particular sex trafficking. See Doe

#1 v. Red Roof Inns, Inc., 21 F.4th 714, 726 (11th Cir. 2021) (de-

fining the elements of a § 1595 claim as “the defendant

(1) knowingly benefited (2) from taking part in a common un-

dertaking or enterprise involving risk and potential profit,

(3) that the undertaking or enterprise violated the [Trafficking

Victims Protection Reauthorization Act] as to the plaintiff,

and (4) that the defendant had constructive or actual

knowledge that the undertaking or enterprise violated the

TVPRA as to the plaintiff”) (emphasis added). So, for the plain-

tiffs to bring a civil § 1595 claim against Salesforce, Salesforce

must have had constructive knowledge of G.G.’s specific sex

trafficking.

By holding that a defendant may be liable under § 1595

even if the plaintiff cannot plead the elements of a § 1591

No. 22-2621 45

violation, countless companies and individuals doing busi-

ness with Backpage in 2008 or later could face liability so long

as a plaintiff could allege a defendant’s constructive

knowledge of Backpage’s sex trafficking and a beneficial, tai-

lored relationship that assisted Backpage’s growth. But the

text of § 1595 does not support that result.

Without constructive knowledge of G.G.’s identity and the

trafficking offense committed against her (in other words, a

§ 1591 violation), the plaintiffs cannot bring a civil § 1595

claim against Salesforce. Because they have not alleged that

Salesforce should have had such knowledge (or that

Salesforce avoided learning of it), I would hold that the plain-

tiffs failed to state a claim for relief under § 1595. Thus, I

would not reach the issue of whether Salesforce is entitled to

dismissal under 47 U.S.C. § 230. I respectfully dissent.