Preview
1 Larry W. Lee (State Bar No. 228175)
Max W. Gavron (State Bar No. 291697)
2 DIVERSITY LAW GROUP, P.C.
3 515 S. Figueroa Street, Suite 1250
Los Angeles, CA 90071
4 (213) 488-6555
(213) 488-6554 facsimile
5 lwlee@diversitylaw.com
6 mgavron@diversitylaw.com
7 William L. Marder (State Bar No. 170131)
Polaris Law Group
8 501 San Benito Street, Suite 200
9 Hollister, CA 95023
(831) 531-4214
10 (831) 634-0333 facsimile
bill@polarislawgroup.com
11
12 Attorneys for Plaintiff and the Class
13
SUPERIOR COURT OF THE STATE OF CALIFORNIA
14
FOR THE COUNTY OF SANTA BARBARA
15
16 VICTORIA TICE, as an individual and on Case No. 20CV00892
behalf of all others similarly situated,
17 [Assigned to the Honorable Thomas P. Anderle ,
Plaintiff, Department 3]
18
19 vs. DECLARATION OF MAX W. GAVRON IN
SUPPORT OF PLAINTIFF’S MOTION
20 TRADER JOE’S COMPANY, a California FOR PRELIMINARY APPROVAL OF
corporation; and DOES 1 through 50, CLASS ACTION SETTLEMENT
21 inclusive,
22 Date: April 12, 2023
Defendants. Time: 10:00 A.M.
23 Dept.: 3
24 Complaint Filed: February 14, 2020
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DECLARATION OF MAX W. GAVRON IN SUPPORT OF PLAINTIFF’S MOTION FOR PRELIMINARY
APPROVAL OF CLASS ACTION SETTLEMENT
1 DECLARATION OF MAX W. GAVRON
2 I, Max W. Gavron, declare as follows:
3 1. I am an attorney at law, duly licensed to practice before all Courts in the State of
4 California, and am with the law firm Diversity Law Group, counsel of record for Named Plaintiff
5 Victoria Tice (“Plaintiff”). I have personal knowledge of the facts set forth below and if called to
6 testify I could and would do so competently.
7 CASE SUMMARY
8 2. On February 10, 2020, Plaintiff filed written notice with the California Labor &
9 Workforce Development Agency (“LWDA”), alleging violations by Defendant Trader Joe’s
10 Company (“Defendant”) of Labor Code §§ 201-204, 212, and 213 pursuant to the PAGA, Labor
11 Code § 2699.
12 3. On February 14, 2020, Plaintiff filed her class and PAGA action Complaint
13 against Defendant in Santa Barbara County Superior Court. The Complaint alleges causes of
14 action for (1) violation of Labor Code §§ 201-203 and (2) violation of the PAGA, Labor Code
15 § 2698, et seq.
16 4. Plaintiff’s class and PAGA claims as pled in the Complaint are predicated upon
17 the allegations that Defendant issued payment of final wages to separated employees via a
18 paycard without authorization, which required employees to incur fees to use, was not fully
19 cashable, and was not usable at all financial institutions, resulting in a failure to timely pay all
20 wages owed at the time of separation of employment. As a result of the alleged violations above,
21 Plaintiff seeks statutory and civil penalties under the California Labor Code and the PAGA, as
22 well as attorneys’ fees and costs.
23 5. After the filing of the Complaint and early exchange of written discovery, the
24 Parties agreed to engage in mediation. In connection with mediation, the Parties engaged in
25 informal discovery to allow Plaintiff to assess the claims and liability, as well as analyze the
26 maximum exposure of damages and penalties. Defendant provided Plaintiff’s counsel with
27 informal data and information pertaining to the number of putative class members, as well as
28 documents and information pertaining to Defendant’s policies and practices regarding payment
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DECLARATION OF MAX W. GAVRON IN SUPPORT OF PLAINTIFF’S MOTION FOR PRELIMINARY
APPROVAL OF CLASS ACTION SETTLEMENT
1 of final wages to separating employees and use of paycards.
2 6. On November 17, 2020, the Parties attended mediation with Gig Kyriacou, Esq.
3 Despite a full day of arm’s-length negotiations, the Parties were unable to reach an agreement
4 during the mediation and continued litigating the Action.
5 7. The Parties engaged in further formal discovery, including the taking of
6 depositions, issuance of third-party subpoenas, and production of documents. The Parties also
7 engaged in substantial motion practice, including a motion for class certification, motion to
8 strike, and litigation regarding Plaintiff’s subpoena to the pay card provider. Thereafter, the
9 Parties re-engaged Mr. Kyriacou with further settlement discussions.
10 8. After thorough investigation and evaluation of the facts and claims, and as a result
11 of the arm’s-length negotiations facilitated by Mr. Kyriacou, the Parties and their counsel
12 reached a settlement in principle and entered into a Memorandum of Understanding. The Parties
13 negotiated the terms of the settlement over the course of subsequent months and ultimately
14 entered into the Joint Stipulation of Class Action Settlement (“Stipulation” or “Settlement
15 Agreement”) in resolution of Plaintiff’s class and PAGA claims in this lawsuit. A true and
16 correct copy of the Settlement Agreement is attached hereto as Exhibit A.
17 9. The Parties recognize the risk, expense, and delay in continuing litigation with the
18 class and PAGA claims, and believe the settlement to be fair, reasonable, and adequate.
19 10. Each side has apprised the other of their respective factual contentions, legal
20 theories, and defenses, resulting in negotiations taking place between the Parties.
21 SUMMARY OF THE SETTLEMENT TERMS
22 11. The Settlement Agreement provides for Three Hundred Forty Thousand Dollars
23 ($340,000.00) as the Gross Settlement Amount. See Stipulation ¶ I.17. The Net Settlement
24 Amount, calculated after deduction of attorneys’ fees (up to $113,333.33), litigation costs (up to
25 $55,000.00), the incentive payment to the Class Representative (up to $10,000.00), payment of
26 PAGA penalties ($25,000.00), and settlement administration costs (up to $11,000.00), is
27 estimated to be approximately $125,666.67. Id. ¶ III.9.
28 12. Each Participating Class Member who does not opt-out of the settlement will be
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DECLARATION OF MAX W. GAVRON IN SUPPORT OF PLAINTIFF’S MOTION FOR PRELIMINARY
APPROVAL OF CLASS ACTION SETTLEMENT
1 awarded an equal portion of the Net Settlement Amount, or approximately $125,666.67. See
2 Stipulation ¶ III.9.a. In addition, Class Members who also worked during the PAGA Period (or
3 PAGA Members) will be apportioned 25% of the PAGA Payment, or approximately $6,250.00,
4 on a per capita basis. Id. ¶¶ I.21, I.24, III.9.a.
5 13. On a raw average, each Participating Class Member may potentially recover
6 approximately $132.56 ($125,666.67 ÷ 948 Class Members). The amount actually paid to each
7 Participating Class Member will increase or decrease depending on the number of timely
8 Requests for Exclusion received.
9 14. Moreover, uncashed settlement payment checks (upon the expiration date) shall
10 be distributed to the cy pres recipient State Bar Justice Gap Fund, pursuant to California Code of
11 Civil Procedure § 384. See Stipulation ¶ III.10.
12 15. I do not have a relationship with State Bar Justice Gap Fund, nor am I aware of
13 any relationship between Class Counsel and State Bar Justice Gap Fund.
14 THE SETTLEMENT IS FAIR, REASONABLE, AND ADEQUATE
15 16. Based on the class data provided by Defendant, Plaintiff estimated that Defendant
16 would face potential liability of approximately $3,879,216.00 if Plaintiff succeeded at trial.
17 Specifically, Plaintiff calculated waiting time penalties under Labor Code § 203 based on 948
18 putative class members and their average hourly rates of pay ($3,879,216.00 (948 employees x
19 [(8 hours x $17.05) x 30 days = $3,879,216.00)).
20 17. With respect to potential liability of Plaintiff’s PAGA claim, Plaintiff estimated
21 that Defendant could face civil penalties of up to a maximum of $94,800.00 if Plaintiff were to
22 succeed at trial, and the Court awarded a $100 penalty per violation.
23 18. The total amount of class and PAGA penalties amount to approximately
24 $3,974,016.00 without discounting for potentially losing on any cause of action. The Gross
25 Settlement Amount is $340,000,000, which is approximately 8.6% of the maximum class and
26 PAGA penalties.
27 19. Although Plaintiff believes in the merits of the alleged claims and maintains that
28 there is no reason for reducing PAGA penalties, Plaintiff is aware that Defendant may raise
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DECLARATION OF MAX W. GAVRON IN SUPPORT OF PLAINTIFF’S MOTION FOR PRELIMINARY
APPROVAL OF CLASS ACTION SETTLEMENT
1 defenses to the claims and further with respect to the reduction of PAGA penalties and that it
2 could be persuasive to the Court. The Gross Settlement Amount was premised with this risk in
3 mind, associated with the possibility of the Court significantly reducing Plaintiff’s PAGA
4 penalties, along with other attendant risks, even if Plaintiff was to prevail at trial.
5 20. Further, Defendant raised several defenses that presented risk. Defendant likely
6 would have argued that any failure to pay wages upon separation of employment was not
7 “willful” within the meaning of Section 203, and thus penalties would not be appropriate. A
8 willful failure to pay wages occurs only when “an employer intentionally fails to pay wages to an
9 employee when those wages are due.” 8 Cal. Code Regs. § 13520. However, when there is a
10 “good faith dispute” as to whether an employee is entitled to additional wages, no waiting time
11 penalties can be awarded. 8 Cal. Code Regs. § 13520; see also Barnhill v. Saunders, 125 Cal.
12 App. 3d 1, 7 (1981). “A ‘good faith dispute’ that any wages are due occurs when an employer
13 presents a defense, based in law or fact, which, if successful, would preclude any recovery on the
14 part of the employee”—it is irrelevant whether the defense is ultimately successful. 8 Cal. Code
15 Regs. § 13520(a); Amaral v. Cintas Corp., 163 Cal. App. 4th 1157, 1201 (2008) (the “fact that a
16 defense is ultimately unsuccessful will not preclude a finding that a good faith dispute did
17 exist”); Road Sprinklers Fitters Local Union No. 669 v. G & G Fire Sprinklers Inc., 102 Cal.
18 App. 4th 765, 782 (2002) (employer’s good faith, yet mistaken, belief that wages are not owed
19 negates finding of willfulness). Defendant also argued and the Court found that this case was not
20 suitable for class certification.
21 21. Although Plaintiff believes that the Class can be certified, Plaintiff also believes
22 in the fairness of the settlement that is based on factoring in the uncertainty and risks to Plaintiff
23 involved in not prevailing on one or more of the causes of action or theories alleged in the
24 operative Complaint, the possibility of non-certification, and the potential for appeals.
25 22. Attached hereto as Exhibit A to the Stipulation is a true and correct copy of the
26 proposed “Notice of Class Action Settlement” (“Class Notice”) to be sent to Class Members.
27 23. From the inception of the case, Class Counsel has zealously represented the
28 interests of the Class. Class Counsel has engaged in significant discovery and meet and confer
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DECLARATION OF MAX W. GAVRON IN SUPPORT OF PLAINTIFF’S MOTION FOR PRELIMINARY
APPROVAL OF CLASS ACTION SETTLEMENT
1 discussions with opposing counsel to obtain documents and data on behalf of the Class. This
2 settlement was obtained for the benefit of the Class, as opposed to the individual Class
3 Representative.
4 24. I have spent significant time researching and pursuing the claims that have been
5 alleged in this action. The Parties engaged in formal and informal discovery and participated in
6 the exchange of class data and Defendant’s pertinent policies and practices. Based on my review
7 of all the documents and information, and based on my experience in class action litigation, I
8 believe this settlement to be fair, adequate, and reasonable.
9 25. I was retained based upon a contingency fee arrangement wherein Plaintiff’s
10 counsel agreed to advance all costs and receive no fee unless a recovery was accomplished.
11 Specifically, had Plaintiff failed to prevail in this case, counsel for Plaintiff would have spent a
12 significant amount of time, money and other resources without any benefit or return. In addition,
13 had Plaintiff also failed to prevail in the present case, Defendant would have been able to seek
14 costs in connection with their defense of the case.
15 26. Class Counsel has, at their own risk, expended costs, for example, to file this
16 instant action and other pleadings in the case, effect service of process, participate in mediation,
17 and advance other litigation-related costs, including the costs of mailing of a Belaire-West notice
18 and the issuance and processing of 348 deposition subpoenas and notices to consumer.
19 ATTORNEY EXPERIENCE
20 27. I am one of the primary attorneys on this matter. My qualifications are as follows:
21 I received a full-tuition scholarship, and graduated from Southwestern Law School in 2013,
22 magna cum laude. I was in the top 5% of my class. During my time at Southwestern, I was a
23 Notes and Comments Editor on the Southwestern Law Review. I also received awards for
24 achieving the highest grade in my class in several courses. In 2012, I was a full-time extern, at
25 the United States District Court for the Central District. Immediately after law school, I taught
26 several courses at Southwestern, including Principles of Legal Analysis and Legal Methods. I
27 taught those courses for approximately four years.
28 28. I practiced civil litigation at Haight Brown & Bonesteel LLP from approximately
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DECLARATION OF MAX W. GAVRON IN SUPPORT OF PLAINTIFF’S MOTION FOR PRELIMINARY
APPROVAL OF CLASS ACTION SETTLEMENT
1 September 2013, through January 2016. I was third-chair in a federal court jury trial that resulted
2 in a defense verdict in our client’s favor on a $21 million commercial breach of contract dispute.
3 I also regularly litigated cases across the civil litigation spectrum, including employment matters.
4 29. From February 2016, through Fall 2017, I practiced at the international law firm
5 of Arnold & Porter, which had recently merged with Kaye Scholer, LLP. I defended Fortune 50
6 companies in Multi-District Litigation primarily in the product liability sphere. I also
7 successfully drafted an appellate brief in the Ninth Circuit resulting in the reversal of a summary
8 judgment decision regarding trade secret issues, in addition to working in several other practice
9 groups.
10 30. From September 2017, through September 2018, I served as a law clerk to a
11 Judge sitting on the United States District Court, Central District of California. I regularly
12 prepared bench memoranda, on cases involving all types of civil litigation, including regularly
13 working on wage and hour class actions.
14 31. I am currently an associate at the law firm Diversity Law Group, P.C., an
15 employment law firm that has handled numerous wage and hour class and individual actions, on
16 both plaintiff and defense sides. My current practice focuses on employment matters involving
17 both class actions, and single plaintiffs. The firm currently has cases in the Los Angeles Superior
18 Courts, the Orange County Superior Courts, the San Diego County Superior Courts, and the
19 United States District Courts for the Central, Northern, and Eastern Districts of California. I am
20 currently handling numerous wage and hour class action lawsuits with the firm, including, but
21 not limited to: Agar v. Sensient Natural Ingredients, LLC (Case No. CV-19-001906, Stanislaus
22 County Superior Court); Cunningham, et al. v. Diverse Business Solutions (Case No.
23 CIVDS1817095, San Bernardino County Superior Court); Heredia v. Eddie Bauer LLC (Case
24 No. 16CV300475, United States District Court, Northern District of California); Parsons v.
25 Estenson Logistics, LLC (Case No. 34-2019-00252929, Sacramento County Superior Court); and
26 Coronel v. Pinnacle Agriculture (Case No. 18CV004287, Monterey County Superior Court).
27 32. On June 14, 2019, I argued two related cases in front of the Ninth Circuit Court of
28 Appeals. One of them was Rodriguez v Nike Retail Service Inc., Case No. 17-16866. On June 28,
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DECLARATION OF MAX W. GAVRON IN SUPPORT OF PLAINTIFF’S MOTION FOR PRELIMINARY
APPROVAL OF CLASS ACTION SETTLEMENT
1 2019, the Ninth Circuit issued a published decision, reversing and remanding in favor of our
2 clients. Rodriguez v. Nike Retail Servs., Inc., 928 F.3d 810 (9th Cir. 2019).
3 33. I have also assisted the firm in numerous wage and hour class action mediations.
4 34. My co-counsel and I will adequately represent the Class Members in this action.
5 Plaintiff’s counsel has and will zealously represent Plaintiff and the Class and pursue this lawsuit
6 to its conclusion.
7 35. I have no conflicts with the Class and will adequately represent the Class.
8 36. In connection with the filing of Plaintiff’s Motion for Preliminary Approval, my
9 office uploaded a copy of the Motion, Settlement Agreement, accompanying declarations, and
10 proposed order to the website of the Labor and Workforce Development Agency. Attached
11 hereto as Exhibit B is a true and correct copy of the submission confirmation dated March 10,
12 2023.
13 I declare under penalty of perjury under the laws of the State of California that the
14 foregoing is true and correct.
15 Executed on this 10th day of March, 2023, at Los Angeles, California.
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17 Max W. Gavron
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DECLARATION OF MAX W. GAVRON IN SUPPORT OF PLAINTIFF’S MOTION FOR PRELIMINARY
APPROVAL OF CLASS ACTION SETTLEMENT
EXHIBIT A
DocuSign Enve·l~pe ID: CA8BBBAE-709C-4C3B-9833-BCDAAE93AC47
1 Larry W. Lee (State Bar No. 228175)
Max W. Gavron (State Bar No. 291697)
2 DIVERSITY LAW GROUP, P.C.
515 S. Figueroa St., Suite 1250
3 Los Angeles, CA 90071
(213) 488-6555
4 (213) 488-6554 facsimile
lwlee@diversitylaw.com
5 mgavron@diversitylaw.com
6 William L. Marder (State Bar No. 170131)
Polaris Law Group
7
501 San Benito Street, Suite 200
8 Hollister, CA 95023
(831) 531-4214
9 (831) 634-03 3 3 facsimile
bill@polarislawgroup.com
10
Attorneys for Plaintiff, the Class, and Aggrieved Employees
11
Helene Wasserman, Bar No. 130134
12 hwasserman@littler.com
Shannon R. Boyce, Bar No. 229041
13
sboyce@littler.com
14 Melissa Velez, Bar No. 316714
mvelez@littler.com
15 LITTLER MENDELSON P.C.
2049 Century Park East, 5th Floor
16 Los Angeles, California 90067.3107
Telephone: 310.553.0308
17 Fax No.: 310.553.5583
18 Attorneys for Defendant TRADER JOE'S COMPANY
19 SUPERIOR COURT OF THE STATE OF CALIFORNIA
20 FOR THE COUNTY OF SANTA BARBARA
21 VICTORIA TICE, as an individual and on Case No. 20CV00892
behalf of all others similarly situated,
22 [Assigned to the Honorable Thomas P. Anderle,
23 Plaintiff, Department 3]
24 vs. JOINT STIPULATION OF CLASS ACTION
SETTLEMENT
25 TRADER JOE'S COMPANY, a California
26 corporation; and DOES 1 through 50,
inclusive,
27 Complaint Filed: February 14, 2020
Defendants.
28
JOINT STIPULATION OF CLASS ACTION SETTLEMENT
DocuSign Env~iope ID: CA8BBBAE-709C-4C38-9833-BCDAAE93AC47
1 This Joint Stipulation of Class Action Settlement is entered into by and between Plaintiff
2 Victoria Tice ("Plaintiff'), individually and on behalf of the proposed Class, on the one hand, and
3 Defendant Trader Joe's Company, on the other hand. This Joint Stipulation of Class Action
4 Settlement ("Stipulation" or "Settlement Agreement") shall be binding on Plaintiff, the former
5 employees she seeks to represent, the Class, and on Defendant, subject to the terms set forth herein,
6 and the approval of the Court.
7 I. DEFINITIONS
8 1. Action.
9 "Action" or "Lawsuit" means the putative class action pending in the Superior Court of the
10 State of California for the County of Santa Barbara entitled Victoria Tice v. Trader Joe 's Company,
ll a California; and Does I through 50, inclusive, Case No. M20CV00892, filed on February 14,
12 2020.
13 2. Class or Class Members.
14 "Class" or "Class Members" means all former employees of Defendants who were
15 employed in the State of California at any time during the Class Period who received their final
16 wages on a paycard, but for whom Defendants do not currently have a written authorization for
17 payment of final wages via pay card.
18 3. Class Counsel.
19 "Class Counsel" means Larry W. Lee and Max W. Gavron of Diversity Law Group, P.C.
20 and William L. Marder of Polaris Law Group, who shall act as counsel for the Class, subject to
21 Court approval.
22 4. Class Counsel Award.
23 "Class Counsel Award" means attorneys' fees for Class Counsel's litigation and resolution
24 of this Lawsuit (not to exceed one-third of the Gross Settlement Amount, or $113,333.33), and
25 Class Counsel's expenses and legal costs incurred in connection with this Lawsuit (not to exceed
26 $55,000.00 from the Gross Settlement Amount).
27 5. Class List.
28 "Class List" means information regarding Class Members that Defendant will in good faith
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JOINT STIPULATION OF CLASS ACTION SETTLEMENT
DocuSign Env~iope ID: CA8BBBAE-709C-4C3B-9833-BCDAAE93AC47
1 compile from their records and provide to the Settlement Administrator. It shall be formatted as a
2 Microsoft Excel spreadsheet and shall include each Settlement Class Member's: (1) full name; (2)
3 last known home address; (3) last known telephone number; (4) Social Security number; and (5)
4 any other information required by the Settlement Administrator in order to effectuate the terms of
5 the Settlement.
6 6. Class Period.
7 "Class Period" means the period commencing on February 14, 2017, and ending on
8 January 11, 2023.
9 7. Class Representative.
10 "Class Representative" means Plaintiff Victoria Tice.
11 8. Class Representative Incentive Payment.
12 "Class Representative Incentive Payment" means the amount that the Court authorizes to
13 be paid to Plaintiff (a maximum of $10,000 from the Gross Settlement Amount), in recognition of
14 Plaintiffs efforts and risks in assisting with the prosecution of the Lawsuit and as consideration
15 for executing this Settlement Agreement and providing a complete and general release to the
16 Released Parties as set forth in Paragraph 111.2.
17 9. Complaint.
18 "Complaint" means the operative complaint filed in the Action.
19 10. Court.
20 "Court" means the Superior Court of the State of California for the County of Santa
21 Barbara.
22 11. Defendant.
23 "Defendant" means Defendant Trader Joe's Company as named by Plaintiff in the
24 operative complaint, and their past, present and/or future, direct and/or indirect, stockholders,
25 shareholders, members, directors, managers, officers, employees, agents, representatives,
26 attorneys, insurers, reinsurers, partners, investors, lenders, administrators, parent companies,
27 subsidiaries, affiliates, divisions, predecessors, successors, assigns, and joint venturers ..
28
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JOINT STIPULATION OF CLASS ACTION SETTLEMENT
DocuSign Env~iope ID: CA8BBBAE-709C-4C38-9833-BCDAAE93AC47
1 12. Defense Counsel.
2 "Defense Counsel" means Helene Wasserman, Shannon R. Boyce, and Melissa Velez of
3 Littler Mendelson, P.C.
4 13. Effective Date.
5 "Effective Date" means the later of (a) sixty-one calendar days following the date the Court
6 enters an order granting final approval, assuming no appeal is filed; or (b) if any timely appeals
7 are filed, the date of the resolution (or withdrawal) of any such appeal in a way that does not alter
8 the terms of the settlement.
9 14. Final Approval Hearing.
10 "Final Approval Hearing" means the hearing to be conducted by the Court after the filing
11 by Plaintiff of an appropriate motion and following appropriate notice to Class Members giving
12 Class Members an opportunity to request exclusion from the class and Settlement and/or to object
13 to the Settlement, at which time Plaintiff shall request that the Court finally approve the Settlement,
14 enter the Final Approval Order and Final Judgment, and take other appropriate action.
15 15. Final Approval Order.
16 "Final Approval Order" means the order to be entered by the Court upon granting final
17 approval of the Settlement and this Stipulation as binding upon the Parties and Participating Class
18 Members.
19 16. Final Judgment.
20 "Final Judgment" means a judgment issued by the Court approvmg this Settlement
21 Agreement as binding upon the Parties.
22 17. Gross Settlement Amount.
23 "Gross Settlement Amount" means the agreed upon settlement amount, subject to Court
24 approval, totaling Three Hundred Forty Thousand Dollars ($340,000.00) to be paid by Defendant
25 in full settlement of the Released Claims. This is an all-inclusive settlement and includes without
26 limitation the Class Counsel Award, Individual Settlement Payments, Class Representative
27 Incentive Payment, PAGA Payment, and Settlement Administration Costs. This is the maximum
28 amount that Defendant is obligated to pay under this Settlement Agreement in order to settle the
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JOINT STIPULATION OF CLASS ACTION SETTLEMENT
DocuSign Env~iope ID: CA8BBBAE-709C-4C3B-9833-BCDAAE93AC47
1 Action, subject to the Court's approval of the Settlement. The Gross Settlement Amount is based
2 on Defendants' representation that there are 948 Class Members. If the total number of Class
3 Members increases more than 5% above 948, Defendant shall have the option to increase the total
4 Gross Settlement Amount by a proportionate amount or cut off the Class Period and PAGA Period
5 as of the date the number of Class Members increases beyond 996.
6 18. Individual Settlement Payment.
7 "Individual Settlement Payment" means the amount paid from the Net Settlement Amount
8 to a Participating Class Member and/or the amount paid from the PAGA Payment to PAGA
9 Members.
19. Net Settlement Amount.
11 "Net Settlement Amount" means the Gross Settlement Amount, less Court-approved Class
12 Counsel Award, Class Representative Incentive Payment, PAGA Payment, and Settlement
13 Administration Costs.
14 20. Notice of Class Action Settlement.
15 "Notice of Class Action Settlement" or "Class Notice" means the Notice of Pendency of
16 Class Action Settlement and Hearing Date for Court Approval substantially in the form attached
17 hereto as Exhibit A, which shall include an approximation of each Settlement Class Member's
18 anticipated Individual Settlement Payment. It is the notice approved by the Parties and subject to
19 Court approval explaining the terms of this Agreement and the settlement process, which the
20 Settlement Administrator will mail to each Class Member.
21 21. PAGA Members.
22 "PAGA Members" means all former employees of Defendants who were employed in the
23 State of California at any time during the PAGA Period who received their final wages on a
24 paycard, but for whom Defendants do not currently have a written authorization for payment of
25 final wages via pay card.
26 22. PAGA Notice.
27 "PAGA Notice" means the letter submitted by Plaintiff to the LWDA, dated February 10,
28 2020, which is incorporated by reference in paragraph 39 of Plaintiffs Complaint filed on
5
JOINT STIPULATION OF CLASS ACTION SETTLEMENT
DocuSign Env~iope ID: CA8BBBAE-709C-4C3B-9833-BCDAAE93AC47
1 February 14, 2020.
2 23. PAGA Payment.
3 "PAGA Payment" means the payments made under the Labor Code Private Attorneys
4 General Act of2004 ("PAGA"), which shall be Twenty-Five Thousand Dollars ($25,000.00). 75%
5 of the PAGA Payment will be disbursed to the Labor & Workforce Development Agency
6 ("LWDA"), and the remaining 25% will be distributed to PAGA Members on a pro rata basis.
7 24. PAGA Period.
8 "PAGA Period" means the period commencing on February 10, 2019, and ending on
9 January 11, 2023.
10 25. PAGA Released Claims.
11 "PAGA Released Claims" means all claims, rights, demands, liabilities and causes of
12 action that are alleged or could have been alleged based on the facts, allegations, and/or claims
13 asserted in the operative complaint, under the PAGA, Cal. Lab. Code§§ 2698, et seq., which are
14 premised on alleged violations of the California Labor Code for: (i) failure to pay wages timely at
15 time of termination or resignation (Labor Code§§ 201-203, 212,213). This release shall apply to
16 claims arising during the PAGA Period.
17 26. Participating Class Members.
18 "Participating Class Members" means those Class Members who do not submit a valid and
19 timely Request for Exclusion (i.e., opt-out), and therefore, are entitled to receive an Individual
20 Settlement Payment.
21 27. Parties.
22 "Parties" means Plaintiff and Defendant, collectively. "Party" shall mean either Plaintiff
23 or Defendant, individually.
24 28. Plaintiff.
25 "Plaintiff' means Plaintiff Victoria Tice.
26 29. Preliminary Approval Date.
27 "Preliminary Approval Date" means the date on which the Court issues an order granting
28 preliminary approval of the proposed Settlement.
6
JOINT STIPULATION OF CLASS ACTION SETTLEMENT
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1 30. Released Claims.
2 "Released Claims" means all claims, rights, demands, liabilities and causes of action that
3 are alleged or could have been alleged based on the facts, allegations and/or claims asserted in the
4 operative complaint in this action including the following claims: (i) failure to pay wages timely
5 at time of termination or resignation (Labor Code§§ 201-203, 212, 213). This release shall apply
6 to claims arising during the Class Period.
7 31. Released Parties.
8 "Released Parties" means Defendant Trader Joe's Company as named by Plaintiff in the
9 operative complaint, and their past, present and/or future, direct and/or indirect, stockholders,
10 shareholders, members, directors, managers, officers, employees, agents, representatives,
11 attorneys, insurers, reinsurers, partners, investors, lenders, administrators, parent companies,
12 subsidiaries, affiliates, divisions, predecessors, successors, assigns, and joint venturers.
13 32. Request for Exclusion.
14 "Request for Exclusion" means a written request by a Class Member electing to opt out of
15 or be excluded from the Settlement. The Request for Exclusion shall include the Class Member's
16 name, current address, telephone number, signature, and a statement setting forth his/her request
17 to opt out of or be excluded from the Settlement. However, a Request for Exclusion will not
18 exclude eligible PAGA Members from the release of PAGA Released Claims, or from receiving
19 his/her portion of the PAGA Payment.
20 33. Response Deadline.
21 "Response Deadline" means forty-five (45) days after the Settlement Administrator mails
22 the Notice of Class Action Settlement to Class Members, which is the last date on which Class
23 Members may: (a) submit a Request for Exclusion; (b) submit written objections to the Settlement;
24 or (c) dispute the information contained in the Notice of Class Action Settlement.
25 34. Settlement.
26 "Settlement" or "Settlement Agreement" means the disposition of the Lawsuit pursuant to
27 this Joint Stipulation of Class Action Settlement.
28
7
JOINT STIPULATION OF CLASS ACTION SETTLEMENT
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1 35. Settlement Administrator.
2 "Settlement Administrator" means Phoenix Settlement Administrators, which is the third-
3 party company that the Parties have selected to administer the Settlement.
4 36. Settlement Administration Costs.
5 "Settlement Administration Costs" means the amount to be paid to the Settlement
6 Administrator from the Gross Settlement Amount for administration of this Settlement (a
7 maximum of Eleven Thousand Dollars ($11,000.00)). This amount will be the maximum amount
8 Defendant shall pay for administration of the Settlement.
9 37. 1542 Waiver.
10 "1542 Waiver" means an express waiver, to the fullest extent permitted by law, of the
11 provisions, rights, and benefits of California Civil Code § 1542, or any other similar provision
12 under federal or state law, which Section provides:
13 A general release does not extend to claims that the creditor or
releasing party does not know or suspect to exist in his or her favor
14 at the time of executing the release and that, if known by him or her,
15 would have materially affected his or her settlement with the debtor
or released party.
16
17 II. RECITALS
18 1. Class Certification.
19 The Parties stipulate to class certification for purposes of settlement only. If the Court does
20 not grant either preliminary or final approval of this Settlement, the Parties agree that this
21 stipulation regarding class certification will be revoked and the Parties will return to the point in
22 litigation immediately prior to the execution of this Agreement.
23 2. Procedural History.
24 On February 14, 2020, Plaintiff filed a class and representative action complaint in Santa
25 Barbara County alleging (1) violation of Labor Code§§ 201-203; and (2) violation of Labor Code
26 § 2698, et seq. (PAGA).
27 After the Action was filed, the Parties engaged in formal discovery, including the taking of
28 depositions, issuance of third-party subpoenas, and production of documents. Thereafter, the
8
JOINT STIPULATION OF CLASS ACTION SETTLEMENT
DocuSign Enveiope ID: CA8BBBAE-709C-4C3B-9B33-BCDME93AC4 7
1 Parties agreed to participate in a full-day private mediation with neutral Gig Kyriacou, Esq. Prior
2 to the mediation, Defendant provided informal data so that Plaintiffs counsel could assess the
3 scope of potential liability. On November 17, 2020, the Parties attended mediation with Mr.
4 Kyriacou. The Parties were unable to reach an agreement during the mediation and continued
5 litigating the Action. On or about October 28, 2022, the Parties reached a settlement in principle
6 with the assistance of Mr. Kyriacou and entered into a Memorandum of Understanding. The Parties
7 now formalize their agreement and all material terms in this Settlement Agreement.
8 Defendant denies any liability or wrongdoing of any kind associated with the claims
9 asserted in Plaintiffs Complaint and PAGA Notice, disputes the damages and penalties claimed
10 by Plaintiff, and further contends that Plaintiffs claims are not appropriate for class or
11 representative action treatment for any purpose other than settlement. This Stipulation is a
12 compromise of disputed claims. Nothing contained in this Stipulation, no documents referred to
13 herein, and no action taken to carry out this Stipulation, shall be construed or used as an admission
14 by or against Defendant as to the merits or lack thereof of the claims asserted in this Action.
15 Defendant contends, among other things, that it has complied with all applicable state, federal, and
16 local laws related to the Class Members' employment.
17 The Class Representative is represented by Class Counsel. Class Counsel conducted an
18 investigation into the facts relevant to the Lawsuit, including reviewing documents and
19 information provided by Defendant. Based on their own independent investigation and evaluation,
20 Class Counsel is of the opinion that the Settlement with Defendant is fair, reasonable, and
21 adequate, and in the best interest of the Class in light of all known facts and circumstances,
22 including the risks of significant delay, defenses asserted by Defendant, uncertainties regarding a
23 class trial, and numerous potential appellate issues. Although Defendant denies any liability,
24 Defendant is agreeing to this Settlement solely to avoid the cost of further litigation. Accordingly,
25 the Parties and their counsel desire to fully, finally, and forever settle, compromise and discharge
26 all disputes and claims arising from or relating to the Lawsuit on the terms set forth herein.
27 3. Benefits of Settlement to Class Members.
28 Plaintiff and Class Counsel recognize the expense and length of continued proceedings
9
JOINT STIPULATION OF CLASS ACTION SETTLEMENT
DocuSign Env~·lope ID: CA8BBBAE-709C-4C3B-9833-BCDAAE93AC47
1 necessary to litigate their disputes through trial and through any possible appeals. Plaintiff has also
2 taken into account the uncertainty and risk of the outcome of further litigation, and the difficulties
3 and delays inherent in such litigation. Plaintiff and Class Counsel are also aware of the burdens of
4 proof necessary for Plaintiff to establish liability and damages and for Defendant to establish its
5 affirmative defenses to liability for the claims asserted in the Lawsuit and the potential difficulties
6 in establishing damages for the Class Members. Plaintiff and Class Counsel have also taken into
7 account Defendant's agreement to enter into a settlement that confers substantial relief upon the
8 members of the Class. Even though Plaintiff is confident that Defendant would not be able to prove
9 its affirmative defenses and that Plaintiff would be able to establish that Defendant owes the Class
10 substantial penalties, based on the foregoing, Class Counsel have concluded that settlement for the
11 consideration and on the terms set forth in this Settlement Agreement, is fair, reasonable, and
12 adequate and is in the best interest of the putative class in light of all known facts and
13 circumstances, including the risk of significant delay, defenses asserted by Defendant, numerous
14 potential appellate issues, and other risks inherent in litigation.
15 4. Defendant's Reasons for Settlement.
16 Defendant has concluded that any further defense of this litigation would be protracted and
17 expensive for all Parties. Substantial amounts of Defendant's time, energy, and resources have
18 been and, unless this Settlement is completed, will continue to be devoted to, the defense of the
19 claims asserted by Plaintiff and Class Members. Defendant has also taken into account the risks
20 of further litigation in reaching its decision to enter into this Settlement. Even though Defendant
21 continues to contend that it is not liable for any of the claims set forth by Plaintiff in this Lawsuit,
22 Defendant has agreed, nonetheless, to settle in the manner and upon the terms set forth in this
23 Agreement to put to rest the claims in this Lawsuit. Defendant contends that it has complied with
24 all applicable state, federal, and local laws.
25 5. No Admission of Liability; Settlement of Disputed Claims.
26 This Stipulation is a compromise of disputed claims. Defendant has claimed and continues
27 to claim that the Released Claims have no merit and do not give rise to liability. Class Members
28 have claimed and continue to claim that the Released Claims have merit and give rise to liability
10
JOINT STIPULATION OF CLASS ACTION SETTLEMENT
DocuSign Env~iope ID: CA8BBBAE-709C-4C3B-9833-BCDAAE93AC47
1 on the part of Defendant. Nothing contained in this Stipulation, no documents referred to herein,
2 and no action taken to carry out this Stipulation, may be construed or used as an admission by or
3 against the Defendant, the Class Members, or Class Counsel as to the merits or lack thereof of the
4 claims asserted in this Lawsuit.
5 III. TERMS OF AGREEMENT
6 1. Release as to All Participating Class Members.
7 As of the Effective Date and funding of the Gross Settlement Amount by Defendant, the
8 Participating Class Members, including Plaintiff, release the Released Parties from the Released
9 Claims for the Class Period as defined above. Participating Class Members agree not to sue or
10 otherwise make a claim against any of the Released Parties that seeks recovery for any of the
11 Released Claims. It is the intent of the Parties that the Final Approval Order and Final Judgment
12 entered by the Court shall have full res Judi cata effect and be final and binding upon Participating
13 Class Members regarding the Released Claims.
14 2. Release of Claims by Plaintiff.
15 In addition to her release of the Released Claims, Plaintiff further agrees to release, and
16 does hereby acknowledge full and complete satisfaction of and does hereby forever release,
17 absolve, and discharge Released Parties from any and all claims, demands, liens, agreements,
18 contracts, covenants, actions, suits, causes of action, grievances, wages, vacation payments,
19 severance payments, obligations, commissions, overtime payments, meal and rest period
20 premiums, debts, profit sharing claims, expenses, damages, judgments, orders, and liabilities of
21 whatever kind or nature in state or federal law, equity, or otherwise, whether known or unknown
22 to Plaintiff, which Plaintiff now owns or holds or has at any time owned or held as against the
23 Released Parties, or any of them, including specifically but not exclusively and without limiting
24 the generality of the foregoing, any and all claims known or unknown, suspected or unsuspected:
25 (1) arising out of or related to Plaintiffs employment with Defendant or termination of that
26 employment; or (2) arising out of or in any way connected with any claim, loss, damage, or injury
27 whatsoever, known or unknown, suspected or unsuspected, resulting from any act or omission by
28 or on the part of the Released Parties, or any of them, committed or omitted on or before the
11
JOINT STIPULATION OF CLASS ACTION SETTLEMENT
DocuSign Envelope ID: CA8BBBAE-709C-4C3B-9833-BCDAAE93AC47
1 Effective Date. This release includes all claims arising under any and all laws, statutes, orders,
2 regulations, or any other claim of right(s), including without limitation, any claim under the laws
3 of the United States of America and the State of California, including but not limited to the
4 California Constitution, the California Labor Code, and the Industrial Welfare Commission Wage
5 Orders. Plaintiff also specifically agrees and acknowledges Plaintiff is waiving any right to
6 recovery based on state or federal age, sex, race, color, national origin, marital status, religion,
7 veteran status, disability, sexual orientation, medical condition, or other anti-discrimination laws,
8 including,
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1 Larry W. Lee (State Bar No. 228175) Max W. Gavron (State Bar No. 291697) 2 DIVERSITY LAW GROUP, P.C. 3 515 S. Figueroa Street, Suite 1250 Los Angeles, CA 90071 4 (213) 488-6555 (213) 488-6554 facsimile 5 lwlee@diversitylaw.com 6 mgavron@diversitylaw.com 7 William L. Marder (State Bar No. 170131) Polaris Law Group 8 501 San Benito Street, Suite 200 9 Hollister, CA 95023 (831) 531-4214 10 (831) 634-0333 facsimile bill@polarislawgroup.com 11 12 Attorneys for Plaintiff and the Class 13 SUPERIOR COURT OF THE STATE OF CALIFORNIA 14 FOR THE COUNTY OF SANTA BARBARA 15 16 VICTORIA TICE, as an individual and on Case No. 20CV00892 behalf of all others similarly situated, 17 [Assigned to the Honorable Thomas P. Anderle , Plaintiff, Department 3] 18 19 vs. DECLARATION OF MAX W. GAVRON IN SUPPORT OF PLAINTIFF’S MOTION 20 TRADER JOE’S COMPANY, a California FOR PRELIMINARY APPROVAL OF corporation; and DOES 1 through 50, CLASS ACTION SETTLEMENT 21 inclusive, 22 Date: April 12, 2023 Defendants. Time: 10:00 A.M. 23 Dept.: 3 24 Complaint Filed: February 14, 2020 25 26 27 28 1 DECLARATION OF MAX W. GAVRON IN SUPPORT OF PLAINTIFF’S MOTION FOR PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT 1 DECLARATION OF MAX W. GAVRON 2 I, Max W. Gavron, declare as follows: 3 1. I am an attorney at law, duly licensed to practice before all Courts in the State of 4 California, and am with the law firm Diversity Law Group, counsel of record for Named Plaintiff 5 Victoria Tice (“Plaintiff”). I have personal knowledge of the facts set forth below and if called to 6 testify I could and would do so competently. 7 CASE SUMMARY 8 2. On February 10, 2020, Plaintiff filed written notice with the California Labor & 9 Workforce Development Agency (“LWDA”), alleging violations by Defendant Trader Joe’s 10 Company (“Defendant”) of Labor Code §§ 201-204, 212, and 213 pursuant to the PAGA, Labor 11 Code § 2699. 12 3. On February 14, 2020, Plaintiff filed her class and PAGA action Complaint 13 against Defendant in Santa Barbara County Superior Court. The Complaint alleges causes of 14 action for (1) violation of Labor Code §§ 201-203 and (2) violation of the PAGA, Labor Code 15 § 2698, et seq. 16 4. Plaintiff’s class and PAGA claims as pled in the Complaint are predicated upon 17 the allegations that Defendant issued payment of final wages to separated employees via a 18 paycard without authorization, which required employees to incur fees to use, was not fully 19 cashable, and was not usable at all financial institutions, resulting in a failure to timely pay all 20 wages owed at the time of separation of employment. As a result of the alleged violations above, 21 Plaintiff seeks statutory and civil penalties under the California Labor Code and the PAGA, as 22 well as attorneys’ fees and costs. 23 5. After the filing of the Complaint and early exchange of written discovery, the 24 Parties agreed to engage in mediation. In connection with mediation, the Parties engaged in 25 informal discovery to allow Plaintiff to assess the claims and liability, as well as analyze the 26 maximum exposure of damages and penalties. Defendant provided Plaintiff’s counsel with 27 informal data and information pertaining to the number of putative class members, as well as 28 documents and information pertaining to Defendant’s policies and practices regarding payment 2 DECLARATION OF MAX W. GAVRON IN SUPPORT OF PLAINTIFF’S MOTION FOR PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT 1 of final wages to separating employees and use of paycards. 2 6. On November 17, 2020, the Parties attended mediation with Gig Kyriacou, Esq. 3 Despite a full day of arm’s-length negotiations, the Parties were unable to reach an agreement 4 during the mediation and continued litigating the Action. 5 7. The Parties engaged in further formal discovery, including the taking of 6 depositions, issuance of third-party subpoenas, and production of documents. The Parties also 7 engaged in substantial motion practice, including a motion for class certification, motion to 8 strike, and litigation regarding Plaintiff’s subpoena to the pay card provider. Thereafter, the 9 Parties re-engaged Mr. Kyriacou with further settlement discussions. 10 8. After thorough investigation and evaluation of the facts and claims, and as a result 11 of the arm’s-length negotiations facilitated by Mr. Kyriacou, the Parties and their counsel 12 reached a settlement in principle and entered into a Memorandum of Understanding. The Parties 13 negotiated the terms of the settlement over the course of subsequent months and ultimately 14 entered into the Joint Stipulation of Class Action Settlement (“Stipulation” or “Settlement 15 Agreement”) in resolution of Plaintiff’s class and PAGA claims in this lawsuit. A true and 16 correct copy of the Settlement Agreement is attached hereto as Exhibit A. 17 9. The Parties recognize the risk, expense, and delay in continuing litigation with the 18 class and PAGA claims, and believe the settlement to be fair, reasonable, and adequate. 19 10. Each side has apprised the other of their respective factual contentions, legal 20 theories, and defenses, resulting in negotiations taking place between the Parties. 21 SUMMARY OF THE SETTLEMENT TERMS 22 11. The Settlement Agreement provides for Three Hundred Forty Thousand Dollars 23 ($340,000.00) as the Gross Settlement Amount. See Stipulation ¶ I.17. The Net Settlement 24 Amount, calculated after deduction of attorneys’ fees (up to $113,333.33), litigation costs (up to 25 $55,000.00), the incentive payment to the Class Representative (up to $10,000.00), payment of 26 PAGA penalties ($25,000.00), and settlement administration costs (up to $11,000.00), is 27 estimated to be approximately $125,666.67. Id. ¶ III.9. 28 12. Each Participating Class Member who does not opt-out of the settlement will be 3 DECLARATION OF MAX W. GAVRON IN SUPPORT OF PLAINTIFF’S MOTION FOR PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT 1 awarded an equal portion of the Net Settlement Amount, or approximately $125,666.67. See 2 Stipulation ¶ III.9.a. In addition, Class Members who also worked during the PAGA Period (or 3 PAGA Members) will be apportioned 25% of the PAGA Payment, or approximately $6,250.00, 4 on a per capita basis. Id. ¶¶ I.21, I.24, III.9.a. 5 13. On a raw average, each Participating Class Member may potentially recover 6 approximately $132.56 ($125,666.67 ÷ 948 Class Members). The amount actually paid to each 7 Participating Class Member will increase or decrease depending on the number of timely 8 Requests for Exclusion received. 9 14. Moreover, uncashed settlement payment checks (upon the expiration date) shall 10 be distributed to the cy pres recipient State Bar Justice Gap Fund, pursuant to California Code of 11 Civil Procedure § 384. See Stipulation ¶ III.10. 12 15. I do not have a relationship with State Bar Justice Gap Fund, nor am I aware of 13 any relationship between Class Counsel and State Bar Justice Gap Fund. 14 THE SETTLEMENT IS FAIR, REASONABLE, AND ADEQUATE 15 16. Based on the class data provided by Defendant, Plaintiff estimated that Defendant 16 would face potential liability of approximately $3,879,216.00 if Plaintiff succeeded at trial. 17 Specifically, Plaintiff calculated waiting time penalties under Labor Code § 203 based on 948 18 putative class members and their average hourly rates of pay ($3,879,216.00 (948 employees x 19 [(8 hours x $17.05) x 30 days = $3,879,216.00)). 20 17. With respect to potential liability of Plaintiff’s PAGA claim, Plaintiff estimated 21 that Defendant could face civil penalties of up to a maximum of $94,800.00 if Plaintiff were to 22 succeed at trial, and the Court awarded a $100 penalty per violation. 23 18. The total amount of class and PAGA penalties amount to approximately 24 $3,974,016.00 without discounting for potentially losing on any cause of action. The Gross 25 Settlement Amount is $340,000,000, which is approximately 8.6% of the maximum class and 26 PAGA penalties. 27 19. Although Plaintiff believes in the merits of the alleged claims and maintains that 28 there is no reason for reducing PAGA penalties, Plaintiff is aware that Defendant may raise 4 DECLARATION OF MAX W. GAVRON IN SUPPORT OF PLAINTIFF’S MOTION FOR PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT 1 defenses to the claims and further with respect to the reduction of PAGA penalties and that it 2 could be persuasive to the Court. The Gross Settlement Amount was premised with this risk in 3 mind, associated with the possibility of the Court significantly reducing Plaintiff’s PAGA 4 penalties, along with other attendant risks, even if Plaintiff was to prevail at trial. 5 20. Further, Defendant raised several defenses that presented risk. Defendant likely 6 would have argued that any failure to pay wages upon separation of employment was not 7 “willful” within the meaning of Section 203, and thus penalties would not be appropriate. A 8 willful failure to pay wages occurs only when “an employer intentionally fails to pay wages to an 9 employee when those wages are due.” 8 Cal. Code Regs. § 13520. However, when there is a 10 “good faith dispute” as to whether an employee is entitled to additional wages, no waiting time 11 penalties can be awarded. 8 Cal. Code Regs. § 13520; see also Barnhill v. Saunders, 125 Cal. 12 App. 3d 1, 7 (1981). “A ‘good faith dispute’ that any wages are due occurs when an employer 13 presents a defense, based in law or fact, which, if successful, would preclude any recovery on the 14 part of the employee”—it is irrelevant whether the defense is ultimately successful. 8 Cal. Code 15 Regs. § 13520(a); Amaral v. Cintas Corp., 163 Cal. App. 4th 1157, 1201 (2008) (the “fact that a 16 defense is ultimately unsuccessful will not preclude a finding that a good faith dispute did 17 exist”); Road Sprinklers Fitters Local Union No. 669 v. G & G Fire Sprinklers Inc., 102 Cal. 18 App. 4th 765, 782 (2002) (employer’s good faith, yet mistaken, belief that wages are not owed 19 negates finding of willfulness). Defendant also argued and the Court found that this case was not 20 suitable for class certification. 21 21. Although Plaintiff believes that the Class can be certified, Plaintiff also believes 22 in the fairness of the settlement that is based on factoring in the uncertainty and risks to Plaintiff 23 involved in not prevailing on one or more of the causes of action or theories alleged in the 24 operative Complaint, the possibility of non-certification, and the potential for appeals. 25 22. Attached hereto as Exhibit A to the Stipulation is a true and correct copy of the 26 proposed “Notice of Class Action Settlement” (“Class Notice”) to be sent to Class Members. 27 23. From the inception of the case, Class Counsel has zealously represented the 28 interests of the Class. Class Counsel has engaged in significant discovery and meet and confer 5 DECLARATION OF MAX W. GAVRON IN SUPPORT OF PLAINTIFF’S MOTION FOR PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT 1 discussions with opposing counsel to obtain documents and data on behalf of the Class. This 2 settlement was obtained for the benefit of the Class, as opposed to the individual Class 3 Representative. 4 24. I have spent significant time researching and pursuing the claims that have been 5 alleged in this action. The Parties engaged in formal and informal discovery and participated in 6 the exchange of class data and Defendant’s pertinent policies and practices. Based on my review 7 of all the documents and information, and based on my experience in class action litigation, I 8 believe this settlement to be fair, adequate, and reasonable. 9 25. I was retained based upon a contingency fee arrangement wherein Plaintiff’s 10 counsel agreed to advance all costs and receive no fee unless a recovery was accomplished. 11 Specifically, had Plaintiff failed to prevail in this case, counsel for Plaintiff would have spent a 12 significant amount of time, money and other resources without any benefit or return. In addition, 13 had Plaintiff also failed to prevail in the present case, Defendant would have been able to seek 14 costs in connection with their defense of the case. 15 26. Class Counsel has, at their own risk, expended costs, for example, to file this 16 instant action and other pleadings in the case, effect service of process, participate in mediation, 17 and advance other litigation-related costs, including the costs of mailing of a Belaire-West notice 18 and the issuance and processing of 348 deposition subpoenas and notices to consumer. 19 ATTORNEY EXPERIENCE 20 27. I am one of the primary attorneys on this matter. My qualifications are as follows: 21 I received a full-tuition scholarship, and graduated from Southwestern Law School in 2013, 22 magna cum laude. I was in the top 5% of my class. During my time at Southwestern, I was a 23 Notes and Comments Editor on the Southwestern Law Review. I also received awards for 24 achieving the highest grade in my class in several courses. In 2012, I was a full-time extern, at 25 the United States District Court for the Central District. Immediately after law school, I taught 26 several courses at Southwestern, including Principles of Legal Analysis and Legal Methods. I 27 taught those courses for approximately four years. 28 28. I practiced civil litigation at Haight Brown & Bonesteel LLP from approximately 6 DECLARATION OF MAX W. GAVRON IN SUPPORT OF PLAINTIFF’S MOTION FOR PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT 1 September 2013, through January 2016. I was third-chair in a federal court jury trial that resulted 2 in a defense verdict in our client’s favor on a $21 million commercial breach of contract dispute. 3 I also regularly litigated cases across the civil litigation spectrum, including employment matters. 4 29. From February 2016, through Fall 2017, I practiced at the international law firm 5 of Arnold & Porter, which had recently merged with Kaye Scholer, LLP. I defended Fortune 50 6 companies in Multi-District Litigation primarily in the product liability sphere. I also 7 successfully drafted an appellate brief in the Ninth Circuit resulting in the reversal of a summary 8 judgment decision regarding trade secret issues, in addition to working in several other practice 9 groups. 10 30. From September 2017, through September 2018, I served as a law clerk to a 11 Judge sitting on the United States District Court, Central District of California. I regularly 12 prepared bench memoranda, on cases involving all types of civil litigation, including regularly 13 working on wage and hour class actions. 14 31. I am currently an associate at the law firm Diversity Law Group, P.C., an 15 employment law firm that has handled numerous wage and hour class and individual actions, on 16 both plaintiff and defense sides. My current practice focuses on employment matters involving 17 both class actions, and single plaintiffs. The firm currently has cases in the Los Angeles Superior 18 Courts, the Orange County Superior Courts, the San Diego County Superior Courts, and the 19 United States District Courts for the Central, Northern, and Eastern Districts of California. I am 20 currently handling numerous wage and hour class action lawsuits with the firm, including, but 21 not limited to: Agar v. Sensient Natural Ingredients, LLC (Case No. CV-19-001906, Stanislaus 22 County Superior Court); Cunningham, et al. v. Diverse Business Solutions (Case No. 23 CIVDS1817095, San Bernardino County Superior Court); Heredia v. Eddie Bauer LLC (Case 24 No. 16CV300475, United States District Court, Northern District of California); Parsons v. 25 Estenson Logistics, LLC (Case No. 34-2019-00252929, Sacramento County Superior Court); and 26 Coronel v. Pinnacle Agriculture (Case No. 18CV004287, Monterey County Superior Court). 27 32. On June 14, 2019, I argued two related cases in front of the Ninth Circuit Court of 28 Appeals. One of them was Rodriguez v Nike Retail Service Inc., Case No. 17-16866. On June 28, 7 DECLARATION OF MAX W. GAVRON IN SUPPORT OF PLAINTIFF’S MOTION FOR PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT 1 2019, the Ninth Circuit issued a published decision, reversing and remanding in favor of our 2 clients. Rodriguez v. Nike Retail Servs., Inc., 928 F.3d 810 (9th Cir. 2019). 3 33. I have also assisted the firm in numerous wage and hour class action mediations. 4 34. My co-counsel and I will adequately represent the Class Members in this action. 5 Plaintiff’s counsel has and will zealously represent Plaintiff and the Class and pursue this lawsuit 6 to its conclusion. 7 35. I have no conflicts with the Class and will adequately represent the Class. 8 36. In connection with the filing of Plaintiff’s Motion for Preliminary Approval, my 9 office uploaded a copy of the Motion, Settlement Agreement, accompanying declarations, and 10 proposed order to the website of the Labor and Workforce Development Agency. Attached 11 hereto as Exhibit B is a true and correct copy of the submission confirmation dated March 10, 12 2023. 13 I declare under penalty of perjury under the laws of the State of California that the 14 foregoing is true and correct. 15 Executed on this 10th day of March, 2023, at Los Angeles, California. 16 ________________________________ 17 Max W. Gavron 18 19 20 21 22 23 24 25 26 27 28 8 DECLARATION OF MAX W. GAVRON IN SUPPORT OF PLAINTIFF’S MOTION FOR PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT EXHIBIT A DocuSign Enve·l~pe ID: CA8BBBAE-709C-4C3B-9833-BCDAAE93AC47 1 Larry W. Lee (State Bar No. 228175) Max W. Gavron (State Bar No. 291697) 2 DIVERSITY LAW GROUP, P.C. 515 S. Figueroa St., Suite 1250 3 Los Angeles, CA 90071 (213) 488-6555 4 (213) 488-6554 facsimile lwlee@diversitylaw.com 5 mgavron@diversitylaw.com 6 William L. Marder (State Bar No. 170131) Polaris Law Group 7 501 San Benito Street, Suite 200 8 Hollister, CA 95023 (831) 531-4214 9 (831) 634-03 3 3 facsimile bill@polarislawgroup.com 10 Attorneys for Plaintiff, the Class, and Aggrieved Employees 11 Helene Wasserman, Bar No. 130134 12 hwasserman@littler.com Shannon R. Boyce, Bar No. 229041 13 sboyce@littler.com 14 Melissa Velez, Bar No. 316714 mvelez@littler.com 15 LITTLER MENDELSON P.C. 2049 Century Park East, 5th Floor 16 Los Angeles, California 90067.3107 Telephone: 310.553.0308 17 Fax No.: 310.553.5583 18 Attorneys for Defendant TRADER JOE'S COMPANY 19 SUPERIOR COURT OF THE STATE OF CALIFORNIA 20 FOR THE COUNTY OF SANTA BARBARA 21 VICTORIA TICE, as an individual and on Case No. 20CV00892 behalf of all others similarly situated, 22 [Assigned to the Honorable Thomas P. Anderle, 23 Plaintiff, Department 3] 24 vs. JOINT STIPULATION OF CLASS ACTION SETTLEMENT 25 TRADER JOE'S COMPANY, a California 26 corporation; and DOES 1 through 50, inclusive, 27 Complaint Filed: February 14, 2020 Defendants. 28 JOINT STIPULATION OF CLASS ACTION SETTLEMENT DocuSign Env~iope ID: CA8BBBAE-709C-4C38-9833-BCDAAE93AC47 1 This Joint Stipulation of Class Action Settlement is entered into by and between Plaintiff 2 Victoria Tice ("Plaintiff'), individually and on behalf of the proposed Class, on the one hand, and 3 Defendant Trader Joe's Company, on the other hand. This Joint Stipulation of Class Action 4 Settlement ("Stipulation" or "Settlement Agreement") shall be binding on Plaintiff, the former 5 employees she seeks to represent, the Class, and on Defendant, subject to the terms set forth herein, 6 and the approval of the Court. 7 I. DEFINITIONS 8 1. Action. 9 "Action" or "Lawsuit" means the putative class action pending in the Superior Court of the 10 State of California for the County of Santa Barbara entitled Victoria Tice v. Trader Joe 's Company, ll a California; and Does I through 50, inclusive, Case No. M20CV00892, filed on February 14, 12 2020. 13 2. Class or Class Members. 14 "Class" or "Class Members" means all former employees of Defendants who were 15 employed in the State of California at any time during the Class Period who received their final 16 wages on a paycard, but for whom Defendants do not currently have a written authorization for 17 payment of final wages via pay card. 18 3. Class Counsel. 19 "Class Counsel" means Larry W. Lee and Max W. Gavron of Diversity Law Group, P.C. 20 and William L. Marder of Polaris Law Group, who shall act as counsel for the Class, subject to 21 Court approval. 22 4. Class Counsel Award. 23 "Class Counsel Award" means attorneys' fees for Class Counsel's litigation and resolution 24 of this Lawsuit (not to exceed one-third of the Gross Settlement Amount, or $113,333.33), and 25 Class Counsel's expenses and legal costs incurred in connection with this Lawsuit (not to exceed 26 $55,000.00 from the Gross Settlement Amount). 27 5. Class List. 28 "Class List" means information regarding Class Members that Defendant will in good faith 2 JOINT STIPULATION OF CLASS ACTION SETTLEMENT DocuSign Env~iope ID: CA8BBBAE-709C-4C3B-9833-BCDAAE93AC47 1 compile from their records and provide to the Settlement Administrator. It shall be formatted as a 2 Microsoft Excel spreadsheet and shall include each Settlement Class Member's: (1) full name; (2) 3 last known home address; (3) last known telephone number; (4) Social Security number; and (5) 4 any other information required by the Settlement Administrator in order to effectuate the terms of 5 the Settlement. 6 6. Class Period. 7 "Class Period" means the period commencing on February 14, 2017, and ending on 8 January 11, 2023. 9 7. Class Representative. 10 "Class Representative" means Plaintiff Victoria Tice. 11 8. Class Representative Incentive Payment. 12 "Class Representative Incentive Payment" means the amount that the Court authorizes to 13 be paid to Plaintiff (a maximum of $10,000 from the Gross Settlement Amount), in recognition of 14 Plaintiffs efforts and risks in assisting with the prosecution of the Lawsuit and as consideration 15 for executing this Settlement Agreement and providing a complete and general release to the 16 Released Parties as set forth in Paragraph 111.2. 17 9. Complaint. 18 "Complaint" means the operative complaint filed in the Action. 19 10. Court. 20 "Court" means the Superior Court of the State of California for the County of Santa 21 Barbara. 22 11. Defendant. 23 "Defendant" means Defendant Trader Joe's Company as named by Plaintiff in the 24 operative complaint, and their past, present and/or future, direct and/or indirect, stockholders, 25 shareholders, members, directors, managers, officers, employees, agents, representatives, 26 attorneys, insurers, reinsurers, partners, investors, lenders, administrators, parent companies, 27 subsidiaries, affiliates, divisions, predecessors, successors, assigns, and joint venturers .. 28 3 JOINT STIPULATION OF CLASS ACTION SETTLEMENT DocuSign Env~iope ID: CA8BBBAE-709C-4C38-9833-BCDAAE93AC47 1 12. Defense Counsel. 2 "Defense Counsel" means Helene Wasserman, Shannon R. Boyce, and Melissa Velez of 3 Littler Mendelson, P.C. 4 13. Effective Date. 5 "Effective Date" means the later of (a) sixty-one calendar days following the date the Court 6 enters an order granting final approval, assuming no appeal is filed; or (b) if any timely appeals 7 are filed, the date of the resolution (or withdrawal) of any such appeal in a way that does not alter 8 the terms of the settlement. 9 14. Final Approval Hearing. 10 "Final Approval Hearing" means the hearing to be conducted by the Court after the filing 11 by Plaintiff of an appropriate motion and following appropriate notice to Class Members giving 12 Class Members an opportunity to request exclusion from the class and Settlement and/or to object 13 to the Settlement, at which time Plaintiff shall request that the Court finally approve the Settlement, 14 enter the Final Approval Order and Final Judgment, and take other appropriate action. 15 15. Final Approval Order. 16 "Final Approval Order" means the order to be entered by the Court upon granting final 17 approval of the Settlement and this Stipulation as binding upon the Parties and Participating Class 18 Members. 19 16. Final Judgment. 20 "Final Judgment" means a judgment issued by the Court approvmg this Settlement 21 Agreement as binding upon the Parties. 22 17. Gross Settlement Amount. 23 "Gross Settlement Amount" means the agreed upon settlement amount, subject to Court 24 approval, totaling Three Hundred Forty Thousand Dollars ($340,000.00) to be paid by Defendant 25 in full settlement of the Released Claims. This is an all-inclusive settlement and includes without 26 limitation the Class Counsel Award, Individual Settlement Payments, Class Representative 27 Incentive Payment, PAGA Payment, and Settlement Administration Costs. This is the maximum 28 amount that Defendant is obligated to pay under this Settlement Agreement in order to settle the 4 JOINT STIPULATION OF CLASS ACTION SETTLEMENT DocuSign Env~iope ID: CA8BBBAE-709C-4C3B-9833-BCDAAE93AC47 1 Action, subject to the Court's approval of the Settlement. The Gross Settlement Amount is based 2 on Defendants' representation that there are 948 Class Members. If the total number of Class 3 Members increases more than 5% above 948, Defendant shall have the option to increase the total 4 Gross Settlement Amount by a proportionate amount or cut off the Class Period and PAGA Period 5 as of the date the number of Class Members increases beyond 996. 6 18. Individual Settlement Payment. 7 "Individual Settlement Payment" means the amount paid from the Net Settlement Amount 8 to a Participating Class Member and/or the amount paid from the PAGA Payment to PAGA 9 Members. 19. Net Settlement Amount. 11 "Net Settlement Amount" means the Gross Settlement Amount, less Court-approved Class 12 Counsel Award, Class Representative Incentive Payment, PAGA Payment, and Settlement 13 Administration Costs. 14 20. Notice of Class Action Settlement. 15 "Notice of Class Action Settlement" or "Class Notice" means the Notice of Pendency of 16 Class Action Settlement and Hearing Date for Court Approval substantially in the form attached 17 hereto as Exhibit A, which shall include an approximation of each Settlement Class Member's 18 anticipated Individual Settlement Payment. It is the notice approved by the Parties and subject to 19 Court approval explaining the terms of this Agreement and the settlement process, which the 20 Settlement Administrator will mail to each Class Member. 21 21. PAGA Members. 22 "PAGA Members" means all former employees of Defendants who were employed in the 23 State of California at any time during the PAGA Period who received their final wages on a 24 paycard, but for whom Defendants do not currently have a written authorization for payment of 25 final wages via pay card. 26 22. PAGA Notice. 27 "PAGA Notice" means the letter submitted by Plaintiff to the LWDA, dated February 10, 28 2020, which is incorporated by reference in paragraph 39 of Plaintiffs Complaint filed on 5 JOINT STIPULATION OF CLASS ACTION SETTLEMENT DocuSign Env~iope ID: CA8BBBAE-709C-4C3B-9833-BCDAAE93AC47 1 February 14, 2020. 2 23. PAGA Payment. 3 "PAGA Payment" means the payments made under the Labor Code Private Attorneys 4 General Act of2004 ("PAGA"), which shall be Twenty-Five Thousand Dollars ($25,000.00). 75% 5 of the PAGA Payment will be disbursed to the Labor & Workforce Development Agency 6 ("LWDA"), and the remaining 25% will be distributed to PAGA Members on a pro rata basis. 7 24. PAGA Period. 8 "PAGA Period" means the period commencing on February 10, 2019, and ending on 9 January 11, 2023. 10 25. PAGA Released Claims. 11 "PAGA Released Claims" means all claims, rights, demands, liabilities and causes of 12 action that are alleged or could have been alleged based on the facts, allegations, and/or claims 13 asserted in the operative complaint, under the PAGA, Cal. Lab. Code§§ 2698, et seq., which are 14 premised on alleged violations of the California Labor Code for: (i) failure to pay wages timely at 15 time of termination or resignation (Labor Code§§ 201-203, 212,213). This release shall apply to 16 claims arising during the PAGA Period. 17 26. Participating Class Members. 18 "Participating Class Members" means those Class Members who do not submit a valid and 19 timely Request for Exclusion (i.e., opt-out), and therefore, are entitled to receive an Individual 20 Settlement Payment. 21 27. Parties. 22 "Parties" means Plaintiff and Defendant, collectively. "Party" shall mean either Plaintiff 23 or Defendant, individually. 24 28. Plaintiff. 25 "Plaintiff' means Plaintiff Victoria Tice. 26 29. Preliminary Approval Date. 27 "Preliminary Approval Date" means the date on which the Court issues an order granting 28 preliminary approval of the proposed Settlement. 6 JOINT STIPULATION OF CLASS ACTION SETTLEMENT DocuSign EnvE!lope ID: CA8BBBAE-709C-4C3B-9B33-BCDME93AC4 7 1 30. Released Claims. 2 "Released Claims" means all claims, rights, demands, liabilities and causes of action that 3 are alleged or could have been alleged based on the facts, allegations and/or claims asserted in the 4 operative complaint in this action including the following claims: (i) failure to pay wages timely 5 at time of termination or resignation (Labor Code§§ 201-203, 212, 213). This release shall apply 6 to claims arising during the Class Period. 7 31. Released Parties. 8 "Released Parties" means Defendant Trader Joe's Company as named by Plaintiff in the 9 operative complaint, and their past, present and/or future, direct and/or indirect, stockholders, 10 shareholders, members, directors, managers, officers, employees, agents, representatives, 11 attorneys, insurers, reinsurers, partners, investors, lenders, administrators, parent companies, 12 subsidiaries, affiliates, divisions, predecessors, successors, assigns, and joint venturers. 13 32. Request for Exclusion. 14 "Request for Exclusion" means a written request by a Class Member electing to opt out of 15 or be excluded from the Settlement. The Request for Exclusion shall include the Class Member's 16 name, current address, telephone number, signature, and a statement setting forth his/her request 17 to opt out of or be excluded from the Settlement. However, a Request for Exclusion will not 18 exclude eligible PAGA Members from the release of PAGA Released Claims, or from receiving 19 his/her portion of the PAGA Payment. 20 33. Response Deadline. 21 "Response Deadline" means forty-five (45) days after the Settlement Administrator mails 22 the Notice of Class Action Settlement to Class Members, which is the last date on which Class 23 Members may: (a) submit a Request for Exclusion; (b) submit written objections to the Settlement; 24 or (c) dispute the information contained in the Notice of Class Action Settlement. 25 34. Settlement. 26 "Settlement" or "Settlement Agreement" means the disposition of the Lawsuit pursuant to 27 this Joint Stipulation of Class Action Settlement. 28 7 JOINT STIPULATION OF CLASS ACTION SETTLEMENT DocuSign EnvE!lope ID: CA8BBBAE-709C-4C3B-9B33-BCDME93AC4 7 1 35. Settlement Administrator. 2 "Settlement Administrator" means Phoenix Settlement Administrators, which is the third- 3 party company that the Parties have selected to administer the Settlement. 4 36. Settlement Administration Costs. 5 "Settlement Administration Costs" means the amount to be paid to the Settlement 6 Administrator from the Gross Settlement Amount for administration of this Settlement (a 7 maximum of Eleven Thousand Dollars ($11,000.00)). This amount will be the maximum amount 8 Defendant shall pay for administration of the Settlement. 9 37. 1542 Waiver. 10 "1542 Waiver" means an express waiver, to the fullest extent permitted by law, of the 11 provisions, rights, and benefits of California Civil Code § 1542, or any other similar provision 12 under federal or state law, which Section provides: 13 A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor 14 at the time of executing the release and that, if known by him or her, 15 would have materially affected his or her settlement with the debtor or released party. 16 17 II. RECITALS 18 1. Class Certification. 19 The Parties stipulate to class certification for purposes of settlement only. If the Court does 20 not grant either preliminary or final approval of this Settlement, the Parties agree that this 21 stipulation regarding class certification will be revoked and the Parties will return to the point in 22 litigation immediately prior to the execution of this Agreement. 23 2. Procedural History. 24 On February 14, 2020, Plaintiff filed a class and representative action complaint in Santa 25 Barbara County alleging (1) violation of Labor Code§§ 201-203; and (2) violation of Labor Code 26 § 2698, et seq. (PAGA). 27 After the Action was filed, the Parties engaged in formal discovery, including the taking of 28 depositions, issuance of third-party subpoenas, and production of documents. Thereafter, the 8 JOINT STIPULATION OF CLASS ACTION SETTLEMENT DocuSign Enveiope ID: CA8BBBAE-709C-4C3B-9B33-BCDME93AC4 7 1 Parties agreed to participate in a full-day private mediation with neutral Gig Kyriacou, Esq. Prior 2 to the mediation, Defendant provided informal data so that Plaintiffs counsel could assess the 3 scope of potential liability. On November 17, 2020, the Parties attended mediation with Mr. 4 Kyriacou. The Parties were unable to reach an agreement during the mediation and continued 5 litigating the Action. On or about October 28, 2022, the Parties reached a settlement in principle 6 with the assistance of Mr. Kyriacou and entered into a Memorandum of Understanding. The Parties 7 now formalize their agreement and all material terms in this Settlement Agreement. 8 Defendant denies any liability or wrongdoing of any kind associated with the claims 9 asserted in Plaintiffs Complaint and PAGA Notice, disputes the damages and penalties claimed 10 by Plaintiff, and further contends that Plaintiffs claims are not appropriate for class or 11 representative action treatment for any purpose other than settlement. This Stipulation is a 12 compromise of disputed claims. Nothing contained in this Stipulation, no documents referred to 13 herein, and no action taken to carry out this Stipulation, shall be construed or used as an admission 14 by or against Defendant as to the merits or lack thereof of the claims asserted in this Action. 15 Defendant contends, among other things, that it has complied with all applicable state, federal, and 16 local laws related to the Class Members' employment. 17 The Class Representative is represented by Class Counsel. Class Counsel conducted an 18 investigation into the facts relevant to the Lawsuit, including reviewing documents and 19 information provided by Defendant. Based on their own independent investigation and evaluation, 20 Class Counsel is of the opinion that the Settlement with Defendant is fair, reasonable, and 21 adequate, and in the best interest of the Class in light of all known facts and circumstances, 22 including the risks of significant delay, defenses asserted by Defendant, uncertainties regarding a 23 class trial, and numerous potential appellate issues. Although Defendant denies any liability, 24 Defendant is agreeing to this Settlement solely to avoid the cost of further litigation. Accordingly, 25 the Parties and their counsel desire to fully, finally, and forever settle, compromise and discharge 26 all disputes and claims arising from or relating to the Lawsuit on the terms set forth herein. 27 3. Benefits of Settlement to Class Members. 28 Plaintiff and Class Counsel recognize the expense and length of continued proceedings 9 JOINT STIPULATION OF CLASS ACTION SETTLEMENT DocuSign Env~·lope ID: CA8BBBAE-709C-4C3B-9833-BCDAAE93AC47 1 necessary to litigate their disputes through trial and through any possible appeals. Plaintiff has also 2 taken into account the uncertainty and risk of the outcome of further litigation, and the difficulties 3 and delays inherent in such litigation. Plaintiff and Class Counsel are also aware of the burdens of 4 proof necessary for Plaintiff to establish liability and damages and for Defendant to establish its 5 affirmative defenses to liability for the claims asserted in the Lawsuit and the potential difficulties 6 in establishing damages for the Class Members. Plaintiff and Class Counsel have also taken into 7 account Defendant's agreement to enter into a settlement that confers substantial relief upon the 8 members of the Class. Even though Plaintiff is confident that Defendant would not be able to prove 9 its affirmative defenses and that Plaintiff would be able to establish that Defendant owes the Class 10 substantial penalties, based on the foregoing, Class Counsel have concluded that settlement for the 11 consideration and on the terms set forth in this Settlement Agreement, is fair, reasonable, and 12 adequate and is in the best interest of the putative class in light of all known facts and 13 circumstances, including the risk of significant delay, defenses asserted by Defendant, numerous 14 potential appellate issues, and other risks inherent in litigation. 15 4. Defendant's Reasons for Settlement. 16 Defendant has concluded that any further defense of this litigation would be protracted and 17 expensive for all Parties. Substantial amounts of Defendant's time, energy, and resources have 18 been and, unless this Settlement is completed, will continue to be devoted to, the defense of the 19 claims asserted by Plaintiff and Class Members. Defendant has also taken into account the risks 20 of further litigation in reaching its decision to enter into this Settlement. Even though Defendant 21 continues to contend that it is not liable for any of the claims set forth by Plaintiff in this Lawsuit, 22 Defendant has agreed, nonetheless, to settle in the manner and upon the terms set forth in this 23 Agreement to put to rest the claims in this Lawsuit. Defendant contends that it has complied with 24 all applicable state, federal, and local laws. 25 5. No Admission of Liability; Settlement of Disputed Claims. 26 This Stipulation is a compromise of disputed claims. Defendant has claimed and continues 27 to claim that the Released Claims have no merit and do not give rise to liability. Class Members 28 have claimed and continue to claim that the Released Claims have merit and give rise to liability 10 JOINT STIPULATION OF CLASS ACTION SETTLEMENT DocuSign Env~iope ID: CA8BBBAE-709C-4C3B-9833-BCDAAE93AC47 1 on the part of Defendant. Nothing contained in this Stipulation, no documents referred to herein, 2 and no action taken to carry out this Stipulation, may be construed or used as an admission by or 3 against the Defendant, the Class Members, or Class Counsel as to the merits or lack thereof of the 4 claims asserted in this Lawsuit. 5 III. TERMS OF AGREEMENT 6 1. Release as to All Participating Class Members. 7 As of the Effective Date and funding of the Gross Settlement Amount by Defendant, the 8 Participating Class Members, including Plaintiff, release the Released Parties from the Released 9 Claims for the Class Period as defined above. Participating Class Members agree not to sue or 10 otherwise make a claim against any of the Released Parties that seeks recovery for any of the 11 Released Claims. It is the intent of the Parties that the Final Approval Order and Final Judgment 12 entered by the Court shall have full res Judi cata effect and be final and binding upon Participating 13 Class Members regarding the Released Claims. 14 2. Release of Claims by Plaintiff. 15 In addition to her release of the Released Claims, Plaintiff further agrees to release, and 16 does hereby acknowledge full and complete satisfaction of and does hereby forever release, 17 absolve, and discharge Released Parties from any and all claims, demands, liens, agreements, 18 contracts, covenants, actions, suits, causes of action, grievances, wages, vacation payments, 19 severance payments, obligations, commissions, overtime payments, meal and rest period 20 premiums, debts, profit sharing claims, expenses, damages, judgments, orders, and liabilities of 21 whatever kind or nature in state or federal law, equity, or otherwise, whether known or unknown 22 to Plaintiff, which Plaintiff now owns or holds or has at any time owned or held as against the 23 Released Parties, or any of them, including specifically but not exclusively and without limiting 24 the generality of the foregoing, any and all claims known or unknown, suspected or unsuspected: 25 (1) arising out of or related to Plaintiffs employment with Defendant or termination of that 26 employment; or (2) arising out of or in any way connected with any claim, loss, damage, or injury 27 whatsoever, known or unknown, suspected or unsuspected, resulting from any act or omission by 28 or on the part of the Released Parties, or any of them, committed or omitted on or before the 11 JOINT STIPULATION OF CLASS ACTION SETTLEMENT DocuSign Envelope ID: CA8BBBAE-709C-4C3B-9833-BCDAAE93AC47 1 Effective Date. This release includes all claims arising under any and all laws, statutes, orders, 2 regulations, or any other claim of right(s), including without limitation, any claim under the laws 3 of the United States of America and the State of California, including but not limited to the 4 California Constitution, the California Labor Code, and the Industrial Welfare Commission Wage 5 Orders. Plaintiff also specifically agrees and acknowledges Plaintiff is waiving any right to 6 recovery based on state or federal age, sex, race, color, national origin, marital status, religion, 7 veteran status, disability, sexual orientation, medical condition, or other anti-discrimination laws, 8 including,