Contract analysis

I. PURPOSE AND OVERVIEW OF THIS MEMORANDUM This memorandum provides a preliminary framework and comprehensive argument outline for the opposition brief to be filed in response to Plaintiff Gloria Reyes's anticipated motion for class certification, which we expect Plaintiff's counsel to file in the first quarter of 2026. The opposition will be filed in the Superior Court of California, County of San Bernardino, before

II. SUMMARY OF PLAINTIFF'S ANTICIPATED CLASS CERTIFICATION THEORY A. Proposed Class Definition (As Pled in Complaint) Plaintiff's Complaint, filed on or about August 4, 2025, defines the proposed class as follows: "All current and former non-exempt hourly employees of Vantage Mobility Systems Corp. who worked at the Fontana Plant at any time from August 4, 2021 through the date of trial." Based on our preliminary rev

III. LEGAL STANDARD FOR CLASS CERTIFICATION IN CALIFORNIA A. Cal. Code Civ. Proc. § 382 California Code of Civil Procedure section 382 authorizes class actions "when the question is one of a common or general interest, of many persons, or when the parties are numerous, and it is impracticable to bring them all before the court." The party seeking certification bears the burden of establishing: (1) the existence of an

IV. CORE ARGUMENTS AGAINST CLASS CERTIFICATION A. Argument 1: Individualized Inquiries Predominate — Variations by Production Line, Shift, and Supervisor The fundamental deficiency in Plaintiff's class certification theory is that it assumes a uniformity of experience among Vantage's non-exempt hourly workforce that simply does not exist. The Fontana Plant is a complex manufacturing operation with significant operati

1. Production Line Variability The Fontana Plant operates six distinct production lines: Body Line A, Body Line B, Trim Line A, Trim Line B, Paint, and Final Assembly/Quality Control. Each of these production lines has fundamentally different workflow characteristics, cycle times, staffing levels, and supervisor oversight structures. The differences are not marginal; they are structural and pervasive, and they bear d

2. Shift Variability The Fontana Plant operates two production shifts: • First Shift: 5:00 AM to 1:30 PM, with a 30-minute unpaid meal period scheduled at approximately 9:00 AM. • Second Shift: 2:00 PM to 10:30 PM, with a 30-minute unpaid meal period scheduled at approximately 6:00 PM. These two shifts have different staffing levels, different supervisory assignments, and different production demands. First-shift emp

3. Supervisor Practices Approximately 120 exempt salaried and management employees at the Fontana Plant oversee the non-exempt hourly workforce. These supervisors are distributed across the six production lines and two shifts, and they exercise varying degrees of flexibility and discretion in scheduling and authorizing employee breaks. The evidence will show that different supervisors adopted different approaches to

1. Atypicality. Reyes's claims are not typical of the claims of the proposed class as a whole. As noted above, Reyes worked on a single production line — Trim Line B — out of the six production lines at the Fontana Plant. She worked on a single shift — the second shift — out of the two shifts. Her employment spanned from March 12, 2021 through January 19, 2025, meaning she was employed during the period when the Apex

2. Unique Defenses Applicable to Reyes In addition to the typicality concerns described above, Reyes is subject to unique defenses that could become the focus of the litigation and distract from the class-wide issues, further undermining her adequacy as a class representative. First, we should investigate during discovery whether Reyes signed a voluntary meal period waiver at any point during her employment. Under La

1. Pre-discontinuation Period (August 4, 2021 – March 15, 2024) During the pre-discontinuation period, the automatic 30-minute meal period deduction in ApexTime 6.2 was in effect. Every non-exempt hourly employee at the Fontana Plant was subject to the same auto-deduction. We acknowledge that the auto-deduction is the strongest element of Plaintiff's case, as it could be characterized as a uniform, facially noncompli

2. Post-discontinuation Period (March 15, 2024 – Present) Effective March 15, 2024, following an internal HR audit conducted by Sandra Olsen, VP of Human Resources, which culminated in a February 8, 2024 internal audit memo identifying the auto-deduction as a compliance risk, Vantage implemented a comprehensive corrective action. Marcus Gutierrez, Fontana Plant Manager, issued a corrective action memo dated March 10,

3. Remedial Measures as Evidence of Good Faith Vantage's voluntary and proactive discontinuation of the auto-deduction further undermines Plaintiff's class certification theory. The corrective action demonstrates Vantage's good-faith commitment to complying with California's meal-and-rest-break requirements under Labor Code section 512 and applicable IWC Wage Orders. The company identified the compliance risk through

1. Expert Retention The defense has retained Dr. Kenneth Proulx, Ph.D., a specialist in statistics and econometrics, of Veltrano Analytics LLC, located at 155 South Lake Avenue, Suite 800, Pasadena, CA 91101, as the defense's testifying statistical expert. Dr. Proulx holds a Ph.D. in Economics with a concentration in Econometrics from the University of Chicago and has extensive experience in analyzing large-scale emp

2. Expected Findings Our preliminary review of available time records, conducted in conjunction with Dr. Proulx's initial assessment, indicates that a significant percentage of employees at the Fontana Plant consistently clocked out for and back in from meal periods throughout the class period. This preliminary observation suggests that many employees regularly took their full 30-minute meal breaks, and that the auto

3. Rebuttal of Dr. Anita Bhargava's Expected Damages Model We anticipate that Plaintiff's expert, Dr. Anita Bhargava of Lakeshore Economic Consulting Group in Berkeley, California, will submit a declaration in support of the certification motion presenting an aggregate damages model and a proposed class-wide methodology. Based on our experience with Dr. Bhargava's work in other cases and the violation rates assumed i

1. Scale and Heterogeneity The proposed class encompasses approximately 3,550 members — approximately 1,450 current employees and approximately 2,100 former employees — spread across a four-year class period, six production lines, two shifts, and varying overtime and surge schedules. The heterogeneity of this proposed class is striking. Class members include employees who worked on entirely different production lines

2. Trial Plan Deficiencies Under *Duran* Under Duran v. U.S. Bank National Assn. (2014) 59 Cal.4th 1, the trial court must evaluate, at the certification stage, whether a manageable trial plan exists. The Duran Court emphasized that due process requires that the defendant have the opportunity to present individualized defenses and that the trial plan not rely on statistical sampling or extrapolation to establish liab

3. Superiority of Individual Claims / PAGA We note that Plaintiff's PAGA claims under Labor Code section 2698 et seq. are representative by statute and are not subject to the class certification requirements of Code of Civil Procedure section 382. The PAGA claims will proceed regardless of whether the class is certified. This means that Plaintiff already has a viable vehicle for obtaining relief on behalf of herself

V. AFFIRMATIVE DEFENSES RELEVANT TO CLASS CERTIFICATION The following affirmative defenses are relevant to the class certification analysis, either because they support the predominance argument (by introducing additional individualized inquiries) or because they bear on the merits in ways that affect the certification calculus. A. Good-Faith Compliance / Written Policy Defense The Employee Handbook for the Fontana P

VI. KEY DISCOVERY TO DEVELOP BEFORE BRIEFING The following discovery items must be completed or substantially advanced before the opposition brief is finalized. We have organized these items by category and have identified responsible team members and approximate timelines where possible. A. Time Record Data from ApexTime 6.2 The single most important dataset for the opposition is the complete time-punch record from

VII. EXPERT RETENTION AND DATA ANALYSIS TIMELINE A. Dr. Kenneth Proulx — Veltrano Analytics LLC As noted above, Dr. Kenneth Proulx of Veltrano Analytics LLC has been retained as the defense's testifying statistical expert. The engagement letter has been executed and the scope of his engagement includes: (1) statistical analysis of the ApexTime 6.2 time-punch data for all approximately 3,550 putative class members acr