Case 5:17-cv-05605-BLF Document 139-1 Filed 12/28/21 Page 1 of 59
`Case 5:17-cv-05605-BLF Document 139-1 Filed 12/28/21 Page 1 of 59
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`EXHIBIT A
`EXHIBIT A
`
`

`

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`AMENDED SETTLEMENT AGREEMENT
`
`This Amended Settlement Agreement(this “Settlement” or “Agreement”) is made by and
`between plaintiff Christiana Bush, individually and on behalf of all others similarly situated
`(“Plaintiff”), and defendants Vaco LLC (“Vaco”) and Google LLC (“Google”). Plaintiff and
`Defendants collectively are referred to in this Agreementas the “Parties.”
`
`I.
`
`DEFINITIONS
`
`Unless otherwise defined herein, the following terms used in this Agreement shall have the
`meanings ascribed to them asset forth below:
`
`A.
`
`“Action” meansthecivil action titled CHRISTIANA BUSH, on behalfofher herself,
`all others similarly situated, and the general public, Plaintiff; vs. VACO LLC, a
`Tennessee limited liability company; GOOGLE LLC, a Delaware corporation; and
`DOES | to 50, inclusive, Defendants, pending before the United States District
`Court for the Northern District of California, Case No. 5:17-cv-05605.
`
`“Agreement” or “Settlement Agreement” meansthis Class and Collective Action
`Settlement Agreement.
`
`“CAFA Notice” means the notice of the Settlement that Defendants will give
`pursuant to the Class Action Fairness Act of 2005, 28 U.S.C. § 1711 et seq.
`(“CAFA”), as evidenced by Exhibit F to this Settlement.
`
`“California Class” means all members of the Expedition CA Subclass and
`OAOS/CBTCalifornia Subclass.
`
`“California Class Members” means all members of the California Class.
`
`“Classes” meansthe California Class and the Expedition FLSA Class.
`
`“Class Counsel” means Shaun Setareh, Thomas Segal, and William M. Pao of
`Setareh Law Group.
`
`“Class Counsel Fees and Expenses Payment” means the amount awarded to Class
`Counsel by the Court to compensate them for the services they have rendered and
`will render to Plaintiff and the Classes in the Action, and any expenses they have
`incurred,
`in connection with the Covered Claims,
`including their pre-filing
`investigation, their commencementof the Action andall related litigation activities,
`this Settlement, and all post-Settlement compliance procedures.
`
`the Notices of Proposed Settlement, Conditional
`“Class Notice” means
`Certification of the Settlement Classes, Preliminary Approval of Settlement, and
`Hearing Date for Final Court Approval as evidenced by Exhibits A andCto this
`Agreement and incorporated by reference into this Agreement. Exhibit A shall be
`sent to California Class Members and Exhibit C shall be sent to FLSA Class
`Members.
`
`

`

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`“Class Members” means membersofeither the California Class or the Expedition
`FLSAClassor both.
`
`“Class Notice Packet” means the Class Notices (Exhibit A to this Agreement), the
`Notices of Estimated Settlement Award (Exhibit B to this Agreement), and the
`Consent to Join Settlement for Expedition FLSA Class Members (Exhibit C to this
`Agreement). The Class Notice Packet sent to California Class Members shall
`consist of Exhibits A and B to this Agreement, and the Class Notice Packet sent to
`FLSA Class Membersshall consist of Exhibits A, B, and C to this Agreement.
`
`“Class Representative Payment” meansthe special payment madeto Plaintiff in her
`capacity as Class Representative to compensate her for initiating and pursuing the
`Covered Claims, undertaking the risk of liability for attorneys’ fees and expenses
`in the event she was unsuccessfulin the prosecution of the Action, and granting the
`release described in section III.F.1 of the Settlement.
`
`“Consent to Join Settlement Form” means the form that Expedition FLSA Class
`Members must submit in order to opt into this Settlement and beeligible to receive
`a Settlement Share, as evidenced by Exhibit C to this Agreement.
`
`“Court” means the United States District Court for the Northern District of
`California.
`
`“Covered Claims” meansthe claimsthat arise out of or relate to the allegations in
`the Action.
`
`“Covered Workweeks” means the number of workweeks that a Class Member
`worked for Defendants in a position covered by the Settlement during the relevant
`time period.
`
`“Effective Date” means the date by whichall of the following have occurred:
`
`1.
`
`2.
`
`3.
`
`Defendants (individually or collectively) have not voided this Settlement
`pursuantto section III.E.7;
`
`the Court enters the Judgment; and
`
`the Judgment becomesFinal.
`
`“Expedition CA Subclass” meansall persons employed by Vacoin California who
`were assigned to work at Google in any of the roles of Expedition Associate and/or
`Expedition Team Lead, at any time from August 12, 2013 through the date of
`preliminary court approvalof the Settlement.
`
`“Expedition FLSA Class” meansall persons employed by Vaco in the United
`States, who were assigned to work at Google in the position of Expedition
`Associate and/or Expedition Team Leadat any time from August 12, 2014 through
`the date of preliminary court approval of the Settlement.
`
`2
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`“Final” meansthat the Settlement has been finally approved by the Court, and either
`(1) the Ninth Circuit Court of Appeals has rendered a final judgmentaffirming the
`Court’s final approval without material modification and the date for further appeal
`has passed without further appeal; (2) the Ninth Circuit Court of Appeals has
`rendered a final judgment affirming the Court’s final approval without material
`modification and the further appeals have been resolved without material
`modification of the final approval order; or (3) the applicable date for seeking
`appellate review of the Court’s final approval of the Settlement has passed without
`a timely appeal or request for review having been made.
`
`“Final Approval Hearing” means the hearing to be conducted by the Court to
`determine whether to approve finally and implementthe termsof this Agreement.
`
`“FLSA Class Members” or “Expedition FLSA Class Members” means all
`members of the Expedition FLSA Class.
`
`“Google’s Counsel” means Zachary P. Hutton, Eric D. Distelburger, and Paul A.
`Holton of Paul Hastings LLP.
`
`“Judgment” means the Order Granting Final Approval of Class and Collective
`Action Settlement and Entering Final Judgment entered by the Court
`in
`substantially the same form evidenced by Exhibit H to this Agreement and
`incorporated by reference into this Agreement.
`
`“Net Settlement Amount” means the amount from the Total Settlement Amount
`that is available for distribution as Settlement Shares to Class Members after
`deductions for (a) the Class Representative Payment; (b) the Class Counsel Fees
`and Expenses Payment; (c) the Settlement Administrator’s fees and expenses; and
`(d) any amounts not claimed by FLSA Class Members under section III(E)(12)
`below.
`
`“Notices of Estimated Settlement Award” meansthe form that Class Memberswill
`receive that describes their estimated Settlement Shares, as evidenced by Exhibit B
`to this Agreement and incorporated by reference into this Agreement.
`
`“OAOS/CBT California Subclass” means all persons employed by Vaco in
`California who were assigned to work at Google in any of the roles of Order Audit
`Operation Specialist or Content Bug Technician, at any time from August 12, 2013
`through the date of preliminary court approval of the Settlement.
`
`BB.
`
`CC.
`
`“Participating Class Members” meansall California Class Members who do not
`timely and validly elect not to participate in the Settlement, and all Expedition
`FLSA Class Members who timely submit a claim form consenting to join the
`collective action and be bound bythe Settlement.
`
`“Preliminary Approval of the Settlement” means the Court’s preliminary approval
`of the Settlement without material change, or with material changes to the
`Settlement to which the Parties all agree. An award by the Court of lesser amounts
`
`3
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`DD.
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`EE.
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`FF.
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`GG.
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`than sought for the Class Representative Payment or Class Counsel Fees and
`Expenses Paymentwill not be considered a material change to the Settlement.
`
`“Settlement” means the Parties’ agreement, as detailed herein, to dispose of the
`Action andall other claims, demands, rights, promises, covenants, actions, suits,
`causes of action, obligations, debts, expenses, administration costs, damages,
`penalties, fines, interest, injuries, compensation, judgments, orders and liabilities
`alleged in, arising from or related to the Action.
`
`“Settlement Administrator” means the administrator proposed by the Parties and
`appointed by the Court to administer the Settlement.
`
`“Settlement Share” meansthe portion of the Net Settlement Amount allocable to
`each Class Memberas provided by this Agreement.
`
`“Total Settlement Amount” meansthe total maximum amountto be paid by Vaco
`as provided by this Agreement. The Total Settlement Amountis $1,500,000 (One
`Million Five Hundred Thousand Dollars). The Total Settlement Amount will
`cover:
`(a) all settkement payments to Class Members eligible for settlement
`payments;
`(b) Plaintiff's Class Representative Payment;
`(c) Class Counsel’s
`attorneys’ fees and expenses(includingall attorneys’ fees and expensesincurred to
`date and to be incurred in documenting the Settlement, securingtrial and appellate
`court approval of the Settlement, attending to the administration of the Settlement,
`and obtaining a dismissal of the Action); and (d) the Settlement Administrator’s
`fees and expenses.
`
`HH.
`
`“Vaco’s Counsel’ means Daniel B. Chammas and Min K. Kim of Ford & Harrison
`LLP.
`
`II.
`
`RECITALS
`
`A.
`
`On August 24, 2017, Plaintiff commenced the Action, asserting claims on an
`individual and putative class and collective basis for alleged violations of California
`Labor Code sections 201-204, 223, 226(a), 226.7, 510, 512, 1194, 1194.2, 1197,
`1197.1, 1198, and 2802, and the California Business and Professions Code section
`17200, et seq., and the Fair Labor Standards Act (“FLSA”), 29 U.S.C. section 201,
`et seq. Plaintiff contends that Defendants failed to: (1) provide meal periods; (2)
`provide rest periods;
`(3) pay minimum and overtime wages;
`(4) indemnify
`necessary business expenditures; (5) provide accurate written wage statements; and
`(6) pay all wages dueat the time of separation. In addition, Plaintiff asserted that
`Defendants engaged in unlawful businesspractices.
`
`On September 27, 2017, Defendants removed the Action to the United States
`District Court for the Northern District of California, where it was assigned Case
`No. 5:17-cv-05605.
`
`On October 31, 2017, Plaintiff filed a First Amended Complaint (“FAC”), adding
`claims under the California Labor Code Private Attorneys General Act (““PAGA”).
`
`4
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`On May2, 2018, the Court dismissed Plaintiff's FAC with leave to amend, except
`that Plaintiff's PAGA cause of action was dismissed without leave to amend.
`
`On May23, 2018, Plaintiff filed a Second Amended Complaint (“SAC”), dropping
`her PAGAclaim, but keeping all other causes ofaction.
`
`On December3, 2018, the Court dismissed Plaintiff's SAC with leave to amend.
`
`On January 23, 2019, Plaintiff filed a Third Amended Complaint (“3AC”).
`
`On July 22, 2019, the Court dismissed Plaintiff's 3AC with leave to amendin part
`and without leave to amendin part.
`
`On August 12, 2019, Plaintiff filed a Fourth Amended Complaint.
`
`On August 31, 2020, the Parties participated in a mediation presided over by
`Tripper Ortman, Esq. During the mediation, each side, represented by its respective
`counsel, recognized the substantial risk of an adverse result in the Action and
`agreed to settle the Action, and all other matters covered by this Agreement
`pursuant to the terms and conditions of this Agreement. This Agreement replaces
`and supersedes the Memorandum of Agreement entered into at the mediation and
`any other agreements, understandings, or representations between the Parties.
`
`This Agreement represents a compromiseandsettlement of highly disputed claims.
`Nothing in this Agreement is intended or will be construed as an admission by
`Defendants that any of Plaintiffs claims in the Action have merit or that they have
`any liability to Plaintiff or the Class on any of those claims, or as an admission by
`Plaintiff that Defendants’ defenses in the Action have merit.
`
`On February 22, 2021, Plaintiff filed a Fifth Amended Complaint naming Vaco and
`Google as the Defendants for purposes of effecting this Settlement.
`
`Based on these Recitals, the Parties agree as follows:
`
`III.
`
`SETTLEMENT TERMS AND CONDITIONS
`
`A.
`
`Total Settlement Amount. Subject to the terms and conditions of this Agreement,
`the Total Settlement Amount is $1,500,000 (One Million Five Hundred Thousand
`Dollars). The Total Settlement Amount will cover: (a) all settlement payments to
`Class Members
`eligible
`for
`settlement payments;
`(b) Plaintiff's Class
`Representative Payment;
`(c) Class Counsel’s attorneys’
`fees and expenses
`(including all attorneys’ fees and expenses incurred to date and to be incurred in
`documenting the Settlement, securing trial and appellate court approval of the
`Settlement, attending to the administration of the Settlement, and obtaining a
`dismissal of the Action); and (d) the Settlement Administrator’s fees and expenses.
`
`

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`B.
`
`Settlement Shares. Subject to the terms and conditions of this Agreement, the
`Settlement Administrator will allocate Settlement Shares from the Net Settlement
`Amount to Participating Class Membersas follows:
`
`1.
`
`each
`calculate
`|The Settlement Administrator will
`Calculation.
`Participating Class Member’s Settlement Share based on the following
`formula: Participating Class Memberwill receive a payment equal to the
`Net Settlement Amount times the ratio of (i) the number of Covered
`Workweeks that he or she worked to (ii) the total number of Covered
`Workweeks worked by all Class Members. For the California Class, the
`number of Covered Workweekswill be measured from August 12, 2013 to
`the date of preliminary court approval of the Settlement; for the Expedition
`FLSAClass, the number of Covered Workweeks will be measured from
`August 12, 2014 to the date of preliminary court approval of the Settlement.
`Where there is overlap between the two classes, members of the Expedition
`FLSA Class and Expedition CA Subclass shall not have their workweeks
`double-counted.
`
`For purposesof the estimated Settlement Share reported to Class Members
`in the Notice of Estimated Settlement Award, the Settlement Administrator
`will calculate each Class Member’s Settlement Share assuming that no
`California Class Members opt out of, or request exclusion from,
`the
`Settlement, and assuming that all FLSA Class Members opt in to the
`Settlement.
`
`Effect of California Class Members Who Opt Out of Settlement. A
`California Class Member whotimely and validly opts out of the Settlement
`by submitting a signed letter requesting exclusion from the Settlement will
`not participate in or be bound by the Settlement; will not receive a
`Settlement Share; and will not be included with those other Class Members
`counted for purposes of the calculation of Settlement Shares.
`The
`Settlement Share that otherwise would have been payable to such Class
`Memberwill be retained in the Net Settlement Amount for distribution to
`all other Class Members. If a member of the Expedition CA Subclass opts
`out of the Settlement, then that individual is excluded from the Settlement
`entirely and may not submit a Consent to Join Settlement Form aspart of
`the Expedition FLSA Class.
`
`Effect of Expedition FLSA Class Members Who Do Not OptInto the
`Settlement. An Expedition FLSA Class Member whofails to timely and
`validly opt into the Settlement by submitting a Consent to Join Settlement
`Form within 45 days of the date of the notice will not participate in or be
`bound by the Settlement; will not receive a Settlement Share; and will not
`be included with those other Class Members counted for purposes of the
`calculation of Settlement Shares. However, if the Expedition FLSA Class
`Memberis also a California Class Member and has not opted out of the
`Settlement, failure to timely submit a valid Consentto Join Settlement Form
`
`6
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`shall only operate to exclude the recovery ofthat portion of the Settlement
`Share attributable to his or her Covered Workweeks worked outside of
`California. The Settlement Share that otherwise would have been payable
`to such Class Memberwill either revert to Vaco or be retained in the Net
`Settlement Amountfor distribution to all other Class Members, subject to
`section ITI.E.12.
`
`Tax Treatment.
`
`a.
`
`The Settlement Shares of California Class Members shall be
`reported to taxing authorities as follows:
`
`@)
`
`(ii)
`
`One-third of each Settlement Share (the “Wage Portion”) is
`intendedto settle each Participating Class Member’s claims
`for unpaid wages. Accordingly, the Wage Portion will be
`reduced by applicable payroll
`tax withholding and
`deductions, and the Settlement Administrator will issue to
`the Participating Class Member a Form W-2 with respect to
`the WagePortion. The employer’s share of legally required
`payroll
`taxes for
`the Wage Portion will be paid by
`Defendants directly and not out of the Total Settlement
`Amount.
`
`Two-thirds of each Settlement Share (the “Non-Wage
`Portion”) is intended to settle each Participating Class
`Member’s claimsforall interest and penalties. Accordingly,
`the Non-Wage Portion will not be reduced by payroll tax
`withholding and deductions; and, instead, the Settlement
`Administrator will issue to the Participating Class Member
`a Form 1099 with respect to the Non-WagePortion.
`
`b.
`
`The Settlement Shares of Expedition FLSA Class Membersshall be
`reported to taxing authorities as follows:
`
`@)
`
`Fifty percent of each Settlement Share (the “Wage Portion’)
`is intended to settle each Participating Class Member’s
`claims for unpaid wages. Accordingly, the Wage Portion
`will be reduced by applicable payroll tax withholding and
`deductions, and the Settlement Administrator will issue to
`the Participating Class Member a Form W-2 with respect to
`the WagePortion. The employer’s share of legally required
`payroll
`taxes for
`the Wage Portion will be paid by
`Defendants directly and not out of the Total Settlement
`Amount.
`
`(ii)
`
`Fifty percent of each Settlement Share (the “Non-Wage
`Portion”) is intended to settle each Participating Class
`
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`Member’s claims for all liquidated damages. Accordingly,
`the Non-Wage Portion will not be reduced by payroll tax
`withholding and deductions; and, instead, the Settlement
`Administrator will issue to the Participating Class Member
`a Form 1099 with respect to the Non-WagePortion.
`
`C.
`
`Payments to Plaintiff, Class Counsel, and Settlement Administrator. Subject
`to the terms and conditions of this Agreement, the Settlement Administrator will
`makethe following payments out of the Total Settlement Amountas follows:
`
`1.
`
`To Plaintiff: In addition to Plaintiff’s Settlement Share, Plaintiff will apply
`to the Court for an award of not more than $7,500 as Plaintiff's Class
`Representative Payment in consideration of initiating and pursuing the
`Action, undertaking the risk of liability for attorneys’ fees and expenses in
`the event she was unsuccessful in the prosecution of the Action, and
`granting the release provided for in section III.F.1 of this Agreement.
`Defendants will not oppose a Class Representative Payment of $7,500 to
`Plaintiff. The Settlement Administrator will pay the Class Representative
`Payment approved by the Court (but not more than $7,500) out of the Total
`Settlement Amount. If the Court approves a Class Representative Payment
`of less than $7,500, the remainder will be retained in the Net Settlement
`Amount. Tax deductions and withholdings will not be taken from the Class
`Representative Payment, and instead a Form 1099 will be issuedto Plaintiff
`with respect to this payment.
`
`To Class Counsel: Class Counsel will apply to the district court for an
`award of not more than $500,000 for attorneys’ fees (one-third (1/3) of the
`Total Settlement Amount) and not more than $40,000 for expensesas their
`Class Counsel Fees and Expenses Payment, and Defendants will not oppose
`their request.
`If the Court approves a Class Counsel Fees and Expenses
`Payment of less than the amount authorized to be sought underthis
`Agreement, the remainder will be retained in the Net Settlement Amount.
`Defendants will issue to Class Counsel a Form 1099 with respect to the
`awarded attorneys’ fees and costs, and Class Counsel beforehand will
`provide Defendants or the Settlement Administrator (as applicable) with a
`completed Form W-9.
`
`To the Settlement Administrator. The Settlement Administrator will pay
`to itself out ofthe Total Settlement Amountits reasonable fees and expenses
`as approved by the Court.
`In the event that the Settlement is not finally
`approved, Defendants will pay the Settlement Administrator’s reasonable
`fees incurred as ofthat time.
`
`D.
`
`Appointment of Settlement Administrator. The Parties will ask the Court to
`appoint Phoenix Settlement Administrators to act as Settlement Administrator,
`which, as a condition of appointment, will agree to be bound by this Agreement
`with respect to the performanceofits duties and its compensation. The Settlement
`
`8
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`Administrator’s duties will include creating and maintaining a static website for
`this Settlement whereit shall upload and hostall the documents that have beenfiled
`in this matter, including this Agreement; preparing, printing, and mailing the Class
`Notice Packet to the Class Members; conducting a National Change of Address
`search and using Accurint and other reasonable and cost-effective skip trace
`methods to locate any Class Member whose Class Notice Packet was returned by
`the U.S. Postal Service as non-deliverable, and re-mailing the Class Notice Packet
`to the Class Member’s new address; receiving California Class Memberopt-outs
`from the Settlement; receiving Expedition FLSA Class Member opt-ins to the
`Settlement; providing the Parties with weekly status reports about the delivery of
`Class Notice Packets and receipt of California Class Member opt-outs and
`Expedition FLSA Class Member opt-ins from the Settlement; calculating
`Settlement Shares; issuing the checks to effectuate the payments due under the
`Settlement; preparing Form 1099s and completing required reports to tax
`authorities; and otherwise administering the Settlement pursuantto this Agreement.
`The Settlement Administrator will have the final authority to resolve all disputes
`concerning the calculation of a Class Member’s Settlement Share, subject to the
`dollar limitations set forth in this Agreement. The Settlement Administrator’s
`reasonable fees and expenses, including the cost of printing and mailing the Class
`Notice Packet, will be paid out of the Total Settlement Amount.
`
`E.
`
`Procedure for Approving Settlement.
`
`1.
`
`Prior to moving for
`Prior to Motion for Preliminary Approval.
`preliminary approvalof the Settlement, the Parties will file a stipulation to
`allow Plaintiff to amend the Fourth Amended Complaint so that Plaintiff
`mayreplace all of the Vaco entities currently named as defendants with
`Vaco LLC.
`
`2.
`
`Motionfor Preliminary Approval.
`
`a.
`
`b.
`
`c.
`
`After Plaintiff files an amended complaint, the Parties will file a
`joint motion (the “Motion for Preliminary Approval”) with the
`Court for an order granting Preliminary Approval of the Settlement,
`conditionally certifying the California and Expedition FLSA
`Classes, setting a date for the Final Approval Hearing, and
`approving and authorizing the dissemination of the Class Notice
`Packets.
`
`Within ten (10) days of the Parties filing the Motion for Preliminary
`Approval, Defendants will, pursuant to CAFA, mail the CAFA
`Notice to the Attorney General of the United States and the
`appropriate state official in each state in which a Class Member
`resides at the time of notice.
`
`At the hearing on the Motion for Preliminary Approval, the Parties
`will jointly appear, support the granting of the motion, and submit
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`an order granting the motion in the form evidenced by Exhibit E to
`this Agreement.
`
`Should the Court decline to preliminarily approve all material
`aspects of the Settlement, or order material changes to the
`Settlement to which the Parties do not agree, the Settlement will be
`null and void and the Parties will have no further obligations under
`it. An award by the Court of lesser amounts than sought for the
`Class Representative Payment or the Class Counsel Fees and
`Expenses Payment will not be a material modification of the
`Settlement.
`
`3.
`
`Notice to Class Members. After the Court enters its order granting
`Preliminary Approval of the Settlement, every Class Member will be
`provided with the appropriate Class Notice Packet (which will include the
`Class Notice completed to reflect the order granting Preliminary Approval
`of the Settlement,
`the Notice of Estimated Settlement Award, and, if
`applicable, the Consent to Join Settlement Form) as follows:
`
`a.
`
`Within thirty (30) days after the Court enters its order granting
`Preliminary Approvalof the Settlement, Defendants will provide to
`the Settlement Administrator the following information for each
`Class Member: name, last known address and telephone number(if
`any), Social Security number, along with number ofworkweeksthat
`he or she worked in a position in the California Class and/or the
`Expedition FLSA Class, as reflected in Defendants’ records during
`the relevant period. If any or all of the Class Members’ data are
`unavailable to Defendants, Defendants will use best efforts to
`deduceor reconstruct the Class Members’ data prior to when it must
`be submitted to the Settlement Administrator; approximations or
`averages may be used. This information will otherwise remain
`confidential and will not be disclosed to anyone, except in order to
`carry out the efforts described in section III.D and to disseminate the
`applicable Class Notice Packet pursuant to this Agreement, or
`pursuant to Defendants’ express written authorization or by order of
`the Court.
`
`Within 15 days after receiving the Class Memberinformation from
`Defendants,
`the Settlement Administrator will send each Class
`Membernotice of the Settlement, a Notice of Estimated Settlement
`Award including the estimated Settlement Share that the Class
`Member may qualify to receive, and, with respect
`to each
`Expedition FLSA Class Member, the Consent to Join Settlement. In
`the event of returned or non-deliverable notices, the Settlement
`Administrator will make reasonable efforts to locate Class Members
`and re-sendthe notices.
`
`10
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`If a Class Notice Packetis returned because of an incorrect address
`and no forwarding address is affixed thereto,
`the Settlement
`Administrator will promptly, and not later than five (5) business
`days from receipt of the returned packet, search for a more current
`address for the Class Memberusing a skip trace, and re-mail the
`Class Notice Packet
`to the Class Member.
`The Settlement
`Administrator will use the Class Members’ data and otherwise work
`with Defendants to find a more current address. The Settlement
`Administrator will be responsible for taking reasonable steps,
`consistent with its agreed-upon job parameters, court orders, and
`fee, as agreed to with Class Counsel and according to the following
`deadlines, to trace the mailing address of any Class Member for
`whom a Class Notice Packet is returned by the U.S. Postal Service
`as undeliverable.
`These reasonable steps will
`include, at a
`minimum,the tracking ofall undelivered mail; performing address
`searches for all mail returned without a forwarding address; and
`promptly re-mailing to Class Members for whom new addressesare
`found.
`If the Class Notice Packet is re-mailed, the Settlement
`Administrator will note for its own records and notify Class Counsel
`and Defendants’ Counsel of the date and address of each such re-
`mailing as part of a weekly status report provided to the Parties.
`Class Counsel and Defendants’ Counsel will be entitled to receive
`from the Settlement Administrator any updated address information
`about a Class Memberas the Settlement Administrator obtains such
`information.
`
`Each week, the Settlement Administrator will provide to Class
`Counsel and Defendants’ Counsel a report showing whether any
`Class Notice Packets have been returned and re-mailed and the
`receipt of any opt-outs, opt-ins, and/or objections to the Settlement.
`
`4.
`
`Objections to Settlement; Opt-outs from Settlement by California Class
`Members; Opt-ins to Settlement by Expedition FLSA Class Members.
`Class Members may submit objections to the Settlement, California Class
`Members may opt out of the Settlement, and Expedition FLSA Class
`Members mayoptinto the settlement pursuant to the following procedures:
`
`a.
`
`Objections to Settlement. Class Members who wishto object to
`any term of the Settlement must mail his or her objection to the
`Settlement Administrator not later than 45 days after notice of the
`Settlement was mailed or, with respect to the Class Representative
`Paymentor the Class Counsel Fees and Expenses Payment, by the
`deadline for opposing a motion for an award ofthose payments. The
`Settlement Administrator shall, within two (2) business days of
`receipt, serve any objection(s) received on Class Counsel and
`Defendants’ Counsel. Class counsel shall then promptlyfile all such
`objections with the Court. Defendants’ Counsel and Class Counsel
`
`11
`
`

`

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`DocuSign Envelope ID: 2826695:PrdcheeMaRMPHEPE?"tiBoonmentBOL FiibeKORI2AGIA1 PRape1630629
`Case 5:17-cv-05605-BLF Document 139-1 Filed 12/28/21 Page 13 of 59
`
`b.
`
`c.
`
`shall file and serve any responsesto objectionsnolater than fourteen
`(14) calendar daysprior to the Final Approval hearing. To be valid,
`any objection must: (1) contain the objecting Class Member’s full
`name, current address, and telephone number, as well as contact
`information for any attorney representing the objecting Class
`Memberfor purposesof the objection; (2) include all objections and
`the factual and legal bases for same;
`(3) include any and all
`supporting papers, briefs, written evidence, declarations, and/or
`other evidence supporting the objection; and (4) be postmarked no
`later than forty-five (45) days after the Settlement Administrator
`originally mails the Class Notice Packets. The objection also will
`indicate whether the Class Memberintends to appear at the Final
`Approval Hearing. Class Members who do not submit written
`objections in the mannerandbythe deadline specified above will be
`deemed to have waived any objections and will be foreclosed from
`making any objections (whether by appeal or otherwise) to the
`Settlement or other related matters.
`
`FLSA Opt-Ins. Expedition FLSA Class Members will have 45
`daysafter the Consentto Join Settlement Form is mailed to complete
`and submit a claims form. Expedition FLSA Class Members who do
`not submit a Consent to Join Settlement Form by the deadline will
`be foreclosed from and be deemed to have waived any right to
`participate in the Action and the Settlement to the extent of any
`hours they have worked outside of California as Expedition Team
`Leads or Expedition Associates during the Covered Workweeks.
`
`The Class Notice will provide that
`Request for Exclusion.
`California Class Members may exclude them