Nunez v. Bae Sys. San Diego Ship Repair Inc. (292 F. Supp. 3d 1018, 2017)

Citations

292 F. Supp. 3d 1018

Full opinion text

Hon. Janis L. Sammartino, United States District Judge

Presently before the Court is Class Counsel's and Defendant BAE Systems San Diego Ship Repair, Inc.'s (collectively, the "Parties") Joint Motion for Final Approval of Class Action Settlement ("Final Settlement Mot."). (ECF No. 46.) Because the Settlement is fundamentally fair, reasonable, and adequate, the Court GRANTS the Parties' Final Settlement Motion. Also before the Court is Class Counsel's Motion for Attorney's Fees, Costs, and Incentive Fees ("Fee Mot."). (ECF No. 47.) Given that the attorney's fees are set at the Ninth Circuit benchmark, and that the remaining fees and costs are reasonable, the Court GRANTS Class Counsel's Fee Motion. Finally, the Parties seek to replace the sole named Plaintiff Eduardo Nunez with another Class Member, arguing that by objecting to the Final Settlement, Nunez has a conflict of interest with the Class and can no longer serve as an adequate Class Representative. (Joint Motion for Substitution of Class Representative in Place of Eduardo Nunez ("Mot. to Substitute"). (ECF No. 37.) The Court GRANTS the Parties' Motion to Substitute and substitutes Plaintiff Bryan De Anda as the sole named Plaintiff.

BACKGROUND

Plaintiff Eduardo Nunez filed a class action suit seeking compensation on behalf of all non-exempt employees of Defendant BAE Systems San Diego Ship Repair Inc. ("BAE SDSR") for unpaid wages and penalties, as well as other violations of California law. (Final Settlement Mot. 7, ECF No. 46-1; see also generally Second Am. Compl. ("SAC"), ECF No. 11.) Defendant BAE SDSR is an international defense, aerospace, and security company that maintains a single shipyard in San Diego Bay, where it works on virtually all types of government and commercial vessels (e.g., the U.S. Navy fleet). (SAC ¶ 14.) The proposed class includes all non-exempt employees at BAE SDSR who worked at any time during the period May 27, 2012 through October 13, 2016 (collectively, "Class," "Settlement Class," or "Class Members"). (Final Settlement Mot. 7.) Plaintiff's Second Amended Complaint asserts seven claims for relief under various provisions of California law:

1. Failure to Pay Straight-Time & Overtime Wages

2. Violation of the Unfair Competition Law ( Cal. Bus. & Prof. Code §§ 17200, et seq. )

3. Failure to Provide Accurate Wage Statements

4. Failure to Provide Rest Periods

5. Failure to Reimburse Employees for Business Expenses

6. Failure to Provide All Compensation Owed Upon Termination of Employment

7. Violation of the Private Attorney General Act

(See generally SAC.) Among other claims, Plaintiff alleges that because there would typically be 100 BAE SDSR workers waiting in line to pass through a checkpoint before they could break their shift for lunch, Plaintiff and other workers were not provided with a full 30-minute meal break due to the time spent waiting in line. (Id. ¶ 10.) Thus, Plaintiff argues Defendant failed to provide Plaintiff and other workers with a duty-free 30-minute meal period and failed to pay the Class its wages for their time spent, for example, disembarking from the ship, returning tools, and waiting in the security line. (Id. ) Plaintiff additionally alleges that Defendant improperly forced him and others to purchase clothes and shoes from Defendant and that Defendant did not provide reimbursements for these purchases. (Id. ) As a result of this, and other, fraudulent behavior, Plaintiff alleges the wage statements that Defendant provided were inaccurate. (Id. ¶ 11.) In sum, Plaintiff alleges that the Class Members are "similarly situated persons who are presently employed or were formerly employed as non-exempt employees of Defendant BAE SDSR in San Diego, California who: 1) were not paid straight-time wages for all work time; 2) were not paid premium overtime wages for all work performed in excess of eight hours in one workday or over forty hours in one workweek; 3) were not provided with duty-free meal 30-minute meal breaks; and/or, 4) were not provided accurate itemized wage statements." (Id. ¶ 12.)

The Parties entered into extensive pre-suit negotiations for the purpose of settling their disputes, such as (1) voluntary exchange of information, including BAE SDSR's employment policies, sworn declarations from putative class members, and thousands of electronic records containing class member data (e.g., individualized rates of pay, employment dates, time records, and badge swipe data); and (2) a full-day mediation in San Francisco with Mr. Anthony ("Antonio") Piazza, Esq., of Mediated Negotiations. (Final Settlement Mot. 9-12; Prelim. Settlement Mot. 10, ECF No. 15-1.) The mediation was successful and resulted in a non-reversionary settlement of $2.9 million, (Final Settlement Mot. 11-12), though Defendant BAE SDSR maintains its complete denial of wrongdoing, (e.g., Prelim. Settlement Mot. 9 n.1).

On February 13, 2017, the Court issued an Order (1) conditionally certifying the settlement class action; (2) preliminarily approving the proposed settlement; (3) approving the notice to be sent to the Class; and (4) setting a final approval hearing date. ("Prelim. Settlement Order," ECF No. 18.) On March 15, 2017, the Court-appointed Settlement Administrator mailed the Class Notice to 1,970 Settlement Class Members. (Final Settlement Mot. 6.) Settlement Class Members were advised that they could object to or opt-out of the Settlement by no later than May 15, 2017. (Id. ) Relevant to the pending motions, the Notice contained the following language for those interested in objecting to the proposed settlement:

As long as you do not 'opt out' from the settlement, you have the right to object to the settlement. To do so, you must send to the Court , the attorneys for the parties whose addresses are listed below, and the Claims Administrator whose address is above your objection in writing and the objection must be postmarked no later than May 15, 2017 . The objection must state: (a) your full legal name, home address, telephone number, last four digits of your social security number (for identity verification purposes); (b) the words 'Notice of Objection' or 'Formal Objection;' (c) in clear and concise terms, the legal and factual arguments supporting the objection ; and (d) a list identifying the witness(es) you as the objector may call to testify at the Fairness Hearing, as well as true and correct copies of any exhibit(s) you intend to offer. Your objection should be directed to the Hon. Janis L. Sammartino, United States District Court-Southern District of California, 221 West Broadway, Suite 4135, San Diego, California 92101 and must reference case number 3:16-cv-02162-JLS-NLS .

(Id. at 21 (citing Decl. of Abigail Schwartz on Behalf of Rust Consulting, Inc. in Support of Mot. for Final Approval ("Schwartz Decl.") ¶ 8, Ex. A ("Notice"), at 4, ECF No. 46-5 (emphasis added by the Parties) ).) Only one Class Member opted out, and six Class Members attempted to file objections. (Id. )

On May 2, 2017, Plaintiff Nunez and Defendant BAE SDSR filed a Joint Motion to Reset the Final Approval Hearing to June 15, 2017, instead of the original date of July 27, 2017, given the lengthy delay between the opt-out and objection deadline and the date of the Final Approval Hearing. (ECF No. 19.) On May 4, 2017, the Court granted the Joint Motion, instructing Plaintiff and Defendant to immediately contact Class Members who timely object to the Settlement or who otherwise noticed their intent to appear at the Final Approval Hearing and apprise them of the new date. (ECF No. 20.)

Then, on May 12, 2017, the Court received a contested motion to substitute attorney filed by Plaintiff Nunez. (ECF No. 24). Four days later the Court received a notice of Plaintiff Nunez's objection to the Settlement. (ECF No. 27). Given these developments, the Court vacated the newly reset Final Fairness Hearing Date and ordered all parties to appear for a status conference set for May 25, 2017. (ECF No. 35.) At the status conference, the Court granted Nunez's motion to substitute attorneys from the law firm Hewgill & Cobb to represent him in his individual capacity as an objector to the Settlement (not as new Class Counsel), and also requested briefing on the question of whether Nunez could continue to serve as the sole named Class Representative given his eleventh-hour objections to the Settlement. (ECF No. 36.) Briefing was completed on June 12, 2017, (ECF No. 40), and the Court took all arguments under submission to be considered together with any motion for final approval of the settlement. (ECF No. 41.) The Court also reset the date for the Final Approval Hearing to the original date of July 27, 2017. (Id. ) The Court held a final fairness hearing on November 7, 2017.

After considering some of the arguments raised in the Class Members' objections, addressed more thoroughly below, the Court ordered supplemental notice to the Class to address certain issues. (ECF Nos. 57, 59.) The Court also granted the Class a new opportunity to opt-out of the Settlement, as well as a limited opportunity to file new objections to the Settlement and Class Counsel's Motion for Attorney's Fees. (Id. )

On October 24, 2017, the Parties (Class Members and Defendant) filed a Supplemental Memorandum in Support of the Joint Motion for Final Approval of Class Action Settlement. (ECF No. 60.) The Supplemental Memorandum states that on August 15, 2017 the Court-appointed Settlement Administrator mailed supplemental notice to 1,968 class members-two class members had opted out prior to the mailing. (Id. at 2.) In response to the supplemental notice, no class members opted out and no new objections were filed or provided to counsel or the claims administrator. (Id. at 3.)

The Parties now present to the Court Joint Motions for an Order: (1) reaffirming the Court's certification of the Settlement Class; (2) granting final approval of the Settlement Agreement; (3) approving of and awarding attorney's fees, costs, and a Class Representative service award; and (4) removing Nunez as named Class Representative and substituting De Anda in his place. The Parties have also filed a supplemental brief addressing the responses from Class Members after the supplemental notice.

SETTLEMENT TERMS

The Parties have submitted a comprehensive settlement document with approximately twenty-three pages of substantive terms. (Prelim. Settlement Mot. Ex. 1, Joint Stipulation of Settlement and Release ("Settlement Agreement") 31-60, ECF No. 15-1.) The Settlement provides monetary relief, but no programmatic relief, in exchange for a defined release of liability. At the time of signing and preliminary approval of this Settlement Agreement, Plaintiff Eduardo Nunez, as Class Representative, supported the Settlement Agreement. (Id. at 54.)

BAE SDSR stands to pay a Maximum Settlement Amount of $2.9 million. (Final Settlement Mot. 7.) BAE SDSR will automatically make Settlement payments to Class Members (unless they have chosen to opt out) based on the following formula:

After deducting from the Maximum Settlement Amount the Court-approved attorneys' fees and costs for Class Counsel, a payment for the Settlement Administrator's fees and expenses, payment to the State of California Labor and Workforce Development Agency ("LWDA"), the employer's portion of FICA, FUTA, and all other state and federal payroll taxes on the "wage" portion of the Settlement payments to Class Members, an additional flat amount of $250.00 for each employee separated from employment during the Covered Period ("Wait Time Penalties"), and a Court-approved service payment to the Class Representative(s), the entirety of the remaining funds (the "Net Settlement Amount") shall automatically be distributed to the payment-eligible Settlement Class Members. See Settlement Agreement, ¶¶ 11, 31b (ECF No. 15-1).

Payment-eligible Class Members will receive a payment based on each person's number of compensable work-weeks, which shall be all weeks worked as a non-exempt employee by the Payment-Eligible Class Members since May 12, 2012 ("Compensable Work Weeks"). The dollars per Compensable Work Week will be calculated by dividing the total Compensable Work Weeks for the entire Settlement Class into the Net Settlement Amount. That amount (in dollars per week) will be multiplied by the number of Compensable Work Weeks for each payment-eligible Class Member. Id. ¶ 31b.

(Id. ) The check will escheat to the State of California or any other State having jurisdiction over the Class Member's assets if the Class Member fails to cash his or her check within 120 days after it is mailed. (Id. at 8.)

RULE 23 SETTLEMENT CLASS CERTIFICATION

Before granting final approval of a class action settlement agreement, the Court must first determine whether the proposed class can be certified. Amchem Prods., Inc. v. Windsor , 521 U.S. 591, 620, 117 S.Ct. 2231, 138 L.Ed.2d 689 (1997) (indicating that a district court must apply "undiluted, even heightened, attention [to class certification] in the settlement context" in order to protect absentees). In the present case, the Court previously provisionally certified the Settlement Class for purposes of settlement only. (Prelim. Settlement Order 16.) While the Parties now question Plaintiff Nunez's ability to serve as an adequate Class Representative, nothing has changed to affect the propriety of certification of the Settlement Class as a whole. Accordingly, the Court's analysis here is largely the same as in its Preliminary Settlement Order, with the addition of a more detailed discussion of Nunez's ability to serve as an adequate representative under Federal Rule of Civil Procedure 23(a)(4).

Class actions are governed by Federal Rule of Civil Procedure 23. In order to certify a class, each of the four requirements of Rule 23(a) must first be met. Zinser v. Accufix Research Inst., Inc. , 253 F.3d 1180, 1186 (9th Cir. 2001). Rule 23(a) allows a class to be certified only if:

(1) the class is so numerous that joinder of all members is impracticable;

(2) there are questions of law or fact common to the class;

(3) the claims or defenses of the representative parties are typical of the claims or defenses of the class; and

(4) the representative parties will fairly and adequately protect the interests of the class.

Next, in addition to Rule 23(a)'s requirements, the proposed class must satisfy the requirements of one of the subdivisions of Rule 23(b). Zinser , 253 F.3d at 1186. Here, Plaintiff seeks to certify the Settlement Class under subdivision Rule 23(b)(3), which permits certification if "questions of law or fact common to class members predominate over any questions affecting only individual members," and "a class action is superior to other available methods for fairly and efficiently adjudicating the controversy." Fed. R. Civ. P. 23(b)(3). The Court addresses each of these requirements in turn.

I. Rule 23(a)(1) : Numerosity

Federal Rule of Civil Procedure 23(a)(1) requires that a class must be "so numerous that joinder of all members is impracticable." "[C]ourts generally find that the numerosity factor is satisfied if the class comprises 40 or more members and will find that it has not been satisfied when the class comprises 21 or fewer." Celano v. Marriott Int'l, Inc. , 242 F.R.D. 544, 549 (N.D. Cal. 2007).

Here, the proposed Settlement Class consists of approximately 1,968 individuals, all of who are identifiable from BAE SDSR's data. (Final Settlement Mot. 6.) Accordingly, joinder of all members would be impracticable for purposes of Rule 23(a)(1), and the numerosity requirement is therefore satisfied.

II. Rule 23(a)(2) : Commonality

Federal Rule of Civil Procedure 23(a)(2) requires that there be "questions of law or fact common to the class." Commonality requires that "the class members 'have suffered the same injury.' " Wal-Mart Stores, Inc. v. Dukes , 564 U.S. 338, 349-50, 131 S.Ct. 2541, 180 L.Ed.2d 374 (2011) (quoting Gen. Tel. Co. of Sw. v. Falcon , 457 U.S. 147, 157, 102 S.Ct. 2364, 72 L.Ed.2d 740 (1982) ). "The existence of shared legal issues with divergent factual predicates is sufficient, as is a common core of salient facts coupled with disparate legal remedies within the class." Hanlon v. Chrysler Corp. , 150 F.3d 1011, 1019 (9th Cir. 1998).

Here, the Parties have carefully defined the Settlement Class to encompass all BAE SDSR employees adversely affected by the allegedly fraudulent policies and practices set forth above. (See generally SAC.) All common questions thus revolve around whether the alleged fraudulent policies and practices in fact were fraudulent and impacted the class members. Accordingly, it is appropriate for these issues to be adjudicated on a class-wide basis, and Rule 23(a)(2) is satisfied.

III. Rule 23(a)(3) : Typicality

To satisfy Federal Rule of Civil Procedure 23(a)(3), Plaintiff's claims must be typical of the claims of the Class. The typicality requirement is "permissive" and requires only that Plaintiff's claims "are reasonably coextensive with those of absent class members." Hanlon , 150 F.3d at 1020. "The test of typicality 'is whether other members have the same or similar injury, whether the action is based on conduct which is not unique to the named plaintiffs, and whether other class members have been injured by the same course of conduct.' " Hanon v. Dataproducts Corp. , 976 F.2d 497, 508 (9th Cir. 1992) (quoting Schwartz v. Harp , 108 F.R.D. 279, 282 (C.D. Cal. 1985) ). "[C]lass certification should not be granted if 'there is a danger that absent class members will suffer if their representative is preoccupied with defenses unique to it.' " Id. (citation omitted).

Here, Plaintiff Nunez is a BAE SDSR employee whose claims allegedly arise out of the same underlying BAE SDSR policies and practices as those pertaining to the proposed Settlement Class. (See SAC; Prelim. Settlement Mot. 17-18.) Accordingly, Plaintiff's claims are typical of the claims of the members of the proposed Settlement Class, thus satisfying Rule 23(a)(3).

IV. Rule 23(a)(4) : Adequacy

Federal Rule of Civil Procedure 23(a)(4) requires that the named representatives fairly and adequately protect the interests of the class. "To satisfy constitutional due process concerns, absent class members must be afforded adequate representation before entry of judgment which binds them." Hanlon , 150 F.3d at 1020 (citing Hansberry v. Lee , 311 U.S. 32, 42-43, 61 S.Ct. 115, 85 L.Ed. 22 (1940) ). To determine legal adequacy, the Court must resolve two questions: "(1) do the named plaintiffs and their counsel have any conflicts of interest with other class members, and (2) will the named plaintiffs and their counsel prosecute the action vigorously on behalf of the class?" Id.

The Court previously found that there was no reason to believe either Class Counsel or Plaintiff Nunez, the sole named representative, had any conflicts of interest with the Class or would not vigorously prosecute the action on their behalf. (Prelim. Settlement Order 7.) But that was before Nunez objected to the Settlement, which, at the May 25, 2017 Status Conference, Class Counsel and Defendant argued put Nunez in direct conflict with the best interests of the Class. The Parties briefed the issue, seeking to remove Nunez and replace him with Mr. De Anda, and Nunez opposed the motion. (See ECF Nos. 37, 38, 40.)

This scenario appears to be one of first impression in the Ninth Circuit, and seems to raise two distinct questions. First, before anything can happen with this Settlement, the Court must determine whether Nunez can serve as an adequate Class Representative under Rule 23(a)(4). This is a prerequisite to certifying the Class for the present settlement purposes. Second, if the Court determines that Nunez can adequately serve the Class and also determines that the Settlement is fair, reasonable, and adequate, the Court must further determine whether Nunez can continue to serve as an adequate Class Representative, given that his continued objections to the Settlement at that point would put the Class's recovery under the Settlement, which the Court would have determined to be in their best interests, in jeopardy. The question thus becomes whether Nunez would at that point have a conflict of interest with the Class such that he could no longer serve as an adequate representative on their behalf. Given the different procedural postures of these questions, the Court reserves its discussion of the second question until later. See infra "MOTION TO SUBSTITUTE CLASS REPRESENTATIVE" (pp. 38-42) [hereinafter Class Rep. Discussion ]. For now, the Court considers whether Nunez is an adequate representative for class certification purposes.

In the Ninth Circuit, " '[e]xamination of potential conflicts of interest has long been an important prerequisite to class certification" and "is especially critical when the...class settlement is tendered along with a motion for class certification." In re Online DVD-Rental Antitrust Litig. , 779 F.3d 934, 942 (9th Cir. 2015) (citing Hanlon , 150 F.3d at 1020 ). However, " '[o]nly conflicts that are fundamental to the suit and that go to the heart of the litigation prevent a plaintiff from meeting the Rule 23(a)(4) adequacy requirement.' " Id. (quoting 1 William B. Rubenstein et al., Newberg on Class Actions § 3.58 (5th ed. 2011) ). "A conflict is fundamental when it goes to the specific issues in controversy." Id.

The Parties argue Nunez has a conflict of interest with the Class, and thus can no longer adequately represent them, because (1) he objects to the final approval of the Settlement, (see generally Mot. to Substitute), and (2) he has undermined his own credibility and thus is an unsuitable Class Representative, (Mot. to Substitute Reply 6-7, ECF No. 40).

The Court rejects the Parties' first argument-namely, that by virtue of objecting to the Settlement Nunez is automatically conflicted out of representing the Class. Of course, the nature of the objections implicate distinct considerations and may reveal a conflict. But the mere act of objecting itself is insufficient, since those objections may instead reveal deficiencies in the Settlement to the benefit of the class; such an objection would be in concert-not in conflict-with the best interests of the class. Indeed, as the Sixth Circuit recently opined in a similar scenario in Olden v. Gardner ,

[a]lthough we ultimately conclude that the district court did not abuse its discretion in replacing the original class representatives, this is a close question in this case and we may well have made a different decision if we were the trial judges. Replacing class representatives for objecting to a proposed settlement appears inconsistent with the theory of class representatives. Class representatives are expected to protect the interests of the class. See Fed. R. Civ. P. 23(a)(4). This requires that the class representatives exercise some oversight of the class counsel so as to avoid simply turning the conduct of the case over to the class counsel. See Bovee v. Coopers & Lybrand , 216 F.R.D. 596, 615 (S.D. Ohio 2003). Oversight from the class representatives is particularly important in the context of settlements. See In re Cal. Micro Devices Sec. Litig. , 168 F.R.D. 257, 262 (N.D. Cal. 1996) (risk of unfair settlement is greater when negotiations are carried out "without meaningful oversight by class representative"). These principles suggest that class representatives should not be removed from their positions as class representatives simply because they have attempted to fulfill their duty to protect the interests of the class.

294 Fed.Appx. 210, 220 (6th Cir. 2008).

Of course, in Gardner the Sixth Circuit ultimately concluded that the district court did not abuse its discretion in replacing the class representatives for objecting to the settlement. And the Parties cite the district court's underlying decision in Gardner , among others, to bolster their argument that objecting to a class settlement puts a representative in conflict with the class. But, as Nunez points out, those motions were granted after the respective district courts granted final approval of the settlement agreements. (Mot. to Substitute Opp'n 11-12, ECF No. 38.) In other words, the crux of those decisions was that because the Court found the settlements fair, reasonable, and adequate, the objecting-representatives' continued objections to the settlement put them in direct conflict with the class as a whole, which now had impending judicially approved relief absent further protestation. Thus, while certainly relevant to the present case, the Court considers these cases below, in the later-presented procedural posture, infra Class Rep. Discussion , when discussing the Parties' Motion to Substitute Class Representative. At this juncture, the Court concludes that the mere act of a class representative objecting to a settlement is insufficient, on its own, to demonstrate that the representative has a conflict of interest with the class.

That said, as discussed, the substance of those objections may reveal a conflict of interest with the Class. And although the Court later addresses the substance and procedural deficiencies of these objections, the Parties argue that one objection in particular makes Nunez an inadequate representative even at this procedural step: that is, that Nunez has undermined his own credibility and thus can no longer serve as class representative. (Mot. to Substitute Reply 6-7.) Specifically, the Parties point to Nunez's first objection, that he "did not attend the settlement conference held on September 16, 2016, nor did [he] know it was occurring beforehand." (Notice of Objection filed by Eduardo Nunez ("Nunez Objs.") ¶ 1, ECF No. 27 (emphasis added).) However, Nunez later backtracked and admitted that Mr. Dychter called him and said "[g]ood news, I got a date for the mediation." (Decl. of Plaintiff Eduardo Nunez in Support of his Opposition to the Joint Mot. to Substitute New Class Representative ("Nunez Substitute Opp'n Decl.") ¶ 34, ECF No. 38-3.) But Nunez still declares that Mr. Dychter "did not tell [him] the date of the mediation." (Id. )

These are, at some level, inconsistent statements: Nunez first says he had no idea a mediation was occurring, and later reveals that he had notice of the mediation, just not a specific date. And the Parties are right that "[t]he honesty and credibility of a class representative is a relevant consideration when performing the adequacy inquiry 'because an untrustworthy plaintiff could reduce the likelihood of prevailing on the class claims.' " Harris v. Vector Mktg. Corp. , 753 F.Supp.2d 996, 1015 (N.D. Cal. 2010) ; see also In re Computer Memories Sec. Litig. , 111 F.R.D. 675, 682 (N.D. Cal. 1986) ("[I]t is self-evident that a Court must be concerned with the integrity of individuals it designates as representatives for a large class of plaintiffs.").

But "[c]redibility problems do not automatically render a proposed class representative inadequate." Harris , 753 F.Supp.2d at 1015 (internal quotation marks omitted). " 'Only when attacks on the credibility of the representative party are so sharp as to jeopardize the interests of absent class members should such attacks render a putative class representative inadequate.' " Id. (quoting Lapin v. Goldman Sachs & Co. , 254 F.R.D. 168, 177 (S.D.N.Y. 2008) ). Here, the Court finds that this single inconsistency in Nunez's testimony, while somewhat disquieting, is not "so sharp as to jeopardize the interests of absent class members." Id. After all, Nunez at least sticks to his story that he did not know what day the mediation would take place. Moreover, the remainder of his declaration demonstrates that he was at some level engaged with the litigation by, for example, contacting Mr. Dychter for updates on the case. (See, e.g. , Nunez Substitute Opp'n Decl. ¶¶ 28-44.) Accordingly, the Court finds that Nunez is an adequate representative for class certification purposes.

In sum, there is no reason to believe that the named representative and Class Counsel have any conflict of interest with the proposed Settlement Class members. There is also no reason to believe that the named representative and Class Counsel have thus far failed to vigorously investigate and litigate this case. Plaintiff has retained competent Class Counsel, who have conducted extensive investigation, research, and informal discovery in this case. (See generally Final Settlement Mot.) Furthermore, Class Counsel have significant class action litigation experience, are knowledgeable about the applicable law, and will continue to commit their resources to further the interests of the Class. (Id. at 19.) Accordingly, the named representative and Class Counsel adequately represent the proposed Settlement Class members, and Rule 23(a)(4)'s adequacy requirement is met.

V. Rule 23(b)(3)

Federal Rule of Civil Procedure 23(b)(3) permits certification if "questions of law or fact common to class members predominate over any questions affecting only individual members," and "a class action is superior to other available methods for fairly and efficiently adjudicating the controversy."

A. Predominance

"The Rule 23(b)(3) predominance inquiry tests whether the proposed classes are sufficiently cohesive to warrant adjudication by representation." Amchem Prods. , 521 U.S. at 623, 117 S.Ct. 2231. " Rule 23(b)(3) focuses on the relationship between the common and individual issues." Hanlon , 150 F.3d at 1022.

Here, the common issues of whether Defendant's policies and practices failed to, for example, compensate Class Members for all time worked, provide an opportunity for compliant meal and rest periods, and provide accurate wage statements predominate over the individual issues such as length of employment and particularized grievances. (See, e.g. , Prelim. Settlement Mot. 19-20.) Further, for purposes of settlement, Class Members are not required to prove any evidentiary or factual issues that could arise in litigation. Accordingly, the predominance requirement of Rule 23(b)(3) is satisfied.

B. Superiority

The final requirement for certification pursuant to Federal Rule of Civil Procedure 23(b)(3) is "that a class action [be] superior to other available methods for fairly and efficiently adjudicating the controversy." The superiority inquiry requires the Court to consider the four factors listed in Rule 23(b)(3) :

(A) the class members' interests in individually controlling the prosecution or defense of separate actions;

(B) the extent and nature of any litigation concerning the controversy already begun by or against class members;

(D) the likely difficulties in managing a class action.

See also Zinser , 253 F.3d at 1190. A court need not consider the fourth factor, however, when certification is solely for the purpose of settlement. See True v. Am. Honda Motor Co. , 749 F.Supp.2d 1052, 1066 n.12 (C.D. Cal. 2010) ; see also Amchem , 521 U.S. at 620, 117 S.Ct. 2231 ("Confronted with a request for settlement-only class certification, a district court need not inquire whether the case, if tried, would present intractable management problems, for the proposal is that there be no trial."). The superiority inquiry focuses " 'on the efficiency and economy elements of the class action so that cases allowed under [ Rule 23(b)(3) ] are those that can be adjudicated most profitably on a representative basis.' " Zinser , 253 F.3d at 1190 (quoting 7A Charles Alan Wright, Arthur R. Miller & Mary Kay Kane, Federal Practice and Procedure § 1780, at 562 (2d ed. 1986) ). A district court has "broad discretion" in determining whether class treatment is superior. Kamm v. Cal. City Dev. Co. , 509 F.2d 205, 210 (9th Cir. 1975).

Here, Class Members' claims involve the same issues arising from the same factual bases. If Class Members' claims were considered on an individual basis, roughly 1,968 cases would follow a similar trajectory, and each would come to a similar result. Furthermore, individual cases would consume a significant amount of the Court's and the Class Members' resources. It is also likely that Class Members would not pursue litigation on an individual basis due to the high costs of pursuing individual claims. The interests of the Class Members in individually controlling the litigation are minimal, especially given the same broad-based policy and practices would be at issue. Moreover, while the Court has received a few objections to the Settlement, which the Court addresses in more detail below, none actually challenge the resolution of this matter on a class-wide basis. (See ECF Nos. 27, 28, 32, 42, 43, 44.) Additionally, because the majority of BAE SDSR's employees are located in San Diego, many of the individual cases would likely be filed in this district, and thus it is desirable to concentrate the litigation in a single forum. Given all of the above, class treatment is the superior method of adjudicating this controversy, and the superiority requirement of Rule 23(b)(3) is met.

VI. Conclusion

For the reasons stated above, the Court finds certification of the Settlement Class proper under Rule 23(b)(3). Accordingly, the Court REAFFIRMS certification of the Settlement Class for settlement purposes only.

RULE 23 FINAL APPROVAL DETERMINATION

Having certified the Settlement Class, the Court must next determine whether the proposed settlement is "fair, reasonable, and adequate" pursuant to Federal Rule of Civil Procedure 23(e). Relevant factors to this determination include:

The strength of the plaintiffs' case; the risk, expense, complexity, and likely duration of further litigation; the risk of maintaining class action status throughout the trial; the amount offered in settlement; the extent of discovery completed and the stage of the proceedings; the experience and views of counsel; the presence of a governmental participant; and the reaction of the class members to the proposed settlement.

Hanlon , 150 F.3d at 1026. Furthermore, due to the "dangers of collusion between class counsel and the defendant, as well as the need for additional protections when the settlement is not negotiated by a court designated class representative," any "settlement approval that takes place prior to formal class certification requires a higher standard of fairness." Id.

I. Strength of Plaintiff's Case

In order to succeed on the merits, Plaintiff would have to prove that Defendant's practices and policies were fraudulent. (See, e.g. , SAC ¶ 1 (listing causes of action).) Plaintiff estimates BAE SDSR's potential liability exposure on the underlying Labor Code claims to be approximately $11.5 million. (See, e.g. , Prelim. Settlement Mot. 23; Decl. of Alexander I. Dychter in Supp. of Mot. for Final Approval of Class Action Settlement ("Dychter Decl.") ¶ 9, ECF No. 46-3 (noting a potential maximum liability of eight figures).) BAE SDSR denies any wrongdoing, that Plaintiff is entitled to any relief at law or equity, and that Plaintiff would be able to validly certify a class in the absence of the proposed settlement. (See, e.g. , Final Settlement Mot. 13-16 (listing Defendant's arguments against Plaintiff's claims, such as the difficulty of proving liability under the California Labor Code given its inapplicability to workers who worked on federal ships under the Federal Enclave Doctrine) ); (Decl. of Anthony Piazza in Supp. of Joint Mot. to Substitute New Class Rep. in Place of Eduardo Nunez ("Piazza Decl.") ¶ 7, ECF No. 37-6 (noting the strengths of Defendant's positions relative to Plaintiff's claims).) Additionally, the Settlement is the result of arm's-length negotiations conducted over several months, including each Party's individual discovery and valuation of the case and one full-day mediation session before an experienced and nationally renowned mediator. (Final Settlement Mot. 9-12.) Given the Parties' disagreement and a neutral third-party evaluation of the same, the Court finds that this factor weighs in favor of the $2.9 million settlement being fair, reasonable, and adequate. See, e.g. , Bond v. Ferguson Enters., Inc. , No. 1:09-CV-01662, 2011 WL 284962, at *7 (E.D. Cal. Jan. 25, 2011) ("Even if Plaintiffs were to prevail, they would be required to expend considerable additional time and resources potentially outweighing any additional recovery obtained through successful litigation.").

II. Risk, Expense, Complexity, and Likely Duration of Further Litigation

Were the case to proceed to further litigation rather than settlement, the Parties would each bear substantial risk and a strong likelihood of protracted and contentious litigation. Even though the Parties have agreed to settle this action, they fundamentally disagree regarding the validity of Plaintiff's claims, and, as discussed, Defendant highlights a number of likely meritorious arguments against Plaintiff's claims. (See, e.g. , Final Settlement Mot. 9-16.) Additionally, the Parties predict lengthy discovery disputes over class member contact information, site inspections of secure government facilities, and significant electronic discovery were this Settlement to be rejected and litigation to ensue, and thus argue that the present Settlement affords Class Members at least some compensation where there might be none. (Id. at 16.) Indeed, the fact that Defendant disputes all aspects of Plaintiff's claims, including the propriety of class certification in the absence of the Settlement Agreement, suggests that these issues would be vigorously (and therefore costly) litigated were there to be further litigation. Given the foregoing, this factor weighs in favor the settlement being fair, reasonable, and adequate. See, e.g. , Nat'l Rural Telecomms. Coop. v. DIRECTV, Inc. , 221 F.R.D. 523, 527 (C.D. Cal. 2004) ("Avoiding such a trial and the subsequent appeals in this complex case strongly militates in favor of settlement rather than further protracted and uncertain litigation.").

III. Risk of Maintaining Class Action Status Throughout Trial

The Parties dispute whether the Class can be validly certified in the absence of the Settlement Agreement. Implicit in this disagreement is the likelihood of initial challenges to class certification and the potential for decertification motions even if class status is granted. (See, e.g. , Final Settlement Mot. 16-17 (noting in particular that the Federal Enclave Doctrine would serve as a significant bar to certification).) Weighed against the fact that Defendant does not object to a finding that the class elements are met for purposes of this settlement, this factor also weighs in favor of the settlement being fair, reasonable, and adequate. See, e.g. , Rodriguez v. W. Publ'g Corp. , 563 F.3d 948, 966 (9th Cir. 2009) ; Couser v. Comenity Bank , 125 F.Supp.3d 1034, 1042 (S.D. Cal. 2015) ("Where there is a risk of maintaining class action status throughout the trial, this factor favors approving the settlement." (citation omitted) ).

IV. Amount Offered in Settlement

BAE SDSR has agreed to pay $2.9 million to settle this lawsuit. (Final Settlement Mot. 6.) The crux of Plaintiff's claims is that BAE SDSR failed to pay the Class Members the entirety of their earned wages. Because BAE SDSR has data regarding each affected Class Member, which it provided to Plaintiff prior to negotiating the Settlement Agreement, the proof of each Class Member's damages is largely calculable and less prone to subjective considerations. Indeed, the Parties note that the average settlement amount for each Class Member is approximately $890 and the highest individual settlement payment is estimated to be approximately $2,500. (Id. at 6 (citing Schwartz Decl. ¶ 13).) Of course, Class Counsel admits that the Settlement reflects recovery equal to approximately 26% of the potential estimated value of all Plaintiff's underlying California Labor Code claims. (Id. at 17.) But Class Counsel readily admits that such claims may never have been proved in light of the federal enclave issue and other available defenses, and that a more realistic assessment of class-wide damages would have been a fraction of the "soaking wet" evaluation of roughly $11.5 million. (Id. (citing Dychter Decl. ¶¶ 13-15).) Accordingly, this factor weighs in favor of the settlement being fair, reasonable, and adequate. See, e.g. , In re Mego Fin. Corp. Sec. Litig. , 213 F.3d 454, 459 (9th Cir. 2000), as amended (June 19, 2000) (finding that a settlement amount worth roughly one-sixth of the potential recovery was fair and adequate given the difficulties in proving the case); Bennett v. SimplexGrinnell LP , No. 11-CV-01854-JST, 2015 WL 1849543, at *7 (N.D. Cal. Apr. 22, 2015) ("The Court finds that the class members' net recovery of at least...approximately thirty percent of the maximum exposure figure...is fair, reasonable, and adequate....").

V. Extent of Discovery Completed and Stage of Proceedings

Prior to the agreed-upon settlement, the Parties engaged in substantial informal discovery, including exchanging payroll, timekeeping, and other records. (Final Settlement Mot. 18-19.) Defendant also performed its own investigation, interviewing approximately ninety potential class members and collecting approximately eighty-three declarations, on which it relied to demonstrate the disparity of Class Member experiences and that proper compensation was paid for time worked. (Id. at 10) And as discussed, the Parties engaged a neutral third-party mediator who fully examined and discussed with each party the strengths and weakness of each party's case. (Id. at 9-12.) Both Class Counsel and Defense Counsel gained significant knowledge of the relevant facts and law throughout the informal discovery process and through independent investigation and evaluation. Accordingly, it appears the Parties have entered into the Settlement Agreement with a strong working knowledge of the relevant facts, law, and strengths and weaknesses of their claims and defenses. Given all of the above, this factor weighs in favor of the proposed settlement being fair, reasonable, and adequate. See In re Mego Fin. Corp. Sec. Litig. , 213 F.3d at 459 (upholding district court finding and explaining that in the absence of formal discovery this factor turns on whether "the parties have sufficient information to make an informed decision about settlement"); In re Immune Response Sec. Litig. , 497 F.Supp.2d 1166, 1174 (S.D. Cal. 2007) (approving settlement where informal discovery gave the parties "a clear view of the strength and weaknesses of their cases").

VI. Experience and Views of Counsel

"The recommendations of plaintiffs' counsel should be given a presumption of reasonableness." Boyd v. Bechtel Corp. , 485 F.Supp. 610, 622 (N.D. Cal. 1979). And here, Class Counsel believes the Settlement Agreement is fair, reasonable, adequate, and in the best interest of the Settlement Class. (Final Settlement Mot. 19; Settlement Agreement ¶ 63.) Furthermore, in the present case the presumption of reasonableness is warranted based on Class Counsel's expertise in complex litigation, familiarity with the relevant facts and law, and significant experience negotiating other class and collective action settlements. (See, e.g. , Dychter Decl. ¶¶ 3-4 (describing experience); Decl. of Walter L. Haines in Supp. of Mot. for Final Approval of Class Action Settlement ("Haines Decl.") ¶ 3, ECF No. 46-4 (same).) Given the foregoing, and according the appropriate weight to the judgment of these experienced counsel, this factor weighs in favor of the proposed settlement being fair, reasonable, and adequate. See, e.g. , Rodriguez , 563 F.3d at 967 ("[P]arties represented by competent counsel are better positioned than courts to produce a settlement that fairly reflects each party's expected outcome in litigation...." (citation omitted) ); see also Lane v. Facebook, Inc. , 696 F.3d 811, 821-23 (9th Cir. 2012) ("[T]he district court properly declined to undermine [the parties'] negotiations by second-guessing the parties' decision as part of its fairness review over the settlement agreement."); Vasquez v. Coast Valley Roofing, Inc. , 266 F.R.D. 482, 490 (E.D. Cal. 2010) ("[T]he trial judge, absent fraud, collusion, or the like, should be hesitant to substitute its own judgment for that of counsel." (quoting Cotton v. Hinton , 559 F.2d 1326, 1330 (5th Cir. 1977) ) ).

VII. Reaction of Class Members to the Proposed Settlement

"The reactions of the members of a class to a proposed settlement is a proper consideration for the trial court." Vasquez , 266 F.R.D. at 490 (quoting Nat'l Rural Telecomms. Coop. , 221 F.R.D. at 528 ). "Class representatives' opinions of the settlement are especially important because '[t]he representatives' views may be important in shaping the agreement and will usually be presented at the fairness hearing; they may be entitled to special weight because the representatives may have a better understanding of the case than most members of the class.' " Id. (quoting Nat'l Rural Telecomms. Coop. , 221 F.R.D. at 528 (citing Manual for Complex Litigation, Third , § 30.44 (1995) ) ). "Generally, 'the absence of a large number of objections to a proposed class action settlement raises a strong presumption that the terms of a proposed class action settlement are favorable to the class members.' " Wren v. RGIS Inventory Specialists , No. C-06-05778 JCS, 2011 WL 1230826, at *11 (N.D. Cal. Apr. 1, 2011) (quoting Nat'l Rural Telecomm. Coop. , 221 F.R.D. at 529 ). Of the 1,970 originally noticed Class Members, only one-or .05% of the Class-opted out. (Schwartz Decl. ¶ 11.) Additionally, a total of six Class Members-or .3% of the Class- attempted to file objections. (ECF Nos. 27, 28, 32, 42, 43, 44.) Of the 1,968 Class Members receiving supplemental notice none objected. (ECF No. 60, at 2.) Thus, as a purely numerical observation, the overwhelming positive response to the Settlement strongly supports final approval. See, e.g. , Churchill Vill., L.L.C. v. Gen. Elec. , 361 F.3d 566, 577 (9th Cir. 2004) (affirming final approval where approximately 0.61% of class members either opted out or objected); In re Lifelock, Inc. Mktg. & Sales Practices Litig. , No. MDL 08-1977-MHM, 2010 WL 3715138, at *6 (D. Ariz. Aug. 31, 2010) (finding that low number of timely written objections and requests for exclusion supported settlement approval).

A. Objections

But as discussed, six Class Members attempted to file objections to the Settlement. The Court uses the term "attempted" because the Parties argue that these objections are procedurally improper and, even if considered, are insufficient to demonstrate that the Settlement is not fair, reasonable, and adequate. (Final Settlement Mot. 20-27.) The Court agrees with both arguments.

First, the Parties argue that the six objections are procedurally improper because the Objectors failed to follow the Court-approved Notice to the Settlement Class, mailed on March 15, 2017, which read as follows:

(Final Settlement Mot. 21 (citing Notice 4 (emphasis added by the Parties) ).)

The Court agrees with the Parties that no compliant objections were submitted. Three objections were postmarked after May 15, 2017 and filed late. (ECF Nos. 42, 43, 44 (bearing signatures of June 1 and June 7, 2017).) The other three, (ECF Nos. 27, 28, 32), were never sent to the Settlement Administrator. (Schwartz Decl. ¶ 12.) Furthermore, no objections were submitted to the Settlement Administrator until June 14, 2017, nearly one month later than the May 15, 2017 deadline. (Schwartz Decl. ¶ 12.) Accordingly, the Court overrules these objections for failure to follow the objection procedures outlined in the Court-approved Notice. See, e.g. , Noll v. eBay, Inc. , 309 F.R.D. 593, 612 (N.D. Cal. 2015) (discounting objection for failure to timely file); see also Chavez v. PVH Corp. , No. 13-CV-01797-LHK, 2015 WL 9258144, at *3 (N.D. Cal. Dec. 18, 2015), appeal dismissed (Feb. 4, 2016) (same and collecting authority); Moore v. Verizon Commc'ns Inc. , No. C 09-1823 SBA, 2013 WL 4610764, at *12 (N.D. Cal. Aug. 28, 2013) (overruling several objections for failure to meet various noticed procedural requirements).

Even if the Court considers the substance of the objections, which it need not given their procedural deficiencies, none of the objections persuade the Court that the Settlement is not fair, reasonable, and adequate. In assessing these objections, the Court "keep[s] in mind that objectors to a class action settlement bear the burden of proving any assertions they raise challenging the reasonableness of a class action settlement." Noll , 309 F.R.D. at 611 (citing United States v. Oregon , 913 F.2d 576, 581 (9th Cir. 1990) ).

These objections, which the Parties label "cookie-cutter," (Final Settlement Mot. 22), raise largely the same issues. First, two of the unsworn and untimely objections claim that Defendant forced employees to arrive inside of the BAE SDSR shipyard before 6 a.m., but did not pay them "for they time [they] are there prior to 6 a[.]m[.]" (ECF Nos. 42, ¶ 1; 43, ¶ 3.) However, this claim that employees were not paid for all time under Defendant's control is one of the primary causes of action asserted in the operative complaint. Indeed, the SAC specifically states that the class members were required to arrive prior to the 6:00 a.m. start time, and that such time was uncompensated in violation of California law. (Final Settlement Mot. 22-23 (citing SAC ¶¶ 8, 9).) The Parties evaluated and discounted the value of this claim during their negotiations. (Id. )

Second, some of these Objectors claim that "BAE has always, and still does, deducts [sic] a minimum of 15 minutes' worth of time from my paycheck when I clock in one or more minutes late to work. This is not addressed in the complaint or the settlement of the case." (See, e.g. , Nunez Objs. ¶ 4.) However, as discussed above, the Parties note that the operative complaint specifically addressed unlawful deductions and uncompensated work time, claims that were undermined both by the Federal Enclave Doctrine and the information collected from the declarants in preparation for the Parties' negotiations. (Final Settlement Mot. 23 (citing SAC ¶¶ 1, 12, 28-29, 53; Wemmer Decl. ¶ 4j, ECF No. 15-2).) The value of this claim was also evaluated and discounted during the Parties' negotiations. (Id. )

Third, some of these Objectors allege that Defendant "is still forcing us to take the bus into work, [and] is not paying us for our time riding their buses to work." (See, e.g. , Nunez Objs. ¶ 2.) No Objector substantiates this claim with any evidence or an offer to provide witness testimony. (Id. ¶ 13 ("Witnesses for my statements: [blank.]").) On the other hand, Defendant offers evidence that employees are not forced to take a bus; rather, employees are permitted to drive to and park at the different sites at which they may be assigned to work. (Final Settlement Mot. 24 (citing Decl. of Mary Dollarhide in Supp. of Mot. for Final Approval of Class Action Settlement ("Dollarhide Decl.") ¶ 7, ECF No. 46-2).) BAE SDSR employees are allowed-but not required-to take courtesy shuttles provided by Defendant to their work locations. (Id. )

Fourth, these Objectors state that they "believe that the settlement is too low of an amount for all of the money BAE owes us for these problems." (See, e.g. , Nunez Objs., ¶ 8; Notice of Objection filed by Juan Pablo Lopez Donan ("Donan Objs.") ¶ 4, ECF No. 28); Notice of Objection filed by Jose Cruz ("Cruz Objs.") ¶ 3, ECF No. 32).) This objection is unpersuasive for at least two reasons. For one, to the extent a Class Member felt the settlement amount was too low, he or she was free to opt out and pursue separate claims against Defendant BAE SDSR; out of 1,970 original Class Members, three people chose to do so. Additionally, not one Objector substantiates his belief with any evidence or argument that this settlement amount is too low. This is insufficient to rebut the Parties' evidence and argument that the settlement was negotiated at arms' length between experienced counsel and a respected mediator who actually evaluated the case. Indeed, the question before the Court

"is not whether the final product could be prettier, smarter or snazzier, but whether it is fair, adequate and free from collusion.' Even if every suggestion represents an actual potential 'improvement," and even considering all the suggestions cumulatively, they do not support a conclusion that this settlement is the product of collusion, or otherwise fails to meet the minimum threshold of fairness and adequacy.

Fraley v. Facebook, Inc. , 966 F.Supp.2d 939, 948 (N.D. Cal. 2013), aff'd sub nom. Fraley v. Batman , 638 Fed.Appx. 594 (9th Cir. 2016) (citing Hanlon , 150 F.3d at 1027 ).

The remaining objections appear to be personal to the Objector, and thus do not speak to the overall fairness or value of the Settlement itself. (See, e.g. , Nunez Objs. ¶ 6 (claiming that BAE SDSR is retaliating against him for being the named Plaintiff by giving him "unwarranted and baseless write ups"); Donan Objs. ¶ 3 (claiming that BAE SDSR penalizes him for calling in sick); ECF No. 43, ¶ 1 (claiming he was reprimanded for calling into work sick, which was the reason why he did not receive pay raises).) Indeed, to the extent these Objectors feel that the Settlement Agreement does not adequately address their specific circumstances, the more appropriate course of action was for these Objectors to opt out of the Class, rather than bar final approval of a settlement where 99.64% of the Class Members find the Settlement to be in their best interests. (Final Settlement Mot. 25.) And those claiming retaliation of some sort remain free to pursue his or her claim in an appropriate legal forum; no such causes of action are resolved, released, or waived with the approval of this Settlement. (Id. at 27.)

In sum, the Court overrules the six Objectors' set of objections as raising concerns that are either (1) already adequately addressed by the Settlement Agreement or (2) specific to the individual Objectors such that they do not raise a genuine concern as to all Class Members.

B. Opposition Brief

In addition to the six objections above, Plaintiff Nunez filed a Response in Opposition to the Final Approval of Proposed Settlement and Current Class Counsel's Mot. for Fee. ("Final Settlement Mot. Opp'n," ECF No. 48.) As with the procedurally deficient objections, the Court again notes that this opposition brief failed to follow the Court-noticed procedure, which, as already discussed, required that any objections to final approval be filed with the Court by May 15, 2017. These objections were to include: "in clear and concise terms, the legal and factual arguments supporting the objection; and...a list identifying the witness(es) you as the objector may call to testify at the Fairness Hearing, as well as true and correct copies of any exhibit(s) you intend to offer." (See Notice 4.) Thus, this opposition brief, filed two weeks before the Final Approval Hearing, is untimely and procedurally deficient. On this basis the Court may overrule the objections and arguments set forth therein. See, e.g. , Noll v. eBay, Inc. , 309 F.R.D. 593, 612 (N.D. Cal. 2015) (discounting objection for failure to timely file); Chavez v. PVH Corp. , No. 13-CV-01797-LHK, 2015 WL 9258144, at *3 (N.D. Cal. Dec. 18, 2015), appeal dismissed (Feb. 4, 2016) (same and collecting authority); Moore v. Verizon Commc'ns Inc. , No. C 09-1823 SBA, 2013 WL 4610764, at *12 (N.D. Cal. Aug. 28, 2013) (overruling several objections for failure to meet various noticed procedural requirements).

That said, "settlement class actions present unique due process concerns for absent class members, and the district court has a fiduciary duty to look after the interests of those absent class members." Allen v. Bedolla , 787 F.3d 1218, 1223 (9th Cir. 2015) (internal citations and quotation marks omitted); see also id. (citing, e.g., Sullivan v. DB Invs., Inc. , 667 F.3d 273, 319 (3d Cir. 2011) (stating that "trial judges bear the important responsibility of protecting absent class members, and must be assur[ed] that the settlement represents adequate compensation for the release of the class claims" (internal quotation marks omitted) ); Reynolds v. Beneficial Nat'l Bank , 288 F.3d 277, 280 (7th Cir. 2002) (at the settlement phase, the district judge is "a fiduciary of the class," subject "to the high duty of care that the law requires of fiduciaries"); and Maywalt v. Parker & Parsley Petrol. Co. , 67 F.3d 1072, 1078 (2d Cir. 1995) (noting that "the district court has a fiduciary responsibility to ensure that the settlement is fair and not a product of collusion, and that the class members' interests were represented adequately" (internal quotation marks omitted) ) ). Accordingly, as the fiduciary of the Class and in order to protect the interests of absent Class Members, the Court exercises its discretion and nevertheless consider the substance of Nunez's Opposition in its fiduciary duty to the Class.

In his Opposition, Nunez outlines several objections to the proposed Settlement: (1) the waiver is overly broad, not properly noticed, and fails the Exact Factual Predicate doctrine; (2) $2.9 million is insufficient to compensate the class for the harms Class Members have suffered; (3) Plaintiffs' claims have a high likelihood of success; (4) the proposed Settlement is based on inadequate investigation and lacks factual and evidentiary support; and (5) the Settlement should be rejected because the circumstances show collusion and conflict with the Class. (See generally Final Settlement Mot. Opp'n.) The Court considers each argument in turn.

1. Waiver Concerns

Where there is a class settlement, Federal Rule of Civil Procedure 23(e)(1) requires the court to "direct notice in a reasonable manner to all class members who would be bound by the proposal." "Notice is satisfactory if it 'generally describes the terms of the settlement in sufficient detail to alert those with adverse viewpoints to investigate and to come forward and be heard.' " Rodriguez v. W. Publ'g Corp. , 563 F.3d 948, 962 (9th Cir. 2009) (quoting Churchill Vill., LLC v. Gen. Elec. , 361 F.3d 566, 575 (9th Cir. 2004) ); see also Grunin v. Int'l House of Pancakes , 513 F.2d 114, 120 (8th Cir. 1975) ("[T]he mechanics of the notice process are left to the discretion of the court subject only to the broad 'reasonableness' standards imposed by due process.").

Nunez objects to the waiver provision of the Settlement Agre