Contract analysis

I. PURPOSE AND CONTEXT This memorandum sets forth our recommended defense strategy for opposing class certification in Fuentes v. Aurelius Media Americas Inc. ("AMA"), Lead Case No. 22STCV38214 (Consolidated), currently pending before the Honorable Raymond Escobedo in Department 34 of the Los Angeles County Superior Court. Based on counsel's communications during the March 7, 2023 informal discovery conference and su

II. LEGAL FRAMEWORK — CALIFORNIA CLASS CERTIFICATION REQUIREMENTS Class certification in California is governed by Code of Civil Procedure § 382 and California Rules of Court, Rule 3.764. Under this framework, the party seeking certification bears the burden of establishing that the proposed class action is proper. The trial court must examine the evidence and arguments presented by both sides and make an informed ju

1. Ascertainability The class must be defined with sufficient precision such that its members can be identified without unreasonable effort or the need for individualized fact-finding. The class definition must be based on objective characteristics and common transactional facts, rather than subjective criteria or state of mind. While the ascertainability requirement is not typically the most heavily contested elemen

2. Community of Interest The community of interest requirement encompasses three sub-elements, each of which must be satisfied: a. Predominance of Common Questions. Common questions of law or fact must predominate over questions affecting only individual class members. This is the most critical and most heavily litigated element of the certification analysis in wage-and-hour cases. It requires the court to evaluate w

3. Superiority The class action mechanism must be superior to other available methods for the fair and efficient adjudication of the controversy. This element requires the court to weigh the benefits of class-wide resolution against the costs and complexities, including manageability concerns. Where individualized issues predominate to such a degree that the class action would devolve into a series of individual mini

III. DEFENSE ARGUMENTS A. Predominance — Individual Issues Predominate (Strongest Argument) The predominance element represents our strongest line of attack on Plaintiffs' certification motion. The core thesis of our opposition is straightforward: AMA operates 14 distinct show units across 7 California production facilities, each with materially different scheduling practices, supervisory structures, operational prof

1. Operational Variation Across Facilities and Show Units AMA operates out of the following seven California production facilities, each serving a different functional role within the company's operations: 1. 8500 Sunset Blvd., Suite 1400, West Hollywood, CA 90069 — Corporate headquarters and primary post-production facility. This location houses executive offices, human resources, legal, finance, and multiple post-p

2. Meal Period Claims — Auto-Deduction Is Not a Uniform Policy of Denying Breaks We anticipate that the auto-deduction system will be the centerpiece of Plaintiffs' certification motion. The TimeTrack Pro system — provided and maintained by NovaPay Solutions Inc. — is configured to automatically deduct a 30-minute meal period for any shift of 6 hours or more. Plaintiffs will almost certainly argue that this auto-dedu

3. Attestation Feature Split — Facility-Level Variation The facility-level variation in the operation of the TimeTrack Pro system further undermines Plaintiffs' claim of uniformity. The TimeTrack Pro platform includes a "Missed Meal Attestation" feature that allows employees to electronically report that they missed, were late to, or were interrupted during a meal period. If an employee submits a missed meal attestat

4. Rest Period Claims — Inherently Individualized Plaintiffs' rest period claims present an even clearer case for denial of certification than the meal period claims. Unlike meal periods, rest periods are not tracked in the TimeTrack Pro system. This is consistent with standard industry practice — because rest periods are paid time, there is no need to clock in and out for them, and employers in the motion picture in

5. Off-the-Clock Claims — Employee-by-Employee Analysis Required Plaintiffs allege that AMA required employees to perform unpaid "off-the-clock" work, including pre-shift setup tasks (allegedly 30–45 minutes before the recorded start of the shift) and post-shift wrap activities (allegedly 15–30 minutes after the recorded end of the shift). Because this work is, by definition, unrecorded in the TimeTrack Pro system, t

6. Wage Statement and Derivative Claims Plaintiffs' claims under California Labor Code § 226 (inaccurate wage statements) and California Labor Code §§ 201–203 (waiting time penalties) are entirely derivative of the underlying meal period, rest period, overtime, and off-the-clock claims. The wage statement claims allege that AMA's pay stubs were inaccurate because they failed to reflect unpaid meal period premiums, ov

7. Expert Support — Dr. Rajesh Makhija We have retained Dr. Rajesh Makhija of Workforce Dynamics Consulting LLC (444 Castro Street, Suite 800, Mountain View, CA 94041) as our expert on commonality and typicality issues. Dr. Makhija is an industrial/organizational psychologist with over twenty years of experience in workforce analytics, and he has provided expert testimony in numerous employment class actions in Calif

8. Counter to Plaintiffs' Anticipated Common-Question Argument We expect Plaintiffs to argue that the auto-deduction system constitutes a "uniform policy" that can be evaluated on a class-wide basis, relying on Brinker's holding that where an employer maintains a uniform policy or practice that affects all class members in the same way, the propriety of that policy presents a common question suitable for class resolu

IV. ANTICIPATED OUTCOME AND PROBABILITY ASSESSMENT Based on our analysis of the legal framework, the factual record, and the tendencies of the Los Angeles Superior Court in employment class actions, we assess the likely outcomes as follows: 35% probability of defeating certification entirely. We assign a 35% probability to the outcome in which the Court agrees with our overarching argument that even the auto-deductio

V. STRATEGIC RECOMMENDATIONS AND ACTION ITEMS A. Opposition Preparation Our opposition to Plaintiffs' class certification motion should be structured around the following priorities:

1. Lead with the individualized inquiry argument. The predominance analysis should be the centerpiece of the opposition, supported by Dr. Makhija's expert analysis demonstrating statistically significant variation in work schedules, break practices, and supervisory approaches across AMA's facilities and show units. The opposition should open with a detailed factual narrative — supported by declarations and exhibits —

2. Attack Plaintiffs' expert. Dr. Rennick's report, expected on April 28, 2023, will likely be the linchpin of Plaintiffs' certification motion. Our opposition should challenge Dr. Rennick's methodology on the grounds that it relies on the facially implausible assumption that every auto-deducted meal period was "missed" — an assumption that ignores the substantial proportion of employees who took compliant breaks tha

3. Present facility-by-facility and show-by-show evidence of variation through supporting declarations from the following AMA witnesses: • Lorraine Okafor, Senior Vice President, Human Resources — Ms. Okafor can testify to AMA's meal and rest period policies, the history and implementation of the Missed Meal Attestation feature (including the reasons it was not activated at all facilities), the company's complaint in

4. Challenge typicality and adequacy of the named plaintiffs based on their varying experiences across different divisions, facilities, and roles, and based on the intra-class conflicts identified in Section III.C above.

5. Argue for at least partial denial of certification. Even if the Court is inclined to certify some portion of the claims, our opposition should make a persuasive case for excluding the rest period, off-the-clock, wage statement, and derivative claims from class treatment. These claims lack the common evidentiary platform that the auto-deduction arguably provides for the meal period claims, and they should not be sw

VI. CONCLUSION Our strongest argument against class certification is the predominance/individualized inquiry argument, bolstered by the structural variation across AMA's 14 show units and 7 California production facilities. The auto-deduction system — while providing Plaintiffs with a superficially appealing common question — is a timekeeping method, not a substantive policy of denying meal breaks. Whether each emplo

1. Finalize expert coordination with Dr. Makhija (commonality/typicality) and Dr. Lindstrom (damages rebuttal), including scheduling the working session with Dr. Makhija during the week of April 17.

2. Begin preparing operational declarations from Lorraine Okafor (SVP, Human Resources), Celine Arroyo (Director of Production Operations), and Karen Fong (Payroll Manager). Initial witness meetings should be scheduled for the week of April 3.

3. Review Plaintiffs' class certification motion upon filing (expected April 14) and circulate an internal assessment memorandum within 72 hours.

4. Review and assess Plaintiffs' expert report (Dr. Rennick, expected April 28), including evaluation of Sargon challenge viability, within one week of receipt.

5. Prepare detailed opposition briefing according to the schedule outlined in Section V.E above.

6. Coordinate with Pemberton Mutual Assurance Co. regarding carrier participation in any potential settlement above the $5 million SIR. I am available to discuss this memorandum and the recommended strategy at your convenience. Please let me know if you would like to schedule a call with the full trial team before Plaintiffs' filing deadline. Devon Archer Senior Associate Calderwood & Harkness LLP Employment Litigati