1017-00004 · Entities. Aurelius Global Media Group · Discovery/Class Action

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SUPERIOR COURT OF THE STATE OF CALIFORNIA

COUNTY OF LOS ANGELES — CENTRAL DISTRICT

MARISOL FUENTES, DEREK HALLORAN, and YESENIA PADILLA, individually and on behalf of all others similarly situated,

Plaintiffs,

AURELIUS MEDIA AMERICAS INC., a Delaware corporation; and DOES 1 through 50, inclusive,

Defendants.

Lead Case No. 22STCV38214 (Consolidated with Case No. 22STCV39501)

Assigned for All Purposes to the Honorable Raymond Escobedo, Department 34

DEFENDANT AURELIUS MEDIA AMERICAS INC.'S RESPONSES TO PLAINTIFFS' FIRST SET OF FORM INTERROGATORIES

PRELIMINARY STATEMENT

Defendant Aurelius Media Americas Inc. ("AMA"), a Delaware corporation qualified to do business in the State of California, with its principal office located at 8500 Sunset Boulevard, Suite 1400, West Hollywood, California 90069, hereby responds to Plaintiffs' First Set of Form Interrogatories (the "Interrogatories"), propounded pursuant to California Code of Civil Procedure Sections 2030.010 et seq. and Judicial Council Form Interrogatories — Employment Law (DISC-001).

AMA is represented in this action by Calderwood & Harkness LLP, through its attorneys Renata Vasquez (State Bar No. 224578) and Devon Archer (State Bar No. 301462), 777 South Flower Street, Suite 4200, Los Angeles, California 90017; telephone (213) 555-7200; facsimile (213) 555-7201.

The responses set forth herein are based upon information reasonably available to AMA at this time after a diligent search and reasonable inquiry. AMA's investigation into the facts and circumstances giving rise to this action is ongoing, and discovery in this matter is continuing. AMA has not yet completed its review of all potentially relevant documents, data, and information, nor has it had the opportunity to depose all relevant witnesses. Accordingly, AMA reserves the right to supplement, amend, or correct any and all of the responses contained herein as additional information becomes available through continued investigation, discovery, expert analysis, or otherwise.

No response contained herein shall be deemed to constitute a waiver of any objection, privilege, or defense available to AMA, whether or not such objection, privilege, or defense is expressly stated in connection with a particular response. Furthermore, by responding to any interrogatory, AMA does not concede the relevance, materiality, or admissibility of either the interrogatory or the information provided in response thereto. AMA's provision of information in response to any interrogatory shall not be deemed an admission that such information is relevant to, or constitutes evidence of, any fact at issue in this action.

GENERAL OBJECTIONS

AMA asserts the following General Objections, each of which is incorporated by reference into every specific response below as though fully set forth therein. The assertion of a General Objection with respect to a particular interrogatory does not indicate that any other General Objection or specific objection is inapplicable to that interrogatory, nor does the failure to assert any specific objection in response to a particular interrogatory constitute a waiver of that or any other objection.

1. AMA objects to each interrogatory to the extent that it seeks information or documents protected from disclosure by the attorney-client privilege and/or the attorney work product doctrine, as codified in California Evidence Code Sections 950–962 and California Code of Civil Procedure Section 2018.010 et seq., respectively. Any inadvertent disclosure of privileged or protected information shall not be deemed a waiver of any applicable privilege or protection, and AMA expressly reserves all rights under California Evidence Code Section 912 and the clawback provisions of the Stipulated Protective Order entered in this action on February 15, 2023.

2. AMA objects to each interrogatory to the extent that it is overbroad, unduly burdensome, oppressive, or not proportional to the needs of this case, considering the importance of the issues at stake, the amount in controversy, the parties' relative access to relevant information, the parties' resources, the importance of the discovery in resolving the issues, and whether the burden or expense of the proposed discovery outweighs its likely benefit.

3. AMA objects to each interrogatory to the extent that it calls for a legal conclusion or requires AMA to make a legal characterization of facts rather than to provide factual information.

4. AMA objects to each interrogatory to the extent that it seeks information equally available to the propounding party through the propounding party's own records, files, publicly available sources, or through other less burdensome means of discovery.

5. AMA objects to each interrogatory to the extent that any accompanying definition or instruction purports to impose obligations upon AMA beyond those required by the California Code of Civil Procedure, the California Rules of Court, or applicable case law.

6. AMA's responses herein are made without waiving the right to assert additional objections, claims, or defenses at any time, including but not limited to those set forth in AMA's Answer and Affirmative Defenses filed in this action on February 17, 2023. AMA specifically reserves all rights under its Answer and each of the Affirmative Defenses asserted therein, including but not limited to its defenses regarding lack of class certification, individual variation, statute of limitations, good faith compliance, and safe harbor.

7. The Stipulated Protective Order entered by the Court on February 15, 2023, governs the treatment and use of confidential business information, proprietary data, trade secrets, and other sensitive information disclosed in connection with these responses. To the extent any response herein contains or references information designated as "CONFIDENTIAL" or "HIGHLY CONFIDENTIAL — ATTORNEYS' EYES ONLY" under the Protective Order, such designations apply in full, and the information shall be used solely for purposes of this litigation and in accordance with the terms of the Protective Order.

Subject to the foregoing Preliminary Statement and General Objections, AMA responds to each interrogatory as follows:

RESPONSES TO FORM INTERROGATORIES

FORM INTERROGATORY NO. 1.1

State the name, address, and telephone number of each PERSON answering these interrogatories on behalf of the responding party. Identify the entity for which you are answering.

RESPONSE TO FORM INTERROGATORY NO. 1.1:

The responding party is Aurelius Media Americas Inc. ("AMA"), a corporation organized and existing under the laws of the State of Delaware (Delaware Division of Corporations File No. 5284731), qualified to transact business in the State of California. AMA's principal place of business is located at 8500 Sunset Boulevard, Suite 1400, West Hollywood, California 90069; telephone (323) 555-4800.

AMA's designated agent for service of process in California is Pacific Statutory Agents Inc., located at 2901 W. Alameda Avenue, Suite 200, Burbank, California 91505; telephone (818) 555-3100.

AMA is a wholly owned subsidiary of Aurelius Global Media Group PLC, a public limited company organized under the laws of England and Wales (Companies House Registration No. 08412667), headquartered at 34 Kingsway, London WC2B 6EX, United Kingdom. Aurelius Global Media Group PLC is listed on the London Stock Exchange under the ticker symbol LSE: AGMG.

These interrogatory responses are provided on behalf of AMA by its officers, directors, and employees with relevant knowledge, in coordination with its counsel of record, Calderwood & Harkness LLP.

FORM INTERROGATORY NO. 2.1

State the name, address, and telephone number of each agent for service of process for the responding party. If the responding party is a corporation, identify each officer or agent designated for service of process.

RESPONSE TO FORM INTERROGATORY NO. 2.1:

AMA identifies the following agents authorized to accept service of process on its behalf:

1. California Registered Agent for Service of Process:

Pacific Statutory Agents Inc. 2901 W. Alameda Avenue, Suite 200 Burbank, California 91505 Telephone: (818) 555-3100

2. Officer Authorized to Accept Service:

Gregory Tanaka Vice President, Legal & Compliance Aurelius Media Americas Inc. 8500 Sunset Boulevard, Suite 1400 West Hollywood, California 90069 Telephone: (323) 555-4812

FORM INTERROGATORY NO. 4.1

Is there a policy of insurance through which you were insured at the time of the INCIDENT, or through which you are currently insured, that may provide coverage for the damages, claims, or actions that are alleged in the pleading that is the subject of this lawsuit? If so, for each policy state: (a) the name and address of the insurance company; (b) the policy number; (c) the name, address, and telephone number of each named insured; (d) the policy limits; and (e) whether any reservation of rights has been made by the insurance company.

RESPONSE TO FORM INTERROGATORY NO. 4.1:

AMA identifies the following insurance policies that may provide coverage for all or part of the claims asserted in the operative complaint in this action:

1. Employment Practices Liability Insurance Policy

Carrier: Pemberton Mutual Assurance Co. Address: 3400 Asylum Avenue, Hartford, Connecticut 06105 Policy Number: PMA-EPL-2022-00837 Policy Period: July 1, 2022 through June 30, 2023 Named Insured: Aurelius Media Americas Inc. and its subsidiaries and affiliated entities Self-Insured Retention: $5,000,000 per claim and in the aggregate Aggregate Policy Limit: $15,000,000 Status of Coverage: AMA tendered the claims in this action to Pemberton Mutual Assurance Co. on November 8, 2022. The carrier acknowledged coverage and agreed to provide a defense by letter dated December 22, 2022, subject to a reservation of rights. The reservation of rights pertains to, among other things, the potential inapplicability of coverage for penalties asserted under the California Private Attorneys General Act of 2004 ("PAGA"), Labor Code Section 2698 et seq., and for damages or penalties arising from alleged willful or intentional violations of the California Labor Code, which may fall outside the scope of insurable loss under the policy terms and applicable law.

2. Directors' and Officers' Liability Insurance Policy (Primary Layer)

Carrier: Redcliffe Specialty Insurance Ltd. Address (U.S. Branch Office): One Liberty Plaza, Suite 4600, New York, New York 10006 Policy Number: RSI-DO-2022-04419 Policy Period: July 1, 2022 through June 30, 2023 Named Insured: Aurelius Media Americas Inc. and its directors and officers Primary Limit: $10,000,000 per claim and in the aggregate Status of Coverage: AMA provided notice of a potential claim to Redcliffe Specialty Insurance Ltd. on November 8, 2022. The applicability of the Directors' and Officers' Liability policy to the claims asserted in this action has not been formally determined by the carrier. The tender was made on a precautionary basis to preserve AMA's rights under the policy. AMA is not aware of any formal reservation of rights issued by Redcliffe in connection with this action to date.

3. Directors' and Officers' Liability Insurance Policy (Excess Layer)

Carrier: Ashford Re Ltd. Address: Ashford Re Tower, 141 Front Street, Hamilton HM 19, Bermuda Policy Number: ARL-EX-2022-01102 Policy Period: July 1, 2022 through June 30, 2023 Named Insured: Aurelius Media Americas Inc. and its directors and officers Excess Limit: $25,000,000 in excess of the $10,000,000 Redcliffe Specialty Insurance Ltd. primary layer Status of Coverage: Notice of the potential claim was provided to Ashford Re Ltd. in conjunction with the notice provided to Redcliffe Specialty Insurance Ltd. on November 8, 2022. The applicability of the excess layer to this action has not been determined.

AMA's insurance program for the policies identified above is brokered by Kestrel Risk Advisors Ltd., One Broadgate, London EC2M 2QS, United Kingdom; Contact: Samuel Okonkwo, Managing Director; telephone +44 (0) 20 7946 0800.

AMA reserves the right to supplement this response to the extent additional policies are identified that may provide coverage for all or part of the claims asserted in this action, including policies from prior policy periods that may be implicated by the retroactive class period allegations.

FORM INTERROGATORY NO. 12.1

State the name, ADDRESS, and telephone number of each individual (a) who witnessed the INCIDENT or the events giving rise to the INCIDENT; (b) who has knowledge of the INCIDENT; (c) whom YOU OR ANYONE ACTING ON YOUR BEHALF claim has knowledge about the subject matter of this action; or (d) who YOU OR ANYONE ACTING ON YOUR BEHALF may call as a witness at trial.

RESPONSE TO FORM INTERROGATORY NO. 12.1:

Subject to and without waiving the General Objections stated above, and subject to AMA's objection that this interrogatory is overbroad to the extent it purports to require identification of every individual with any knowledge relevant to any aspect of a putative class action encompassing approximately 1,850 current and former non-exempt, hourly employees across seven California facilities and fourteen show units over a multi-year class period, AMA responds as follows:

AMA identifies the following persons believed to have knowledge of facts relevant to the subject matter of this action:

1. Lorraine Okafor

Senior Vice President, Human Resources Aurelius Media Americas Inc. 8500 Sunset Boulevard, Suite 1400 West Hollywood, California 90069 Telephone: (323) 555-4820

Ms. Okafor has knowledge regarding, among other things: AMA's meal and rest break policies, both as written and as implemented; the development, revision, and distribution of the AMA Employee Handbook (including the March 2021 revision); HR training materials and compliance programs related to wage-and-hour obligations; the implementation and configuration of the TimeTrack Pro electronic timekeeping system; AMA's procedures for receiving and responding to employee complaints regarding wages, hours, and breaks; the Missed Meal Attestation feature activation history across AMA's seven California facilities; the personnel files, employment records, and disciplinary histories of the three named Plaintiffs; AMA's hiring, onboarding, and termination procedures for non-exempt employees; and communications with senior management regarding workforce compliance matters.

2. Gregory Tanaka

Vice President, Legal & Compliance Aurelius Media Americas Inc. 8500 Sunset Boulevard, Suite 1400 West Hollywood, California 90069 Telephone: (323) 555-4812

Mr. Tanaka has knowledge regarding, among other things: AMA's compliance policies and procedures; the AMA Acceptable Use and Confidentiality Policy (revised March 2021); the implementation and scope of the litigation hold issued in connection with this action; the insurance tenders described in AMA's response to Form Interrogatory No. 4.1; the data loss prevention audit conducted by AMA's IT department in the fourth quarter of 2022; overall legal oversight of AMA's employment practices and policies; and AMA's corporate governance structure as it relates to workforce compliance. Certain of Mr. Tanaka's knowledge may be protected by the attorney-client privilege and/or work product doctrine, and AMA does not waive any such privilege by identifying Mr. Tanaka as a person with relevant knowledge.

3. Jonathan Mercer

President Aurelius Media Americas Inc. 8500 Sunset Boulevard, Suite 1400 West Hollywood, California 90069 Telephone: (323) 555-4801

Mr. Mercer has knowledge regarding, among other things: AMA's corporate structure, business operations, and strategic direction; senior management decisions regarding workforce policies, staffing levels, and production budgets; restructuring initiatives undertaken during the class period, including the consolidation of certain show units in 2021; and the termination of Gavin Aldrich, a former Vice President of AMA, which is the subject of a related matter, Aldrich v. Aurelius Media Americas Inc., Case No. 22STCV41087 (Los Angeles Superior Court).

4. Celine Arroyo

Director of Production Operations Aurelius Media Americas Inc. 8500 Sunset Boulevard, Suite 1400 West Hollywood, California 90069 Telephone: (323) 555-4845

Ms. Arroyo has knowledge regarding, among other things: production scheduling practices across AMA's seven California production facilities and fourteen distinct show units; staffing levels and supervisor-to-employee ratios at each facility and show unit; the preparation, distribution, and content of call sheets and daily production logs; pre-shift and post-shift work practices, including the extent to which non-exempt employees performed work-related tasks before clocking in or after clocking out; and the significant variation in production schedules, workflows, and operational demands across AMA's different show unit types, including studio-based production, field-based production, live events production, post-production, and digital content creation. Ms. Arroyo's testimony is expected to be relevant to AMA's contention that individualized inquiries predominate over common questions in this putative class action.

5. Dwayne Prescott

Vice President of Unscripted Programming Aurelius Media Americas Inc. 4024 Penmark Strategy Partners Avenue Studio City, California 91604 Telephone: (818) 555-6300

Mr. Prescott has knowledge regarding, among other things: the operations, structure, and management of AMA's Unscripted Programming Division; show unit management practices within the Unscripted Division; the supervisory structure and chain of command for production-support employees, including Production Coordinators, Production Assistants, and similar non-exempt hourly positions within the Unscripted Division; and the day-to-day working conditions, including meal and rest break practices, at AMA's Studio City facility (Facility 2) and other facilities at which Unscripted Division personnel were assigned.

6. Karen Fong

Payroll Manager Aurelius Media Americas Inc. 8500 Sunset Boulevard, Suite 1400 West Hollywood, California 90069 Telephone: (323) 555-4833

Ms. Fong has knowledge regarding, among other things: AMA's payroll processing procedures and systems; the configuration and day-to-day operation of the TimeTrack Pro electronic timekeeping system; the automatic 30-minute meal period deduction settings applied to shifts of six hours or more; the technical functionality, user interface, and employee-facing operation of the Missed Meal Attestation feature within TimeTrack Pro; the activation and deactivation logs for the Missed Meal Attestation feature by facility and date; AMA's procedures for calculating and paying meal period premiums and rest period premiums; overtime calculation methodologies; wage statement content and formatting; and the payroll data and records maintained by AMA and NovaPay Solutions Inc. for the class period (November 1, 2018 through the present).

7. Marcus Yee

Director of Client Data Services NovaPay Solutions Inc. 2200 Powell Street, Suite 600 Emeryville, California 94608 Telephone: (510) 555-2200

Mr. Yee is a third-party witness employed by NovaPay Solutions Inc., AMA's payroll processor and electronic timekeeping system provider since January 1, 2019. Mr. Yee has knowledge regarding, among other things: the design, architecture, configuration, and customization of the TimeTrack Pro timekeeping system as implemented for AMA; NovaPay's role as AMA's payroll processor and the scope of services provided under the NovaPay/AMA Master Services Agreement; the technical specifications and data structures of the auto-deduction feature and the Missed Meal Attestation feature within TimeTrack Pro; client-specific configuration settings applied to AMA's instance of TimeTrack Pro; data extraction capabilities and methodologies for producing payroll and timekeeping data in connection with litigation; and the data integrity and audit controls built into the TimeTrack Pro system.

8. Marisol Fuentes (Named Plaintiff)

Former Production Coordinator, Unscripted Programming Division Last Known Address: 4227 Los Feliz Boulevard, Apt. 6, Los Angeles, California 90027

Ms. Fuentes is a named Plaintiff in this action. Her period of employment with AMA was March 14, 2019 through August 5, 2022. She was assigned to AMA's Studio City facility (Facility 2) for the duration of her employment. Ms. Fuentes has knowledge regarding her individual employment experience at AMA, including her meal and rest break practices, timekeeping practices, alleged off-the-clock work, interactions with supervisors regarding breaks and scheduling, and the factual basis for her individual claims in this action.

9. Derek Halloran (Named Plaintiff)

Former Post-Production Assistant, Digital Content Division Last Known Address: 1518 N. Cahuenga Boulevard, Unit 3B, Hollywood, California 90028

Mr. Halloran is a named Plaintiff in this action. His period of employment with AMA was June 1, 2020 through November 30, 2022. He was assigned to AMA's Hollywood facility (Facility 5) for the duration of his employment. Mr. Halloran has knowledge regarding his individual employment experience at AMA, including his meal and rest break practices, timekeeping practices, alleged off-the-clock work, interactions with supervisors regarding breaks and scheduling, and the factual basis for his individual claims in this action.

10. Yesenia Padilla (Named Plaintiff)

Former Segment Coordinator, Live Events Division Last Known Address: 972 S. Figueroa Street, Apt. 1012, Los Angeles, California 90015

Ms. Padilla is a named Plaintiff in this action. Her period of employment with AMA was January 10, 2018 through May 17, 2022. She was assigned to AMA's Burbank facility (Facility 4) for the duration of her employment. Ms. Padilla has knowledge regarding her individual employment experience at AMA, including her meal and rest break practices, timekeeping practices, alleged off-the-clock work, interactions with supervisors regarding breaks and scheduling, and the factual basis for her individual claims in this action.

11. Individual Supervisors (Unit Production Managers and Line Producers)

AMA identifies the Unit Production Managers ("UPMs") and Line Producers for each of AMA's fourteen show units operating during the class period (November 1, 2018 through the present) as persons with knowledge regarding production scheduling, meal and rest break implementation, supervisory discretion and decision-making at their respective show units, and the day-to-day working conditions of non-exempt, hourly employees under their supervision. These individuals exercised significant operational authority over the scheduling and management of production-support employees within their respective show units, and their practices varied based on the specific demands, formats, and production schedules of each show unit.

AMA is in the process of compiling a comprehensive list of all UPMs and Line Producers who held these positions across the fourteen show units during the class period. Names and contact information for these individuals will be provided by supplemental response upon completion of the identification process. Certain of these individuals have already been identified in documents produced in AMA's document production to date, including organizational charts, call sheets, and staffing records.

AMA reserves the right to supplement this response as additional persons with knowledge are identified through ongoing discovery, investigation, and the deposition process.

FORM INTERROGATORY NO. 12.2

Have YOU OR ANYONE ACTING ON YOUR BEHALF interviewed any individual concerning the INCIDENT? If so, for each individual state: (a) the name, address, and telephone number of the individual interviewed; (b) the date of the interview; and (c) the name, address, and telephone number of the person who conducted the interview.

RESPONSE TO FORM INTERROGATORY NO. 12.2:

Objection. AMA objects to this interrogatory on the grounds that it is designed for personal injury or specific-incident cases involving a discrete occurrence, and is not well-suited to, and does not translate meaningfully to, a putative class action alleging systemic employment practices affecting approximately 1,850 current and former non-exempt, hourly employees across seven California facilities and fourteen show units over a multi-year class period. The complaint in this action does not allege a single identifiable "INCIDENT" but rather a course of conduct involving allegedly unlawful wage-and-hour policies and practices. AMA further objects to this interrogatory to the extent it seeks information protected by the attorney-client privilege and/or attorney work product doctrine, including communications between AMA personnel and counsel at Calderwood & Harkness LLP conducted in anticipation of or in connection with this litigation.

Subject to and without waiving these objections, AMA responds as follows:

The persons identified in AMA's response to Form Interrogatory No. 12.1 have knowledge relevant to the alleged wage-and-hour policies and practices at issue in this action. AMA further responds that because the operative complaint alleges systemic policies and practices affecting approximately 1,850 current and former non-exempt, hourly employees across seven California production facilities (West Hollywood, Studio City, Sherman Oaks, Burbank, Hollywood, Santa Monica, and El Segundo) and fourteen distinct show units over a class period beginning November 1, 2018, the "witnesses" to the alleged practices encompass substantially all non-exempt employees who worked for AMA during the class period, their direct supervisors, and the HR and payroll personnel responsible for implementing and administering AMA's timekeeping, meal and rest break, and compensation policies during that period. It is neither feasible nor proportional to the needs of this case to identify each such individual in a single interrogatory response.

FORM INTERROGATORY NO. 12.3

Has any PERSON made any oral or written statement about the INCIDENT? If so, for each PERSON who made such a statement, state: (a) the name, address, and telephone number of the PERSON making the statement; (b) the date and place the statement was made; (c) the name, address, and telephone number of each PERSON who was present when the statement was made; and (d) whether the statement was written, recorded, or transcribed.

RESPONSE TO FORM INTERROGATORY NO. 12.3:

Objection. AMA objects to this interrogatory on the grounds that it is vague, ambiguous, and overbroad, particularly in the context of a putative class action alleging systemic employment practices over a multi-year period, where virtually any communication by any AMA employee, supervisor, or manager regarding meal breaks, rest breaks, timekeeping, scheduling, or wages could be construed as a "statement about the INCIDENT." AMA further objects to this interrogatory to the extent it calls for information protected by the attorney-client privilege and/or the attorney work product doctrine. Communications between AMA personnel and attorneys at Calderwood & Harkness LLP, or other counsel retained by AMA or its insurers in connection with this litigation, are privileged and will not be disclosed. AMA also objects to this interrogatory to the extent it purports to require AMA to catalogue every oral or written communication ever made by any person regarding the subject matter of this litigation, as such a requirement would be unduly burdensome, oppressive, and disproportionate to the needs of the case.

Subject to and without waiving these objections, AMA responds as follows:

AMA is not aware of any party admissions made in connection with this litigation other than those contained in the pleadings filed in this action, including the operative complaint, AMA's Answer and Affirmative Defenses filed February 17, 2023, and any other documents filed on the public record of this case. To the extent any AMA employee or representative has made statements regarding the facts or circumstances at issue in this action, AMA's investigation is ongoing and AMA will supplement this response as appropriate. AMA notes that communications between AMA personnel and Calderwood & Harkness LLP are protected by the attorney-client privilege and will not be disclosed.

FORM INTERROGATORY NO. 15.1

Identify each denial of a material allegation and each special or affirmative defense in your pleadings and for each: (a) state all facts upon which you base the denial or special or affirmative defense; (b) state the names, ADDRESSES, and telephone numbers of all PERSONS who have knowledge of those facts; and (c) identify all DOCUMENTS and other tangible things that support your denial or special or affirmative defense, and state the name, ADDRESS, and telephone number of the PERSON who has each DOCUMENT or thing.

RESPONSE TO FORM INTERROGATORY NO. 15.1:

Objection. AMA objects to this interrogatory as premature. Discovery in this action is at an early stage. AMA has not yet had the opportunity to depose the named Plaintiffs, complete its review of relevant documents and data, or obtain expert analysis. Contention interrogatories of this nature are more appropriately and fully answered after the completion of fact and expert discovery, as recognized by California courts. See, e.g., West Pico Furniture Co. v. Superior Court (1961) 56 Cal.2d 407, 421-422. AMA further objects to this interrogatory as overbroad and unduly burdensome to the extent it requires AMA to set forth every fact, identify every witness, and catalogue every document supporting each of its numerous denials and affirmative defenses in a putative class action of this scope and complexity at this stage of the proceedings.

Subject to and without waiving these objections, and without undertaking to provide an exhaustive statement of every fact, witness, and document supporting each denial and affirmative defense at this preliminary stage of discovery, AMA responds as follows:

AMA denies the material allegations of the operative complaint and contends as follows:

1. Compliant Meal and Rest Break Policies. AMA maintained written meal and rest break policies that comply with the requirements of the California Labor Code, Sections 226.7, 512, and 516, and Industrial Welfare Commission ("IWC") Wage Order 12-2001 (Motion Picture Industry), Section 11. AMA's policies required the provision of a thirty (30) minute uninterrupted, duty-free meal period for all non-exempt employees working shifts exceeding five (5) hours, and a second thirty (30) minute meal period for shifts exceeding ten (10) hours. AMA's policies further authorized and permitted ten (10) minute paid rest periods for every four (4) hours worked, or major fraction thereof, in accordance with IWC Wage Order 12, Section 12. These policies were set forth in the AMA Employee Handbook (including the March 2021 revision), the standalone AMA Meal and Rest Break Policy (effective January 1, 2019), and related training and onboarding materials distributed to non-exempt employees.

2. TimeTrack Pro System and Missed Meal Attestation Feature. AMA's TimeTrack Pro electronic timekeeping system, provided and hosted by NovaPay Solutions Inc. and in use across all seven California facilities since January 1, 2019, included an automatic thirty (30) minute meal period deduction for shifts of six (6) hours or more. This auto-deduction feature was designed to accurately record compliant meal periods taken by employees who were provided with and took their full thirty-minute meal breaks. The TimeTrack Pro system also included a Missed Meal Attestation feature that allowed employees to electronically report missed, late, or shortened meal periods at the time of occurrence or at the end of their shift. When an employee submitted a Missed Meal Attestation, the system was designed to override the automatic deduction for that shift and trigger the payment of a one-hour meal period premium at the employee's regular rate of pay, in accordance with Labor Code Section 226.7. The Missed Meal Attestation feature was available to employees at each facility during the periods in which it was activated, and AMA's records reflect the activation and deactivation dates for this feature at each facility.

3. *Brinker* Standard — Obligation to Provide, Not Ensure. Under the standard established by the California Supreme Court in Brinker Restaurant Corp. v. Superior Court (2012) 53 Cal.4th 1004, 1040-1041, AMA's legal obligation with respect to meal periods was to "provide" meal periods — that is, to relieve employees of all duty for the designated period, make meal periods available, and not impede, discourage, or dissuade employees from taking their meal periods. AMA was not required to "ensure" that employees actually took their meal periods or to "police" employee compliance with meal break policies. AMA contends that it satisfied its obligations under Brinker by maintaining compliant written policies, providing meal periods to its non-exempt employees in accordance with those policies, and implementing the TimeTrack Pro system with the Missed Meal Attestation feature to identify and remedy instances in which meal periods were missed or shortened.

4. Individualized Variation Across Facilities and Show Units. Working conditions, production schedules, meal and rest break practices, and supervisory structures varied significantly across AMA's seven California production facilities — specifically, the West Hollywood headquarters (Facility 1), Studio City (Facility 2), Sherman Oaks (Facility 3), Burbank (Facility 4), Hollywood (Facility 5), Santa Monica (Facility 6), and El Segundo (Facility 7) — and across AMA's fourteen distinct show units operating during the class period. Individual employees' experiences with respect to meal and rest breaks depended on numerous individualized factors, including their specific show unit assignment, production facility, direct supervisor (i.e., their UPM or Line Producer), production schedule and format (e.g., studio-based, field-based, live events, post-production, or digital content), shift length, and individual choices regarding whether and when to take breaks. This individualized variation is material to AMA's defenses and to the class certification analysis.

5. Denial of Systematic Underpayment. AMA denies that its policies or practices resulted in the systematic underpayment of wages, meal period premiums, rest period premiums, overtime compensation, or any other form of compensation owed to Plaintiffs or any putative class member. AMA further denies that it failed to provide accurate, itemized wage statements as required by Labor Code Section 226, or that it failed to timely pay all wages due upon separation of employment as required by Labor Code Sections 201-203.

6. Unsuitability for Class Treatment. AMA denies that Plaintiffs' claims are suitable for class-wide adjudication under California Code of Civil Procedure Section 382 and contends that individualized inquiries into each putative class member's experiences, circumstances, and employment history predominate over any common questions of law or fact. AMA's defenses to class certification are set forth in its Ninth and Tenth Affirmative Defenses (No Class Certification; Individual Variation), and AMA intends to oppose Plaintiffs' anticipated motion for class certification on these and other grounds.

AMA's investigation and discovery are ongoing, and AMA expressly reserves the right to supplement, amend, or modify this response as additional facts are developed, additional documents are reviewed, depositions are taken, and expert analyses are completed.

FORM INTERROGATORY NO. 16.1

Do YOU OR ANYONE ACTING ON YOUR BEHALF contend that any PERSON involved in the INCIDENT acted in a particular manner to support any affirmative defense? If so, for each contention, state: (a) the name, ADDRESS, and telephone number of each PERSON who so acted; (b) the manner in which each PERSON acted; and (c) the facts on which YOU base YOUR contention.

RESPONSE TO FORM INTERROGATORY NO. 16.1:

AMA refers to and incorporates herein the persons identified in AMA's response to Form Interrogatory No. 12.1, all of whom may have knowledge supporting one or more of AMA's Affirmative Defenses as set forth in AMA's Answer and Affirmative Defenses filed in this action on February 17, 2023. Without limitation, the knowledge and anticipated testimony of the individuals identified in response to Form Interrogatory No. 12.1 is relevant to AMA's contention that it maintained and implemented compliant meal and rest break policies, that it provided meal and rest break opportunities to its non-exempt employees, and that individualized variation across facilities, show units, supervisors, and individual employees precludes class-wide adjudication of Plaintiffs' claims.

In addition to the individuals identified in response to Form Interrogatory No. 12.1, AMA identifies the following retained experts:

1. Dr. Rajesh Makhija

Workforce Dynamics Consulting LLC 444 Castro Street, Suite 800 Mountain View, California 94041 Telephone: (650) 555-9100

Dr. Makhija has been retained as an expert witness on issues of commonality, typicality, and individualized variation in the context of class certification. Dr. Makhija is expected to provide opinions and analysis regarding the significant variations in working conditions, production schedules, supervisory practices, and meal and rest break experiences across AMA's seven California facilities and fourteen show units. Dr. Makhija's analysis is expected to support AMA's Ninth Affirmative Defense (No Class Certification) and Tenth Affirmative Defense (Individual Variation), and to demonstrate that individualized inquiries predominate over common questions with respect to Plaintiffs' claims.

2. Dr. Catherine Lindstrom

Hargrove Analytics Inc. 515 S. Figueroa Street, Suite 1100 Los Angeles, California 90071 Telephone: (213) 555-6450

Dr. Lindstrom has been retained as an expert witness on economics and damages. Dr. Lindstrom is expected to provide opinions and analysis supporting AMA's contention that Plaintiffs' aggregate damages claims are overstated, based on unsupported assumptions, and do not accurately reflect AMA's realistic exposure. Dr. Lindstrom's report and testimony are expected to address, among other things, the proper methodology for calculating meal period premiums, the impact of the Missed Meal Attestation feature on the putative class members' actual damages, and the statistical and economic flaws in Plaintiffs' damages model.

AMA reserves the right to supplement this response upon the designation and retention of additional expert witnesses, and as discovery in this action continues.

FORM INTERROGATORY NO. 17.1

Is YOUR response to each interrogatory above based on personal knowledge, information and belief, or on some other basis? If YOUR response above is not based on personal knowledge, state: (a) the source of YOUR information and belief; and (b) identify all DOCUMENTS and other tangible things upon which YOUR response is based.

RESPONSE TO FORM INTERROGATORY NO. 17.1:

Objection. AMA objects to this interrogatory to the extent it is overbroad and unduly burdensome, as it requests the identification of all documents supporting every contention and denial in a putative class action involving thousands of documents, voluminous payroll and timekeeping data, and approximately 1,850 putative class members employed across seven facilities and fourteen show units over a multi-year class period. AMA further objects to this interrogatory to the extent it calls for information protected by the attorney-client privilege and/or the attorney work product doctrine.

Subject to and without waiving these objections, AMA responds as follows:

AMA's responses to the foregoing interrogatories are based on information obtained from AMA's officers, employees, agents, business records, and outside vendors, as well as information provided by AMA's counsel. AMA's responses are not based solely on the personal knowledge of any single individual, but rather reflect the collective knowledge and records of the responding party as a corporate entity, obtained through a diligent search and reasonable inquiry.

AMA identifies the following categories of documents and tangible things upon which its responses and contentions are based, and which support AMA's denials and affirmative defenses:

1. The AMA Employee Handbook, as revised in March 2021, including but not limited to Section 4.3 (Meal Periods), Section 4.4 (Rest Periods), and Section 4.7 (Timekeeping), as well as prior versions of the Employee Handbook in effect during the class period.

2. The AMA Meal and Rest Break Policy (standalone document, effective January 1, 2019), which set forth AMA's policies and procedures for the provision of meal and rest periods to non-exempt employees in compliance with the California Labor Code and applicable IWC Wage Orders.

3. TimeTrack Pro system configuration records, obtained from NovaPay Solutions Inc., documenting the configuration settings, customization parameters, and operational specifications of the TimeTrack Pro electronic timekeeping system as implemented for AMA, including the auto-deduction feature settings and the Missed Meal Attestation feature specifications.

4. Missed Meal Attestation feature activation and deactivation logs, organized by facility and date, reflecting the periods during which the Missed Meal Attestation feature was active and available to employees at each of AMA's seven California production facilities.

5. Payroll records and timekeeping data for the class period (November 1, 2018 through the present), maintained by NovaPay Solutions Inc. as AMA's payroll processor, including time punch data, shift records, auto-deduction records, Missed Meal Attestation submissions, meal period premium payment records, overtime calculations, and wage statements.

6. Production schedules, call sheets, and daily production logs for AMA's fourteen show units, reflecting the specific scheduling, staffing, and operational practices at each show unit during the class period.

7. AMA organizational charts and staffing records, including supervisor assignments, reporting structures, and supervisor-to-employee ratios at each facility and show unit.

8. Employee complaints or grievances related to meal and rest break practices. AMA has identified fourteen (14) formal complaints submitted by non-exempt employees through AMA's HR complaint process during the class period that relate to meal and rest break issues. These complaints have been produced or will be produced in AMA's document production, subject to applicable redactions for privacy and privilege.

9. The AMA Acceptable Use and Confidentiality Policy (revised March 2021), governing employee use of AMA's electronic systems, devices, and confidential information.

10. Training materials related to wage-and-hour compliance, including supervisor training presentations, onboarding materials, and compliance certification records, to the extent such materials exist and have been located.

11. AMA's responses to Plaintiffs' discovery requests in this action, including AMA's responses to Plaintiffs' First Set of Requests for Production of Documents and Plaintiffs' First Set of Special Interrogatories, to the extent served and responded to as of the date of these responses.

12. Deposition transcripts of witnesses deposed in this action, as they are taken during the discovery period.

13. Expert reports to be prepared by Dr. Rajesh Makhija (Workforce Dynamics Consulting LLC) and Dr. Catherine Lindstrom (Hargrove Analytics Inc.), which have not yet been completed but are expected to be produced in accordance with the Court's scheduling order.

AMA has produced and continues to produce responsive documents pursuant to Plaintiffs' First Set of Requests for Production of Documents. AMA's document production is being processed, hosted, and managed through its e-discovery vendor:

Marlowe Asset Management Litigation Technology Inc. 600 Anton Boulevard, Suite 900 Costa Mesa, California 92626 Telephone: (714) 555-8800 Contact: Jennifer Nakamura, Senior Project Manager

AMA's document production and all electronic discovery in this action are subject to the ESI Protocol Stipulation entered by the Court on January 13, 2023, which governs the format, processing specifications, metadata fields, and production protocols for electronically stored information, and the Stipulated Protective Order entered by the Court on February 15, 2023, which governs the designation, treatment, and use of confidential information produced in discovery.

As of the date of these responses, AMA's total document production consists of approximately 147,832 documents, comprising approximately 1.2 million pages, produced from the following key custodians: Lorraine Okafor (SVP, Human Resources), Gregory Tanaka (VP, Legal & Compliance), Marcus Yee (Director of Client Data Services, NovaPay Solutions Inc. — third-party custodian), Jonathan Mercer (President), Celine Arroyo (Director of Production Operations), Dwayne Prescott (VP of Unscripted Programming), and Karen Fong (Payroll Manager). Additional document collections from supplemental custodians are being processed and will be produced on a rolling basis in accordance with the parties' agreed-upon production schedule.

AMA reserves the right to supplement this response as its investigation and discovery continue, as additional documents are identified and produced, and as expert analyses are completed.

FORM INTERROGATORY NO. 20.1

Do YOU OR ANYONE ACTING ON YOUR BEHALF contend that any of the damages claimed by PLAINTIFF were not caused by the INCIDENT? If so: (a) state the reasons for YOUR contention; (b) state the amount of damages YOU attribute to causes other than the INCIDENT; and (c) identify each PERSON who supports YOUR contention and the facts known to that PERSON.

RESPONSE TO FORM INTERROGATORY NO. 20.1:

AMA denies that Plaintiffs or any putative class member has been damaged in any amount, or that Plaintiffs or any putative class member is entitled to any monetary relief, injunctive relief, restitution, penalties, or any other form of recovery in connection with the claims asserted in this action.

AMA specifically contends that Plaintiffs' aggregate damages claim of approximately $38.6 million — as set forth in the anticipated report of Plaintiffs' retained damages expert, Dr. Howard Rennick of Pinnacle Economic Consulting Group LLC, 3000 El Camino Real, Suite 500, Palo Alto, California 94306 — is grossly inflated, speculative, and based on unsupported and methodologically flawed assumptions. Among other deficiencies, AMA contends that Plaintiffs' damages model improperly assumes that every automatic thirty-minute meal period deduction recorded by the TimeTrack Pro system constituted a "missed" meal period for which a one-hour premium is owed under Labor Code Section 226.7, without accounting for the substantial number of employees who were provided with and actually took compliant thirty-minute meal periods. Plaintiffs' model further fails to account for the meal period premiums that were paid to employees who submitted Missed Meal Attestations, and it applies uniform assumptions regarding violation rates across all seven facilities and fourteen show units without regard to the individualized variation in working conditions, production schedules, and supervisory practices documented in AMA's records.

AMA's retained damages expert, Dr. Catherine Lindstrom of Hargrove Analytics Inc., 515 S. Figueroa Street, Suite 1100, Los Angeles, California 90071, is expected to provide an alternative damages analysis that addresses and corrects the methodological deficiencies in Plaintiffs' damages model. Dr. Lindstrom's analysis is expected to demonstrate that AMA's realistic exposure, if any, is substantially lower than the amount claimed by Plaintiffs.

AMA reserves the right to supplement this response upon the completion of Dr. Lindstrom's expert report and upon the completion of all fact and expert discovery in this action.

VERIFICATION

I, Gregory Tanaka, declare as follows:

I am the Vice President, Legal & Compliance of Aurelius Media Americas Inc., the defendant in the above-entitled action. I am authorized to make this verification on behalf of Aurelius Media Americas Inc. I have read the foregoing Defendant Aurelius Media Americas Inc.'s Responses to Plaintiffs' First Set of Form Interrogatories and know the contents thereof. The matters stated therein are true of my own knowledge, except as to those matters which are stated on information and belief, and as to those matters, I believe them to be true.

I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

Executed on March 24, 2023, at West Hollywood, California.

________________________________________

Gregory Tanaka Vice President, Legal & Compliance Aurelius Media Americas Inc.

Dated: March 24, 2023

CALDERWOOD & HARKNESS LLP

By: /s/ Devon Archer

________________________________________

Devon Archer (SBN 301462) CALDERWOOD & HARKNESS LLP 777 South Flower Street, Suite 4200 Los Angeles, California 90017 Telephone: (213) 555-7200 Facsimile: (213) 555-7201

Email: darcher@calderwoodharkness.com

Attorneys for Defendant Aurelius Media Americas Inc.

PROOF OF SERVICE

STATE OF CALIFORNIA, COUNTY OF LOS ANGELES

I am employed in the County of Los Angeles, State of California. I am over the age of eighteen (18) years and am not a party to the within action. My business address is Calderwood & Harkness LLP, 777 South Flower Street, Suite 4200, Los Angeles, California 90017.

On March 24, 2023, I served the foregoing document described as:

DEFENDANT AURELIUS MEDIA AMERICAS INC.'S RESPONSES TO PLAINTIFFS' FIRST SET OF FORM INTERROGATORIES

on the interested parties in this action by transmitting a true and correct copy via electronic service pursuant to California Code of Civil Procedure Section 1010.6 and Rule 2.251 of the California Rules of Court, addressed as follows:

Marco Castellano, Esq. Diane Salas, Esq. Trevor Kim, Esq. Castellano Byrne & Salas LLP 11755 Wilshire Boulevard, Suite 900 Los Angeles, California 90025 Telephone: (310) 555-3400

Email: mcastellano@inlawlaw.com

Email: dsalas@inlawlaw.com

Email: tkim@inlawlaw.com

Attorneys for Plaintiffs Marisol Fuentes, Derek Halloran, and Yesenia Padilla

Sandra Higuera, Esq. Veltrano Employment Law Group PC 350 South Grand Avenue, Suite 2800 Los Angeles, California 90071 Telephone: (213) 555-1900

Email: shiguera@ridgemontlaw.com

Co-Counsel for Plaintiffs Marisol Fuentes, Derek Halloran, and Yesenia Padilla

I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

Executed on March 24, 2023, at Los Angeles, California.

________________________________________

Devon Archer

Propounding Party:	Plaintiffs Marisol Fuentes, Derek Halloran, and Yesenia Padilla
Responding Party:	Defendant Aurelius Media Americas Inc.
Set Number:	One
Date Served:	February 22, 2023
Date Responses Due:	March 24, 2023
Date Responses Served:	March 24, 2023

SUPERIOR COURT OF THE STATE OF CALIFORNIA
COUNTY OF LOS ANGELES — CENTRAL DISTRICT
MARISOL FUENTES, DEREK HALLORAN, and YESENIA PADILLA, individually and on behalf of all others similarly situated,
Plaintiffs,
v.
AURELIUS MEDIA AMERICAS INC., a Delaware corporation; and DOES 1 through 50, inclusive,
Defendants.
Lead Case No. 22STCV38214 (Consolidated with Case No. 22STCV39501)
Assigned for All Purposes to the Honorable Raymond Escobedo, Department 34
DEFENDANT AURELIUS MEDIA AMERICAS INC.'S RESPONSES TO PLAINTIFFS' FIRST SET OF FORM INTERROGATORIES
PRELIMINARY STATEMENT
Defendant Aurelius Media Americas Inc. ("AMA"), a Delaware corporation qualified to do business in the State of California, with its principal office located at 8500 Sunset Boulevard, Suite 1400, West Hollywood, California 90069, hereby responds to Plaintiffs' First Set of Form Interrogatories (the "Interrogatories"), propounded pursuant to California Code of Civil Procedure Sections 2030.010 et seq. and Judicial Council Form Interrogatories — Employment Law (DISC-001).
AMA is represented in this action by Calderwood & Harkness LLP, through its attorneys Renata Vasquez (State Bar No. 224578) and Devon Archer (State Bar No. 301462), 777 South Flower Street, Suite 4200, Los Angeles, California 90017; telephone (213) 555-7200; facsimile (213) 555-7201.
The responses set forth herein are based upon information reasonably available to AMA at this time after a diligent search and reasonable inquiry. AMA's investigation into the facts and circumstances giving rise to this action is ongoing, and discovery in this matter is continuing. AMA has not yet completed its review of all potentially relevant documents, data, and information, nor has it had the opportunity to depose all relevant witnesses. Accordingly, AMA reserves the right to supplement, amend, or correct any and all of the responses contained herein as additional information becomes available through continued investigation, discovery, expert analysis, or otherwise.
No response contained herein shall be deemed to constitute a waiver of any objection, privilege, or defense available to AMA, whether or not such objection, privilege, or defense is expressly stated in connection with a particular response. Furthermore, by responding to any interrogatory, AMA does not concede the relevance, materiality, or admissibility of either the interrogatory or the information provided in response thereto. AMA's provision of information in response to any interrogatory shall not be deemed an admission that such information is relevant to, or constitutes evidence of, any fact at issue in this action.
GENERAL OBJECTIONS
AMA asserts the following General Objections, each of which is incorporated by reference into every specific response below as though fully set forth therein. The assertion of a General Objection with respect to a particular interrogatory does not indicate that any other General Objection or specific objection is inapplicable to that interrogatory, nor does the failure to assert any specific objection in response to a particular interrogatory constitute a waiver of that or any other objection.
1. AMA objects to each interrogatory to the extent that it seeks information or documents protected from disclosure by the attorney-client privilege and/or the attorney work product doctrine, as codified in California Evidence Code Sections 950–962 and California Code of Civil Procedure Section 2018.010 et seq., respectively. Any inadvertent disclosure of privileged or protected information shall not be deemed a waiver of any applicable privilege or protection, and AMA expressly reserves all rights under California Evidence Code Section 912 and the clawback provisions of the Stipulated Protective Order entered in this action on February 15, 2023.
2. AMA objects to each interrogatory to the extent that it is overbroad, unduly burdensome, oppressive, or not proportional to the needs of this case, considering the importance of the issues at stake, the amount in controversy, the parties' relative access to relevant information, the parties' resources, the importance of the discovery in resolving the issues, and whether the burden or expense of the proposed discovery outweighs its likely benefit.
3. AMA objects to each interrogatory to the extent that it calls for a legal conclusion or requires AMA to make a legal characterization of facts rather than to provide factual information.
4. AMA objects to each interrogatory to the extent that it seeks information equally available to the propounding party through the propounding party's own records, files, publicly available sources, or through other less burdensome means of discovery.
5. AMA objects to each interrogatory to the extent that any accompanying definition or instruction purports to impose obligations upon AMA beyond those required by the California Code of Civil Procedure, the California Rules of Court, or applicable case law.
6. AMA's responses herein are made without waiving the right to assert additional objections, claims, or defenses at any time, including but not limited to those set forth in AMA's Answer and Affirmative Defenses filed in this action on February 17, 2023. AMA specifically reserves all rights under its Answer and each of the Affirmative Defenses asserted therein, including but not limited to its defenses regarding lack of class certification, individual variation, statute of limitations, good faith compliance, and safe harbor.
7. The Stipulated Protective Order entered by the Court on February 15, 2023, governs the treatment and use of confidential business information, proprietary data, trade secrets, and other sensitive information disclosed in connection with these responses. To the extent any response herein contains or references information designated as "CONFIDENTIAL" or "HIGHLY CONFIDENTIAL — ATTORNEYS' EYES ONLY" under the Protective Order, such designations apply in full, and the information shall be used solely for purposes of this litigation and in accordance with the terms of the Protective Order.
Subject to the foregoing Preliminary Statement and General Objections, AMA responds to each interrogatory as follows:
RESPONSES TO FORM INTERROGATORIES
FORM INTERROGATORY NO. 1.1
State the name, address, and telephone number of each PERSON answering these interrogatories on behalf of the responding party. Identify the entity for which you are answering.
RESPONSE TO FORM INTERROGATORY NO. 1.1:
The responding party is Aurelius Media Americas Inc. ("AMA"), a corporation organized and existing under the laws of the State of Delaware (Delaware Division of Corporations File No. 5284731), qualified to transact business in the State of California. AMA's principal place of business is located at 8500 Sunset Boulevard, Suite 1400, West Hollywood, California 90069; telephone (323) 555-4800.
AMA's designated agent for service of process in California is Pacific Statutory Agents Inc., located at 2901 W. Alameda Avenue, Suite 200, Burbank, California 91505; telephone (818) 555-3100.
AMA is a wholly owned subsidiary of Aurelius Global Media Group PLC, a public limited company organized under the laws of England and Wales (Companies House Registration No. 08412667), headquartered at 34 Kingsway, London WC2B 6EX, United Kingdom. Aurelius Global Media Group PLC is listed on the London Stock Exchange under the ticker symbol LSE: AGMG.
These interrogatory responses are provided on behalf of AMA by its officers, directors, and employees with relevant knowledge, in coordination with its counsel of record, Calderwood & Harkness LLP.
FORM INTERROGATORY NO. 2.1
State the name, address, and telephone number of each agent for service of process for the responding party. If the responding party is a corporation, identify each officer or agent designated for service of process.
RESPONSE TO FORM INTERROGATORY NO. 2.1:
AMA identifies the following agents authorized to accept service of process on its behalf:
1. California Registered Agent for Service of Process:
Pacific Statutory Agents Inc. 2901 W. Alameda Avenue, Suite 200 Burbank, California 91505 Telephone: (818) 555-3100
2. Officer Authorized to Accept Service:
Gregory Tanaka Vice President, Legal & Compliance Aurelius Media Americas Inc. 8500 Sunset Boulevard, Suite 1400 West Hollywood, California 90069 Telephone: (323) 555-4812
FORM INTERROGATORY NO. 4.1
Is there a policy of insurance through which you were insured at the time of the INCIDENT, or through which you are currently insured, that may provide coverage for the damages, claims, or actions that are alleged in the pleading that is the subject of this lawsuit? If so, for each policy state: (a) the name and address of the insurance company; (b) the policy number; (c) the name, address, and telephone number of each named insured; (d) the policy limits; and (e) whether any reservation of rights has been made by the insurance company.
RESPONSE TO FORM INTERROGATORY NO. 4.1:
AMA identifies the following insurance policies that may provide coverage for all or part of the claims asserted in the operative complaint in this action:
1. Employment Practices Liability Insurance Policy
Carrier: Pemberton Mutual Assurance Co. Address: 3400 Asylum Avenue, Hartford, Connecticut 06105 Policy Number: PMA-EPL-2022-00837 Policy Period: July 1, 2022 through June 30, 2023 Named Insured: Aurelius Media Americas Inc. and its subsidiaries and affiliated entities Self-Insured Retention: $5,000,000 per claim and in the aggregate Aggregate Policy Limit: $15,000,000 Status of Coverage: AMA tendered the claims in this action to Pemberton Mutual Assurance Co. on November 8, 2022. The carrier acknowledged coverage and agreed to provide a defense by letter dated December 22, 2022, subject to a reservation of rights. The reservation of rights pertains to, among other things, the potential inapplicability of coverage for penalties asserted under the California Private Attorneys General Act of 2004 ("PAGA"), Labor Code Section 2698 et seq., and for damages or penalties arising from alleged willful or intentional violations of the California Labor Code, which may fall outside the scope of insurable loss under the policy terms and applicable law.
2. Directors' and Officers' Liability Insurance Policy (Primary Layer)
Carrier: Redcliffe Specialty Insurance Ltd. Address (U.S. Branch Office): One Liberty Plaza, Suite 4600, New York, New York 10006 Policy Number: RSI-DO-2022-04419 Policy Period: July 1, 2022 through June 30, 2023 Named Insured: Aurelius Media Americas Inc. and its directors and officers Primary Limit: $10,000,000 per claim and in the aggregate Status of Coverage: AMA provided notice of a potential claim to Redcliffe Specialty Insurance Ltd. on November 8, 2022. The applicability of the Directors' and Officers' Liability policy to the claims asserted in this action has not been formally determined by the carrier. The tender was made on a precautionary basis to preserve AMA's rights under the policy. AMA is not aware of any formal reservation of rights issued by Redcliffe in connection with this action to date.
3. Directors' and Officers' Liability Insurance Policy (Excess Layer)
Carrier: Ashford Re Ltd. Address: Ashford Re Tower, 141 Front Street, Hamilton HM 19, Bermuda Policy Number: ARL-EX-2022-01102 Policy Period: July 1, 2022 through June 30, 2023 Named Insured: Aurelius Media Americas Inc. and its directors and officers Excess Limit: $25,000,000 in excess of the $10,000,000 Redcliffe Specialty Insurance Ltd. primary layer Status of Coverage: Notice of the potential claim was provided to Ashford Re Ltd. in conjunction with the notice provided to Redcliffe Specialty Insurance Ltd. on November 8, 2022. The applicability of the excess layer to this action has not been determined.
AMA's insurance program for the policies identified above is brokered by Kestrel Risk Advisors Ltd., One Broadgate, London EC2M 2QS, United Kingdom; Contact: Samuel Okonkwo, Managing Director; telephone +44 (0) 20 7946 0800.
AMA reserves the right to supplement this response to the extent additional policies are identified that may provide coverage for all or part of the claims asserted in this action, including policies from prior policy periods that may be implicated by the retroactive class period allegations.
FORM INTERROGATORY NO. 12.1
State the name, ADDRESS, and telephone number of each individual (a) who witnessed the INCIDENT or the events giving rise to the INCIDENT; (b) who has knowledge of the INCIDENT; (c) whom YOU OR ANYONE ACTING ON YOUR BEHALF claim has knowledge about the subject matter of this action; or (d) who YOU OR ANYONE ACTING ON YOUR BEHALF may call as a witness at trial.
RESPONSE TO FORM INTERROGATORY NO. 12.1:
Subject to and without waiving the General Objections stated above, and subject to AMA's objection that this interrogatory is overbroad to the extent it purports to require identification of every individual with any knowledge relevant to any aspect of a putative class action encompassing approximately 1,850 current and former non-exempt, hourly employees across seven California facilities and fourteen show units over a multi-year class period, AMA responds as follows:
AMA identifies the following persons believed to have knowledge of facts relevant to the subject matter of this action:
1. Lorraine Okafor
Senior Vice President, Human Resources Aurelius Media Americas Inc. 8500 Sunset Boulevard, Suite 1400 West Hollywood, California 90069 Telephone: (323) 555-4820
Ms. Okafor has knowledge regarding, among other things: AMA's meal and rest break policies, both as written and as implemented; the development, revision, and distribution of the AMA Employee Handbook (including the March 2021 revision); HR training materials and compliance programs related to wage-and-hour obligations; the implementation and configuration of the TimeTrack Pro electronic timekeeping system; AMA's procedures for receiving and responding to employee complaints regarding wages, hours, and breaks; the Missed Meal Attestation feature activation history across AMA's seven California facilities; the personnel files, employment records, and disciplinary histories of the three named Plaintiffs; AMA's hiring, onboarding, and termination procedures for non-exempt employees; and communications with senior management regarding workforce compliance matters.
2. Gregory Tanaka
Vice President, Legal & Compliance Aurelius Media Americas Inc. 8500 Sunset Boulevard, Suite 1400 West Hollywood, California 90069 Telephone: (323) 555-4812
Mr. Tanaka has knowledge regarding, among other things: AMA's compliance policies and procedures; the AMA Acceptable Use and Confidentiality Policy (revised March 2021); the implementation and scope of the litigation hold issued in connection with this action; the insurance tenders described in AMA's response to Form Interrogatory No. 4.1; the data loss prevention audit conducted by AMA's IT department in the fourth quarter of 2022; overall legal oversight of AMA's employment practices and policies; and AMA's corporate governance structure as it relates to workforce compliance. Certain of Mr. Tanaka's knowledge may be protected by the attorney-client privilege and/or work product doctrine, and AMA does not waive any such privilege by identifying Mr. Tanaka as a person with relevant knowledge.
3. Jonathan Mercer
President Aurelius Media Americas Inc. 8500 Sunset Boulevard, Suite 1400 West Hollywood, California 90069 Telephone: (323) 555-4801
Mr. Mercer has knowledge regarding, among other things: AMA's corporate structure, business operations, and strategic direction; senior management decisions regarding workforce policies, staffing levels, and production budgets; restructuring initiatives undertaken during the class period, including the consolidation of certain show units in 2021; and the termination of Gavin Aldrich, a former Vice President of AMA, which is the subject of a related matter, Aldrich v. Aurelius Media Americas Inc., Case No. 22STCV41087 (Los Angeles Superior Court).
4. Celine Arroyo
Director of Production Operations Aurelius Media Americas Inc. 8500 Sunset Boulevard, Suite 1400 West Hollywood, California 90069 Telephone: (323) 555-4845
Ms. Arroyo has knowledge regarding, among other things: production scheduling practices across AMA's seven California production facilities and fourteen distinct show units; staffing levels and supervisor-to-employee ratios at each facility and show unit; the preparation, distribution, and content of call sheets and daily production logs; pre-shift and post-shift work practices, including the extent to which non-exempt employees performed work-related tasks before clocking in or after clocking out; and the significant variation in production schedules, workflows, and operational demands across AMA's different show unit types, including studio-based production, field-based production, live events production, post-production, and digital content creation. Ms. Arroyo's testimony is expected to be relevant to AMA's contention that individualized inquiries predominate over common questions in this putative class action.
5. Dwayne Prescott
Vice President of Unscripted Programming Aurelius Media Americas Inc. 4024 Penmark Strategy Partners Avenue Studio City, California 91604 Telephone: (818) 555-6300
Mr. Prescott has knowledge regarding, among other things: the operations, structure, and management of AMA's Unscripted Programming Division; show unit management practices within the Unscripted Division; the supervisory structure and chain of command for production-support employees, including Production Coordinators, Production Assistants, and similar non-exempt hourly positions within the Unscripted Division; and the day-to-day working conditions, including meal and rest break practices, at AMA's Studio City facility (Facility 2) and other facilities at which Unscripted Division personnel were assigned.
6. Karen Fong
Payroll Manager Aurelius Media Americas Inc. 8500 Sunset Boulevard, Suite 1400 West Hollywood, California 90069 Telephone: (323) 555-4833
Ms. Fong has knowledge regarding, among other things: AMA's payroll processing procedures and systems; the configuration and day-to-day operation of the TimeTrack Pro electronic timekeeping system; the automatic 30-minute meal period deduction settings applied to shifts of six hours or more; the technical functionality, user interface, and employee-facing operation of the Missed Meal Attestation feature within TimeTrack Pro; the activation and deactivation logs for the Missed Meal Attestation feature by facility and date; AMA's procedures for calculating and paying meal period premiums and rest period premiums; overtime calculation methodologies; wage statement content and formatting; and the payroll data and records maintained by AMA and NovaPay Solutions Inc. for the class period (November 1, 2018 through the present).
7. Marcus Yee
Director of Client Data Services NovaPay Solutions Inc. 2200 Powell Street, Suite 600 Emeryville, California 94608 Telephone: (510) 555-2200
Mr. Yee is a third-party witness employed by NovaPay Solutions Inc., AMA's payroll processor and electronic timekeeping system provider since January 1, 2019. Mr. Yee has knowledge regarding, among other things: the design, architecture, configuration, and customization of the TimeTrack Pro timekeeping system as implemented for AMA; NovaPay's role as AMA's payroll processor and the scope of services provided under the NovaPay/AMA Master Services Agreement; the technical specifications and data structures of the auto-deduction feature and the Missed Meal Attestation feature within TimeTrack Pro; client-specific configuration settings applied to AMA's instance of TimeTrack Pro; data extraction capabilities and methodologies for producing payroll and timekeeping data in connection with litigation; and the data integrity and audit controls built into the TimeTrack Pro system.
8. Marisol Fuentes (Named Plaintiff)
Former Production Coordinator, Unscripted Programming Division Last Known Address: 4227 Los Feliz Boulevard, Apt. 6, Los Angeles, California 90027
Ms. Fuentes is a named Plaintiff in this action. Her period of employment with AMA was March 14, 2019 through August 5, 2022. She was assigned to AMA's Studio City facility (Facility 2) for the duration of her employment. Ms. Fuentes has knowledge regarding her individual employment experience at AMA, including her meal and rest break practices, timekeeping practices, alleged off-the-clock work, interactions with supervisors regarding breaks and scheduling, and the factual basis for her individual claims in this action.
9. Derek Halloran (Named Plaintiff)
Former Post-Production Assistant, Digital Content Division Last Known Address: 1518 N. Cahuenga Boulevard, Unit 3B, Hollywood, California 90028
Mr. Halloran is a named Plaintiff in this action. His period of employment with AMA was June 1, 2020 through November 30, 2022. He was assigned to AMA's Hollywood facility (Facility 5) for the duration of his employment. Mr. Halloran has knowledge regarding his individual employment experience at AMA, including his meal and rest break practices, timekeeping practices, alleged off-the-clock work, interactions with supervisors regarding breaks and scheduling, and the factual basis for his individual claims in this action.
10. Yesenia Padilla (Named Plaintiff)
Former Segment Coordinator, Live Events Division Last Known Address: 972 S. Figueroa Street, Apt. 1012, Los Angeles, California 90015
Ms. Padilla is a named Plaintiff in this action. Her period of employment with AMA was January 10, 2018 through May 17, 2022. She was assigned to AMA's Burbank facility (Facility 4) for the duration of her employment. Ms. Padilla has knowledge regarding her individual employment experience at AMA, including her meal and rest break practices, timekeeping practices, alleged off-the-clock work, interactions with supervisors regarding breaks and scheduling, and the factual basis for her individual claims in this action.
11. Individual Supervisors (Unit Production Managers and Line Producers)
AMA identifies the Unit Production Managers ("UPMs") and Line Producers for each of AMA's fourteen show units operating during the class period (November 1, 2018 through the present) as persons with knowledge regarding production scheduling, meal and rest break implementation, supervisory discretion and decision-making at their respective show units, and the day-to-day working conditions of non-exempt, hourly employees under their supervision. These individuals exercised significant operational authority over the scheduling and management of production-support employees within their respective show units, and their practices varied based on the specific demands, formats, and production schedules of each show unit.
AMA is in the process of compiling a comprehensive list of all UPMs and Line Producers who held these positions across the fourteen show units during the class period. Names and contact information for these individuals will be provided by supplemental response upon completion of the identification process. Certain of these individuals have already been identified in documents produced in AMA's document production to date, including organizational charts, call sheets, and staffing records.
AMA reserves the right to supplement this response as additional persons with knowledge are identified through ongoing discovery, investigation, and the deposition process.
FORM INTERROGATORY NO. 12.2
Have YOU OR ANYONE ACTING ON YOUR BEHALF interviewed any individual concerning the INCIDENT? If so, for each individual state: (a) the name, address, and telephone number of the individual interviewed; (b) the date of the interview; and (c) the name, address, and telephone number of the person who conducted the interview.
RESPONSE TO FORM INTERROGATORY NO. 12.2:
Objection. AMA objects to this interrogatory on the grounds that it is designed for personal injury or specific-incident cases involving a discrete occurrence, and is not well-suited to, and does not translate meaningfully to, a putative class action alleging systemic employment practices affecting approximately 1,850 current and former non-exempt, hourly employees across seven California facilities and fourteen show units over a multi-year class period. The complaint in this action does not allege a single identifiable "INCIDENT" but rather a course of conduct involving allegedly unlawful wage-and-hour policies and practices. AMA further objects to this interrogatory to the extent it seeks information protected by the attorney-client privilege and/or attorney work product doctrine, including communications between AMA personnel and counsel at Calderwood & Harkness LLP conducted in anticipation of or in connection with this litigation.
Subject to and without waiving these objections, AMA responds as follows:
The persons identified in AMA's response to Form Interrogatory No. 12.1 have knowledge relevant to the alleged wage-and-hour policies and practices at issue in this action. AMA further responds that because the operative complaint alleges systemic policies and practices affecting approximately 1,850 current and former non-exempt, hourly employees across seven California production facilities (West Hollywood, Studio City, Sherman Oaks, Burbank, Hollywood, Santa Monica, and El Segundo) and fourteen distinct show units over a class period beginning November 1, 2018, the "witnesses" to the alleged practices encompass substantially all non-exempt employees who worked for AMA during the class period, their direct supervisors, and the HR and payroll personnel responsible for implementing and administering AMA's timekeeping, meal and rest break, and compensation policies during that period. It is neither feasible nor proportional to the needs of this case to identify each such individual in a single interrogatory response.
FORM INTERROGATORY NO. 12.3
Has any PERSON made any oral or written statement about the INCIDENT? If so, for each PERSON who made such a statement, state: (a) the name, address, and telephone number of the PERSON making the statement; (b) the date and place the statement was made; (c) the name, address, and telephone number of each PERSON who was present when the statement was made; and (d) whether the statement was written, recorded, or transcribed.
RESPONSE TO FORM INTERROGATORY NO. 12.3:
Objection. AMA objects to this interrogatory on the grounds that it is vague, ambiguous, and overbroad, particularly in the context of a putative class action alleging systemic employment practices over a multi-year period, where virtually any communication by any AMA employee, supervisor, or manager regarding meal breaks, rest breaks, timekeeping, scheduling, or wages could be construed as a "statement about the INCIDENT." AMA further objects to this interrogatory to the extent it calls for information protected by the attorney-client privilege and/or the attorney work product doctrine. Communications between AMA personnel and attorneys at Calderwood & Harkness LLP, or other counsel retained by AMA or its insurers in connection with this litigation, are privileged and will not be disclosed. AMA also objects to this interrogatory to the extent it purports to require AMA to catalogue every oral or written communication ever made by any person regarding the subject matter of this litigation, as such a requirement would be unduly burdensome, oppressive, and disproportionate to the needs of the case.
Subject to and without waiving these objections, AMA responds as follows:
AMA is not aware of any party admissions made in connection with this litigation other than those contained in the pleadings filed in this action, including the operative complaint, AMA's Answer and Affirmative Defenses filed February 17, 2023, and any other documents filed on the public record of this case. To the extent any AMA employee or representative has made statements regarding the facts or circumstances at issue in this action, AMA's investigation is ongoing and AMA will supplement this response as appropriate. AMA notes that communications between AMA personnel and Calderwood & Harkness LLP are protected by the attorney-client privilege and will not be disclosed.
FORM INTERROGATORY NO. 15.1
Identify each denial of a material allegation and each special or affirmative defense in your pleadings and for each: (a) state all facts upon which you base the denial or special or affirmative defense; (b) state the names, ADDRESSES, and telephone numbers of all PERSONS who have knowledge of those facts; and (c) identify all DOCUMENTS and other tangible things that support your denial or special or affirmative defense, and state the name, ADDRESS, and telephone number of the PERSON who has each DOCUMENT or thing.
RESPONSE TO FORM INTERROGATORY NO. 15.1:
Objection. AMA objects to this interrogatory as premature. Discovery in this action is at an early stage. AMA has not yet had the opportunity to depose the named Plaintiffs, complete its review of relevant documents and data, or obtain expert analysis. Contention interrogatories of this nature are more appropriately and fully answered after the completion of fact and expert discovery, as recognized by California courts. See, e.g., West Pico Furniture Co. v. Superior Court (1961) 56 Cal.2d 407, 421-422. AMA further objects to this interrogatory as overbroad and unduly burdensome to the extent it requires AMA to set forth every fact, identify every witness, and catalogue every document supporting each of its numerous denials and affirmative defenses in a putative class action of this scope and complexity at this stage of the proceedings.
Subject to and without waiving these objections, and without undertaking to provide an exhaustive statement of every fact, witness, and document supporting each denial and affirmative defense at this preliminary stage of discovery, AMA responds as follows:
AMA denies the material allegations of the operative complaint and contends as follows:
1. Compliant Meal and Rest Break Policies. AMA maintained written meal and rest break policies that comply with the requirements of the California Labor Code, Sections 226.7, 512, and 516, and Industrial Welfare Commission ("IWC") Wage Order 12-2001 (Motion Picture Industry), Section 11. AMA's policies required the provision of a thirty (30) minute uninterrupted, duty-free meal period for all non-exempt employees working shifts exceeding five (5) hours, and a second thirty (30) minute meal period for shifts exceeding ten (10) hours. AMA's policies further authorized and permitted ten (10) minute paid rest periods for every four (4) hours worked, or major fraction thereof, in accordance with IWC Wage Order 12, Section 12. These policies were set forth in the AMA Employee Handbook (including the March 2021 revision), the standalone AMA Meal and Rest Break Policy (effective January 1, 2019), and related training and onboarding materials distributed to non-exempt employees.
2. TimeTrack Pro System and Missed Meal Attestation Feature. AMA's TimeTrack Pro electronic timekeeping system, provided and hosted by NovaPay Solutions Inc. and in use across all seven California facilities since January 1, 2019, included an automatic thirty (30) minute meal period deduction for shifts of six (6) hours or more. This auto-deduction feature was designed to accurately record compliant meal periods taken by employees who were provided with and took their full thirty-minute meal breaks. The TimeTrack Pro system also included a Missed Meal Attestation feature that allowed employees to electronically report missed, late, or shortened meal periods at the time of occurrence or at the end of their shift. When an employee submitted a Missed Meal Attestation, the system was designed to override the automatic deduction for that shift and trigger the payment of a one-hour meal period premium at the employee's regular rate of pay, in accordance with Labor Code Section 226.7. The Missed Meal Attestation feature was available to employees at each facility during the periods in which it was activated, and AMA's records reflect the activation and deactivation dates for this feature at each facility.
3. *Brinker* Standard — Obligation to Provide, Not Ensure. Under the standard established by the California Supreme Court in Brinker Restaurant Corp. v. Superior Court (2012) 53 Cal.4th 1004, 1040-1041, AMA's legal obligation with respect to meal periods was to "provide" meal periods — that is, to relieve employees of all duty for the designated period, make meal periods available, and not impede, discourage, or dissuade employees from taking their meal periods. AMA was not required to "ensure" that employees actually took their meal periods or to "police" employee compliance with meal break policies. AMA contends that it satisfied its obligations under Brinker by maintaining compliant written policies, providing meal periods to its non-exempt employees in accordance with those policies, and implementing the TimeTrack Pro system with the Missed Meal Attestation feature to identify and remedy instances in which meal periods were missed or shortened.
4. Individualized Variation Across Facilities and Show Units. Working conditions, production schedules, meal and rest break practices, and supervisory structures varied significantly across AMA's seven California production facilities — specifically, the West Hollywood headquarters (Facility 1), Studio City (Facility 2), Sherman Oaks (Facility 3), Burbank (Facility 4), Hollywood (Facility 5), Santa Monica (Facility 6), and El Segundo (Facility 7) — and across AMA's fourteen distinct show units operating during the class period. Individual employees' experiences with respect to meal and rest breaks depended on numerous individualized factors, including their specific show unit assignment, production facility, direct supervisor (i.e., their UPM or Line Producer), production schedule and format (e.g., studio-based, field-based, live events, post-production, or digital content), shift length, and individual choices regarding whether and when to take breaks. This individualized variation is material to AMA's defenses and to the class certification analysis.
5. Denial of Systematic Underpayment. AMA denies that its policies or practices resulted in the systematic underpayment of wages, meal period premiums, rest period premiums, overtime compensation, or any other form of compensation owed to Plaintiffs or any putative class member. AMA further denies that it failed to provide accurate, itemized wage statements as required by Labor Code Section 226, or that it failed to timely pay all wages due upon separation of employment as required by Labor Code Sections 201-203.
6. Unsuitability for Class Treatment. AMA denies that Plaintiffs' claims are suitable for class-wide adjudication under California Code of Civil Procedure Section 382 and contends that individualized inquiries into each putative class member's experiences, circumstances, and employment history predominate over any common questions of law or fact. AMA's defenses to class certification are set forth in its Ninth and Tenth Affirmative Defenses (No Class Certification; Individual Variation), and AMA intends to oppose Plaintiffs' anticipated motion for class certification on these and other grounds.
AMA's investigation and discovery are ongoing, and AMA expressly reserves the right to supplement, amend, or modify this response as additional facts are developed, additional documents are reviewed, depositions are taken, and expert analyses are completed.
FORM INTERROGATORY NO. 16.1
Do YOU OR ANYONE ACTING ON YOUR BEHALF contend that any PERSON involved in the INCIDENT acted in a particular manner to support any affirmative defense? If so, for each contention, state: (a) the name, ADDRESS, and telephone number of each PERSON who so acted; (b) the manner in which each PERSON acted; and (c) the facts on which YOU base YOUR contention.
RESPONSE TO FORM INTERROGATORY NO. 16.1:
AMA refers to and incorporates herein the persons identified in AMA's response to Form Interrogatory No. 12.1, all of whom may have knowledge supporting one or more of AMA's Affirmative Defenses as set forth in AMA's Answer and Affirmative Defenses filed in this action on February 17, 2023. Without limitation, the knowledge and anticipated testimony of the individuals identified in response to Form Interrogatory No. 12.1 is relevant to AMA's contention that it maintained and implemented compliant meal and rest break policies, that it provided meal and rest break opportunities to its non-exempt employees, and that individualized variation across facilities, show units, supervisors, and individual employees precludes class-wide adjudication of Plaintiffs' claims.
In addition to the individuals identified in response to Form Interrogatory No. 12.1, AMA identifies the following retained experts:
1. Dr. Rajesh Makhija
Workforce Dynamics Consulting LLC 444 Castro Street, Suite 800 Mountain View, California 94041 Telephone: (650) 555-9100
Dr. Makhija has been retained as an expert witness on issues of commonality, typicality, and individualized variation in the context of class certification. Dr. Makhija is expected to provide opinions and analysis regarding the significant variations in working conditions, production schedules, supervisory practices, and meal and rest break experiences across AMA's seven California facilities and fourteen show units. Dr. Makhija's analysis is expected to support AMA's Ninth Affirmative Defense (No Class Certification) and Tenth Affirmative Defense (Individual Variation), and to demonstrate that individualized inquiries predominate over common questions with respect to Plaintiffs' claims.
2. Dr. Catherine Lindstrom
Hargrove Analytics Inc. 515 S. Figueroa Street, Suite 1100 Los Angeles, California 90071 Telephone: (213) 555-6450
Dr. Lindstrom has been retained as an expert witness on economics and damages. Dr. Lindstrom is expected to provide opinions and analysis supporting AMA's contention that Plaintiffs' aggregate damages claims are overstated, based on unsupported assumptions, and do not accurately reflect AMA's realistic exposure. Dr. Lindstrom's report and testimony are expected to address, among other things, the proper methodology for calculating meal period premiums, the impact of the Missed Meal Attestation feature on the putative class members' actual damages, and the statistical and economic flaws in Plaintiffs' damages model.
AMA reserves the right to supplement this response upon the designation and retention of additional expert witnesses, and as discovery in this action continues.
FORM INTERROGATORY NO. 17.1
Is YOUR response to each interrogatory above based on personal knowledge, information and belief, or on some other basis? If YOUR response above is not based on personal knowledge, state: (a) the source of YOUR information and belief; and (b) identify all DOCUMENTS and other tangible things upon which YOUR response is based.
RESPONSE TO FORM INTERROGATORY NO. 17.1:
Objection. AMA objects to this interrogatory to the extent it is overbroad and unduly burdensome, as it requests the identification of all documents supporting every contention and denial in a putative class action involving thousands of documents, voluminous payroll and timekeeping data, and approximately 1,850 putative class members employed across seven facilities and fourteen show units over a multi-year class period. AMA further objects to this interrogatory to the extent it calls for information protected by the attorney-client privilege and/or the attorney work product doctrine.
Subject to and without waiving these objections, AMA responds as follows:
AMA's responses to the foregoing interrogatories are based on information obtained from AMA's officers, employees, agents, business records, and outside vendors, as well as information provided by AMA's counsel. AMA's responses are not based solely on the personal knowledge of any single individual, but rather reflect the collective knowledge and records of the responding party as a corporate entity, obtained through a diligent search and reasonable inquiry.
AMA identifies the following categories of documents and tangible things upon which its responses and contentions are based, and which support AMA's denials and affirmative defenses:
1. The AMA Employee Handbook, as revised in March 2021, including but not limited to Section 4.3 (Meal Periods), Section 4.4 (Rest Periods), and Section 4.7 (Timekeeping), as well as prior versions of the Employee Handbook in effect during the class period.
2. The AMA Meal and Rest Break Policy (standalone document, effective January 1, 2019), which set forth AMA's policies and procedures for the provision of meal and rest periods to non-exempt employees in compliance with the California Labor Code and applicable IWC Wage Orders.
3. TimeTrack Pro system configuration records, obtained from NovaPay Solutions Inc., documenting the configuration settings, customization parameters, and operational specifications of the TimeTrack Pro electronic timekeeping system as implemented for AMA, including the auto-deduction feature settings and the Missed Meal Attestation feature specifications.
4. Missed Meal Attestation feature activation and deactivation logs, organized by facility and date, reflecting the periods during which the Missed Meal Attestation feature was active and available to employees at each of AMA's seven California production facilities.
5. Payroll records and timekeeping data for the class period (November 1, 2018 through the present), maintained by NovaPay Solutions Inc. as AMA's payroll processor, including time punch data, shift records, auto-deduction records, Missed Meal Attestation submissions, meal period premium payment records, overtime calculations, and wage statements.
6. Production schedules, call sheets, and daily production logs for AMA's fourteen show units, reflecting the specific scheduling, staffing, and operational practices at each show unit during the class period.
7. AMA organizational charts and staffing records, including supervisor assignments, reporting structures, and supervisor-to-employee ratios at each facility and show unit.
8. Employee complaints or grievances related to meal and rest break practices. AMA has identified fourteen (14) formal complaints submitted by non-exempt employees through AMA's HR complaint process during the class period that relate to meal and rest break issues. These complaints have been produced or will be produced in AMA's document production, subject to applicable redactions for privacy and privilege.
9. The AMA Acceptable Use and Confidentiality Policy (revised March 2021), governing employee use of AMA's electronic systems, devices, and confidential information.
10. Training materials related to wage-and-hour compliance, including supervisor training presentations, onboarding materials, and compliance certification records, to the extent such materials exist and have been located.
11. AMA's responses to Plaintiffs' discovery requests in this action, including AMA's responses to Plaintiffs' First Set of Requests for Production of Documents and Plaintiffs' First Set of Special Interrogatories, to the extent served and responded to as of the date of these responses.
12. Deposition transcripts of witnesses deposed in this action, as they are taken during the discovery period.
13. Expert reports to be prepared by Dr. Rajesh Makhija (Workforce Dynamics Consulting LLC) and Dr. Catherine Lindstrom (Hargrove Analytics Inc.), which have not yet been completed but are expected to be produced in accordance with the Court's scheduling order.
AMA has produced and continues to produce responsive documents pursuant to Plaintiffs' First Set of Requests for Production of Documents. AMA's document production is being processed, hosted, and managed through its e-discovery vendor:
Marlowe Asset Management Litigation Technology Inc. 600 Anton Boulevard, Suite 900 Costa Mesa, California 92626 Telephone: (714) 555-8800 Contact: Jennifer Nakamura, Senior Project Manager
AMA's document production and all electronic discovery in this action are subject to the ESI Protocol Stipulation entered by the Court on January 13, 2023, which governs the format, processing specifications, metadata fields, and production protocols for electronically stored information, and the Stipulated Protective Order entered by the Court on February 15, 2023, which governs the designation, treatment, and use of confidential information produced in discovery.
As of the date of these responses, AMA's total document production consists of approximately 147,832 documents, comprising approximately 1.2 million pages, produced from the following key custodians: Lorraine Okafor (SVP, Human Resources), Gregory Tanaka (VP, Legal & Compliance), Marcus Yee (Director of Client Data Services, NovaPay Solutions Inc. — third-party custodian), Jonathan Mercer (President), Celine Arroyo (Director of Production Operations), Dwayne Prescott (VP of Unscripted Programming), and Karen Fong (Payroll Manager). Additional document collections from supplemental custodians are being processed and will be produced on a rolling basis in accordance with the parties' agreed-upon production schedule.
AMA reserves the right to supplement this response as its investigation and discovery continue, as additional documents are identified and produced, and as expert analyses are completed.
FORM INTERROGATORY NO. 20.1
Do YOU OR ANYONE ACTING ON YOUR BEHALF contend that any of the damages claimed by PLAINTIFF were not caused by the INCIDENT? If so: (a) state the reasons for YOUR contention; (b) state the amount of damages YOU attribute to causes other than the INCIDENT; and (c) identify each PERSON who supports YOUR contention and the facts known to that PERSON.
RESPONSE TO FORM INTERROGATORY NO. 20.1:
AMA denies that Plaintiffs or any putative class member has been damaged in any amount, or that Plaintiffs or any putative class member is entitled to any monetary relief, injunctive relief, restitution, penalties, or any other form of recovery in connection with the claims asserted in this action.
AMA specifically contends that Plaintiffs' aggregate damages claim of approximately $38.6 million — as set forth in the anticipated report of Plaintiffs' retained damages expert, Dr. Howard Rennick of Pinnacle Economic Consulting Group LLC, 3000 El Camino Real, Suite 500, Palo Alto, California 94306 — is grossly inflated, speculative, and based on unsupported and methodologically flawed assumptions. Among other deficiencies, AMA contends that Plaintiffs' damages model improperly assumes that every automatic thirty-minute meal period deduction recorded by the TimeTrack Pro system constituted a "missed" meal period for which a one-hour premium is owed under Labor Code Section 226.7, without accounting for the substantial number of employees who were provided with and actually took compliant thirty-minute meal periods. Plaintiffs' model further fails to account for the meal period premiums that were paid to employees who submitted Missed Meal Attestations, and it applies uniform assumptions regarding violation rates across all seven facilities and fourteen show units without regard to the individualized variation in working conditions, production schedules, and supervisory practices documented in AMA's records.
AMA's retained damages expert, Dr. Catherine Lindstrom of Hargrove Analytics Inc., 515 S. Figueroa Street, Suite 1100, Los Angeles, California 90071, is expected to provide an alternative damages analysis that addresses and corrects the methodological deficiencies in Plaintiffs' damages model. Dr. Lindstrom's analysis is expected to demonstrate that AMA's realistic exposure, if any, is substantially lower than the amount claimed by Plaintiffs.
AMA reserves the right to supplement this response upon the completion of Dr. Lindstrom's expert report and upon the completion of all fact and expert discovery in this action.
VERIFICATION
I, Gregory Tanaka, declare as follows:
I am the Vice President, Legal & Compliance of Aurelius Media Americas Inc., the defendant in the above-entitled action. I am authorized to make this verification on behalf of Aurelius Media Americas Inc. I have read the foregoing Defendant Aurelius Media Americas Inc.'s Responses to Plaintiffs' First Set of Form Interrogatories and know the contents thereof. The matters stated therein are true of my own knowledge, except as to those matters which are stated on information and belief, and as to those matters, I believe them to be true.
I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct.
Executed on March 24, 2023, at West Hollywood, California.
________________________________________
Gregory Tanaka Vice President, Legal & Compliance Aurelius Media Americas Inc.
Dated: March 24, 2023
CALDERWOOD & HARKNESS LLP
By: /s/ Devon Archer
________________________________________
Devon Archer (SBN 301462) CALDERWOOD & HARKNESS LLP 777 South Flower Street, Suite 4200 Los Angeles, California 90017 Telephone: (213) 555-7200 Facsimile: (213) 555-7201
Email: darcher@calderwoodharkness.com
Attorneys for Defendant Aurelius Media Americas Inc.
PROOF OF SERVICE
STATE OF CALIFORNIA, COUNTY OF LOS ANGELES
I am employed in the County of Los Angeles, State of California. I am over the age of eighteen (18) years and am not a party to the within action. My business address is Calderwood & Harkness LLP, 777 South Flower Street, Suite 4200, Los Angeles, California 90017.
On March 24, 2023, I served the foregoing document described as:
DEFENDANT AURELIUS MEDIA AMERICAS INC.'S RESPONSES TO PLAINTIFFS' FIRST SET OF FORM INTERROGATORIES
on the interested parties in this action by transmitting a true and correct copy via electronic service pursuant to California Code of Civil Procedure Section 1010.6 and Rule 2.251 of the California Rules of Court, addressed as follows:
Marco Castellano, Esq. Diane Salas, Esq. Trevor Kim, Esq. Castellano Byrne & Salas LLP 11755 Wilshire Boulevard, Suite 900 Los Angeles, California 90025 Telephone: (310) 555-3400
Email: mcastellano@inlawlaw.com
Email: dsalas@inlawlaw.com
Email: tkim@inlawlaw.com
Attorneys for Plaintiffs Marisol Fuentes, Derek Halloran, and Yesenia Padilla
Sandra Higuera, Esq. Veltrano Employment Law Group PC 350 South Grand Avenue, Suite 2800 Los Angeles, California 90071 Telephone: (213) 555-1900
Email: shiguera@ridgemontlaw.com
Co-Counsel for Plaintiffs Marisol Fuentes, Derek Halloran, and Yesenia Padilla
I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct.
Executed on March 24, 2023, at Los Angeles, California.
________________________________________
Devon Archer
Propounding Party: | Plaintiffs Marisol Fuentes, Derek Halloran, and Yesenia Padilla
Responding Party: | Defendant Aurelius Media Americas Inc.
Set Number: | One
Date Served: | February 22, 2023
Date Responses Due: | March 24, 2023
Date Responses Served: | March 24, 2023

SUPERIOR COURT OF THE STATE OF CALIFORNIA

PRELIMINARY STATEMENT

GENERAL OBJECTIONS

RESPONSES TO FORM INTERROGATORIES

FORM INTERROGATORY NO. 1.1

RESPONSE TO FORM INTERROGATORY NO. 1.1:

FORM INTERROGATORY NO. 2.1

RESPONSE TO FORM INTERROGATORY NO. 2.1:

FORM INTERROGATORY NO. 4.1

RESPONSE TO FORM INTERROGATORY NO. 4.1:

FORM INTERROGATORY NO. 12.1

RESPONSE TO FORM INTERROGATORY NO. 12.1:

FORM INTERROGATORY NO. 12.2

RESPONSE TO FORM INTERROGATORY NO. 12.2:

FORM INTERROGATORY NO. 12.3

RESPONSE TO FORM INTERROGATORY NO. 12.3:

FORM INTERROGATORY NO. 15.1

RESPONSE TO FORM INTERROGATORY NO. 15.1:

FORM INTERROGATORY NO. 16.1

RESPONSE TO FORM INTERROGATORY NO. 16.1:

FORM INTERROGATORY NO. 17.1

RESPONSE TO FORM INTERROGATORY NO. 17.1:

FORM INTERROGATORY NO. 20.1

RESPONSE TO FORM INTERROGATORY NO. 20.1:

VERIFICATION

CALDERWOOD & HARKNESS LLP

PROOF OF SERVICE

STATE OF CALIFORNIA, COUNTY OF LOS ANGELES

Record

Parties

Dates

Amounts