lawyers for justice pc girardi & keese sidley austin llpdocs.simpluris.com/saks_perez_sa.pdf ·...

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ACTIVE 210539510v.1 STIPULATION AND SETTLEMENT AGREEMENT OF CLASS ACTION CLAIMS

Edwin Aiwazian (SBN 232943) Arby Aiwazian (SBN 269827) Joanna Ghosh (SBN 272479) LAWYERS for JUSTICE PC 410 West Arden Avenue, Suite 203 Glendale, California 91203 Telephone: (818) 265-1020 / Facsimile: (818)265-1021 V. Andre Sherman (SBN 198684) GIRARDI & KEESE 1126 Wilshire Boulevard Los Angeles, California 90017 Telephone: (213) 977-0211 Attorneys for Plaintiffs Nick Perez and Nina Shirazi Jennifer B. Zargarof, SBN 204382 Geoffrey D. DeBoskey, SBN 211557 Francis S. Lam, SBN 279076 Sidley Austin LLP 555 West Fifth Street, Suite 4000 Los Angeles, California 90013 Telephone: (213) 896-6000 / Facsimile: (213) 896-6600 Attorneys for Defendant Saks & Company

SUPERIOR COURT OF THE STATE OF CALIFORNIA

FOR THE COUNTY OF SAN FRANCISCO

Nick Perez, individually and on behalf of other members of the general public similarly situated,

Plaintiff,

v. Saks & Company, an unknown business entity; and DOES 1 through 100, inclusive,

Defendants.

Case No. CGC-14-538900 STIPULATION AND SETTLEMENT AGREEMENT OF CLASS ACTION CLAIMS Complaint Filed: April 24, 2014

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ACTIVE 210539510v.1 STIPULATION AND SETTLEMENT AGREEMENT OF CLASS ACTION CLAIMS

STIPULATION AND SETTLEMENT OF CLASS ACTION CLAIMS

I. Defined Terms.

As used herein, the following terms are defined as:

A. “Action” means the class action complaint filed by Plaintiff Nick Perez

against Defendant Saks & Company on April 24, 2014 in the State Court of California for the

County of San Francisco, Case No. CGC-14-538900, entitled “Nick Perez v. Saks & Company” and

all amendments thereto.

B. “Agreement,” “Settlement,” or “Stipulation” means this Stipulation and

Settlement of Class Action Claims.

C. “Claimant” means all Class Members (including the Named Plaintiffs) who

submit valid and timely Claim Forms that are approved for payment by the Claims Administrator

under the terms of this Stipulation. The Parties agree that to become a Claimant, a Class Member

must submit a timely and properly completed Claim Form in the manner described herein.

D. “Claim Form” means the Claim and FLSA Consent Form to be submitted by

Class Members (attached as Exhibit A herewith) who choose to participate in this Settlement and to

receive a portion of the Settlement Amount.

E. “Claims” means any and all claims which were or could have been asserted,

based on the factual allegations set forth in the operative complaint, under the California Labor

Code, California Business and Professions Code §§ 17200, et seq., the Private Attorneys General

Act (“PAGA”), the applicable Industrial Welfare Commission Orders, or in the case of Claimants

who submit valid and timely Claim Forms, claims for violations of the Fair Labor Standards Act

(“FLSA”), or any similar local, state or federal law, for Defendant Saks & Company’s alleged failure

to pay overtime, minimum, and regular wages, provide meal and rest breaks, provide accurate wage

statements, provide full and complete reimbursement of necessary business expenses, and pay wages

in a timely manner, including upon discharge.

F. “Claims Administrator” means Simpluris, Inc.

G. “Claims Administration Costs” means the amount that will be paid to the

Claims Administrator.

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ACTIVE 210539510v.1 2 STIPULATION AND SETTLEMENT AGREEMENT OF CLASS ACTION CLAIMS

H. “Claim Date” means the date, no later than seventy (70) calendar days after

the date the Claim Form is mailed (judged by the postmarked date) by the Claims Administrator,

before which the Claim Form must be validly completed, signed, and returned by mail (judged by

the postmarked date) for a class member to be entitled to receive any settlement award.

I. “Class” or “Class Member” means the Named Plaintiffs and any person who

is or was employed during the Class Period as a non-exempt or hourly paid employee in Saks &

Company’s (or SCCA Store Holdings, Inc.) California “Saks Fifth Avenue” stores. The Parties

stipulate and agree to certification of this class in this Action, for purposes of this Settlement only.

J. “Class Counsel” means Lawyers for Justice, PC and Girardi & Keese.

K. “Class Period” means the period from April 24, 2010 until the date of

Preliminary Approval.

L. “Complaint” means the Complaint referred to in Paragraph III(D) herein and

all amendments thereto.

M. “Court” means the Superior Court for the State of California, for the County

of San Francisco.

N. “Database Report” means a list of Class Members that Saks & Company will

diligently and in good faith compile from its records and provide to the Claims Administrator and to

Class Counsel. The Database Report shall be in a Microsoft Excel spreadsheet and shall include

each Class Member's full name; employee ID while employed with Saks & Company; dates of

employment during which he or she worked during the Class Period as a non-exempt or hourly paid

employee in Saks & Company’s California “Saks Fifth Avenue” stores; number of workweeks

during which the Class Member was paid earnings of any amount and type during the Class Period

as a non-exempt, hourly employee, and last known home address to the extent available in Saks &

Company’s human resources employee information database; and full social security number.

O. “Effective Date” means the later of: (a) the date on which the time for appeals

by Class Members who validly submitted a Notice of Objection from any Order ruling on any

objections or granting Final Approval of the Settlement has run; (b) the resolution of any appeal filed

by a Class Member who validly submitted a Notice of Objection from any Orders ruling on any

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objections or granting Final Approval of the Settlement; or (c) Final Approval.

P. “Excluded Individual(s)” shall mean all Class Members who have timely and

validly requested to be excluded from the Settlement in accordance with the terms of this

Agreement. Excluded Individuals will not receive a Settlement Award and may not object to the

settlement.

Q. “Fees and Costs Award” means the amount awarded by the Court to Class

Counsel for the legal services they have rendered and expenses/costs they have incurred in

prosecuting the claims in this Action. The fees awarded by the Court shall not exceed

$1,750,000.00, which is thirty-five percent of the Total Maximum Potential Settlement. The Parties

agree that the recovery of costs/expenses by Class Counsel shall not exceed the sum of $125,000 less

costs of administration, incentive award to the class representatives, and PAGA payment of $25,000.

The Fee and Costs Award shall be paid from the Total Maximum Potential Settlement. Any amount

of the Fees and Costs Award that is not awarded by the Court shall revert back to Saks. Saks shall

provide a statement of non-opposition to the Class Counsel’s request for Fees and Costs Award.

R. “Final Approval” means the Court’s order granting final approval of the

Settlement and “Final Approval Date” means the date the Court grants final approval of this class

action settlement.

S. “Final Approval Hearing” means the hearing at which the Court considers

whether to approve the Settlement and to enter the Final Judgment.

T. “Final Judgment” means the Court’s Final Judgment in a form to be agreed

upon by the Parties prior to the hearing on the Motion for Preliminary Approval.

U. “Gross Settlement Fund” means the fund available to pay the Settlement

Awards to all of the Claimants. The Gross Settlement Fund shall constitute the Total Maximum

Potential Settlement minus the Fees and Cost Award, the Incentive Award, the Claims

Administration Costs, and the PAGA Payment made to the Labor and Workforce Development

Agency. The Total Maximum Potential Settlement does not include the employer’s share of

corporate payroll taxes, which shall be paid by Defendant separately.

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V. “Incentive Award” means the amount that the Court awards to each of the

Named Plaintiffs over and above their Settlement Award, in recognition of their efforts in assisting

with the prosecution of the Action on behalf of the Class Members. This amount is not to exceed

Nine Thousand Dollars ($9,000.00) to Nick Perez and Four Thousand Five Hundred Dollars

($4,500.00) to Nina Shirazi. Saks shall provide a statement of non-opposition to Class Counsel’s

request for Incentive Awards for each Named Plaintiff.

W. “Named Plaintiffs” means Nick Perez and Nina Shirazi.

X. “Notice” means the Notice of Class Action Settlement; Settlement Hearing;

and Claim, Consent, and Exclusion Procedures that the Court directs to be sent by first class U. S.

mail to all Class Members, in a form to be agreed upon by the Parties prior to the hearing on the

Motion for Preliminary Approval (attached as Exhibit B herewith).

Y. “Objection/Exclusion Deadline” means the date, no later than seventy (70)

calendar days after the date the Notice is mailed (judged by the postmark date) by the Claims

Administrator, prior to which a Class Member may timely and validly submit a Notice of Objection

or a request for exclusion.

Z. “Parties” means Saks & Company and the Named Plaintiffs.

AA. “PAGA Payment” shall constitute Twenty-Five Thousand Dollars

($25,000.00) and, pursuant to Labor Code Section 2699(i), it will be distributed as follows: 25% to

the Claimants and 75% to the California Labor and Workforce Development Agency. The 25%

portion of the PAGA Payment that shall be paid to the Claimants shall remain within the Gross

Settlement Fund so that it is available to be included within the calculation of the Claimants’

Settlement Awards.

BB. “Preliminary Approval Order” means the Order issued by the Court prelimi-

narily approving the terms of the Settlement set forth in this Stipulation, in a form to be agreed upon

by the Parties prior to the hearing on the Motion for Preliminary Approval.

CC. “Qualified Settlement Fund” shall be the qualified settlement fund established

by the Claims Administrator, after the Hearing on Preliminary Approval, into which the Total

Maximum Potential Settlement shall be deposited within twenty (20) days following the Effective

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Date.

DD. “Released Claims” means all wage-and-hour claims, demands, rights,

liabilities, and causes of action of every nature and description whatsoever, known or unknown,

arising prior to the date of Preliminary Approval of this Class Settlement Agreement, which were or

could have been alleged in the Action, based on the factual allegations set forth in the operative

complaint, for the Released Parties’ alleged failure to pay overtime, minimum, and regular wages,

provide meal and rest breaks, provide accurate wage statements, provide full and complete

reimbursement of necessary business expenses, and pay wages in a timely manner, including but not

limited to the following: (1) any and all facts, transactions, events, policies, occurrences, acts,

disclosures, statements, omissions, or failures to act which are or could be the basis of claims that

Saks & Company failed to compensate Class Members for all hours worked in accordance with

California law, including claims: (a) that Saks & Company failed to pay all regular, minimum,

and/or overtime wages due; (b) that Saks failed to pay all commissions owed or due; (c) that Saks &

Company did not provide Class Members all meal periods required by California law; (d) that Saks

& Company did not authorize and permit rest breaks required by California law; (e) that Saks &

Company owes penalties (including, but not limited to, waiting time penalties), interest, restitution,

attorneys’ fees, or damages of any kind based on a failure to comply with any California wage-and-

hour laws, at any time on or before the last day of the Class Period (whether based on California

state wage-and-hour law or contract); (f) that Saks & Company did not provide Class Members with

proper itemized pay statements as required by applicable laws; (g) that Saks & Company did not

reimburse its employees for all necessary business expenditures; and/or (h) that Saks & Company

did not pay all wages owed in a timely manner, including upon termination and during employment;

(2) the causes of action asserted in the Action, including any and all claims for alleged failure to pay

overtime, minimum wages, or regular wages, claims for alleged failure to compensate Class

Members for all hours worked, claims for alleged failure to provide Class Members with proper

itemized statements and/or to provide meal and rest breaks, claims for alleged failure to reimburse

for all necessary business expenses, failure to pay all wages owed in a timely manner, and, as related

to the foregoing, for alleged unlawful, unfair, and/or fraudulent business practices under California

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Business and Professions Code § 17200, et seq.; and (3) any and all penalties pursuant to the Labor

Code Private Attorney’s General Act (“PAGA”) of 2004.

Additionally, any Class Member who submits a Claim Form (and, in so doing becomes a

“Claimant”) will be deemed to have opted into the action for purposes of the Fair Labor Standards

Act and, as to those Class Members, the Released Claims include any claims such Class Members

may have, based on the factual allegations set forth in the operative complaint, during the Class

Period under the Fair Labor Standards Act, 29 U.S.C. §§ 201, et seq. as amended including, without

limitation, The Portal to Portal Act of 1947, 29 U.S.C. §§ 251 et seq. Only those Class Members

who also submit Claim Forms will be deemed to have opted into the Action for purposes of the Fair

Labor Standards Act and thereby released and waived any of their claims during the Class Period

under the Fair Labor Standards Act.

With respect to the Released Claims only, the Class Members expressly waive all known of

unknown claims based on factual allegations of the operative complaint, and waive rights under

Section 1542 of the California Civil Code. Said Section reads as follows:

Section 1542. [General Release – Claims Extinguished.] A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known to him or her must have materially affected his or her settlement with the debtor.

EE. “Released Parties” means Saks & Company and its past, present, or future

officers, directors, shareholders, employees, agents, principals, heirs, representatives, accountants,

auditors, attorneys, consultants, insurers, reinsurers, its successors and predecessors in interest,

subsidiaries, affiliates, parents, and its company-sponsored employee benefit plans, and all of their

respective officers, directors, employees, administrators, fiduciaries, trustees, and agents.

FF. “Settlement Award” means the portion of the Gross Settlement Fund payable

to each Claimant after deduction of all state and federal withholding taxes and any other applicable

payroll deductions required by law, excluding employer’s share of corporate payroll taxes.

GG. “Settlement Class Member(s)” means all Class Members who do not submit

timely requests for exclusion and thus are not “Excluded Individuals.”

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HH. “Saks’s Counsel” means Jennifer B. Zargarof, Geoffrey D. DeBoskey, and

Francis S. Lam of Sidley Austin, LLP.

II. “Saks” means Saks & Company L.L.C. or any other company that employed

Class Members during the Class Period, including SCCA Store Holdings, Inc.

JJ. “Total Maximum Potential Settlement” means the maximum total amount that

Saks will be required by this Stipulation to pay in this Settlement and includes any and all payments

to Claimants (including the employee payroll taxes withheld from the Wage Component of each

Claimant’s Gross Settlement Award), Named Plaintiffs, Class Counsel, the Labor and Workforce

Development Agency (i.e., as a part of the PAGA Payment), and the Claims Administrator. The

Total Maximum Potential Settlement shall be Five Million Dollars ($5,000,000.00). The Total

Maximum Potential Settlement does not include the employer’s share of corporate payroll taxes,

which shall be paid by Defendants separately.

KK. This Stipulation is made by the Named Plaintiffs on behalf of each of

themselves and each of the other Class Members, on the one hand, and Saks, on the other hand, in

this Action, and is subject to the approval of the Court.

II. Background and Preliminary Representations.

A. The Parties stipulate and agree to the class certification of the Action for

purposes of this Settlement only. Should, for whatever reason, the Settlement not become final and

effective as herein provided, the class certification shall immediately be set aside and the stipulated

settlement class shall immediately be decertified. The fact that the Parties are willing to stipulate to

class certification as part of the Settlement shall have no bearing on, and shall not be admissible in or

considered in connection with, the issue of whether a class should be certified in a non-settlement

context in this Action and shall have no bearing on, and shall not be admissible or considered in

connection with, the issue of whether a class should be certified in any other lawsuit. Likewise, the

fact that the Parties are willing to stipulate to class certification as part of the Settlement shall have

no bearing on, and shall not be admissible in or considered in connection with, the issue of whether a

collective action brought pursuant to the Fair Labor Standards Act should be conditionally certified,

whether notice to putative collective action members should issue, whether a collective action should

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be certified, or whether one or more individuals should be permitted to proceed in a collective

manner in any other lawsuit. Saks expressly reserves its right to oppose class certification should

this Settlement not become final and effective.

B. Investigation in the Action. The Parties have conducted significant

investigation and discovery of the facts and law during the prosecution of this Action. The Parties

conducted a mediation session before experienced wage-and-hour class action mediator Mark S.

Rudy, Esq. Counsel for the Parties have investigated the law as applied to the facts discovered

regarding the alleged claims of the Class Members and potential defenses thereto, and the damages

claimed by the Class Members. The Action demands wages, penalties, interest, and other relief, on

behalf the Class Members. Saks contends that the Class Members were properly paid for all hours

worked, including regular and overtime hours; were provided meal and rest breaks; were provided

with adequate wage statements; and were reimbursed for all necessary business expenditures.

C. Saks’ Reasons for Settlement. Saks has concluded that any further defense of

this litigation would be protracted and expensive for all Parties. Substantial amounts of time,

energy, and resources of Saks have been and, unless this Settlement is made, will continue to be

devoted to the defense of the Claims asserted by Class Members. Saks has also taken into account

the risks of further litigation in reaching its decision to enter into this settlement. Saks has, therefore,

agreed to settle in the manner and upon the terms set forth in this Agreement to put to rest the Claims

as set forth in the Class Action.

D. Saks’ Denials of Wrongdoing. Saks has denied and continues to deny each of

the claims and contentions alleged on behalf of Class Members in the Action. Saks has repeatedly

asserted and continues to assert defenses thereto, and has expressly denied and continues to deny any

wrongdoing or legal liability arising out of any of the facts or conduct alleged in the Action. Saks

also has denied and continues to deny, inter alia, the allegations that the Class Members have

suffered damage; that Saks violated any laws regarding overtime or minimum wage compensation;

that Saks in any way failed to pay Class Members for all hours worked; that Saks failed to provide

meal and rest breaks; that Saks failed to comply with the law with respect to itemized wage

statements; that Saks violated the law regarding meal and rest period premiums; that Saks engaged

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in any unlawful, unfair, or fraudulent business practices; that Saks engaged in any wrongful conduct

as alleged in the Action; or that the Class Members were harmed by the conduct alleged in the

Action. Neither this Agreement, nor any document referred to or contemplated herein, nor any

action taken to carry out this Agreement, is, may be construed as, or may be used as an admission,

concession, or indication by or against Saks of any fault, wrongdoing, or liability whatsoever. This

Agreement is a compromise of disputed claims.

E. Named Plaintiff’s Claims. Named Plaintiff has claimed and continues to

claim that the Released Claims have merit and give rise to liability on the part of Saks. Nothing

contained in this Agreement may be construed or used as an admission by or against the Class

Members or Class Counsel as to the merits or lack thereof of the claims asserted.

F. Full Investigation. Named Plaintiff and Class Counsel have fully investigated

the factual and legal bases for the causes of action asserted in the Action.

NOW, THEREFORE, IT IS HEREBY STIPULATED, by and among the Named Plaintiffs

on behalf of the Class Members on one hand, and Saks on the other hand, and subject to the approval

of the Court, that the Action is hereby being compromised and settled pursuant to the following

terms and conditions:

III. Agreement.

A. Release As To All Settlement Class Members. As of the Effective Date, all

Settlement Class Members, including the Named Plaintiffs, release the Released Parties from the

Released Claims. Additionally, as to the Claimants only, the Released Claims also include releases

of claims, based on the facts alleged in the Action, under the Fair Labor Standards Act, 29 U.S.C. §§

201, et seq. as amended including, without limitation, The Portal to Portal Act of 1947, 29 U.S.C. §§

251 et seq.

B. General Release By Named Plaintiffs Only. In addition to the releases made

by the Settlement Class Members set forth in Paragraph III(A) hereof, Named Plaintiffs, as of the

Effective Date, in their individual capacities and with respect to their individual claims only, agree to

release the Released Parties from all claims, demands, rights, liabilities and causes of action of every

nature and description whatsoever, known or unknown, asserted or that might have been asserted,

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whether in tort, contract, or for violation of any state or federal statute, rule or regulation arising out

of, relating to, or in connection with any act or omission by or on the part of any of the Released

Parties committed or omitted prior to the execution hereof.

The General Release includes any unknown claims that Named Plaintiffs does not know or

suspect to exist in his favor at the time of the General Release, which, if known by them, might have

affected their settlement with, and release of, the Released Parties or might have affected their

decision not to object to this Settlement or the General Release.

With respect to the General Release, Named Plaintiffs stipulate and agree that, upon the

Effective Date, they shall be deemed to have, and by operation of the Final Judgment shall have,

expressly waived and relinquished, to the fullest extent permitted by law, the provisions, rights, and

benefits of Section 1542 of the California Civil Code, or any other similar provision under federal or

state law, which provides:

A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.

Named Plaintiffs may hereafter discover facts in addition to or different from those they now

know or believe to be true with respect to the subject matter of the General Release, but upon the

Effective Date, shall be deemed to have, and by operation of the Final Judgment shall have, fully,

finally, and forever settled and released any and all of the claims released pursuant to the General

Release whether known or unknown, suspected or unsuspected, contingent or non-contingent, which

now exist, or heretofore have existed upon any theory of law or equity now existing or coming into

existence in the future, including, but not limited to, conduct that is negligent, intentional, with or

without malice, or a breach of any duty, law or rule, without regard to the subsequent discovery or

existence of such different or additional facts. The General Release does not include claims that

cannot be legally waived.

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C. Future Employment. Named Plaintiffs Nick Perez and Nina Shirazi shall not

seek employment or any other remunerative relationship in the future with Hudson Bay Company or

any of Hudson Bay Company’s affiliates, related entities, or subsidiaries, including Saks. Plaintiffs

Nick Perez and Nina Shirazi agree that in the event such employment occurs in the future, this

provision shall serve as adequate grounds for termination of that employment. Nothing in this

provision, however, shall require the termination of Named Plaintiffs’ employment with a company

if that employment began before the company became affiliated with Hudson Bay Company.

D. Amended Complaint – On January 11, 2016 Plaintiff and Class Counsel

entered into and submitted with the Court a stipulation and proposed order allowing for the

amendment of the complaint to add Nina Shirazi as a named Plaintiff and claims for recovery

pursuant to the Labor Code Private Attorneys General Act of 2004 (”PAGA”) and the Fair Labor

Standards Act. A true and correct copy of the proposed Amended Complaint is attached hereto as

Exhibit C. Parties agree that in the event that the Parties’ settlement does not become final for any

reason, the Amended Complaint shall no longer constitute the operative complaint in this matter, and

the Complaint filed on April 24, 2014 shall be deemed the operative complaint in this matter unless

otherwise ordered by the Court.

E. Tax Liability Disclaimer. Saks and Class Counsel otherwise make no

representations as to the tax treatment or legal effect of the payments called for hereunder, and Class

Members are not relying on any statement or representation by Saks or Class Counsel in this regard.

CIRCULAR 230 DISCLAIMER. EACH PARTY TO THIS AGREEMENT (FOR PURPOSES OF

THIS SECTION, THE “ACKNOWLEDGING PARTY” AND EACH PARTY TO THIS

AGREEMENT OTHER THAN THE ACKNOWLEDGING PARTY, AN “OTHER PARTY”)

ACKNOWLEDGES AND AGREES THAT (1) NO PROVISION OF THIS AGREEMENT, AND

NO WRITTEN COMMUNICATION OR DISCLOSURE BETWEEN OR AMONG THE PARTIES

OR THEIR ATTORNEYS AND OTHER ADVISERS, IS OR WAS INTENDED TO BE, NOR

SHALL ANY SUCH COMMUNICATION OR DISCLOSURE CONSTITUTE OR BE

CONSTRUED OR BE RELIED UPON AS TAX ADVICE WITHIN THE MEANING OF UNITED

STATES TREASURY DEPARTMENT CIRCULAR 230 (31 CFR PART 10, AS AMENDED);

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(2) THE ACKNOWLEDGING PARTY (A) HAS RELIED EXCLUSIVELY UPON HIS, HER OR

ITS OWN, INDEPENDENT LEGAL AND TAX COUNSEL FOR ADVICE (INCLUDING TAX

ADVICE) IN CONNECTION WITH THIS AGREEMENT, (B) HAS NOT ENTERED INTO THIS

AGREEMENT BASED UPON THE RECOMMENDATION OF ANY OTHER PARTY OR ANY

ATTORNEY OR ADVISOR TO ANY OTHER PARTY, AND (C) IS NOT ENTITLED TO RELY

UPON ANY COMMUNICATION OR DISCLOSURE BY ANY ATTORNEY OR ADVISER TO

ANY OTHER PARTY TO AVOID ANY TAX PENALTY THAT MAY BE IMPOSED ON THE

ACKNOWLEDGING PARTY; AND (3) NO ATTORNEY OR ADVISER TO ANY OTHER

PARTY HAS IMPOSED ANY LIMITATION THAT PROTECTS THE CONFIDENTIALITY OF

ANY SUCH ATTORNEY’S OR ADVISER’S TAX STRATEGIES (REGARDLESS OF

WHETHER SUCH LIMITATION IS LEGALLY BINDING) UPON DISCLOSURE BY THE

ACKNOWLEDGING PARTY OF THE TAX TREATMENT OR TAX STRUCTURE OF ANY

TRANSACTION, INCLUDING ANY TRANSACTION CONTEMPLATED BY THIS

AGREEMENT.

F. Creation of the Qualified Settlement Fund and Administration of the Total

Maximum Potential Settlement. Within twenty (20) days after the Effective Date, Saks shall deliver

the entirety of the Total Maximum Potential Settlement into the Qualified Settlement Fund created

and controlled by the Claims Administrator pursuant to the terms of this Agreement. All payments

that Saks is required to make pursuant to the Settlement Agreement shall be made from this Fund by

the Claims Administrator with the exception of the employer’s share of corporate payroll taxes.

Saks shall have no obligation to segregate the funds for this Settlement from its other assets until

required to deliver the Total Maximum Potential Settlement into the Qualified Settlement Fund in

accordance with this paragraph. Saks will retain exclusive authority over, and responsibility for,

those funds until required to deliver them into the Qualified Settlement Fund in accordance with this

paragraph.

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1. Named Plaintiffs. The Incentive Awards ultimately approved

by the Court shall be paid to the Named Plaintiffs from the Qualified Settlement Fund no

later than ten (10) business days after the date that the Claims Administrator is in receipt of

the Total Maximum Potential Settlement amount from Saks. The Parties agree that a

decision by the Court to award the Named Plaintiffs an amount less than maximum amounts

specific herein shall not be a basis for the Named Plaintiffs to void this Stipulation. Saks

shall issue a Form 1099 for the Incentive Award. Named Plaintiffs shall be solely and

legally responsible to pay any and all applicable taxes on this payment. The Incentive Award

shall be in addition to the Named Plaintiffs’ Settlement Award.

2. Class Counsel. Saks agrees not to oppose or impede any

application or motion by Class Counsel for attorneys’ fees not in excess of One Million

Seven Hundred and Fifty Thousand dollars ($1,750,000.00) and costs/expenses not in excess

of the amount allocated in Article I, Section Q. Class Counsel shall be paid the Fees and

Costs Award from the Qualified Settlement Fund no later than ten (10) business days after

the date that the Claims Administrator is in receipt of the Total Maximum Potential

Settlement. Class Counsel shall be solely and legally responsible to pay all applicable taxes

on the payment made pursuant to this Paragraph. Class Counsel further agrees that Class

Counsel shall be solely responsible for any allocation of the Fees and Costs Award between

them. Forms 1099 shall be provided to Class Counsel for the payments made pursuant to this

Paragraph.

3. Claims Administrator. The Claims Administrator shall be paid

for the costs of administration of the settlement from the Qualified Settlement Fund. The

estimate of such costs of administration for the disbursement of the Total Maximum Potential

Settlement is Fourteen Thousand Dollars ($14,000.00). This estimate includes all tasks

required of the Claims Administrator by this Agreement including the issuance of the Notice,

claim form and reminder postcard, the required tax reporting on the settlement amounts, the

issuance of checks, including the issuing of W2 and 1099 forms (if any), the handling of

Class Member questions and disputes, and calculation of employee withholding taxes to be

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remitted to the tax authorities. The Parties agree to cooperate in the settlement

administration process and to make all reasonable efforts to control and minimize the costs

and expenses incurred in the administration of the Settlement.

4. Settlement Awards to Class Members. The Settlement Awards

shall be managed and administered as follows:

a. Saks shall provide, within fifteen (15) business days

after Preliminary Approval, the Claims Administrator with the “Database Report.”

b. The Claims Administrator shall mail the Notice, which

shall include the Claim Form, to each Class Member in accordance with

Paragraph III(H)(3).

c. All Class Members, except Excluded Individuals, will

be eligible to submit a claim for a Settlement Award using the Claim Form. Class

Members who submit Claim Forms in compliance with Paragraph III(H)(4) will

receive Settlement Awards.

d. Within ten (10) calendar days of the Claim Date, the

Claims Administrator shall provide Saks and Class Counsel a report showing: (i) the

names of Class Members who have requested exclusion from the Settlement; (ii) the

names of the Class Members who have timely submitted fully-completed claim

forms, i.e. Claimants; and (iii) the amount owed to each Claimant. Excluded

Individuals and will not be Settlement Class Members, and will not receive

Settlement Awards.

e. The Settlement Awards owed to Claimants shall be

calculated as follows:

i. Each Class Member shall be assigned an “Individual

Workweek Number” by adding the total number of workweeks

in which he or she was paid wages during the Class Period as a

non-exempt or hourly paid employee in one of Saks’ California

“Saks Fifth Avenue” stores. The aggregate total of all of the

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Individual Workweek Numbers shall be referred to as the

“Aggregate Workweek Total.”

ii. Each Class Member’s Payout Ratio shall be determined by

dividing his or her Individual Workweek Number by the

Aggregate Workweek Total.

iii. The Gross Settlement Award payable to each Class Member,

should they submit a timely and valid Claim Form and not seek

to exclude themselves, shall be calculated by multiplying the

Payout Ratio times the Gross Settlement Fund.

iv. The Gross Settlement Award attributable to each Class

Member who does not submit a timely and valid Claim Form

shall be reverted back to Saks (the “Unclaimed Settlement

Fund”), except that no more than 35% of the Gross Settlement

Fund shall revert back to Saks.

v. In the event that the Unclaimed Settlement Fund exceeds 35%

of the Gross Settlement Fund, the amount that exceeds 35% of

the Gross Settlement Fund (the “Pro Rata Fund”) shall be

added, in pro rata shares, to the Gross Settlement Awards for

the Class Members who submit a timely and valid Claim Form

(i.e. Claimants).1

vi. One-Third of each Claimant’s Gross Settlement Award shall be

considered wages (“Wage Component”), one-third shall be

considered interest, and one-third shall be considered penalties

(the interest and penalties portions shall hereinafter be referred

1 Only Class Members who do not exclude themselves and who submit a timely and valid Claim Form (i.e. Claimants) will receive a Settlement Award. However, the amounts that would otherwise be payable to individuals who exclude themselves from the Settlement or fail to submit timely and valid Claim Forms are taken into account for the purpose of calculating the Unclaimed Settlement Fund and Pro Rata Fund.

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to as the “Non-Wage Component”). From the Wage

Component, payroll deductions will be made for state and

federal withholding taxes, and any other applicable payroll

deductions, owed by the Claimant as a result of the payment,

resulting in a “Net Wage Component.” No withholding shall

be made on the Non-Wage Component of the settlement. The

Net Wage Component shall be added to the Non-Wage

Component, resulting in each Claimant’s Settlement Award.

vii. Class Members will have the opportunity, should they disagree

with Saks’ records regarding the number of workweeks as

presented on the Claim Form, to provide documentation to

show contrary employment dates. Class Members must notify

the Claims Administrator of the dispute and submit all

applicable documentation prior to the Claim Date. Moreover,

an individual can only dispute his/her number of workweeks if

he/she submits a timely Claim Form and does not exclude

himself/herself from the Settlement. If there is a dispute, the

Claims Administrator will consult with the Parties to determine

whether a workweek adjustment is warranted. The Parties

shall engage in a good faith effort to reach an agreement as to

whether a workweek adjustment for the Class Member is

warranted and, if the Parties are unable to reach an agreement,

the Claims Administrator shall resolve the issue based on

information made available to the Claims Administrator by the

Parties and the Class Member.

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G. Claims Administration.

1. The Parties agree to cooperate in the settlement administration

process and to make all reasonable efforts to control and minimize the costs and expenses

incurred in administration of the Settlement.

2. The Claims Administrator shall be responsible for: printing

and mailing the Notices and the Claim Forms to the Class Members as directed by the Court;

receiving and reporting the requests for exclusion, objections, and Claim Forms submitted by

Class Members; issuing and mailing Settlement Awards to Claimants; remitting all amounts

due to the appropriate federal, state, and local tax authorities, and other tasks as the Parties

mutually agree or the Court orders the Claims Administrator to perform. The Claims

Administrator shall keep Saks’ Counsel and Class Counsel timely apprised of the

performance of all Claims Administrator responsibilities.

3. The Claims Administrator shall undertake the tax filing,

reporting, remittances, and issuance of forms as set forth in paragraph III(F)(3), and expenses

incurred in connection therewith shall be a cost of administration of the Settlement.

H. Notice/Approval of Settlement and Settlement Implementation. As part of

this Settlement, the Parties agree to the following procedures for obtaining preliminary Court

approval of the Settlement, certifying the Class for settlement purposes, notifying Class Members,

obtaining final Court approval of the Settlement, and processing the Settlement Awards:

1. Preliminary Settlement Hearing. Plaintiffs shall request a

hearing before the Court to request preliminary approval of the Settlement and to request the

entry of the Preliminary Approval Order for certification of the Class for settlement purposes

only. In conjunction with this hearing, Plaintiffs will submit this Agreement, which sets

forth the terms of this Settlement, and will include proposed forms of all notices and other

documents as attached hereto necessary to implement the Settlement.

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2. Certification of the Class for Settlement Purposes.

Simultaneous with the filing of the Stipulation of Settlement and solely for purposes of this

Settlement, Plaintiffs will request that the Superior Court enter an order preliminarily

approving the proposed Settlement, certifying the Class and the Class Period for settlement

purposes only, and setting a date for a Final Approval Hearing. The Order shall be in a form

to be agreed upon by the Parties prior to the hearing on the Motion for Preliminary Approval

and provide for Notice of the Settlement and related matters to be sent to Class Members as

specified herein.

3. Notice to Class Members. Notice of the Settlement shall be

provided to Class Members and they shall submit claims, objections to the Settlement, and/or

requests for exclusion from the Class using the following procedures:

a. Notice By First-Class Mail. Within fifteen (15)

business days after receiving the Database Report, the Claims Administrator shall

send a copy of the Notice, together with a Claim Form and a pre-paid return

envelope, to all Class Members via First Class regular U.S. mail, using the most

current mailing address identified by reference to the Database Report and the

National Change of Address (NCOA) database.

b. Reminder Postcard: Twenty (25) calendar days and

Forty-Five calendar days after the Notice has been mailed, the Claims Administrator

shall send a reminder postcard (attached hereto as Exhibit D) to those Class Members

who have not yet: (i) submitted a valid Claim Form; (ii) submitted a valid and timely

objection; or (iii) submitted a valid request for exclusion from the Settlement.

c. Procedure For Undeliverable Notices and Claim Forms.

Any Notices returned to the Claims Administrator as non-delivered before the Claim

Date shall be sent to the forwarding address affixed thereto. If no forwarding address

is provided, then the Claims Administrator shall promptly attempt to determine a

correct address using a single skip-trace using the name, address, and/or Social

Security number of the individual involved, and shall then perform a single re-

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mailing. Those Class Members who receive a re-mailed Notice shall have their

deadline for submitting a Claim Form, objecting to the Class Action Settlement, or

requesting an Exclusion from the Class Action Settlement extended ten (10) calendar

days from the date of re-mailing. In the event the procedures in this Paragraph are

followed and the intended recipient of a Notice still does not receive the Notice and

does not submit a timely and valid Claim Form, the intended recipient shall be a

Settlement Class Member and will be bound by all terms of the Settlement and any

Final Judgment entered by the Superior Court if the Settlement is approved by the

Superior Court, but he or she will not receive a Settlement Award.

4. Procedure for Payment of Settlement Awards.

a. Except for Excluded Individuals, all Class Members

who submit a valid and timely Claim Form will become a Claimant and receive a

Settlement Award from Saks, distributed through the Claims Administrator. A Class

Member must return the Claim Form by the Claim Date in order to be paid a

Settlement Award.

b. The Claim Form shall include instructions on how to

submit the form and shall notify Class Members of the Claim Date. The date of the

postmark on the pre-paid return envelope shall be the exclusive means used to

determine whether a Class Member has “timely” returned his/her Claim Form on or

before the Claim Date. For purposes of this Agreement, a Claim Form shall be

deemed “valid” only if: (a) the Class Member has provided on the Claim Form his or

her name, the last four digits of his or her Social Security number and his or her

telephone number; (b) the Class Member has signed the Claim Form. If a Class

Member’s Claim Form is defective as to any of these requirements, the Class Member

shall still be a Settlement Class Member and shall be given an opportunity to cure the

defect(s). Any such Claim Form shall be returned to the Class Member no later than

seven (7) calendar days after the Claim Date, with information regarding the

defect(s). The Class Member will be given fourteen (14) calendar days from the date

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the Claim Form was mailed back to the Class Member within which to cure the

defect(s) and return the Claim Form to the Claims Administrator. If the revised

Claim Form is not postmarked within that fourteen day period, it shall be deemed

untimely.

c. The name and last four digits of the Social Security

number provided by the Class Member will be deemed to match Saks’ records only

if: (a) both the first name and the last name and the last four digits of the Social

Security number provided by the Class Member match Saks’ records; or (b) the first

name and the last four digits of the Social Security number provided by the Class

Member match Saks’ records and it appears the last name has been changed as a

result of a change in marital status or other legal name change. Although Class

Members who do not submit a valid and timely Claim Form shall not receive a

Settlement Award, such persons shall nonetheless be Settlement Class Members and

will be bound by all terms of the Settlement and any Final Judgment entered in this

Class Action if the Settlement is approved by the Court, including the release of the

Released Claims.

d. Settlement Awards for Claimants shall be paid

exclusively from the Qualified Settlement Fund, pursuant to the settlement formula

set forth herein, and mailed to the Claimants no later than fifteen (15) business days

after the Effective Date. Should any question arise regarding the determination of

eligibility for, or the amounts of, any Settlement Awards under the terms of this

Agreement, Class Counsel and Saks’ Counsel shall meet and confer in an attempt to

reach agreement, and where a resolution is not reached by the Parties, the Claims

Administrator shall decide based on the information made available to the Claims

Administrator by the Parties and the Class Member.

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e. Any checks paid to Claimants shall remain valid and

negotiable for one-hundred and eighty (180) calendar days from the date of their

issuance. After that time, upon approval by the Court, the funds will be turned over

to the California Secretary of State’s Unclaimed Property Division for further

handling on behalf of the Claimant.

f. The maximum amount Saks can be required to pay

under this Settlement for any and all purposes is Five Million Dollars

($5,000,000.00). This maximum amount does not include the employer’s share of

corporate payroll taxes, which shall be paid by Defendant separately.

5. Procedure for Objecting to or Requesting Exclusion From

Class Action Settlement.

a. Procedure for Objecting. The Class Notice shall

provide that Class Members who wish to object to the settlement must mail a written

statement of objection (“Notice of Objection”) to the Claims Administrator no later

than the Objection/Exclusion Deadline Date. Only Class Members who submit

claims (i.e., not Excluded Individuals) may submit objections and have the objections

heard. The postmark date of the mailing shall be deemed the exclusive means for

determining that a Notice of Objection is timely. The Notice of Objection must state

the basis for the objection. Class Members who fail to make objections in the manner

specified above shall be deemed to have waived any objections and shall be

foreclosed from making any objection (whether by appeal or otherwise) to the

Settlement Agreement. No later than fourteen (14) calendar days before the

Settlement Fairness Hearing, the Claims Administrator shall provide counsel for the

Parties with complete copies of all objections received, including the postmark dates

for each objection.

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b. Procedure for Requesting Exclusion. The Notice shall

provide that Class Members who wish to exclude themselves from the Class and, in

so doing, become an Excluded Individual, must submit a written request to be

excluded from the Class on or before the Objection/Exclusion Deadline Date. Such

request for exclusion: (1) must contain the name, address, telephone number, and the

last four digits of the Social Security number of the person requesting exclusion;

(2) must be returned by mail to the Claims Administrator at the specified address;

(3) and must be postmarked on or before the Objection/Exclusion Deadline Date.

The date of the postmark on the return mailing envelope shall be the exclusive means

used to determine whether a request for exclusion has been timely submitted. Any

Class Member who requests an exclusion from the Class will not be entitled to submit

objections to the Settlement, will not be entitled to any recovery under the Settlement,

and will not be bound by the Settlement or have any right to object, appeal or

comment thereon. Class Members who fail to submit a valid and timely request for

exclusion on or before the Objection/Exclusion Deadline Date shall be a part of the

Class and shall be bound by all terms of the Settlement and any Final Judgment

entered in this Class Action if the Settlement is approved by the Court. No later than

fourteen (14) calendar days before the Settlement Fairness Hearing, the Claims

Administrator shall provide counsel for the Parties with a complete list of all Class

Members who have timely requested exclusion from the Settlement. At no time shall

any of the Parties or their counsel seek to solicit or otherwise encourage Class

Members to submit requests for exclusion from the Settlement.

6. Claims Deemed Waived. Any Class Member who does not

submit a Claim Form and who does not request exclusion is deemed to have no claim with

respect to any Released Claim and will not receive a Settlement Award.

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7. Option to Terminate Settlement. If Class Members have

submitted timely requests for exclusion from the Class to the Claims Administrator in

accordance with above Paragraph III(H)(5)(b), and the number of such individuals is greater

than five percent (5%) of all Class Members (as defined herein), Saks shall have, in its sole

discretion, the option to terminate this Settlement.

8. Final Settlement Approval Hearing and Entry of Final

Judgment. Upon expiration of the Claim Date, with the Court’s permission, a Settlement

Hearing shall be conducted to determine final approval of the Settlement along with the

amount properly payable for (i) reasonable attorneys’ fees and costs, (ii) any Incentive

Awards, and (iii) cost of administration. The Settlement Hearing shall not be held earlier

than thirty (30) days after the Claim Date. Upon final approval of the Settlement by the

Court at or after the Settlement Hearing, the Parties shall present the Final Judgment to the

Court for its approval. After entry of the Final Judgment, the Court shall have continuing

jurisdiction pursuant to California Code of Civil Procedure section 664.6 solely for purposes

of addressing: (i) the interpretation and enforcement of the terms of the settlement,

(ii) settlement administration matters and (iii) such post-Final Judgment matters as may be

appropriate under court rules or as set forth in this Agreement.

9. Nullification of Settlement Agreement. In the event: (i) the

Court does not enter the Order specified herein; (ii) the Court does not finally approve the

Settlement as provided herein; (iii) the Court does not enter a Final Judgment as provided

herein, which becomes final as a result of the occurrence of the Effective Date; (iv) Saks

elects to terminate the Settlement as set forth herein; or (v) the Settlement does not become

final for any other reason, this Settlement Agreement shall be null and void and any order or

judgment entered by the Court in furtherance of this Settlement shall be treated as void from

the beginning. In such a case, the Parties and any funds to be awarded under this Settlement

shall be returned to their respective statuses as of the date and time immediately prior to the

execution of this Agreement, and the Parties shall proceed in all respects as if this Settlement

Agreement had not been executed, except that any fees already incurred by the Claims

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Administrator shall be paid by Saks.

10. Certification By Claims Administrator. Upon completion of

administration of the distributions, the Claims Administrator shall provide written

certification of such completion to the Court and counsel for all Parties.

I. No Effect on Employee Benefits. The Settlement Awards paid to the Named

Plaintiffs or other Claimants shall be deemed not to be pensionable earnings and shall not have any

effect on the eligibility for, or calculation of, any of the employee benefits (e.g., vacations, holiday

pay, retirement plans, etc.) of the respective Claimant. The Parties agree that any Settlement Awards

to Claimants under the terms of this Agreement do not represent any modification of Claimant’s

previously credited hours of service or other eligibility criteria under any employee pension benefit

plan or employee welfare benefit plan sponsored by Saks. Further, any Settlement Awards or

Incentive Awards hereunder shall not be considered “compensation” in any year for purposes of

determining eligibility for, or benefit accrual within, an employee pension benefit plan or employee

welfare benefit plan sponsored by Saks.

J. Publicity. The Named Plaintiffs and Class Counsel agree to no publicity

regarding the terms of this Agreement in a manner that identifies Saks. Neither the Named Plaintiffs

nor Class Counsel shall hold any press conference, issue any press release, or communicate with a

settlement/verdict reporting service related in any way to the Settlement that identifies Saks. Nor

shall the Named Plaintiffs or Class Counsel respond in any way to a press inquiry regarding the

Settlement. Saks may issue a press release or make other statements if required to do so in

connection with its required financial disclosures or otherwise necessary to its business.

K. Exhibits and Headings. The terms of this Agreement include the terms set

forth in any attached Exhibits, which are incorporated by this reference as though fully set forth

herein. Any Exhibits to this Agreement are an integral part of the Settlement. The descriptive

headings of any paragraphs or sections of this Agreement are inserted for convenience of reference

only and do not constitute a part of this Agreement.

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L. Interim Stay of Proceedings. The Parties agree to hold all proceedings in the

Class Action, except such proceedings necessary to implement and complete the Settlement, in

abeyance pending the Settlement Hearing to be conducted by the Court.

M. Amendment or Modification. This Agreement may be amended or modified

only by a written instrument signed by counsel for all Parties or their successors-in-interest.

N. Entire Agreement. This Agreement and any attached Exhibits constitute the

entire agreement among these Parties, and no oral or written representations, warranties, or

inducements have been made to any Party concerning this Agreement or its Exhibits other than the

representations, warranties, and covenants contained and memorialized in such documents. Saks

shall not be required as part of the Settlement to modify or eliminate any of its personnel,

compensation, or payroll practices, or adopt any new personnel, compensation, or payroll practices.

O. Authorization to Enter Into Settlement Agreement. Counsel for all Parties

warrant and represent they are expressly authorized by the Parties whom they represent to negotiate

this Agreement and to take all appropriate action required or permitted to be taken by such Parties

pursuant to this Agreement to effectuate its terms and to execute any other documents required to

effectuate the terms of this Agreement. The Parties and their counsel will cooperate with each other

and use their best efforts to effect the implementation of the Settlement. In the event the Parties are

unable to reach agreement on the form or content of any document needed to implement the

Settlement, or on any supplemental provisions that may become necessary to effectuate the terms of

this Settlement, the Parties may seek the assistance of the Court to resolve such disagreement. The

persons signing this Agreement on behalf of Saks represent and warrant that they are authorized to

sign this Agreement on behalf of Saks.

P. Binding on Successors and Assigns. This Agreement shall be binding upon,

and inure to the benefit of, the successors or assigns of the Parties hereto, as previously defined.

Q. California Law Governs. All terms of this Agreement and the Exhibits hereto

shall be governed by and interpreted according to the laws of the State of California.

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R. Counterparts. This Agreement may be executed in one or more counterparts.

All executed counterparts and each of them shall be deemed to be one and the same instrument

provided that counsel for the Parties to this Agreement shall exchange among themselves original

signed counterparts.

S. This Settlement Is Fair, Adequate and Reasonable. The Parties believe this

Settlement is a fair, adequate, and reasonable settlement of this Class Action and have arrived at this

Settlement after extensive arms-length negotiations, taking into account all relevant factors, present,

and potential.

T. Jurisdiction of the Court. The Court shall retain jurisdiction with respect to

the interpretation, implementation, and enforcement of the terms of this Agreement and all orders

and judgments entered in connection therewith pursuant to California Code of Civil Procedure

section 664.6, and the parties and their counsel hereto submit to the jurisdiction of the Court for

purposes of interpreting, implementing and enforcing the settlement embodied in this Agreement

and all orders and judgments entered in connection therewith.

U. Cooperation and Drafting. Each of the parties has cooperated in the drafting

and preparation of this Agreement. Hence, in any construction made to this Agreement, the same

shall not be construed against any of the parties.

V. Invalidity of Any Provision. Before declaring any provision of this

Agreement invalid, the Court shall first attempt to construe the provisions valid to the fullest extent

possible consistent with applicable precedents so as to define all provisions of this Agreement valid

and enforceable.

W. Named Plaintiffs’ Waiver of Rights to be Excluded. The Named Plaintiff

agrees to sign this Agreement and by signing this Agreement is bound by the terms herein stated and

further agrees not to request to be excluded from the Class. Non-compliance by the Named

Plaintiffs with this Paragraph shall be void and of no force or effect, i.e., any such request for

exclusion shall be void and of no force or effect.

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ACTIVE 210539510v.1 27STIPULATION AND SETTLEMENT AGREEMENT OF CLASS ACTION CLAIMS

Dated: ____________, 2016 ___________________________Nick Perez

Dated: ____________, 2016 ___________________________Nina Shirazi

Dated: ____________, 2016 ___________________________Saks & CompanyBy: Colleen GiustoIts: Senior Counsel, Labor & Employment

Approved as to Form:

Attorneys for Defendant Saks & CompanyDated: _________, 2016 SIDLEY AUSTIN LLP

By: ___________________________Jennifer B. Zargarof

Attorneys for Plaintiff Nick Perez and Nina ShiraziDated: _________, 2016 LAWYERS for JUSTICE, P.C.

By: ___________________________Edwin Aiwazian

Dated: _________, 2016 GIRARDI & KEESE

By: ___________________________V. Andre Sherman

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ACTIVE 21053951 3

Dated:

54/1/23Dated:

Dated:

, 2016Nick Perez

2016Nun; Shiraz: ($31123, 2016)

Nina Shirazi

, 20 1 6Saks & CompanyBy: Colleen GiustoIts: Senior Counsel, Labor & Employment

Approved as to Form: '

Attorneys for Defendant Saks & CompanyDated: , 2016 SIDLEY AUSTIN LLP

By:Jennifer B. Zargarof

Attorneys for PlaintiffNick Perez and Nina ShiraziDated: /’ 2

Dated:

"/ , 2016 LAWYERSfor JUSTICE, Pc

Edwin Aiwazian

, 2016 GIRARDI & KEESE

V. Andre Sherman

27STIPULATION AND SETTLEMENT AGREEMENT OF CLASS ACTION CLAIMS

, 2016 Dated: 1 Nick Perez

2

3 , 2016 Dated: Nina Shirazi 4

5 , 2016 Dated:

6 Saks & Company By: Colleen Giusto Its: Senior Counsel, Labor & Employment 7

8

Approved as to Form: 9

10 Attorneys for Defendant Saks & Company Dated: 11 2016 SIDLEY AUSTIN LLP

12 By: 13 Jennifer B. Zargarof

14 Attorneys for Plaintiff Nick Perez and Nina Shirazi Dated: 15

LAWYERS for JUSTICE, P.C. . ,2016 16

By: 17 Edwin Aiwazian

Dated: /^ 18 GIRARDI & KEESE 2016

19

20 By: V. Andre Sherman

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ACTIVE 21053951 y.l

27 STIPULATION AND SETTLEMENT AGREEMENT OF CLASS ACTION CLAIMS

l Dated: , 20l6Nick Psrez

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3 Dated: _M__, 20164 Nina Shirazi

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Dated:M§20l6Kill/€63,29405225 :2

6 Saks & Company7 By: Colleen Ginsu)

Its: Senior Counsel, Labor & Employment8

9 Approved as to Form:

Attorneys for Defendant Saks & Company11 Dated: “211(31— 2016 SIDLEY AUSTIN LLP21.44413

JenlgfirB. Zaié’arof

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Attorneys for Plaintiff Nick Perez and Nina Sl‘iirazi

15 Dated: , 2016 LAWYERS for JUSTICE, RC.

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Edwin Aiwazian

18 Dated: J 2016 GlRARDl & KEESE

By:20 V. Andre Sherman

AC mm2053;511.21 27S'l ll‘ULATIQN AND SEH‘LEMENT AGREEMENT or CLASS AC’l'lO‘N CLAIMS

EXHIBIT A

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CALIFORNIA SUPERIOR COURT FOR THE COUNTY OF SAN FRANCISCO

Nick Perez, et al. v. Saks & Company

California Superior Court

County of San Francisco

Case No.: CGC -14-538900

CLAIM AND FLSA CONSENT FORM

TO RECEIVE MONEY AS PART OF THIS SETTLEMENT,

YOU MUST COMPLETE AND SIGN THIS CLAIM FORM

YOU MUST MAIL THE COMPLETED AND SIGNED CLAIM FORM BY U.S. MAIL

POSTMARKED ON OR BEFORE [70 DAYS AFTER MAILING], 2016, IN THE

ENCLOSED SELF-ADDRESSED STAMPED ENVELOPE TO:

<<ADDRESS INSERT>>

<< >>

<< >>

<< >>

Must be Postmarked No Later Than: [70 days after mailing], 2016

Based on the information provided by Saks & Company (“Saks”), the approximate

amount of your Individual Settlement Award (not including any deductions for taxes) in connection with lawsuit entitled Nick Perez, et al. v. Saks & Company, in the California Superior Court for the County of San Francisco, Case No.: CGC-14-538900 (the “Action”) is $________. This amount may increase or decrease depending on the Court’s Orders and the number of Class Members who submit this form in a timely and valid manner.

INSTRUCTIONS:

Complete, sign and mail this form to share in the recovery and consent to join the FLSA portion

of this action.

If you move, send us your new address.

Do not send any supporting documentation unless you dispute the information set forth below. SECTION 1 This is the information that we have for you: PRE-PRINTED INFO

<< INSERT FIRST NAME>> <<INSERT LAST NAME>>

<< INSERT ADDRESS, CITY, STATE, ZIP>>

If any of this information is inaccurate, please provide the correct information below:

Name:

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______________________________________________________________________________

Former Names (if any):

________________________________________________________________

Address:

____________________________________________________________________________

City, State, Zip:

______________________________________________________________________

You were employed as an hourly, non-exempt employee by Saks at one or more of its Saks

Fifth Avenue stores in California between April 24, 2010 to [Date of Preliminary Approval]

(“the Class Period”). During that time, you were paid wages in the total number of ___ weeks.

If any of this information is inaccurate, please provide documentation and a written explanation

correcting the information you dispute.

SECTION 2 This information is required to verify your identity and administer your

settlement award:

Please provide the last four digits of your Social Security Number: ____

OR

Please provide your Employee Identification Number: _____

I understand that, by signing below, I hereby acknowledge and agree that Saks will, and

authorize Saks to, disclose my full Social Security Number to the Claims Administrator to be

used solely for the purpose of administrating my settlement award.

If you agree with the information stated in Sections 1 and 2 above, please sign and return this

Claim Form. You have no obligation to provide additional documentation if you agree with the

information stated above and have provided the last four digits of your Social Security Number

or Employee Identification Number.

I further understand that, by signing below, I understand that I am releasing the "Released

Parties" from the "Released Claims" as defined below and will be permanently barred from

suing or otherwise making a claim against any of the Released Parties that is in any way related

to the Released Claims. This is more completely set forth as follows:

I fully and finally release and discharge fully and finally release and discharge

Saks & Company and the Released Parties from all wage-and-hour claims,

demands, rights, liabilities, and causes of action of every nature and description

whatsoever, known or unknown, arising prior to the date of Preliminary Approval

of this Class Settlement Agreement, which were or could have been alleged in the

Action for the Released Parties’ alleged failure to pay overtime, minimum, and

regular wages, provide meal and rest breaks, provide accurate wage statements,

provide full and complete reimbursement of necessary business expenses, and pay

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wages in a timely manner, including but not limited to the following: (1) any and

all facts, transactions, events, policies, occurrences, acts, disclosures, statements,

omissions, or failures to act which are or could be the basis of claims that Saks &

Company failed to compensate Class Members for all hours worked in

accordance with California law, the California Labor Code, the California Business

and Professions Code, the Private Attorneys General Act (“PAGA”), the applicable

Industrial Welfare Commission Orders, or in the case of Claimants who submit valid and

timely Claim Forms, claims for violations of the Fair Labor Standards Act (“FLSA”), or

any similar local, state or federal law, including claims: (a) that Saks & Company

failed to pay all regular, minimum, and/or overtime wages due; (b) that Saks

failed to pay all commissions owed or due; (c) that Saks & Company did not

provide Class Members all meal periods required by California law; (d) that Saks

& Company did not authorize and permit rest breaks required by California law;

(e) that Saks & Company owes penalties (including, but not limited to, waiting

time penalties), interest, restitution, attorneys’ fees, or damages of any kind based

on a failure to comply with any California wage-and-hour laws, at any time on or

before the last day of the Class Period (whether based on California state wage-

and-hour law or contract); (f) that Saks & Company did not provide Class

Members with proper itemized pay statements as required by applicable laws; (g)

that Saks & Company did not reimburse Class Members for all necessary business

expenditures; and/or that (h) that Saks & Company did not pay all wages in a

timely manner, including upon termination and during employment; (2) the

causes of action asserted in the Action, including any and all claims for alleged

failure to pay overtime, minimum wages, or regular wages, claims for alleged

failure to compensate Class Members for all hours worked, claims for alleged

failure to pay wages in a timely manner; claims for alleged failure to provide

Class Members with proper itemized statements and/or to provide meal and rest

breaks, claims for alleged failure to reimburse for all necessary business expenses,

and, as related to the foregoing, for alleged unlawful, unfair, and/or fraudulent

business practices under California Business and Professions Code § 17200, et

seq.; and (3) any and all penalties pursuant to the Labor Code Private Attorney’s

General Act (“PAGA”) of 2004.

Additionally, any Class Member who submits a Claim Form will be deemed to have

opted into the action for purposes of the Fair Labor Standards Act (FLSA) and, as to

those Class Members, the Released Claims include any claims such Class Members may

have, based on the factual allegations set forth in the operative complaint, during the

Class Period under the Fair Labor Standards Act, 29 U.S.C. §§ 201, et seq. as amended

including, without limitation, The Portal to Portal Act of 1947, 29 U.S.C. §§ 251 et seq.

Only those Class Members who also submit Claim Forms will be deemed to have opted

into the Action for purposes of the Fair Labor Standards Act and thereby released and

waived any of their claims during the Class Period under the Fair Labor Standards Act.

Therefore, I understand that by signing below, I have opted-in to the Lawsuit for

purposes of the FLSA and that I am releasing and waiving any FLSA claims whether

known or unknown, arising during the Class Period based on the claims related to the

facts and claims asserted in the Lawsuit.

I further understand that the Released Claims include any claims as discussed in the above

paragraphs that I do not know or suspect to exist in my favor at the time of the release that do

arise, or could have arisen, out of the claims alleged in the Action, which, if known by me,

might have affected my settlement with, and release of, the Released Parties or might have

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affected my decision not to object to this Settlement. With respect to the Released Claims, I

expressly waive all rights under Section 1542 of the California Civil Code. Said Section reads

as follows:

Section 1542. [General Release – Claims Extinguished.] A

general release does not extend to claims which the creditor

does not know or suspect to exist in his or her favor at the time

of executing the release, which if known to him or her must

have materially affected his or her settlement with the debtor.

I declare under penalty of perjury that I was employed by Saks as an hourly-paid, non-exempt

employee during the period of April 24, 2010 through ___________, 2016. I have reviewed

the Class Notice and this form and consent to join the FLSA portion of this action and have the

Named Plaintiff and Class Counsel represent me in this action pursuant to 29 U.S.C. § 216(b).

X (Sign your name here) Date

EXHIBIT B

Error! Unknown document property name.



Nick Perez, individually and on behalf of other members of the general public similarly situated,

Plaintiff,

v. Saks & Company, an unknown business entity; and DOES 1 through 100, inclusive,

Defendants.

Case No. CGC-14-538900 Assigned to: Hon. John K. Stewart NOTICE OF PROPOSED CLASS ACTION SETTLEMENT AND FINAL APPROVAL HEARING

THIS NOTICE MAY AFFECT YOUR LEGAL RIGHTS.

PLEASE READ THIS NOTICE CAREFULLY.

A court authorized this Notice. This is not a solicitation.

This is not a lawsuit against you, and you are not being sued.

However, your legal rights are affected whether you act or not.

Attention: You are receiving this Notice because Saks & Company’s records indicate that you worked for the company in an hourly-paid non-exempt job position at a Saks Fifth Avenue store in California at some time between April 24, 2014 and [date of preliminary approval].

Based on the information provided by Saks & Company (“Saks”), in connection with the lawsuit entitled Perez v. Saks & Company in the California Superior Court for the County of San Francisco, Case No. CGC-14-538900 (the “Action”), your estimated Settlement Award (before tax deductions) is as stated in the attached Claim and FLSA Consent Form (“Claim Form”). This amount may increase or decrease depending on the Court’s orders and the number of participating Class Members.

I. WHY YOU SHOULD READ THIS NOTICE?

On [date of preliminary approval], the Court ordered that this Notice be mailed to you regarding the proposed Settlement. Because your rights may be affected by the proposed Settlement, it is extremely important that you read this Notice carefully.

Saks’s records show you worked for the company in an hourly-paid, non-exempt job position at a Saks Fifth Avenue store in California at some time between April 24, 2010 and [date of preliminary approval] (the “Class Period”). Therefore, you are believed to be a Class Member. This Notice is not to be understood as an expression of any opinion by the Court as to the merits of any claims or defenses asserted by any party in the Action. This Notice is sent for the sole purpose of informing you of the pendency of the Action and the terms of the proposed

2 Error! Unknown document property name.

Settlement so that you can make your own decisions. In the event of any conflicts between this Notice and the Settlement Agreement, the terms of the Settlement Agreement shall govern.

II. WHAT THIS CASE IS ABOUT

On April 24, 2014, Plaintiff Nick Perez, individually and on behalf of other individuals, filed a lawsuit against Saks. The lawsuit was amended on __________, adding Plaintiff Nina Shirazi and additional claims. The lawsuit alleges that Saks failed to pay all minimum and overtime wages owed, failed to provide meal periods, failed to provide rest periods, failed to reimburse employees for all reasonably necessary business expenses, failed to timely pay wages, failed to timely pay final wages, and failed to provide accurate wage statements. The lawsuit further alleged derivative claims under California Labor Code Sections 204 and 226, California Business and Professions Section 17200, the Private Attorneys General Act of 2004, and Fair Labor Standards Act, Section 206 and 207, based on the foregoing principal claims. Saks strongly denies these allegations and contends that it fully complied with the law.

III. THE PROPOSED SETTLEMENT

For purposes of settlement, and without admitting any liability, Saks has agreed to provide certain consideration to persons in the Class. The following is only a summary of the consideration contained in the proposed Settlement Agreement. In the event there are any conflicts between this Notice and the Settlement Agreement, the terms of the Settlement Agreement shall govern.

The Settlement pertains to all Class Members. A “Class Member” is defined as:

Any person who is/was employed at any time between April 24, 2010 and [date of preliminary approval] as a non-exempt or hourly paid employee in one of Saks’s California “Saks Fifth Avenue” stores who do not timely and validly request to be excluded (procedures described below).

If you are a Class Member, have filed a timely and valid Claim Form (enclosed herewith), and the Settlement receives final approval from the Court, then you will be eligible to receive such benefits, if any, for which you may qualify under the Settlement Agreement. If the proposed Settlement is not approved, then the offer of settlement will be deemed withdrawn, and the case will proceed in Court as if no settlement had ever been made.

The consideration provided under the proposed Settlement Agreement is summarized as follows:

1. In exchange for the release of claims against it and final judgment on the Action, Saks will pay up to five million dollars ($5,000,000) (“Total Maximum Potential Settlement”). After attorneys’ fees and costs, enhancement payment to the Plaintiff, a payment to the California Labor and Workforce Development Agency, and settlement administration costs are deducted from the Total Maximum Settlement, the remaining amount will constitute the “Gross Settlement Fund” to be distributed to Class Members.

2. Subject to Court approval, Class Members who submit valid and timely Claim Forms (“Claimants”) are eligible to receive money from the Gross Settlement Fund. The Claims Administrator will determine each estimated individual Settlement Award according to the following formula: Class Members who submit valid and timely claim forms will receive a pro-rata allocation of the Gross


Settlement Fund based on the number of weeks in which each individual was paid wages by Saks during the Class Period.

3. The Court will also be asked to award enhancement payments to Named Plaintiffs Nick Perez and Nina Shirazi. Mr. Perez will request an award of nine thousand ($9,000) dollars. Ms. Shirazi will request an award of four thousand and five hundred ($4,500) dollars. The enhancement awards will be paid from the Total Maximum Potential Settlement and any amount not awarded will revert to the Gross Settlement Fund.

4. You do not need to pay any portion of either Plaintiff’s or Saks’s attorneys’ fees and costs. Pursuant to the Settlement, Class Counsel will request 35% of the Gross Settlement Fund as attorneys’ fees for litigation and resolution of this Action and actual costs from the Gross Settlement Fund.

5. Subject to Court approval, $25,000 from the Gross Settlement Fund is allocated for payment under the Private Attorneys’ General Act of 2004 (“PAGA”). 75% of the PAGA allocation ($18,750) will be paid to the California Labor and Workforce Development Agency, and 25% ($6,250) of the PAGA allocation will be distributed to Claimants as part of the Gross Settlement Fund.

6. The Claims Administrator shall be paid approximately fourteen thousand ($14,000) dollars for the costs of administration of the Settlement, which pays for tasks such as mailing and tracking this Notice, processing claims, inquiries, requests for exclusion, and objections, mailing checks and tax forms, and reporting to the parties and the Court, and will be paid from the Gross Settlement Fund. Any additional costs may be awarded by the Court to the Settlement Claim Administrator with a showing of good cause by the Settlement Administrator.

7. Saks shall pay at least sixty-five percent (65%) of the Gross Settlement Fund. Should the amount of all unclaimed Settlement Award exceed thirty-five percent (35%) of the Total Maximum Settlement, any amount greater than thirty-five percent (35%) of the Total Maximum Settlement shall be re-distributed to all Class Members who submitted a timely and valid Claim Form.

IV. WHAT TO DO IN RESPONSE TO THIS NOTICE?

To participate in this Settlement and receive your Settlement Award, you must submit a claim form. You also have a right to object to the Settlement or request to be excluded from the Settlement. The option you choose will in no way affect your current employment with Saks, or any potential for future employment with Saks. Your options are listed below:

A. Participate in the Settlement.

To participate in this Settlement and receive your Settlement Award, you must submit a timely and valid Claim Form. To submit a timely and valid Claim Form, you must mail the Claim Form (enclosed herewith) to the Claims Administrator at [ENTER NAME AND ADDRESS] no later than seventy (70) days after the date the Notice is mailed (judged by the postmark date) by the Claims Administrator. The Claim Form must include (1) your full name; (2) the last four digits of your Social Security number or Saks Employee ID number; and your signature.


Your estimated Settlement Award (listed on the enclosed Claim Form) is based on the respective number of weeks in which Saks paid you wages (“workweeks”) (listed in Section III(2)) and the formula described above. If you dispute the workweeks set forth in the Claim Form, then you must mail in your dispute and supporting documentation to the Settlement Administrator by [date 70 days from mailing of notice]. If you fail to timely dispute your workweeks or timely submit supporting documentation, then your settlement payment will be based on Saks’s records of your workweeks.

If the proposed Settlement is approved by the Court and you have not submitted either a timely and valid Claim Form or a request for exclusion, you will be bound by the Settlement and will be barred from hereafter initiating or participating in any lawsuit or proceeding regarding Released Claims in this Settlement (for the applicable time period), including any Released Claims that may also be alleged except for claims under the Fair Labor Standards Act (“FLSA”). The Settlement Agreement contains additional details about the scope of the release.

If you timely exclude yourself from the Settlement pursuant to Part IV.C below, you will not receive a settlement award and will not be subject to the terms of the Settlement Agreement.

B. Object to the Settlement.

If you are satisfied with the proposed Settlement, you do not need to appear at the hearing at which the Court will consider final approval of the Settlement. If you wish to object to the proposed Settlement Agreement, Class Counsel’s requested attorneys’ fees and costs, and/or Plaintiffs’ requested enhancement award, then you must take the following steps (your failure to do so will be deemed a waiver of your objections):

You must mail a written statement of objection (“Notice of Objection”) to the Claims Administrator at [ENTER NAME AND ADDRESS] no later than seventy (70) days after the date the Notice is mailed (judged by the postmark date) by the Claims Administrator. The Notice of Objection must include (1) your full name; (2) the last four digits of your Social Security number or Saks Employee ID number, and (3) the basis for the objection.

If you have satisfied the requirements set forth above, you have the right to address the Court at the Final Approval Hearing scheduled for _______, 2016 before the Honorable John K. Stewart, Chief Judge of the California Superior Court for the County of San Francisco, Department 610, 400 McAllister Street, San Francisco, California 94102. Class Members who object to the Settlement do not need to attend the final approval hearing in order for their objections to be considered by the Court. However, only Class Members who have filed and served timely written objections will be entitled to be heard at the Final Approval Hearing, unless the Court orders otherwise. You have the right to retain your own attorney, at your own expense, to submit an objection or appear on your behalf at the Final Approval Hearing.

You may both object to the Settlement and participate in it. Filing an objection will not exclude you from the Settlement. If you wish to be excluded from the Settlement, then you must also follow the procedure below.

C. Exclude yourself from the Settlement.


If you timely exclude yourself from this proposed Settlement, you will not be bound by the terms of the Settlement and will preserve your claims and you will not be entitled to receive any award if the Court grants final approval of the Settlement. Also, if you submit a request for exclusion you will not be able to object to the Settlement.

To exclude yourself (or “opt out”) from the proposed Settlement, you must mail a request by first class postage to the Claims Administrator. To be valid, the written request must: (1) must contain your name, address, telephone number, and the last four digits of your Social Security number; (2) must be returned by mail to the Claims Administrator at [ENTER ADDRESS]; (3) must be postmarked no later than seventy (70) days after the date the Notice is mailed (judged by the postmark date) by the Claims Administrator.

Unless you timely request to be excluded from the Settlement, you will be bound by the judgment upon final approval of the Settlement, including the Release described in this Notice.

D. If you do nothing

If the proposed Settlement is approved by the Court and you have not submitted either a timely and valid claim form or a request for exclusion, you will be bound by the Settlement and will be barred from hereafter initiating or participating in any lawsuit or proceeding regarding Released Claims in this Settlement (for the applicable time period), including any Released Claims that may also be alleged except for claims under the Fair Labor Standards Act (“FLSA”). The Settlement Agreement contains additional details about the scope of the release.

IV. RELEASE

As of the Effective Date, Plaintiffs Nick Perez, Nina Shirazi, and every Class Member who does not timely opt out under the procedures set forth herein releases Saks (including its past, present, or future officers, directors, shareholders, employees, agents, principals, heirs, representatives, accountants, auditors, attorneys, consultants, insurers, reinsurers, its successors and predecessors in interest, subsidiaries, affiliates, parents, and its company-sponsored employee benefit plans, and all of their respective officers, directors, employees, administrators, fiduciaries, trustees, and agents (the “Released Parties”)) from all wage-and-hour claims, demands, rights, liabilities, and causes of action of every nature and description whatsoever, known or unknown, arising prior to the date of Preliminary Approval of this Class Settlement Agreement, which were or could have been alleged in the Action for the Released Parties’ alleged failure to pay overtime, minimum, and regular wages, provide meal and rest breaks, provide accurate wage statements, provide full and complete reimbursement of necessary business expenses, and pay wages in a timely manner, including but not limited to the following: (1) any and all facts, transactions, events, policies, occurrences, acts, disclosures, statements, omissions, or failures to act which are or could be the basis of claims that Saks & Company failed to compensate Class Members for all hours worked in accordance with California law, the California Labor Code, the California Business and Professions Code, the Private Attorneys General Act (“PAGA”), the applicable Industrial Welfare Commission Orders, or in the case of Claimants who submit valid and timely Claim Forms, claims for violations of the Fair Labor Standards Act (“FLSA”), or any similar local, state or federal law, including claims: (a) that Saks & Company failed to pay all regular, minimum, and/or overtime wages due; (b) that Saks failed to pay all commissions owed or due;


(c) that Saks & Company did not provide Class Members all meal periods required by law; (d) that Saks & Company did not authorize and permit rest breaks required by law; (e) that Saks & Company owes penalties (including, but not limited to, waiting time penalties), interest, restitution, attorneys’ fees, or damages of any kind based on a failure to comply with any wage-and-hour laws, at any time on or before the last day of the Class Period (whether based on California state wage-and-hour law or contract); (f) that Saks & Company did not provide Class Members with proper itemized pay statements as required by applicable laws; (g) that Saks & Company did not reimburse Class Members for all necessary business expenditures; and/or (h) that Saks & Company did not pay all wages owed in a timely manner, including upon termination and during employment; (2) the causes of action asserted in the Action, including any and all claims for alleged failure to pay overtime, minimum wages, or regular wages, claims for alleged failure to compensate Class Members for all hours worked, claims for all failure to pay all wages owed in a timely manner; claims for alleged failure to provide Class Members with proper itemized statements and/or to provide meal and rest breaks, claims for alleged failure to reimburse for all necessary business expenses, and, as related to the foregoing, for alleged unlawful, unfair, and/or fraudulent business practices under California Business and Professions Code § 17200, et seq.; and (3) any and all penalties pursuant to the Labor Code Private Attorney’s General Act (“PAGA”) of 2004.

Additionally, any Class Member who submits a Claim Form will be deemed to have opted into

the action for purposes of the Fair Labor Standards Act (FLSA) and, as to those Class Members,

the Released Claims include any claims such Class Members may have, based on the factual

allegations set forth in the operative complaint, during the Class Period under the Fair Labor

Standards Act, 29 U.S.C. §§ 201, et seq. as amended including, without limitation, The Portal to

Portal Act of 1947, 29 U.S.C. §§ 251 et seq. Only those Class Members who also submit Claim

Forms will be deemed to have opted into the Action for purposes of the Fair Labor Standards Act

and thereby released and waived any of their claims during the Class Period under the Fair Labor

Standards Act.

This waiver and release of claims shall be binding on all members of the Class who do not timely exclude themselves from the Settlement Agreement pursuant to the procedures set forth herein. By not excluding themselves, members of the Class are deemed to have waived and released the claims set forth above.

With respect to the claims released above, the Class Members expressly waive and relinquish, and are deemed to waive and relinquish, the provisions of Section 1542 of the California Civil Code, or any other similar provision under federal or state law regarding the release of unknown claims, which provides as follows:

A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS, WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.

To the fullest extent allowed by law, Plaintiff and all Class Members are prohibited from ever asserting a claim released under the Settlement Agreement, and from commencing, or joining in a lawsuit or adversary proceeding against Saks for the claims released for the applicable time period, as set forth above, on their own behalf or as putative representatives of others.


V. THE FINAL APPROVAL HEARING

A hearing to finally approve the Settlement is scheduled for ______________, 2016 at _______ in Department 610 at the California Superior Court for the County of San Francisco, 400 McAllister Street, San Francisco, California 94102 (the “Final Approval Hearing”).

At the Final Approval Hearing, any Class Member may appear and object to the proposed Settlement. However, no such person shall be heard at the hearing, and no papers or briefs shall be considered, unless the procedures set forth in Part IV.B of this Notice have been followed. Class Members who do not timely make objections in the manner provided by this Notice shall be deemed to have waived such objections.

VI. HOW TO OBTAIN ADDITIONAL INFORMATION

This Notice only summarizes the class action lawsuit, the Settlement and related matters. For more information, you may inspect the relevant Court files on the Settlement Website at [insert settlement website address] or at the California Superior Court for the County of San Francisco, 400 McAllister Street, San Francisco, California 92402 during regular court hours. Any motions for attorneys’ fees and costs and enhancement payment to the Plaintiffs will be posted to the Settlement Website within __days of the mailing of this Notice. PLEASE DO NOT TELEPHONE OR CONTACT THE COURT OR THE OFFICE OF THE CLERK FOR INFORMATION REGARDING THIS SETTLEMENT. You may also contact Class Counsel or the Settlement Administrator, as listed below.

The attorneys for the Settlement Class (“Class Counsel”) in the Action are:

LAWYERS FOR JUSTICE PC Edwin Aiwazian, Esq. (SBN 232943) [email protected] 410 West Arden Avenue, Suite 203 Glendale, California 91203 Telephone: (818) 265-1020

GIRARDI & KEESE V. Andre Sherman (SBN 198684) [email protected] 1126 Wilshire Boulevard Los Angeles, California 90017 Telephone: (213) 977-0211

If you have any questions about this Notice, please contact the Settlement Administrator and ask about the Saks Class Action Settlement:

[Settlement Administrator]

[Address]

[Telephone number] [Fax]

EXHIBIT C

FIRST AMENDED CLASS ACTION COMPLAINT FOR DAMAGES & ENFORCEMENT UNDER THE PRIVATE ATTORNEYS

GENERAL ACT, CALIFORNIA LABOR CODE § 2698, ET SEQ. AND DEMAND FOR JURY TRIAL

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L A W Y E R S for J U S T I C E, PC Edwin Aiwazian (SBN 232943) [email protected] 410 West Arden Avenue, Suite 203 Glendale, California 91203 Telephone (818) 265-1020 G I R A R D I & K E E S E V. Andre Sherman (SBN 198684) [email protected] 1126 Wilshire Boulevard Los Angeles, California 90017 Telephone (213) 977-0211 Attorneys for Plaintiffs



NICK PEREZ; NINA SHIRAZI, individually, and on behalf of other members of the general public similarly situated and on behalf of other aggrieved employees pursuant to the California Private Attorneys General Act; Plaintiffs, vs. SAKS & COMPANY, LLC, an unknown business entity; and DOES 1 through 100, inclusive; Defendants.

Case No.: CGC-14-538900 Honorable John K. Stewart Department 610

[PROPOSED] FIRST AMENDED CLASS ACTION COMPLAINT FOR DAMAGES & ENFORCEMENT UNDER THE PRIVATE ATTORNEYS GENERAL ACT, CALIFORNIA LABOR CODE § 2698, ET SEQ. (1) Violation of California Labor Code

§§ 510 and 1198 (Unpaid Overtime); (2) Violation of California Labor Code

§§ 226.7 and 512(a) (Unpaid Meal Period Premiums);

(3) Violation of California Labor Code § 226.7 (Unpaid Rest Period Premiums);

(4) Violation of California Labor Code §§ 1194, 1197, and 1197.1 (Unpaid Minimum Wages);

(5) Violation of California Labor Code §§ 201 and 202 (Final Wages Not Timely Paid);

(6) Violation of California Labor Code § 204 (Wages Not Timely Paid During Employment);

(7) Violation of California Labor Code § 226(a) (Non-Compliant Wage Statements);

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(8) Violation of California Labor Code § 1174(d) (Failure To Keep Requisite Payroll Records);

(9) Violation of California Labor Code §§ 2800 and 2802 (Unreimbursed Business Expenses);

(10) Violation of California Business & Professions Code §§ 17200, et seq.

(11) Violation of California Labor Code §2698, et seq. (California Labor Code Private Attorneys General Act of 2004)

(12) Violation of Fair Labor Standards Act, 29 U.S.C. § 207 (Unpaid Overtime)

(13) Violation of Fair Labor Standards Act, 29 U.S.C. § 206 (Unpaid Minimum Wages)

DEMAND FOR JURY TRIAL

COMES NOW, Plaintiffs NICK PEREZ and NINA SHIRAZI (“Plaintiffs”),

individually, and on behalf of other members of the general public similarly situated

and of other aggrieved employees pursuant to the California Private Attorneys General

Act, and allege as follows:

JURISDICTION AND VENUE

1. This class action is brought pursuant to the California Code of Civil

Procedure section 382. The monetary damages and restitution sought by Plaintiffs

exceeds the minimal jurisdiction limits of the Superior Court and will be established

according to proof at trial. The monetary damages and restitution sought by Plaintiffs

exceeds the minimal jurisdiction limits of the Superior Court and will be established

according to proof at trial. The “amount in controversy” for each named Plaintiff,

including claims for compensatory damages, restitution, penalties, wages, premium

pay, and pro rata share of attorneys’ fees, is less than seventy-five thousand dollars

($75,000).

2. This Court has jurisdiction over this action pursuant to the California

Constitution, Article VI, Section 10, which grants the superior court “original

jurisdiction in all other causes” except those given by statute to other courts. The

statutes under which this action is brought do not specify any other basis for

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jurisdiction.

3. This Court has jurisdiction over Defendants because, upon information

and belief, Defendants are citizens of California, have sufficient minimum contacts in

California, or otherwise intentionally avail themselves of the California market so as to

render the exercise of jurisdiction over them by the California courts consistent with

traditional notions of fair play and substantial justice.

4. Venue is proper in this Court because, upon information and belief,

Defendant maintains offices, has agents, and/or transacts business in the State of

California, County of San Francisco. The majority of the acts and omissions alleged

herein relating to Plaintiffs took place in the State of California, County of San

Francisco. Defendants employed Plaintiffs within the State of California, County of San

Francisco.

PARTIES

5. Plaintiff NICK PEREZ is an individual residing in the State of California.

6. Plaintiff NINA SHIRAZI is an individual residing in the State of

California.

7. Defendant SAKS & COMPANY, at all times herein mentioned, was and

is, upon information and belief, an unknown business entity, and at all times herein

mentioned, an employer whose employees are engaged throughout the State of

California, including the County of San Francisco.

8. At all relevant times, Defendants SAKS & COMPANY, LLC was the

“employer” of Plaintiffs within the meaning of all applicable California state laws and

statutes.

9. At all times herein relevant, Defendant SAKS & COMPANY, LLC and

DOES 1 through 100, and each of them, were the agents, partners, joint venturers, joint

employers, representatives, servants, employees, successors-in-interest, co-conspirators

and assigns, each of the other, and at all times relevant hereto were acting within the

course and scope of their authority as such agents, partners, joint venturers, joint

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employers, representatives, servants, employees, successors, co-conspirators and

assigns, and all acts or omissions alleged herein were duly committed with the

ratification, knowledge, permission, encouragement, authorization and consent of each

defendant designated herein.

10. The true names and capacities, whether corporate, associate, individual or

otherwise, of defendants DOES 1 through 100, inclusive, are unknown to Plaintiffs

who sues said defendants by such fictitious names. Plaintiffs are informed and

believes, and based on that information and belief alleges, that each of the defendants

designated as a DOE is legally responsible for the events and happenings referred to in

this Complaint, and unlawfully caused the injuries and damages to Plaintiffs and the

other class members as alleged in this Complaint. Plaintiffs will seek leave of court to

amend this Complaint to show the true names and capacities when the same have been

ascertained.

11. Defendant SAKS & COMPANY, LLC and DOES 1 through 100 will

hereinafter collectively be referred to as “Defendants.”

12. Plaintiffs further alleges that Defendants, directly or indirectly controlled or

affected the working conditions, wages, working hours, and conditions of employment of

Plaintiffs and the other class members so as to make each of said Defendants employers and

employers liable under the statutory provisions set forth herein.

CLASS ACTION ALLEGATIONS

13. Plaintiffs bring this action on their own behalves and on behalf of all other

members of the general public similarly situated, and, thus, seeks class certification

under Code of Civil Procedure section 382.

14. The proposed class is defined as follows:

All current and former California-based hourly-paid or non-exempt

individuals employed by Defendants within the State of California at a

“Saks Fifth Avenue” store at any time during the period from April 14,

2010 to final judgment.

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15. Plaintiffs reserve the right to establish subclasses as appropriate.

16. The class is ascertainable and there is a well-defined community of

interest in the litigation:

a. Numerosity: The class members are so numerous that joinder of all

class members is impracticable. The membership of the entire

class is unknown to Plaintiffs at this time; however, the class is

estimated to be greater than one-hundred fifty (150)individuals and

the identity of such membership is readily ascertainable by

inspection of Defendants’ employment records.

b. Typicality: Plaintiffs’ claims are typical of all other class members’

as demonstrated herein. Plaintiffs will fairly and adequately

protect the interests of the other class members with whom they

have a well-defined community of interest.

c. Adequacy: Plaintiffs will fairly and adequately protect the interests

of each class member, with whom they have a well-defined

community of interest and typicality of claims, as demonstrated

herein. Plaintiffs have no interest that is antagonistic to the other

class members. Plaintiffs’ attorneys, the proposed class counsel,

are versed in the rules governing class action discovery,

certification, and settlement. Plaintiffs have incurred, and during

the pendency of this action will continue to incur, costs and

attorneys’ fees, that have been, are, and will be necessarily

expended for the prosecution of this action for the substantial

benefit of each class member.

d. Superiority: A class action is superior to other available methods

for the fair and efficient adjudication of this litigation because

individual joinder of all class members is impractical.

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e. Public Policy Considerations: Certification of this lawsuit as a class

action will advance public policy objectives. Employers of this

great state violate employment and labor laws every day. Current

employees are often afraid to assert their rights out of fear of direct

or indirect retaliation. However, class actions provide the class

members who are not named in the complaint anonymity that

allows for the vindication of their rights.

17. There are common questions of law and fact as to the class members that

predominate over questions affecting only individual members. The following

common questions of law or fact, among others, exist as to the members of the class:

a. Whether Defendants’ failure to pay wages, without abatement or

reduction, in accordance with the California Labor Code, was

willful;

b. Whether Defendants had a corporate policy and practice of failing

to pay their hourly-paid or non-exempt employees within the State

of California for all hours worked, missed meal periods and rest

breaks in violation of California law;

c. Whether Defendants required Plaintiffs and the other class

members to work over eight (8) hours per day and/or over forty

(40) hours per week and failed to pay the legally required overtime

compensation to Plaintiffs and the other class members;

d. Whether Defendants deprived Plaintiffs and the other class

members of meal and/or rest periods or required Plaintiffs and the

other class members to work during meal and/or rest periods

without compensation;

e. Whether Defendants failed to pay minimum wages to Plaintiffs and

the other class members for all hours worked;

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f. Whether Defendants failed to pay all wages due to Plaintiffs and

the other class members within the required time upon their

discharge or resignation;

g. Whether Defendants failed to timely pay all wages due to Plaintiffs

and the other class members during their employment;

h. Whether Defendants complied with wage reporting as required by

the California Labor Code; including, inter alia, section 226;

i. Whether Defendants kept complete and accurate payroll records as

required by the California Labor Code, including, inter alia, section

1174(d);

j. Whether Defendants failed to reimburse Plaintiffs and the other

class members for necessary business-related expenses and costs;

k. Whether Defendants’ conduct was willful or reckless;

l. Whether Defendants engaged in unfair business practices in

violation of California Business & Professions Code section

17200, et seq.;

m. The appropriate amount of damages, restitution, and/or monetary

penalties resulting from Defendants’ violation of California law;

and

n. Whether Plaintiffs and the other class members are entitled to

compensatory damages pursuant to the California Labor Code.

PAGA ALLEGATIONS

18. At all times herein set forth, PAGA was applicable to Plaintiffs’

employment by Defendants.

19. At all times herein set forth, PAGA provides that any provision of law

under the California Labor Code that provides for a civil penalty, including unpaid

wages and premium wages, to be assessed and collected by the LWDA for violations of

the California Labor Code may, as an alternative, be recovered through a civil action

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brought by an aggrieved employee on behalf of himself and other current or former

employees pursuant to procedures outlined in California Labor Code section 2699.3.

20. Pursuant to PAGA, a civil action under PAGA may be brought by an

“aggrieved employee,” who is any person that was employed by the alleged violator

and against whom one or more of the alleged violations was committed.

21. Plaintiffs were employed by Defendants and the alleged violations were

committed against him during his time of employment and he is, therefore, an

aggrieved employee. Plaintiffs and the other employees are “aggrieved employees” as

defined by California Labor Code section 2699(c) in that they are current or former

employees of Defendants, and one or more of the alleged violations were committed

against them.

22. Pursuant to California Labor Code sections 2699.3 and 2699.5, and

aggrieved employee, including Plaintiffs, may pursue a civil action arising under

PAGA after the following requirements have been met:

a. The aggrieved employee shall give written notice by certified mail

(hereinafter “Employee's Notice”) to the LWDA and the employer

of the specific provisions of the California Labor Code alleged to

have been violated, including the facts and theories to support the

alleged violations.

b. The LWDA shall provide notice (hereinafter “LWDA Notice”) to

the employer and the aggrieved employer by certified mail that it

does not intend to investigate the alleged violation within thirty

(30) calendar days of the postmark date of the Employee’s Notice.

Upon receipt of the LWDA Notice, or if the LWDA Notice is not

provided within thirty-three (33) calendar days of the postmark

date of the Employee’s Notice, the aggrieved employee may

commence a civil action pursuant to California Labor Code section

2699 to recover civil penalties in addition to any other penalties to

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which the employee may be entitled.

23. On April 22, 2014, Plaintiff PEREZ provided written notice by certified

mail to the LWDA and to Defendant SAKS & COMPANY of the specific provisions of

the California Labor Code alleged to have been violated, including the facts and

theories to support the alleged violations. On December 23, 2015, Plaintiff SHIRAZI

provided written notice by certified mail to the LWDA and to Defendant SAKS &

COMPANY of the specific provisions of the California Labor Code alleged to have

been violated, including the facts and theories to support the alleged violations.

Therefore, the administrative prerequisites under California Labor Code section

2699.3(a) to recover civil penalties, including unpaid wages and premium wages per

California Labor Code section 558 against Defendants, in addition to other remedies,

for violations of California Labor Code sections 201, 202, 203, 204, 226(a), 226.7, 510,

512(a), 1174(d), 1194, 1197, 1197.1, 1198, 2800 and 2802 have been satisfied.

GENERAL ALLEGATIONS

24. At all relevant times set forth herein, Defendants employed Plaintiffs and

other persons as hourly-paid or non-exempt employees within the State of California,

including the County of San Francisco.

25. Defendants, jointly and severally, employed Plaintiff PEREZ as an

hourly-paid, non-exempt employee, from approximately October 2012 to

approximately February 2014, in the State of California, County of San Francisco.

26. Defendants, jointly and severally, employed Plaintiff SHIRAZI as an

hourly-paid, non-exempt employee, from approximately September 2013 to

approximately October 2014, in the State of California, County of San Francisco.

27. Defendants hired Plaintiffs and the other class members and classified

them as hourly-paid, non-exempt employees, and failed to compensate them for all

hours worked, missed meal periods and/or rest breaks.

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28. Defendants had the authority to hire and terminate Plaintiffs and the other

class members; to set work rules and conditions governing Plaintiffs’ and the other

class members’ employment; and to supervise their daily employment activities.

29. Defendants exercised sufficient authority over the terms and conditions of

Plaintiffs’ and the other class members’ employment for them to be joint employers of

Plaintiffs and the other class members.

30. Defendants directly hired and paid wages and benefits to Plaintiffs and the

other class members.

31. Defendants continue to employ hourly-paid or non-exempt employees

within the State of California.

32. Plaintiffs and the other class members worked over eight (8) hours in a

day, and/or forty (40) hours in a week during their employment with Defendants.

33. Plaintiffs are informed and believe, and based thereon allege, that

Defendants engaged in a uniform policy and systematic scheme of wage abuse against

their hourly-paid or non-exempt employees within the State of California. This

scheme, which involved, inter alia, failing to pay them for all hours worked, missed

meal periods and rest breaks in violation of California law, included but is not limited

to the following: requiring employees to undergo security checks before leaving its

premises but not paying for time spent waiting for and undergoing such security

checks; chronically understaffing its units which resulted in a lack of break coverage

(which resulted in untimely, interrupted, or late meal periods and rest breaks) but not

paying employees for missed meal period and rest break premiums; not providing

employees with a second thirty minute meal period on days that they worked in excess

of 10 hours in one day; not properly calculating the regular rate of pay to include

earnings from commissions, incentive pay, and/or nondiscretionary bonuses when

paying for overtime and/or missed meal period or rest break premiums; not paying

employees for all time spent being “on-call” for Saks; and not paying employees

reporting time pay for days in which an employee is required to report to work but is

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not put to work or is furnished with less than half of his or her usual or scheduled day’s

work.


Defendants knew or should have known that Plaintiffs and the other class members

were entitled to receive certain wages for overtime compensation and that they were

not receiving wages for overtime compensation.


Defendants failed to provide Plaintiffs and the other class members the required rest

and meal periods during the relevant time period as required under the Industrial

Welfare Commission Wage Orders and thus they are entitled to any and all applicable

penalties.



were entitled to receive all meal periods or payment of one additional hour of pay at

Plaintiffs’ and the other class member’s regular rate of pay when a meal period was

missed, and they did not receive all meal periods or payment of one additional hour of

pay at Plaintiffs’ and the other class member’s regular rate of pay when a meal period

was missed.

37. On or about April 21, 2014, Defendant’s “Vice President & Associate

General Counsel,” Jerry E. Kirby, admitted that Saks & Company, at all relevant times,

was and is the “employer” of Plaintiff. However, Mr. Kirby said that he does not know

whether Saks & Company has ever paid any hourly-paid employee a single additional

hour of compensation for a missed, short, interrupted, or late rest break or meal break.

In response to an inquiry of whether any hourly paid employee has ever experienced a

missed, short, late, or interrupted meal or rest break, Mr. Kirby stated that “there is a

policy that they should receive them.”

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were entitled to receive all rest periods or payment of one additional hour of pay at

Plaintiffs’ and the other class member’s regular rate of pay when a rest period was

missed, and they did not receive all rest periods or payment of one additional hour of

pay at Plaintiffs’ and the other class members’ regular rate of pay when a rest period

was missed.



were entitled to receive at least minimum wages for compensation and that they were

not receiving at least minimum wages for all hours worked, including but not limited to

for hours worked spent “on-call” for Saks or spent undergoing and/or waiting for

security checks before leaving Saks’s premises.



were entitled to receive all wages owed to them upon discharge or resignation,

including overtime and minimum wages and meal and rest period premiums, and they

did not, in fact, receive all such wages owed to them at the time of their discharge or

resignation. Plaintiffs are also informed and believe, and based thereon allege, that

Defendants would, among other things, pay terminated employees their final wages on

their next regular pay cycle instead of within the time limits permitted by the pertinent

statutes or would pay employees late for other reasons.



were entitled to receive all wages owed to them during their employment. Plaintiffs

and the other class members did not receive payment of all wages, including overtime

and minimum wages, wages for time spent on-call or for reporting to work on days

where the employee was not furnished with work or with less than his or her usual

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day’s work; and meal and rest period premiums, at all or within any time permissible

under California Labor Code section 204.



were entitled to receive complete and accurate wage statements in accordance with

California law, but, in fact, they did not receive complete and accurate wage statements

from Defendants. The deficiencies included, inter alia, the failure to include the total

number of hours worked by Plaintiffs and the other class members, the accurate hourly

rates; all deductions, and all other items required by Labor Code § 226.


Defendants knew or should have known that Defendants had to keep complete and

accurate payroll records for Plaintiffs and the other class members in accordance with

California law, but, in fact, did not keep complete and accurate payroll records.



were entitled to reimbursement for necessary business-related expenses.


Defendants knew or should have known that they had a duty to compensate Plaintiffs

and the other class members pursuant to California law, and that Defendants had the

financial ability to pay such compensation, but willfully, knowingly, and intentionally

failed to do so, and falsely represented to Plaintiffs and the other class members that

they were properly denied wages, all in order to increase Defendants’ profits.

46. At all material times set forth herein, Defendants failed to pay overtime

wages to Plaintiffs and the other class members for all hours worked. Plaintiffs and the

other class members were required to work more than eight (8) hours per day and/or

forty (40) hours per week without overtime compensation.

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47. At all material times set forth herein, Defendants failed to provide the

requisite uninterrupted meal and rest periods to Plaintiffs and the other class members.

48. At all material times set forth herein, Defendants failed to pay Plaintiffs

and the other class members at least minimum wages for all hours worked.


and the other class members all wages owed to them upon discharge or resignation.


and the other class members all wages within any time permissible under California

law, including, inter alia, California Labor Code section 204.

51. At all material times set forth herein, Defendants failed to provide

complete or accurate wage statements to Plaintiffs and the other class members.

52. At all material times set forth herein, Defendants failed to keep complete

or accurate payroll records for Plaintiffs and the other class members.

53. At all material times set forth herein, Defendants failed to reimburse

Plaintiffs and the other class members for necessary business-related expenses and

costs.

54. At all material times set forth herein, Defendants failed to properly

compensate Plaintiffs and the other class members pursuant to California law in order

to increase Defendants’ profits.

55. At all material times set forth herein, Defendants failed to provide proper

notices under Labor Code § 2810.5, including by not providing employees with a

written notice that includes a statement that an employee may accrue and use sick

leave; has a right to request and use accrued paid sick leave; may not be terminated or

retaliated against for using or requesting the use of accrued paid sick leave; and has the

right to file a complaint against an employer who retaliates.

56. At all material times set forth herein, Defendants were aware that their

uniform policies and practices are illegal and that Plaintiffs and the other class

members must be compensated for the work performed off-the-clock pursuant to these

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uniform policies and practices. Therefore, the foregoing Defendants’ conduct, as

alleged, constitutes willful violation of the FLSA, within the meaning of 29 U.S.C.

§ 255(a).

57. California Labor Code section 218 states that nothing in Article 1 of the

Labor Code shall limit the right of any wage claimant to “sue directly . . . for any

wages or penalty due to him [or her] under this article.”

FIRST CAUSE OF ACTION

(Violation of California Labor Code §§ 510 and 1198)

(Against SAKS & COMPANY and DOES 1 through 100)

58. Plaintiffs incorporate by reference the allegations contained in paragraphs

1 through 57, and each and every part thereof with the same force and effect as though

fully set forth herein.

59. California Labor Code section 1198 and the applicable Industrial Welfare

Commission (“IWC”) Wage Order provide that it is unlawful to employ persons

without compensating them at a rate of pay either time-and-one-half or two-times that

person’s regular rate of pay, depending on the number of hours worked by the person

on a daily or weekly basis.

60. Specifically, the applicable IWC Wage Order provides that Defendants

are and were required to pay Plaintiffs and the other class members employed by

Defendants, and working more than eight (8) hours in a day or more than forty (4)

hours in a workweek, at the rate of time-and-one-half for all hours worked in excess of

eight (8) hours in a day or more than forty (40) hours in a workweek.

61. The applicable IWC Wage Order further provides that Defendants are and

were required to pay Plaintiffs and the other class members overtime compensation at a

rate of two times their regular rate of pay for all hours worked in excess of twelve (12)

hours in a day.

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62. California Labor Code section 510 codifies the right to overtime

compensation at one-and-one-half times the regular hourly rate for hours worked in

excess of eight (8) hours in a day or forty (40) hours in a week or for the first eight (8)

hours worked on the seventh day of work, and no overtime compensation at twice the

regular hourly rate for hours worked in excess of twelve (12) hours in a day or in

excess of eight (8) hours in a day on the seventh day of work.

63. During the relevant time period, Plaintiffs and the other class members

worked in excess of eight (8) hours in a day, and/or in excess of forty (40) hours in a

week.

64. During the relevant time period, Defendants intentionally and willfully

failed to pay overtime wages owed to Plaintiffs and the other class members.

65. Defendants’ failure to pay Plaintiffs and the other class members the

unpaid balance of overtime compensation, as required by California laws, violates the

provisions of California Labor Code sections 510 and 1198, and is therefore unlawful.

66. Pursuant to California Labor Code section 1194, Plaintiffs and the other

class members are entitled to recover unpaid overtime compensation, as well as

interest, costs, and attorneys’ fees.

SECOND CAUSE OF ACTION

(Violation of California Labor Code §§ 226.7 and 512(a))





68. At all relevant times, the IWC Order and California Labor Code sections

226.7 and 512(a) were applicable to Plaintiff’s and the other class members’

employment by Defendants.

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69. At all relevant times, California Labor Code section 226.7 provides that

no employer shall require an employee to work during any meal or rest period

mandated by an applicable order of the California IWC.

70. At all relevant times, the applicable IWC Wage Order and California

Labor Code section 512(a) provide that an employer may not require, cause or permit

an employee to work for a work period of more than five (5) hours per day without

providing the employee with a meal period of not less than thirty (30) minutes, except

that if the total work period per day of the employee is no more than six (6) hours, the

meal period may be waived by mutual consent of both the employer and employee.

71. At all relevant times, the applicable IWC Wage Order and California

Labor Code section 512(a) further provide that an employer may not require, cause or

permit an employee to work for a work period of more than ten (10) hours per day

without providing the employee with a second uninterrupted meal period of not less

than thirty (30) minutes, except that if the total hours worked is no more than twelve

(12) hours, the second meal period may be waived by mutual consent of the employer

and the employee only if the first meal period was not waived.


who were scheduled to work for a period of time no longer than six (6) hours, and who

did not waive their legally-mandated meal periods by mutual consent, were required to

work for periods longer than five (5) hours without an uninterrupted meal period of not

less than thirty (30) minutes and/or rest period.


who were scheduled to work for a period of time in excess of six (6) hours were

required to work for periods longer than five (5) hours without an uninterrupted meal

period of not less than thirty (30) minutes and/or rest period.


required Plaintiffs and the other class members to work during meal periods and failed

to compensate Plaintiffs and the other class members the full meal period premium for

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work performed during meal periods.

75. During the relevant time period, Defendants failed to pay Plaintiffs and

the other class members the full meal period premium due pursuant to California Labor

Code section 226.7.

76. Defendants’ conduct violates applicable IWC Wage Order and California

Labor Code sections 226.7 and 512(a).

77. Pursuant to applicable IWC Wage Order and California Labor Code

section 226.7(b), Plaintiffs and the other class members are entitled to recover from

Defendants one additional hour of pay at the employee’s regular rate of compensation

for each work day that the meal or rest period is not provided.

THIRD CAUSE OF ACTION

(Violation of California Labor Code § 226.7)





79. At all times herein set forth, the applicable IWC Wage Order and

California Labor Code section 226.7 were applicable to Plaintiffs’ and the other class

members’ employment by Defendants.

80. At all relevant times, California Labor Code section 226.7 provides that

no employer shall require an employee to work during any rest period mandated by an

applicable order of the California IWC.

81. At all relevant times, the applicable IWC Wage Order provides that

“[e]very employer shall authorize and permit all employees to take rest periods, which

insofar as practicable shall be in the middle of each work period” and that the “rest

period time shall be based on the total hours worked daily at the rate of ten (10)

minutes net rest time per four (4) hours or major fraction thereof” unless the total daily

work time is less than three and one-half (3 ½) hours.

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82. During the relevant time period, Defendants required Plaintiffs and other

class members to work four (4) or more hours without authorizing or permitting a ten

(10) minute rest period per each four (4) hour period worked.

83. During the relevant time period, Defendants willfully required Plaintiffs

and the other class members to work during rest periods and failed to pay Plaintiffs and

the other class members the full rest period premium for work performed during rest

periods.

84. During the relevant time period, Defendants failed to pay Plaintiffs and

the other class members the full rest period premium due pursuant to California Labor

Code section 226.7

85. Defendants’ conduct violates applicable IWC Wage Orders and California

Labor Code section 226.7.

86. Pursuant to the applicable IWC Wage Orders and California Labor Code

section 226.7(b), Plaintiffs and the other class members are entitled to recover from

Defendants one additional hour of pay at the employees’ regular hourly rate of

compensation for each work day that the rest period was not provided.

FOURTH CAUSE OF ACTION

(Violation of California Labor Code §§ 1194, 1197, and 1197.1)





88. At all relevant times, California Labor Code sections 1194, 1197, and

1197.1 provide that the minimum wage to be paid to employees, and the payment of a

lesser wage than the minimum so fixed is unlawful.

89. During the relevant time period, Defendants failed to pay minimum wage

to Plaintiffs and the other class members as required, pursuant to California Labor

Code sections 1194, 1197, and 1197.1.

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90. Defendants’ failure to pay Plaintiffs and the other class members the

minimum wage as required violates California Labor Code sections 1194, 1197, and

1197.1. Pursuant to those sections Plaintiffs and the other class members are entitled to

recover the unpaid balance of their minimum wage compensation as well as interest,

costs, and attorney’s fees, and liquidated damages in an amount equal to the wages

unlawfully unpaid and interest thereon.

91. Pursuant to California Labor Code section 1197.1, Plaintiffs and the other

class members are entitled to recover a penalty of $100.00 for the initial failure to

timely pay each employee minimum wages, and $250.00 for each subsequent failure to

pay each employee minimum wages.

92. Pursuant to California Labor Code section 1194.2, Plaintiffs and the other

class members are entitled to recover liquidated damages in an amount equal to the

wages unlawfully unpaid and interest thereon.

FIFTH CAUSE OF ACTION




1 through 92, and each and every part thereof with the same for and effect as though


94. At all relevant times herein set forth, California Labor Code sections 201

and 202 provide that if an employer discharges an employee, the wages earned and

unpaid at the time of discharge are due and payable immediately, and if an employee

quits his or her employment, his or her wages shall become due and payable not later

than seventy-two (72) hours thereafter, unless the employee has given seventy-two (72)

hours notice of his or her intention to quit, in which case the employee is entitled to his

or her wages at the time of quitting.

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failed to pay Plaintiffs and the other class members who are no longer employed by

Defendants their wages, earned and unpaid, within seventy-two (72) hours of their

leaving Defendants’ employ.

96. Defendants’ failure to pay Plaintiffs and the other class members who are

no longer employed by Defendants’ their wages, earned and unpaid, within seventy-

two (72) hours of their leaving Defendants’ employ, is in violation of California Labor

Code sections 201 and 202.

97. California Labor Code section 203 provides that if an employer willfully

fails to pay wages owed, in accordance with sections 201 and 202, then the wages of

the employee shall continue as a penalty from the due date thereof at the same rate until

paid or until an action is commenced; but the wages shall not continue for more than

thirty (30) days.

98. Plaintiffs and the other class members are entitled to recover from

Defendants the statutory penalty wages for each day they were not paid, up to a thirty

(30) day maximum pursuant to California Labor Code section 203.

SIXTH CAUSE OF ACTION

(Violation of California Labor Code § 204)





100. At all times herein set forth, California Labor Code section 204 provides

that all wages earned by any person in any employment between the 1st and 15th days,

inclusive, of any calendar month, other than those wages due upon termination of an

employee, are due and payable between the 16th and the 26th day of the month during

which the labor was performed.

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that all wages earned by any person in any employment between the 16th and the last

day, inclusive, of any calendar month, other than those wages due upon termination of

an employee, are due and payable between the 1st and the 10th day of the following

month.


that all wages earned for labor in excess of the normal work period shall be paid no

later than the payday for the next regular payroll period.


failed to pay Plaintiffs and the other class members all wages due to them, within any

time period permissible under California Labor Code section 204.

104. Plaintiffs and the other class members are entitled to recover all remedies

available for violations of California Labor Code section 204.

SEVENTH CAUSE OF ACTION

(Violation of California Labor Code § 226(a))





106. At all material times set forth herein, California Labor Code section

226(a) provides that every employer shall furnish each of his or her employees an

accurate itemized statement in writing showing (1) gross wages earned, (2) total hours

worked by the employee, (3) the number of piece-rate units earned and any applicable

piece rate if the employee is paid on a piece-rate basis, (4) all deductions, provided that

all deductions made on written orders of the employee may be aggregated and shown as

one item, (5) net wages earned, (6) the inclusive dates of the period for which the

employee is paid, (7) the name of the employee and his or her social security number,

(8) the name and address of the legal entity that is the employer, and (9) all applicable

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hourly rates in effect during the pay period and the corresponding number of hours

worked at each hourly rate by the employee. The deductions made from payments of

wages shall be recorded in ink or other indelible form, properly dated, showing the

month, day, and year, and a copy of the statement or a record of the deductions shall be

kept on file by the employer for at least three years at the place of employment or at a

central location within the State of California.

107. Defendants have intentionally and willfully failed to provide Plaintiffs and

the other class members with complete and accurate wage statements. The deficiencies

include, but is not limited to: the failure to include the total number of hours worked by


108. As a result of Defendants’ violation of California Labor Code section

226(a), Plaintiffs and the other class members have suffered injury and damage to their

statutorily-protected rights.

109. More specifically, Plaintiffs and the other class members have been

injured by Defendants’ intentional and willful violation of California Labor Code

section 226(a) because they were denied both their legal right to receive, and their

protected interest in receiving, accurate and itemized wage statements pursuant to

California Labor Code section 226(a).


Defendants the greater of their actual damages caused by Defendants’ failure to comply

with California Labor Code section 226(a), or an aggregate penalty not exceeding four

thousand dollars per employee.

111. Plaintiffs and the other class members are also entitled to injunctive relief

to ensure compliance with this section, pursuant to California Labor Code section

226(g).

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EIGHTH CAUSE OF ACTION

(Violation of California Labor Code § 1174(d))





113. Pursuant to California Labor Code section 1174(d), an employer shall

keep, at a central location in the state or at the plants or establishments at which

employees are employed, payroll records showing the hours worked daily by and the

wages paid to, and the number of piece-rate units earned by and any applicable piece

rate paid to, employees employed at the respective plants or establishments. These

records shall be kept in accordance with rules established for this purpose by the

commission, but in any case shall be kept on file for not less than two years.

114. Defendants have intentionally and willfully failed to keep accurate and

complete payroll records showing the hours worked daily and the wages paid, to


115. As a result of Defendants’ violation of California Labor Code section

1174(d), Plaintiffs and the other class members have suffered injury and damage to

their statutorily-protected rights.

116. More specifically, Plaintiffs and the other class members have been

injured by Defendants’ intentional and willful violation of California Labor Code

section 1174(d) because they were denied both their legal right and protected interest,

in having available, accurate and complete payroll records pursuant to California Labor

Code section 1174(d).

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NINTH CAUSE OF ACTION






118. Pursuant to California Labor Code sections 2800 and 2802, an employer

must reimburse its employee for all necessary expenditures incurred by the employee in

direct consequence of the discharge of his or her job duties or in direct consequence of

his or her job duties or in direct consequence of his or her obedience to the directions of

the employer.

119. Plaintiffs and the other class members incurred necessary business-related

expenses and costs that were not fully reimbursed by Defendants.

120. Defendants have intentionally and willfully failed to reimburse Plaintiffs

and the other class members for all necessary business-related expenses and costs.


Defendants their business-related expenses and costs incurred during the course and

scope of their employment, plus interest accrued from the date on which the employee

incurred the necessary expenditures at the same rate as judgments in civil actions in the

State of California.

TENTH CAUSE OF ACTION

(Violation of California Business & Professions Code §§ 17200, et seq.)





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123. Defendants’ conduct, as alleged herein, has been, and continues to be ,

unfair, unlawful and harmful to Plaintiffs, other class members, to the general public,

and Defendants’ competitors. Accordingly, Plaintiffs seeks to enforce important rights

affecting the public interest within the meaning of Code of Civil Procedure section

1021.5.

124. Defendants’ activities as alleged herein are violations of California law,

and constitute unlawful business acts and practices in violation of California Business

& Professions Code section 17200, et seq.

125. A violation of California Business & Professions Code section 17200, et

seq. may be predicated on the violation of any state or federal law. In this instant case,

Defendants’ policies and practices of requiring employees, including Plaintiffs and the

other class members, to work overtime without paying them proper compensation

violate California Labor Code sections 510 and 1198. Additionally, Defendants’

policies and practices of requiring employees, including Plaintiffs and the other class

members, to work through their meal and rest periods without paying them proper

compensation violate California Labor Code sections 226.7 and 512(a). Moreover,

Defendants’ policies and practices of failing to timely pay wages to Plaintiffs and the

other class members violate California Labor Code sections 201, 202 and 204.

Defendants also violated California Labor Code sections 226(a), 1174(d), 2800 and

2802.

126. As a result of the herein described violations of California law,

Defendants unlawfully gained an unfair advantage over other businesses.

127. Plaintiffs and the other class members have been personally injured by

Defendants’ unlawful business acts and practices as alleged herein, including but not

necessarily limited to the loss of money and/or property.

128. Pursuant to California Business & Professions Code sections 17200, et

seq., Plaintiffs and the other class members are entitled to restitution of the wages

withheld and retained by Defendants during a period that commences April 14, 2010;

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an award of attorneys’ fees pursuant to California Code of Civil procedure section

1021.5 and other applicable laws; and an award of costs.

ELEVENTH CAUSE OF ACTION

(Violation of California Labor Code §§ 2698, et seq.)





130. PAGA expressly establishes that any provision of the California Labor

Code which provides for a civil penalty to be assessed and collected by the LWDA, or

any of its departments, divisions, commissions, boards, agencies or employees for a

violation of the California Labor Code, may be recovered through a civil action brought

by an aggrieved employee on behalf of himself or herself, and other current or former

employees.

131. Whenever the LWDA, or any of its departments, divisions, commissions,

boards, agencies, or employees has discretion to assess a civil penalty, a court in a civil

action is authorized to exercise the same discretion, subject to the same limitations and

conditions, to assess a civil penalty.

132. Plaintiffs and the other hourly-paid or non-exempt employees, are

“aggrieved employees” as defined by California Labor Code section 2699(c) in that

they are all current or former employees of Defendants, and one or more of the alleged

violations was committed against them.

Failure to Pay Overtime

133. Defendants’ failure to pay legally required overtime wages to Plaintiffs

and the other aggrieved employees is in violation of the Wage Orders and constitutes

unlawful or unfair activity prohibited by California Labor Code sections 510 and 1198.

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Failure to Provide Meal Periods

134. Defendants’ failure to provide legally required meal periods to Plaintiffs


unlawful or unfair activity prohibited by California Labor Code sections 226.7 and

512(a).

Failure to Provide Rest Periods

135. Defendants’ failure to provide legally required rest periods to Plaintiffs


unlawful or unfair activity prohibited by California Labor Code section 226.7.

Failure to Pay Minimum Wages

136. Defendants’ failure to pay legally required minimum wages to Plaintiffs


unlawful or unfair activity prohibited by California Labor Code sections 1194, 1197

and 1197.1.

Failure to Timely Pay Wages Upon Termination

137. Defendants’ failure to timely pay wages to Plaintiffs and the other

aggrieved employees upon termination in accordance with Labor Code sections 201

and 202 constitutes unlawful and/or unfair activity prohibited by California Labor Code

sections 201 and 202.

Failure to Timely Pay Wages During Employment

138. Defendants’ failure to timely pay wages to Plaintiffs and the other

aggrieved employees during employment in accordance with Labor Code section 204

constitutes unlawful and/or unfair activity prohibited by California Labor Code section

204.

Failure to Provide Complete and Accurate Wage Statements

139. Defendants’ failure to provide complete and accurate wage statements to

Plaintiffs and the other aggrieved employees in accordance with Labor Code section

226(a) constitutes unlawful and/or unfair activity prohibited by California Labor Code

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section 226(a).

Failure to Keep Complete and Accurate Payroll Records

140. Defendants’ failure to keep complete and accurate payroll records relating

to Plaintiffs and the other aggrieved employees in accordance with California Labor

Code section 1174(d) constitutes unlawful and/or unfair activity prohibited by

California Labor Code section 1174(d).

Failure to Reimburse Necessary Business-Related Expenses and Costs

141. Defendants’ failure to reimburse Plaintiffs and the other aggrieved

employees for necessary business-related expenses and costs in accordance with

California Labor Code sections 2800 and 2802 constitutes unlawful and/or unfair

activity prohibited by California Labor Code sections 2800 and 2802.

142. Pursuant to California Labor Code section 2699, Plaintiffs, individually,

and on behalf of all aggrieved employees, requests and is entitled to recover from

Defendants and each of them, business expenses, unpaid wages, and/or untimely wages

according to proof, interest, attorneys’ fees and costs pursuant to California Labor Code

section 218.5, as well as all statutory penalties against Defendants, and each of them,

including but not limited to:

a. Penalties under California Labor Code section 2699 in the amount of

a hundred dollars ($100) for each aggrieved employee per pay

period for the initial violation, and two hundred dollars ($200) for

each aggrieved employee per pay period for each subsequent

violation;

b. Penalties under California Code of Regulations Title 8 section 11070

in the amount of fifty dollars ($50) for each aggrieved employee per

pay period for the initial violation, and one hundred dollars ($100)

for each aggrieved employee per pay period for each subsequent

violation;

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c. Penalties under California Labor Code section 210 in addition to,

and entirely independent and apart from, any other penalty provided

in the California Labor Code in the amount of a hundred dollars

($100) for each aggrieved employee per pay period for the initial

violation, and two hundred dollars ($200) for each aggrieved

employee per pay period for each subsequent violation; and

d. Any and all additional penalties and sums as provided by the

California Labor Code and/or other statutes.

143. Pursuant to California Labor Code section 2699(i), civil penalties

recovered by aggrieved employees shall be distributed as follows: seventy-five percent

(75%) to the Labor and Workforce Development Agency for the enforcement of labor

laws and education of employers and employees about their rights and responsibilities

and twenty-five percent (25%) to the aggrieved employees.

144. Further, Plaintiffs are entitled to seek and recover reasonable attorneys’

fees and costs pursuant to California Labor Code sections 210, 218.5 and 2699 and any

other applicable statute.

TWELFTH CAUSE OF ACTION

Violation of the Fair Labor Standards Act, 29 U.S.C. § 207





146. The FLSA, 29 U.S.C. § 207(a)(1), provides in relevant part:

Except as otherwise provided in this section, no employer shall employ any

of his employees, who in any workweek is employed in an enterprise

engaged in commerce or in the production of goods for commerce, for a

workweek longer than forty hours unless such employee receives

compensation for his employment in excess of the hours above specified at

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a rate not less than one and one-half times the regular rate at which he is

employed.

147. At all material times set forth herein, Plaintiffs and the other class

members sometimes worked in excess of forty (40) hours in a workweek; however, the

proper overtime compensation was not paid by Defendants. Defendants’ policies and

practices include requiring Plaintiffs and the other class members to perform work

before they clock in for their shifts, while they are clocked out for their meal breaks,

and after they clock out at the end of their shifts. This work was and is performed off-

the-clock for the sole benefit of Defendants, and was and is a uniform practice and

policy in all Defendants’ stores statewide. Some of this off-the-clock work resulted

and continues to result in Plaintiffs and the other class members sometimes working

more than forty (40) hours per week, without compensation. As such, Defendants owe

Plaintiffs and the other class members compensation for some of this off-the-clock

work at an overtime rate.

148. At all material times set forth herein, Defendants’ failure to pay Plaintiffs

and the other class members the unpaid balance of overtime compensation, as required

by the FLSA, violated the provisions of the FLSA and was therefore unlawful.

Moreover, Defendants’ failure to pay Plaintiffs and the other class members overtime

compensation was and is a result of a uniform policy or practice to deny overtime

compensation to them.

149. At all material times Defendants’ failure to pay Plaintiffs and the other

class members was the result of Defendants’ willful, knowing, and intentional violation

of the provisions of the FLSA, or alternatively Defendants’ reckless disregard for the

requirements of those provisions. At all relevant times set forth, Defendants were aware

that their uniform policies and practices are illegal and that Plaintiffs and the other

class members must be compensated for the work performed off-the-clock pursuant to

these uniform policies and practices. Therefore, the foregoing Defendants’ conduct, as

alleged, constitutes willful violation of the FLSA, within the meaning of 29 U.S.C.

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§ 255(a).

150. Pursuant to the FLSA, 29 U.S.C. § 216(b), Plaintiffs and the other class

members are entitled to recover their unpaid overtime compensation as well as

liquidated damages equal to the amount of unpaid compensation, interest, costs, and

attorneys’ fees.

THIRTEENTH CAUSE OF ACTION

Violation of the Fair Labor Standards Act, 29 U.S.C. § 206





152. Pursuant to the FLSA, 29 U.S.C. § 206, Plaintiffs and the other class

members were entitled to receive minimum wages for all hours worked.


and the other class members for all hours worked. Defendants’ policies and practices

include, but are not limited to, requiring Plaintiffs and the other class members to

perform work before they clock in for their shifts, while they are clocked out for their

meal breaks, and after they clock out at the end of their shifts. This work was and is

performed off-the-clock for the sole benefit of Defendants, and was and is a uniform

practice and policy in all Defendants’ stores nationwide. This off-the-clock work

resulted and continues to result in Plaintiffs and the other class members working

without any compensation. As such, Defendants owe Plaintiffs and the other class

members compensation for this off-the-clock work at least at a minimum wage rate.

154. At all material times set forth herein, Defendants’ failure to pay Plaintiffs

and the other class members minimum wages for all hours worked, as required by the

FLSA, violated the provisions of the FLSA and was therefore unlawful. Moreover,

Defendants’ failure to pay Plaintiffs and the other class members’ minimum wages was

and is a result of a uniform policy or practice to deny them compensation at least at a

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minimum wage rate.

155. At all material times Defendants’ failure to pay Plaintiffs and the other

class members was the result of Defendants’ willful, knowing, and intentional violation

of the provisions of the FLSA, or alternatively Defendants’ reckless disregard for the

requirements of those provisions. At all relevant times set forth, Defendants were aware

that their uniform policies and practices are illegal and that Plaintiffs and the other

class members must be compensated for the work activities performed off-the-clock

pursuant to these uniform policies and practices. Therefore, the foregoing Defendants’

conduct, as alleged, constitutes willful violation of the FLSA, within the meaning of 29

U.S.C. § 255(a).

156. As a result of Defendants’ unlawful conduct, Plaintiffs and the other class

members have suffered damages in an amount, subject to proof, to the extent they were

not paid minimum wages for all hours actually worked.

157. Pursuant to the FLSA, 29 U.S.C. § 216(b), Plaintiffs and the other class

members are entitled to recover the full amount of unpaid minimum wages as well as

liquidated damages equal to the amount of unpaid compensation, interest, costs, and

attorneys’ fees.

DEMAND FOR JURY TRIAL

Plaintiffs, individually, and on behalf of other members of the general public

similarly situated, requests a trial by jury.

PRAYER FOR RELIEF

WHEREFORE, Plaintiffs, individually and on behalf of all other members of the

general public similarly situated, prays for relief and judgment against Defendants,

jointly and severally, as follows:

Class Certification

1. That this action be certified as a class action;

2. That Plaintiffs be appointed as the representative of the Class;

3. That counsel for Plaintiffs be appointed as Class Counsel; and

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4. That Defendants provide to Class Counsel immediately the names and

most current/last known contact information (address, e-mail and telephone

numbers) of all class members.

As to the First Cause of Action

5. That the Court declare, adjudge and decree that Defendants violated

California Labor Code sections 510 and 1198 and applicable IWC Wage Orders by

willfully failing to pay all overtime wages due to Plaintiffs and the other class

members;

6. For general unpaid wages at overtime wage rates and such general and

special damages as may be appropriate;

7. For pre-judgment interest on any unpaid overtime compensation

commencing from the date such amounts were due;

8. For reasonable attorneys’ fees and costs of suit incurred herein pursuant to

California Labor Code section 1194;

9. For civil penalties pursuant to California Labor Code sections 2699(a), (f),

and (g); and

10. For such other and further relief as the court may deem just and proper.

As to the Second Cause of Action


California Labor Code sections 226.7 and 512 and applicable IWC Wage Orders by

willfully failing to provide all meal periods (including second meal periods) to

Plaintiffs and the other class members;

12. That the Court make an award to Plaintiffs and the other class members of

one (1) hour of pay at each employee’s regular rate of compensation for each workday

that a meal period was not provided;

13. For all actual, consequential, and incidental losses and damages,

according to proof;

14. For premium wages pursuant to California Labor Code section 226.7(b);

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15. For pre-judgment interest on any unpaid wages from the date such

amounts were due;

16. For reasonable attorneys’ fees and costs of suit incurred herein;


and (g); and


As to the Third Cause of Action


California Labor Code section 226.7 and applicable IWC Wage Orders by willfully

failing to provide all rest periods to Plaintiffs and the other class members;

20. That the Court make an award to Plaintiffs and the other class members of

one (1) hour of pay at each employee’s regular rate of compensation for each workday

that a rest period was not provided;


according to proof;

22. For premium wages pursuant to California Labor Code section 226.7(b);

23. For pre-judgment interest on any unpaid wages from the date such

amounts were due;


and (g); and


As to the Fourth Cause of Action


California Labor Code sections 1194, 1197, and 1197.1 by willfully failing to pay

minimum wages to Plaintiffs and the other class members;

27. For general unpaid wages and such general and special damages as may

be appropriate;

///

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28. For statutory wage penalties pursuant to California Labor Code section

1197.1 for Plaintiffs and the other class members in the amount as may be established

according to proof at trial;

29. For pre-judgment interest on any unpaid compensation from the date such

amounts were due;


California Labor Code section 1194(a);

31. For liquidated damages pursuant to California Labor Code section 1194.2;


and (g); and


As to the Fifth Cause of Action


California Labor Code sections 201, 202, and 203 by willfully failing to pay all

compensation owed at the time of termination of the employment of Plaintiffs and the

other class members no longer employed by Defendants;


according to proof;

36. For statutory wage penalties pursuant to California Labor Code section

203 for Plaintiffs and the other class members who have left Defendants’ employ;


amounts were due;


and (g); and


///

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As to the Sixth Cause of Action


California Labor Code section 204 by willfully failing to pay all compensation owed at

the time required by California Labor Code section 204 to Plaintiffs and the other class

members;


according to proof;


amounts were due;


and (g); and


As to the Seventh Cause of Action

45. That the Court declare, adjudge and decree that Defendants violated the

record keeping provisions of California Labor Code section 226(a) and applicable IWC

Wage Orders as to Plaintiffs and the other class members, and willfully failed to

provide accurate itemized wage statements thereto;

46. For actual, consequential and incidental losses and damages, according to

proof;

47. For statutory penalties pursuant to California Labor Code section 226(e);

48. For injunctive relief to ensure compliance with this section, pursuant to

California Labor Code section 226(g);


and (g); and


///

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As to the Eighth Cause of Action


California Labor Code section 1174(d) by willfully failing to keep accurate and

complete payroll records for Plaintiffs and the other class members as required by

California Labor Code section 1174(d);


proof;

53. For statutory penalties pursuant to California Labor Code section 1174.5;


and (g); and


As to the Ninth Cause of Action


California Labor Code sections 2800 and 2802 by willfully failing to reimburse

Plaintiffs the other class members for all necessary business-related expenses as

required by California Labor Code sections 2800 and 2802;


proof;

58. For the imposition of civil penalties and/or statutory penalties;

59. For reasonable attorneys’ fees and costs of suit incurred herein;


and (g); and


As to the Tenth Cause of Action

62. That the Court decree, adjudge and decree that Defendants violated

California Business and Professions Code sections 17200, et seq. by failing to provide

Plaintiffs and the other class members all overtime compensation due to them, failing

to provide all meal and rest periods to Plaintiffs and the other class members, failing to

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pay at least minimum wages to Plaintiffs and the other class members, failing to pay

Plaintiffs’ and the other class members’ wages timely as required by California Labor

Code section 201, 202 and 204 and by violating California Labor Code sections 226(a),

1174(d), 2800 and 2802.

63. For restitution of unpaid wages to Plaintiffs and all the other class

members and all pre-judgment interest from the day such amounts were due and

payable;

64. For the appointment of a receiver to receive, manage and distribute any

and all funds disgorged from Defendants and determined to have been wrongfully

acquired by Defendants as a result of violation of California Business and Professions

Code sections 17200, et seq.;


California Code of Civil Procedure section 1021.5;

66. For injunctive relief to ensure compliance with this section, pursuant to

California Business and Professions Code sections 17200, et seq.; and


As to the Eleventh Cause of Action

68. For civil penalties and wages pursuant to California Labor Code sections

2699(a), (f) and (g) and 558 plus costs and attorneys’ fees for violation of California

Labor Code sections 201, 202, 203, 204, 226(a), 226.7, 510, 512(a), 1174(d), 1194,

1197, 1197.1, 1198, 2800 and 2802; and

69. For such other and further relief as the Court may deem equitable and

appropriate.

As to the Twelfth Cause of Action

70. For general and unpaid wages at overtime wage rates;

71. For liquidated damages equal to the amount of unpaid compensation;

72. For pre-judgment interest on any unpaid overtime compensation from the

date such amounts were due;

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73. For reasonable attorneys’ fees and for costs of suit incurred herein

pursuant to the FLSA, 29 U.S.C. §216(b); and

74. For such other and further relief as the Court may deem appropriate.

As to the Thirteenth Cause of Action

75. For general unpaid minimum wages;

76. For liquidated damages equal to the amount of unpaid compensation;

77. For pre-judgment interest on any unpaid minimum wages from the date

such amounts were due;

78. For reasonable attorneys’ fees and for costs of suit incurred herein

pursuant to the FLSA, 29 U.S.C. § 216(b); and

79. For such other and further relief as the Court may deem appropriate.

Dated: December ___, 2015 L A W Y E R S for J U S T I C E, PC

By: _______________________________

Edwin Aiwazian

Attorneys for Plaintiff



ACTIVE 210764813v.1

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EXHIBIT D

Error! Unknown document property name.

California Superior Court for the County of San Francisco

Perez v. Saks & Company, L.L.C., Case No. CGC-14-538900

In ___, 2015, we mailed you a Notice regarding this case. This is to remind you that the deadline to join the lawsuit is ___, 2015. The

choice to join or not to join is yours to make.

The Court has not ruled on and expresses no opinion about the merits of the case.

A California state court authorized this reminder. This is not a solicitation from a lawyer.

If you have worked as a non-exempt, hourly paid employee for at a Saks Fifth Avenue store in California anytime between

April 24, 2010 and [date of preliminary approval]

you may be able to join this class action lawsuit.

Our records indicate that you were employed in such a position.

If you decide to join the lawsuit, you can join by submitting a Claim and FLSA

Consent Form by mail to: [address of claims administrator]

Your form must be postmarked by ________.

For more information, please visit [website maintained re: settlement] or call [toll-free number]

lawyers for justice pc girardi & keese sidley austin llpdocs.simpluris.com/saks_perez_sa.pdf ·...

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