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ORIGINAL
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CQ 9
10 SUPERIOR COURT OF THE STATE OF CALIFORNIA
11 COUNTY OF SACRAMENTO
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13 ANDREA SPEARS, an individual, on behalf CASE NO.: 34-2017-00210560-CU-OE-GDS
of herself and on behalf of all persons [Consolidated with Case No.
14 similarly situated. 34-2017-00216685]
15 Plaintiff,
[PROPOSED] FINAL APPROVAL
16 ORDER AND JUDGMENT
HEALTH NET OF CALIFORNIA, INC., a
17 California Corporation; and Does I through
50, inclusive.
18 Hearing Date:
Defendants Hearing Time:
19
Judge:
20 Dept.:
TOMAS R. ARANA, on behalf of himself, all
21 others similarly situated, Action Filed: April 5,2017
Plaintiff, Trial Date: None Set
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V.
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HEALTH NET OF CALIFORNIA, INC., a
24 California corporation; and DOES 1-50,
inclusive,
25 Defendant..
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FINAL APPROVAL ORDER AND JUDGMENT
I The motion of Plaintiffs Andrea Spears and Tomas Arana ("Plaintiffs") for an order finally
2 approving the Class Action Settlement Agreement ("Agreement") with Defendant Health Net of
3 California, Inc. ("Defendant"), attorneys' fees and costs, service payments, and the expenses of the
4 Settlement Administrator duly came on for hearing on before the Honorable
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7 I.
8 FINDINGS
9 Based on the oral and written argument and evidence presented in connection with the
10 motion, the Court makes the following findings:
II 1. All terms used herein shall have the same meaning as defined in the Agreement.
12 2. This Court has jurisdiction over the subject matter of this litigation pending before
13 the Califomia Superior Court for the County of Sacramento, and over all Parties to this litigation,
14 including the Class.
15 3. Based on a review of the papers submitted by Plaintiffs and a review of the
16 applicable law, the Courtfindsthat the Gross Settlement Amount and the terms set forth in the
17 Agreement are fair, reasonable, and adequate.
18 4. The Court furtherfindsthat the Settlement was the result of arm's length
19 negotiations conducted after Class Counsel had adequately investigated the claims and became
20 familiar with the strengths and weaknesses of those claims. In particular, the amount of the
21 Settlement, the significant risks relating to certification, liability, and damages issues, and the
22 assistance of an experienced mediator in the settlement process, among other factors, support the
23 Court's conclusion that the Settlement is fair, reasonable, and adequate.
24 Preliminary Approval of the Settlement
25 5. On March 10, 2022, the Court granted preliminary approval of the Settlement. At
26 this same time, the Court approved conditional certification of the Class for settlement purposes
27 only.
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FINAL APPROVAL ORDER AND JUDGMENT
Notice to the Class
2 6. In compliance with the Preliminary Approval Order, the Class Notice was mailed
3 by first class mail to members of the Class at their last known addresses on or about April 7, 2022.
4 Mailing of the Class Notice to their last known addresses was the best notice option under the
5 circumstances and was reasonably calculated to communicate actual notice of the litigation and
6 the proposed settlement to the Class. The Class Notice given to the Class Members fully and
7 accurately informed the Class Members of all material elements of the proposed Settlement and of
8 their opportunity to object to or comment thereon or to seek exclusion from the Settlement; was
9 valid, due, and sufficient notice to all Class Members; and complied fully with the laws of the
10 State of California, the United States Constitution, due process and other applicable law. The
II Class Notice fairly and adequately described the Settlement and provided Class Members adequate
12 instructions and a variety of means to obtain additional information.
13 7. The deadline for opting out of the Class or submitting written objections to the
14 Settlement was May 23, 2022. There was an adequate interval between mailing of the Class
15 Notice and the response deadline to permit Class Members to choose what to do and act on their
16 decision. A full opportunity has been afforded to the Class Members to participate in this hearing,
17 and all Class Members and other persons wishing to be heard have been heard. Class Members
18 also have had a full and fair opportunity to exclude themselves from the proposed Settlement and
19 Class. Accordingly, the Court determines that all Class Members who did not timely and properly
20 submit a request for exclusion are bound by the Settlement and this Final Approval Order and
21 Judgment.
22 Fairness Of Settlement \
23 8. The Agreement is entitled to a presumption of fairness. Dunk v. Ford Motor Co.
24 48 Cal.App.4th 1794, 1801 (1996).
25 a. The settlement was reached through arm's-length bargaining between the
26 parties during an all-day mediation before Tripper Ortman, a respected and experienced mediator
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FINAL APPROVAL ORDER AND JUDGMENT
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1 of wage and hour class actions. There has been no collusion between the parties in reaching the
2 proposed settlement.
3 b. Plaintiffs' investigation and discovery haye been sufficient to allow the
4 Court and counsel to act intelligently.
5 c. Counsel for both parties are experienced in similar employment class action
6 litigation. All counsel recommended approval of the Agreement.
7 d. The percentage of objectors and requests for exclusion is small. Two
8 objections were received. No requests for exclusion were received.
9 e. The participation rate was high. Class Members will be mailed a
10 settlement payment, representing % of the overall Class.
11 9. The consideration to be given to the Class Members under the terms of the
12 Agreement is fair, reasonable and adequate considering the strengths and weaknesses of the claims
13 asserted in this action and is fair, reasonable and adequate compensation for the release of Class
14 Members' claims, given the uncertainties and significant risks of the litigation and the delays
15 which would ensue from continued prosecution of the action.
16 10. The Agreement is approved as fair, adequate and reasonable and in the best
17 interests of the Class Members.
18 Attorneys' Fees and Costs
19 11. An award of $ for attorneys' fees and $ for
20 litigation costs and expenses, is reasonable, in light of the contingent nature of Class Counsel's
21 fee, the hours worked by Class Counsel, and the results achieved by Class Counsel. The requested
22 award has been supported by Class Counsel's lodestar and billing statement.
23 Class Representative Service Payments
24 12. The Agreement provides for a Class Representative Service Payment of not more
25 than $10,000 each to the Plaintiffs, subject to the Court's approval. The Courtfindsthat a Class
26 Representative Service Payment in the amount of $ each to the Plaintiffs is reasonable in
27 light of the risks and burdens undertaken by the Plaintiffs in the litigation, for their time and effort
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FINAL APPROVAL ORDER AND JUDGMENT
in bringing and prosecuting this matter on behalf of the Class, and for their execution ofa general
2 release.
3 Settlement Administration Expenses
4 13. The Settlement Administrator shall calculate and administer the payment to be
5 made to the Class Members, transmit payment for attorneys' fees and costs to Class Counsel,
6 transmit the Class Representative Service Payments to the Plaintiffs, distribute the PAGA
7 Payment, issue any required tax reporting forms, calculate withholdings and perform the other
8 remaining duties set forth in the Agreement. The Settlement Administrator has documented
9 $ in fees and expenses, and this amount is reasonable in light of the work performed by
10 the Settlement Administrator.
ll PAGA Payment
12 14. The Agreement provides for a PAGA Payment out of the Gross Settlement
13 Amount of $150,000, which shall be allocated $112,500 to the LWDA as the LWDA's 75% share
14 of the settlement of civil penalties paid pursuant to the PAGA and $37,500 to be distributed to the
15 Aggrieved Employees based on their respective weeks worked during the PAiGA Period. The
16 Aggrieved Employees are all individuals who are or previously were employed by Defendant in
17 California and who were classified as non-exempt employees at any time during the PAGA
18 Period, which is April 5, 2016 through June 8, 2021. The Courtfindsthis PAGA Payment to be
19 reasonable. All Aggrieved Employees will be sent their share of the PAGA Payment and will be
20 subject to the release of the Released PAGA Claims as set forth below, whether or not they opt out
21 of the Settlement.
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23 II.
24 ORDERS
25 Based on the foregoingfindings,and good cause appearing, IT IS HEREBY ORDERED:
26 1'. The certification of the Class for the purposes of settlement is confirmed. The
27 Class is defined as follows:
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FINAL APPROVAL ORDER AND JUDGMENT
All individuals who are or previously were employed by Defendant in Califomia
and who were classified as non-exempt employees at any time during the Class
2 Period and who did not previously opt out of the Class post-Class Certification
(April 5, 2013 through October 8, 2019). .
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4 2. All persons who meet the foregoing definition are members of the Class, except for
5 those individuals who filed a valid request for exclusion ("opt out") from the Class.
6 3. The Agreement is hereby finally approved as fair, reasonable, adequate, and in the
7 best interest of the Class.
8 4. Class Counsel are awarded attorneys' fees in the amount of $ and
9 costs in the amount of $ . Class Counsel shall not seek or obtain any other
10 compensation or reimbursement from Defendant, Plaintiffs or members of the Class.
11 5. The payment of the Class Representative Service Payments in the amount of $
12 each to the Plaintiffs is approved.
13 6. The payment of $ to the Settlement Administrator for their fees and
14 expenses is approved. '
15 7. The PAGA Payment of $150,000 is approved and shall be allocated in accordance
16 with the Agreement.
17 8. The Agreement and this Settlement are not an admission by Defendant or the
18 Released Parties, nor is this Final Approval Order and Judgment afinding,of the validity of any
19 claims in the Action or of any wrongdoing by Defendant or the Released Parties or that this Action
20 is appropriate for class treatment (other than for settlement purposes). Neither this Final Approval
21 Order and Judgment, the Agreement, nor any document referred to herein, nor any action taken to
22 carry out the Agreement is, may be construed as, or may be used as an admission by or against
23 Defendant or the Released Parties of any fault, wrongdoing or liability whatsoever. The entering
24 into or carrying out of the Agreement, and any negotiations or proceedings related thereto, shall
25 not in any event be construed as, or deemed to be evidence of, an admission or concession with
26 regard to the denials or defenses by Defendant. Notwithstanding these restrictions. Defendant
27 may file in the Action or in any other proceeding this Final Approval Order and Judgment, the
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Agreement, or any other papers and records on file in the Action as evidence of the Settlement to
2 support a defense of res judicata, collateral estoppel, release, or other theory of claim or issue
3 preclusion or similar defense as to the Released Class Claims and/or the Released PAGA Claims.
4 9. Notice of entry of this Final Approval Order and Judgment shall be given to all
5 Parties by Class Counsel on behalf of Plaintiffs and all Class Members. The Final Approval Order
6 and Judgment shall be posted on the Settlement Administrator's website as set forth in the Class
7 Notice to the Class. It shall not be necessary to send notice of entry of this Final Approval Order
8 and Judgment to individual Class Members.
9 10. If the Agreement does not become final and effective in accordance with the terms
10 of the Agreement, then this Final Approval Order and Judgment, and all orders entered in
11 connection herewith, shall be rendered null and void and shall be vacated, and the Parties shall
12 revert to their respective positions as of before entering into the Agreement, and expressly reserve
13 their respective rights regarding the prosecution and defense of this Action, including all available
14 defenses and affirmative defenses, and arguments that any claim in the Action could not be
15 certified as a class action and/or managed as a representative action.
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17 IT IS HEREBY ORDERED, ADJUDICATED AND DECREED THAT:
18 1. Except as set forth in the Agreement and this Final Approval Order and Judgment,
19 Plaintiffs, and all members of the Class, shall take nothing in the Action.
20 2. Pursuant to California Code of Civil Procedure section 664.6, the Court shall retain
21 jurisdiction to construe, interpret, implement and enforce the Agreement, to hear and resolve any
22 contested challenge to a claim for settlement benefits, and to supervise and adjudicate any dispute
23 arising from or in connection with the distribution of settlement benefits.
24 3. The Parties are authorized, without further approval from the Court, to agree to and
25 to adopt such amendments, modifications and expansions of the Agreement and all exhibits
26 attached thereto which are consistent with this Final Approval Order and Judgment and do not
27 limit the rights of the Class Members.
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4. Each party shall bear its own attorneys' fees and costs, except as otherwise
2 provided in the Agreement and in this Final Approval Order and Judgment.
3 5. Upon entry of the Judgment, each Class Member who has not validly opted out has
4 released the "Released Class Claims" against the Defendant as set forth in the Agreement. The
5 "Released Class Claims" are all class claims which were pled or could have been pled based on
6 the factual allegations'contained in the operative complaint or any amendments thereto which
7 occurred during the Class Period, and expressly excluding all other claims, including all claims
8 alleged in Carranzav. Health Net of Caiiforma, Inc. (Los Angeles Superior Court, Case No.
9 20STCV14774) {"Carranza Action") and Alvarez v. Health Net of California, Inc. (Sacramento
10 Superior Court, Case No. 34-2020-00289192) {''Alvarez Action"), claims for vested benefits,
11 wrongful termination, unemployment insurance, disability, social security, and workers'
12 compensation, and class claims outside of the Class Period. The Released Class Claims include
13 any claims, demands, lawsuits, administrative actions, arbitrations, and participation to any extent
14 in any pending or future class, collective, or representative actions, or other action of any kind
15 based on the Released Class Claims. The Released Class Claims include known and unknown
16 claims as described in this paragraph.
17 6. Upon entry of the Judgment, Defendant and the Released Parties shall receive a
18 release from the State of California of all PAGA claims which were pled or which could have
19 been pled based on the factual allegations contained in the operative complaint or any amendments
20 thereto and PAGA letters sent by Plaintiffs that occurred during the PAGA Period and excluding
21 all PAGA claims outside of the PAGA Period and all PAGA claims alleged in the Carranza
22 Action and the Alvarez Action ("Released PAGA Claims"). The release of the Released PAGA
23 Claims shall be effective as to all Aggrieved Employees, regardless of whether an Aggrieved
24 Employee submitted a request for an exclusion from the Class post-Class Certification or post-
25 Settlement. The Released PAGA Claims include known and unknown claims as described in this
26 paragraph.
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7. Upon entry of the Judgment, Plaintiffs generally release and discharge the Released
2 Parties from any and all known and unknown claims, transactions or occurrences between them
3 that occurred through the date of the Agreement ("Plaintiffs' Released Claims") as set forth fully
4 in the Agreement.
5 8. Class Members who failed to present disputes or objections in the manner provided
6 in the Court's order granting preliminary approval of the Settlement shall be deemed to have
7 waived any right to dispute their Settlement Share and/or object to or appeal the Settlement,
8 respectively.
9 LET JUDGMENT BE FORTHWITH ENTERED ACCORDINGLY. IT IS SO ORDERED.
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11 Dated:
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HON. JILL H. TALLEY
13 JUDGE, SUPERIOR COURT OF CALIFORNIA
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ORIGINAL 2 3 4 5 6 7 8 CQ 9 10 SUPERIOR COURT OF THE STATE OF CALIFORNIA 11 COUNTY OF SACRAMENTO 12 13 ANDREA SPEARS, an individual, on behalf CASE NO.: 34-2017-00210560-CU-OE-GDS of herself and on behalf of all persons [Consolidated with Case No. 14 similarly situated. 34-2017-00216685] 15 Plaintiff, [PROPOSED] FINAL APPROVAL 16 ORDER AND JUDGMENT HEALTH NET OF CALIFORNIA, INC., a 17 California Corporation; and Does I through 50, inclusive. 18 Hearing Date: Defendants Hearing Time: 19 Judge: 20 Dept.: TOMAS R. ARANA, on behalf of himself, all 21 others similarly situated, Action Filed: April 5,2017 Plaintiff, Trial Date: None Set 22 V. 23 HEALTH NET OF CALIFORNIA, INC., a 24 California corporation; and DOES 1-50, inclusive, 25 Defendant.. 26 7 8 FINAL APPROVAL ORDER AND JUDGMENT I The motion of Plaintiffs Andrea Spears and Tomas Arana ("Plaintiffs") for an order finally 2 approving the Class Action Settlement Agreement ("Agreement") with Defendant Health Net of 3 California, Inc. ("Defendant"), attorneys' fees and costs, service payments, and the expenses of the 4 Settlement Administrator duly came on for hearing on before the Honorable 5 6 7 I. 8 FINDINGS 9 Based on the oral and written argument and evidence presented in connection with the 10 motion, the Court makes the following findings: II 1. All terms used herein shall have the same meaning as defined in the Agreement. 12 2. This Court has jurisdiction over the subject matter of this litigation pending before 13 the Califomia Superior Court for the County of Sacramento, and over all Parties to this litigation, 14 including the Class. 15 3. Based on a review of the papers submitted by Plaintiffs and a review of the 16 applicable law, the Courtfindsthat the Gross Settlement Amount and the terms set forth in the 17 Agreement are fair, reasonable, and adequate. 18 4. The Court furtherfindsthat the Settlement was the result of arm's length 19 negotiations conducted after Class Counsel had adequately investigated the claims and became 20 familiar with the strengths and weaknesses of those claims. In particular, the amount of the 21 Settlement, the significant risks relating to certification, liability, and damages issues, and the 22 assistance of an experienced mediator in the settlement process, among other factors, support the 23 Court's conclusion that the Settlement is fair, reasonable, and adequate. 24 Preliminary Approval of the Settlement 25 5. On March 10, 2022, the Court granted preliminary approval of the Settlement. At 26 this same time, the Court approved conditional certification of the Class for settlement purposes 27 only. 28 FINAL APPROVAL ORDER AND JUDGMENT Notice to the Class 2 6. In compliance with the Preliminary Approval Order, the Class Notice was mailed 3 by first class mail to members of the Class at their last known addresses on or about April 7, 2022. 4 Mailing of the Class Notice to their last known addresses was the best notice option under the 5 circumstances and was reasonably calculated to communicate actual notice of the litigation and 6 the proposed settlement to the Class. The Class Notice given to the Class Members fully and 7 accurately informed the Class Members of all material elements of the proposed Settlement and of 8 their opportunity to object to or comment thereon or to seek exclusion from the Settlement; was 9 valid, due, and sufficient notice to all Class Members; and complied fully with the laws of the 10 State of California, the United States Constitution, due process and other applicable law. The II Class Notice fairly and adequately described the Settlement and provided Class Members adequate 12 instructions and a variety of means to obtain additional information. 13 7. The deadline for opting out of the Class or submitting written objections to the 14 Settlement was May 23, 2022. There was an adequate interval between mailing of the Class 15 Notice and the response deadline to permit Class Members to choose what to do and act on their 16 decision. A full opportunity has been afforded to the Class Members to participate in this hearing, 17 and all Class Members and other persons wishing to be heard have been heard. Class Members 18 also have had a full and fair opportunity to exclude themselves from the proposed Settlement and 19 Class. Accordingly, the Court determines that all Class Members who did not timely and properly 20 submit a request for exclusion are bound by the Settlement and this Final Approval Order and 21 Judgment. 22 Fairness Of Settlement \ 23 8. The Agreement is entitled to a presumption of fairness. Dunk v. Ford Motor Co. 24 48 Cal.App.4th 1794, 1801 (1996). 25 a. The settlement was reached through arm's-length bargaining between the 26 parties during an all-day mediation before Tripper Ortman, a respected and experienced mediator 27 28 FINAL APPROVAL ORDER AND JUDGMENT . 3 1 of wage and hour class actions. There has been no collusion between the parties in reaching the 2 proposed settlement. 3 b. Plaintiffs' investigation and discovery haye been sufficient to allow the 4 Court and counsel to act intelligently. 5 c. Counsel for both parties are experienced in similar employment class action 6 litigation. All counsel recommended approval of the Agreement. 7 d. The percentage of objectors and requests for exclusion is small. Two 8 objections were received. No requests for exclusion were received. 9 e. The participation rate was high. Class Members will be mailed a 10 settlement payment, representing % of the overall Class. 11 9. The consideration to be given to the Class Members under the terms of the 12 Agreement is fair, reasonable and adequate considering the strengths and weaknesses of the claims 13 asserted in this action and is fair, reasonable and adequate compensation for the release of Class 14 Members' claims, given the uncertainties and significant risks of the litigation and the delays 15 which would ensue from continued prosecution of the action. 16 10. The Agreement is approved as fair, adequate and reasonable and in the best 17 interests of the Class Members. 18 Attorneys' Fees and Costs 19 11. An award of $ for attorneys' fees and $ for 20 litigation costs and expenses, is reasonable, in light of the contingent nature of Class Counsel's 21 fee, the hours worked by Class Counsel, and the results achieved by Class Counsel. The requested 22 award has been supported by Class Counsel's lodestar and billing statement. 23 Class Representative Service Payments 24 12. The Agreement provides for a Class Representative Service Payment of not more 25 than $10,000 each to the Plaintiffs, subject to the Court's approval. The Courtfindsthat a Class 26 Representative Service Payment in the amount of $ each to the Plaintiffs is reasonable in 27 light of the risks and burdens undertaken by the Plaintiffs in the litigation, for their time and effort 28 FINAL APPROVAL ORDER AND JUDGMENT in bringing and prosecuting this matter on behalf of the Class, and for their execution ofa general 2 release. 3 Settlement Administration Expenses 4 13. The Settlement Administrator shall calculate and administer the payment to be 5 made to the Class Members, transmit payment for attorneys' fees and costs to Class Counsel, 6 transmit the Class Representative Service Payments to the Plaintiffs, distribute the PAGA 7 Payment, issue any required tax reporting forms, calculate withholdings and perform the other 8 remaining duties set forth in the Agreement. The Settlement Administrator has documented 9 $ in fees and expenses, and this amount is reasonable in light of the work performed by 10 the Settlement Administrator. ll PAGA Payment 12 14. The Agreement provides for a PAGA Payment out of the Gross Settlement 13 Amount of $150,000, which shall be allocated $112,500 to the LWDA as the LWDA's 75% share 14 of the settlement of civil penalties paid pursuant to the PAGA and $37,500 to be distributed to the 15 Aggrieved Employees based on their respective weeks worked during the PAiGA Period. The 16 Aggrieved Employees are all individuals who are or previously were employed by Defendant in 17 California and who were classified as non-exempt employees at any time during the PAGA 18 Period, which is April 5, 2016 through June 8, 2021. The Courtfindsthis PAGA Payment to be 19 reasonable. All Aggrieved Employees will be sent their share of the PAGA Payment and will be 20 subject to the release of the Released PAGA Claims as set forth below, whether or not they opt out 21 of the Settlement. 22 23 II. 24 ORDERS 25 Based on the foregoingfindings,and good cause appearing, IT IS HEREBY ORDERED: 26 1'. The certification of the Class for the purposes of settlement is confirmed. The 27 Class is defined as follows: 28 FINAL APPROVAL ORDER AND JUDGMENT All individuals who are or previously were employed by Defendant in Califomia and who were classified as non-exempt employees at any time during the Class 2 Period and who did not previously opt out of the Class post-Class Certification (April 5, 2013 through October 8, 2019). . 3 4 2. All persons who meet the foregoing definition are members of the Class, except for 5 those individuals who filed a valid request for exclusion ("opt out") from the Class. 6 3. The Agreement is hereby finally approved as fair, reasonable, adequate, and in the 7 best interest of the Class. 8 4. Class Counsel are awarded attorneys' fees in the amount of $ and 9 costs in the amount of $ . Class Counsel shall not seek or obtain any other 10 compensation or reimbursement from Defendant, Plaintiffs or members of the Class. 11 5. The payment of the Class Representative Service Payments in the amount of $ 12 each to the Plaintiffs is approved. 13 6. The payment of $ to the Settlement Administrator for their fees and 14 expenses is approved. ' 15 7. The PAGA Payment of $150,000 is approved and shall be allocated in accordance 16 with the Agreement. 17 8. The Agreement and this Settlement are not an admission by Defendant or the 18 Released Parties, nor is this Final Approval Order and Judgment afinding,of the validity of any 19 claims in the Action or of any wrongdoing by Defendant or the Released Parties or that this Action 20 is appropriate for class treatment (other than for settlement purposes). Neither this Final Approval 21 Order and Judgment, the Agreement, nor any document referred to herein, nor any action taken to 22 carry out the Agreement is, may be construed as, or may be used as an admission by or against 23 Defendant or the Released Parties of any fault, wrongdoing or liability whatsoever. The entering 24 into or carrying out of the Agreement, and any negotiations or proceedings related thereto, shall 25 not in any event be construed as, or deemed to be evidence of, an admission or concession with 26 regard to the denials or defenses by Defendant. Notwithstanding these restrictions. Defendant 27 may file in the Action or in any other proceeding this Final Approval Order and Judgment, the 28 FINAL APPROVAL ORDER AND JUDGMENT Agreement, or any other papers and records on file in the Action as evidence of the Settlement to 2 support a defense of res judicata, collateral estoppel, release, or other theory of claim or issue 3 preclusion or similar defense as to the Released Class Claims and/or the Released PAGA Claims. 4 9. Notice of entry of this Final Approval Order and Judgment shall be given to all 5 Parties by Class Counsel on behalf of Plaintiffs and all Class Members. The Final Approval Order 6 and Judgment shall be posted on the Settlement Administrator's website as set forth in the Class 7 Notice to the Class. It shall not be necessary to send notice of entry of this Final Approval Order 8 and Judgment to individual Class Members. 9 10. If the Agreement does not become final and effective in accordance with the terms 10 of the Agreement, then this Final Approval Order and Judgment, and all orders entered in 11 connection herewith, shall be rendered null and void and shall be vacated, and the Parties shall 12 revert to their respective positions as of before entering into the Agreement, and expressly reserve 13 their respective rights regarding the prosecution and defense of this Action, including all available 14 defenses and affirmative defenses, and arguments that any claim in the Action could not be 15 certified as a class action and/or managed as a representative action. 16 17 IT IS HEREBY ORDERED, ADJUDICATED AND DECREED THAT: 18 1. Except as set forth in the Agreement and this Final Approval Order and Judgment, 19 Plaintiffs, and all members of the Class, shall take nothing in the Action. 20 2. Pursuant to California Code of Civil Procedure section 664.6, the Court shall retain 21 jurisdiction to construe, interpret, implement and enforce the Agreement, to hear and resolve any 22 contested challenge to a claim for settlement benefits, and to supervise and adjudicate any dispute 23 arising from or in connection with the distribution of settlement benefits. 24 3. The Parties are authorized, without further approval from the Court, to agree to and 25 to adopt such amendments, modifications and expansions of the Agreement and all exhibits 26 attached thereto which are consistent with this Final Approval Order and Judgment and do not 27 limit the rights of the Class Members. 28 FINAL APPROVAL ORDER AND JUDGMENT 4. Each party shall bear its own attorneys' fees and costs, except as otherwise 2 provided in the Agreement and in this Final Approval Order and Judgment. 3 5. Upon entry of the Judgment, each Class Member who has not validly opted out has 4 released the "Released Class Claims" against the Defendant as set forth in the Agreement. The 5 "Released Class Claims" are all class claims which were pled or could have been pled based on 6 the factual allegations'contained in the operative complaint or any amendments thereto which 7 occurred during the Class Period, and expressly excluding all other claims, including all claims 8 alleged in Carranzav. Health Net of Caiiforma, Inc. (Los Angeles Superior Court, Case No. 9 20STCV14774) {"Carranza Action") and Alvarez v. Health Net of California, Inc. (Sacramento 10 Superior Court, Case No. 34-2020-00289192) {''Alvarez Action"), claims for vested benefits, 11 wrongful termination, unemployment insurance, disability, social security, and workers' 12 compensation, and class claims outside of the Class Period. The Released Class Claims include 13 any claims, demands, lawsuits, administrative actions, arbitrations, and participation to any extent 14 in any pending or future class, collective, or representative actions, or other action of any kind 15 based on the Released Class Claims. The Released Class Claims include known and unknown 16 claims as described in this paragraph. 17 6. Upon entry of the Judgment, Defendant and the Released Parties shall receive a 18 release from the State of California of all PAGA claims which were pled or which could have 19 been pled based on the factual allegations contained in the operative complaint or any amendments 20 thereto and PAGA letters sent by Plaintiffs that occurred during the PAGA Period and excluding 21 all PAGA claims outside of the PAGA Period and all PAGA claims alleged in the Carranza 22 Action and the Alvarez Action ("Released PAGA Claims"). The release of the Released PAGA 23 Claims shall be effective as to all Aggrieved Employees, regardless of whether an Aggrieved 24 Employee submitted a request for an exclusion from the Class post-Class Certification or post- 25 Settlement. The Released PAGA Claims include known and unknown claims as described in this 26 paragraph. 27 28 FINAL APPROVAL ORDER AND JUDGMENT 7. Upon entry of the Judgment, Plaintiffs generally release and discharge the Released 2 Parties from any and all known and unknown claims, transactions or occurrences between them 3 that occurred through the date of the Agreement ("Plaintiffs' Released Claims") as set forth fully 4 in the Agreement. 5 8. Class Members who failed to present disputes or objections in the manner provided 6 in the Court's order granting preliminary approval of the Settlement shall be deemed to have 7 waived any right to dispute their Settlement Share and/or object to or appeal the Settlement, 8 respectively. 9 LET JUDGMENT BE FORTHWITH ENTERED ACCORDINGLY. IT IS SO ORDERED. 10 11 Dated: 12 HON. JILL H. TALLEY 13 JUDGE, SUPERIOR COURT OF CALIFORNIA 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 FINAL APPROVAL ORDER AND JUDGMENT