law offices of ronald a. cohelan khoury & singer … · 2 woodard et al. v. labrada et al., no....

Woodard et al. v. Labrada et al., No. 5:16-cv-00189-JGB-SP

PLAINTIFFS’ NOTICE OF MOTION AND MOTION FOR ATTORNEYS’ FEES, COSTS, AND INCENTIVE AWARDS

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LAW OFFICES OF RONALD A. MARRON RONALD A. MARRON (SBN 175650) [email protected] MICHAEL T. HOUCHIN (SBN 305541) [email protected] 651 Arroyo Drive San Diego, California 92103 Telephone: (619) 696-9006 Facsimile: (619) 564-6665 Counsel for Plaintiffs and the Proposed Class

COHELAN KHOURY & SINGER TIMOTHY D. COHELAN (SBN 60827) [email protected] ISAM C. KHOURY (SBN 58759) [email protected] MICHAEL D. SINGER (SBN 115301) [email protected] J. JASON HILL (SBN 179630) [email protected] 605 C Street, Suite 200 San Diego, California 92101 Telephone: (619) 239-8148 Facsimile: (619) 595-3000

UNITED STATES DISTRICT COURT

CENTRAL DISTRICT OF CALIFORNIA VEDA WOODARD, TERESA RIZZO-MARINO, and DIANE MORRISON, on behalf of themselves, all others similarly situated, and the general public,

Plaintiffs, vs.

LEE LABRADA; LABRADA BODYBUILDING NUTRITION, INC.; LABRADA NUTRITIONAL SYSTEMS, INC.; DR. MEHMET C. OZ, M.D.; ENTERTAINMENT MEDIA VENTURES, INC. d/b/a OZ MEDIA; ZOCO PRODUCTIONS, LLC; HARPO PRODUCTIONS, INC; SONY PICTURES TELEVISION, INC; NATUREX, INC.; and INTERHEALTH NUTRACEUTICALS, INC.,

Defendants.

CASE NO. 5:16-cv-00189-JGB-SP CLASS ACTION

PLAINTIFFS’ NOTICE OF MOTION AND MOTION FOR ATTORNEYS’ FEES, COSTS, AND INCENTIVE AWARDS Date: October 7, 2019 Time: 9:00 a.m. Ctrm: 1 Judge: Hon. Jesus G. Bernal

Case 5:16-cv-00189-JGB-SP Document 295 Filed 08/16/19 of 3 Page ID #:5990

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TO THE COURT, ALL PARTIES, AND THEIR COUNSEL OF RECORD: PLEASE TAKE NOTICE THAT, on October 7, 2019 at 9:00 a.m., or as soon thereafter as the matter may be heard, in Courtroom 1 of the United States District Court for the Central District of California, Eastern Division, 3470 Twelfth Street Riverside, California 92501, before the Honorable Jesus G. Bernal, presiding, Plaintiffs Veda Woodard, Teresa Rizzo-Marino, and Diane Morrison (“Plaintiffs”) will and hereby do move the Court, pursuant to Federal Rule of Civil Procedure 23(h), for an Order awarding Plaintiffs attorneys’ fees, costs, and incentive awards in connection with their partial class action settlement with Defendant Naturex, Inc. (“Naturex”). Plaintiffs respectfully request attorneys’ fees in the amount of $325,000, costs in the amount of $61,321.56, an incentive award to Plaintiff Veda Woodard in the amount of $5,000.00, an incentive award to Plaintiff Diane Morrison in the amount of $5,000.00, and an incentive award to Plaintiff Teresa Rizzo-Marino in the amount of $7,500.00. This motion is based on this Notice of Motion, the concurrently-filed Memorandum of Points and Authorities, the concurrently-filed Declaration of Ronald A. Marron and Exhibits A through C attached thereto, the concurrently-filed Declaration of Timothy D. Cohelan and Exhibits 1 through 5 attached thereto, the concurrently-filed Proposed Order Granting Plaintiffs’ Motion for Attorneys’ Fees, Costs, and Incentive Awards, all prior pleading and proceedings in this matter, and all other evidence and written and oral argument that will be submitted in support of the Motion. DATED: August 16, 2019 /s/ Ronald A. Marron

RONALD A. MARRON LAW OFFICES OF RONALD A. MARRON




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RONALD A. MARRON [email protected] Michael T. Houchin [email protected] 651 Arroyo Drive San Diego, California 92103 Telephone: (619) 696-9006 Facsimile: (619) 564-6665

COHELAN KHOURY & SINGER TIMOTHY D. COHELAN [email protected] ISAM C. KHOURY [email protected] MICHAEL D. SINGER [email protected] JAMES J. HILL [email protected] 605 C St #200 San Diego, California 92101 Telephone: (619) 239-8148 Facsimile: (619) 595-3000 Counsel for Plaintiffs and the Proposed Class



MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT OF PLAINTIFFS’ MOTION FOR ATTORNEYS’ FEES, COSTS, AND INCENTIVE AWARDS

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Plaintiffs, vs.


Defendants.


MEMORANDUM OF POINTS AND AUTHORITIES IN SUPPORT OF PLAINTIFFS’ MOTION FOR ATTORNEYS’ FEES, COSTS, AND INCENTIVE AWARDS Date: October 7, 2019 Time: 9:00 a.m. Ctrm: 1 Judge: Hon. Jesus G. Bernal

Case 5:16-cv-00189-JGB-SP Document 295-1 Filed 08/16/19 Page 1 of 36 Page ID #:5993

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TABLE OF CONTENTS

I. INTRODUCTION ............................................................................................. 1

II. LEGAL STANDARD ........................................................................................ 2

III. PLAINTIFFS ARE FILING THEIR FEE MOTION PRIOR TO THE OBJECTION DEADLINE SO THAT CLASS MEMBERS HAVE AN OPPORTUNITY TO RESPOND ...................................................................... 2

IV. PLAINTIFFS ARE ENTITLED TO ATTORNEYS’ FEES UNDER CALIFORNIA LAW .......................................................................................... 3

A. The CLRA Requires Fees Be Awarded to a “Prevailing Plaintiff” .............. 3

B. The Private Attorney General Statute Separately Entitles a “Successful” Party to Fees in Public Interest Cases ........................................................... 4

C. The Settlement Agreement Provides for Attorneys’ Fees, Costs, and Incentive Awards .......................................................................................... 5

V. CLASS COUNSEL ARE ALSO ENTITLED TO ATTORNEYS’ FEES AND COSTS UNDER THE COMMON FUND DOCTRINE ................................... 6

VI. CLASS COUNSEL’S REQUESTED FEES ARE FAIR AND REASONABLE ................................................................................................. 7

A. The Claims Against Naturex Required Substantial Time and Labor ........... 8

B. The Issues Were Novel and Difficult, and Required the Skills of Highly Talented Attorneys ........................................................................................ 9

C. Class Counsel Achieved an Excellent Results for the Class .......................11

D. The Claims Presented Serious Risk ............................................................12

E. Class Counsel Assumed Considerable Risk to Pursue this Action on a Pure Contingency Basis .......................................................................................13

F. Class Counsel Are Requesting Less than their Actual Lodestar Even Though They Would Be Entitled to a Positive Multiplier ..........................14

G. Class Counsel Are Only Requesting Fees in the Amount of 25% of the Common Fund .............................................................................................16


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VII. CLASS COUNSEL’S RATES AND HOURS EXPENDED ARE REASONABLE .............................................................................................17

A. Class Counsel’s Hourly Rates Are Reasonable and Have Been Approved by Numerous Federal and State Courts ......................................................17

B. Class Counsel’s Hours Expended Are Reasonable .....................................20

VIII. THE REQUESTED COSTS ARE FAIR AND REASONABLE ..................21

IX. THE REQUESTED INCENTIVE AWARDS ARE FAIR AND REASONABLE ..............................................................................................23

X. CONCLUSION ................................................................................................24


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TABLE OF AUTHORITIES

Cases Adoma v. Univ. of Phoenix,

913 . Supp. 2d 964 (E.D. Cal. Dec. 20, 2012) .....................................................10 Bellinghausen v. Tractor Supply Co.,

306 F.R.D. 245 (N.D. Cal. 2015) .........................................................................24 Blum v. Stenson,

465 U.S. 886 (1984) .............................................................................................17 Brazil v. Dell Inc.,

2012 WL 1144303 (N.D. Cal. Apr. 4, 2012) ......................................................... 5 Broughton v. Cigna Healthplans,

21 Cal. 4th 1066 (1999) ......................................................................................... 4 Camancho v. Bridgeport Fin., Inc.,

523 F.3d 973 (9th Cir. 2008) ...............................................................................17 Carter v. Anderson Merchandisers, LP,

2010 WL 1946757 (C.D. Cal. May 11, 2010) .....................................................21 Cellphone Termination Fee Cases,

186 Cal. App. 4th 1380 (June 28, 2010) ..............................................................24 Champion Produce, Inc. v. Ruby Robinson Co., 342 F.3d 1016 (9th Cir. 2003) ............................................................................... 3 Cook v. Niedert,

142 F.3d 1004 (7th Cir. 1998) .............................................................................23 Dep't of Transp. v. Yuki,

31 Cal. App. 4th 1754 (1995) ................................................................................ 8 Dunk v. Ford Motor Co., 48 Cal. App. 4th 1794 (1996) ..............................................................................21 Farmers Ins. Exch. v. Sayas,

250 F.3d 1234 (9th Cir. 2001) ............................................................................... 3


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Fischel v.Equitable Life Assur. Soc'y of the United States, 307 F.3d 997 (9th Cir. 2002) ...............................................................................18 Fitzgerald v. City of Los Angeles,

2009 WL 960825 (C.D. Cal. Apr. 7, 2009) ........................................................... 5 Gee v. Temeco, Inc.,

615 F.2d 857 (9th Cir. 1980) ................................................................................. 3 Glendora v. Cmty. Redevelopment Agency v. Demeter, 155 Cal.App. 3d 465 (1984) ................................................................................11 Grant v. Martinez,

973 F.2d 96 (2d Cir. 1992) ...................................................................................20 Greene v. Dillingham Constr. NA., Inc.,

101 Cal. App. 4th 418 (2002) ..............................................................................13 Harris v. Marhoefer,

24 F.3d 16 (9th Cir. 1994) ...................................................................................21 Hayward v. Ventura Volvo,

108 Cal. App. 4th 509 (2003) ............................................................................3, 4 Hensley v. Eckerhart,

461 U.S. 424 (1983) .................................................................................. 5, 11, 21 Heston v. Taser Int’l., Inc.,

431 Fed. Appx. 586 (9th Cir. 2011) ...................................................................... 5 Hopkins v. Stryker Sales Corp.,

2013 WL 2013 WL 496358 (N.D. Cal. Feb. 6, 2013) .........................................16 Hopson v. Hanesbrands Inc.,

2009 WL 928133 (N.D. Cal. Apr. 3, 2009) .........................................................22 In re Activision Sec. Litig.,

723 F. Supp. 1373 (N.D. Cal. 1989) ....................................................................16 In re Apple Computer, Inc. Derivative Litig., 2008 WL 4820784 (N.D. Cal. Nov. 5, 2008) ........................................................ 6


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In re Bluetooth Headset Prods. Liab. Litig., 654 F.3d 935 (9th Cir. 2011) ...................................................................... 2, 7, 14 In re Consumer Privacy Cases,

175 Cal.App. 4th 545 (2009) ................................................................................. 7 In re Equity Funding Corp. Sec. Litig.,

438 F. Supp. 1303 (C.D. Cal. 1977) ....................................................................10 In re Lorazapam & Clorazepate Antitrust Litig., 205 F.R.D. 369 (D. D.C. Feb. 1, 2002)................................................................23 In re Media Vision Technology Securities Litigation, 913 F.Supp. 1362 (N.D. Cal. 1996) .....................................................................22 In re Mercury Interactive Corp. Sec. Litig., 618 F.3d 988 (9th Cir. 2010) ................................................................................. 2 In re Omnivision Tech., Inc.,

559 F. Supp. 2d 1036 (N.D. Cal. 2008) .................................................... 6, 11, 21 In re Online DVD-Rental Antitrust Litig.,

779 F.3d 934 (9th Cir. 2015) ................................................................................ 8 In re Pacific Enters. Sec. Litig.,

47 F.3d 373 (9th Cir. 1995) .................................................................................16 In re Quantum Health Resources, Inc., 962 F. Supp. 1254 (C.D. Cal. 1997) ....................................................................20 In re Toys R Us-Delaware, Inc.--Fair & Accurate Credit Transactions Act

(FACTA) Litig., 295 F.R.D. 438 (C.D. Cal. 2014) ..............................................22 In re Washington Pub. Power Supply Sys. Sec. Litig., 19 F.3d 1291 (9th Cir. 1994) ...............................................................................18 Johnson v. General Mills, Inc.,

2013 WL 3213832 (C.D. Cal. June 17, 2013) .....................................................22 Ketchum v. Moses,

24 Cal. 4th 1122 (2001) .................................................................... 14, 17, 18, 21


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Kim v. Euromotors West/The Auto Gallery, 149 Cal. App. 4th 170 (2007) ................................................................................ 4 Lealao v. Beneficial California, Inc.,

82 Cal.App.4th 19 (2000) ......................................................................... 7, 11, 15 Lindelli v. Town of San Anselmo,

139 Cal. App. 4th 1499 (2006) .............................................................................. 4 Lobatz v. U.S. W. Cellular of Cal., Inc., 222 F.3d 1142 (9th Cir. 2000) ............................................................................20 Lopez v. Youngblood,

2011 WL 10483569 (E.D. Cal. Sept. 1, 2011) ....................................................16 Lyons v. Chinese Hosp. Ass’n,

136 Cal. App. 4th 1331 (2006) .............................................................................. 5 McCrary v. Elations Co., LLC,

2016 WL 769703 (C.D. Cal. Feb. 25, 2016) ......................................................... 7 Milano v. Interstate Battery Sys. of Am., Inc., 2012 U.S. Dist. LEXIS 93192 (N.D. Cal. July 5, 2012) ....................................... 3 Moreno v. City of Sacramento,

534 F.3d 1106 (9th Cir. 2008) ............................................................................... 4 Munoz v. BCI Coca-Cola Bottling Co. of Los Angeles, 186 Cal. App. 4th 399 (June 10, 2010) ................................................................24 Neary v. Regents of Univ. of Cal.,

3 Cal. 4th 273 (1992) ............................................................................................. 6 Nicholson v. Barab,

233 Cal. App. 3d 1671 (1991) .............................................................................. 6 Parkinson v. Hyundai Motor Am.,

796 F. Supp. 2d 1160 (C.D. Cal. 2010) ................................................................. 3 Paul, Johnson, Alston & Hunt v. Graulty, 886 F.2d 268 (9th Cir. 1989) ...........................................................................7, 14


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PLCM Group Inc. v. Drexler, 22 Cal. 4th 1084 (2000) .......................................................................................18

Pokorny v. Quixtar, Inc., 2013 WL 3790896 (N.D. Cal. July 18, 2013) .....................................................16

Rader v. Thrasher, 57 Cal. 2d 244 (1962) ..........................................................................................14

Rider v. Cnty. of San Diego, 11 Cal. App. 4th 1410 (1992) ..............................................................................21

Rodriguez v. W. Pub. Corp., 2007 WL 2827379 (C.D. Cal. Sept. 10, 2007). ........................................... 11, 23

Rutti v. Lojack Corp., Inc., 2012 WL 3151077 (C.D. Cal. July 31, 2012) ......................................................22

Salton Bay Marina Inc. v. Imperial Irrigation Dist., 172 Cal. App. 3d 914 (1985) ...............................................................................18 San Bernardino Valley Audubon Soc’y v. Cnty. of San Bernardino, 155 Cal. App. 3d 738 (1984) ...............................................................................15 Schwarz v. Sec’y of Health & Human Servs., 73 F.3d 895 (9th Cir. 1995) .................................................................................17 Serrano v. Priest,

20 Cal. 3d 25 (1977) ............................................................................. 4, 8, 18, 21 Serrano v. Stefan Merli Plastering Co.,

52 Cal. 4th 1018 (2011) .....................................................................................4, 5 Sheppard v. Consol. Edison Co. of N.Y., Inc., 2002 WL 2003206 (E.D. N.Y. Aug. 1, 2002) .....................................................23 Six Mexican Workers v. Ariz. Citrus Growers, 904 F.2d 1301 (9th Cir. 1990) ............................................................................... 7 Staton v. Boeing Co.,

327 F.3d 938 (9th Cir. 2003) ...............................................................................21


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Thayer v. Wells Fargo Bank, 92 Cal. App. 4th 819 (2001) ................................................................................15

Trs. of Const. Indus. & Laborers Health & Welfare Trust v. Redland Ins. Co., 460 F.3d 1253 (9th Cir. 2006) .............................................................................18 Van Vranken v. Atlantic Richfield Co.,

901 F. Supp. 294 (N.D. Cal. 1995) ......................................................................15 Vasquez v. Coast Valley Roofing, Inc.,

266 F.R.D. 482 (E.D. Cal. 2010) .........................................................................16 Victoria v. Super. Ct.,

40 Cal. 3d 734, 753 (1985) .................................................................................... 6 Vincent v. Brand,

557 F.2d 759 (9th Cir. 1977) ................................................................................. 6 Vizcaino v. Microsoft Corp.,

290 F.3d 1043 (9th Cir. 2002) ............................................................ 8, 11, 15, 16 Wershba v. Apple Computer, Inc.,

91 Cal. App. 4th 224 (2001) ......................................................................... 15, 20 Winterrowd v. Am. Gen. Annuity Ins. Co., 556 F.3d 815 (9th Cir. 2009) ................................................................................. 3 Woodland Hills Residents Assn., Inc. v. City Council, 23 Cal. 3d 917 (1979) ............................................................................................ 5 Wren v. RGIS Inventory Specialists,

2011 WL 1230826 (N.D. Cal. Apr. 1, 2011) .......................................................24 Statutes Cal. Civ. Code § 1760 ................................................................................................ 4 Cal. Civ. Code § 1780(e) ........................................................................................... 3 Cal. Code Civ. Proc. § 1021.5 .......................................................................... 3, 4, 5


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Rules Fed. R. Civ. P. 23(h) ....................................................................................... 1, 2, 22 Fed. R. Civ. P. 52(a)................................................................................................... 2 Fed. R. Civ. P. 54(d)(2)(C) ........................................................................................ 2 Fed. R. Civ. P. 58(a)(3) .............................................................................................. 2 Other Authorities 5 NEWBERG ON CLASS ACTIONS § 16:1 (5th ed.) .....................................................21 Hon. Richard Posner, Economic Analysis of Law (4th ed. 1992) ...........................14 MANUAL FOR COMPLEX LITIG., FOURTH § 14.121 (2004) ......................................... 2 MANUAL FOR COMPLEX LITIGATION, FOURTH, § 14.122 .........................................17 MANUAL FOR COMPLEX LITIG., FOURTH § 14.232 (2004) ......................................... 2




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I. INTRODUCTION This Motion comes before the Court pursuant to Federal Rule of Civil Procedure 23(h) and the Amended Order Preliminarily Approving Class Action Settlement entered on April 25, 2019. Dkt. No. 294. The Court should, respectfully, award attorneys’ fees to Class Counsel in the amount of $325,000.00, plus costs in the amount of $61,321.56. The Court should also, respectfully, award incentive payments to the Class Representatives Veda Woodard, Diane Morrison, and Teressa Rizzo-Marnio, who initiated this action and assisted with its successful prosecution. Plaintiffs respectfully request incentive awards to Class Representatives Veda Woodard and Diane Morrison in the amount of $5,000 and an incentive award to Class Representative Teressa Rizzo-Marino in the amount of $7,500 for their time and effort in representing the Settlement Class. Class Counsel’s fee request in the total amount of $325,000 represents 25% of the $1,300,000 settlement fund in this partial class action settlement with Defendant Naturex, Inc. (“Naturex”). Because Class Counsel’s total lodestar for the entire litigation far exceeds the requested fees, Class Counsel has only included time spent investigating and prosecuting the claims against Naturex and negotiating the partial settlement with Naturex. Class Counsel’s time that is attributable to Naturex results in a total lodestar of $440,610.00. Accordingly, Class Counsel is seeking a negative multiplier of .7376. Class Counsel have broken down their hours spent by timekeeper and by tasks, to assist the Court and the Class in evaluating the reasonableness of the fee request. See Declaration of Ronald A. Marron filed concurrently herewith (“Marron Decl.”), ¶¶ 22-24; Declaration of Timothy D. Cohelan filed concurrently herewith (“Cohelan Decl.”), ¶¶ 21-22 & Ex. 1. Class Counsel’s cost reimbursement request of $61,321.56 represents 25% of the total costs that were incurred during this litigation. For the reasons set forth below, Plaintiffs respectfully request that the Court grant their Motion for Attorneys’ Fees, Costs, and Incentive Awards.




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II. LEGAL STANDARD “In a certified class action, the court may award reasonable attorney’s fees and nontaxable costs that are authorized by law or by the parties’ agreement.” Fed. R. Civ. P. 23(h). The fee awarded must be “reasonable.” In re Bluetooth Headset Prods. Liab. Litig., 654 F.3d 935, 941 (9th Cir. 2011) (“In re Bluetooth”). The decision to award attorneys’ fees “is committed to the sound discretion” of the court, and should be based on “the unique contours of the case.” MANUAL FOR

COMPLEX LITIG., FOURTH § 14.121 (2004). In a class action, the court follows Rule 23(h), and the “fundamental focus is the result actually achieved for class members.” Id. at § 21.71 (citing Fed. R. Civ. P. 23(h) committee note). The judgment on attorney’s fees and costs must describe the bases for the Court’s order, including findings of fact and conclusions of law. See id. § 14.232; Fed. R. Civ. P. 52(a), 54(d)(2)(C), 58(a)(3) (a separate judgment for fees is not required). III. PLAINTIFFS ARE FILING THEIR FEE MOTION PRIOR TO THE

OBJECTION DEADLINE SO THAT CLASS MEMBERS HAVE AN OPPORTUNITY TO RESPOND

Pursuant to the Court’s Preliminary Approval Order, the deadline to submit objections to the proposed settlement is set for August 30, 2019. Dkt. No. 294 at 19. Class Counsel are submitting their fee motion prior to that deadline so that class members have an adequate opportunity to respond in accordance with In re Mercury Interactive Corp. Sec. Litig., 618 F.3d 988, 993–94 (9th Cir. 2010) (“The plain text of [Rule 23(h)] requires that any class member be allowed an opportunity to object to the fee ‘motion’ itself, not merely to the preliminary notice that such a motion will be filed.”). The fee motion will be uploaded to the settlement website upon its filing with the Court so that class members are afforded an adequate opportunity to object to the fee motion if they choose to do so. Marron Decl., ¶ 36.




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IV. PLAINTIFFS ARE ENTITLED TO ATTORNEYS’ FEES UNDER CALIFORNIA LAW

“An award of attorneys’ fees incurred in a suit based on state substantive law is generally governed by state law.” Champion Produce, Inc. v. Ruby Robinson Co., 342 F.3d 1016, 1024 (9th Cir. 2003) (citation omitted). “The task of a federal court in a diversity action is to approximate state law [regarding attorneys’ fee awards] as closely as possible in order to make sure that the vindication of the state right is without discrimination because of the federal forum.” Farmers Ins. Exch. v. Sayas, 250 F.3d 1234, 1236 (9th Cir. 2001) (quoting Gee v. Temeco, Inc., 615 F.2d 857, 861 (9th Cir. 1980)). Accordingly, “California substantive law determines the availability and amount of attorney’s fees in this diversity case.” Winterrowd v. Am. Gen. Annuity Ins. Co., 556 F.3d 815, 829 (9th Cir. 2009) (citation omitted); see also Parkinson v. Hyundai Motor Am., 796 F. Supp. 2d 1160, 1169 (C.D. Cal. 2010). Here, Plaintiffs invoke the fee-shifting provisions of California’s CLRA, Cal. Civ. Code § 1780(e), and Private Attorney General Statute, Cal. Code Civ. Proc. § 1021.5, which “are designed to incentivize counsel to pursue consumer interests through publicly beneficial litigation.” Milano v. Interstate Battery Sys. of Am., Inc., 2012 U.S. Dist. LEXIS 93192, at *2 (N.D. Cal. July 5, 2012).

A. The CLRA Requires Fees Be Awarded to a “Prevailing Plaintiff” The CLRA provides the “court shall award court costs and attorney’s fees to a prevailing plaintiff in litigation filed pursuant to this section.” Cal. Civ. Code § 1780(e) (emphasis added). “The legislative policy to allow prevailing plaintiffs reasonable attorneys’ fees is clear. Section 1780 provides remedies for consumers who have been victims of unfair or deceptive business practices. The provision for recovery of attorney’s fees allows consumers to pursue remedies in cases…where the compensatory damages are relatively modest.” Hayward v. Ventura Volvo, 108 Cal. App. 4th 509, 512 (2003) (internal citation omitted). This provision is




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“integral to making the CLRA an effective piece of consumer legislation, increasing the financial feasibility of bringing suits under the statute,” Broughton v. Cigna Healthplans, 21 Cal. 4th 1066, 1086 (1999), and must “be liberally construed and applied to promote [the statute’s] underlying purposes, which are to protect consumers against unfair and deceptive business practices and to provide efficient and economical procedures to secure such protection.” See Cal. Civ. Code § 1760; accord Hayward, 108 Cal. App. 4th at 512-13 (“section 1760 expressly directs [courts] to liberally construe section 1780 to protect consumers”). A fee award to a prevailing plaintiff in a CLRA action is thus mandatory, even when resolved before trial. Kim v. Euromotors West/The Auto Gallery, 149 Cal. App. 4th 170, 178-79, 181 (2007).

B. The Private Attorney General Statute Separately Entitles a “Successful” Party to Fees in Public Interest Cases

California Code of Civil Procedure “section 1021.5 authorizes an award of attorney fees to a ‘private attorney general,’ that is, a party who secures a significant benefit for many people by enforcing an important right affecting the public interest.” Serrano v. Stefan Merli Plastering Co., 52 Cal. 4th 1018, 1020 (2011) (“Stefan”). Consistent with the policies underlying the statute, the entitlement belongs to both the litigant and her counsel. Lindelli v. Town of San Anselmo, 139 Cal. App. 4th 1499, 1509 (2006); see also Serrano v. Priest, 20 Cal. 3d 25, 44 (1977) (“Priest”) (purpose of fee-shifting statutes is to “award…substantial attorney fees to those public-interest litigants and their attorneys…who are successful in such cases” and thereby incentivize “representation of interests of similar character in future litigation”); accord Moreno v. City of Sacramento, 534 F.3d 1106, 1111 (9th Cir. 2008). “Although the section ‘is phrased in permissive terms…the discretion to deny fees to a party that meets its terms is quite limited,’ and generally requires a full fee award unless special circumstances would render such an award unjust.”




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Fitzgerald v. City of Los Angeles, No. CV 03-01876DDP(RZX), 2009 WL 960825, at *3 (C.D. Cal. Apr. 7, 2009) (quoting Lyons v. Chinese Hosp. Ass’n, 136 Cal. App. 4th 1331, 1344 (2006)). Fees are awarded when: (1) the action “has resulted in the enforcement of an important right affecting the public interest,” (2) “a significant benefit, whether pecuniary or nonpecuiary, has been conferred on the general public or a large class of persons…”, and (3) “the necessity and financial burden of private enforcement…are such as to make the award appropriate[.]” Stefan, 52 Cal. 4th at 1026 (quoting Cal. Code Civ. Proc. § 1021.5 and citing Woodland Hills Residents Assn., Inc. v. City Council, 23 Cal. 3d 917, 935 (1979)). “The key question is ‘whether the financial burden placed on the party [claiming fees] is out of proportion to its personal stake in the lawsuit.’” Heston v. Taser Int’l., Inc., 431 Fed. Appx. 586, 589 (9th Cir. 2011) (quoting Lyons, 136 Cal. App. 4th at 1352 ). Here, the Products typically retail for around $20 or less per package (See Dkt. No. 88, First Amended Complaint at ¶¶ 30, 32, 34, 67), so buyers could not possibly have a stake adequate to litigate. Further, the “elimination of allegedly false representations… confer[] a benefit on both the class members and the public at large.” See Brazil v. Dell Inc., No. C-07-01700 RMW, 2012 WL 1144303, at *1 (N.D. Cal. Apr. 4, 2012). Because the Settlement provides for both monetary and injunctive relief, Plaintiffs have acted as true attorney generals and are the successful parties.

C. The Settlement Agreement Provides for Attorneys’ Fees, Costs, and Incentive Awards

“A request for attorney’s fees should not result in a second major litigation. Ideally…litigants will settle the amount of a fee.” Hensley v. Eckerhart, 461 U.S. 424, 437 (1983). That is what the parties have done in the Settlement Agreement.1

1 The Parties’ Settlement Agreement (hereinafter “Agreement”) was previously filed with the Court on February 15, 2019. (Dkt. No. 284-3).




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Although Naturex has agreed not to oppose Class Counsel’s request for an award of attorneys’ fees and out-of-pocket expenses of up to 33.33% of the Settlement Fund (Agreement § 8.1) Class Counsel are only fees in the amount of 25% of the Settlement Fund in addition to out-of-pocket expenses.

Settlements such as these “are highly favored,” in part because they promote efficient resolution of disputes, and therefore interpretation ought to be made in favor of enforcement wherever possible. See Neary v. Regents of Univ. of Cal., 3 Cal. 4th 273, 277-78 (1992); Nicholson v. Barab, 233 Cal. App. 3d 1671, 1683 (1991); Victoria v. Super. Ct., 40 Cal. 3d 734, 753, n.8 (1985). The parties are in agreement as to the appropriate amount of compensation for Class Counsel’s efforts in obtaining the monetary and injunctive relief on behalf of the Class.

Where, as here, the parties have negotiated an arms’ length settlement, “[a] court should refrain from substituting its own value for a properly bargained-for agreement.” In re Apple Computer, Inc. Derivative Litig., No. C 06-4128 JF (HRL), 2008 WL 4820784, at *3 (N.D. Cal. Nov. 5, 2008). Here, this case was negotiated with the assistance of a third-party neutral mediator. See Marron Decl., ¶¶ 13-14. The fee was also negotiated separately, only after the parties had reached agreement on monetary and injunctive relief. Marron Decl., ¶ 15; see also In re Apple Computer, Inc. Derivative Litig., 2008 WL 4820784, at *3.

V. CLASS COUNSEL ARE ALSO ENTITLED TO ATTORNEYS’ FEES AND COSTS UNDER THE COMMON FUND DOCTRINE

“[A] plaintiff or his attorney, whose efforts create, discover, increase or preserve a fund to which others also have a claim is entitled to recover from the fund the costs of his litigation, including attorneys’ fees.” Vincent v. Brand, 557 F.2d 759, 769 (9th Cir. 1977). “This rule…is designed to prevent unjust enrichment by distributing the costs of litigation among those who benefit from the efforts of the litigants and their counsel.” In re Omnivision Tech., Inc., 559 F. Supp. 2d 1036, 1046 (N.D. Cal. 2008) (citing Paul, Johnson, Alston & Hunt v.




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Graulty, 886 F.2d 268, 271 (9th Cir. 1989)). Under the percentage-of-the-fund method, the court calculates the fee award by designating a percentage of the total common fund. Six Mexican Workers v. Ariz. Citrus Growers, 904 F.2d 1301, 1311 (9th Cir. 1990). Here, “because the benefit to the class is easily quantified,” the Court can easily apply the percentage method to determine whether the requested fee is reasonable. In re Bluetooth, 654 F.3d at 941. VI. CLASS COUNSEL’S REQUESTED FEES ARE FAIR AND

REASONABLE “Under California law, the primary method for determining the amount of reasonable attorneys' fees is the lodestar method.” McCrary v. Elations Co., LLC, No. EDCV130242JGBSPX, 2016 WL 769703, at *10 (C.D. Cal. Feb. 25, 2016) (citing In re Consumer Privacy Cases, 175 Cal.App. 4th 545, 556–57 (2009)). “The lodestar is calculated by multiplying the number of hours reasonably expended by counsel by a reasonable hourly rate.” Id. “A court may increase or decrease that amount by applying a positive or negative multiplier based on, among other factors, the quality of representation, the novelty and complexity of the issues, the results obtained, and the contingent risk presented.” Id. “In cases in which the class benefit can be monetized with a reasonable degree of certainty, a percentage of the benefit approach may be used to cross-check the lodestar calculation.” Id. (citing Lealao v. Beneficial California, Inc., 82 Cal.App.4th 19, 26–27, 97 Cal.Rptr.2d 797 (2000)). “California courts use this percentage cross-check not only in conventional common fund cases but also in cases in which the defendant creates a common fund for the benefit of the class members and agrees to pay attorneys’ fees separately.” Id. (citing Lealao, 82 Cal.App. 4th at 35–37). “Under the percentage method, California has recognized that most fee awards based on either a lodestar or percentage calculation are 33% and has endorsed the federal ‘benchmark’ of 25%.” Id. (citing In re Consumer Privacy Cases, 175 Cal.App. 4th at 556 n.13).




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California courts and the Ninth Circuit have considered various factors for determining the reasonableness of the fee requested under the percentage-of-the-fund or lodestar method, including:

[T]he extent to which class counsel achieved the results for the class, whether the case was risky for class counsel, whether counsel’s performance generated benefits beyond the cash settlement fund, the market rate for the particular field of law (in some circumstances), the burden class counsel experienced while litigating the case (e.g., cost, duration, foregoing other work), and whether the case was handled on a contingency basis.

In re Online DVD-Rental Antitrust Litig., 779 F.3d 934, 954-55 (9th Cir. 2015); see also Vizcaino v. Microsoft Corp., 290 F.3d 1043, 1048-50 (9th Cir. 2002); Priest, 20 Cal. 3d at 49. No rigid formula is available, and each factor should be considered only if appropriate. See Dep't of Transp. v. Yuki, 31 Cal. App. 4th 1754, 1771 (1995). Here, the Settlement creates a common fund in the amount of $1,300,000. Class Counsel’s fee and expense request in the amount of 25% of the total Settlement Fund is reasonable under both the percentage of the fund and the lodestar approach.

A. The Claims Against Naturex Required Substantial Time and Labor

Prosecuting and settling the claims against Naturex demanded considerable time and labor, making this fee request reasonable. This Settlement was reached after highly contentious litigation. The organization of Class Counsel ensured that the work was coordinated to maximize efficiency and minimize duplication of effort. Marron Decl., ¶ 5. Class Counsel devoted substantial time to investigating the claims against Naturex. Marron Decl., ¶¶ 6-13. Class Counsel also expended resources researching and developing the legal claims at issue. Id. Substantial time




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and resources were also dedicated to conducting discovery. Marron Decl., ¶¶ 7-8. Plaintiffs’ took the depositions of party and non-party witnesses, and devoted substantial time to reviewing documents produced by Naturex. Marron Decl., ¶¶ 7-11. Class Counsel and Naturex also served multiple sets of written discovery and several depositions were taken throughout the course of the litigation. Marron Decl., ¶¶ 7-11. Plaintiffs also served multiple expert reports relating to their classwide damages model and the alleged lack of efficacy of the green coffee bean extract ingredient at issue. Marron Decl., ¶ 12. There was also considerable motion practice. Class Counsel filed a successful opposition to Naturex’s Motion to Dismiss the First Amended Complaint and Naturex’s Motion to Strike the Complaint. (Dkt. No. 190). Settlement negotiations consumed further time and resources. Marron Decl. ¶¶ 13-14. The Parties’ mediations required substantial preparation. Marron Decl. ¶ 13-15. Finally, a significant amount of time was devoted to negotiating and drafting of the Agreement and the preliminary approval process, and to all actions required thereafter pursuant to the preliminary approval order. Marron Decl. ¶ 15. Each of the above-described efforts was essential to achieving the Settlement before the Court. Marron Decl. ¶ 15. Thus, the time and resources devoted to this Action readily justify the requested fee.

B. The Issues Were Novel and Difficult, and Required the Skills of Highly Talented Attorneys

This was not a simple case. The quality of Class Counsel’s legal work conferred a substantial benefit on the Settlement Class in the face of significant litigation obstacles. Based on the discovery obtained and the motion practice during the action, if Plaintiffs would have rejected the Settlement and continued to litigate this action through trial against Naturex, there would have been a significant risk that no monetary recovery or injunctive relief would have been




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obtained. While acknowledging the strengths and weakness of the parties’ respective positions, the Settlement has reached a difficult but fair accord. In any given case, the skill of legal counsel should be commensurate with the novelty and complexity of the issues, as well as the skill of the opposing counsel. Class Counsel has extensive experience handling complex consumer class actions. Marron Decl., ¶¶ 2-4, 33 & Ex. A; Cohelan Decl., ¶¶ 1-6, 18 & Ex. 5. Class Counsel has already devoted 712.75 attorney and staff hours, plus costs, to litigating and settling the claims against Naturex, and is committed to overseeing the Settlement and this litigation through to its successful conclusion. See Marron Decl., ¶ 22 [390 hours incurred by Marron Firm]; Cohelan Decl., ¶ 21 [322.75 hours incurred by Cohelan Firm]. Litigation of this action required counsel trained in class action law and procedure as well as the acquisition and analysis of a significant amount of factual and legal information. Class Counsel possess these attributes, and their participation added value to the representation of this Settlement Class. The record demonstrates that the Action involved complex and novel challenges, which Class Counsel met at every juncture. See Adoma v. Univ. of Phoenix, 913 . Supp. 2d 964, 983 (E.D. Cal. Dec. 20, 2012) (the quality of representation weighed in favor of an increase over 25% benchmark for fees where class counsel prevailed in nearly every motion in heavily-litigated action). In evaluating the quality of representation by Class Counsel, the Court should also consider opposing counsel. See, e.g., In re Equity Funding Corp. Sec. Litig., 438 F. Supp. 1303, 1337 (C.D. Cal. 1977) (noting that plaintiff’s counsel faced “established and skillful defense lawyers”). Naturex is represented by Orrick, Herrington & Sutcliffe, a full service global law firm who has both the resources and reputation for vigorous and effective advocacy of its clients’ interests.2 Plaintiffs respectfully suggest that their counsel’s track record in this case, as well

2 See https://www.orrick.com/en/About-Us




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as past cases, demonstrates their skill. Indeed, Naturex believes that it has meritorious substantive defenses to Plaintiffs’ claims but recognize that these endpoints are achievable only after considerable further expense. Litigation of this magnitude has been and would continue to be very costly for both parties and the outcome uncertain. “[A]voiding a trial and inevitable appeals in this complex . . . suit strongly weigh in support of approval of the Settlement, rather than prolonged and uncertain litigation.” Rodriguez v. W. Pub. Corp., No. CV05-3222 R (MCX), 2007 WL 2827379, at *8 (C.D. Cal. Sept. 10, 2007).

C. Class Counsel Achieved an Excellent Results for the Class Courts have consistently recognized that the result achieved is an important factor to be considered in making a fee award. Hensley, 461 U.S. at 436 (“most critical factor is the degree of success obtained”); Vizcaino, 290 F.3d at 1048 (“[e]xceptional results are a relevant circumstance” in awarding attorneys’ fees); Glendora v. Cmty. Redevelopment Agency v. Demeter, 155 Cal.App. 3d 465, 475 (1984); Lealao, 82 Cal. App. at 40; In re Omnivision Techs., 559 F. Supp. 2d at 1046. Given the significant litigation risks Class Counsel faced, the Settlement represents a successful result. Class Counsel settled the claims against Naturex through the efforts of an independent, neutral, third party-mediator – the Honorable Leo S. Papas (Ret.) – in order to secure the best possible result for the Class under the circumstances. Marron Decl., ¶¶ 14-15. Rather than facing additional years of costly and uncertain continuing litigation, the Settlement Class Claimants now will receive both monetary and injunctive relief. Agreement § 2.1. Here, Naturex has agreed to settle this matter for a non-reversionary total of $1,300,000. Agreement at § 2.1(II). For class members who submit a claim with receipts that show a purchase of a Class Product, the class members will receive $30.00 cash for each product purchased. Agreement at ¶ 6.2(1)(a). For class members who submit a claim without a receipt showing a purchase of Class




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Product, Naturex will provide $30.00 cash for each product purchased, to be paid from the Settlement Fund, with a limit of $60.00 per household. Agreement at ¶ 6.2(1)(b). If the total amount of eligible claims exceeds the Settlement Fund, then each claim will be reduced proportionally. Agreement at ¶ 6.2(1)(e). Moreover, the Settlement also provides valuable injunctive relief that achieves significant goals of this lawsuit. Pursuant to the Settlement, Naturex agrees to the following representations: (1) Naturex does not and will not represent that Svetol® will help users lose weight without diet and exercise; (2) Naturex does not and will not represent that Svetol® has weight loss benefits that are not supported by clinical studies; and (3) Naturex does not have control over the representations of third parties (for example, distributors, manufacturers, or retailers) regarding Svetol®; however, in its communications with third parties, Naturex will not inform any third party that Svetol® will help users lose weight without diet and exercise or that Svetol® has weight loss benefits that are not supported by clinical studies. Agreement at ¶ 6.2 (2). The injunctive relief will address the harm allegedly caused to the Class and provides Plaintiffs and the Class with invaluable relief going forward Finally, the release in the Settlement Agreement is narrowly tailored to include only Naturex and its related entities. The release specifically excludes the non-settling defendants and will not preclude the Class’s ability to pursue claims against other manufacturers, marketers, distributors, and retailers of Green Coffee Bean Extract Products. Therefore, Class Counsel has achieved a successful result through this partial class action settlement.

D. The Claims Presented Serious Risk The Settlement is particularly noteworthy given the combined litigation risks. Naturex raised substantial and meritorious defenses and success under these circumstances represents a genuine milestone.




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The $1,300,000 Settlement Fund is substantial, given the complexity of the litigation and the significant risks and barriers that loomed in the absence of Settlement. Any of these risks could easily have impeded, if not altogether derailed, this Action if it were not for Plaintiffs’ and Class Counsel’s successful prosecution of these claims. The recovery achieved by this Settlement must be measured against the fact that any recovery by Plaintiffs and Settlement Class Members through continued litigation could only have been achieved if: (i) Plaintiffs were able to certify a class and establish liability and damages at trial; and (ii) the final judgment was affirmed on appeal. The Settlement is an extremely fair and reasonable recovery for the Settlement Class in light of Naturex’s defenses, and the challenging and unpredictable path of litigation that Plaintiffs and the certified class would have faced absent the Settlement. Marron Decl., ¶¶ 16-17.

E. Class Counsel Assumed Considerable Risk to Pursue this Action on a Pure Contingency Basis

In undertaking to prosecute this case on a contingent fee basis, Class Counsel assumed a significant risk of nonpayment or underpayment. Marron Decl. ¶ 21. That risk warrants an appropriate fee. Devoting three years and costs to this action necessarily precluded Class Counsel taking on other employment. And, there was significant risk that Class Counsel, despite committing these resources, would not have received any compensation for its services. Id. Class Counsel’s ability to collect compensation was entirely contingent upon it prevailing. The substantial risk of non-recovery inherent in class action litigation is well-documented. When attorneys undertake litigation on a contingent basis, a fee that is limited to the hourly fee that would have been paid by a fee-paying client, win or lose, is not a reasonable fee by market standards. Greene v. Dillingham Constr. NA., Inc., 101 Cal. App. 4th 418, 428-29 (2002).




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A contingent fee must be higher than a fee for the same legal services paid as they are performed. The contingent fee compensates the lawyer not only for the legal services he renders but for the loan of those services. The implicit interest rate on such a loan is higher because the risk of default (the loss of the case, which cancels the debt of the client to the lawyer) is much higher than that of conventional loans.

Ketchum v. Moses, 24 Cal. 4th 1122, 1132-33 (2001) (quoting Hon. Richard Posner, Economic Analysis of Law (4th ed. 1992)); see also Rader v. Thrasher, 57 Cal. 2d 244, 253 (1962). From the outset of litigation to the present, Class Counsel litigated this matter on a contingent basis and placed their own resources at risk to do so. Marron Decl. ¶ 21. Additionally, public policy concerns – in particular, ensuring the continued availability of experienced and capable counsel to represent classes of injured plaintiffs holding small individual claims – support the requested fee. The progress of the Action to date shows the inherent risk faced by Class Counsel in accepting and prosecuting the Action on a contingency fee basis. Despite Class Counsel’s effort in litigating this Action, Class Counsel remains completely uncompensated for the time invested in the Action, in addition to the substantial expenses that were advanced. Marron Decl. ¶ 21. There can be no dispute that this case entailed substantial risk of nonpayment for Class Counsel

F. Class Counsel Are Requesting Less than their Actual Lodestar Even Though They Would Be Entitled to a Positive Multiplier

Under the lodestar method, the court calculates the fee award by multiplying the number of hours reasonably spent by a reasonable hourly rate and then enhancing that figure, if necessary, to account for the risks associated with representation. Paul, Johnson, Alston & Hunt, 886 F.2d at 272; In re Bluetooth, 654 F.3d at 941 (same). In total, Class Counsel billed 712.75 hours, totaling




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$440,610 in fees to date. Marron Decl. ¶¶ 22-24; Cohelan Decl., ¶ 21. This amount only includes time that was expended prosecuting the claims against Naturex and negotiating the settlement agreement with Naturex. Marron Decl. ¶ 22; Cohelan Decl., ¶ 21. Class Counsel’s lodestar does not include time expended on the entire litigation. Id. Nevertheless, Class Counsel seek only $325,000 in fees, which accounts for only 73.76% of the total time actually billed toward prosecuting the claims against Naturex. Given that Class Counsel is only requesting $325,000 in fees, Class Counsel is requesting a negative multiplier of .7376. However, Class Counsel would be entitled to a lodestar enhancement to compensate them for the contingent risk they assumed. See Vizcaino, 290 F.3d at 1051 (courts “routinely enhance[] the lodestar to reflect the risk of nonpayment by paying them a premium over their normal hourly rates for winning contingency cases”). The purpose of using the lodestar/ multiplier method is to mirror the legal marketplace: counsel will not handle cases on straight hourly fees that are payable only if they win, so an enhancement helps determine a fee that is commensurate with what attorneys could expect to be compensated for similar service in these circumstances. San Bernardino Valley Audubon Soc’y v. Cnty. of San Bernardino, 155 Cal. App. 3d 738, 755 (1984) (award must be large enough “to entice competent counsel to undertake difficult public interest cases”); Lealao, 82 Cal. App. 4th at 50 (adjusted lodestar should not be significantly different from the percentage fee freely negotiated in comparable litigation); Thayer v. Wells Fargo Bank, 92 Cal. App. 4th 819, 841 (2001) (“meager fee awards will discourage able counsel from engaging in public interest litigation that should be encouraged”). Indeed, “[m]ultipliers can range from 2 to 4, even higher.” Wershba v. Apple Computer, Inc., 91 Cal. App. 4th 224, 255 (2001); see also Vizcaino, 290 F.3d at 1051 (affirming 3.65 multiplier); Van Vranken v. Atlantic Richfield Co., 901 F. Supp. 294, 298 (N.D. Cal. 1995) (3-4 are in the “range [of] common” multipliers for class actions).




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In light of the exceptional results obtained, the tenacity with which the case was litigated, the risk and difficulty of this action and the future work on the Settlement and claims administration, among other work, Class Counsel would be entitled to a multiplier, if so requested. The fact that Class Counsel are seeking a negative multiplier supports the reasonableness of the fee request.

G. Class Counsel Are Only Requesting Fees in the Amount of 25% of the Common Fund

In addition to seeking a negative lodestar multiplier, Class Counsel is also only requesting fees in the amount of 25% of the $1,300,000 common fund. The Ninth Circuit has generally established 25% of a common fund as a “benchmark” award for attorneys’ fees. Vizcaino, 290 F.3d at 1047. However, the “exact percentage [awarded] varies depending on the facts of the case, and in most common fund cases, the award exceeds the benchmark.” Vasquez v. Coast Valley Roofing, Inc., 266 F.R.D. 482, 491 (E.D. Cal. 2010) (“typical range of acceptable attorneys’ fees in the Ninth Circuit is 20% to 33 1/3 % of total settlement value”); Hopkins v. Stryker Sales Corp., No. 11-2786, 2013 WL 2013 WL 496358, at *1 (N.D. Cal. Feb. 6, 2013) (acknowledging same and awarding 30%); In re Activision Sec. Litig., 723 F. Supp. 1373, 1377 (N.D. Cal. 1989) (“[a] review of recent reported cases discloses that nearly all common fund awards range around 30%”); Pokorny v. Quixtar, Inc., No. 07-00201 SC, 2013 WL 3790896, *1 (N.D. Cal. July 18, 2013) (acknowledging same, stating 30% award is “the norm absent extraordinary circumstances that suggest reasons to lower or increase the percentage” and granting fee request of 27.3%); see also In re Pacific Enters. Sec. Litig., 47 F.3d 373, 379 (9th Cir. 1995) (award of 33% of settlement fund as fees affirmed); see also Cohelan Decl., ¶ 18. More particularly, “in cases under $10 million, the awards more frequently will exceed the 25% benchmark.” Lopez v. Youngblood, No. 07-474, 2011 WL 10483569, *13 (E.D. Cal. Sept. 1, 2011). The fact that Class Counsel are only




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seeking the 25% “benchmark” speaks to the fundamental fairness of the fee request. VII. CLASS COUNSEL’S RATES AND HOURS EXPENDED ARE

REASONABLE Class Counsel’s lodestar of $440,610 is summarized in the concurrently filed Declarations of Ronald A. Marron and Timothy D. Cohelan. See Marron Decl., ¶¶ 22-24; Cohelan Decl., ¶ 21. This lodestar is based on 712.75 hours of work and Class Counsel has only included time that is attributable to prosecuting and settling the claims against Naturex. Marron Decl., ¶ 22; Cohelan Decl., ¶ 21. Class Counsel’s lodestar also does not include time that will necessarily be expended for post-application work (such as briefing this motion, briefing the final approval motion, responding to objectors, and appellate work, if necessary). Marron Decl., ¶ 22. Class Counsel’s lodestar is supported by fair and reasonable rates and hours.

A. Class Counsel’s Hourly Rates Are Reasonable and Have Been Approved by Numerous Federal and State Courts

Courts look to prevailing market rates in the community in which the court sits. Schwarz v. Sec’y of Health & Human Servs., 73 F.3d 895, 906 (9th Cir. 1995); see also Camancho v. Bridgeport Fin., Inc., 523 F.3d 973, 979 (9th Cir. 2008); MANUAL FOR COMPLEX LITIGATION, FOURTH, § 14.122 (“The rate should reflect what the attorney would normally command in the relevant marketplace.”). Class Counsel’s rates are reasonable because they are in line with hourly rates charged by attorneys of comparable experience, reputation and ability for similar complex consumer protection class action litigation. See Ketchum, 24 Cal. 4th at 1133; see also Blum v. Stenson, 465 U.S. 886, 895 (1984) (to assist the court in calculating the lodestar, plaintiff must submit “satisfactory evidence . . . that the requested rates are in line with those prevailing in the community for similar services by lawyers of reasonable comparable skill, experience and reputation.”). Moreover, calculating the lodestar using Class Counsel’s current billing rates is appropriate




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given the deferred nature of counsel’s compensation. See Fischel v.Equitable Life Assur. Soc'y of the United States, 307 F.3d 997, 1010 (9th Cir. 2002) (attorneys must be compensated for delay in payment); In re Washington Pub. Power Supply Sys. Sec. Litig., 19 F.3d 1291, 1305 (9th Cir. 1994) (explaining the court may compensate for a delayed payment “by applying the attorneys’ current rates to all hours billed during the course of the litigation.”). Here, Class Counsel attaches as Exhibit A to the Marron Declaration the Marron Firm’s current resume detailing its experience in prosecuting class actions. Marron Decl., ¶ 3 & Ex. A. Class Counsel also attaches as Exhibit 5 to the Cohelan Declaration the Cohelan Firm’s current resume detailing its experience in prosecuting class actions. Cohelan Decl., ¶ 3 & Ex. 5. Additionally, Class Counsel’s requested rates and hours are listed in the lodestar charts showing work by timekeeper. See Marron Decl., ¶ 22 & Table 1; Cohelan Decl., ¶ 21 & Ex. 1. These rates are in line with the prevailing market rates for attorneys and support of similar experience, skill, and reputation. See Marron Decl., ¶¶ 29-33 & Exs. A-B; Cohelan Decl., ¶ 24 & Exs. 2-3. Class Counsel also seeks compensation for its support staff, such as paralegals and law clerks, which is permitted in this legal community. “The key…is the billing custom in the relevant market. Thus, fees for work performed by non-attorneys such as paralegals may be billed separately, at market rates, if this is the prevailing practice in a given community…Indeed, even purely clerical or secretarial work is compensable if it is customary to bill such work separately[.]” Trs. of Const. Indus. & Laborers Health & Welfare Trust v. Redland Ins. Co., 460 F.3d 1253, 1257 (9th Cir. 2006). In California, it is customary and reasonable to bill for all non-attorney support staff, even word processors. Priest, 20 Cal. 3d at 35; Ketchum, 24 Cal. 4th at 1122; PLCM Group Inc. v. Drexler, 22 Cal. 4th 1084 (2000). In Salton Bay Marina Inc. v. Imperial Irrigation Dist., 172 Cal. App. 3d 914 (1985), the Court of Appeal stated that “necessary support services for




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attorneys, e.g., secretarial and paralegal services, are includable within an award of attorney fees.” Thus, Class Counsel’s staff hours are also compensable. See id. The Marron Firm’s requested rates are as follows:

Timekeeper Position Rate Requested

Ron Marron Partner $785.00

Skye Resendes Former Senior Associate $525.00

Michael Houchin Associate $495.00

Lilach Halperin Associate $440.00 Andrea Vasquez Former Paralegal $215.00

Marron Decl., ¶ 22 & Table 1. The Cohelan Firm’s requested rates as follows:


Timothy D. Cohelan Partner $900

Isam C. Khoury Partner $875

Michael D. Singer Partner $875 J. Jason Hill Associate $600

Janine R. Menhennet Former Associate $550

Amber Worden Certified Paralegal $200

Matthew Atlas Paralegal $175

Cohelan Decl., ¶ 21 & Ex. 1.

Class Counsel’s hourly rates have been approved by numerous state and federal courts (See Marron Decl., ¶ 33; Cohelan Decl., ¶ 19) and this Court should find Class Counsel’s rates to be reasonable.




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B. Class Counsel’s Hours Expended Are Reasonable Class Counsel is entitled to be compensated for reasonable time spent at all

points in the litigation. Courts should avoid engaging in an “ex post facto determination of whether attorney hours were necessary to the relief obtained.” Grant v. Martinez, 973 F.2d 96, 99 (2d Cir. 1992). The issue “is not whether hindsight vindicates an attorney’s time expenditures, but whether at the time the work was performed, a reasonable attorney would have engaged in similar time expenditures.” Id.

Here, Class Counsel expended a total of 712.75 hours to date, excluding the extra hours of preparing this Motion, the Motion for Final Approval, its supporting declarations, responding to objectors, and appellate work. See Marron Decl., ¶ 22; Cohelan Decl., ¶ 21. This includes, among other tasks, time billed for work relating to Naturex’s Motion to Dismiss the Complaint and Motion to Dismiss the First Amended Complaint, work relating to discovery with Naturex, work relating to the Rule 30(b)(6) deposition of Naturex, work relating to case management and communications with Naturex’s counsel, work relating to mediation with Naturex, and work relating to drafting the settlement agreement and motion for preliminary approval of the Naturex settlement. Class Counsel has summarized the hours spent on each of these tasks, which were crucial to achieving the settlement on behalf of the Class. Marron Decl., ¶ 23; Cohelan Decl., ¶ 22.3

3 Counsel need only submit summaries of their hours incurred; submission of billing records are not required. See Lobatz v. U.S. W. Cellular of Cal., Inc. 222 F.3d 1142, 1148-49 (9th Cir. 2000) (the court may rely on summaries of the total number of hours spent by counsel); In re Quantum Health Resources, Inc., 962 F. Supp. 1254, 1256-57 (C.D. Cal. 1997) (“the lodestar method needlessly increases judicial workload, creates disincentive for early settlement, and causes unpredictable results”); Wershba, 91 Cal. App. at 255 (counsel’s declarations sufficient to evidence “the reasonable hourly rate for their services and establishing the number of hours spent working on the case … California law permits fee awards in the absence of detailed time sheets”); Dunk v. Ford Motor Co., 48 Cal.




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Counsel should be compensated for all hours claimed, which are documented and based on contemporaneous time records. See Marron Decl., ¶ 27; Cohelan Decl., ¶ 21. Hensley, 461 U.S. at 435 (Prevailing plaintiff’s counsel “should recover a fully compensatory fee. Normally this will encompass all hours reasonably expended on the litigation” and “should not be reduced simply because the plaintiff failed to prevail on every contention raised in the lawsuit.”); Ketchum, 24 Cal. 4th at 1133 (fees “should be fully compensatory” and, absent “circumstances rendering the award unjust, . . . include compensation for all the hours reasonably spent”).

VIII. THE REQUESTED COSTS ARE FAIR AND REASONABLE Both California and Ninth Circuit courts allow recovery of pre-settlement litigation costs in the context of class action settlements. See Staton v. Boeing Co., 327 F.3d 938, 974 (9th Cir. 2003); Priest, 20 Cal. 3d at 35; Rider v. Cnty. of San Diego, 11 Cal. App. 4th 1410, 1424, n. 6 (1992); see also Costs and expenses—Generally, 5 NEWBERG ON CLASS ACTIONS § 16:1 (5th ed.). The analysis to apply in deciding which expenses are compensable in a common fund case of this type is whether the particular costs “would typically be billed to paying clients in non-contingency matters.” See In re Omnivision Tech., 559 F. Supp. 2d at 1048 (“Attorneys may recover their reasonable expenses that would typically be billed to paying clients in non-contingency matters”); Harris v. Marhoefer, 24 F.3d 16, 19 (9th Cir. 1994) (same); Carter v. Anderson Merchandisers, LP, Nos. EDCV 08-0025-VAP (OPx), EDCV 09-0216-VAP (OPx), 2010 WL 1946757, at *3 (C.D. Cal. May 11, 2010) (awarding litigation costs under a ‘reasonableness’ standard)

App. 4th 1794, 1810 (1996) (“lodestar calculation could be based on a counsel’s estimate of time spent”). At the Court’s request, Class Counsel can submit itemized time sheets for in camera inspection.




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(citing Hopson v. Hanesbrands Inc., No. CV-08-0844 EDL, 2009 WL 928133, at *13 (N.D. Cal. Apr. 3, 2009)). Costs compensable include “nontaxable costs that are authorized by law or by the parties’ agreement.” Fed. R. Civ. P. 23(h). “Expenses such as reimbursement for travel, meals, lodging, photocopying, long-distance telephone calls, computer legal research, postage, courier service, mediation, exhibits, documents scanning, and visual equipment are typically recoverable.” In re Toys R Us-Delaware, Inc.--Fair & Accurate Credit Transactions Act (FACTA) Litig., 295 F.R.D. 438, 469 (C.D. Cal. 2014) (quoting Rutti v. Lojack Corp., Inc., No. SACV 06–350 DOC (JCx), 2012 WL 3151077, *12 (C.D. Cal. July 31, 2012)). “Courts also have discretion to reimburse consulting and expert witness fees.” Id. (citing In re Media Vision Technology Securities Litigation, 913 F.Supp. 1362, 1366–67 (N.D. Cal. 1996); see also Johnson v. General Mills, Inc., No. SACV-10-00061-CJC(ANx), 2013 WL 3213832, at *6 (C.D. Cal. June 17, 2013) (awarding costs in a class action). Class Counsel has incurred $245,286.25 in costs reasonably necessary to conduct this litigation. See Marron Decl., ¶¶ 25-26 ($107,169.65 in costs incurred by the Marron Firm); Cohelan Decl., ¶¶ 26 & Ex. 4 ($138,116.60 in costs incurred by the Cohelan Firm). Class Counsel are not seeking full reimbursement for all costs incurred in this litigation given the fact that this is a partial class action settlement. Instead, Class Counsel are requesting just 25% of their total litigation costs in the amount of $61,321.56. Marron Decl., ¶ 24; Cohelan Decl., ¶ 26. Class Counsel submits that this allocation is reasonable given the fact that there are four main groups of Defendants in this action: (1.) Naturex; (2.) InterHealth; (3.) Labrada, and; (4.) the Media Defendants.




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IX. THE REQUESTED INCENTIVE AWARDS ARE FAIR AND REASONABLE

Finally, Plaintiffs respectfully request incentive awards for their efforts in prosecuting this action. Incentive awards “are fairly typical in class action cases,” Rodriguez, 563 F.3d at 958, and “serve an important function in promoting class action settlements.” Sheppard v. Consol. Edison Co. of N.Y., Inc., No. 94-CV-0403(JG), 2002 WL 2003206, at *5 (E.D. N.Y. Aug. 1, 2002). Incentive awards for class representatives are routinely provided to encourage individuals to undertake the responsibilities of representing the class and recognize the time and effort spent in the case. See In re Lorazapam & Clorazepate Antitrust Litig., 205 F.R.D. 369, 369 (D. D.C. Feb. 1, 2002). Such awards “are intended to compensate class representatives for work done on behalf of the class, to make up for financial or reputational risk undertaken in bringing the action, and, sometimes, to recognize their willingness to act as a private attorney general.” Rodriguez, 563 F.3d at 958-959. Incentive awards are committed to the sound discretion of the trial court and should be awarded based upon the court’s consideration of: (1) the actions the class representatives took to protect the interests of the class; (2) the degree to which the class benefited from those actions; and (3) the amount of time and effort the class representatives expended in pursuing the litigation. See, e.g., Cook v. Niedert, 142 F.3d 1004, 1016 (7th Cir. 1998). These factors, as applied to this Action, demonstrate the reasonableness of the requested Service Award to Plaintiffs. Plaintiffs provided substantial assistance that enabled Class Counsel to successfully prosecute the Action including sitting for depositions; reviewing material filings; continuous communications with Class Counsel throughout the litigation including being on stand-by during mediation of the action; reviewing and approving the Settlement Agreement; and being committed to secure substantive relief on behalf of the Class. Marron Decl., ¶ 34; Cohelan Decl., ¶ 27.




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In so doing, Plaintiffs were integral to forming the theory of the case, and litigating it through settlement. Marron Decl., ¶ 34. The incentive awards are sufficient when taking into account the additional time, effort, and risk the Plaintiffs contributed to vindicate the rights of the Class. Marron Decl., ¶ 34. An incentive award in the amount of $5,000.00 is presumptively reasonable. See Bellinghausen v. Tractor Supply Co., 306 F.R.D. 245, 266 (N.D. Cal. 2015) (“a $5,000 payment is presumptively reasonable”); Wren v. RGIS Inventory Specialists, No. C-06-05778 JCS, 2011 WL 1230826, at *36 (N.D. Cal. Apr. 1, 2011) (“there is ample case law finding $5,000 to be a reasonable amount for an incentive payment.”); see also Cellphone Termination Fee Cases, 186 Cal. App. 4th 1380 (June 28, 2010) ($10,000 incentive award to each class representative); Munoz v. BCI Coca-Cola Bottling Co. of Los Angeles, 186 Cal. App. 4th 399 (June 10, 2010) ($5,000 award). Accordingly, the Court should award Plaintiffs Woodard and Morrison $5,000 each as an incentive award and Plaintiff Rizzo-Marino $7,500 as an incentive award. Plaintiff Rizzo-Marino’s requested incentive award of $7,500 is reasonable in light of the fact that her deposition was continued and that she incurred time and expense for appearing at her deposition on two different dates. Marron Decl., ¶ 35.

X. CONCLUSION For all of the foregoing reasons, Plaintiffs respectfully requests the Court grant her Motion for Attorneys’ Fees, Costs, and an Incentive Awards. Plaintiffs respectfully request that the Court award Class Counsel $325,000 in attorneys’ fees, $61,321.56 in costs, $5,000 as an incentive award to Plaintiff Veda Woodard, $5,000 as an incentive award to Plaintiff Diane Morrison, and $7,500 as an incentive award to Plaintiff Teresa Rizzo-Marino.




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DATED: August 16, 2019 Respectfully submitted,

/s/ Ronald A. Marron RONALD A. MARRON LAW OFFICES OF RONALD A. MARRON RONALD A. MARRON [email protected] Michael T. Houchin [email protected] 651 Arroyo Drive San Diego, California 92103 Telephone: (619) 696-9006 Facsimile: (619) 564-6665

COHELAN KHOURY & SINGER TIMOTHY D. COHELAN [email protected] ISAM C. KHOURY [email protected] MICHAEL D. SINGER [email protected] JAMES J. HILL [email protected] 605 C St #200 San Diego, California 92101 Telephone: (619) 239-8148 Facsimile: (619) 595-3000 Counsel for Plaintiffs and the Proposed Class




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DECLARATION OF RONALD A. MARRON IN SUPPORT OF PLAINTIFFS’ FOR ATTORNEYS’ FEES, COSTS, AND INCENTIVE AWARDS

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Plaintiffs, vs.


Defendants.


DECLARATION OF RONALD A. MARRON IN SUPPORT OF PLAINTIFFS’ MOTION FOR ATTORNEYS’ FEES, COSTS, AND INCENTIVE AWARDS Date: October 7, 2019 Time: 9:00 a.m. Ctrm: 1 Judge: Hon. Jesus G. Bernal



DECLARATION OF RONALD A. MARRON IN SUPPORT OF PLAINTIFFS’ MOTION FOR ATTORNEYS’ FEES, COSTS, AND INCENTIVE AWARDS

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I, Ronald A. Marron, declare as follows: 1. I am counsel of record for Plaintiffs Veda Woodard, Diane Morrison,

and Teressa Rizzo-Marino (“Plaintiffs”) and the Settlement Class in this action. I am a member in good standing of the State Bar of California and the United States District Courts for the Northern, Central, Eastern and Southern Districts of California. I submit this declaration in support of Plaintiffs’ Motion for Attorneys’ Fees, Costs, and Incentive Awards (“Fee Motion”). I make this Declaration based on personal knowledge and if called to testify, I could and would competently testify to the matters contained herein.

2. My firm, the Law Offices of Ronald A. Marron, APLC, currently employs five full-time attorneys, two paralegals, and support staff. My firm has an in-depth knowledge of litigating food, drug, and dietary supplement cases. The attorneys at my firm have years of experience litigating class action cases, and are well-versed, in particular, in the respective merits and risks of consumer class action cases, and are experts, in particular, in the respective merits and risks of consumer class action regarding the product advertising at issue in this case.

3. I have practiced civil litigation for over 22 years. My work experience and education began in 1984 when I enlisted in the United States Marine Corps (Active Duty 1984- 1988, Reserves 1988-1990) and thereafter received my Bachelor of Science in Finance from the University of Southern California (1991). While attending Southwestern University School of Law (1992-1994), I also studied Biology and Chemistry at the University of Southern California and interned at the California Department of Corporations with emphasis in consumer complaints and fraud investigations. I was admitted to the State Bar of California in January of 1995 and have been a member in good standing since that time. In 1996, I started my own law firm with an emphasis in consumer fraud. A copy of my firm’s resume is attached hereto as Exhibit A.




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4. Over the years I have acquired extensive experience in class actions and other complex litigation and have obtained large settlements as lead counsel. In recent years, I have devoted almost all of my practice to the area of consumer fraud, including false and misleading labeling of food, nutrition, and over-the-counter (“OTC”) drug products and cosmetics.

5. Prosecuting and settling these claims against Defendant Naturex, Inc. (“Naturex”) demanded considerable time and labor, making Class Counsel’s fee request reasonable. The organization of Class Counsel ensured that the work was coordinated to maximize efficiency and minimize duplication of effort.

6. Class Counsel devoted substantial time to investigating the claims against Naturex. Class Counsel also expended resources researching and developing the legal claims at issue

7. Plaintiffs and Naturex have engaged in substantial discovery. All Parties to this litigation have collectively produced approximately 30,000 pages of documents and have exchanged approximately 20 sets of formal written discovery.

8. Plaintiffs also served approximately twelve Non-Party subpoenas to produce documents to gather further information about the products at issue, sales and potential monetary gain by Naturex.

9. On November 30, 2017, Plaintiffs’ counsel took the Rule 30(b)(6) deposition of Defendant Naturex, Inc. through its corporate representative, David Yvergniaux, in Hackensack, New Jersey.

10. In addition to deposing the representative of Naturex, Plaintiffs’ counsel has also taken several depositions of the non-settling parties in this action relating to, among other topics, their relationship with Naturex. For example, on August 10, 2017, Plaintiffs’ counsel took the Rule 30(b)(6) deposition of Defendant Zoco Productions, LLC through its corporate representative, Anthony Bruster, in New York City. On March 30, 2018, Plaintiffs’ counsel took the Rule 30(b)(6) deposition of Defendant Interhealth Nutraceuticals, Inc. through its




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corporate representative, Mary Helen Lucero, in Los Angeles, California. On August 16, 2017, Plaintiffs’ counsel took the Rule 30(b)(6) deposition of Defendant Labrada Bodybuilding Nutrition, Inc. through its corporate representative, Kyle Workman, in Houston, Texas. On August 11, 2017, Plaintiffs’ counsel took the deposition of Amy Chiaro, the current executive producer of The Doctor Oz Show, in New York City. On September 15, 2017, Plaintiffs’ counsel took the deposition of Mindy Borman, the former executive producer of The Doctor Oz Show, in New York City. On February 2, 2018, Plaintiffs’ counsel took the deposition of Faith Rosello, the rights and clearances supervisor for The Doctor Oz Show, in New York City. These depositions helped Plaintiffs’ Counsel gain a better understanding of the relationship between the Non-Settling Defendants and Naturex and also have allowed the Parties to sufficiently evaluate the strengths and weaknesses of their respective cases.

11. The Defendants in this action have also taken the depositions of each of the three named Plaintiffs. Plaintiff Diane Morrison was deposed on September 12, 2017 in Buffalo, New York. Plaintiff Veda Woodard was deposed on September 18, 2017 in Riverside, California. Plaintiff Teresa Rizzo-Marino was deposed on September 14, 2017 and continued on February 20, 2018 in New York City.

12. On May 5, 2018, Plaintiffs designated the following three expert witnesses: (1.) Dr. David B. Allison— an expert in the field of obesity research; (2.) Dr. George E. Belch— an expert in the field of integrative marketing, and; (3.) Charlene L. Podlipna, CPA— an expert in the field of accounting.

13. On September 26, 2017, all the Parties to this action engaged in a confidential, extensive, arm’s-length negotiation and mediation with the Hon. Leo Papas (Ret.). Judge Papas is a retired Magistrate Judge of the United States District Court for the Southern District of California and an experienced and highly regarded mediator who served as a Magistrate Judge for the U.S. District Court,




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Southern District of California from 1991 to 2009, including a tenure as the Presiding Judge from 2002 to 2007.

14. The Parties to this action were unable to reach a resolution at the September 26, 2017 mediation. However, Plaintiffs and Naturex engaged in an additional mediation session with Judge Papas on August 30, 2018. During the August 30 mediation, with Judge Papas’ guidance, Plaintiffs and Naturex signed a non-binding memorandum of understanding (“MOU”). The MOU agreed on an outline for a potential settlement, if reached between the Parties. The MOU was superseded by the binding written Settlement Agreement that was filed with the Court on February 15, 2019 (Dkt. No. 284-3). The mediator’s continued involvement over several months to work out significant details and vigorous disagreements between the parties demonstrate that this proposed resolution was the product of heavily disputed and arm’s length negotiation.

15. The settlement negotiations were hard-fought, requiring multiple mediation sessions over several months, with both Parties and their counsel thoroughly familiar with the applicable facts, legal theories, and defenses on both sides. The fee was also negotiated separately, only after the parties had reached agreement on monetary and injunctive relief. A significant amount of time was devoted to negotiating and drafting of the Agreement and the preliminary approval process, and to all actions required thereafter pursuant to the preliminary approval order. Each of the above-described efforts was essential to achieving the Settlement before the Court.

16. Naturex would no doubt present a vigorous defense at trial, and there is no assurance that the Class would prevail – or even if they did, that they would be able to obtain an award of damages significantly higher than achieved here absent such risks.

17. In the eyes of Class Counsel, the proposed Settlement provides the Class with an outstanding opportunity to obtain significant relief at this stage in the




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litigation. The Settlement also abrogates the risks that might prevent them from obtaining any relief.

18. Naturex has agreed to settle this matter for $1,300,000. Naturex’s sales of the Svetol ingredient produced by Naturex at issue in this Action totaled only $90,250.

19. The release in the Settlement Agreement is also narrowly tailored to include only Naturex and its related entities. The release specifically excludes the Non-Settling Defendants and will not preclude the Class’s ability to pursue claims against other manufacturers, marketers, distributors, and retailers of Green Coffee Bean Extract Products.

20. Based on my experience, I believe that the Settlement provides exceptional results for the class while sparing the class from the uncertainties of continued and protracted litigation.

21. In undertaking to prosecute this case on a contingent fee basis, Class Counsel assumed a significant risk of nonpayment or underpayment. Despite Class Counsel’s effort in litigating this Action, Class Counsel remains completely uncompensated for the time invested in the Action, in addition to the substantial expenses that were advanced.

22. The total lodestar for the Marron Firm is $224,830. This lodestar is based on 390 total hours of work (376.6 attorney hours and 13.5 paralegal/legal assistant hours). This amount does not include my firm’s lodestar for the entire case. Instead, this lodestar amount includes only time that is attributable to prosecuting and settling the claims against Naturex. Class Counsel’s lodestar also does not include time that will necessarily be expended for post-application work (such as briefing this motion, briefing the final approval motion, responding to objectors, and appellate work, if necessary). My firm’s requested rates are summarized in Table 1 below:




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TABLE 1


Total Hours Total Amount

Ron Marron

Partner $785.00 124.9 $98,046.50

Skye Resendes

Senior Associate

$525.00 8.4 $4,410.00

Michael Houchin Associate $495.00 226.6 $112,167.00

Lilach Halperin

Associate $440.00 16.6 $7,304.00

A. Vasquez

Paralegal $215.00 13.5 $2,902.50

TOTAL:

$224,830

23. A summarization of categories for hours expended by the Marron

Firm is summarized in Table 2 below: TABLE 2

Task Hours Work relating to Naturex’s Motion to Dismiss the Complaint and Motion to Dismiss the First Amended Complaint

47.6

Work Relating to Discovery with Naturex

54.7

Work Relating to Rule 30(b)(6) Deposition of Naturex

39.4

Work Relating to Case Management and Communications with Naturex’s Counsel

99.9




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Work Relating to Mediation with Naturex

19.5

Work Relating to Drafting Settlement Agreement and Preliminary Approval Re: Naturex Settlement

128.9

TOTAL HOURS 390 24. It is my understanding that my co-counsel, the law firm of Cohelan,

Khoury, and Singer (“Cohelan Firm”), has a total lodestar of $215,780 for work that is attributable to prosecuting and settling the claims against Naturex. Accordingly, Class Counsel’s total lodestar equals $440,610. ($224,830 Marron Firm Lodestar + $215,780 Cohelan Firm Lodestar = $440,610 total lodestar). Class Counsel is seeking a total fee award in the amount of $325,000.00, which represents 25% of the $1,300,000.00 Settlement Fund. Class Counsel’s requested fee in the amount of $325,000 results in a negative multiplier of .7376 from Class Counsel’s total lodestar of $440,610.

25. My firm also incurred $107,169.65 in total costs that were reasonably necessary for prosecution of this litigation. It is my understanding that Cohelan Firm has incurred costs in this action that total $138,116.60. Accordingly, the total costs incurred by Class Counsel total $245,286.25. Class Counsel are not seeking full reimbursement for all costs incurred in this litigation given the fact that this is a partial class action settlement. Instead, Class Counsel intend to request just 25% of their total litigation costs in the amount of $61,321.56. Class Counsel submits that this allocation is reasonable given the fact that there are four main groups of Defendants in this action: (1.) Naturex; (2.) InterHealth; (3.) Labrada, and; (4.) the Media Defendants.

26. The total costs incurred by my firm are summarized in Table 3 below:




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TABLE 3

Description Amount Mediation $16,802.50 Court E-Filing $400.00 Court Reporter $5,603.19 Deadlines.com $410.00 Experts $53,941.00 Golden State Overnight $33.09 Mileage $232.57 Postage $415.45 Printer Fees $13,865.00 Research/ Laboratory Testing $3,041.00 Service of Process Fees $4,543.05 Flights $1821.42 Hotel $4,792.07 Transportation $682.95 FedEx Copies $142.10 Food $180.56 Pacer $263.70

TOTAL: $107,169.65

27. My firm’s practice is to keep contemporaneous records for each

timekeeper and to regularly record time records in the normal course of business. My firm kept time records in this case consistent with that practice. Moreover, my firm’s practice is to bill in 6-minute (tenth-of-an-hour) increments. My firm’s detailed billing records are voluminous and contain information that is protected from disclosure by the attorney-client privilege and the attorney work-product doctrine. However, my firm will make its detailed billing records available to the Court for in camera review upon the Court’s request.




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28. Prior to finalizing my firm’s lodestar, we carefully reviewed our hours and made cuts for time entry errors, duplications, and instances where we determined the hours should be reduced or not billed. The lodestar amount only includes time that is attributable to prosecuting and settling the claims against Naturex.

29. My firm’s requested rates are consistent with the prevailing rates for attorneys and support staff of similar experience, skill, and reputation. For example, survey data confirms the reasonableness of such rates. A 2010 survey by the National Law Journal (NJL) shows rates of firms in Los Angeles for $495-$820 for partners and $270-$620 for associates. A 2011 survey by the NLJ shows partner rates of $275-$860 in the Southern California area, with a range of $205-$635 for associates in the same geographic region. Copies of the NLJ surveys are in my firm’s possession but are not being filed due to their volume. As this evidence shows, my firm’s requested attorney rates fall within the average prevailing market rates within the community.

30. A summary chart of the NLJ surveys from 2010-2012 is attached hereto as Exhibit B.

31. Attached hereto as Exhibit C is a true and correct copy of the 2014 Report on the State of the Legal Market put out by The Center for the Study of the Legal Profession at the Georgetown University Law Center and Thomson Reuters Peer Monitor (Peer Monitor Report). The Peer Monitor report shows that “from the third quarter of 2010 through November 2013 . . . firms increased their standard rates by 11 percent[,] from an average of $429 per hour to $476 per hour.” This average rate from 2014, see id., supports my firm’s current hourly rates.

32. My firm’s requested rates fall within the average/mean range of the typical rates of a San Diego law firm that practices complex litigation. See generally Catala v. Resurgent Capital Servs., L.P., 2010 U.S. Dist. LEXIS 63501, at *19 n.3 (S.D. Cal. June 22, 2010).




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33. Courts have also recognized that my law firm’s attorney’s hourly rates are reasonable. For example:

(a) On June 17, 2019, the Marron Firm’s hourly rates of $785 for Ronald A. Marron, $495 for Michael Houchin, and $440 for Lilach Halperin and other associate attorneys, and $215 for paralegals were approved in the matter of Littlejohn v. Ferrara Candy Company, Case No. 3:18-cv-00658-AJB-WVG that was pending in the United States District Court for the Southern District of California. (Dkt. No. 30-2 (declaration in support of fee motion) & Dkt. No. 47 (final approval order)). During the final approval hearing, the Honorable Anthony J. Battaglia stated that the Marron Firm’s rates “appear to the Court to be typical for the community and counsel that are handling a class action, consumer-type litigation, in particular, I find them fair, reasonable and will approve those.” (Dkt. No. 51 [June 14, 2019 Hr.’g Tr. at 11:3-9]).

(b) On January 15, 2019, the Marron Firm’s hourly rates of $785 for Ronald A. Marron and $495 for Michael Houchin and other associate attorneys, and $350 for post-bar law clerks were approved in the matter of William Jackson, et al. v. Lang Pharma Nutrition, Inc., et al., Case No. 37-2017-00028196-CU-BC-CTL that was pending in the California Superior Court for the County of San Diego. (Dkt. No. 86 (declaration in support of fee motion) & Dkt. No. 112 (final approval order)). In his Final Approval Order, the Honorable Joel R. Wohlfeil stated that my firm had “adequately represented the Class” and that the “value of the settlement is fair, represents a reasonable compromise after five years of litigation, and is adequate for the Class.” (Dkt. No. 112).

(c) On August 14, 2018, the Marron Firm’s hourly rates of $785 for Ronald A. Marron, $495 for Michael Houchin and other associate attorneys, and $245 for law clerks were approved in Mollicone v. Universal Handicraft, Inc., Case No. 1:17-cv-21468-RNS (S.D. Fla.) (Dkt. No. 122-1 (declaration in support of fee motion) & Dkt. No. 134 (Final Approval Order)). In his Final Approval




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Order, the Honorable Robert N. Scola, Jr. awarded 31.9% of the total Settlement Fund and stated that “[t]he requested percentage from the Settlement Fund is reasonable, considering the results obtained, the nature of the case, and Class Counsel’s significant work in this case and experience in litigating class actions.” (Dkt. No. 134).

(d) On May 4, 2018, the Marron Firm’s hourly rates of $745 for Ronald A. Marron, $440 for Michael Houchin and other associate attorneys, and $245 for law clerks were approved in In re Tommie Copper Products Consumer Litigation, Case No. 7:15-cv-03183-AT (S.D. N.Y.) (Dkt. No. 127 (declaration in support of fee motion) & Dkt. No. 129 (Final Approval Order)). In her Final Approval Order, the Honorable Analisa Torres found that the settlement was “entered into by experienced counsel and only after extensive, arms-length negotiations conducted in good faith and with the assistance” of a mediator. (Dkt. No. 129).

(e) On September 5, 2017, The Marron Firm’s hourly rates of $745 for Ronald A. Marron, $440 for Michael Houchin and other associate attorneys, and $245 for law clerks were also approved in a class action captioned Elkind et al. v. Revlon Consumer Products Corporation, Case No. 2:14-cv-02484-AKT (E.D. N.Y) (Dkt. No. 125-2 (Declaration is Support of Fee Motion) & Dkt. No. 131 (Final Approval Order)). In her Final Approval Order dated September 5, 2017, the Honorable Judge Tomlinson stated that the settlement was “negotiated by highly capable and experienced counsel with full knowledge of the facts, the law and the risks inherent in litigating the Action and was the product of vigorously fought litigation.” (Dkt. No. 131).

(f) On November 16, 2015, the Honorable Maxine M. Chesney of the U.S. District Court for the Northern District of California approved the following hourly rates for attorneys at the Marron Firm in relation to approval of a class settlement: Ronald Marron at $745; Kas Gallucci at $450; other associate attorneys at $440; and law clerks at $290 in the case of Johnson v. Triple Leaf Tea, Inc.,




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Case No. 3:14-cv-10 01570-MMC (Dkt. No. 65). The Court found that the fee requested was “reasonable when judged by the standards in this circuit,” and also that my firm’s attorney, law clerk and staff rates were “reasonable in light of the complexity of this litigation, the work performed, Class Counsel’s reputation, experience, competence, and the prevailing billing rates for comparably complex work by comparably-qualified counsel in the relevant market.” Dkt. No. 65.

(g) On August 7, 2015, the Honorable Brendan Linehan Shannon of the U.S. Bankruptcy Court for the District of Delaware approved the following hourly rates for Marron Firm attorneys: Mr. Marron at $745; Ms. Gallucci at $450; associate attorneys at $440; and law clerks at $290 in the case of In re: LEAF 123, INC (f/k/a NATROL, INC), et al., Case No. 14-11446 (BLS). The court found the settlement in that case “fair, reasonable and adequate,” which settlement included an award of $799,000 in fees and a $1,000 incentive award for the named plaintiff.

(h) On August 6, 2015, the Honorable Kenneth R. Freeman of the Superior Court of California, County of Los Angeles approved the following hourly rates for Marron Firm attorneys: Mr. Marron at $745; Ms. Gallucci at $450; associate attorneys at $440; and law clerks at $290 in the case of Perry v. Truong Giang Corp., Case No. BC59568. In so holding, the Court noted that “the attorneys displayed skill in researching and settling this case, which provides a benefit not only to Class Members but to the public at large, and that in so doing, the attorneys undertook significant risk by spending time on this litigation on a contingency basis.”

(i) On August 7, 2015, the Honorable Brendan Linehan Shannon of the U.S. Bankruptcy Court for the District of Delaware approved the following hourly rates for Marron Firm attorneys: Mr. Marron at $745; Ms. Gallucci at $450; associate attorneys at $440; and law clerks at $290 in the case of In re: LEAF 123, INC (f/k/a NATROL, INC), et al., Case No. 14-11446 (BLS). The court found the




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settlement in that case “fair, reasonable and adequate,” which settlement included an award of $799,000 in fees and a $1,000 incentive award for the named plaintiff.

(j) On September 22, 2014, the Honorable Christina A. Snyder of the U.S. District Court for the Central District of California approved Mr. Marron’s hourly rate of $715 per hour, associate attorney rates of $400-$440 per hour, and Mr. Marron’s law clerk and paralegal rates of $245 and $215 per hour, respectively. See Vaccarino v. Midland Nat. Life Ins. Co., 11 CV-5858-CAS MANX, 2014 WL 4782603, at ¶ 11 (C.D. Cal. Sept. 22, 2014); see also Dkt. No. 407.

(k) On July 29, 2014, the Hon. Richard Seeborg of the Northern District of California approved Mr. Marron’s rate at $715, associate attorney rates at $400, and law clerks at $290 in In re Quaker Oats Labeling Litig., No. C 10-0502 RS, 2014 WL 12616763, at *1 (N.D. Cal. July 29, 2014).

(l) On March 13, 2014, the Honorable Gonzalo P. Curiel of the Southern District of California approved Mr. Marron’s hourly rate of $715 per hour; associate attorney rates of $400-$440 per hour; a post-Bar law clerk rate of $290 per hour; and $215 per hour for legal assistants in Mason v. Heel, Inc., No. 3:12-cv-3056-GPC-KSC, 2014 WL 1664271 (S.D. Cal. Mar. 13, 2014).

(m) On October 31, 2013, the Honorable Michael M. Anello of the Southern District of California awarded Mr. Marron fees of $680 per hour and associate attorney fees of $385-$400 per hour in a homeopathic drug consumer class action case. The Court also approved $280 per hour for a post-bar law clerk; $245 per hour for regular law clerks; and $215 hourly rates for support staff such as paralegals. Nigh v. Humphreys Pharmacal Incorporated, 3:12-cv-02714-MMA-DHB, 2013 WL 5995382 (S.D. Cal. Oct. 23, 2013).

(n) On March 13, 2013, the Honorable David O. Carter of the Central District of California awarded Mr. Marron fees of $680 per hour, former associate Ms. Resendes fees of $400 per hour, and former associate, Maggie Realin, fees of




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$375 per hour in a dietary supplement consumer fraud class action case. The Court also approved $245 per hour for law clerks and $215 hourly rates for support staff such as paralegals. Bruno v. Quten Research Inst., LLC, No. 8:11-cv-00173-DOC-E, 2013 WL 990495, at *4-5 (C.D. Cal. Mar. 13, 2013) (“Class Counsel, . . . the Law Offices of Ronald A. Marron displayed competence and diligence in the prosecution of this action, and their requested rates are approved as fair and reasonable.”); see also id. at *4 (“The Court notes that, in addition to the monetary relief obtained by Class Counsel for class plaintiffs, there is a high value to the injunctive relief obtained in this case. New labeling practices affecting hundreds of thousands of bottles per year, over ten years, bring a benefit to class consumers, the marketplace, and competitors who do not mislabel their products.”).

(o) On October 31, 2012, the Honorable John A. Houston of the Southern District of California awarded Mr. Marron fees of $650 per hour and former associate Ms. Resendes fees of $385 per hour in a homeopathic drug consumer fraud class action case. Gallucci, 2012 WL 5359485, at *9 (S.D. Cal. Oct. 31, 2012) (“The Court finds the [foregoing] hourly billing rates reasonable in light of the complexity of this litigation, the work performed, Class Counsels' reputation, experience, competence, and the prevailing billing rates for comparably complex work by comparably-qualified counsel in the relevant market.”).

(p) On August 21, 2012, the Honorable Thomas J. Whelan awarded Mr. Marron fees of $650 per hour, former associate Ms. Resendes at $385 per hour and former associate Ms. Realin at $375 per hour, in the consumer dietary supplement class action of Burton v. Ganeden, No. 11-cv-1471 W (NLS), Dkt. Nos. 52, 48, 45.

(q) On July 9, 2012, the Honorable Marilyn L. Huff awarded Mr. Marron fees of $650 per hour, and approved the rates of his associate attorneys, former associate Ms. Resendes at $385 per hour, and former associate, Maggie Realin, at $375 per hour in the consumer food class action of In re Fererro, Case No. 3:11-cv-00205 H (KSC) (S.D. Cal.), Dkt. No. 127. Judge Huff noted that the fees




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requested were “appropriate given the contingent nature of the case and the excellent results obtained for the Class, and because no enhancement or multiplier was sought above the actual amount of Class Counsel's lodestar. The Court concludes the billing rates used by Class Counsel to be justified by prior awards in similar litigation and the evidence presented with their motion showing these rates are in line with prevailing rates in this District.”

34. Plaintiffs Veda Woodard, Diane Morrison, and Teressa Rizzo-Marino devoted extensive time to the successful prosecution of this case and serving as Class Representatives on behalf of the Settlement Class. Plaintiffs provided substantial assistance that enabled Class Counsel to successfully prosecute the Action including sitting for depositions; reviewing material filings; continuous communications with Class Counsel throughout the litigation including being on stand-by during mediation of the action; reviewing and approving the Settlement Agreement; and being committed to secure substantive relief on behalf of the Class. In so doing, Plaintiffs were integral to forming the theory of the case, and litigating it through settlement. The incentive awards are sufficient when taking into account the additional time, effort, and risk the Plaintiffs contributed to vindicate the rights of the Class.

35. Accordingly, the Court should award Plaintiffs Woodard and Morrison $5,000 each as an incentive award and Plaintiff Rizzo-Marino $7,500 as an incentive award. Plaintiff Rizzo-Marino’s requested incentive award of $7,500 is reasonable in light of the fact that her deposition was continued and she incurred time and expense for appearing on two different dates.

36. Plaintiffs’ fee motion will be uploaded to the settlement website upon its filing with the Court so that class members are afforded an adequate opportunity to object to the fee motion if they choose to do so.




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I declare under penalty of perjury of the laws of the United States that the foregoing is true and correct. Executed on this 16th day of August, 2019 in San Diego, California. /s/ Ronald A. Marron RONALD A. MARRON


EXHIBIT A


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LAW OFFICES OF RONALD A. MARRON, APLC 651 Arroyo Drive

San Diego ▪ CA ▪ 92103 Tel.: (619) 696-9006 Fax: (619) 564-6665

Firm Resume

FIRM OVERVIEW

The Law Offices of Ronald A. Marron is a recognized class action and complex litigation firm based out of San Diego, California, representing clients across the nation. Founded in 1996 with an emphasis in consumer and securities fraud, the firm has expanded its practice to include complex cases such as Ponzi schemes and shareholder derivative suits. The firm has skillfully litigated hundreds of lawsuits and arbitrations against investment advisors and stockbrokers, such as Morgan Stanley, LPL Financial, Merrill Lynch, Banc of America Securities, and Citigroup, who placed clients into unsuitable investments, failed to diversify, and who violated the Securities Act of 1933 and/or 1934. Aptly and competently prepared to represent its clients, the firm has taken on cases against the likes of Shell Oil, Citigroup, Wells Fargo, Union Bank of California, American Express Advisors, Morgan Stanley and Merrill Lynch. Since 2004, the firm has devoted most of its practice to the area of false and misleading labeling of Consumer Products and food, drug and over-the-counter products, as well as seeking to protect consumers from unauthorized and unsolicited telephone calls, SMS or text messages to cellular phones from corporations under the Telephone Consumer Protection Act. The firm employs five attorneys, whose qualifications are discussed in brief below.

THE MARRON FIRM’S ATTORNEYS:

Ronald A. Marron, Founder As the founder of the Law Offices of Ronald A. Marron, APLC, Mr. Marron has been practicing law for 25 years. He was a member of the United States Marine Corps from 1984 to 1990 (Active Duty 1984-1988, Reserves 1988-1990) and thereafter received a B.S. in Finance from the University of Southern California in 1991. While attending Southwestern University School of Law (1992-1994), he interned at the California Department of Corporations with emphasis in consumer complaints and fraud investigations. Mr. Marron has extensive experience in class actions and other complex litigation and has obtained hundreds of millions of dollars on behalf of consumers as lead counsel. Mr. Marron has represented plaintiffs victimized in TCPA cases, Consumer Fraud, Antitrust, Broker-Dealer Liability, Ponzi schemes, shareholder derivative suits, and securities fraud cases. Mr. Marron has assisted two United States Senate Subcommittees and their staff in investigations of financial fraud, plus the Senate Subcommittee on Aging relating to annuity sales practices by agents using proceeds from reverse mortgages. Mr. Marron's clients have testified before the United States Senate Subcommittee on Investigations relating to abusive sales practices alleged in a complaint he filed against All-Tech Investment Group. The hearings resulted in federal legislation that: (a) raised the minimum capital requirements, and (b) required written risk disclosure signed by consumer. The civil action resulted in return of client funds and attorneys’ fees pursuant to the private attorney general statute and/or Consumers Legal Remedies Act. Mr. Marron conducted the legal research


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and co-wrote the brief that resulted in the largest punitive damages award (500%) in NASD history for aggrieved investors against Dean Witter Reynolds in securities arbitration. Mr. Marron's opinion on deferred annuity sales practices targeting the elderly has often been sought by major financial news organizations and publications such as Forbes, the Wall Street Journal, the Kiplinger's Retirement Report, CNN, and FOX News affiliates. In addition, he has devoted significant energy and time educating seniors and senior citizen service providers, legislators, and various non-profits (including Elder Law & Advocacy) about deferred annuity sales practices targeting the elderly. Mr. Marron had numerous speaking engagements at FAST (Fiduciary Abuse Specialist Team), which is an organization devoted to the detection of, prevention, and prosecution of elder financial abuse; Adult Protective Services; and Elder Law & Advocacy, a non-profit dedicated to assisting seniors who have been the victims of financial fraud. He has litigated hundreds of lawsuits and arbitrations against major corporations, such as Shell Oil, Citigroup, Wells Fargo, Morgan Stanley, and Merrill Lynch. In recent years, Mr. Marron has devoted almost all of his practice to the area of TCPA and Privacy Violations, false and misleading labeling of food, dietary supplements, and over-the-counter products. He is a member in good standing of the State Bar of California; the United States District Courts for the Eastern, Southern and Northern Districts of New York; the United States District Courts for the Central, Eastern, Northern, and Southern Districts of California; the United States District Court for the Eastern District of Michigan; the United States District Court for the Eastern and Western Districts of Wisconsin; the United States District Court of Colorado; the United States Court of Appeals for the Ninth Circuit; and the Supreme Court of the United States. Alexis M. Wood, Senior Associate Ms. Wood graduated cum laude from California Western School of Law in 2009, where she was the recipient of the Dean’s Merit Scholarship for Ethnic & Cultural Diversity and also Creative Problem Solving Scholarships. In addition, during law school, Ms. Wood was the President of the Elder, Child, and Family Law Society, and participated in the study abroad program on international and comparative human rights law in Galway, Ireland. Ms. Wood interned for the Alternate Public Defender during law school, and also held a judicial externship with the San Diego Superior Court. Upon graduation, Ms. Wood obtained her Nevada Bar license and worked at the law firm Alverson Taylor Mortensen & Sanders in Las Vegas, Nevada where she specialized in medical malpractice. Ms. Wood then obtained her license to practice law in California in 2010 and worked at the bankruptcy firm Pite Duncan, LLP in San Diego, California, in which she represented financial institutions in bankruptcy proceedings. She additionally worked for the national law firm Gordon & Rees, LLP as an associate attorney in the professional liability defense and tort & product liability practice groups. Ms. Wood was also selected to the 2015 and 2016 California Super Lawyers Rising Star list (general category)—a research-driven, peer influenced rating service of outstanding lawyers who have attained a high degree of peer recognition and professional achievement. No more than 2.5% of the lawyers in the state were selected for the Rising Stars list. Ms. Wood joined the Law Office of Ronald Marron in September of 2012 and has dedicated her practice to consumer advocacy. Ms. Wood is also a foster youth advocate with Voices for Children. She is a member in good standing of the State Bar of California; the State Bar of Nevada; the United States District Courts for the Central, Eastern, Northern, and Southern Districts of California; the United States District Court of Nevada; the United States District Court for the Eastern and Western Districts of Wisconsin; the United States District Court of Colorado; and the United States Court of Appeals for the Ninth Circuit.


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Kas L. Gallucci, Senior Associate Ms. Gallucci graduated cum laude from California Western School of Law in 2012, where she ranked in the top 12% of her graduating class and was listed on the Dean’s Honor List for four terms. During law school, Ms. Gallucci received the highest grade in her Legal Skills and Advanced Legal Research classes. She also participated in the Capitals of Europe Summer Study Abroad Program, where the Honorable Samuel A. Alito, Jr. was a Distinguished Guest Jurist. Ms. Gallucci has worked for the firm since 2009 and has a number of years’ experience in consumer fraud cases and is currently prosecuting violations of the Telephone Consumer Protection Act. Ms. Gallucci also regularly assists with the firm’s food, drug, and cosmetic cases. She is a member in good standing of the State Bar of California; the United States District Courts for the Central, Northern, and Southern Districts of California; the United States District Court for the Eastern District of Michigan; the United States District Court for the Eastern and Western Districts of Wisconsin; the United States District Court for New Mexico; the United States District Court of Colorado; and the United States Court of Appeals for the Ninth Circuit. Michael Houchin, Associate Mr. Houchin has been with the Law Offices of Ronald A. Marron since 2011. Prior to passing the California bar exam, Mr. Houchin worked as a law clerk for the firm while he attended law school courses in the evenings at the Thomas Jefferson School of Law. During law school, Mr. Houchin received four Witkin Awards for the highest grade achieved in his Legal Writing, Constitutional Law, American Indian Law, and California Civil Procedure courses. He also served as an editor on the Thomas Jefferson Law Review and was a member of an editing team that prepared a student Note for compliance with publishable quality standards. See I. Suruelo, Harmonizing Section 14(B) with The Policy Goals of the NLRA on the Heels of Michigan's Enactment of Right-To-Work Laws, 36 T. JEFFERSON L. REV. 427 (2014). Mr. Houchin graduated magna cum laude in May of 2015 and ranked in the top 5% of his graduating class. Through his work at the Law Offices of Ronald A. Marron, APLC, Mr. Houchin has gained substantial familiarity with multi-district litigation proceedings, solutions for e-discovery management, and false advertising investigations. He is a member in good standing of the State Bar of California; and the United States District Courts for the Central, Eastern, Northern, and Southern Districts of California; the United States Court of Appeals for the Ninth Circuit; and the Supreme Court of the United States. Lilach Halperin, Associate Ms. Halperin graduated cum laude from the University of San Diego School of Law in 2018. During law school, Ms. Halperin held a judicial externship with the San Diego Superior Court and volunteered for numerous pro bono clinics, including the USD Entrepreneurship Clinic, the USD State Sales and Use Tax Clinic, and the San Diego Clean Slate Clinic. In addition, Ms. Halperin was the Chair of the USD Pro Bono Legal Advocates Consumer Affairs Clinic, where she worked with the Legal Aid Society of San Diego to assist indigent clients with lawsuits in consumer protection law. In her third year of law school, Ms. Halperin was hired as a law clerk for the Law Offices of Ronald A. Marron and assisted in consumer fraud cases for the firm, including the areas of false and misleading labeling of consumer products. Ms. Halperin recently passed the California Bar and will continue working for the Marron firm as an Associate Attorney. She is a member of good standing of the State Bar of California; and the United States District Courts for the Southern, Northern and Central Districts of California.


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Support Staff The Marron Firm also employs a number of knowledgeable and experienced support staff, including paralegals and legal assistants. EXAMPLES OF MARRON FIRM’S SUCCESSES ON BEHALF OF CONSUMERS Littlejohn v. Ferrara Candy Company, No. 18-cv-0658-AJB-WVG (S.D. Cal.) On June 17, 2019, the Honorable Anthony J. Battaglia granted final approval of a nationwide CLRA class action settlement stating “Class Counsel has fully and competently prosecuted all causes of action, claims, theories of liability, and remedies reasonably available to the Class Members.”Littlejohn v. Ferrara Candy Co., No. 318CV00658AJBWVG, 2019 WL 2514720, at *3 (S.D. Cal. June 17, 2019). Busch v. Bluestem Brands, Inc., No. 16-cv-0644(WMW/HB) (D. Minn.) On May 3, 2019, the Honorable Judge Wilhelmina M. Wright granted preliminary approval of a nationwide TCPA class action settlement and appointed the Law Offices of Ronald A. Marron as co-lead class counsel. A final approval hearing is scheduled for October 8, 2019. Rwomwijhu v. SMX, LLC, No. BC634518 (L.A. Supr. Ct.) On January 11, 2019, the Honorable Carolyn B. Kuhl granted final approval of case brought pursuant to under California’s Private Attorneys General Act where the Law Offices of Ronald A. Marron served as co-lead class counsel. Jackson v. Lang Pharma Nutrition, Inc., No. 37-2017-00028196-CU-BC-CTL (S.D. Supr. Ct.) On December 20, 2018, the Honorable Joel R. Wohlfeil of the California Superior Court granted final approval to a nationwide labeling case settlement involving Co-q10 dietary supplements where the Law Offices of Ronald A. Marron served as class counsel. The settlement created a fund in the amount of $1,306,000 for which class members could elect to obtain cash or product vouchers. Medina v. Enhanced Recovery Company, LLC, No. 15-CV-14342-MARTINEZ-MAYNARD (S.D. Fla.) On December 12, 2018, the Honorable Judge Jose E. Martinez granted preliminary approval of a nationwide TCPA class action settlement and appointed the Law Offices of Ronald A. Marron as co-lead class counsel. A final approval hearing is scheduled for August 22, 2019. Simms v. ExactTarget, LLC, No. 1-14-cv-00737-WTL-DKL (S.D. Ind.) On October 19, 2018, the Honorable William T. Lawrence granted final approval of a nationwide TCPA class action settlement where the Law Offices of Ronald A. Marron served as class counsel. The settlement created a $6.25 million common fund. Mancini v. The Western and Southern Life Insurance Company, et al., No. 16-cv-2830-LAB (WVG) (S.D. Cal) On September 18, 2018, the Honorable Larry Alan Burns granted final approval of settlement in the amount of $477,500 to resolve claims under California’s Private Attorneys General Act.


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Gonzales v. Starside Security & Investigation, No. 37-2015-00036423-CU-OE-CTL (S.D. Supr. Ct.) On September 7, 2018, the Honorable Gregory W. Pollack granted final approval of a wage and hour class action settlement and where the Law Offices of Ronald A. Marron served as class counsel. Mollicone v. Universal Handicraft, No. 17-21464-Civ-Scola (S.D. Fla.) On August 10, 2018, the Honorable Robert N. Scola, Jr. granted final approval of class action settlement regarding false advertising claims of Adore cosmetics products marketed as containing a plant stem cell formula where in which the Law Offices of Ronald A. Marron served as class counsel. In his Preliminary Approval Order, Judge Scola stated that the Marron Firm is “experienced and competent in the prosecution of complex class action litigation.” (Dkt. No. 120). Mason v. M3 Financial Services, Inc., No. 15-cv-4194 (N.D. Ill.) On June 29, 2018, the Honorable Andrea R. Wood granted final approval of a nationwide TCPA class action settlement in the amount of $600,000 in which the Law Offices of Ronald A. Marron served as co-lead class counsel. Lucero v. Tommie Copper, Inc., No. 15 Civ. 3183 (AT) (S.D. N.Y.) On May 4, 2018, the Honorable Analisa Torres granted final approval of a false advertising class settlement in the amount $700,000. This case involves allegations of false and deceptive advertising and endorser liability for copper fabric compression clothing. On January 4, 2016, the Honorable Analisa Torres appointed the Marron firm as Interim Lead Class Counsel over the opposition and challenge of other plaintiffs’ counsel, noting that the Marron firm’s “detailed” complaint was “more specifically pleaded, . . . assert[ing] a more comprehensive set of theories . . . [and was] more factually developed.” Potzner v. Tommie Copper Inc., No. 15 CIV. 3183 (AT), 2016 WL 304746, at *1 (S.D.N.Y. Jan. 4, 2016). Judge Torres also noted that Mr. Marron and his firm’s attorneys had “substantial experience litigating complex consumer class actions, are familiar with the applicable law, and have the resources necessary to represent the class.” Id. Gutierrez-Rodriguez v. R.M. Galicia, Inc., No. 16-cv-00182-H-BLM (S.D. Cal.) On March 26, 2018, the Honorable Marilyn Huff granted final approval of a nationwide TCPA class action settlement which provided monetary relief in the amount of $1,500,000, in addition to significant injunctive relief. (Dkt. 67.) The Law Offices of Ronald A. Marron were appointed class counsel. Gutierrez-Rodriguez v. R.M. Galicia, Inc., No. 16-CV-00182-H-BLM, 2018 WL 1470198, at *2 (S.D. Cal. Mar. 26, 2018). Thornton v. NCO Financial Systems, No. 16-CH-5780 (Cook County, Ill) On October 31, 2017, the Honorable Tomas R. Allen of the Circuit Court of Cook County, Illinois, granted final approval to a nationwide TCPA class which created a common fund in the amount of $8,000,000 and also provided for injunctive relief. The Law Offices of Ronald A. Marron served as co-lead class counsel. Elkind v. Revlon Consumer Products Corporation, No. 14-cv-2484(JS)(AKT) (E.D.N.Y.) On September 5, 2017, the Honorable A. Kathleen Tomlinson granted final approval of a nationwide false advertising class action settlement which challenged Revlon’s advertising of its “Age Defying with DNA Advantage” line of cosmetics in the amount of $900,000, and significant injunctive relief. The Law Offices of Ronald A. Marron served as co-lead class counsel.


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Sanders v. R.B.S. Citizen, N.A., No. 13-CV-03136-BAS (RBB) (S.D. Cal.) On January 27, 2017 the Honorable Cynthia A. Bashant granted final approval of a nationwide TCPA class action settlement in the amount of $4,551,267.50. Sanders v. R.B.S. Citizen, N.A., No. 13-CV-03136-BAS (RBB), 2017 WL 363536 (S.D. Cal. Jan. 25, 2017). On July 1, 2016, the Honorable Cynthia A. Bashant certified a nationwide class, for settlement purposes, of over one million persons receiving cell phone calls from Citizens made with an alleged automatic telephone dialing system. Dkt. 107. The Court appointed the Law Offices of Ronald A. Marron as class counsel, noting they have “significant experience in handling class actions.” Id. In re Leaf123 (Augustine v. Natrol), No. 14-114466 (U.S. Bankruptcy Court for the District of Delaware) This action involved allegations of false and deceptive advertising of Senna Leaf tea products as dietary aids. Plaintiff alleged Senna Leaf is nothing more than a stimulant laxative which does not aid diets but hinders them. After a strong showing in the district court, and pursuant to other actions against the defendant manufacturer, the defendant filed for bankruptcy. The Marron Firm followed defendant to the federal bankruptcy court and retained bankruptcy counsel to assist. After a full day mediation before a retired federal jurist, and months of follow up negotiations, a settlement was reached. On August 7, 2015, in In re Leaf123 (adversary proceeding of Augustine v. Natrol), the Honorable Brendan L. Shannon approved an injunctive relief-only settlement, finding it “fair, reasonable and adequate.” Johnson v. Triple Leaf Tea, Inc., No. 3:14-cv-01570-MMC (N.D. Cal.) An injunctive relief class action settlement, requiring manufacturer of senna leaf diet teas to re-label their products and remove ingredients based on alleged consumer confusion and harm, was filed in April 2014. The Marron firmed served as class counsel and the Honorable Maxine M. Chesney, Senior U.S. District Court Judge granted final approval to a classwide settlement on November 16, 2015. Johnson v. Triple Leaf Tea Inc., No. 3:14-CV-01570-MMC, 2015 WL 8943150, at *3, *5 (N.D. Cal. Nov. 16, 2015) (“Class Counsel has fully and competently prosecuted all causes of action, claims, theories of liability, and remedies reasonably available to the Class Members. The Court hereby affirms its appointment of the Law Offices of Ronald A. Marron, APLC as Class Counsel . . . . Class Counsel and Defendant's counsel are highly experienced civil litigation attorneys with specialized knowledge in food and drug labeling issues, and complex class action litigation generally.”). Perry v. Truong Giang Corp., Case No. BC58568 (L.A. Supr. Ct.) Plaintiff alleged defendant’s Senna Leaf teas, advertised as diet aids, were falsely or misleadingly advertised to consumers. After an all-day mediation, a class wide settlement was reached. In granting final approval to the settlement on August 5, 2015, the Honorable Kenneth Freeman noted that class counsel’s hourly rates were “reasonable” and stated the Marron Firm’s lawyers used skill in securing the positive results achieved on behalf of the class. The court also noted “this case involved difficult legal issues because federal and state laws governing dietary supplements are a gray area, . . . the attorneys displayed skill in researching and settling this case, which provides a benefit not only to Class Members but to the public at large . . . .” Carr v. Tadin, Inc., No. 3:12-cv-03040-JLS-JMA (S.D. Cal.) An injunctive relief class action settlement, requiring manufacturer of diet teas and other health supplements to re-label their products to avoid alleged consumer confusion, was filed in January 2014


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before the Honorable Janis L. Sammartino. The Marron Firm was appointed as class counsel and the classwide settlement was granted final approval on December 5, 2014. Gallucci v. Boiron, Inc., No. 3:11-cv-2039-JAH (S.D. Cal.) The firm was class counsel for consumers of homeopathic drug products in an action against Boiron, Inc., the largest foreign manufacturer of homeopathic products in the United States, involving allegations that Boiron’s labeling and advertising were false and misleading. We obtained a nationwide settlement for the class which provided injunctive relief and restitution from a common fund of $5 million. The settlement was upheld by the Ninth Circuit on February 21, 2015. The case also set an industry standard for homeopathic drug labeling. See www.homeopathicpharmacy.org/pdf/press/AAHP_Advertising_ Guidelines.pdf. Red v. Kraft Foods Global, Inc., No. 2:10-1028-GW (C.D. Cal) The firm represented consumers in a class action against one of the world’s largest food companies and was appointed lead counsel in a consolidated putative class action. Though not fully settled, the action has resulted in a permanent injunction barring the use of deceptive health claims on Nabisco packaged foods containing artificial trans fat. The Court has also granted an interim award of attorneys’ fees. Mason v. Heel, Inc., No. 3:12-cv-3056-GPC-KSC (S.D. Cal.) Plaintiff alleged false and deceptive advertising of over-the-counter homeopathic drugs. On October 31, 2013, the Honorable Gonzalo P. Curiel granted preliminary approval to a nationwide class settlement of $1 million in monetary relief for the class plus four significant forms of injunctive relief. Final approval was granted on March 13, 2014. See Mason v. Heel, Inc., 3:12-CV-03056-GPC, 2014 WL 1664271 (S.D. Cal. Mar. 13, 2014). Clark v. National Western Life Insurance Co., No. BC321681 (L.A. Co. Super. Ct.) Class action involving allegations of elder financial abuse and fraud. After litigating the case for well over six years, including Mr. Marron being appointed co-lead class counsel, the case resulted in a settlement of approximately $25 million for consumers. In re Quaker Oats Labeling Litig., No. 5:10-cv-00502-RS (N.D. Cal.) False and deceptive advertising case concerning Instant Oats, Chewy Granola Bars and Oatmeal To Go products, including use of partially hydrogenated vegetable oil while also representing the products as healthy snacks. An injunctive relief class action settlement was granted preliminary approval on February 2, 2014, with my firm being appointed Class Counsel. On July 29, 2014, the court granted the final approval of the settlement. Nigh v. Humphreys Pharmacal, Inc., No. 3:12-cv-02714-MMA-DHB (S.D. Cal.) Case involving allegations of false and deceptive advertising of homeopathic over-the-counter drugs as effective when they allegedly were not. On October 23, 2013, a global settlement was granted final approved by the Honorable Michael M. Anello, involving a common fund of $1.4 million plus five significant forms of injunctive relief for consumers. Burton v. Ganeden Biotech, Inc., No. 3:11-cv-01471-W-NLS (S.D. Cal.) Action alleging false and deceptive advertising of a dietary probiotic supplement. On March 13, 2012, the Marron Firm settled the case for $900,000 in a common fund plus injunctive relief in the


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form of labeling changes. Final approval was granted on October 5, 2012. Hohenberg v. Ferrero U.S.A., Inc., No. 3:11-CV-00205-H-CAB (S.D. Cal.) This case involved false and deceptive advertising of sugary food product as a healthy breakfast food for children. After successfully defeating a motion to dismiss, Hohenberg, 2011 U.S. Dist. LEXIS 38471, at *6 (S.D. Cal. Mar. 22, 2011), the Honorable Marilyn Huff certified a class on November 15, 2011, resulting in a published decision, In re Ferrero Litig., 278 F.R.D. 552 (S.D. Cal. 2011). A final settlement consisting of injunctive relief labeling and marketing changes, plus a $550,000 common fund for monetary relief to the class was finally approved on July 9, 2012. In re Qunol CoQ10 Liquid Labeling Litigation, No. 8:11-cv-173-DOC (C.D. Cal.) This case involved false and deceptive consumer advertising of a dietary supplement. The Marron Firm was appointed class counsel and successfully defeated defendants’ motion to decertify the class following the Ninth Circuit’s decision in Mazza v. Am. Honda Motor Co., 666 F.3d 581 (9th Cir. 2012). See Bruno v. Eckhart Corp., 2012 U.S. Dist. LEXIS 30873 (C.D. Cal. Mar. 6, 2012); see also Bruno v. Quten Research Inst., LLC, 2011 U.S. Dist. LEXIS 132323 (C.D. Cal. Nov. 14, 2011). The case settled on the eve of trial (originally scheduled for October 2, 2012) for cash payments to the class and injunctive relief. Iorio v. Asset Marketing Systems, Inc., No. 05cv00633-IEG-CAB (S.D. Cal.) This action involved allegations of elder financial abuse and fraud. Mr. Marron was appointed class counsel on August 24, 2006 and the Court certified a class on July 25, 2006. After nearly six years of intensive litigation, including “challenges to the pleadings, class certification, class decertification, summary judgment,…motion to modify the class definition, motion to strike various remedies in the prayer for relief, and motion to decertify the Class’ punitive damages claim,” plus three petitions to the Ninth Circuit, attempting to challenge the Rule 23(f) class certification, a settlement valued at $110 million was reached and approved on March 3, 2011. Iorio, Dkt. No. 480. In granting final approval to the settlement, the Court noted that class counsel were “highly experienced trial lawyers with specialized knowledge in insurance and annuity litigation, and complex class action litigation generally” and “capable of properly assessing the risks, expenses, and duration of continued litigation, including at trial and on appeal.” Id. at 7:18-22. Martinez v. Toll Brothers, No. 09-cv-00937-CDJ (E.D. Penn.) Shareholder derivative case alleging breach of fiduciary duty, corporate waste, unjust enrichment and insider trading, filed derivatively on behalf of Toll Brothers and against individual corporate officers. Under a joint prosecution agreement, this action was litigated along with other consolidated and related actions against Toll Brothers in a case styled Pfeiffer v. Toll Brothers, No. 4140-VCL in the Delaware Chancery Court. After extensive litigation, the case settled in September 2012 for $16.25 million in reimbursement to the corporation. Peterman v. North American Co. for Life & Health Insurance, No. BC357194, (L.A. Co. Super. Ct.), involved allegations of elder financial abuse. This case was litigated for over four years and achieved a settlement of approximately $60 million for consumers. Vaccarino v. Midland Nat’l Life Ins. Co., No. 2:11-cv-05858-CAS (MANx) (C.D. Cal.) This action involved allegations of elder financial abuse and fraud. On June 17, 2013, the Honorable Christina A. Snyder appointed the Marron Firm as Class Counsel, and on February 3, 2014, the


9

Court certified a class of annuities purchasers under various theories of relief, including breach of contract and the UCL. On September 22, 2014, the court granted final approval to a class action settlement that achieved a settlement of approximately $5.55 million for consumers, including cy pres relief to the Congress of California Seniors. CURRENT AND NOTABLE APPOINTMENTS AS CLASS COUNSEL Esparza v. Smartpay Leasing, Inc., No. 3:17-cv-03421-WHA (N.D. Cal.) On June 5, 2019, the Honorable William Alsup certified a nation-wide TCPA class of individuals who were texted on behalf of the defendant, using its vendor Twilio, Inc.’s platform after texting the word “STOP”, between September 29, 2015 to June 13, 2017. The Court also appointed Plaintiff Shawn Esparza as class representative and Ronald A. Marron, Alexis Wood and Kas Gallucci of the Law Offices of Ronald A. Marron as class counsel. Hilsley v. Ocean Spray Cranberries, Inc., No. 3:17-cv-02335(GPC) (S.D. Cal.) A nationwide class of consumers brought this suit against Ocean Spray Cranberries, Inc. and Arnold Worldwide LLC for violations of California’s Consumer Legal Remedies Act. Plaintiff alleges that certain Ocean Spray products falsely state “no artificial flavors” when they in fact contain the artificial flavoring agent, malic acid. On November 29, 2018, the Honorable Gonzalo P. Curiel granted class certification, appointing Ronald A. Marron and Michael Houchin of the Marron Firm as class counsel. On July 3, 2019, Judge Curiel denied Defendant’s Motion for Summary Judgment and on July10, 2019 denied Defendant’s Motion to Decertify the Class. Romero v. Securus Technologies, Inc. No. 3:16-cv-01283 (JM) (S.D. Cal.) Plaintiffs Juan Romero, Kenneth Elliot, and Frank Tiscareno allege that Securus Technologies illegally recorded telephone conversations between inmates and their counsel. On November 21, 2018, the Honorable Jeffrey Miller granted class certification in part, appointing the Law Offices of Ronald A. Marron as co-lead class counsel. O’Shea v. American Solar Solutions, Inc., No. 3:14-cv-00894-L-RBB (S.D. Cal.) On March 3, 2017, the Honorable M. James Lorenz certified a TCPA class of all individuals in the United States who were called on behalf of the defendant, using the ViciDial predictive dialers, on a cellular telephone number, between November 22, 2012 and August 22, 2015, and appointed Ronald A. Marron, Alexis Wood and Kas Gallucci as class counsel. Reyes v. Education Credit Management Corporation, No. 3:15-cv-00628-BAS-AGS (S.D. Cal.) Plaintiff A.J. Reyes brought suit against Education Credit Management Corporation under California’s Invasion of Privacy Act. Plaintiff alleges due to an error in the Defendant’s phone system, inbound calls to ECMC were being recorded without their consent. On September 20, 2017, the Honorable Cynthia Bashant certified a class of individuals who made inbound calls to lines with the faulty setting, as well as granted certification of plaintiff’s demand for injunctive relief and monetary damages. The Law Offices of Ronald A. Marron was appointed as class counsel. Robbins v. Gencor Nutrients, Inc., No. 16AC-CC00366 (Circuit Court, Cole Cty. Mo.). On May 14, 2018, the Honorable Jon E. Beetem granted preliminary approval of a nationwide false advertising class action settlement concerning testosterone boosting supplements and appointed the Law Offices of Ronald A. Marron as co-lead class counsel.


10

Allen v. Hyland’s, Inc., No. 12-CV-1150 DMG (MANx) (C.D. Cal.) Nationwide class of consumers certified for false and deceptive advertising against largest U.S.-based manufacturer of homeopathic drugs, involving ten over-the-counter homeopathic drug products. A nationwide class was certified after two years of vigorous litigation, including Marron firm counsel surviving against two motions to dismiss, a motion for judgment on the pleadings, and a motion to strike punitive damages. See 300 F.R.D. 643 (C.D. Cal. 2014). Following a thirteen-day jury trial before the Honorable Judge Dolly M. Gee, a verdict was returned in favor of Hyland’s. The Marron Firm timely appealed. On May 15, 2019, the Ninth Circuit reversed the judgment in part holding that “the jury’s narrow findings as to deceptive advertising do not resolve [Plaintiffs’] broader unfair practices theory” and that “the district court must engage in fact-finding to resolve [the UCL claim], and erred in granting judgment to Hyland’s without doing so.” Allen v. Hylands, Inc., No. 17-56184, 2018 WL 2142843, at *3 (9th Cir. May 15, 2019). Allen v. Similasan Corp., No. 12-cv-376 BAS (JLB) (S.D. Cal.) A California class of consumers alleging false and deceptive advertising of six homeopathic drugs was certified by the Honorable Cynthia A. Bashant on March 30, 2015, with the Court noting that the firm was experienced and competent to prosecute the matter on behalf of the Class. Judge Bashant denied summary judgment on the class’ claims that the drug products were not effective, as advertised, and certified claims under California’s Consumers Legal Remedies Act, Unfair Competition Law, False Advertising Law, breach of express and implied warranty, and violation of the federal Magnuson-Moss Warranty Act. OTHER NOTABLE CASES In re Santa Fe Natural Tobacco Company Marketing & Sales Practices Litig., No. 1:16-md-02695-JB-LF (D.N.M.) On May 24, 2016, Ronald A. Marron was appointed to the Executive Committee in a multidistrict litigation labeling case. (Dkt. 24.) Henderson v. The J.M. Smucker Company, No. 2:10-cv-4524-GHK (C.D. Cal.) This action was the catalyst forcing the defendant to reformulate a children’s frozen food production to remove trans-fat. On June 19, 2013, the Honorable George H. King held the firm’s client was a prevailing Private Attorney General and entitled to her costs and attorneys’ fees. NINTH CIRCUIT CASES Troy Lambert v. Nutraceutical Corp., Case No. 17-1094 On September 15, 2017, the Ninth Circuit Court of Appeals reversed a class decertification order in a false advertising class action concerning a dietary supplement product. (Case No. 15-56423). The Marron Firm successfully argued that the “full refund” measure of damages could be calculated on a class wide basis and that the model matched plaintiff’s theory of liability. “In a matter of first impression,” the Ninth Circuit also held that “the Rule 23(f) deadline is not jurisdictional” and that “equitable exceptions apply.” Lambert v. Nutraceutical Corp., 870 F.3d 1170, 1174 (9th Cir. 2017). On February 26, 2019, the United States Supreme Court reversed the Ninth Circuit's holding that equitable exceptions apply to the Rule 23(f) deadline. Nutraceutical Corp. v. Lambert, 139 S. Ct. 710 (2019). However, the Supreme Court remanded the case back to the Ninth Circuit for consideration of whether the "Rule 23(f) petition was timely even without resort to tolling." Id. at 717. The Ninth Circuit is now currently considering the remanded issues.


11

Shyriaa Henderson v. United States Aid Funds, Inc., Case No. 17-55373 (9th Cir.) On March 22, 2019, the Ninth Circuit reversed the District Court’s order granting summary judgment in favor of Defendant, and remanded for further proceedings in a class action where debt collectors acting on behalf of defendant were in violation of the Telephone Consumer Protection Act (TCPA). The Ninth Circuit found that a reasonable jury could hold Defendant vicariously liable for the alleged TCPA violations by debt collectors.

John Sandoval v. Pharmacare US, Inc., Case No. 16-56301 (9th Cir.) On April 5, 2016, the Ninth Circuit reversed, in part, the District Court’s order granting summary judgment in a false advertising class action concerning an aphrodisiac dietary supplement called “IntenseX” The Marron Firm successfully argued that statements on the intensex.com website showed that the defendant failed to obtain approval of IntenseX as an OTC aphrodisiac drug, thus creating a basis for liability under California’s Unfair Competition Law. Reid v. Johnson & Johnson, Case No. 12-56726 (9th Cir.) On March 13, 2015, the Ninth Circuit reversed, in part, the District Court’s order granting the defendant’s motion to dismiss in a false advertising class action concerning Benecol spread that was allegedly falsely advertised as containing “No Trans Fat.” The Marron Firm successfully argued that the plaintiff’s claims are not preempted by the Federal Food, Drug, and Cosmetics Act. Reid v. Johnson & Johnson, 780 F.3d 952, 964 (9th Cir. 2015).


EXHIBIT B


Firm Principal Average Firm wide Firm wide Partner Partner Partner Partner Associate Associate Associate Associate Name or Largest fill-time Average Median Billing Billing Billing Billing Billing Billing Billing Billing

Office equivalent Billing Billing Rate: Rate: Rate: Rate: Rate: Rate: Rate: Rate: Attorneys Rate High Low Average Median High Low Average Median

Best Best Riverside, 195 $358 $360 $575 $275 $417 $420 $375 $205 $265 $240 & CA ($550) ($31 0) ($395) ($225) Krieger

Knobbe, Irvine, 268 $439 $415 $735 $415 $525 $500 $495 $295 $346 $345 Martens, CA ($432) ($415) ($71 0) ($395) ($511) ($485) ($450) ($285) ($322) ($335) Olson & Bear

Manatt, Los 322 $602 $620 $850 $540 $676 $670 $550 $215 $464 $500 Phelps & Angeles, ($568) ($590) ($850) ($525) ($651) ($650) ($525) ($200) ($405) ($410) I

Phillips CA

Sheppard, Los 465 $860 $505 $635 $275 Mullin, Angeles, ($820) ($495) ($620) ($270) Ritcher & CA Hampton

* Billing Rates in RED are from the 20 I 0 NLJ Billing Survey


Firm Principal Average Firm wide Firm wide Partner Partner Partner Partner Associate Associate Associate Associate Name or Largest fill-time Average Median Billing Billing Billing Billing Billing Billing Billing Billing

Office equivalent Billing Billing Rate: Rate: Rate: Rate: Rate: Rate: Rate: Rate: Attorneys Rate High Low Average Median High Low Average Median

Best Best Riverside, 195 $358 $360 $575 $275 $417 $420 $375 $205 $265 $240 & CA Krieger

Knobbe, Irvine, 268 $439 $415 $735 $415 $525 $500 $495 $295 $346 $345 Martens, CA Olson & Bear

Manatt, Los 322 $602 $620 $850 $540 $676 $670 $550 $215 $464 $500 I Phelps & Angeles,

I Phillips CA

Sheppard, Los 465 $860 $505 $635 $275 Mullin, Angeles, Ritcher & CA Hampton


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The 2011 Law Firm Billing Survey It appears that modest annual billing rate increases are here to stay. For the third year in a row, law firms showed restraint with hourly rate increases, inching up at a rate only slightly higher than inflation in many cases.

December 19,2011 It appears that modest annual billing rate increases are here to stay. For the third year in a row, Law firms showed restraint with hourly rate increases, inching up at a rate only slightly higher than inflation in many cases. The average firmwide billing rate, which combines partner and associate rates, increased by 4.4 percent during 2011, according to The National Law Journals annual Billing survey. That followed on the heels of a 2.7 percent increase in 2010 and a 2.5 percent increase in 2009- all of which paled in comparison to the gogo, prerecession days when firms could charge between 6 and 8 percent more each year.

etore the recession, I think we had a seller's market," said Altman W eil consultant Ward Bower. "There was so much demand that law firms were in the driver's seat and could get what they wanted. Clients are in the driver's seat now, and they aren't going to pay those increases. They're exerting much more control over pricing, strategy and staffing decisions."

BY THE NUMBERS

A nationwide sampling of law firm billing rates We asked the respondents to our 2011 survey ofthe nation's 250 largest law firms to provide a range ofhourly billing rates.

Firms report using alternatives to the billable hour Law firms report on the percentages of revenue obtained through variations on the billable hour and true alternatives.

Firms report their billing rates by associate class A sampling of hourly rates charged by law firms that establish billing rates based on associate class.

FURTHER READING: See last year's survey.


• ·.;;,

BILLING SURVE .

A SPECIAL REPORT

Ffmlllride l Pat1ner Partner Partner i Associate Associate Assoc!Dta ,._;

Finn Na.me Average Median j Billing 1 llilllno Bllflng ' a..,. ..., """' ~ Bllliog _ BilUng Rate: Rate: 1 Rate: ~ate: Rate: -;

1:~ ~!" High low lil9h . :.., \;~:-"" c:, ~Jver~ .!"" "' Baker. I Donelson. Memphis, I Bearman, 527 $311 $310 $595 $250 $357 $345 S315 I $160 S22B~

Caldwell& Tenn.

1 Berl:oWitz

.-~~Sis~~& =l<ffiigir - -53.60".. :~$5'7.5 =:·

I 1 Briggs ana Minneapolis I $62~ Mufgan

-~ .- ::'

- _$180 Sa3"5'

BlyanCM st. Louis 90S $475 $565 S!i40 $200 S356

... But!el LOijgo- O'ef{ol! f~fi SV.QO S32,

Carlton Tampa, Fta. 270 $1115 i $320 $470 $470 $380 $195 $262~ Fields

~30

Day l'lllley Parsipj!any, 324 $447 $537 $.525 S317 NJ. ,.., ,..._.,


Finn Name

Day Pitney

I Olcl!:stein Shapfrc

.:-olosmori:& Sh'otll ~-

Duane Morris

Epstein

• Principal or . Largest

omce

'

T-~~ ~

•• i::::t::.-

Pa{sippany, N.J.

• Wast\lngton

Setk&t& ! NewYork Green

, Average full. · Filmwide flrmwide ~ Partrn!r P artnef Partner lime A'terage Media:n Billing BilllnQ Biling equivalent BHiino , BliUqg Rate: ~'!~~we• g·"to . -E' P_!tl:l HiM

...J._ - ~

Rate: ' Rate: 1-i\u.• ! ~ uDN~~no .... :~ - . .

324 $447

335 l 5560 i

l

S550 S1006 , $540 , I , 5680

$615 I $1120 l 5530 S747

' $875 ! $375 ' $575

Partner Billing Rate: '~<>Iii•"'

5670

$730

$570

Associate Assoc ate ~te.li Billing Billin!l . Bi!Ung

. Rate: ; Rate: . Rate: ~ "''""''""" ~-7!..~~

$545 5225 $~

L

S730 5508

$53Q ' !

s22s I

l

S350 I S519 ! $500 1 !550 1 '$1'95 j 5341" I


Average Y- FinnWide FimJWide Partner . Partner . Partner · Partner Associate Associate Assodll ~~ Principal or 8 -·

Firm Name Largest time Average Medan Billing . iJillq t Billing 6illfn9 8illing Bi~ BiUing

Office equivalent ann no .~llif'l!l Rate: Rate: · Rate: Rate: Rat.e: R!tle: "ate: ~ _;,;;~ t" ~.:~ ~\I'C g,.,.,. D''" Lllnto ln:ur ,UIIIIiAn Lll~ J..patr '-"".~~

Fi~e.trU:t~ -. :· ~. i -·!; ~~-. _:; ~~5:: ·cella( ~· -~.;;.- ,j :E-_~..,.:".

~crt>:':: ~ ~ 1~8 5730 sl{~ S275 r-~

~;!!~rf&' o 7 ,1Je "'! .. ;::.

'Strnro ! ~ "?.i.'

~ .~ !) .. _J~ L __:_$-

fox Philadelphia 450 S413 $420 S725 $325 $486 ' $483 $455 $190 S297 Rolhscllild t :

! ~-_''t;"'"~~ ~- - . . '

~

~

i.ro§tllr.®m ~

iH-_ ~ - -A~

ftSu :. .. ~;_' Clr~Cf.nnan. _:;._ · ~ ~.,!101 $2·9& 5295 ' :S5,15 ! S_34tr $255 -'if~· ;~;~ :!"" :~~ "' -a:~ ,?g '!'"&.

."1:.;- ,..,T~~.- ~ ~ - " 4 ; Gardei& I

I ' i

SJ25s i WjMe oanas 265 $435 $45\l $815 $38.1} $550 $551} I $500 $225 I

Sewell

~ .. ;:-. ~z -~~ .... . --:.;. -;~

199' :-- ~0 ~450 SJ>2S S4Qo sapo. ·~ " - ~ -.

Harris ! Roell ester, I i 176 $39{} $275 $250 I S160 Beach N.Y.

' ~· _ !'otk:L -. B'frtt~

~'iacu'se.

• i Hodgson I ' Bulfalo, N.Y. $885 S24tl $378 $360 $420 $180 $234 Russ

_$520

l New York 300 S633 $615 $828 I $000 ~ $695 $270 $533 L j

>';: --; - -- - - _.!I

t O , ,.,.. • •• + o I "'li n"••


Flrm tlame

Hughes Hubbard & Reed

Jades on Kelty

~'-=ka~a· - 1 $~oler

KelleyOrye &VI!arren

}

~o'o~e. Mart'&ns. ·olson_& ~Bear- -

Principal or Largest Offfte

NewYcnk

Charleston, W.Va.

New YO!!<

t Lane Powell 1 Seattle

leWis, Rice & Rngersh ' St. LOlliS

Average tuu. . lime

equi>Jalent A·"nnu>uc,.-

300

· Flrmwide . Average ' Bllnng

O•to·

$633

'351 - i341

._..

170 $275

321 $474

152 $275

Firmwlde Mechn BlUing Jl.:af<>

Partner 1 Partner Billing Billing Rate: Rate: IJinh '"'"

$515 $990 5625

$275 ! S505

$400 I $925 $4BO

$470 S270

~-._

PartDer Billing

• Rate: J 1\ua-r.tno

$828

$634

$460

. ' S390'

' Partner 8llliftq Rate: Uorll;on

i800

S190

$325

: 5al5

$645

S500

Associate Associate Associate {t Bining I Bi!Hng BlUing R8te: Rate: Rate: l.linh

S695

S425

S260 I

$595

I I'MJI

S2.70

S175

S155

':".·.,...,

"lfb . r

$275

$150

S533

S208

·s~oo

"Hi_, -I


Finn Name

Mana11, Phetps& Pllillif}s

M!Uer& Maron

PriRCipal or Largest Office

Los Angeles

·~~~

Nelsoli., ulllils Rile\'_

' &. • . :s-~rnorough

Nexsan Columbia, Pruet S.C.

Average full. . time

equivalent Attnmouc•

322

184

178

$602

$472

$313

S620 S85G S540 $!)75 S670

I

$455 $800 $405 $562 I $540

5325 S610 ! $240- $369 $375 i

$550 5235

$550

$510

$265

Associate Associate ~ BiUing BlJliOO Rate: ! Rate: I nur J~A._uorAttG

-,~ -i£io . ·~~: "i¥'.;;l--~~~~

S215 $464

$215 $374


Prtncipal or Firm Name Largest

" Oftice .. . -Ffattoo -~

,- B.oggs~ --.....

Pepper Hamilton

Phelps Dtmhar

Polsl~'ellf ~ S~UQllark

Philadelphia

NewOtleans

Saul E\'iing , Philadelphia

I Seyfaflll Shaw

Sne~Rard, "ultrn.

_"Rlchter& ~Ramp!on·

ShumaKer. Loop& Kendrick

Toledo, Ohio

Average fuUUme equivalent

-~"""'"""''

Flnnwide Firmwide Partner Average Median . Silting Billing ~ BillinQ Rate:

-L 9"'~ -.~ p:at~·

- __ .,. Partner Par1ner Partner Associate Associate Associate ~ Billing

1 Billing Billing Billil1!1 Billing BiDing

Rale: Rat.e: Rate: : Rate: Rate: Rate:

"--6

~ ·~>:12 -- - s54{., · :-Ej,.JO -:..r ...

• ."~ - .A""'WI" Ua,.:tl!>n U~lr --~~-'i_i:._, -~J!OJ':Jlno }419 ~~~9 , ~ "' S6if6k ~- ~5,70· -""S24(t- ., 10

~59 $825 mo

'--~~ ~1,5 ,

·S285-~=~- /'J~.

280 $236 S225 $465 5190

$431 $450 $750 $350

$355 i

20S $345 ' :S365 $555 $265

$557

S55o ~.:. s~· ..:;; ---~- ~·o:..-

I $281 I S275

$490

$528 $525 '

$364 $175

~

S460 $235

S24~ 5150

5495 $245

I $505 I $225

$.32{) I $195 !

$189 '

S326

S608

S252

' =-


• ..,,. ... . _ ..... -I - ··-- - -·

Principal or A•teraqe lull- Finnwide fmnwide Partner Partner Partner Partner Associate Associate Associate -~ ; FlrmName Largest . time Average Median Billing Billing Billing . Billing : 8ilfing - Billing BUfing

Office equivalent Billing Blllng Rate.: Rate: Rate: Rate: Rate: · Rate: Rate: ~-- ' i\lfi\!TI4Ue' g_.,f .. -f.r- ~~·0 ~illh ,......,, 1\ua.ns.M " ~Otti:OI)' "'-'~·~< l l\\11

1 At~or:v.o-"f!lfl'\ilton ~.

-~0::4=:_~ :1-· f -.

.~~ ~-:

Shumaker. Loop& Tol&dG. Ohio 208 $345 $365 S555 $265 $364 $375 $32.!} $195 $252 Kendrick i

s.Js~ ~ 1fts_·. S625 - ..• &tSo·r -~::-'ssoo' -- "37F 373 S320 $4St §.1fl5.-. S292

~ zr±~ · .. - -- -:z:;-~- ~~ ~3+-- - r-Strasburger Dallas 181 5363 $362 5630 S211 S395

: $397 I 5332 S199 $250: &Price

I j I

I '-~~ .. . -~

- '::$59~ .t' ~$595

':'h~-

I ' Thampson i i Coburn St. Louis 325 S750 I 5315 $445 I 5195

1 l~9 S280 5260:

-7

I Vedder Price l Chicago ' 246 $445 $445 $735 $295 $490 $520 S26.5 j S345

S'3~S~ - :"~ -~~

'o'\li'n~tealJ $680 o· SZ15 'SJQ$

Winston& I

Strawn Chicago 868 S557 $550 $1130 5580 $700 1


EXHIBIT C


GEORGETOWN LAW Center for the Study of the Legal Profession PEER MONITOR ~

Report on the State of the Legal Market


The Center for the Study of the Legal Profession at the Georgetown University Law Center and Thomson Reuters Peer Monitor are pleased

to present this 2014 Reporl setting out our views of the dominant trends

impacting the legal market in 2013 and key issues likely to influence the market in 2014 and beyond. 1

Introduction - Is Bigger Always Better?

There is a famous scene in the 1975 award-winning Steven Spielberg movie Jaws, when the Amity Police Chief Martin Brody (played by Roy Scheider) first catches a glimpse of the 25-foot long great white shark that has been terrorizing his community and that he is then chasing in a small fishing boat. Stunned by what he has seen, Brody backs into the cabin of the boat and grimly remarks to Quint, the seasoned shark hunter, "You're gonna need a bigger boat."

In an admittedly different context, one could argue that this same advice has been the most prominent driver of law firm strategies over the past decade or so. In large measure, most law firm leaders -- both before and since the Great Recession -- have appeared fixated on building "a bigger boat" as the keystone of their vision for moving their firms forward. Driven by a desire to achieve perceived economies of scale, to better serve client needs, to mirror the actions of competitors, or to improve their rankings in industry statistics, law firms have pursued aggressive growth strategies -- before 2008, through ever increasing hiring quotas and, since 2008, primarily through lateral hiring and mergers.2

The past year saw an overall continuation of this trend, although some firms have begun to retrench. According to The National Law Journal, the 350 largest U.S. law firms grew by only 1.1 percent during 2012, as compared to 1. 7 percent growth in 2011. And, interestingly, some 140 firms on the NLJ 350 list (or about 40 percent of the group) actually shrank in size as compared to the prior year.3 At the same time, 2013 was a record year for law firm mergers, and lateral acquisitions continued apace.

By early December, the number of reported mergers involving U.S. law firms (91) had already surpassed the previous record (70) set in 2008, and it was widely expected that the year-end total would be even higher.4

1 The Center for the Study of the Legal Profession and Thomson Reuters Peer Monitor gratefully acknowledge the

participation of the following persons in the preparation of this Report: from the Center for the Study of the Legal Profession -James W. Jones, Senior Fellow (lead author) and Milton C. Regan, Jr., Professor of Law and Co-Direc

tor; and from Thomson Reuters Peer Monitor- Mark Medice, Senior Director and Jennifer Roberts, Data Analyst.

2 The dramatic growth in the size of law firms has been a major feature of the legal market for the past 50 years. In

2012, The National Law Journal's NLJ 350 list showed that the 350th largest law firm in the U.S. had 112 lawyers.

That compared starkly to 1965, when the largest law firm in the U.S. had only 125 lawyers.

3 "The NLJ 350," The National Law Journal, July 6, 2013.

4 "Big Firm Tie-Ups Abroad Keep 2013 Merger Mania Alive," The AmLaw Daily, Dec. 12, 2013. The article also

describes high levels of merger activity in the United Kingdom, Canada, and South Africa.


While year-end figures on lateral moves among U.S. law firms are not yet available, it is expected that they will reflect a continuation of the high level of lateral partner activity that we have seen in the market in recent years.5 In addition, in a recent survey of leaders of Amlaw 200 firms, The American Lawyer found that a whopping 80 percent of respondents expected to make lateral partner hires in litigation related practice areas during 2014.6

Against this background, this report will examine the continuing dominant role that growth appears to play in the strategic thinking of most U.S. law firms. We will ask whether building "a bigger boat" is always the right strategy for firms and will consider some of the challenges that growth - particularly rapid growth -- poses for law firm leaders. Finally, we will suggest other areas of focus that we believe may be far more relevant to the success of law firms in the future. The starting place for our inquiry, however, must be a look at the state of today's legal market and the ways in which competition in the market has changed fundamentally since 2008.

Current State of the Legal Market By the Numbers

By most indicators, 2013 was another flat year for economic growth in U.S. law firms, with continuing sluggish demand growth, persistent challenges of low productivity, ongoing client pushback on rate increases, and a continuing struggle to maintain discipline on expenses. Although the performance of individual firms obviously differed, with some performing well above market averages, on the whole the financial performance of the U.S. legal market remained fairly lackluster during the year.

Demand Growth

Demand for legal services in 2013 declined slightly across the industry, as tracked in the Thomson Reuters Peer Monitor data base.7 As shown in Chart 1 below (which tracks performance on a year-to-date basis through November), after a sharp decline in the first quarter,8 demand growth recovered somewhat ending at a slightly negative level of -1.1 percent for the 12-month period measured. While a clear improvement over the collapse in demand growth seen in 2009 (when growth hit a negative 5.1 percent level), the current demand growth rate has been essentially flat to somewhat negative for the past three years.

5 In February 2013, in its annual Lateral Report, The American Lawyer noted that lateral partner moves among Am Law 200 firms jumped 9.7 percent over the prior year for the 12-month period ending September 30, 2012, and 33.6 percent over a similar period in 2010. Even taking into account the fact that 280 of the 2,691 lateral partner moves in 2012 were attributable to the failure of a single firm (Dewey & LeBoeuf), the increased level of activity was noteworthy. "The 2013 Lateral Report,' The American Lawyer, Mar. 1, 2013.

6 Richard Uoyd, "Firm Leaders Survey: Slow Growth on Tap for 2014," The American Lawyer. Dec. 2, 2013. 7 Thomson Reuters Peer Monitor data rPeer Monitor data") are based on reported results from 130 law firms, including 53

AmLaw 100 firms, 38 AmLaw 2nd 100 firms, and 39 additional firms. For present purposes, "demand for legal services" is viewed as equivalent to total billable hours recorded by firms included in a particular data base.

8 It is worth noting that the sharp decline in demand growth during the first quarter of 2013 followed an upswing in demand in the fourth quarter of 2012, an increase at least partly attributable to the desire of many clients to close various corporate transactions in advance of new tax rules that took effect on January 1, 2013.

2


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Chart 1 -Growth in Demand for Legal Services

6

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-6 ) 2005-2008 2009 CAGR

Source Thomson Reuters Peer Monitor

Y/Y% Change

2010 2011 2012 2013 (Nov YTD)

As shown in Chart 2 below, among various practice areas, when measured on a 2013 year-to-date comparative basis, real estate showed the highest demand growth, albeit at a modest 1.2 percent level, followed by labor and employment at 0.4 percent. Corporate practices were essentially flat, and all other practices saw declines.

Chart 2- Demand Growth by Practices

3 Y/Y% Change

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I -6

-9 Real Labor/ Corporate

Estate Emp loyment (all) Tax IP- Litigation Bankruptcy

Litigation

( • YTD Nov: '13 v '12 l Source Thomson Reuters Peer Mon1tor

Productivity

During 2013, the number of lawyers in U.S. firms grew by about 1 percent. Given the

slight decline in overall demand growth, it is not surprising, therefore, that productivity

- defined as the total number of billable hours recorded by a firm divided by the total

number of lawyers in the firm -- remained essentially flat.

3


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As can be seen in Chart 3 below, this continues a trend that we have seen for the last several years.9 What remains significant, however, is that current levels of productivity are still over 100 billable hours per timekeeper per year lower than in the pre-recession period in 2007.

Moreover, 2013 saw a continuation of the familiar pattern of associate billable hours exceeding those of equity partners by some 100-120 hours per year, and equity partner billable hours exceeding those of other categories of lawyers (including non-equity partners, of counsel, senior counsel , special counsel, etc.) by some 300 hours per year. All of this as shown in Chart 3 evidences an ongoing problem of under productivity in the latter categories of lawyers.

Ch art 3- Productivity (Hours per Lawyer) by Category

150 1 140

130 1 120 -

110 --j

100 o1 02 m o41a· a2 u1~~' a' o•fo,-a2 o3 o'flll o2 a' o4 o1 o2 Q3 o•1o1 02 o' a4:.:o, 02 a' o• o• o2 oct+Nov

I ·as '06 l•o7 l·os l·og '10 l·u i·12 '13

- Equity Partners - Associates - Other Lawyers - Composite

Source Thomson Reuters ;:.aor :\1on,tor Lawyers Only

Rates and Realization

As has been the case since the beginning of the Great Recession in 2008, firms continued to raise their rates during 2013, albeit at a fairly modest level of 3.5 percent (well below the 6-8 percent annual increases typical in the pre-2008 period). And, as has also been the case for the past five years, clients continued to push back on rate increases, keeping pressure on the realization rates that firms were able to achieve.

Chart 4 below shows the rate progression as tracked in the Peer Monitor data base from the third quarter of 2010 through November 2013. As can be seen, over this three-year period, firms increased their standard rates by 11 percent from an average of $429 per hour to $476 (or an average increase of about 3.7 pen::ent per year). At the same time, however, the collected rates actually achieved by firms increased by only 8.8 percent from an average of $363 per hour to $395 (or an average increase of 2.9 percent).

9 There was an uptick in productivity during October 2013, but- based on data from prior years- this appears to be a fairly typical seasonal anomaly with October hours generally being counterbalanced by lower billable hours for the remainder of the fourth quarter.

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Chart 4- Rate Progression

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- Standard - Worked -Billed -Collected

These results, which reflect continuing client resistance to firm rate hikes, are also reflected in firm realization rates over the same period. As can be seen in Chart 5 below, over the three-year period from the third quarter of 2010 through the third quarter of 2013, realization rates - i.e., the percentages of work performed at a firm's standard rates that are actually billed to and collected from clients - have continued to decline. Billing realization dropped from 89.12 percent to 86.74 percent, while collected realization dropped from 85.32 percent to 83.49 percent (a rate that is slightly lower than the record low rate of 83.6 percent seen in 2012). What this means, of course, is that - on average - law firms are collecting only 83.5 cents for every $1.00 of standard time they record. To understand the full impact, one need only consider that at the end of 2007, the collected realization rate was at the 92 percent level.

Chart 5- Billed and Collected Rates against Standard

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5


Expenses

One of the challenges of managing in a slow growth economy is keeping a tight rein on

expenses- both direct and indirect.10 Prior to the onset of the economic downturn in

2008, by any rational measure expenses in law firms were largely out of control. In the

fourth quarter of 2007, for example, direct expenses of U.S. law firms (measured on a

rolling 12-month year-over- year percentage change basis) were growing at an average

annual rate of 18 percent, while indirect expenses were growing at 10.9 percent. With

the beginning of the recession in 2008, almost all firms slashed expenses across the

board, hitting negative growth rates in the second quarter of 2010 of -8.2 percent for di

rect expenses and -2.9 percent for indirect. Those reduced levels of spending -induced

primarily by panicked reactions to the economic crisis - were not sustainable over the

long term, and expenses began to rise again toward the end of 2010. Since that time, as

shown in Chart 6 below, although expense growth has increased - in 2013 up to 2.1

percent for both direct and indirect expenses -- firms have done a reasonably good job of

managing their expenses effectively.

Chart 6- Expense Growth

20% -, Rolling 12-Month Y/Y% Change

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I '07 I '08 I '09 I '10 '11 I '12 '13

r -Direct -Overhead

Source: Thomson Reuters Peer Ma11ilcu

Profits per Partner

The continuing combination of sluggish demand growth, constrained productivity, and

low realization rates have combined to keep profits per partner ("PPP") relatively flat over

the past three years. As shown on Chart 7 below, while PPP in 201311 was up slightly for

all categories affirms across the market, the increase over 2012 was quite modest and,

at least in the case of Am Law 100 and mid-sized firms, lower than levels in 2011.12

1 0 Direct expenses refer to those expenses related to fee earners (primarily the compensation and benefits costs of lawyers and other timekeepers). Indirect expenses refer to all other expenses of the firm (including occupancy costs, technology, administrative staff, etc.).

11 The PPP shown on Chart 7 for 2013 is based on YTD October numbers. 12 It should be noted that Peer Monitor includes in its "profits per partner" number a// lawyers listed by firms as "partners"

(whether equity or non~quily or income). This approach facilitates easier comparisons between firms than a "profits per equity partne~· measure and eliminates questions about how firms define "equity partners."

6


Chart 7- Profits per Partner

$600,000

$550,000

$500,000

$450,000

$350,000

$300,000 r All Segments Am Law 100

( • 2011 • 2012

Source. Thomson Reute1s Peer Momlar

Am Law Second 100

• 2013

Changed Basis of Competition in the Legal Market

Mid Size

The current trends described above reflect fundamental changes in the nature of competition in the legal market, changes that have been increasingly evident since 2008. Although many factors have contributed to these changes, some of them unrelated to the economic downturn, 13 the onset of the Great Recession accelerated (and, to some extent, exacerbated) the pace of change across the market.

The first and perhaps most obvious change is that the legal market has become much more intensely competitive than it was five years ago. This is hardly surprising since, for the past five years, the supply of legal services has significantly exceeded demand, as reflected in the ongoing struggle of firms to maintain prior levels of productivity. In a market in which supply exceeds demand, the only way in which one supplier can expand its market share is by taking business from others, with a resulting increase in overall competition. And that is precisely what has happened in the legal market since 2008.

A second and perhaps more lasting change is that the market for legal services has shifted from a sellers' to a buyers' market, a shift that has serious long-term implications for the leaders of all law firms. Prior to 2008, the fundamental decisions about how legal services were delivered --the myriad decisions about how matters were organized, scheduled, and staffed; how strategies and tactics were implemented; and how lawyers charged for their services --were all essentially made by law firms and not by their clients. This is not to suggest that clients were not consulted or that, from time to time, clients didn't push back, but by and large all of the key decisions relating to a representation were made by outside lawyers.

13 These unrelated changes include factors like the growing availability of public information about the legal market, the inexorable drive toward commoditization of legal services enhanced by the growth of enabling technologies, the emergence of non-traditional service providers, the changing role of in-house corporate counsel, the impact of globalization, and the collapse of an unsustainable law firm business and economic model based largely on the ability to raise rates 6-8 percent a year.

7


All of that changed beginning in 2008, when clients -driven to a large extent by an economic imperative to bring down the overall costs of legal services - took control of all of

these key decisions. That shift, combined with the dynamic of a market in which supply

exceeds demand (as described above), placed clients in control of the relationships with their outside law firms in ways never before seen in the legal market. And clients have

not been reluctant to exercise their new leverage.

Over the past five years, clients have talked increasingly about enhancing the "value"

they receive for the legal services they purchase, 14 and it has become increasingly clear that what they mean by "value" is efficiency, predictability, and cost effectiveness in the delivery of legal services, quality being assumed.15 This has led many corporate

law departments to retain more work in-house thereby reducing their reliance on outside counsel. Indeed, the 2013 Altman Weil Chief Legal Officer Survey16 found that,

among the 207 CLO respondents, 44 percent indicated that they had shifted work to in-house lawyers during the previous 12 months, and 30.5 percent said that they had reduced the total amount of work sent to outside counsel.17 Moreover, some 29 per

cent of respondents indicated that they intended to decrease their overall use of outside counsel in the next 12 months, and only 15 percent said they expected to increase such use.18 Consistent with these responses, 47 percent of CLOs indicated that they had decreased their budgets for outside counsel during 2013 (a figure that compares

to 39 percent in 2012 and 25.4 percent in 2011 ). 19

Interestingly, the same client focus on enhanced value in the delivery of legal services

may now be evident in a subtle but potentially important shift in the allocation of business within the legal market. In a recent survey conducted by Advancelaw, 20 general counsel

at 88 major companies were asked about their willingness to move high stakes (though not necessarily "bet the company") work away from "pedigreed firms" (essentially de

fined as Amlaw 20 or Magic Circle firms) to non-pedigreed firms, assuming a 30 percent difference in overall cost. 21 Of the respondents, 7 4 percent indicated they would be in

clined to use the less pedigreed firm, with only 13 percent saying they would not.22 In a related question, respondents were asked whether, based on their own experiences,

lawyers at the most pedigreed firms were more or Jess responsive than their counterparts at other firms. Some 57 percent of respondents said that they found lawyers at

pedigreed firms less responsive, while only 11 percent said they found them more.23

Similar results were reflected in the Altman Weil CLO Survey, where 40.5 percent of respondents indicated that they had shifted work to lower priced outside law firms in the preceding 12 months.24

14 This concept was embodied in the "Value Challenge" program launched by the Association of Corporate Counsel in 2008. See www.acc.com/valuechallenge/.

15 Obviously, corporate general counsel are concerned about the quality of legal advice they receive. Increasingly, however, quality is viewed as the "labia stakes" necessary to play in the game to begin with and not a factor for deciding which firm should be awarded a particular piece of work Stated differently, offering high quality legal advice is essential to getting on a general counsel's list to begin with, but once on the list, it is likely that work will be awarded on the basis of which firm the general counsel believes can deliver the services most efficiently, predictably, and cost effectively.

16 Alman Well, Inc., 2013 Chief Legal Officer Survey: An Altman Wei/ Flash Survey, Nov. 2013 ("Altman Well CLO Survey").

17 /d. atp. 10. 18 /d. atp. 4. 19 /d. atp. 17. 20 AdvanceLaw is an organization that vets law firms for quality, efficiency, and dient service and shares performance informa

tion with its membership of some 90 general counsel of major global companies, induding the likes of Google, Panasonic, Nike, eBay, Orade, Deutsche Bank, Kellogg, Yahoo, 3M, ConAgra, Nestle, and Unilever. See http://www.advancelaw.com.

21 The current cost premium for anAmLaw 20 firm relative to an AmLaw 150 or 200 firm is typically far more than 30 percent. As of November 2013, based on Peer Monitor data, the spread between the average standard and worked rates of AmLaw 100 firms and those of AmLaw 2nd 100 firms averaged 22 peroenl And, of course, the average for aiiAmLaw 100 firms is significantly lower than for AmLaw 20 firms alone.

22 The survey question and results are set out at http://hbrblogs.files.wordpress.com/2013/10/badnews-biglaw_580r2.gif. 23 !d.

24 Altman Weil CLO Survey, at p. 1 0. 8


What these results suggest is that brand value - in this case the brand value of the largest and historically most prestigious firms in the legal market -- may be losing some of its luster as increasingly savvy general counsel select outside law firms based on considerations of price and efficiency and not on reputation alone. Further tantalizing evidence for this conclusion is provided in the 2013 Counsellink Enterprise Legal Management Trends Report released in October.25 That report compared the billings of the "Largest 50" U.S. law firms (i.e., firms with more than 750 lawyers) with those of firms in the 200 to 500 lawyer range, the latter being defined as "Large Enough" firms.26 The report found that three years ago, "Large Enough" firms accounted for 18 percent of all of the billings in the Counsel link data base, while the "Largest 50" firms accounted for 26 percent. In 2013, the share of "Large Enough" firms had risen to 22 percent, while the share of the "Largest 50" firms had declined to 20 percent. 27

Looking at high fee work, the Counsel link Trends Report found a similar pattern, at least in respect of high fee litigation matters. Based on the past three years of billing history for litigation matters with total billings of at least $1 million, the report found that "Large Enough" firms nearly doubled the portion of such work they received, growing their share from 22 percent in 2010 to 41 percent in 2013. 28

Challenges of Growth as a Strategy

Against this background, we can return to our initial question -- whether the dominant role played by growth in the strategic thinking of most law firms continues to make sense given the significant changes that have occurred in the legal market? The most common justifications given for a focus on growth include (i) the desire to achieve "economies of scale", (ii) the necessity of creating an "ever expanding pie" to provide opportunities for younger lawyers and especially younger partners, (iii) the need to diversify to protect a firm against cyclical downturns in specific practices, and (iv) the requirements for a larger market footprint to better serve the needs of clients. While there is some validity to all of these arguments, they must be balanced against the potential problems created by growth - particularly rapid growth.

As to the desire to achieve economies of scale, it must be noted at the outset that this is a pecuiliar strategic objective for an industry that continues to be largely reliant on an hourly-billing model. Economies of scale, as an economic concept, are focused on the creation of efficiencies that allow producers to lower costs and thereby create a competitive advantage. In the context of the legal industry, however, adding more lawyers (all of whom bill at ever increasing hourly rates) is the antithesis of what economies of scale are supposed to produce. Even if we assume, however, that economies of scale may be important in the legal industry, there are limits on the benefits that can be derived from growth.

25 Counsellink, "Enterprise Legal Management Trends Report- 2013 Mid-Year Edition: The Rise of'Large Enough' Law Firms." Oct 2013 ("Counsellink Trends Report"). This report uses data available through the Counsel link Enterprise Legal Management platform, an a-billing system. Currently. the data base indudes 2 million invoices representing more than $10 billion in legal spend and well over 300,000 matters over the past four years.

26 The report explains that the term "Large Enough" is applied to these firms "because firms of this size generally have fullservice capabilities across a broad array of practice areas and have the capacity to appropriately staff and handle oomplex and also high-volume, repetitive legal matters." Counsellink Trends Report, p.4.

27 /d. at p. 5. These figures, and others induded in the Counsellink Trends Report, are based on rolling 12-month totals end-ing on June 30 of each relevant year.

28 /d. at p. 6. 9


Observers of the legal market have commented for some time that the benefits of scale seem to diminish once a law firm exceeds 100 lawyers or so, and that is particu

larly true if the law firm has multiple offices. 29 Moreover, a comparison of the number

of lawyers in Am Law 200 firms and the profits per partner of such firms shows that there is very low correlation between firm size and profitabil ity. 30 This conclusion was

recently confirmed by an analysis of Peer Monitor data for some 132 firms reporting their financial results for 2012. These results showed a very weak relationship be

tween profits per partner and firm size, as well as overall margin (i.e., profit as a percentage of revenue) and firm size. Indeed, firm size had a negative relationship with

reported margin figures. Similarly, a regression analysis using 2013 Peer Monitor data from 130 firms showed a very low correlation between firm size and office count with reported expenses per lawyer or with expenses as a percentage of overall firm rev

enue.31 Additionally, whatever the potential benefits of economies of scale, the size needed for a firm to achieve such benefits has undoubtedly been lowered in recent years as a result of substantial improvements in technology which have allowed smaller firms to "punch above their weight." 32

From a strategic point of view, however, the real problem with growth in this context

is not just that economies of scale tend to diminish above a certain size. It is rather that, once a firm achieves a certain size, diseconomies of scale can actually set in.

Large firms with multiple offices -- particularly ones in multiple countries -- are much more difficult to manage than smaller firms. They require a much higher investment of resources to achieve uniformity in quality and service delivery and to meet the ex

pectations of clients (described above) for efficiency, predictability, and cost effectiveness. They also face unique challenges in maintaining collegial and collaborative

cultures, particularly in the face of rapid growth resulting from mergers or large-scale lateral acquisitions. In other words, pursuing growth for the purpose of achieving economies of scale can be a mixed blessing.

A similar analysis can be applied to the use of growth as a primary means of creating

opportunities for younger partners. While it is true that larger firms may have broader reputations and better name recognition, factors that could be helpful to

younger partners in seeking to develop or expand client relationships, it is also true (as described above) that the importance of "brand" as a factor that is considered by clients in selecting outside counsel has diminished in recent years.

29 In 2003, Ward Bower of Altman Weil noted:

For over 30 years, ... [survey data) has shown, generally. that there are no economies of scale in private law practice. Larger firms almost always spend more per lawyer on staffing, occupancy, equipment, promotion, malpractice and other non-personnel insurance coverages, office supplies and other expenses than do smaller firms. This is counterintuitive, in the sense that larger firms should be able to spread fixed costs across a larger number of lawyers, reducing per lawyer costs, overall. However, that principle does not take into account the excess plant and equipment capacity necessary to support growth, or the increases in staff and communications costs as firms become larger.

Ward Bower, "Mining the Surveys: DISeconomies of Scale?" Altman Weil, Inc. repcrt, 2003.

30 Ed Wesemann, "What Is the Optimum Size for a Law Firm?" hllp://edweseman.com/artides/profitability/2011/03/16/what-is-the-optimum-size-for-!Haw-firml. Wesemann notes that profitability does appear to correlate with two other factors, both related to location. First, firms headquartered or having their largest office in New Yorl<, Chicago, Washington, Los Angeles, or San Francisco are generally more profitable than similar firms in other cities. And, firms with more than one office are generally less profitable than firms of the same size having only one office, at least until firms exceed 200 lawyers or so in size.

31 Based on analysis by Peer Monitor staff. 32 See I an Wimbush, "Economies of Scale Needed to Set Up a Firm Have Actually Fallen," The Law Society Gazette,

Sept, 24, 2013. Wimbush notes that "[b]amers to entry to the legal marl<et have been lowered in recent years, largely due to advances in technology, for example using Cloud-based IT systems."

10


It would seem that, to maximize new business opportunities for younger partners and others, it would be wiser for firms to focus their energies less on growth and more on the issues that clients care about- responsiveness, efficiency, cost effectiveness, and the like. We will have more to say about that below.

As to the need for firms to diversify their practices, there is obviously wisdom in the notion of attempting to diversify risk by having enough practices to weather a temporary downturn in one or two. That fact, however, does not mean that firms will be successful in moving into areas that are outside their traditional markets or areas of competence -- at least not in the short term. Moreover, given the increased willingness of firms in recent years to weed out "underperforming" partners and practices, the use of risk diversification as a rationale for growth rings somewhat hollow.

Finally, as to the concern about needing a larger market footprint to serve client needs, this can certainly be a legitimate strategic issue for some firms. A firm focused on high-end capital market transactions might well need offices in key capital market centers around the world. An IP firm serving the high tech and biotech industries might see value in offices in Silicon Valley, Route 128, the Dulles corridor, Research Triangle Park, and Austin. A labor and employment law boutique might well justify offices in key major employment centers around the country. Or an energy focused firm might need offices in Houston, Calgary, the Middle East, and Central Asia. But while it may be important for firms in particular markets to have sufficient size to handle large, complex, high-volume matters for clients, even this imperative has its limits. As previously noted, in the Counsellink Trends Report, firms having 200 to 500 lawyers were regarded as "large enough" for these purposes.33

The real point is that a particular firm's decision to grow should be made in the context of a clear strategic vision of a market segment that the firm can realistically expect to serve. There is nothing wrong with growth per se, and indeed organic, demand-led growth resulting from a firm's successful expansion of client relationships can be very healthy. But growth for growth's sake is not a viable strategy in today's legal market. The notion that clients will come if only a firm builds a large enough platform or that, despite obvious trends toward the disaggregation of legal services, clients will somehow be attracted to a "one-stop shopping" solution is not likely a formula for success. Strategy should drive growth and not the other way around. In our view, much of the growth that has characterized the legal market in recent years fails to conform to this simple rule and frankly masks a bigger problem -- the continuing failure of most firms to focus on strategic issues that are more important for their long-term success than the number of lawyers or offices they may have.

Changing Strategic Focus

To address the concerns of clients for more efficient, predictable, and cost effective legal services, law firms must focus their attention on re-thinking the basic organizational, pricing, and service delivery models that have dominated the market for the past several decades. While some firms have engaged in such reviews and launched innovative new models to better compete in the current market environment, most have not.

33 See note 26 supra. 11


In its 2013 Law Firms in Transition Survey report,34 Altman Weil describes the responses

of some 238 managing partners and chairs of U.S. law firms with 50 or more lawyers to a

number of questions about their firms' willingness to change their basic operational mod

els. Interestingly, the law firm leaders surveyed clearly understand that the legal market

has changed in fundamental ways, with substantial majorities agreeing that permanent

changes in the market include more price competition (95.6 percent), focus on improved

practice efficiency (95.6 percent), more commoditized legal work (89.7 percent), more

non-hourly billing (79.5 percent), and more competition from non-traditional service

providers (78.6 percent).35 And 66.7 percent of respondents indicated that they believe

the pace of change in the legal market will increase going forward.36 And yet, only ami

nority of firms has undertaken any significant changes to their basic business models.

More specifically, 44.6 percent of those surveyed indicated that their firms had taken

some steps to improve the efficiency of their legal service delivery,37 mostly in the form

of changing project staffing models to include part-time and contract lawyers and out

sourcing some (primarily non-lawyer) functions. 38 Some 45 percent reported that their

firms had made significant changes in their strategic approach to partnership admis

sion and retention, primarily in the form of tightening standards or practices for admis

sion to the equity partner ranks. 39 And 29 percent of firm leaders indicated that their

firms had changed their strategic approaches to pricing since 2008.40

When asked to rank their overall confidence level (on a 0 to 10 scale) in their firms' ability to

keep pace with the challenges in the new legal marketplace, the law firm leaders participat

ing in the survey produced a median rating of7 (in the "moderate" range), with only 12.9

percent indicating a "high" level of confidence.41 When asked, however, to rate their part

ners' level of adaptability to change (again on a 0 to 10 scale), the median rating dropped to

5 (in the "low" range), with only 2.2 percent indicating a "high" level of adaptability.42

The law firm leaders participating in the survey were also asked how serious they be

lieve law firms are about changing their legal service delivery model to provide greater

value to clients (as opposed to just reducing rates). Again using a 0 to 10 scale, re

spondents produced a median rating of 5 (in the "low" range).43 That compared to a

median rating of 3 given by corporate chief legal officers when asked the same ques

tion in October 2012.44

The lack of commitment to genuine change reflected in these results seemed con

firmed by responses to another question posed to survey participants. Asked to list

the greatest challenges their firms face in the next 24 months, the top four answers

from respondents (which constituted just over 50 percent of all responses) were all in

ternally focused issues aimed at protecting the status quo of the law firm and not at

becoming more responsive to clients.45

34 Thomas S. Clay, 2013 Law Firms in Transition: An Altman Wei/ Flash Survey, Altman Weil,lnc., May 2013 ("Altman Weil Report").

35/d. at p. 1. 36 !d. at p. 3. 37 /d. at p. 9.

38 /d. at p. 26. 39/d. at p. 18.

40 /d. at p. 8. In a related response, only 31 .5 percent of respondents indicated that their firms are primarily proactive in promoting the use of alternative fee strategies with their clients. /d. at p. 54.

41 !d. at p. 4. 42 /d. at p. 6.

43 !d. at p. 12. 44 !d. at p. 14.

45 /d. at pp. v-vi. The top four priorities listed included increasing revenue (15.2 percent), developing new business (14.6 percent), growth (12.4 percent), and profitability (10.7 percent). /d. at 62.

12


Indeed, adding value for clients was only eighth on the list of twelve items (mentioned

by 5.6 percent of survey participants) and improving efficiency in service delivery was

eleventh on the list (mentioned by only 2.8 percent of respondents).46

Against this background, it is somewhat surprising that a majority of the respondents

to the Altman Wei I survey nonetheless believe that growth (in terms of lawyer head

count) is required for their firms' continued success. Indeed 55.7 percent of those

surveyed responded affirmatively to that question, with only 35.7 percent responding

negatively.47 This is surely puzzling in the wake of five years of tepid demand growth and stagnant productivity and with little prospects of a quick turnaround in either of

those conditions. One possible explanation is that law firm leaders feel constrained to articulate some kind of strategic vision to help their firms weather the current storm,

and the message that we need to "build a bigger boat" is more politically palatable

than a message that we need to fundamentally change the way we do our work.

Unfortunately, however, for most law firms, only a commitment to re-think and revise their

basic models for managing their professional talent (partners, associates, and others); for

delivering their legal services; and for pricing their work is likely to produce competitive success in the long run. This is particularly true if one considers the possibility that the legal

market may be currently poised for what could be a dramatic reordering based on the same type of disruptive forces that have reordered many other businesses and industries.

In an intriguing recent article in the Harvard Business Review, Clay Christensen, Dina

Wang, and Derek van Bever argue exactly that.48 As they note:

In our research and teaching at Harvard Business School, we emphasize the impor

tance of looking at the world through the lens of theory - that is, of understanding the forces that bring about change and the circumstances in which those forces are op

erative: what causes what to happen, when and why .... Over the past year we

have been studying the professional services, especially consulting and law, through the lens of those theories to understand how they are changing and why ....

We have come to the conclusion that the same forces that disrupted so many

businesses, from steel to publishing, are starting to reshape the world of consulting [and law]. The implications for firms and their clients are significant.

The pattern of industry disruption is familiar: New competitors with new business

models arrive;49 incumbents choose to ignore the new players or to flee to

46 /d. at p. 62. 47 /d. at p. 35. 48 Clayton M. Christensen, Dina Wang, and Derek van Bever, "ConsuHing on the Cusp of Disruption," Harvard Business Re

view, Oct. 2013. p. 107. 49 It is interesting to note that, in 2013, we continued to see the emergence of a wide variety of non-traditional service

providers vying for market share in the legal space. This was particularly evident in the United Kingdom where sweeping changes to the regulation of legal practice enacted in 2007 have spawned a variety of "alternative business structure" ("ABS") arrangements that permit outside investments in law firms and the formation of muHi-disciplinary partnerships in which firms owned by a variety of professionals and investors may offer a wide range of services, including legal services. In two noteworthy developments, DLA Piper announced its investment (along with other private investors) in Riverview Law, a combined barristers' chambers and solicitors' practice to offer fixed-fee commercial services for small- and mediumsized companies. See www.riverviewiaw.com/. And British Telecom decided to spin out its motor claims division, commercialize it with an ABS license, and offer claims services to other corporations operating large vehicle fleets. See "BT Launches Legal Service for Corporate Customers," Fleet News, Apr. 3, 2013, www.fleetnews.co.uklnews/2013/3/4/btlaunches-legal-service-for-corporate-customers/46362/. Meanwhile, in the United Slates, non-traditional service providers also continued to gain ground in the legal market. See Bill Henderson, "Bringing the Disruption of the Legal Services Market into the Law School Classroom," The Legal Whiteboard, Law Professor Blogs, LLC, Nov. 23, 2013, listing 16 non-tradttional providers currently working actively in the U.S. market. And, in Singapore, it was recenUy reported that Ernst & Young plans to expand its professional services to the legal services area in the Asia Pacific region. See Yun Kriegler, "E& Y Hires Former HSF Partner as It Mulls Singapore Legal Services Launch," The Lawyer, Dec. 10, 2013.

13


higher-margin activities; a disrupter whose product was once barely good

enough achieves a level of quality acceptable to the broad middle of the mar

ket, undermining the position of longtime leaders and often causing a "flip" to a new basis of competition. 5°

Pointing to the changed and enhanced role of corporate general counsel, the widespread availability of comparative information about law firms and their services, the

trend toward disaggregation of services by in-house counsel, and the emergence of new service delivery models and businesses, the authors argue that a disruptive transformation in the legal market may well already be underway. Although acknowl

edging that the relatively small number of genuinely "bet-the-company" matters may be immune from most of these pressures, the article concludes that ongoing disruption is virtually inevitable.

The ... [professionals] we spoke with who rejected the notion of disruption in their industry cited the difficulty of getting large partnerships to agree on revolutionary

strategies. They pointed to the purported impermeability of their brands and reputations. They claimed that too many things could never be commoditized in consulting [or law]. Why try something new, they asked, when what they've been doing has worked so well for so long?

We are familiar with these objections - and not at all swayed by them. If our long study of disruption has led us to any universal conclusion, it is that every industry will eventually face it. The leaders of the legal services industry would once have

held that the franchise of the top law firms was virtually unassailable, enshrined in practice and tradition - and, in some countries, in law. And yet disruption of these firms is undeniably under way ....

*

[A]Ithough we cannot forecast the exact progress of disruption ... , we can say

with utter confidence that whatever its pace, some incumbents will be caught by surprise. The temptation for market leaders to view the advent of new competitors

with a mixture of disdain, denial, and rationalization is nearly irresistible. U.S. Steel posted record profit margins in the years prior to its unseating by the min

imills; in many ways it was blind to its disruption. As we and others have observed, there may be nothing as vulnerable as entrenched success. 51

Conclusion So, to end where we began - is growth important as a dominant law firm strategy? For some firms, the answer is no doubt yes, but for most firms the answer must surely be no. Far more important is to focus on those factors that can help reshape the firm to be

more responsive to the needs of clients, to deliver services in a more efficient and predictable manner, and to develop pricing models that reflect more accurately the value of

the services being delivered. For most firms, in other words, the goal should be not to "build a bigger boat" but rather to build a better one.

50 Christensen, Wang, and van Bever, note 49 supra, at 107-08. 51 /d. at p. 114.

14


GEORGETOWN LAW Center for the Study of the Legal Profession

The Center for the Study of the Legal Profession at Georgetown Law is devoted to promoting interdisciplinary research on the profession informed by an awareness of the dynamics of modem practice; providing students with a sophisticated understanding of the opportunities and challenges of a modern legal career; and furnishing members of the bar, particularly those in organizational decision-making positions, broad perspectives on trends and developments in practice. Georgetown Law's executive education program is an integral part of the Center's activities and uses a rigorous, research-based approach to the development of open enrollment and custom programs on leadership, strategy, leading teams, and collaboration for attorneys in law firms and legal departments.For more information on the Center and the executive education program, contact Mitt Regan at [email protected] .edu, or visit our websites:

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PEER MONITOR® Peer Monitor® is a dynamic, live benchmarking program that provides any-time access to critical firm assessment information and allows comparison against selected peers, with details for practice performance. It covers key metrics such as demand, rates, productivity, and expenses broken out by practice groups, offices, and individual timekeepers, enabling easy views to managing partners, practice group leaders, and other law firm leaders at summary and detailed levels. Peer Monitor® is a product of Thomson Reuters, the world's leading source of intelligent information for businesses and professionals. For more information, go to https://peermonitor.thomsonreuters .com.


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Declaration of Timothy D. Cohelan in Support of Motion for Attorneys’ Fees, Costs, Etc.

Case No. 5:16-cv-00189-JGB-SP

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LAW OFFICES OF RONALD A. MARRON, APLC RONALD A. MARRON (SBN 175650) [email protected] MICHAEL T. HOUCHIN (SBN 305541) [email protected] 651 Arroyo Drive San Diego, California 92103 Tele.: (619) 696-9006/Fax:(619) 564-6665 COHELAN KHOURY & SINGER TIMOTHY D. COHELAN (SBN 60827) [email protected] ISAM C. KHOURY (SBN 58759) [email protected] MICHAEL D. SINGER (SBN 115301) [email protected] J. JASON HILL (SBN 179630) [email protected] 605 C Street, Suite 200 San Diego, California 92101 Tele.: (619) 239-8148/Fax: (619) 595-3000

Attorneys for Plaintiffs and the Proposed Classes

UNITED STATES DISTRICT COURT CENTRAL DISTRICT OF CALIFORNIA – EASTERN DIVISION

VEDA WOODARD, TERESA RIZZO-MARINO, and DIANE MORRISON, on behalf of themselves, all others similarly situated, and the general public, Plaintiffs,

vs. LEE LABRADA; LABRADA BODYBUILDING NUTRITION, INC.; LABRADA NUTRITIONAL SYSTEMS, INC.; DR. MEHMET C. OZ, M.D.; ENTERTAINMENT MEDIA VENTURES, INC. D/B/A OZ MEDIA; ZOCO PRODUCTIONS, LLC; HARPO PRODUCTIONS, INC; SONY PICTURES TELEVISION, INC; NATUREX, INC.; AND INTERHEALTH NUTRACEUTICALS, INC., Defendants.

Case No. 5:16-cv-00189-JGB-SP CLASS ACTION DECLARATION OF TIMOTHY D. COHELAN IN SUPPORT OF PLAINTIFFS’ MOTION FOR ATTORNEYS’ FEES, COSTS, AND INCENTIVE AWARDS Date: October 7, 2019 Time: 9:00 a.m. Ctrm: 1 Judge: Hon. Jesus G. Bernal


-1- Declaration of Timothy D. Cohelan in Support of Motion for Attorneys’ Fees, Costs, Etc.


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I, TIMOTHY D. COHELAN, declare as follows: 1. As a Partner with the law firm of Cohelan Khoury & Singer, co-counsel

of record herein for Plaintiffs and the Proposed Class, I submit this Declaration in Support of Plaintiffs’ Motion for an Order Granting Attorneys’ Fees, Costs, and Class Representative Incentive Awards. The following facts are within my personal knowledge and if called to testify I could and would competently testify thereto.

2. After graduation from the University of Arizona in 1967, I entered Naval Officer Candidate School and received my commission in 1968. After 3 years of active duty as a line officer in the Western Pacific I enrolled in law school. As a 1974 graduate of California Western School of Law I was admitted to the California State Bar in 1974, and in the District of Colombia in 1996. I am admitted to practice in all state and federal courts in California, as well as the United States Court of Appeals for the Second and Ninth Circuits. As class counsel or co- counsel, I have trial experience in state and federal courts including the Southern Districts of New York, and California. I have been AV rated by Martindale-Hubbell for over 30 years.

3. In 1981, Isam C. Khoury and I formed Cohelan & Khoury, a Partnership of Professional Law Corporations and within a few years began to focus on class actions. In 2009, Cohelan & Khoury became Cohelan Khoury & Singer. Our firm represents plaintiffs in complex and class action litigation, including wage and hour, labor and employment, antitrust, consumer protection, construction defect, and other public interest type class actions. Attached hereto, and incorporated herein by this reference, as Exhibit 5 is a true and correct copy of our firm’s resume.

4. Cohelan Khoury & Singer has been certified by the State Bar of California to provide the Mandatory Continuing Legal Education activity entitled “Litigating California Class Actions” and has conducted MCLE certified seminars on this topic. I am the author of Cohelan on California Class Actions (1997-2019), part of Thomson Reuters “Expert Series” updated annually. Managing Partner, Michael D. Singer, is a contributing author on the CEB publication California Wage




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and Hour Law: Compliance and Litigation (2010-2019, updated annually), in which he wrote the opening chapter overview on California Wage and Hour laws, including the public policy underpinnings for those laws, and the PAGA Claim chapter. Mr. Singer has served as a columnist for the California State Bar, Litigation Section on wage and hour litigation and has contributed articles on wage and hour and class action issues through the years to numerous California publications. Cohelan Khoury & Singer has successfully tried class cases, obtained appellate reversals of class certification denials (Hicks v. Kaufman and Broad, (2001) 89 Cal.App.4th 908), certified multiple wage and hour class.

5. As a part of Cohelan Khoury & Singer’s overall firm philosophy, our lawyers perform community service and pro bono work. Firm volunteer work includes service through the Legal Aid at Work, San Diego Volunteer Lawyer Program, the San Diego County Bar Foundation and Consumer Attorneys of San Diego. I served as the Chair of the San Diego Volunteer Lawyers Program from 2015-2018, and currently sit on the Board as past Chair. I completed 24 years of volunteer judicial service as a Judge Pro Tem of the San Diego Superior Court. Mr. Singer has served on the Legal Aid at Work Board of Directors since 2011. Since admission to the California Bar, Partner Diana M. Khoury has been a member of the San Diego County Bar Association, Consumer Attorneys of San Diego, Consumer Attorneys of California, and American Association for Justice serving on numerous committees through the years for these organizations. For six years from 2010 through 2015, Ms. Khoury served on the Board of Directors for Consumer Attorneys of San Diego. Since 2013, Ms. Khoury has served on the Board of Directors for the San Diego County Bar Foundation, the 501(c)(3) charitable arm of the San Diego County Bar Association. Our firm’s recent pro bono victories include a settlement which prohibits the City of San Diego from targeting homeless people for illegal lodging tickets under Penal Code Section 467(j). (Spencer v. City of San Diego, USDC Case No 04CV-2314 BEN (WMC).) The Spencer settlement had the effect




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of increasing the number of available shelter beds in the City of San Diego. 6. We are experienced and qualified to evaluate Class claims and viability

of the defenses. That experience and those qualifications allowed class counsel to assist in achieving an efficient resolution of the claims in this matter.

7. In connection with the pending settlement our firm has worked closely with that of co- counsel Ronald Marron, prosecuting the instant action since our association, sharing litigation duties and costs.

8. Plaintiffs’ Counsel diligently investigated the Class claims against Naturex, the law applicable to the nationwide and state claims, and all applicable defenses.

9. The Parties met and conferred extensively regarding discovery responses and document productions. Between the Parties, approximately 30,000 pages of documents were exchanged and multiple of sets of formal written discovery were propounded and responded to.

10. All three Plaintiffs appeared for deposition. Dianne Morrison was deposed on September 12, 2017, in Buffalo, New York. I traveled from San Diego to represent and defend Ms. Morrison and my co-counsel, Michael Houchin, appeared by telephone. On September 14, 2017, Plaintiff Teresa Rizzo-Marino had her deposition taken in New York, New York. My San Diego co-counsel, Michael Houchin, defended Ms. Rizzo-Marino at her deposition. Plaintiff Veda Woodard gave her deposition testimony on September 18, 2017, in Riverside, California. Ronald Marron, as well as J. Jason Hill from my firm, appeared on behalf of Ms. Woodard.

11. Plaintiffs have also taken the Rule 30(b)(6) deposition of Defendant Naturex, Inc. through its corporate representative, David Yvergniaux, in Hackensack, New Jersey.

12. Plaintiffs and Naturex attended two mediation sessions on September 26, 2017 and August 30, 2018 with the Hon. Leo Papas (Ret.). Judge Papas is a




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retired Magistrate Judge of the United States District Court for the Southern District of California and an experienced and highly regarded mediator. Through confidential, extensive, arm’s-length negotiation with Judge Papas, the Parties signed a memorandum of understanding.

13. Class Counsel, having prosecuted numerous class actions, including on behalf of consumers, are experienced and qualified to evaluate the Class claims and to evaluate the risks and potential outcome of further litigation and the propriety of settlement on a fully informed basis.

14. The Parties have thoroughly investigated and evaluated the factual strengths and weaknesses of this case and engaged in extensive investigation and discovery reflected above to support the Settlement.

15. Class Counsel relied upon the extensive information and documentation produced through investigation, exchange of documents pursuant to the initial disclosure statements, formal discovery, 30(b)(6) depositions, and extensive work by consultants and designated experts to assess the exposure to Naturex.

16. Based on my experience, I believe that the Settlement provides exceptional results for the class while sparing the class from the uncertainties of continued and protracted litigation. In the face of these uncertainties, the Parties agreed to a partial class action settlement with Defendant Naturex, Inc. of $1,300,000 for the Class.

17. By this Motion, Class Counsel seeks an award of attorneys’ fees of $325,000which represents 25% of the $1,300,000 Settlement Fund. In addition, Class Counsel seeks $61,321.56 in costs, which represents 25% of total litigation costs that were incurred during the course of this litigation. Defendant does not oppose the request, and no Class Member has objected to any request though the amounts sought for fees and litigation costs.

18. Numerous state and federal courts in California routinely approve fee




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requests equal to or more than the amount sought here: California cases: Estrada, Alvarez vs. Burrtec Waste Group, Inc., et al., San

Diego Super. Ct., Case No. 37-2011-00096268-CU-OE-CTL (Hon. Joel M. Pressman – approving attorneys’ fees of 33-1/3% of $2,789,000 in a pre-certification meal violation class action); White v. Edco Disposal Corp., et al., San Diego Super. Ct., Case No. 37-2011-00088803-CU-OE-CTL (Hon. Judith Hayes – approving attorneys’ fees of 33-1/3% of $3,500,000 in a pre-certification meal violation class action); In re Ampicillin Antitrust Litig., 526 F. Supp. 494 (D.D.C. 1981) (45%); Beech Cinema, Inc. v. Twentieth-Century Fox Film Corp., 480 F. Supp. 1195(S.D.N.Y. 1979), aff’d, 622 F.2d 1106 (2d Cir. 1980) (in a Sherman Act case, approximately 53%); Parker v. City of L.A., 44 Cal. App. 3d 556, 567-68 (1974) (33.3%); Tokar v. GEICO, No. GIC 810166 (San Diego County Super. Ct. July 9, 2004) (approving award of attorney’s fees of 33-1/3% of recovery in a wage and hour class action); Marroquin v. Bed Bath & Beyond, No. RG04145918 (Alameda County Super. Ct. June 22, 2004) (in a wage and hour class action, 33.3%); Crandall v. U-Haul Int’l, Inc., No. BC178775 (Los Angeles County Super. Ct. Aug. 17, 2001) (in a wage and hour class action, 40%); Davis v. The Money Store, Inc., No. 99AS01716 (Sacramento County Super. Ct. Dec. 26, 2000) (in a wage and hour class action, awarding 33.3% of $6,000,000 settlement); Kenemixay v. Nordstrom, Inc., (L.A. County Super. Ct., No. BC318850) (50% award); Albrecht v. Rite Aid Corp., No. 729219 (San Diego County Super. Ct.) (35%).

Federal cases: Wren v. RGIS Inventory Specialists, No. C-06-05778 JCS, 2011 WL 1230826, at *28 (N.D. Cal. April 1, 2011) (approving fee that amounted to 42% of common fund in wage and hour class action); Vasquez v. Coast Valley Roofing, 266 F.R.D. 482, 491-93 (wage-and-hour action putative class-action settlement where court approved award of attorneys’ fees in the amount of 33.3% of the common fund); In re Heritage Bond, 2005 WL 1594389, at *20 (C.D. Cal. June 10, 2005) (award of attorneys’ fees in the amount of one-third of $27,783,000-the




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Settlement Fund; a 34% award is fair and reasonable); Fernandez v. Victoria Secret Stores, LLC, No. CV 06-04149 MMM (SHx), 2008 WL 8150856, at *16 (C.D. Cal. July 21, 2008) (awarding 34% in fees of common fund comprised of gift cards); Martin v. FedEx Ground Package Sys., Inc., No. C06-6883 VRW, 2008 WL 5478576, at *8 (N.D. Cal. Dec. 31, 2008) (truck driver meal break class action where the court approved attorneys’ fees of 1/3 of common fund); Singer v. Becton Dickinson & Co., No. 08-CV-821-IEG (BLM), 2010 WL 2196104, at *8 (S.D. Cal. Jun. 1, 2010) (noting that the amount of 33.33% of the common fund for a wage and hour class action settlement “falls within the typical range of 20% to 50% awarded in similar cases”).

19. Within the past several years, Cohelan Khoury & Singer has received an award of 33% or more of the common fund in the following state and federal class and representative action settlements:

(1) Birch v. Office Depot, S.D. Cal. 2007, USDC, Case No. 06 CV 1690 (Hon. Dana M. Sabraw – awarding attorney's fees of 40% of $16,000,000 settlement in pre-certification meal and rest period class action); (2) Watson v. Raytheon Company, USDC Southern District, Case No. CV-10-cv-00634 LAB RBB (Hon. Larry B. Burns – awarding attorneys’ fees of $666,666.67, 33-1/3% of a $2,000,000 settlement in a certified misclassification class action); (3) Dirienzo v. Dunbar Armored, Inc., USDC Southern District, Case No. CV-09-2745 DMS JMA, (Hon. Dana M. Sabraw – awarding attorneys’ fees of $500,000, 33-1/3% of $1,500,000 settlement in a pre-certification expense reimbursement, rest and meal period class action); (4) Estrada, Alvarez vs. Burrtec Waste Group, Inc., et al., San Diego Superior Court, Case No. 37-2011-00096268-CU-OE-CTL (Hon. Joel M. Pressman – approving attorneys’ fees of 33-1/3% of $2,789,000 in a pre-certification meal violation class action); (5) Luareno v. The Art of Shaving, Los Angeles Superior Court, Case No. BC550093 (Hon. Amy D. Hogue – approving attorneys’ fees of 33-1/3% of $950,000 in a pre-certification wage and hour class action);




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(6) Ramirez v. Kirkhill-TA CO., Los Angeles Superior Court, Case No. BC557207 (Hon. Kenneth Freeman – approving attorneys’ fees of 33-1/3% of $1,100,000 in a pre-certification wage and hour class action); (7) Gutierrez v. Benchmark, San Diego Superior Court, Case No. 2014-00032287 (Hon. Joel M. Pressman – approving attorneys’ fees of 33-1/3% of $350,000 in a pre-certification wage and hour class action); (8) Morales v. The Los Angeles Country Club, Los Angeles Superior Court, Case No. BC566493 (Hon. William F. Highberger – approving attorneys’ fees of 33-1/3% of $600,000 in a pre-certification wage and hour class action); (9) Rodriguez v. Healthcare Partner Medical Group, Inc., Los Angeles Superior Court, Case No. BC541313 (Hon. Kenneth Freeman – approving attorneys’ fees of 33-1/3% of $6,000,000 in a pre-certification wage and hour class action); (10) Smith v. Unionbancal Corp., San Francisco Superior Court, Case No. CGC-11-508019 (Hon. Harold E. Kahn – approving attorneys’ fees of 33-1/3% of $1,450,000 in a pre-certification wage and hour class action); (11) Walsh v. Cedars-Sinai Medical Center, Los Angeles Superior Court, Case No. BC487290 (Hon. William F. Highberger – approving attorneys’ fees of 33-1/3% of $500,000 in a pre-certification wage and hour class action); (12) Plimpton v. Gordon Trucking, Inc., San Bernardino Superior Court, Case No. CIV-DS-1511918 (Hon. Donald Alvarez – approving attorneys’ fees of 33-1/3% of $3,750,000 in a pre-certification wage and hour class action); (13) Mena v. Wolfgang Puck Catering, Los Angeles Superior Court, Case No. BC582743 (Hon. John Shepard Wiley, Jr. – approving attorneys’ fees of 33-1/3% of $600,000 in a pre-certification wage and hour class action); (14) Syed v. M.I. Swaco, USDC Eastern District of California, Case No. 12-CV-01718 DAD (Hon. Dale A. Drozd – approving attorneys’ fees of 33-1/3% of $7,000,000 in a FLSA Certified / Rule 23 pre-certification wage and hour class action); (15) Magdaleno v. Shelly Automotive, LLC, Orange Superior Court, Case No. 2013-0043958 (Hon. Kim. G. Dunning – approving attorneys’ fees of 33-1/3% of $900,000 in a pre-certification wage and hour class action); (16) Grana v. PICO Enterprises, Inc., Los Angeles Superior Court, Case No. BC472891 (Hon. Stephanie M. Bowick – approving attorneys’ fees of 33-1/3% of $1,500,000 in a certified wage and hour class action);




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(17) Ryan v. Dignity, Sacramento Superior Court, Case No. 2013-00147371 (Hon. Alan G. Perkins – approving attorneys’ fees of 33% of $395,000 in a pre-certification wage and hour class action); (18) McGrath v. Wyndham, USDC Southern District of California, Case No. 15-CV-1631 JM (Hon. Jeffrey T. Miller – approving attorneys’ fees of 33-1/3% of $7,250,000 in a pre-certification wage and hour class action) (19) Arellano v. Container Connection, Los Angeles Superior Court, Case No. BC500675 (Hon. Ann I. Jones – approving attorneys’ fees of 33-1/3% of $1,625,000 in a certified wage and hour class action); (20) Nijmeh v. Bon Appetit, Santa Clara Superior Court, Case No. 16CV294127 (Hon. Thomas E. Kuhnle – approving attorneys’ fees of 33-1/3% of $1,350,000 in a pre-certification wage and hour class action); (21) Vaquero v. Stoneledge, Los Angeles Superior Court, Case No. BC522676 (Hon. Elihu M. Berle – approving attorneys’ fees of 33-1/3% of $3,900,000 in a certified wage and hour class action); (22) Schwartz v. Bank of the West, San Francisco Superior Court, Case No. CGC-14-538955 (Hon. Hon. Harold E. Kahn – approving attorneys’ fees of 33% of $1,175,000 in a pre-certification wage and hour class action); (23) Gutierrez v. Save Mart Supermarkets, San Mateo Superior Court, Case No CIV530955 (Hon. Marie S. Weiner – approving attorneys’ fees of 33-1/3% of $5,000,000 in a certified wage and hour class action); (24) Hernandez v. Workforce Enterprises WFE, Inc., Los Angeles Superior Court, Case No. BC590913 (Hon. Elihu M. Berle – approving attorneys’ fees of 33-1/3% of $778,000 in a pre-certification wage and hour class action); (25) Ramos v. Home Depot U.S.A., Inc., Alameda Superior Court, Case No. RG15797737 (Hon. Da Ioana Petrou – approving attorneys’ fees of 33-1/3% of $2,600,000 in a PAGA action); (26) Rwomwijhu v. SMX, LLC, Los Angeles Superior Court, Case No. BC634518 (Hon. Ann I. Jones / Carolyn B. Kuhl – approving attorneys’ fees of 33% of $98,000 in a pre-certification wage and hour class action). (27) Klein v. Loomis, San Bernardino Superior Court, Case No. CIVDS1704547 (Hon. David Cohn – approving attorneys’ fees of 33-1/3% of $1,014,000 in a pre-certification wage and hour class action). (28) Gutierrez v. Southern Counties Oil, San Diego Superior Court, Case No. 2017-00040850 (Hon. Ronald F. Frazier – approving attorneys’ fees of 33-1/3% of $637,500 in a pre-certification wage and hour class action).




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(29) Lawson v. Staples, Los Angeles Superior Court, Case No. BC542237 (Hon. Kenneth R. Freeman – approving attorneys’ fees of 33-1/3% of $58,275 in a pre-certification wage and hour class action).

(30) Hanson v. Leisure Sports, Inc., Contra Coasta Superior Court, Case No. MSC17-00078 (Hon. Edward G. Weil – approving attorneys’ fees of 33-1/3% of $200,000 in a pre-certification wage and hour class action).

(31) Horton v. Neostrata Company Inc., USDC Southern District of California, Case No. 15-CV-1631 AJB (Hon. Hon. Anthony J. Battaglia – approving attorneys’ fees of 33-1/3% of $355,000 in a pre-certification wage and hour class action).

20. If this were a non-representative litigation, the customary fee arrangement would be contingent, on a percentage basis, in the range of one-third to 40% of the recovery. In short, Class Counsel’s fee request is in line with, if not lower than, awards in similar cases. This factor also supports Class Counsel’s fee request.

21. Attorneys and Paralegal Professionals at Cohelan Khoury & Singer have spent 322.75 hours of attorney and para-professional time, resulting in a lodestar fee of $215,780.00. This amount does not include my firm’s lodestar for the entire case. Instead, this lodestar amount includes only time that is attributable to prosecuting and settling the claims against Naturex. The hours expended were reasonable in light of the complexity of the litigation. A true and correct copy of Class Counsel’s Summary of Hours and Lodestar Fee is attached hereto as Exhibit 1.

22. A summarization of categories for hours expended by Cohelan Khoury & Singer is summarized in the below Table1:

1 Attorneys: Timothy D. Cohelan (TDC); Isam C. Khoury (ICK); Michael D. Singer (MDS); J. Jason Hill (JJH); Janine R. Menhennet (JRM). Paralegals: Amber Worden (AW); Matthew Atlas (MA).




1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27

28

Task Hours Work Relating to Case Management TDC: 27.7

ICK: 14.3 JJH: 32.8 JRM: 4.0 AW: 2.6 TOTAL: 81.4

Task Hours

Work Related to Pleadings/Law & Motion

JJH: 12.0 AW: .375 TOTAL: 12.375

Work Relating to Discovery with Naturex

TDC: 3.9 ICK: 0.6 JJH: 28.5 AW: 21.275 MA: 11.4 TOTAL: 65.675

Work Relating to Rule 30(b)(6) Deposition of Naturex

JJH: 8.5 TOTAL: 8.5

Work Relating to Mediation with Naturex

TDC: 18.0 ICK: 15.9 JJH: 9.8 JRM: 2.3 TOTAL: 46.0

Work Relating to Drafting Settlement Agreement and Preliminary Approval Re: Naturex Settlement

TDC: 36.6 ICK: 18.7 MDS: 4.0 JJH: 26.6 JRM: 16.4 MA: 6.5 TOTAL: 108.8




1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27

28

23. Factors supporting application of the modest request for fees include: any fees were contingent upon obtaining a Class recovery; our firm, along with co-counsel, was precluded from other employment while litigating these cases; and the percentages sought from the common fund are amounts less than Class Counsel would have received on the open market for handling these types of cases.

24. Cohelan Khoury & Singer sets the billing rates of its attorneys to be consistent with prevailing market rates in the private sector for attorneys and staff of comparable skill, qualifications, and experience, by monitoring prevailing market rates charged by defense and plaintiff law firms. Class Counsel’s hourly rates are in line with rates typically approved in wage and hour class action litigation in California, and have been approved by California state and federal courts. Attached hereto as Exhibits 2 and 3 are true and correct copies of the Westlaw Court Express’s Legal Billing Report, Volume 14, Number 4, California Region for December 2012 and the 2014 National Law Journal survey of hourly billing rates for Partners and Associates.

25. The time spent by Class Counsel on this litigation was necessary, reasonable, and non-duplicative. Although two firms worked on this case, duplication was minimized by the timing of the entry of each firm into the litigation and the focus on related, but different claims.

26. My firm has incurred $138,116.60 in total costs that were reasonably necessary for prosecution of this litigation. Class Counsel are not seeking full reimbursement for all costs incurred in this litigation given the fact that this is a partial class action settlement. Instead, Class Counsel intend to request just 25% of their total litigation costs in the amount of $61,321.56. Attached as Exhibit 4 is a copy of Cohelan Khoury & Singer’s Itemization of Costs incurred in this matter to date.

27. Subject to this Court’s approval, Class Counsel requests the modest sums $5,000 to be awarded to Plaintiffs Woodard and Morrison and $7,500 to




1 2 3 4 5 6 7 8 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27

28

Plaintiff Rizzo-Marino for their commitment to prosecute this Action for the past three years, work performed, their efforts, and risks undertaken.

I declare under the penalty of perjury under the laws of the United States of America that the foregoing is true and correct and that this declaration was executed on this 16th day of August 2019 in San Diego, California.

____________________ Timothy D. Cohelan


MAtlas

TC

EXHIBIT 1


1

SUMMARY OF TIME AND COSTS Woodard, et al. v. Lee Labrada, et al.

U.S.D.C. Case No. 5:16-cv-00189-JGB-SP

Total Lodestar Hours: 322.75 Total Lodestar Fees: $215,780.00 Total Costs: $138,116.60

As of: 8/14/19

FIRM/ ATTORNEYS

YEAR ADMITTED

HOURS HOURLY RATE

TOTAL

COHELAN KHOURY & SINGER

Timothy D. Cohelan 1974 (45) 86.2 $900 $ 77,580.00

Isam C. Khoury 1974 (45) 49.5 $875 $ 43,312.50

Michael D. Singer 1984 (35) 4.0 $875 $ 3,500.00

J. Jason Hill 1995 (24) 118.2 $600 $ 70,920.00

Janine R. Menhennet (FormerAssociate)

1992 (27) 22.7 $550 $ 12,485.00

Amber Worden, Certified Paralegal N/A 24.25 $200 $ 4,850.00

Matthew Atlas, Paralegal N/A 17.9 $175 $ 3,132.50

COHELAN KHOURY & SINGER TOTAL: 322.75 $215,780.00

LITIGATION EXPENSES

Cohelan Khoury & Singer $138,116.60 TOTAL COSTS $138,116.60

EXHIBIT 1, PAGE 13


EXHIBIT 2


Westlaw Court Express

LEGAL BILLING REPORT

VOLUME 14, NUMBER 3

December 2012

CA REGION

BY REGION, BY FIRM

EXHIBIT 2, PAGE 14


FIRM PAGE

Akin Gump Strauss Hauer & Feld LLP 3DLA Piper LLP 3Gibson Dunn & Crutcher, LLP 3Kornfield, Nyberg, Bendes & Kuhner, P.C. 4Loeb & Loeb 4Pachulski Stang Ziehl Young Jones & Weintraub 4-5Paul Hastings LLP 5Seyfarth Shaw LLP 5Sidley Austin LLP 6Torys LLP 7

Table of Contents (Alphabetical by Firm Name)

Volume 14, Number 3 i Table of Contents (By Firm Name)

EXHIBIT 2, PAGE 15


California Report

FIRM GRADUATED ADMITTED STATE RATE HOURS TOTAL

Akin Gump Strauss Hauer & Feld LLP

Partner David P. Simonds 1993 1993 CA 825.00$ 8.10 6,682.50$ U.S.B.C New York Southern

Senior Counsel Edward P. Christian 1995 1995 CA 725.00 2.60 1,885.00 Pinnacle Airlines Corp(12-11343 (REG))

TOTAL 10.70 8,567.50$

From the fee application coveringJuly 1, 2012 through October 31, 2012

NLJ Ranking: 40 Firm Size: 791

DLA Piper LLP

Partner Nate McKitterick 1989 1989 CA 790.00$ 0.60 474.00$ U.S.B.C Delaware

Partner Richard Yankwich 1979 1979 CA 780.00 39.40 30,732.00 Trident Microsystems, Inc.(12-10069 (CSS))

Partner Ann Lawrence 1999 2000 CA 755.00 90.30 68,176.50 Partner Heather Dunn 2000 2000 CA 705.00 1.30 916.50 From the fee application coveringPartner Jeffrey D. Aaronson 1996 1996 CA 650.00 12.70 8,255.00 October 1, 2012 through October 31, 2012Of Counsel Ben Gipson 2002 2002 CA 640.00 3.10 1,984.00 Associate Bertrand Pan 2004 2004 CA 630.00 170.00 107,100.00 NLJ Ranking: 2 Associate Diana M. Maltzer 2008 2008 CA 510.00 67.00 34,170.00 Firm Size: 3,348 Associate Natasha Hsieh 2011 2011 CA 470.00 1.80 846.00 Associate Tina Bhanshali 2000 2000 CA 400.00 4.10 1,640.00

TOTAL 390.30 254,294.00$

Gibson Dunn & Crutcher, LLP

Associate Virginia Fitt 2010 2010 CA 445.00$ 19.20 8,544.00$ U.S.B.C New York Southern

Associate Matthew Bouslog 2011 2011 CA 395.00 12.60 4,977.00 Lightsquared, Inc(12-12080 SCC)

TOTAL 31.80 13,521.00$

From the fee application coveringOctober 1, 2012 through October 31, 2012

NLJ Ranking: 21 Firm Size: 1,039

Volume 14, Number 3 Page 3 By Firm

EXHIBIT 2, PAGE 16


California Report


Kornfield, Nyberg, Bendes & Kuhner, P.C.

Partner Eric A. Nyberg 1987 1987 CA 425.00$ 16.90 7,182.50$ U.S.B.C California Northern

Paraprofessional Nancy L. Nyberg 80.00 0.30 24.00 Howrey LLP(11-31376-DM)

TOTAL 17.20 7,206.50$

From the fee application coveringAugust 1, 2012 through August 31, 2012

NLJ Ranking: n/aFirm Size: 3

Loeb & Loeb

Partner Lance N. Jurich 1987 1987 CA 695.00$ 1.90 1,320.50$ U.S.B.C California Central

Partner Christopher W. Campbell 1999 2000 CA 650.00 46.20 30,030.00 American Medical Technologies(8:12-12339-MW)

Associate Ryan M. Austin 2007 2007 CA 550.00 122.30 67,265.00 Associate Jeanne C. Wanlass 1993 1993 CA 435.00 18.20 7,917.00 From the fee application coveringParaprofessional S. Steadman 260.00 0.20 52.00 July 1, 2012 to September 30, 2012

TOTAL 188.80 106,584.50$


Pachulski Stang Ziehl Young Jones & Weintraub

Of Counsel James K. T. Hunter 1976 1976 CA 745.00$ 0.10 74.50$ U.S.B.C California Central

Partner Samuel R. Maizel 1985 1985 CA 725.00 40.90 29,652.50 American Medical Technologies(8:12-12339-MW)

Of Counsel Jeffrey Kandel 1984 1984 CA 615.00 0.50 307.50 Partner Malhar S. Pagay 1994 1997 CA 615.00 1.80 1,107.00 From the fee application coveringPartner Scotta McFarland 1980 1980 CA 615.00 47.80 29,397.00 July 1, 2012 to July 31, 2012Of Counsel Mary Lane 1976 1976 CA 595.00 3.80 2,261.00 Partner Nina Hong 1995 1996 CA 595.00 0.50 297.50 NLJ Ranking: n/aAssociate Teddy M. Kapur 2004 2006 CA 495.00 8.40 4,158.00 Firm Size: 55 Library Leslie A. Forrester 295.00 1.10 324.50 Paraprofessional Felice Harrison 275.00 23.00 6,325.00

TOTAL 127.90 73,904.50$


EXHIBIT 2, PAGE 17


California Report


Pachulski Stang Ziehl Young Jones & Weintraub

Partner Richard M. Pachulski 1979 1979 CA 975.00$ 0.80 780.00$ U.S.B.C Delaware

Partner Ira D. Kharasch 1982 1983 CA 875.00 12.80 11,200.00 Trident Microsystems, Inc.(12-10069 (CSS))

Of Counsel James K. T. Hunter 1976 1976 CA 745.00 4.00 2,980.00 Partner John D. Fiero 1988 1988 CA 745.00 50.80 37,846.00 From the fee application coveringPartner Bruce Grohsgal 1983 1984 CA 725.00 11.10 8,047.50 September 1, 2012 through September 30, 2012Of Counsel Harry Hochman 1987 1987 CA 675.00 15.50 10,462.50 Of Counsel Gabrielle Rohwer 1997 1997 CA 595.00 5.20 3,094.00 NLJ Ranking: n/aOf Counsel William Ramseyer 1980 1980 CA 575.00 4.30 2,472.50 Firm Size: 55 Associate John W. Lucas 2004 2010 CA 525.00 31.00 16,275.00 Paraprofessional Patricia Cuniff 265.00 2.50 662.50 Paraprofessional Louise Tuschak 265.00 7.70 2,040.50 Paraprofessional Cheryl A. Knotts 265.00 1.00 265.00 Case Management AssistantSheryle Pitman 185.00 5.40 999.00 Case Management AssistantDina K. Whaley 185.00 0.40 74.00

TOTAL 152.50 97,198.50$

Paul Hastings LLP

Partner J. Al. Latham Jr. 1976 1976 CA 840.00$ 15.80 13,272.00$ U.S.B.C New York Southern

Of Counsel Jennifer S. Baldocchi 1993 1993 CA 755.00 152.40 115,062.00 AMR Corporation(11-15463 (SHL))

Associate Melinda A. Gordon 2006 2006 CA 615.00 31.10 19,126.50 Associate Robert E. Zuver 2007 2008 CA 575.00 181.70 104,477.50 From the fee application coveringAssociate Lisa M. Paez 2009 2009 CA 485.00 87.10 42,243.50 July 1, 2012 through July 31, 2012Associate Ji Hae Kim 2010 2010 CA 385.00 97.00 37,345.00 Associate Mario C. Ortega 2010 2010 CA 385.00 160.20 61,677.00 NLJ Ranking: 30

TOTAL 725.30 393,203.50$ Firm Size: 881

Seyfarth Shaw LLP

Counsel Ellen Sueda 1996 1996 CA 680.00$ 2.40 1,632.00$ U.S.B.C New York Southern

Partner Colleen M Regan 1985 1985 CA 620.00 1.50 930.00 Grubb & Ellis Company (12-10685 MG)

Counsel Holger Besch 1997 1997 CA 540.00 56.60 30,564.00 TOTAL 60.50 33,126.00$ From the fee application covering

July 2, 2012 through October 31, 2012



EXHIBIT 2, PAGE 18


California Report


Sidley Austin LLP

Partner Max C. Fischer 1995 1995 CA 675.00$ 18.10 12,217.50$ U.S.B.C Delaware

Associate Michael T. Gustafson 2010 2010 CA 450.00 117.90 53,055.00 Tribune Company, et al.,(08-13141 (KJC))

Associate Francis S. Lam 2011 2011 CA 355.00 41.00 14,555.00 TOTAL 177.00 79,827.50$ From the fee application covering

September 1, 2012 through Sepember 30, 2012

NLJ Ranking: 10 Firm Size: 1,592

Torys LLP

Partner John Cameron 1983 1983 CA 995.00$ 5.50 5,472.50$ U.S.B.C Delaware

Partner Sheila Block 1974 1974 CA 995.00 0.40 398.00 Nortel Networks Inc.(09-10138)

Partner Michael Rotsztain 1977 1977 CA 810.00 0.50 405.00 Associate Jessica Bullock 2008 2008 CA 695.00 21.10 14,664.50 From the fee application coveringAssociate Adam Slavens 2007 2007 CA 565.00 110.00 62,150.00 August 1, 2012 through October 31, 2012Associate Matthew Atkey 2008 2008 CA 500.00 0.50 250.00 Library Clare Mauro 355.00 0.80 284.00 NLJ Ranking: n/aLaw Clerk Bradley Tartick 305.00 43.90 13,389.50 Firm Size: 236 Paraprofessional Dianne Ralph 260.00 28.20 7,332.00

TOTAL 210.90 104,345.50$


EXHIBIT 2, PAGE 19


Westlaw Court Express

LEGAL BILLING REPORT

VOLUME 14, NUMBER 3

December 2012

CA REGION

BY BILLING RATE

EXHIBIT 2, PAGE 20


California Rate Report

PROFESSIONAL FIRM GRADUATED ADMITTED STATE RATE HOURS TOTAL

Partner John Cameron Torys LLP 1983 1983 CA 995.00$ 5.50 5,472.50$ Partner Sheila Block Torys LLP 1974 1974 CA 995.00 0.40 398.00 Partner Richard M. Pachulski Pachulski Stang Ziehl Young Jones & Weintraub 1979 1979 CA 975.00 0.80 780.00 Partner Ira D. Kharasch Pachulski Stang Ziehl Young Jones & Weintraub 1982 1983 CA 875.00 12.80 11,200.00 Partner J. Al. Latham Jr. Paul Hastings LLP 1976 1976 CA 840.00 15.80 13,272.00 Partner David P. Simonds Akin Gump Strauss Hauer & Feld LLP 1993 1993 CA 825.00 8.10 6,682.50 Partner Michael Rotsztain Torys LLP 1977 1977 CA 810.00 0.50 405.00 Partner Nate McKitterick DLA Piper LLP 1989 1989 CA 790.00 0.60 474.00 Partner Richard Yankwich DLA Piper LLP 1979 1979 CA 780.00 39.40 30,732.00 Partner Ann Lawrence DLA Piper LLP 1999 2000 CA 755.00 90.30 68,176.50 Of Counsel Jennifer S. Baldocchi Paul Hastings LLP 1993 1993 CA 755.00 152.40 115,062.00 Of Counsel James K. T. Hunter Pachulski Stang Ziehl Young Jones & Weintraub 1976 1976 CA 745.00 0.10 74.50 Of Counsel James K. T. Hunter Pachulski Stang Ziehl Young Jones & Weintraub 1976 1976 CA 745.00 4.00 2,980.00 Partner John D. Fiero Pachulski Stang Ziehl Young Jones & Weintraub 1988 1988 CA 745.00 50.80 37,846.00 Senior Counsel Edward P. Christian Akin Gump Strauss Hauer & Feld LLP 1995 1995 CA 725.00 2.60 1,885.00 Partner Samuel R. Maizel Pachulski Stang Ziehl Young Jones & Weintraub 1985 1985 CA 725.00 40.90 29,652.50 Partner Bruce Grohsgal Pachulski Stang Ziehl Young Jones & Weintraub 1983 1984 CA 725.00 11.10 8,047.50 Partner Heather Dunn DLA Piper LLP 2000 2000 CA 705.00 1.30 916.50 Partner Lance N. Jurich Loeb & Loeb 1987 1987 CA 695.00 1.90 1,320.50 Associate Jessica Bullock Torys LLP 2008 2008 CA 695.00 21.10 14,664.50 Counsel Ellen Sueda Seyfarth Shaw LLP 1996 1996 CA 680.00 2.40 1,632.00 Of Counsel Harry Hochman Pachulski Stang Ziehl Young Jones & Weintraub 1987 1987 CA 675.00 15.50 10,462.50 Partner Max C. Fischer Sidley Austin LLP 1995 1995 CA 675.00 18.10 12,217.50 Partner Jeffrey D. Aaronson DLA Piper LLP 1996 1996 CA 650.00 12.70 8,255.00 Partner Christopher W. Campbell Loeb & Loeb 1999 2000 CA 650.00 46.20 30,030.00 Of Counsel Ben Gipson DLA Piper LLP 2002 2002 CA 640.00 3.10 1,984.00 Associate Bertrand Pan DLA Piper LLP 2004 2004 CA 630.00 170.00 107,100.00 Partner Colleen M Regan Seyfarth Shaw LLP 1985 1985 CA 620.00 1.50 930.00 Of Counsel Jeffrey Kandel Pachulski Stang Ziehl Young Jones & Weintraub 1984 1984 CA 615.00 0.50 307.50 Partner Malhar S. Pagay Pachulski Stang Ziehl Young Jones & Weintraub 1994 1997 CA 615.00 1.80 1,107.00 Partner Scotta McFarland Pachulski Stang Ziehl Young Jones & Weintraub 1980 1980 CA 615.00 47.80 29,397.00 Associate Melinda A. Gordon Paul Hastings LLP 2006 2006 CA 615.00 31.10 19,126.50 Of Counsel Mary Lane Pachulski Stang Ziehl Young Jones & Weintraub 1976 1976 CA 595.00 3.80 2,261.00 Partner Nina Hong Pachulski Stang Ziehl Young Jones & Weintraub 1995 1996 CA 595.00 0.50 297.50 Of Counsel Gabrielle Rohwer Pachulski Stang Ziehl Young Jones & Weintraub 1997 1997 CA 595.00 5.20 3,094.00

Volume 14, Number 3 Page 8 By Billing Rate

EXHIBIT 2, PAGE 21


California Rate Report

PROFESSIONAL FIRM GRADUATED ADMITTED STATE RATE HOURS TOTAL

Of Counsel William Ramseyer Pachulski Stang Ziehl Young Jones & Weintraub 1980 1980 CA 575.00$ 4.30 2,472.50$ Associate Robert E. Zuver Paul Hastings LLP 2007 2008 CA 575.00 181.70 104,477.50 Associate Adam Slavens Torys LLP 2007 2007 CA 565.00 110.00 62,150.00 Associate Ryan M. Austin Loeb & Loeb 2007 2007 CA 550.00 122.30 67,265.00 Counsel Holger Besch Seyfarth Shaw LLP 1997 1997 CA 540.00 56.60 30,564.00 Associate John W. Lucas Pachulski Stang Ziehl Young Jones & Weintraub 2004 2010 CA 525.00 31.00 16,275.00 Associate Diana M. Maltzer DLA Piper LLP 2008 2008 CA 510.00 67.00 34,170.00 Associate Matthew Atkey Torys LLP 2008 2008 CA 500.00 0.50 250.00 Associate Teddy M. Kapur Pachulski Stang Ziehl Young Jones & Weintraub 2004 2006 CA 495.00 8.40 4,158.00 Associate Lisa M. Paez Paul Hastings LLP 2009 2009 CA 485.00 87.10 42,243.50 Associate Natasha Hsieh DLA Piper LLP 2011 2011 CA 470.00 1.80 846.00 Associate Michael T. Gustafson Sidley Austin LLP 2010 2010 CA 450.00 117.90 53,055.00 Associate Virginia Fitt Gibson Dunn & Crutcher, LLP 2010 2010 CA 445.00 19.20 8,544.00 Associate Jeanne C. Wanlass Loeb & Loeb 1993 1993 CA 435.00 18.20 7,917.00 Partner Eric A. Nyberg Kornfield, Nyberg, Bendes & Kuhner, P.C. 1987 1987 CA 425.00 16.90 7,182.50 Associate Tina Bhanshali DLA Piper LLP 2000 2000 CA 400.00 4.10 1,640.00 Associate Matthew Bouslog Gibson Dunn & Crutcher, LLP 2011 2011 CA 395.00 12.60 4,977.00 Associate Ji Hae Kim Paul Hastings LLP 2010 2010 CA 385.00 97.00 37,345.00 Associate Mario C. Ortega Paul Hastings LLP 2010 2010 CA 385.00 160.20 61,677.00 Associate Francis S. Lam Sidley Austin LLP 2011 2011 CA 355.00 41.00 14,555.00 Library Clare Mauro Torys LLP 355.00 0.80 284.00 Law Clerk Bradley Tartick Torys LLP 305.00 43.90 13,389.50 Library Leslie A. Forrester Pachulski Stang Ziehl Young Jones & Weintraub 295.00 1.10 324.50 Paraprofessional Felice Harrison Pachulski Stang Ziehl Young Jones & Weintraub 275.00 23.00 6,325.00 Paraprofessional Patricia Cuniff Pachulski Stang Ziehl Young Jones & Weintraub 265.00 2.50 662.50 Paraprofessional Louise Tuschak Pachulski Stang Ziehl Young Jones & Weintraub 265.00 7.70 2,040.50 Paraprofessional Cheryl A. Knotts Pachulski Stang Ziehl Young Jones & Weintraub 265.00 1.00 265.00 Paraprofessional S. Steadman Loeb & Loeb 260.00 0.20 52.00 Paraprofessional Dianne Ralph Torys LLP 260.00 28.20 7,332.00 Case Management AssistantSheryle Pitman Pachulski Stang Ziehl Young Jones & Weintraub 185.00 5.40 999.00 Case Management AssistantDina K. Whaley Pachulski Stang Ziehl Young Jones & Weintraub 185.00 0.40 74.00 Paraprofessional Nancy L. Nyberg Kornfield, Nyberg, Bendes & Kuhner, P.C. 80.00 0.30 24.00

Volume 14, Number 3 Page 9 By Billing Rate

EXHIBIT 2, PAGE 22


EXHIBIT 3


Ye Firm Name Location Average FTE Attorneys

Partner Billing Rate High

Partner Billing Rate Low

Partner Billing Rate Avg

Associate Billing Rate High

Associate Billing Rate Low

Associate Billing Rate Avg

Counsel Avg

Counsel Low

Counsel High

NLJ Billing Source Notes

2014 Adams and Reese New Orleans, LA 318 $700.00 $305.00 $420.00 $315.00 $220.00 $270.00 $500.00 $425.00 $575.00 National Law Journal, December 2014

Full-time equivalent (FTE) attorneys at the firm and the city of the firm’s largest U.S. office as listed in the 2014 NLJ 350 report

2014 Akerman Miami, FL 523 $880.00 $360.00 $535.00 $465.00 $205.00 $305.00 National Law Journal, December 2014


2014 Akin Gump Strauss Hauer & Feld

Washington, DC 809 $1220.00 $615.00 $785.00 $660.00 $365.00 $525.00 National Law Journal, December 2014


2014 Allen Matkins Leck Gamble Mallory & Natsis

Los Angeles, CA 181 $680.00 $525.00 $615.00 National Law Journal, December 2014


2014 Alston & Bird Atlanta, GA 789 $875.00 $495.00 $675.00 $575.00 $280.00 $425.00 National Law Journal, December 2014


2014 Andrews Kurth Houston, TX 337 $1090.00 $745.00 $890.00 $1090.00 $265.00 $670.00 National Law Journal, December 2014


2014 Archer & Greiner Haddonfield, NJ 194 $460.00 $330.00 $400.00 $295.00 $200.00 $245.00 National Law Journal, December 2014


2014 Arent Fox Washington, DC 330 $860.00 $500.00 $650.00 $595.00 $275.00 $395.00 National Law Journal, December 2014


Copyright 2014 ALM Media properties, LLC. All rights reserved. 1

2014 NLJ Billing Survey

Copyright © ALM Media Properties, LLC. All rights reserved.

AILMLEGAL ~ INTELLIGENCE

More research. More insight. Mote busJnHL

EXHIBIT 3, PAGE 23


2014 Arnall Golden Gregory Atlanta, GA 140 $520.00 $430.00 $490.00 National Law Journal, December 2014


2014 Arnold & Porter Washington, DC 720 $950.00 $670.00 $815.00 $610.00 $345.00 $500.00 National Law Journal, December 2014


2014 Arnstein & Lehr Chicago, IL 144 $595.00 $350.00 $465.00 $350.00 $175.00 $250.00 National Law Journal, December 2014


2014 Baker & Hostetler Cleveland, OH 798 $670.00 $275.00 $449.00 $350.00 $210.00 $272.00 National Law Journal, December 2014


2014 Baker & McKenzie Chicago, IL 4087 $1130.00 $260.00 $755.00 $925.00 $100.00 $395.00 National Law Journal, December 2014


2014 Baker, Donelson, Bearman, Caldwell & Berkowitz

Memphis, TN 588 $495.00 $340.00 $400.00 $465.00 $245.00 $295.00 National Law Journal, December 2014


2014 Ballard Spahr Philadelphia, PA 483 $650.00 $395.00 $475.00 $495.00 $235.00 $315.00 National Law Journal, December 2014


2014 Barnes & Thornburg Indianapolis, IN 522 $580.00 $330.00 $480.00 $370.00 $260.00 $320.00 National Law Journal, December 2014


2014 Benesch, Friedlander, Coplan & Aronoff

Cleveland, OH 150 $635.00 $360.00 $455.00 $475.00 $155.00 $280.00 National Law Journal, December 2014


2014 Best Best & Krieger Riverside, CA 176 $655.00 $340.00 $455.00 $385.00 $235.00 $280.00 $439.83 $340.00 $595.00 National Law Journal, December 2014







EXHIBIT 3, PAGE 24


2014 Bingham McCutchen Boston, MA 795 $1080.00 $220.00 $795.00 $605.00 $185.00 $450.00 National Law Journal, December 2014


2014 Blank Rome Philadelphia, PA 447 $940.00 $445.00 $640.00 $565.00 $175.00 $350.00 National Law Journal, December 2014


2014 Bond, Schoeneck & King Syracuse, NY 198 $520.00 $240.00 $355.00 $310.00 $160.00 $225.00 $360.00 $275.00 $485.00 National Law Journal, December 2014


2014 Bowles Rice Charleston, WV 140 $285.00 $165.00 $230.00 $180.00 $115.00 $135.00 National Law Journal, December 2014


2014 Bracewell & Giuliani Houston, TX 441 $1125.00 $575.00 $760.00 $700.00 $275.00 $440.00 National Law Journal, December 2014


2014 Bradley Arant Boult Cummings

Birmingham, AL 413 $605.00 $325.00 $430.00 $340.00 $200.00 $260.00 National Law Journal, December 2014


2014 Broad and Cassel Orlando, FL 150 $465.00 $295.00 $380.00 National Law Journal, December 2014


2014 Brown Rudnick Boston, MA 187 $1045.00 $650.00 $856.00 National Law Journal, December 2014


2014 Brownstein Hyatt Farber Schreck

Denver, CO 214 $700.00 $310.00 $520.00 $345.00 $265.00 $305.00 National Law Journal, December 2014


2014 Bryan Cave St. Louis, MO 985 $900.00 $410.00 $620.00 $595.00 $220.00 $405.00 $635.00 $355.00 $865.00 National Law Journal, December 2014







EXHIBIT 3, PAGE 25


2014 Buchalter Nemer Los Angeles, CA 139 $695.00 $475.00 $605.00 $375.00 $350.00 $365.00 National Law Journal, December 2014


2014 Burr & Forman Birmingham, AL 261 $525.00 $300.00 $371.00 $275.00 $200.00 $241.00 National Law Journal, December 2014


2014 Butler Snow Ridgeland, MS 280 $335.00 $235.00 $302.00 National Law Journal, December 2014


2014 Cadwalader, Wickersham & Taft

New York, NY 437 $1050.00 $800.00 $930.00 $750.00 $395.00 $605.00 National Law Journal, December 2014


2014 Carlton Fields Tampa, FL 272 $840.00 $455.00 $600.00 National Law Journal, December 2014


2014 Cole, Schotz, Meisel, Forman & Leonard

Hackensack, NJ 118 $730.00 $590.00 $653.00 $340.00 $275.00 $302.00 National Law Journal, December 2014


2014 Connell Foley Roseland, NJ 129 $575.00 $275.00 $425.00 $325.00 $200.00 $265.00 National Law Journal, December 2014


2014 Cooley Palo Alto, CA 673 $990.00 $660.00 $820.00 $640.00 $335.00 $515.00 National Law Journal, December 2014


2014 Covington & Burling Washington, DC 760 $890.00 $605.00 $780.00 $565.00 $320.00 $415.00 National Law Journal, December 2014


2014 Cozen O'Connor Philadelphia, PA 495 $1135.00 $275.00 $570.00 $640.00 $180.00 $355.00 National Law Journal, December 2014







EXHIBIT 3, PAGE 26


2014 Curtis, Mallet-Prevost, Colt & Mosle



2014 Davis Graham & Stubbs Denver, CO 145 $635.00 $315.00 $435.00 $350.00 $200.00 $255.00 National Law Journal, December 2014


2014 Davis Polk & Wardwell New York, NY 810 $985.00 $850.00 $975.00 $975.00 $130.00 $615.00 National Law Journal, December 2014


2014 Debevoise & Plimpton New York, NY 595 $1075.00 $955.00 $1055.00 $760.00 $120.00 $490.00 National Law Journal, December 2014


2014 Dechert New York, NY 845 $1095.00 $670.00 $900.00 $735.00 $395.00 $530.00 National Law Journal, December 2014


2014 Dentons New York, NY 2503 $1050.00 $345.00 $700.00 $685.00 $210.00 $425.00 National Law Journal, December 2014


2014 Dickstein Shapiro Washington, DC 254 $1250.00 $590.00 $750.00 $585.00 $310.00 $475.00 National Law Journal, December 2014


2014 Dinsmore & Shohl Cincinnati, OH 415 $850.00 $250.00 $411.00 $365.00 $160.00 $238.00 $360.00 $150.00 $615.00 National Law Journal, December 2014


2014 DLA Piper New York, NY 3962 $1025.00 $450.00 $765.00 $750.00 $250.00 $510.00 National Law Journal, December 2014


2014 Dorsey & Whitney Minneapolis, MN 501 $585.00 $340.00 $435.00 $510.00 $215.00 $315.00 National Law Journal, December 2014







EXHIBIT 3, PAGE 27


2014 Duane Morris Philadelphia, PA 613 $960.00 $415.00 $589.00 $585.00 $280.00 $373.00 $638.00 $460.00 $1015.00 National Law Journal, December 2014


2014 Edwards Wildman Palmer Boston, MA 540 $765.00 $210.00 $535.00 $415.00 $245.00 $325.00 National Law Journal, December 2014


2014 Faegre Baker Daniels Minneapolis, MN 673 $580.00 $355.00 $455.00 $315.00 $110.00 $260.00 National Law Journal, December 2014


2014 Foley & Lardner Milwaukee, WI 844 $860.00 $405.00 $600.00 $470.00 $210.00 $335.00 National Law Journal, December 2014


2014 Foley Hoag Boston, MA 221 $775.00 $590.00 $670.00 $385.00 $290.00 $325.00 National Law Journal, December 2014


2014 Fox Rothschild Philadelphia, PA 531 $750.00 $335.00 $530.00 $500.00 $245.00 $310.00 National Law Journal, December 2014


2014 Fried, Frank, Harris, Shriver & Jacobson



2014 Frost Brown Todd Cincinnati, OH 414 $600.00 $220.00 $387.00 $315.00 $150.00 $234.00 $417.00 $350.00 $540.00 National Law Journal, December 2014


2014 Gardere Wynne Sewell Dallas, TX 218 $775.00 $430.00 $635.00 $330.00 $290.00 $303.00 National Law Journal, December 2014


2014 Gibbons Newark, NJ 201 $865.00 $440.00 $560.00 $475.00 $295.00 $360.00 National Law Journal, December 2014







EXHIBIT 3, PAGE 28


2014 Gibson, Dunn & Crutcher New York, NY 1154 $1800.00 $765.00 $980.00 $930.00 $175.00 $590.00 National Law Journal, December 2014


2014 Gordon Rees Scully Mansukhani

San Diego, CA 478 $475.00 $375.00 $420.00 $325.00 $285.00 $300.00 National Law Journal, December 2014


2014 Greenberg Traurig New York, NY 1690 $955.00 $535.00 $763.00 $570.00 $325.00 $470.00 National Law Journal, December 2014


2014 Harris Beach Rochester, NY 198 $400.00 $298.00 $348.00 $285.00 $175.00 $230.00 $287.50 $175.00 $400.00 National Law Journal, December 2014


2014 Harter Secrest & Emery Rochester, NY 132 $465.00 $300.00 $385.00 $290.00 $195.00 $250.00 National Law Journal, December 2014


2014 Haynes and Boone Dallas, TX 483 $1020.00 $450.00 $670.00 $580.00 $310.00 $405.00 National Law Journal, December 2014


2014 Hogan Lovells Washington, DC 2313 $1000.00 $705.00 $835.00 National Law Journal, December 2014


2014 Holland & Hart Denver, CO 423 $725.00 $305.00 $442.00 $425.00 $175.00 $277.00 $363.00 $225.00 $535.00 National Law Journal, December 2014


2014 Holland & Knight Washington, DC 956 $1085.00 $355.00 $625.00 $595.00 $210.00 $340.00 $575.00 $420.00 $910.00 National Law Journal, December 2014


2014 Honigman Miller Schwartz and Cohn

Detroit, MI 231 $560.00 $290.00 $390.00 $225.00 $205.00 $220.00 National Law Journal, December 2014







EXHIBIT 3, PAGE 29


2014 Hughes Hubbard & Reed New York, NY 351 $995.00 $725.00 $890.00 $675.00 $365.00 $555.00 National Law Journal, December 2014


2014 Husch Blackwell St. Louis, MO 539 $785.00 $250.00 $449.00 $440.00 $190.00 $275.00 $418.00 $240.00 $625.00 National Law Journal, December 2014


2014 Ice Miller Indianapolis, IN 291 $530.00 $335.00 $450.00 $305.00 $245.00 $270.00 National Law Journal, December 2014


2014 Irell & Manella Los Angeles, CA 166 $975.00 $800.00 $890.00 $750.00 $395.00 $535.00 National Law Journal, December 2014


2014 Jackson Kelly Charleston, WV 179 $535.00 $270.00 $345.00 $315.00 $200.00 $243.00 National Law Journal, December 2014


2014 Jackson Lewis Los Angeles, CA 724 $440.00 $310.00 $380.00 $315.00 $275.00 $290.00 National Law Journal, December 2014


2014 Jackson Walker Dallas, TX 333 $675.00 $575.00 $622.00 $385.00 $255.00 $335.00 National Law Journal, December 2014


2014 Jeffer, Mangels, Butler & Mitchell

Los Angeles, CA 125 $875.00 $560.00 $690.00 National Law Journal, December 2014


2014 Jenner & Block Chicago, IL 434 $925.00 $565.00 $745.00 $550.00 $380.00 $465.00 National Law Journal, December 2014


2014 Jones Day New York, NY 2464 $975.00 $445.00 $745.00 $775.00 $205.00 $435.00 National Law Journal, December 2014







EXHIBIT 3, PAGE 30


2014 Jones Walker New Orleans, LA 363 $425.00 $275.00 $385.00 $240.00 $200.00 $225.00 National Law Journal, December 2014


2014 Kasowitz, Benson, Torres & Friedman



2014 Katten Muchin Rosenman Chicago, IL 612 $745.00 $500.00 $615.00 $595.00 $340.00 $455.00 National Law Journal, December 2014


2014 Kaye Scholer New York, NY 392 $1250.00 $725.00 $860.00 $795.00 $370.00 $597.00 National Law Journal, December 2014


2014 Kelley Drye & Warren New York, NY 293 $815.00 $435.00 $640.00 $600.00 $305.00 $430.00 National Law Journal, December 2014


2014 Kilpatrick Townsend & Stockton

Atlanta, GA 561 $775.00 $400.00 $550.00 $475.00 $315.00 $385.00 National Law Journal, December 2014


2014 King & Spalding Atlanta, GA 874 $995.00 $545.00 $775.00 $735.00 $125.00 $460.00 National Law Journal, December 2014


2014 Kirkland & Ellis Chicago, IL 1554 $995.00 $590.00 $825.00 $715.00 $235.00 $540.00 National Law Journal, December 2014


2014 Knobbe Martens Olson & Bear Irvine, CA 260 $810.00 $450.00 $575.00 $455.00 $305.00 $360.00 National Law Journal, December 2014


2014 Kramer Levin Naftalis & Frankel








EXHIBIT 3, PAGE 31


2014 Lane Powell Seattle, WA 170 $675.00 $375.00 $516.00 $425.00 $260.00 $331.00 $477.00 $300.00 $650.00 National Law Journal, December 2014


2014 Latham & Watkins New York, NY 2060 $1110.00 $895.00 $990.00 $725.00 $465.00 $605.00 National Law Journal, December 2014


2014 Lathrop & Gage Kansas City, MO 283 $700.00 $285.00 $420.00 $375.00 $195.00 $250.00 National Law Journal, December 2014


2014 Lewis Roca Rothgerber Phoenix, AZ 228 $695.00 $380.00 $505.00 $525.00 $205.00 $400.00 National Law Journal, December 2014


2014 Lindquist & Vennum Minneapolis, MN 178 $600.00 $460.00 $520.00 $470.00 $275.00 $365.00 National Law Journal, December 2014


2014 Littler Mendelson San Francisco, CA

1002 $615.00 $395.00 $550.00 $420.00 $245.00 $290.00 National Law Journal, December 2014


2014 Lowenstein Sandler Roseland, NJ 261 $990.00 $600.00 $765.00 $650.00 $300.00 $450.00 National Law Journal, December 2014


2014 Manatt, Phelps & Phillips Los Angeles, CA 329 $795.00 $640.00 $740.00 National Law Journal, December 2014


2014 McCarter & English Newark, NJ 371 $625.00 $450.00 $530.00 $370.00 $220.00 $300.00 National Law Journal, December 2014


2014 McDermott Will & Emery Chicago, IL 1021 $835.00 $525.00 $710.00 National Law Journal, December 2014







EXHIBIT 3, PAGE 32


2014 McElroy, Deutsch, Mulvaney & Carpenter

Morristown, NJ 274 $560.00 $325.00 $445.00 $335.00 $200.00 $295.00 National Law Journal, December 2014


2014 McGuireWoods Richmond, VA 931 $725.00 $450.00 $595.00 $525.00 $285.00 $360.00 National Law Journal, December 2014


2014 McKenna Long & Aldridge Atlanta, GA 518 $650.00 $480.00 $530.00 $425.00 $375.00 $395.00 National Law Journal, December 2014


2014 Michael, Best & Friedrich Milwaukee, WI 189 $650.00 $235.00 $445.00 $425.00 $200.00 $283.00 National Law Journal, December 2014


2014 Miles & Stockbridge Baltimore, MD 226 $740.00 $340.00 $478.00 $425.00 $230.00 $290.00 $419.00 $225.00 $695.00 National Law Journal, December 2014


2014 Moore & Van Allen Charlotte, NC 274 $870.00 $315.00 $490.00 $430.00 $190.00 $280.00 National Law Journal, December 2014


2014 Morgan, Lewis & Bockius Philadelphia, PA 1363 $765.00 $430.00 $620.00 $585.00 $270.00 $390.00 National Law Journal, December 2014


2014 Morris, Manning & Martin Atlanta, GA 148 $575.00 $400.00 $480.00 National Law Journal, December 2014


2014 Morrison & Foerster San Francisco, CA



2014 Nelson Mullins Columbia, SC 466 $800.00 $250.00 $444.00 $395.00 $215.00 $271.00 $376.00 $195.00 $600.00 National Law Journal, December 2014







EXHIBIT 3, PAGE 33


2014 Nixon Peabody Boston, MA 584 $850.00 $295.00 $520.00 $550.00 $180.00 $300.00 National Law Journal, December 2014


2014 Norris McLaughlin & Marcus Bridgewater, NJ 128 $505.00 $485.00 $495.00 $365.00 $185.00 $275.00 National Law Journal, December 2014


2014 Norton Rose Fulbright Houston, TX 3537 $900.00 $525.00 $775.00 $515.00 $300.00 $400.00 National Law Journal, December 2014


2014 Nossaman Los Angeles, CA 148 $800.00 $370.00 $579.00 $490.00 $255.00 $340.00 $495.00 $440.00 $550.00 National Law Journal, December 2014


2014 Nutter McClennen & Fish Boston, MA 146 $715.00 $470.00 $575.00 $460.00 $295.00 $375.00 National Law Journal, December 2014


2014 Ogletree Deakins Atlanta, GA 668 $650.00 $250.00 $360.00 $365.00 $200.00 $260.00 $315.00 $230.00 $555.00 National Law Journal, December 2014


2014 O'Melveny & Myers Los Angeles, CA 721 $950.00 $615.00 $715.00 National Law Journal, December 2014


2014 Orrick Herrington & Sutcliffe New York, NY 954 $1095.00 $715.00 $845.00 $375.00 $710.00 $560.00 $735.00 $685.00 $850.00 National Law Journal, December 2014


2014 Parker Poe Adams & Bernstein

Charlotte, NC 185 $500.00 $425.00 $450.00 National Law Journal, December 2014


2014 Paul Hastings New York, NY 889 $900.00 $750.00 $815.00 $755.00 $335.00 $540.00 National Law Journal, December 2014







EXHIBIT 3, PAGE 34


2014 Paul, Weiss, Rifkind, Wharton & Garrison



2014 Pepper Hamilton Philadelphia, PA 510 $950.00 $465.00 $645.00 $525.00 $280.00 $390.00 National Law Journal, December 2014


2014 Perkins Coie Seattle, WA 861 $1000.00 $330.00 $615.00 $610.00 $215.00 $425.00 $635.00 $280.00 $800.00 National Law Journal, December 2014


2014 Pillsbury Winthrop Shaw Pittman



2014 Polsinelli Kansas City, MO 616 $775.00 $325.00 $435.00 $350.00 $235.00 $279.00 $376.00 $300.00 $450.00 National Law Journal, December 2014


2014 Proskauer Rose New York, NY 712 $950.00 $725.00 $880.00 $675.00 $295.00 $465.00 National Law Journal, December 2014


2014 Quarles & Brady Milwaukee, WI 422 $625.00 $425.00 $519.00 $600.00 $210.00 $335.00 National Law Journal, December 2014


2014 Quinn Emanuel Urquhart & Sullivan



2014 Reed Smith Pittsburgh, PA 1555 $890.00 $605.00 $737.00 $530.00 $295.00 $420.00 National Law Journal, December 2014


2014 Richards, Layton & Finger Wilmington, DE 124 $800.00 $600.00 $678.00 $465.00 $350.00 $414.00 National Law Journal, December 2014







EXHIBIT 3, PAGE 35


2014 Riker Danzig Scherer Hyland & Perretti

Morristown, NJ 146 $495.00 $430.00 $455.00 $295.00 $210.00 $250.00 National Law Journal, December 2014


2014 Robinson & Cole Hartford, CT 201 $700.00 $295.00 $500.00 $445.00 $215.00 $300.00 National Law Journal, December 2014


2014 Rutan & Tucker Costa Mesa, CA 147 $675.00 $345.00 $490.00 $500.00 $230.00 $320.00 National Law Journal, December 2014


2014 Saul Ewing Philadelphia, PA 240 $875.00 $375.00 $546.00 $590.00 $225.00 $344.00 National Law Journal, December 2014


2014 Schiff Hardin Chicago, IL 317 $415.00 $250.00 $333.00 National Law Journal, December 2014


2014 Sedgwick San Francisco, CA



2014 Seward & Kissel New York, NY 143 $850.00 $625.00 $735.00 $600.00 $290.00 $400.00 National Law Journal, December 2014


2014 Seyfarth Shaw Chicago, IL 779 $860.00 $375.00 $610.00 $505.00 $225.00 $365.00 National Law Journal, December 2014


2014 Sheppard Mullin Richter & Hampton

Los Angeles, CA 549 $875.00 $490.00 $685.00 $535.00 $275.00 $415.00 National Law Journal, December 2014


2014 Shumaker Loop & Kendrick Toledo, OH 224 $595.00 $305.00 $413.00 $330.00 $160.00 $256.00 National Law Journal, December 2014







EXHIBIT 3, PAGE 36


2014 Shutts & Bowen Miami, FL 230 $660.00 $250.00 $430.00 $345.00 $195.00 $260.00 National Law Journal, December 2014


2014 Skadden, Arps, Slate, Meagher & Flom



2014 Snell & Wilmer Phoenix, AZ 411 $845.00 $325.00 $525.00 $470.00 $180.00 $280.00 National Law Journal, December 2014


2014 Spilman Thomas & Battle Charleston, WV 131 $280.00 $215.00 $350.00 National Law Journal, December 2014


2014 Squire Patton Boggs $950.00 $350.00 $655.00 $530.00 $250.00 $355.00 National Law Journal, December 2014

Location data not available due to merger in 2014. Full-time equivalent (FTE) attorneys at the firm and the city of the firm’s largest U.S. office as listed in the 2014 NLJ 350 report

2014 Sterne, Kessler, Goldstein & Fox

Washington, DC 122 $795.00 $450.00 $577.00 $470.00 $265.00 $346.00 $483.57 $450.00 $520.00 National Law Journal, December 2014


2014 Stevens & Lee Reading, PA 154 $800.00 $525.00 $625.00 National Law Journal, December 2014


2014 Stoel Rives Portland, OR 365 $800.00 $300.00 $492.00 $465.00 $205.00 $287.00 $312.00 $280.00 $510.00 National Law Journal, December 2014


2014 Strasburger & Price Dallas, TX 217 $690.00 $290.00 $435.00 $365.00 $210.00 $270.00 $475.00 $300.00 $690.00 National Law Journal, December 2014


2014 Stroock & Stroock & Lavan New York, NY 285 $1125.00 $675.00 $960.00 $840.00 $350.00 $549.00 $979.00 $745.00 $1095.00 National Law Journal, December 2014







EXHIBIT 3, PAGE 37


2014 Taft Stettinius & Hollister Cincinnati, OH 357 $535.00 $285.00 $415.00 $475.00 $200.00 $285.00 National Law Journal, December 2014


2014 Thompson & Knight Dallas, TX 290 $740.00 $425.00 $535.00 $610.00 $240.00 $370.00 National Law Journal, December 2014


2014 Thompson Coburn St. Louis, MO 317 $510.00 $330.00 $440.00 $350.00 $220.00 $270.00 National Law Journal, December 2014


2014 Troutman Sanders Atlanta, GA 567 $975.00 $400.00 $620.00 $570.00 $245.00 $340.00 National Law Journal, December 2014


2014 Ulmer & Berne Cleveland, OH 178 $415.00 $315.00 $380.00 National Law Journal, December 2014


2014 Varnum Grand Rapids, MI 133 $465.00 $290.00 $390.00 National Law Journal, December 2014


2014 Venable Washington, DC 533 $1075.00 $470.00 $660.00 $575.00 $295.00 $430.00 National Law Journal, December 2014


2014 Vinson & Elkins Houston, TX 650 $770.00 $475.00 $600.00 $565.00 $275.00 $390.00 National Law Journal, December 2014


2014 Waller Lansden Dortch & Davis

Nashville, TN 178 $600.00 $350.00 $460.00 $335.00 $190.00 $245.00 National Law Journal, December 2014


2014 Weil, Gotshal & Manges New York, NY 1157 $1075.00 $625.00 $930.00 $790.00 $300.00 $600.00 National Law Journal, December 2014







EXHIBIT 3, PAGE 38


2014 White & Case New York, NY 1895 $1050.00 $700.00 $875.00 $1050.00 $220.00 $525.00 National Law Journal, December 2014


2014 Wiley Rein Washington, DC 277 $950.00 $550.00 $665.00 $535.00 $320.00 $445.00 National Law Journal, December 2014


2014 Williams Mullen Richmond, VA 233 $410.00 $360.00 $385.00 $350.00 $260.00 $295.00 National Law Journal, December 2014


2014 Willkie Farr & Gallagher New York, NY 526 $1090.00 $790.00 $950.00 $790.00 $350.00 $580.00 National Law Journal, December 2014


2014 Wilmer Cutler Pickering Hale and Dorr



2014 Winston & Strawn Chicago, IL 822 $995.00 $650.00 $800.00 $590.00 $425.00 $520.00 National Law Journal, December 2014


2014 Wolff & Samson West Orange, NJ 125 $450.00 $325.00 $400.00 $450.00 $225.00 $340.00 National Law Journal, December 2014


2014 Womble Carlyle Sandridge & Rice

Winston-Salem, NC

492 $640.00 $470.00 $554.00 National Law Journal, December 2014


2014 Wyatt Tarrant & Combs Louisville, KY 202 $500.00 $280.00 $418.00 National Law Journal, December 2014


2014 Associate Class Billing Survey






EXHIBIT 3, PAGE 39


EXHIBIT 4


COHELAN KHOURY SINGERWoodard v. Labrada

8/7/19

Date Payee Details Amount9/18/2017 Timothy Cohelan Hotel and Parking 9/12/17 Depo. $304.249/20/2017 Express Network Del. To: Hon. Papas $18.259/21/2017 Express Network Subpoena - Marcum $275.009/21/2017 Express Network Subpoena - Bank of America $87.659/22/2017 Express Network Subpoena - The Vit. Shop (2101 91st st.) $275.009/22/2017 Express Network Subpoena - David Glusman $75.009/25/2017 Express Network Subpoena - the Vit. Shop (Harmon) $275.009/25/2017 Diane Morrison Travel Expenses $169.849/28/2017 Isam Khoury Mileage - Mediation OC $107.0010/4/2017 Chase Card Svc. Southwest Airlines - TC NY Depo. $799.1510/16/2017 Veritext Bruster/Chiaro $8,028.7410/16/2017 Planet Depos, LLC Borman/Morrison/Rizzo/Woodard $7,152.7510/23/2017 Atkinson-Baker Fleming $1,409.1910/23/2017 Atkinson-Baker Dennett $2,385.0510/25/2017 Veritext Depo. $378.4710/25/2017 David B. Allison, PhD Consultant $15,087.5010/25/2017 Innovative legal $556.2510/26/2017 UPS Del to: George Belch, PHD $27.4410/27/2017 Freeman & Mills Consultant $11,085.0011/2/2017 Veritext Depo. $510.0011/16/2017 Veritext Depo Transcripts $89.5011/17/2017 Judicate West Mediation Fee $6,195.0011/20/2017 UPS Del. To: Hon. Leo Papas, Ret. $17.221/5/2018 Inventus $551.811/5/2018 Dr. George Belch Consultant $6,900.001/12/2018 Express Network Faith Rosello - Subpona NY $275.001/12/2018 Express Network Faith Rosello - Subpona CT $295.001/22/2018 Express Network Faith Rosello aka Faith Alfieri NY $295.002/12/2018 Judicate West Mediation Fee 2/15/18 $6,195.002/12/2018 David B. Allison, PhD Consultant $18,204.173/6/2018 Kramm Court Reporting Fatih Rossello $1,469.623/27/2018 David B. Allison, PhD Consultant $34,850.004/2/2018 Judicate West Mediation 4/23/18 $6,195.004/4/2018 Southwest Airlines HOU TC/ICK $2,383.924/4/2018 Timothy Cohelan Depo. Houston - Taxi,Parking, Hotel $491.434/4/2018 Isam Khoury Dep. Houston - Hotel $457.004/20/2018 Express Network Stipulation $25.005/4/2018 Jordan Media, Inc. Video Faith Rossello (50%) $559.755/14/2018 Veritext M. Lucero/L. Labrada $1,022.105/14/2018 Judicate West Additional Session (2 Hours) 50% $600.006/14/2018 Veritext L. Labrada Transcript $245.227/9/2018 Judicate West Mediation Fee 8/30/18 $1,562.507/26/2018 GAAS Corporation Consultant $1,860.00

1 8/14/2019EXHIBIT 4, PAGE 40


COHELAN KHOURY SINGERWoodard v. Labrada

8/7/19

Date Payee Details Amount8/6/2018 Freeman & Mills Consultant inv#6958 $2,258.128/27/2018 Judicate West Mediation Fee 8/30/18 Balance $1,562.508/31/2018 Isam Khoury Mileage/Parking $129.909/7/2018 David B. Allison, PhD Consultant Inv#5 $7,007.7011/1/2018 UPS Del to: Court Services $17.8411/2/2018 Judicate West Mediation Fee 11/8/18 $6,250.0011/2/2018 Express Network Joint Statement $55.00

In House Postage $52.53In House Photocopies (6,[email protected]) $1,649.75In House Facsimile @1.00 $0.00s/t $158,729.10

12/15/2017 Veritext Refund -$90.004/3/2018 Ronald Marron ck#3219 Co-Counsel Cost Contribution -$20,522.50

Total: $138,116.60

2 8/14/2019EXHIBIT 4, PAGE 41


EXHIBIT 5


COHELAN KHOURY & SINGERA PARTNERSHIP OF PROFESSIONAL LAW CORPORATIONS

TIMOTHY D. COHELAN, * APLC ISAM C. KHOURY, APC DIANA M. KHOURY, APC MICHAEL D. SINGER, •APLC

(*Also admitted in the District of Columbia) (•Also admitted in Colorado)

ATTORNEYS AT LAW

605 “C” STREET, SUITE 200 SAN DIEGO, CALIFORNIA 92101-5305

Telephone: (619) 595-3001 Facsimile: (619) 595-3000

www.ckslaw.com

JEFF GERACI ∆J. JASON HILL† MARTA MANUS KRISTINA DE LA ROSA

(† Also admitted in Illinois) (∆ Of Counsel)

TIMOTHY D. COHELAN and ISAM C. KHOURY are the founding partners of COHELAN KHOURY & SINGER, a civil litigation firm established in 1981. Since 1987, Cohelan Khoury & Singer has specialized in class action cases and has been certified as class counsel and lead counsel in numerous state and federal court cases throughout the United States. The firm has successfully prosecuted well over 150 class action cases representing diverse groups of victims, including urban homeless entitled to emergency shelter; victims of a national health insurance fraud scheme; retirees entitled to pension benefits; defrauded investors; consumers; and workers entitled to back wages. Cohelan Khoury & Singer’s diverse practice currently includes representation of, among others, employees contesting wage and hour violations as well as consumers battling unfair business practices.

Cohelan Khoury & Singer has a broad array of experience in prosecuting class action cases. The firm has successfully achieved a landmark California Supreme Court reversal of a court of appeal reversal of a trial court grant of certification affecting over 100,000 workers in Brinker Restaurant Corp. v. Super. Ct. (2012) 53 Cal.4th 1004, as well as a groundbreaking reversal of a class certification denial in Hicks v. Kaufman and Broad (2001) 89 Cal.App.4th 908. Cohelan Khoury & Singer has also achieved statewide recognition for pro bono public interest work including successful cases prosecuted on behalf of homeless persons in Hoffmaster v. City of San Diego (1997) 55 Cal.App.4th 1098.

Cohelan Khoury & Singer’s public interest work has been recognized in numerous cases including that of United States District Court Judge Milton Pollack, a Senior United States District Court Judge for the Southern District of New York, who has publicly stated that he had “seen no similar indication of a public service rendered by any group of lawyers in all the years I have practiced law myself, which is for 38, or the 27 years that I have been on the bench.” Judge Pollack’s comments came in connection with a class action case brought on behalf of thousands of victims of health insurance fraud across the nation.

The firm has substantial trial experience in class action, representative, and complex litigation, as well as individual matters. Cohelan Khoury & Singer is one of a handful of firms to have tried class action wage and hour cases, including an independent contractor misclassification action on behalf of newspaper carriers against the Orange County Register and an action for unpaid wages, wage deductions, and expense

EXHIBIT 5, PAGE 42


http://www.ckslaw.com/

reimbursements on behalf of a certified class of truckers and appliance installation helpers. The firm also tried to judgment a certified case against the State of Hawaii Child Support Enforcement Agency for wrongful retention of child support monies. The agency was ordered to conduct an accounting and pay the funds to the custodial parents. The firm has also represented large numbers of individuals collectively for construction defect claims and major investment frauds, recovering monies related to cracked slab foundations and defrauded investors of Ponzi schemes.

Cohelan Khoury & Singer has certified classes in heavily contested hearings against the following entities:

1. Atlantic Richfield Corporation, Chevron Corporation, Exxon Corporation,Mobil Oil Corporation, Shell Oil Company, Texaco, Inc., ToscoCorporation, Ultramar Corporation, and Unocal Corporation

2. Empire Blue Cross/Blue Shield3. Pioneer Mortgage4. Liebert Corporation5. PaineWebber, Inc.6. Dayton Hudson Corp.7. Chartwell Financial8. Cal Fed, Inc.9. Jones, American Thrift10. Service Technicians, Inc.11. Kaufman & Broad12. Washington Mutual Bank13. Albertson’s, Inc.14. Wells Fargo Home Mortgage, Inc.15. Brinker Restaurant Corporation16. FedEx Ground Package System17. Ethan Allen, Inc.18. State of Hawaii Child Support Enforcement Agency19. Victoria Apartments20. AT&T Wireless Services, Inc.21. Farmers Insurance Company22. City of San Diego23. Lewis Homes of California24. Freedom Communications, Inc. d/b/a The Orange County Register25. California Pizza Kitchen26. Raytheon Company27. Les Schwab Tire Centers of California, Inc.28. Catholic Healthcare West29. Kaiser Foundation Hospitals30. Penske Logistics and Penske Truck Leasing31. Conair32. Container Connection of Southern California33. Ashley Furniture/Stoneledge Furniture34. Save Mart Supermarkets35. PICO Enterprises, Inc. dba Phyle Inventory Control Specialist and PICS36. Certified Class Counsel well over 100 settlement classes

EXHIBIT 5, PAGE 43


Cohelan Khoury & Singer has obtained numerous verdicts, judgments, or settlements since September 1993. Listed below are examples of cases the firm has played a central role in the resolution of and which have received final approval by the Court:

• Bennett v. Countrywide, San Diego Superior Court, Case No. GIC840981 [expense reimbursement claim by commission employees];

• Evans v. Washington Mutual Bank, Orange County Superior Court Case No. 02CC15415 [expense reimbursement and wage deduction claim by commission employees];

• Gonzalez, et al. v. Freedom Communications, Inc. d/b/a The Orange County Register, Orange County Superior Court Case No. 03CC08756 [home delivery carriers misclassified as “independent contractors”];

• Aravena v. Cisco Systems, Inc., Orange County Superior Court Case No. 07CC01367 [OT misclassification claim by IT employees];

• Venturini v. Genentech, Inc., San Francisco Superior Court Case No. CGC- 09-492494 [OT misclassification claim by IT employees];

• Durrani v. Western Digital Corporation, et al., Orange County Superior Court Case No. 30-2009-00268212 [OT misclassification claim by IT Employees];

• Watson v. Raytheon Company, United States District Court, Southern District of California Case No. 10CV0634 [Ot misclassification claim by IT employees];

• Bills v. Sutter Health, Alameda Superior Court Case No. RG09465894 [Ot misclassification claim by IT employees];

• Smith v. California Pizza Kitchen, San Diego Superior Court Case No. 37- 2008-00083992 [OT misclassification claims by managers and assistant managers];

• Dunn v. The Kroger Company, et al., Los Angeles Superior Court Case No. Case No. BC323252 [meal and rest break claims];

• Gallen v. Gambro Healthcare, Inc., Orange County Superior Court Case No. 04CC00571 [OT claims by nurses];

• Hohnbaum, et al. v. Brinker Restaurant Corp., San Diego Superior Court Case No. GIC834348 [meal and rest break claims];

• Liberty Mutual Overtime Cases, Los Angeles Superior Court Case No. J.C.C.P. 4234 [OT misclassification of Insurance Claims Handlers];

• Leisinger-Reed, et al. v. Equinox Holdings, Inc., et al., Los Angeles Superior Court Case No. BC481860 [unpaid wages, and meal and rest break claims by massage therapists, estheticians, and nail technicians];

• Rite Aid Wage and Hour Cases, Los Angeles Superior Court Case No. J.C.C.P. 4583 [OT, Meal and Rest Period Claims by Pharmacists]

• Djukich v. Carwell, LLC, Unites States District Court, Central District of California Case No. 13CV4455 BRO [unpaid wages claims by automotive technicians];

EXHIBIT 5, PAGE 44


• Laureano, Jr. et al. v. The Art of Shaving-FL, LLC, Los Angeles Superior Court Case No. BC550093 [meal and rest break and overtime claims by non-exempt employees];

• Martinez v. Alameda Health System, Alameda Superior Court Case No. RG14719205 [unpaid wages by non-exempt employees];

• Freeman v. Coast to Coast Manpower, LLC, Los Angeles Superior Court Case No. BC543709 [unpaid wages, meal and rest break, and vacation pay claims by truck drivers];

• Morales v. The Los Angeles Country Club, Los Angeles Superior Court Case No. BC566493 [unpaid wages, meal and rest break, reporting and split shift pay, expense reimbursement and improper wage deductions claims by non-exempt employees];

• Bradley v. Safe Haven Security Services, Inc., San Diego Superior Court Case No. 37-2015-00019576-CU-OE-CTL [expense reimbursement and wage statement claims by Sales Representatives]; and

• Czuchaj, et al. v. Conair Corporation, United States District Court, Southern District of California Case No. 13CV1901 BEN (RBB) [implied warranty of merchantability of certain models of hair dryers], among others.

TIMOTHY D. COHELAN, Founding Partner, author of Cohelan on California Class Actions (Thomson Reuters, 1997-2019, updated annually), is the son of the late Jeffery Cohelan, former California Congressman. He is a 1974 graduate of California Western School of Law, where he was a law review editor. Mr. Cohelan served as an Officer in the U.S. Navy from 1968 to 1971 and received a B.A. from the University of Arizona in 1967. Mr. Cohelan was admitted to the State Bar of California in 1974, and was admitted to the Bar in the District of Columbia in 1996. He also served as the Chairman of the San Diego Coast Regional Commission from 1978 to 1981. From 1982 to 2006, Mr. Cohelan served the San Diego Superior Court as a Judge Pro Tem, hearing and ruling on hundreds of matters during his service.

Timothy Cohelan was named a “California Lawyer of the Year” by California

Lawyer Magazine (Clay Award) in 1996. Mr. Cohelan’s memberships include former member of the Board of Governors of the Association of Business Trial Lawyers for San Diego County, member of the American Bar Association and the Consumer Attorneys of California and San Diego County Bar Association. His main areas of practice include class action, civil, wage and hour and antitrust cases.

Mr. Cohelan served as the Chair of San Diego Volunteer Lawyer Program, a non-

profit successor of Legal Aid, from 2015 through 2018 and currently sits on the Board as past Chair. As an advocate for the homeless, Mr. Cohelan received San Diego County Bar Association honors for community service in connection with his work on behalf of SDVLP on an important class action case impacting homeless shelter locations.

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ISAM C. KHOURY, Founding Partner, is a 1970 graduate of the University of California at San Diego and received a law degree from Hastings School of Law in 1973. Mr. Khoury is a member of the State Bar of California, admitted in 1974, the San Diego County Bar Association, Consumer Attorneys of San Diego and Consumer Attorneys of California. He has successfully litigated numerous complex civil matters to verdict, jury and non-jury. His main areas of practice include civil tort litigation, personal injury, business torts, antitrust and class action cases.

In recent years, Mr. Khoury has emphasized wage and hour class action matters

having assisted in the litigation to judgement or settlement of over 150 wage and hour class actions. The Southern California Super Lawyers Magazine has selected Mr. Khoury as a southern California/San Diego Super lawyer for the years 2011 through 2017. He has been approved as a CLE lecturer and has participated in seminars on class action wage and hour issues, the complexities of mediation, and the procedural requirements involved in class action settlements. He has argued appeals and been co-counsel in several matters of major import including California Supreme Court decisions including the Brinker decision clarifying California meal and rest break requirements and Harris v Liberty Mutual which defined parameters for the use of the administrative exemption.

MICHAEL D. SINGER, Managing Partner, is a 1984 graduate of U.C. Hastings

Law School. He graduated magna cum laude from San Francisco State University in 1980 with a B.A. in English. He was admitted to the State Bar of California in 1984 and the State Bar of Colorado in 2001. For over thirteen years, he served as co-chair and liaison to the California Employment Lawyers Association (CELA). He is a member of the San Diego County Bar Association. He is the author of the opening chapter overview on California wage and hour law and PAGA Claim chapter in California Wage and Hour Law: Compliance and Litigation (CEB 2010-2019). He was named to the Daily Journal 2012, 2013 and 2018 list of the Top California Labor and Employment Attorneys. Mr. Singer serves on the Legal Aid at Work Board of Directors. His main areas of practice include employment wage and hour, consumer, and unfair competition class actions and appellate practice.

Mr. Singer regularly contributes amicus curiae briefs on c l a ss ac t ion and

employment issues in the California Supreme Court and Courts of Appeal. In his capacity as Amicus lesion for CELA, he coordinated, drafted or co-drafted amicus letters and briefs on a wide range of labor law issues in the rapidly developing decisional law, supporting Review in the Supreme Court, and publication or depublication of Court of Appeal decisions in the following cases since January 1, 2008: Chindarah v. Pick up Stix, 171 Cal. App. 4th 796 (2009), California Superior Court Case No. S171864 [regarding propriety under Labor Code section 206.5 and California Rules of Court of settling with absent class members without court supervision prior to class certification] (Supporting Petition for Review; Review Denied); Lu v Hawaiian Gardens Casino, California Supreme Court Case No. S171442 [whether a private cause of action exists under the Labor Code for tip pooling

EXHIBIT 5, PAGE 46


violations](Review Granted); Brinkley v Public Storage, 198 P.3d 1087 (2009), California Supreme Court Case No. S168806 [denying class certification of rest and meal period claims](Review Granted); Estrada v. Fedex Ground Package System, 154 Cal. App. 4th 1 (2007), California Supreme Court Case No. S156595 [judgment finding drivers entitled to expense reimbursement] (supporting opposition to Review; Review denied); Group Brewer v Premier Golf, 168 Cal. App. 4th 1243 (2008), California Supreme Court Case No. 169666 [holding punitive damages unavailable in connection with wage claims] (supporting Petition for Review; Review Denied); Christler v. Express Messenger, California Supreme Court Case No. S171439 [jury verdict finding employees independent contractors] (supporting Petition for Review; Review Denied); Watkins v. Wachovia, 172 Cal. App. 4th 1576 (2009), California Court of Appeal Case No. B199982 [affirming dismissal of appeal following denial of class certification based on employee severance agreement resolving claims] (depublication request pending); Ghazaryan v. Diva Limousine, 169 Cal. App. 4th 1524 (2008), California Court of Appeal Case No. B201509 [reversing class certification denial] (publication request granted); Bufil v Dollar Financial Group, 162 Cal. App. 4th 1193 (2008), California Court of Appeal Case No. A118143 [reversing certification denial of meal period claims applying collateral estoppels] (publication request granted); Kurian v. U.S. Mortgage Capital, California Court of Appeal Case No. B201013 [regarding propriety of wage compromises under Labor Code section 206.5] (publication request denied); BCBG Overtime Cases, 163 Cal. App. 4th 1293 (2008), California Supreme Court Case No. S165348 [propriety of defendant bringing preemptive motion to deny class certification] (depublication request denied); Kenny v Supercuts, 252 F.R.D. 641 (2008), United State District Court Case No. C 06-07521 CRB; Salazar v Avis, 251 F.R.D. 529 (2008), United State District Court Case No. 07-CV-0064-IEG-WMC [denying certification of rest and meal period claims] (request that 9th Circuit Court of Appeals certify question to the California Supreme Court denied); and Methodist Hospital v Superior Court, California Court of Appeal Case No. B208295 [ruling a private right of action exists for rest and meal period claims under Labor Code section 226.7] (supporting opposition to Petition for Writ; Writ denied), among many others.

Mr. Singer is a contributor to the Los Angeles Daily Journal, having authored

articles on the California Court of Appeal decision in Parris v. Superior Court regarding communications with absent class members (May, 2003), SB 796 (Dunn, D-Garden Grove), California’s Private Attorneys General Law providing employees a private right of action against employers for civil penalties under the Labor Code (October 2003), the California Court of Appeal decision in Bell v. Farmers Ins. Exch. and its guidance for the use of statistical sampling and extrapolation to prove aggregate class-wide damages (February 2004), and the then-pending Supreme Court decision regarding Sav-On and Overtime Class Suits.

He is an MCLE lecturer on class action procedure and wage and hour issues and

has argued appeals in the Second, Third, and Ninth Federal Circuit Courts of Appeals, as

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well as the Second and Fourth California District Courts of Appeal. Published decisions include Hicks v. Kaufman and Broad Home Corp. (2001) 89 Cal.App.4th 908 (reversing the denial of certification of a class of home buyers for construction defects); Hicks v. Superior Court (2004) 115 Cal.App.4th 77 (challenging implied construction warranty disclaimers); Federal Home Loan Mortgage Corp. v. La Conchita Ranch Co. (1998) 68 Cal.App.4th 856 (defending challenge to attorney disqualification); and Save Our NTC, Inc. v. City of San Diego (2003) 105 Cal.App.4th 285 (challenging private development of former naval training center). He also contributed to the briefing of Aguilar v. Atlantic Richfield, et al. (2001) 25 Cal.4th 826 (summary judgment of antitrust claim of certified class of 20 million California drivers). He is one of the very few attorneys in the State of California to have tried a wage and hour class action involving contested procedures regarding the use of sampled and statistical evidence.

DIANA M. KHOURY, Partner, received a law degree from Western State

University in 1986 and is a graduate of San Diego State University, where she received her Bachelors of Science degree in 1975. She is a member of the State Bar of California, admitted in 1987. Since admission to the bar, Ms. Khoury has been a member of the San Diego County Bar Association, Consumer Attorneys of San Diego, Consumer Attorneys of California, American Bar Association and the American Association of Justice. From 2010 through 2016, Ms. Khoury served on the Board of Directors for Consumer Attorneys of San Diego. Since 2013, Ms. Khoury has served on the Board of Directors for the San Diego County Bar Foundation, (“SDCBF”), the 501(c) (3) charitable arm of the San Diego County Bar Association. Ms. Khoury has been selected by her peers based on ethics, experience and reputation as a “Super Lawyer” in Civil Litigation from 2010 through the present by the Southern California Super Lawyers Magazine, and is also AV- Preeminent rated by Martindale –Hubbell, the highest possible rating for a lawyer.

Upon being admitted to the State Bar of California, a major focus of Ms. Khoury’s

practice has been on consumer rights litigation, and has included civil tort litigation, personal injury, and business torts. Throughout her career, she has taken numerous jury trials to verdict. She has been a lecturer for Mandatory Continuing Legal Education regarding class actions. Ms. Khoury currently represents employees in wage and hour class actions, where her recognized specialty is class action resolution.

JEFF GERACI, Partner, is a 1982 graduate of Pitzer College with a degree in

Sociology. He is a 1990 graduate of the University of San Diego School of Law, and has practiced employment law for over seventeen years. He has handled matters in California state and federal trial and appellate courts, and before many administrative agencies, including the California Division of Labor Standards Enforcement, the Department of Fair Employment and Housing, the Equal Employment Opportunity Commission, the California State Personnel Board, the California Board of Psychology, and the California State Commission for Teacher Credentialing.

EXHIBIT 5, PAGE 48


Mr. Geraci has provided counseling and representation in all areas of employment law, including wrongful termination, employment discrimination, sexual harassment, and wage and hour laws. His practice is now focused on class actions, including wage and hour class action litigation and consumer actions.

Mr. Geraci’s published decisions include McAlindin v. County of San Diego

(1999) 192 F.3d 1226 [reversing summary judgment in a disability discrimination case] and Araiza v. National Steel and Shipbuilding (S.D. Cal. 1997) 973 F. Supp. 963 [denying mandatory arbitration of employment claims under a collective arbitration agreement].

Mr. Geraci is a member of the Labor and Employment Law sections of the

California and San Diego County Bar Associations, and has served as Editor of the Employment Law column for the Consumer Attorneys of San Diego monthly publication, Trial Bar News. He is a past recipient of the Wiley W. Manuel Award for Pro Bono Service.

J. JASON HILL, Partner, is a 1992 graduate of the University of Illinois at

Urbana-Champaign and holds a B.A. in Philosophy, Political Science and Communications. In 1995, he received his J.D. degree from California Western School of Law, where he was a member of the Law Review an International Law Journal, as well as editor of the Telecommunications Law Forum. Currently, Mr. Hill is admitted to the bar in both California and Illinois, and is a broker licensed by the California Department of Real Estate. He maintains memberships not only with the San Diego County Bar Association, but also the National Association of Realtors, the California Association of Realtors and the San Diego Association of Realtors.

Prior to joining Cohelan Khoury & Singer, Hill represented large institutional

clients in a variety of civil litigation settings, including insurance coverage, employment law, health care law, general and professional liability, as well as, premises and product liability claims. He has particular emphasis on all aspects of professional liability claims in a healthcare setting, as well as claims brought pursuant to the Emergency Medical Treatment and Active Labor Act (EMTALA) and the Elder Abuse and Dependent Adult Civil Protections Act (EADACPA). Mr. Hill is also an accomplished appellate practitioner and has briefed and/or argued over 40 matters in both state and federal courts of appeal, yielding several published decisions on a range of legal issues. MARTA MANUS, Attorney, is a 2008 graduate of California Western School of Law. She graduated with honors and received a Bachelor of Arts in Psychology from California State University Northridge. Ms. Manus has been a member of the State Bar of California since her admission in December 2008. She has practiced before all District Courts in the state of California as well as the Fourth District Court of Appeal and the U.S. Court of Appeals for the Ninth Circuit.

EXHIBIT 5, PAGE 49


Ms. Manus has been successfully litigating employment law cases for nearly a decade, representing employees in all aspects of labor and employment law matters, including employment discrimination, wrongful termination, retaliation, and wage and hour class action lawsuits. Her practice focuses primarily on employee-side wage and hour class actions. Ms. Manus is a member of the Labor and Employment Law sections of the California and San Diego Bar Associations as well as the Federal Bar Association. Ms. Manus was recognized by San Diego Super Lawyers as a Rising Star in 2015, 2016, and 2017.

KRISTINA DE LA ROSA, Attorney, was born and raised in San Diego. She graduated from UC San Diego in 2006 with a B.A. in Psychology, where she was also a 4- year member of the Women’s NCAA intercollegiate soccer team. She received her law degree from Santa Clara Law School in 2011 and was admitted to the California State Bar in the same year.

During law school, she interned for Equal Rights Advocates, the ACLU of Southern California, and externed for the Hon. John F. Herlihy (Ret.). She volunteered for the Katherine and George Alexander Community Law Center Workers’ Rights workshops and earned the Witkin Award for Excellence and the Richard S. Rosenberg Prize for Excellence in Labor Law. Immediately after passing the bar, she began representing employees in class action wage and hour litigation. She also volunteered for the California Rural Legal Assistance, Inc., assisting farm workers with filing wage and worker’s compensation claims. Ms. De La Rosa remains committed to protecting employee rights and represents employees and consumers in class and collective actions across California, helping them recover millions of dollars in unpaid wages, restitution and penalties. Ms. De La Rosa is a member of CELA.

EXHIBIT 5, PAGE 50



[PROPOSED] ORDER GRANTING PLAINTIFFS’ MOTION FOR ATTORNEYS’ FEES, COSTS, AND INCENTIVE AWARDS

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UNITED STATES DISTRICT COURT CENTRAL DISTRICT OF CALIFORNIA

VEDA WOODARD, TERESA RIZZO-MARINO, and DIANE MORRISON, on behalf of themselves, all others similarly situated, and the general public,

Plaintiffs, vs.


Defendants.






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Before the Court is a Motion for Attorneys’ Fees, Costs, and Incentive Awards (“Fee Motion”) filed by Plaintiffs Veda Woodard, Diane Morrison, and Teressa Rizzo-Marino (“Plaintiffs”). Plaintiffs’ Fee Motion is submitted in connection with their partial class action settlement with Defendant Naturex, Inc. (“Naturex”). On April 25, 2019, this Court granted preliminary approval of Plaintiffs’ partial class action settlement with Naturex. (Dkt. No. 294). Having reviewed and considered Plaintiffs’ Fee Motion and the supporting materials filed by Class Counsel, the Court hereby GRANTS Plaintiffs’ Fee Motion. Accordingly, the Court orders as follows:

1. Pursuant to Federal Rule of Civil Procedure 23(h), the Court orders that Class Counsel is entitled to reasonable attorneys’ fees incurred in connection with the action and in reaching the Settlement in the amount of $325,000.00, to be paid at the time and in the manner provided in the Settlement Agreement (Dkt. No. 284-3). The fee award sought in the present case is reasonable when judged by the standards of this circuit. See, e.g., In re Bluetooth Headset Prods. Liab. Litig., 654 F.3d 935, 941 (9th Cir. 2011). The $325,000.00 fee award accounts for 25% of the $1,300,000.00 Settlement Fund and is well within the percentage range that courts have allowed in the Ninth Circuit. Id. at 942 (“courts typically calculate 25% of the fund as the ‘benchmark’ for a reasonable fee award[.]”). Class Counsel’s fee request is also reasonable under the lodestar method. Class Counsel have only submitted time spent in connection with prosecuting and settling the claims against Naturex. Class Counsel’s time that is attributable to Naturex results in a total lodestar of $440,610.00. Accordingly, the $325,000 fee award results in a negative multiplier of .7376. Moreover, the fee award is justified based on the excellent results obtained, the experience and skill of Counsel, the complexity of issues, the risk of non-payment, and the preclusion of other work.

2. The Court further awards Class Counsel $61,321.56 in litigation costs, to be at the time and in the manner provided in the Settlement Agreement. Based




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on the declarations of Class Counsel submitted in support of the Fee Motion, the Court finds that Class Counsel have incurred out-of-pocket litigation expenses (paid and un-reimbursed) in the amount of $245,286.25 during the course of the litigation. However, Class Counsel are only seeking 25% of their total litigation costs in the amount of $61,321.56 in light of the fact that this is a partial class action settlement. The Court finds that this allocation of costs is reasonable given that there are four main groups of Defendants in this action: (1.) Naturex; (2.) InterHealth; (3.) Labrada Defendants, and; (4.) the Media Defendants.

3. The Court finds that the Class Representatives in this action has actively participated in and assisted Class Counsel with this litigation for the substantial benefit of the Class. Each of the Class Representatives have participated in discovery, reviewed material filings, sat for depositions, and were committed to securing substantive relief on behalf of the Class. The Court further finds that the requested incentive awards are presumptively reasonable and are in line with Ninth Circuit authority. See Wren v. RGIS Inventory Specialists, No. C-06-05778 JCS, 2011 WL 1230826, at *36 (N.D. Cal. Apr. 1, 2011) (“there is ample case law finding $5,000 to be a reasonable amount for an incentive payment.”). Accordingly, the Court awards incentive payments as follows: (a.) $5,000 incentive payment to Plaintiff Veda Woodard; (b.) $5,000 incentive payment of Plaintiff Diane Morrison; (c.) $7,500 incentive payment to Plaintiff Teresa Rizzo-Marino. The Court finds that the incentive payment to Plaintiff Rizzo-Marino is reasonable in light of the fact that her deposition was continued and that she incurred time and expense for appearing at her deposition on two different dates. IT IS SO ORDERED. DATED: ____________, 2019 ___________________________ HON. JESUS G. BERNAL United States District Judge


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