Contract analysis

1. I am a partner at the law firm of Calderwood & Harkness LLP, located at 777 South Flower Street, Suite 4200, Los Angeles, California 90017. I am an active member of the State Bar of California, Bar Number 224578, and have been admitted to practice law in the State of California since 2005. I serve as the responsible partner and counsel of record for Defendant Aurelius Media Americas Inc. ("AMA") in the above-capti

2. Calderwood & Harkness LLP was retained by AMA to represent it in this action effective November 1, 2022, under our internal matter reference C&H Matter No. 1017-00004. AMA is a corporation organized and existing under the laws of the State of Delaware and is qualified to transact business in the State of California. AMA maintains its principal office at 8500 Sunset Boulevard, Suite 1400, West Hollywood, California

3. The procedural history of this litigation is as follows. On November 1, 2022, named Plaintiff Marisol Fuentes filed a putative class action complaint in this Court, assigned Case No. 22STCV38214, alleging systematic wage-and-hour violations on behalf of a putative class of approximately 1,850 current and former non-exempt, hourly employees of AMA who worked in the State of California. On November 18, 2022, a relat

4. The parties conducted extensive discovery over the course of approximately seven (7) months prior to the mediation sessions that culminated in the settlement now before the Court for preliminary approval. The breadth and depth of the discovery in this matter were substantial and provided both sides with a thorough factual record upon which to evaluate the strengths and weaknesses of their respective positions, ass

5. Both sides retained and disclosed expert witnesses in connection with the class certification proceedings and in anticipation of trial. The expert discovery in this matter was extensive and provided both parties — as well as the mediator and the Court — with competing, rigorous analyses of the potential class damages exposure and the manageability of classwide adjudication. Plaintiffs retained and disclosed Dr. Ho

6. The class certification proceedings in this action were fully briefed and contested. On April 14, 2023, Plaintiffs filed their Motion for Class Certification, seeking certification of a class of all current and former non-exempt, hourly employees of AMA who worked in the State of California during the proposed class period, on all claims asserted in the Consolidated Complaint. On June 16, 2023, AMA filed its Oppos

7. The Settlement Agreement now before the Court for preliminary approval was reached after extensive, arm's-length negotiations, culminating in two full-day mediation sessions before the Honorable Patricia Okoro (Ret.). Judge Okoro is a retired Judge of the Los Angeles County Superior Court with over twenty-five (25) years of distinguished service on the bench. She is affiliated with Westpark Dispute Resolution Inc.

8. The Gross Settlement Amount ("GSA") of the proposed Settlement Agreement is Fourteen Million Seven Hundred Fifty Thousand Dollars ($14,750,000.00). The GSA is non-reversionary, meaning that no portion of the fund will revert to AMA; any unclaimed funds will be distributed pro rata to participating class members or, if the amounts are de minimis, to a cy pres recipient to be approved by the Court. The GSA of $14,75

9. The GSA of $14,750,000 is allocated as follows, subject in all respects to the approval of this Court: All of the foregoing amounts, including the attorneys' fees, litigation costs, service awards, administration costs, and PAGA allocation, are subject to the Court's review and approval at the final approval hearing. Based on the estimated class size of approximately 1,850 individuals, the estimated average indivi

10. The Settlement Agreement allocates Seven Hundred Fifty Thousand Dollars ($750,000.00) from the GSA for the resolution of the PAGA representative claims. In accordance with California Labor Code section 2699(i), seventy-five percent (75%) of the PAGA allocation, or $562,500.00, will be paid to the Labor and Workforce Development Agency. The remaining twenty-five percent (25%), or $187,500.00, will be distributed t

11. The Settlement Agreement provides for a broad release of all class and PAGA claims arising from the operative facts alleged in the Consolidated Complaint. The release encompasses all certified and non-certified wage-and-hour claims, including but not limited to claims for meal period violations, rest period violations, off-the-clock and overtime violations, minimum wage violations, wage statement violations under

12. The parties have selected Meridian Settlement Services LLC as the claims administrator for the proposed settlement. Meridian's principal contact for this engagement is Angela Truong, and Meridian's offices are located at 1600 East Fourth Street, Suite 240, Santa Ana, California 92701. Meridian has extensive experience in the administration of employment class action settlements in California courts and has been a

13. Under the terms of the Settlement Agreement, class members will have sixty (60) days from the date of mailing of the class notice to either opt out of the settlement or submit written objections to the proposed settlement. The opt-out procedure requires that a class member submit a signed, written request for exclusion to the claims administrator postmarked no later than the last day of the sixty-day opt-out peri

14. Based on my eighteen (18) years of experience in the defense of employment class actions in California, and my direct involvement in every phase of this litigation from its inception, it is my professional opinion that the Settlement Agreement represents a fair, reasonable, and adequate resolution of the claims at issue. I do not make this statement lightly, nor do I offer it as a formulaic recitation. Rather, th

15. AMA maintains an employment practices liability ("EPL") insurance policy with Pemberton Mutual Assurance Co. (Policy No. PMA-EPL-2022-00837). The EPL policy provides coverage for employment-related claims, including wage-and-hour class actions, subject to a self-insured retention of Five Million Dollars ($5,000,000.00) and an aggregate coverage limit of Fifteen Million Dollars ($15,000,000.00). AMA tendered its d

16. AMA respectfully proposes the following timeline for the remaining proceedings in connection with the proposed settlement: The foregoing timeline is subject to adjustment by the Court and is presented as a proposed schedule for the orderly administration of the settlement.

17. Based on all of the foregoing, I respectfully submit that the proposed class action settlement is fair, adequate, and reasonable, and that it was the product of arm's-length, informed negotiations conducted by experienced counsel on both sides, facilitated by an experienced and well-regarded mediator. The settlement provides substantial monetary relief to the approximately 1,850 members of the certified class, re