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1 TIMOTHY J. LONG (STATE BAR NO. 137591) FILED/ENDORSED
tjlong@orrick.com
2 ORRICk, HERRINGTON & SUTCLIFFE LLP AUG -9 2017
400 Capitol Mall
3 Suite 3000
Sacramento, CA 95814-4497 By: R. San Miouel
Deputy Clerk
4 Telephone: +1 916 447 9200
Facsimile: +1 916 329 4900
5
STEPHANIE GAIL LEE (STATE BAR NO. 285379)
6 stephanie.lee@orrick.com
ORRICK, HERRINGTON & SUTCLIFFE LLP
7 777 South Figueroa Street, Suite 3200
Los Angeles, Califomia 90017
8 Telephone: (213)629-2020
Facsimile: (213)612-2499
9
Attorneys for Defendant
10 HEALTH NET OF CALIFORNIA, INC.
II
12
SUPERIOR COURT OF THE STATE OF CALIFORNIA
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COUNTY OF SACRAMENTO
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15
ANDREA SPEARS, an individual, on behalf of Case No. 34-2017-00210560
16 herself and on behalf of all persons similarly
situated, ASSIGNED FOR ALL PURPOSES TO
17 JUDGE ALAN G. PERKINS, DEPT 35
Plaintiff,
18 DEFENDANT HEALTH NET OF
CALIFORNIA, INC.'S ANSWER TO
19 PLAINTIFF'S FIRST AMENDED
HEALTH NET OF CALIFORNIA, INC., a COMPLAINT
20 Califomia Corporation; and Does 1 through 50,
inclusive, Complaint Filed: April 5,2017
21 FAC Filed: June 29,2017
Defendants.
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DEFENDANT IIHAU11 NET Ot" CALIFORNIA. INC.'S ANSWER TO i'LAlN tlFF'S FIRST AMENDED COMPLAINT
OtlSUSA:767l908l6
1 Defendant Health Net of Califomia, Inc. ("Defendant") hereby answers the unverified
2 Firsl Amended Complaint ("Complaint") filed by Plaintiff Andrea Spears ("Plaintiff) as follows:
3 GENERAL DENIAL
4 Pursuant to Code of Civil Procedure section 431.30(d), Defendani generally denies each
5 and every material allegation of the Complaint andfiirtherdenies that Plaintiff, the proposed class
6 or any allegedly aggrieved employee(s) have been damaged in the manner or amount alleged, or
7 in any manner or amount.
8 DEFENSES
9 I. As a separate defense to the Complaint and to each cause of action therein,
10 Defendant alleges that the Complaint, and each purported cause of action therein, fails to state a
11 claim upon which relief may be granted.
12 2. As a separate defense to the Complaint and lo each cause of action therein, no
13 conduct by or attributable to Defendant was the cause in fact or legal cause of the damages, if
14 any, suffered by PlaintifT, the purported class and any allegedly aggrieved employee(s).
15 3. As a separate defense to the Complaint and to each cause of action therein,
16 Defendant alleges that, lo the exlent Plaintiff, the purported class and any allegedly aggrieved
17 employee(s) released, relinquished and/or waived any right to any of the claims upon which they
18 now seek relief, those claims are barred.
19 4. As a separate defense to the Complaint and cach cause of action therein, the claims
20 of Plaintiff, the purported class and any allegedly aggrieved employee(s) are limited to the extent
21 that they are barred by the applicable statute of limitations, including but not limited to Code of
22 Civil Procedure sections 338 and 340(a), and Business and Professions Code section 17208.
23 5. As a separate defense to the Complaint and to each cause of action therein,
24 Defendant alleges that the claims of Plaintiff, purported class members and/or allegedly aggrieved
25 employee(s) are barred, in whole or in part, by the doctrine of res judicata and/or collaleral
26 estoppel.
27 6. As a separate defense to the Complaint and each cause of action therein,
28 Defendant alleges that, to the extent Plaintiff, thc purported class and any allegedly aggrieved
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DEFENDANT HEALTI1 NET OF CALIFORNIA. INC'S ANSWER TO PLAINTIFF'S FIRST AMENDED COMPLAINT
OllSUSA:767l908l6
1 employee(s) unreasonably delayed in bringing this action to the prejudice of Defendant, the
2 Complaint and each cause of action therein is barred by the doctrine of laches.
3 7. As a separate defense to the Complaint and the first cause of action, Defendant is
4 not unjustly enriched.
5 8. As a separate defense to the Complaint and the first cause of action, Plaintiffs and
6 the purported class' recovery is barred in whole or in part by their own unclean hands and by the
7 doctrine of in pari delicto.
8 9. As a separate defense to the Complaint and the fourth cause of action, Defendant
9 contends that if Defendant failed to pay Plaintiff and/or purported class members any amounts
10 due, which Defendant denies, such failure to pay was not willful within the meaning of section
11 203 of the Labor Code. Any nonpayment of wages alleged in the Complaint was not willful
12 and/or there is a good-faith dispute as to whether Plaintiff and/or purported class members were
13 owed any wages. As such, waiting time penalties cannot be ordered as any alleged violation of
14 the wage payment statutes was not willful and/or there was a good-faith dispute as lo whether any
15 wages were owed.
16 10. As a separate defense to the Complaint and each cause of action therein, to the
17 extent Defendant is not afforded the opportunity to present individualized defenses to Plaintiffs,
18 the purported class' and any allegedly aggrieved employee(s) claims and alleged damages,
19 adjudication of Plaintiffs claims on a class-wide and representative basis violates Defendant's
20 right to due process and a jury trial and is barred by the Rules Enabling Act.
21 11. As a separate defense to the Complaint and each cause of action therein,
22 Defendant alleges that recovery in this action by Plaintiff, the purported class and any allegedly
23 aggrieved employee(s) is barred in whole or in part by their failure to exercise reasonable care
24 and diligence to mitigate any alleged harm suffered by them.
25 12. As a separate defense to the Complaint and to each cause of action therein, the
26 Complaint fails to allege facts sufficient to justify injunctive or other equitable relief
27 13. As a separate defense lo the Complaint and to each cause of action for relief
28 therein, Plaintiff lacks standing to assert the legalrightsor interests of others.
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DEFCNDANr MEALTIINET OFCALfFORritA. IHC'S ANSWER TO PLAINT^^ FIRST AMENDED COMPLAINT
OIISUSA;7671908I6
1 14. As a separate defense to the Complaint and each cause of aclion therein. Plaintiff
2 cannot satisfy the requirements for a class and/or representative action.
3 15. As a separate defense to the Complaint and to first, second, third and fourth causes
4 of action, the alleged damages to Plaintiff and the purported class are barred to the extent that
5 they are de minimis.
6 16. As a separate defense to the Complaint and as to each cause of action therein,
7 Defendant did not employ Plaintiffor the purported class members.
8 17. As a separate defense to the Complaint and thefifthcause of action, the Court
9 lacks subject matter jurisdiction to the extent that Plaintiff failed to exhaust administrative
10 remedies under the Private Attomeys General Act ("PAGA").
11 18. As a separate defense to the Complaint and thefifthcause of action, Defendant
12 asserts that, to the extent the claims of the Plaintiff and the allegedly aggrieved employee(s) she
13 purports to represent seek to recover civil penalties that are disproportionate to the actual harm
14 suffered, if any, including but not limited to civil penalties under Labor Code sections 2699 et
15 seq., an award of civil penalties under the circumstances of this case would constitute an
16 excessive fine and olherwise would be in violation of Defendant's due process and other righls
17 under the United States and Califomia Constitutions.
18 19. As a separate defense to the Complaint and thefifthcause of action. Plaintiff, on
19 her own behalf and/or on behalf of any allegedly aggrieved employee(s) as defined in the
20 Complaint, is not entitled to recover any civil penalties because under the circumstances of this
21 case, any such recovery would be unjust, arbitrary and oppressive, or confiscatory.
22 20. As a separate defense to the Complaint and thefifilhcause of action, Plaintiff and
23 the allegedly aggrieved employee(s) she purports to represent are not entitled to seek penalties
24 beyond the "initial violation" as described in Labor Code section 2699(0(2).
25 21. Asa separate defense to the Complaint and thefifUicause of action, Plainliff is not
26 an "aggrieved employee" as described in Labor Code section 2699(c) and therefore cannot be a
27 representative of the claims of allegedly aggrieved employee(s).
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DEFENDANT HEALTH NET OF CALIFORNIA. INC.'S ANSWER TO PLAINTIFF'S FIRST AMENDI:D COMPLAtNT
OIISUSA.767190816
1 22. As a separate defense lo the Complaint and thefifthcause of action, the claims in
2 the Complaint are barred to the extent that they seek to recover penalties on behalf of individuals
3 who are not "aggrieved employee(s)" as described in Labor Code section 2699(c).
4 23. As a separate defense to the Complaint and thefifthcause of action, Plaintiff is not
5 a proper PAGA representative to seek relief on behalf of allegedly aggrieved employcc(s).
6 Furthermore, Plaintiffs alleged claims are not representative of tlie claims fbr violation of the
7 Labor Code of other present and former employees of Defendant or allegedly aggrieved
8 employee(s).
9 24. As a separate defense to the Complaint and the fifth cause of action, the claims
to alleged in the Complaint may not be maintained as a PAGA representative action because the
11 claims are unmanageable and impracticable and require individual assessments that are improper
12 for a PAGA representative action.
13 25. Defendani has insufficient knowledge or information on which to form a belief as
14 to whether it has any additional, as yet unstated, defenses available. Defendant reserves the right
15 lo assert additional defenses in the event discovery indicates il would be appropriate.
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DEFENpANT IfEAL n i N ANSWER TO 1»LA1NT1FF'S FIRST AMENDED COMPLAINT
01ISUSA:767I90816
1 PRAYER FOR RELIEF
2 Defendant prays that the Court grant the following relief
3 1. That the Complaint be dismissed with prejudice and that Plaintiff takes nothing
4 thereby;
5 2. That the purported class not be certified;
6 3. That judgment be entered in favor of Defendant on all claims;
7 4. That Defendant be awarded its attorneys' fees and costs of suit; and
8 5. For such other and further relief as this Court may deem proper.
9
^0 Dated: August 9, 2017 ORRICK. HERRINGTON & SUTCLIFFE LLP
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>2 Bv:
J3 ~~ ' STEPHANIE G A I L I B E - -
Attomeys for Defendant
14 HEALTH NET OF CALIFORNIA, INC.
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DEFt^NtMNT IttlALTtt NET OF CAt.lFORNIA. INC, 'S ANSWI;R TO I^LAINTIFF'S FIRST AMENDED COMPLAIN P
OnSUSA:767l908l6
1 PROOF OF SERVICE BY MAIL
2 I am more lhan eighteen years old and not a party to this action. My business
3 address is Orrick, Herrington & Sutcliffe LLP, 777 South Figueroa Street, Suite 3200, Los
4 Angeles, CA 90017-5855. On August 9,2017,1 served the following document(s):
5 DEFENDANT HEALTH NET OF CALIFORNIA, INC.'S
ANSWER TO PLAINTIFF'S FIRST AMENDED
6 COMPLAINT
/.
7 on the interested parties in this action by placing true and correct copies thereof in sealed
8 envelope(s) addressed as follows:
^ Norman B. Blumenthal
. Blumenthal, Nordrehaug & Bhowroik
2255 Calle Clara
11 La Jolla, CA 92037
Phone: (858)551-1223
12 Fax: (858)551-1232
13
14 I am employed in the county from which the mailing occurred. On the date
15 indicated above, I placed the sealed envelope(s) for collection and mailing at thisfirm'soffice
16 business address indicated above. I am readily familiar with thisfirm'spractice for the collection
17 and processing of correspondence for mailing with the United States Postal Service. Under that
18 practice, thefirm'scorrespondence would be deposited with the United States Postal Service on
19 this same date with postage thereon fiilly prepaid in the ordinary course of business.
20 I declare under penalty of perjury under the laws of the State of Califomia lhat the
21 above is true and correct.
22 Executed on August 9, 2017, at Los Angeles, Califomia.
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Q1ISUSA:767()975I0.1 _
PROOFOF SERVICE BY MAIL
i ^ c O t; I V c;
•CfVli DROP BOX
201] AUG-9 PHa^SI
S - ^CR A ,y 15 hi TO C 0 Lf N T y
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1 TIMOTHY J. LONG (STATE BAR NO. 137591) FILED/ENDORSED tjlong@orrick.com 2 ORRICk, HERRINGTON & SUTCLIFFE LLP AUG -9 2017 400 Capitol Mall 3 Suite 3000 Sacramento, CA 95814-4497 By: R. San Miouel Deputy Clerk 4 Telephone: +1 916 447 9200 Facsimile: +1 916 329 4900 5 STEPHANIE GAIL LEE (STATE BAR NO. 285379) 6 stephanie.lee@orrick.com ORRICK, HERRINGTON & SUTCLIFFE LLP 7 777 South Figueroa Street, Suite 3200 Los Angeles, Califomia 90017 8 Telephone: (213)629-2020 Facsimile: (213)612-2499 9 Attorneys for Defendant 10 HEALTH NET OF CALIFORNIA, INC. II 12 SUPERIOR COURT OF THE STATE OF CALIFORNIA 13 COUNTY OF SACRAMENTO 14 15 ANDREA SPEARS, an individual, on behalf of Case No. 34-2017-00210560 16 herself and on behalf of all persons similarly situated, ASSIGNED FOR ALL PURPOSES TO 17 JUDGE ALAN G. PERKINS, DEPT 35 Plaintiff, 18 DEFENDANT HEALTH NET OF CALIFORNIA, INC.'S ANSWER TO 19 PLAINTIFF'S FIRST AMENDED HEALTH NET OF CALIFORNIA, INC., a COMPLAINT 20 Califomia Corporation; and Does 1 through 50, inclusive, Complaint Filed: April 5,2017 21 FAC Filed: June 29,2017 Defendants. 22 23 24 25 26 27 28 DEFENDANT IIHAU11 NET Ot" CALIFORNIA. INC.'S ANSWER TO i'LAlN tlFF'S FIRST AMENDED COMPLAINT OtlSUSA:767l908l6 1 Defendant Health Net of Califomia, Inc. ("Defendant") hereby answers the unverified 2 Firsl Amended Complaint ("Complaint") filed by Plaintiff Andrea Spears ("Plaintiff) as follows: 3 GENERAL DENIAL 4 Pursuant to Code of Civil Procedure section 431.30(d), Defendani generally denies each 5 and every material allegation of the Complaint andfiirtherdenies that Plaintiff, the proposed class 6 or any allegedly aggrieved employee(s) have been damaged in the manner or amount alleged, or 7 in any manner or amount. 8 DEFENSES 9 I. As a separate defense to the Complaint and to each cause of action therein, 10 Defendant alleges that the Complaint, and each purported cause of action therein, fails to state a 11 claim upon which relief may be granted. 12 2. As a separate defense to the Complaint and lo each cause of action therein, no 13 conduct by or attributable to Defendant was the cause in fact or legal cause of the damages, if 14 any, suffered by PlaintifT, the purported class and any allegedly aggrieved employee(s). 15 3. As a separate defense to the Complaint and to each cause of action therein, 16 Defendant alleges that, lo the exlent Plaintiff, the purported class and any allegedly aggrieved 17 employee(s) released, relinquished and/or waived any right to any of the claims upon which they 18 now seek relief, those claims are barred. 19 4. As a separate defense to the Complaint and cach cause of action therein, the claims 20 of Plaintiff, the purported class and any allegedly aggrieved employee(s) are limited to the extent 21 that they are barred by the applicable statute of limitations, including but not limited to Code of 22 Civil Procedure sections 338 and 340(a), and Business and Professions Code section 17208. 23 5. As a separate defense to the Complaint and to each cause of action therein, 24 Defendant alleges that the claims of Plaintiff, purported class members and/or allegedly aggrieved 25 employee(s) are barred, in whole or in part, by the doctrine of res judicata and/or collaleral 26 estoppel. 27 6. As a separate defense to the Complaint and each cause of action therein, 28 Defendant alleges that, to the extent Plaintiff, thc purported class and any allegedly aggrieved -1- ^ - ^ DEFENDANT HEALTI1 NET OF CALIFORNIA. INC'S ANSWER TO PLAINTIFF'S FIRST AMENDED COMPLAINT OllSUSA:767l908l6 1 employee(s) unreasonably delayed in bringing this action to the prejudice of Defendant, the 2 Complaint and each cause of action therein is barred by the doctrine of laches. 3 7. As a separate defense to the Complaint and the first cause of action, Defendant is 4 not unjustly enriched. 5 8. As a separate defense to the Complaint and the first cause of action, Plaintiffs and 6 the purported class' recovery is barred in whole or in part by their own unclean hands and by the 7 doctrine of in pari delicto. 8 9. As a separate defense to the Complaint and the fourth cause of action, Defendant 9 contends that if Defendant failed to pay Plaintiff and/or purported class members any amounts 10 due, which Defendant denies, such failure to pay was not willful within the meaning of section 11 203 of the Labor Code. Any nonpayment of wages alleged in the Complaint was not willful 12 and/or there is a good-faith dispute as to whether Plaintiff and/or purported class members were 13 owed any wages. As such, waiting time penalties cannot be ordered as any alleged violation of 14 the wage payment statutes was not willful and/or there was a good-faith dispute as lo whether any 15 wages were owed. 16 10. As a separate defense to the Complaint and each cause of action therein, to the 17 extent Defendant is not afforded the opportunity to present individualized defenses to Plaintiffs, 18 the purported class' and any allegedly aggrieved employee(s) claims and alleged damages, 19 adjudication of Plaintiffs claims on a class-wide and representative basis violates Defendant's 20 right to due process and a jury trial and is barred by the Rules Enabling Act. 21 11. As a separate defense to the Complaint and each cause of action therein, 22 Defendant alleges that recovery in this action by Plaintiff, the purported class and any allegedly 23 aggrieved employee(s) is barred in whole or in part by their failure to exercise reasonable care 24 and diligence to mitigate any alleged harm suffered by them. 25 12. As a separate defense to the Complaint and to each cause of action therein, the 26 Complaint fails to allege facts sufficient to justify injunctive or other equitable relief 27 13. As a separate defense lo the Complaint and to each cause of action for relief 28 therein, Plaintiff lacks standing to assert the legalrightsor interests of others. -2- DEFCNDANr MEALTIINET OFCALfFORritA. IHC'S ANSWER TO PLAINT^^ FIRST AMENDED COMPLAINT OIISUSA;7671908I6 1 14. As a separate defense to the Complaint and each cause of aclion therein. Plaintiff 2 cannot satisfy the requirements for a class and/or representative action. 3 15. As a separate defense to the Complaint and to first, second, third and fourth causes 4 of action, the alleged damages to Plaintiff and the purported class are barred to the extent that 5 they are de minimis. 6 16. As a separate defense to the Complaint and as to each cause of action therein, 7 Defendant did not employ Plaintiffor the purported class members. 8 17. As a separate defense to the Complaint and thefifthcause of action, the Court 9 lacks subject matter jurisdiction to the extent that Plaintiff failed to exhaust administrative 10 remedies under the Private Attomeys General Act ("PAGA"). 11 18. As a separate defense to the Complaint and thefifthcause of action, Defendant 12 asserts that, to the extent the claims of the Plaintiff and the allegedly aggrieved employee(s) she 13 purports to represent seek to recover civil penalties that are disproportionate to the actual harm 14 suffered, if any, including but not limited to civil penalties under Labor Code sections 2699 et 15 seq., an award of civil penalties under the circumstances of this case would constitute an 16 excessive fine and olherwise would be in violation of Defendant's due process and other righls 17 under the United States and Califomia Constitutions. 18 19. As a separate defense to the Complaint and thefifthcause of action. Plaintiff, on 19 her own behalf and/or on behalf of any allegedly aggrieved employee(s) as defined in the 20 Complaint, is not entitled to recover any civil penalties because under the circumstances of this 21 case, any such recovery would be unjust, arbitrary and oppressive, or confiscatory. 22 20. As a separate defense to the Complaint and thefifilhcause of action, Plaintiff and 23 the allegedly aggrieved employee(s) she purports to represent are not entitled to seek penalties 24 beyond the "initial violation" as described in Labor Code section 2699(0(2). 25 21. Asa separate defense to the Complaint and thefifUicause of action, Plainliff is not 26 an "aggrieved employee" as described in Labor Code section 2699(c) and therefore cannot be a 27 representative of the claims of allegedly aggrieved employee(s). 28 -3- DEFENDANT HEALTH NET OF CALIFORNIA. INC.'S ANSWER TO PLAINTIFF'S FIRST AMENDI:D COMPLAtNT OIISUSA.767190816 1 22. As a separate defense lo the Complaint and thefifthcause of action, the claims in 2 the Complaint are barred to the extent that they seek to recover penalties on behalf of individuals 3 who are not "aggrieved employee(s)" as described in Labor Code section 2699(c). 4 23. As a separate defense to the Complaint and thefifthcause of action, Plaintiff is not 5 a proper PAGA representative to seek relief on behalf of allegedly aggrieved employcc(s). 6 Furthermore, Plaintiffs alleged claims are not representative of tlie claims fbr violation of the 7 Labor Code of other present and former employees of Defendant or allegedly aggrieved 8 employee(s). 9 24. As a separate defense to the Complaint and the fifth cause of action, the claims to alleged in the Complaint may not be maintained as a PAGA representative action because the 11 claims are unmanageable and impracticable and require individual assessments that are improper 12 for a PAGA representative action. 13 25. Defendani has insufficient knowledge or information on which to form a belief as 14 to whether it has any additional, as yet unstated, defenses available. Defendant reserves the right 15 lo assert additional defenses in the event discovery indicates il would be appropriate. 16 17 18 19 20 21 22 23 24 25 26 27 /// 28 /// -4- DEFENpANT IfEAL n i N ANSWER TO 1»LA1NT1FF'S FIRST AMENDED COMPLAINT 01ISUSA:767I90816 1 PRAYER FOR RELIEF 2 Defendant prays that the Court grant the following relief 3 1. That the Complaint be dismissed with prejudice and that Plaintiff takes nothing 4 thereby; 5 2. That the purported class not be certified; 6 3. That judgment be entered in favor of Defendant on all claims; 7 4. That Defendant be awarded its attorneys' fees and costs of suit; and 8 5. For such other and further relief as this Court may deem proper. 9 ^0 Dated: August 9, 2017 ORRICK. HERRINGTON & SUTCLIFFE LLP 11 >2 Bv: J3 ~~ ' STEPHANIE G A I L I B E - - Attomeys for Defendant 14 HEALTH NET OF CALIFORNIA, INC. 15 16 17 18 19 20 21 22 23 24 25 26 27 28 -5- • • DEFt^NtMNT IttlALTtt NET OF CAt.lFORNIA. INC, 'S ANSWI;R TO I^LAINTIFF'S FIRST AMENDED COMPLAIN P OnSUSA:767l908l6 1 PROOF OF SERVICE BY MAIL 2 I am more lhan eighteen years old and not a party to this action. My business 3 address is Orrick, Herrington & Sutcliffe LLP, 777 South Figueroa Street, Suite 3200, Los 4 Angeles, CA 90017-5855. On August 9,2017,1 served the following document(s): 5 DEFENDANT HEALTH NET OF CALIFORNIA, INC.'S ANSWER TO PLAINTIFF'S FIRST AMENDED 6 COMPLAINT /. 7 on the interested parties in this action by placing true and correct copies thereof in sealed 8 envelope(s) addressed as follows: ^ Norman B. Blumenthal . Blumenthal, Nordrehaug & Bhowroik 2255 Calle Clara 11 La Jolla, CA 92037 Phone: (858)551-1223 12 Fax: (858)551-1232 13 14 I am employed in the county from which the mailing occurred. On the date 15 indicated above, I placed the sealed envelope(s) for collection and mailing at thisfirm'soffice 16 business address indicated above. I am readily familiar with thisfirm'spractice for the collection 17 and processing of correspondence for mailing with the United States Postal Service. Under that 18 practice, thefirm'scorrespondence would be deposited with the United States Postal Service on 19 this same date with postage thereon fiilly prepaid in the ordinary course of business. 20 I declare under penalty of perjury under the laws of the State of Califomia lhat the 21 above is true and correct. 22 Executed on August 9, 2017, at Los Angeles, Califomia. 23 24 25 26 27 28 Q1ISUSA:767()975I0.1 _ PROOFOF SERVICE BY MAIL i ^ c O t; I V c; •CfVli DROP BOX 201] AUG-9 PHa^SI S - ^CR A ,y 15 hi TO C 0 Lf N T y