1 Daniel M. Hutchinson (State Bar No. 239458) LIEFF, CABRASER, HEIMANN & 2 BERNSTEIN, LLP 275 Battery Street, 29th Floor 3 , 94111-3339 Telephone: (415) 956-1000 4 Facsimile: (415) 956-1008 Email: [email protected] 5 Bree A. Ullman (State Bar No. 288764) 6 LAW OFFICE OF BREE A. ULLMAN 1054 Keith Avenue 7 Berkeley, CA 94708 Telephone: (425) 318-0708 8 Email: [email protected]

9 Counsel for Plaintiffs

10 Fred W. Alvarez (State Bar No. 68115) Kenneth P. Nabity (State Bar No. 287927) 11 COBLENTZ PATCH DUFFY & BASS LLP One Montgomery Street, Suite 3000 12 San Francisco, CA 94104 Telephone: (415) 391-4800 13 Facsimile: (415) 989-1663 Email: [email protected] 14 Counsel for Defendant Bohemian Club 15 16 SUPERIOR COURT OF THE STATE OF CALIFORNIA

17 COUNTY OF SONOMA

18 UNLIMITED JURISDICTION

19 20 ROBERT ULUCAN and SCOTT HAYES Case No. CGC on behalf of themselves and others 21 similarly situated

22 Plaintiffs, JOINT STIPULATION OF SETTLEMENT AND RELEASE BETWEEN PLAINTIFFS 23 vs. AND DEFENDANT

24 BOHEMIAN CLUB,

25 Defendant. 26

27

28

JOINT STIPULATION OF 2045829.2 SETTLEMENT AND RELEASE

1 JOINT STIPULATION OF SETTLEMENT AND RELEASE 2 This joint stipulation of settlement and release (“Stipulation of Settlement”) is made and

3 entered into by and between Plaintiffs Robert Ulucan and Scott Hayes (“Plaintiffs” or “Class 4 Representatives”), individually and on behalf of all others similarly situated, and Defendant 5 Bohemian Club (“Bohemian Club” or “Defendant”). This Stipulation of Settlement is intended 6 by the Parties to fully, finally, and forever resolve, discharge, and settle this Action (defined

7 below at paragraph B(1)) and the Released Claims (defined below at paragraph D(1)) with 8 prejudice, upon and subject to the terms and conditions of this Stipulation of Settlement, and

9 subject to the final approval of the Court. 10 A. Recitals 11 1. In or around May 2019, Plaintiffs and their counsel began investigating potential 12 legal claims on behalf of themselves and other alleged similarly situated individuals. Plaintiffs 13 prepared a complaint alleging claims for: (1) unpaid wages; (2) unpaid overtime; (3) waiting time

14 penalties; (4) record-keeping violations under Labor Code sections 226 and 226.3; (5) untimely 15 wage penalties under Labor Code sections 204, 210; (6) meal and rest break violations; (7) 16 unlawful business practices; and (8) civil penalties under the California Private Attorneys General 17 Act (“PAGA”) (the "Class Action Complaint"). 18 2. On July 3, 2019, Plaintiffs, through their attorneys, informed the Bohemian Club, 19 through its attorneys, of Plaintiffs’ intention to bring a class action lawsuit against the Bohemian

20 Club on behalf of themselves and all other similarly situated individuals for legal and equitable

21 relief. 22 3. The Bohemian Club disputes these allegations and denies any liability or

23 wrongdoing of any kind associated with the claims alleged in the Class Action Complaint. The 24 Bohemian Club further denies that the Action is appropriate for class treatment for any purpose

25 other than this settlement. Defendant contends that it has complied at all times with the

26 California Labor Code, the Industrial Welfare Commission Wage Orders, and the California 27 Business and Professions Code. It is Defendant’s position that, if this case were to be litigated,

28 class certification would be inappropriate because individual issues predominate and that it would

JOINT STIPULATION OF 2045829.2 SETTLEMENT AND RELEASE

1 prevail in defending against all allegations in the Class Action Complaint. Defendant has 2 concluded, however, that further litigation of the Action would be protracted and expensive.

3 4. The Class Representatives contend that Defendant violated the California Labor 4 Code, the Industrial Welfare Commission Wage Orders, and the California Business and 5 Professions Code, and that this case is appropriate for class certification. 6 5. On July 8, 2019, Plaintiffs and Bohemian Club entered into a tolling agreement,

7 effective as of July 7, 2019, so that the Parties could focus their efforts on discovery and 8 mediating Plaintiffs’ alleged class claims.

9 6. In anticipation of mediation, Defendant’s counsel provided Plaintiffs’ counsel with 10 documents, data, and information regarding Defendant's policies and practices, as well as 11 documents, data, and information regarding each putative Class Member who worked at the 12 during Encampment or Spring Jinks, the two primary events that took place at 13 the Bohemian Grove each year from 2015 through 2019. Defendant subsequently provided

14 Plaintiffs’ counsel with certain data regarding single-day events that took place at the Bohemian 15 Grove between 2015 and 2019. 16 7. Class Counsel have conducted a thorough investigation into the facts of this case, 17 and have diligently pursued an investigation of the Class Members’ claims against Defendant, 18 including (1) interviewing dozens of Class Members and analyzing the results of Class Member 19 interviews; (2) reviewing relevant documents, data, and information; (3) working with consulting

20 experts regarding the potential claims; and (4) researching the applicable law and the potential

21 defenses. 22 8. On June 30, 2020, the Parties participated in a full-day of mediation before a

23 respected and experienced mediator, Mark Rudy, Esq. Mr. Rudy regularly conducts mediations 24 of wage-and-hour class actions. At the conclusion of the June 30, 2020 mediation, the Parties

25 reached impasse and prepared for litigation. Mr. Rudy nonetheless continued to engage with the

26 Parties through a series of unsuccessful attempts at resolution. 27 9. On September 29, 2020, Mr. Rudy presented a mediator’s proposal to the Parties,

28 which resulted in this Stipulation of Settlement. The Parties subsequently amended the terms of

JOINT STIPULATION OF 2045829.2 - 2 - SETTLEMENT AND RELEASE

1 this Stipulation of Settlement to resolve potential ambiguities concerning inclusion of certain 2 Class Members and Released Claims.

3 10. Based on their own independent investigation and evaluation, Class Counsel are of 4 the opinion that the Settlement is fair, reasonable, and adequate and is in the best interest of the 5 Class in light of all known facts and circumstances, including the risk of significant delay, 6 defenses asserted by Defendant, and potential appellate issues. Defendant agrees that the

7 Settlement is fair, reasonable, and adequate. 8 11. Through investigation and pre-mediation information sharing, the Parties

9 determined the precise number of shifts worked by each Class Member. As set forth below, the 10 Settlement provides that all Class Members will receive monetary relief. Based on the 11 information provided by Defendant and Class Counsel's own independent investigation and 12 evaluation, Class Counsel concluded that allocating such relief based on the number of shifts 13 worked is fair, reasonable, and adequate.

14 12. The Parties agree that the class described herein may be certified and that any 15 motion for preliminary approval seeking, inter alia, certification of a class is for purposes of the 16 settlement only. If for any reason the settlement is not approved, the stipulated certification will 17 have no force or effect and will be immediately revoked. The Parties further agree that 18 certification for purposes of the settlement is in no way an admission that class certification is 19 proper for litigation purposes. Evidence of this limited stipulation for settlement purposes only

20 will not be admissible in this or any other proceeding.

21 13. It is the mutual desire of the Parties to fully, finally, and forever settle, 22 compromise, and discharge all disputes and claims raised in or related in any way to the Action.

23 Thus, the entry of the Final Approval Order in this Action shall dismiss with prejudice all claims 24 which were or which could have been alleged in Plaintiffs’ Complaints. The Parties agree to

25 cooperate and take all steps necessary and appropriate to obtain preliminary and final approval of

26 this Settlement Stipulation, to effectuate its terms, and to dismiss this Action. 27

28

JOINT STIPULATION OF 2045829.2 - 3 - SETTLEMENT AND RELEASE

1 B. Definitions 2 1. The “Action” means the case entitled “Robert Ulucan and Scott Hayes, et al.,

3 Plaintiffs, vs. Bohemian Club, Case No. CGC 20-_____, before the Sonoma County Superior 4 Court. 5 2. “Class Counsel” means, for purposes of this settlement only, Daniel M. 6 Hutchinson of Lieff Cabraser Heimann & Bernstein, LLP and Bree Ullman of the Law Office of

7 Bree A. Ullman, counsel of record for Plaintiffs. 8 3. The “Parties” means Plaintiffs and the Settlement Class (as defined below) and

9 Defendant. 10 4. “Release” means the releases set forth in paragraph D(1) of this Stipulation of 11 Settlement. 12 5. The “Settlement Class” is comprised of all nonexempt employees of Bohemian 13 Club who worked at events held at the Bohemian Grove between July 7, 2015 and September 15,

14 2019. Members of the Settlement Class are referred to herein individually as a “Class Member” 15 and collectively as “Class Members.” 16 6. The “Stipulation of Settlement” means this Joint Stipulation of Settlement and 17 Release. 18 C. Terms of Settlement 19 1. The financial terms of the settlement are as follows:

20 (a) Settlement Amount: The Parties agree to settle this Action for Three

21 Million Five Hundred Thirty-Five Thousand Dollars ($3,535,000.00) (“the Settlement Amount”). 22 The Settlement Amount includes Class Counsel’s attorneys’ fees, Class Counsel’s costs and

23 expenses (which includes, without limitation, all such fees and costs incurred to date, as well as 24 such fees and costs to be incurred in documenting the settlement, securing Court approval of the

25 settlement, and obtaining a dismissal of the Action), the service payment to the Class

26 Representatives, as approved by the Court, the payment to the California Labor and Workforce 27 Development Agency (“LWDA”) pursuant to the PAGA claims in the Action, and all costs of

28 administration, including, without limitation, settlement administration fees and expenses. Under

JOINT STIPULATION OF 2045829.2 - 4 - SETTLEMENT AND RELEASE

1 no circumstances shall the Settlement Amount exceed Three Million Five Hundred Thirty-Five 2 Thousand Dollars ($3,535,000.00), except that, as set forth below, Defendant will pay all

3 applicable payroll taxes associated with the Individual Payment Amounts. 4 (b) Net Settlement Proceeds: “Net Settlement Proceeds” is defined as the 5 Settlement Amount less the amounts approved and awarded by the Court for: attorneys’ fees and 6 documented litigation costs and expenses incurred or advanced by Class Counsel, the service

7 payment to the Class Representatives, the payment to the LWDA pursuant to PAGA, and the 8 costs of administering the settlement.

9 (c) Calculation of the Individual Payment Amounts: “Individual Payment 10 Amount” means the portion of the Net Settlement Proceeds distributable to each Class Member. 11 The Individual Payment Amount will be calculated as follows: 12 i. The Net Settlement Proceeds shall be allocated as follows: Fifteen 13 Percent (15%) to Bottom-of-the-Hill Employees and Eighty-Five Percent (85%) to Top-of-the-

14 Hill Employees. Top-of-the-Hill employees are those employees, including servers, cooks, 15 bartenders, stewards, and other employees, who work in or near the "Dining Circle" and are 16 required to ride an employee shuttle van to get to where those employees "clock in" or are 17 otherwise required to report to work. Bottom-of-the-Hill Employees are those employees, 18 including valet parkers, registration staff, security guards, shuttle drivers, maintenance workers, 19 and other employees, who are not required to ride an employee shuttle van to the place where

20 they clock-in or otherwise report for work.

21 ii. Based on Defendant’s records, the Settlement Administrator will 22 determine the number of shifts that each Class Member worked at the Bohemian Grove from July

23 7, 2015 through 2018 as a Bottom-of-the-Hill Employee and as a Top-of-the-Hill Employee, 24 respectively. Because all 2019 employees were required to clock-in prior to riding employee

25 shuttle vans to their places of work, all 2019 shifts will be considered Bottom-of-the-Hill shifts

26 for the purposes of this agreement. 27 iii. Fifteen Percent (15%) of the Net Settlement Proceeds will be

28 divided by the total number of Bottom-of-the-Hill shifts worked by Class Members. This will

JOINT STIPULATION OF 2045829.2 - 5 - SETTLEMENT AND RELEASE

1 yield the amount to be paid to each Class Member for each shift worked (“Bottom-of-the-Hill 2 Shift Rate”).

3 iv. The Bottom-of-the-Hill Shift Rate will be multiplied by the number 4 of shifts each Bottom-of-the-Hill Class Member worked to arrive at each Bottom-of-the-Hill 5 Class Member's Individual Payment Amount. 6 v. Eighty-Five Percent (85%) of the Net Settlement Proceeds will be

7 divided by the total number of Top-of-the-Hill shifts worked by Class Members. This will yield 8 the amount to be paid to each Class Member for each Top-of-the-Hill shift worked (“Top-of-the-

9 Hill Shift Rate”). 10 vi. The Top-of-the-Hill Shift Rate will be multiplied by the number of 11 shifts each Top-of-the-Hill Class Member worked to arrive at each Top-of-the-Hill Class 12 Member's Individual Payment Amount. 13 vii. Defendant will pay all applicable payroll taxes associated with the

14 Individual Payment Amounts. 15 viii. Class members will not be required to submit a claim form in order 16 to receive monies from the Net Settlement Proceeds. 17 ix. Each Class Member who does not opt out by submitting a Request 18 for Exclusion Form (as defined below) will receive an Individual Payment Amount. 19 x. One-third (33.33%) of each Class Member’s Individual Payment

20 Amount shall be attributed to wages, shall be subject to all applicable withholdings, and shall be

21 reported on an IRS Form W-2. The remaining two-thirds (66.66%) of each Class Member’s 22 Individual Payment Amount shall be attributed to penalties and interest, for which an IRS form

23 1099 shall be issued. 24 xi. The Parties recognize and agree that the value of the claims alleged

25 in this litigation are difficult to determine with any certainty for any given year, or at all, and are

26 potentially subject to differing calculations and formulas. The Parties agree that the method for 27 allocating each Class Member’s Individual Payment Amount provided herein is reasonable and

28 that the payments provided herein are designed to provide a fair settlement to such persons, in

JOINT STIPULATION OF 2045829.2 - 6 - SETTLEMENT AND RELEASE

1 light of the uncertainties of the amounts alleged to be owed to the Class Members and the 2 calculation of such amounts.

3 (d) PAGA Payments: One Hundred Thousand Dollars ($100,000) of the 4 Settlement Amount shall be expressly allocated to settle Plaintiffs’ claims brought pursuant to 5 PAGA. Of this amount, seventy-five percent (75%), or Seventy-Five Thousand Dollars 6 ($75,000) shall be paid to the LWDA. The remaining twenty-five percent (25%), or Twenty-Five

7 Thousand Dollars ($25,000), shall be part of the Net Settlement Amount for payment to Class 8 Members as part of their Individual Payment Amount.

9 (e) Service Payment to Class Representatives: The amount awarded to the 10 Class Representatives as a service payment and as consideration for a general release of claims 11 against the Released Parties (as defined in paragraph D(1) below) will be set by the Court in its 12 discretion. Plaintiffs intend to request service payments of Fifteen Thousand Dollars ($15,000.00) 13 for each Class Representative for initiating this Action and acting as the Class Representatives,

14 for services provided in furtherance of this Action, the risks undertaken for payment of costs in 15 the event this Action were unsuccessful, stigma, and a full release of claims, known or unknown, 16 against Defendant. This amount will be deducted from the Settlement Amount. Should the Court 17 approve a lesser amount, the difference shall be paid to Class Members who have not opted out of 18 participation in the settlement of the Action, in an amount proportionate to the value of their 19 Individual Payment Amounts. An IRS Form 1099 will be issued to the Class Representatives for

20 their service payment. Defendant will not object to the Service Payment request in the amount of

21 Fifteen Thousand Dollars ($15,000.00) for each Class Representative. 22 (f) Class Counsel’s Attorneys’ Fees: As part of the Motion for Final

23 Approval, in addition to approval of the Settlement generally, Class Counsel will seek approval of 24 their Fees and Expenses. An award to Class Counsel for attorneys’ fees will be subtracted from

25 the Settlement Amount in an amount to be set by the Court, taking into account the settlement

26 award that has been made available for the Settlement Class by the efforts of Class Counsel. The 27 amount awarded shall not exceed twenty-five percent (25%) of the Settlement Amount. Should

28 the Court approve a lesser amount, the difference shall be paid to Class Members who have not

JOINT STIPULATION OF 2045829.2 - 7 - SETTLEMENT AND RELEASE

1 opted out of participation in the settlement of the Action, in an amount proportionate to the value 2 of their Individual Payment Amounts. An IRS Form 1099 will be issued to Class Counsel with

3 respect to its award of attorneys’ fees. Defendant shall not oppose the Fee request so long as it 4 remains consistent with this Agreement. 5 (g) Attorneys’ Costs and Expenses: Class Counsel will be reimbursed from 6 the Settlement Amount for reasonable costs and expenses in the amount actually incurred.

7 Should the Court approve a lesser amount, the difference shall be paid to Class Members who 8 have not opted out of participation in the settlement of the Action, in an amount proportionate to

9 the value of their Individual Payment Amounts. An IRS Form 1099 will be issued to Class 10 Counsel with respect to the award of costs and expenses. Defendant shall not oppose the Costs 11 and Expenses request so long as it remains consistent with this Agreement. 12 (h) Settlement Administration Costs: The fees and other charges of the 13 Settlement Administrator, Simpluris (the “Settlement Administrator”), to administer the entire

14 Settlement shall not exceed Twenty-Five Thousand Dollars ($25,000.00) and will be paid from 15 the Settlement Amount. Should the Court approve a lesser amount, the difference shall be paid to 16 Class Members who have not opted out of participation in the settlement of the Action in an 17 amount proportionate to the value of their Individual Payment Amounts. The Settlement 18 Administrator shall establish a Qualified Settlement Fund to administer the settlement payments, 19 including tax reporting, attorney’s fees payments, payments of costs and expenses, and payments

20 to the LWDA. The parties, through mutual agreement, may instruct the Settlement Administrator

21 to send an address verification form to ensure greater participation in the settlement. 22 D. Release of Claims

23 1. Upon the final approval of the settlement by the Court, and except as to such rights 24 or claims as may be created by this Stipulation of Settlement, the Settlement Class (other than

25 those who submit a Request for Exclusion Form) and each Class Member, will fully release and

26 discharge Defendant, and any of its predecessors, successors, affiliates, parents, subsidiaries, 27 related companies or other entities members, employees, agents, contractors, shareholders,

28 officers, directors, attorneys and insurers (“Released Parties”), from any and all claims, whether

JOINT STIPULATION OF 2045829.2 - 8 - SETTLEMENT AND RELEASE

1 known or unknown, asserted in the Complaint filed in the Action, or which could have been 2 asserted in the Action based on the allegations made in the Complaint filed in the Action and

3 arising from work performed at the Bohemian Grove during the Encampment, Spring Jinks, 4 and/or one-day events from the period from July 7, 2015 through the sooner of sixty (60) days 5 after execution of this Stipulation of Settlement or preliminary approval by the Court of this 6 Stipulation of Settlement (“Class Period”). These claims include, without limitation, claims for

7 wages, damages, penalties, liquidated damages, punitive damages, interest, attorneys’ fees and 8 costs, litigation costs, restitution, or equitable relief, including the alleged (1) failure to pay

9 minimum wage and all wages; (2) failure to pay overtime wages; (3) failure to pay any wages at 10 the time of discharge; (4) failure to keep accurate wage statements; (5) failure to timely pay bi- 11 monthly wages; (6) failure to provide compliant meal and rest breaks; and (7) engagement in 12 unfair competition, as well as all PAGA violations derived therefrom during the Class Period 13 (“Class Members’ Released Claims”). The Class Members’ Released Claims include claims

14 meeting the above definition(s) under any and all applicable statutes, including, without 15 limitation, California Labor Code sections 201, 202, 203, 204, 210, 221, 226, 226.3, 226.7, 256, 16 510, 512, 1194 et seq.; the California Unfair Competition Act and in particular, California 17 Business and Professions Code sections 17200 et seq.; the California Private Attorneys General 18 Act; California Code of Civil Procedure section 1021.5, and any other provision of the California 19 Labor Code, California Code of Civil Procedure, and the Industrial Welfare Commission Wage

20 Orders, in all of their iterations.

21 2. The Class Members’ Released Claims provided by this Stipulation of Settlement 22 include claims in any of the categories enumerated in paragraph D(1) above which a Class

23 Member does not know or suspect to exist in his or her favor against the Released Parties. Each 24 Class Member, including the Class Representatives, waives all rights and benefits afforded by

25 section 1542 of the California Civil Code as to unknown claims in any of the categories

26 enumerated in paragraph D(1) above, and does so understanding the significance of that waiver. 27 Section 1542 provides:

28 A general release does not extend to claims that the creditor or

JOINT STIPULATION OF 2045829.2 - 9 - SETTLEMENT AND RELEASE

1 releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or 2 her, would have materially affected his or her settlement with the debtor or released party. 3 4 For all purposes of this settlement, the term “creditor” as used and referred to in Section 5 1542 of the California Civil Code means and includes the Class Representatives and Class 6 Members. Each of the Parties acknowledges and agrees that this waiver is an essential and

7 material term of this settlement, without which this Stipulation of Settlement would not have been 8 executed.

9 3. The Class Members’ Released Claims provided by this Stipulation of Settlement 10 do not include any claims based on work performed at the Bohemian Club in San Francisco, 11 California, or at any work location other than the Bohemian Grove in Monte Rio, California. 12 4. In addition to the releases enumerated above, Plaintiffs Robert Ulucan and Scott 13 Hayes, on behalf of themselves and their estate, executors, administrators, heirs and assigns,

14 hereby release the Released Parties from any and all claims, damages, costs, penalties, 15 obligations, causes of action, actions, demands, rights, and liabilities of every kind, nature and 16 description, whether known or unknown, whether anticipated or unanticipated, arising on or 17 before the date of the Final Approval Order (“Plaintiffs’ Released Claims”). Plaintiffs’ Released 18 Claims include, but are not limited to, those claims that were or could have been asserted in the 19 Action, including claims arising under the Fair Labor Standards Act; the California Working

20 Hours Law; the California Payment of Wages Law; California Labor Code §§ 96 through 98.2 et

21 seq., §§ 200 et seq. (including, but not limited to, §§ 201, 202, 203, 204, 210, 218, 218.5, 218.6, 22 226(a), 226.3 and 226.7), §§ 300 et seq., §§ 400 et seq., §§ 500 et seq. (including, but not limited

23 to, §§ 510, 512 and 558), § 1194 and §§ 1198-1199; the California Unfair Competition Act and, 24 in particular, the California Business & Professions Code §§ 17200 et seq.; the PAGA Act,

25 codified at California Labor Code §§ 2698 et seq.; and California Code of Civil Procedure

26 §1021.5; all discrimination, harassment and retaliation claims; all penalties that were sought or 27 could have been sought in the Action, liquidated damages, related tort and punitive damages,

28 interest, attorneys’ fees, litigation costs, restitution, and declaratory or equitable relief.

JOINT STIPULATION OF 2045829.2 - 10 - SETTLEMENT AND RELEASE

1 Plaintiffs each also agree to execute a general release agreement of all known and 2 unknown claims they might have against the Released Parties based on or arising from any work

3 for Defendant (“General Release Agreement”), in the forms attached hereto as Exhibit 1. 4 Plaintiffs additionally waive all rights and benefits afforded by California Civil Code 5 section 1542 and do so understanding the significance of that waiver. Section 1542 provides: 6 A general release does not extend to claims that the creditor or 7 releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or 8 her, would have materially affected his or her settlement with the debtor or released party. 9 In order to achieve a full and complete release of Released Parties, including of all claims 10 arising from this Action, Plaintiffs acknowledge that this Settlement is meant to include in its 11 effect all claims that were or could have been asserted in this Action, including claims that 12 Plaintiffs do not know or suspect to exist in their favor against the Released Parties. 13 E. Notice and Claim Process 14 1. The Parties have agreed to the appointment of Simpluris (the “Settlement 15 Administrator”) to perform the duties of a settlement administrator. The Parties represent that 16 they do not have any financial interest in the Settlement Administrator or otherwise have a 17 relationship with the Settlement Administrator that could create conflict of interest. 18 2. The Settlement Administrator shall be responsible for: 19 (i) Updating Class Member addresses by way of a search of the 20 National Change of Address database before mailing the Class Notice to the Class 21 Members, and performing skip traces as necessary upon the return of mail; 22 (ii) Obtaining a toll-free number and U.S. Post Office Box for all Class 23 Member communications; 24 (iii) Creating and maintaining a website for Class Members that links to 25 the Settlement Agreement, Class Notice, Request for Exclusion Form, motions for 26 approval and for attorneys’ fees, and other important documents in the case; 27 (iv) Printing, mailing, emailing (and, as appropriate, re-mailing) the 28

JOINT STIPULATION OF 2045829.2 - 11 - SETTLEMENT AND RELEASE

1 Class Notice to all Class Members as directed by the Court; 2 (v) Calculation of the Individual Payment Amounts for which Class

3 Members are eligible in accordance with the methodology set forth in this 4 Agreement, which estimated amount will be set forth in the Class Members’ 5 individualized Class Notices; 6 (vi) Consulting with counsel for the Parties concerning any relevant

7 issue, including (without limitation) the Individual Payment Amounts to be paid to 8 each Class Member;

9 (vii) Investigating, consulting with counsel for the Parties, and making 10 determinations regarding any disputes raised by Class Members regarding the 11 calculation of their Individual Payment Amounts; 12 (viii) Receiving, reviewing, and keeping track of timely and proper 13 Request for Exclusion Forms submitted by Class Members, and providing copies

14 of each Form, upon request of either of the Parties; 15 (ix) Distributing and paying the Individual Payment Amounts, the 16 PAGA Payment to the California Labor & Workforce Development Agency, the 17 Service Awards to Plaintiffs, the Fee and Expense Award, Administration Costs, 18 the Employee Taxes and all other amounts, as may be ordered by the Court or as 19 otherwise necessary;

20 (x) Calculating the wage, interest and penalties portions of each

21 Individual Payment Amount and preparing the necessary tax documents to remit to 22 the appropriate governmental taxing authorities;

23 (xi) Preparing periodic status reports regarding the dissemination of the 24 Notice Packet to the Covered Class Members, skip traces, and performance of its

25 duties; and

26 (xii) Such other tasks as the Parties mutually agree or the Court orders 27 the Settlement Administrator to perform, including responding to questions from

28 Class Members or directing such questions to the Parties, as appropriate.

JOINT STIPULATION OF 2045829.2 - 12 - SETTLEMENT AND RELEASE

1 3. The Parties agree to cooperate in the Settlement administration process and to 2 make all reasonable efforts to control and minimize the costs and expenses incurred in

3 administration of the Settlement. 4 4. Within fifteen (15) calendar days after entry of the order granting preliminary 5 approval, Defendant shall provide to the Settlement Administrator a list of all known Class 6 Members, including, to the extent available, their last known email address, mailing address,

7 telephone numbers, social security numbers, and the number of shifts that each Class Member 8 worked at any time from July 7, 2015 through September 15, 2019 (“Settlement Class

9 Information”). The Settlement Administrator shall not disclose any Settlement Class Information 10 to any person other than Defendant or Defendant’s counsel of record in this litigation. 11 5. A postcard notice of pendency of class action, proposed settlement and hearing 12 date for Court approval, and address verification request (“Class Notice”) in the form attached 13 hereto as Exhibit 2, and as approved by the Court, shall be sent by the Settlement Administrator

14 to the Class Members, by first class mail, and by email within fifteen (15) calendar days after 15 receiving the Settlement Class Information from Defendant. 16 6. A long-form notice of pendency of class action, proposed settlement and hearing 17 date for Court approval, and address verification request (“Long Form Class Notice”) in the form 18 attached hereto as Exhibit 3 will be available to every Class Member, upon request. 19 7. Attached to the Long Form Class Notice will be a Request For Exclusion Form

20 (“Request for Exclusion Form”) in the form attached hereto as Exhibit 4.

21 8. The Settlement Administrator will make reasonable efforts to ensure that the Class 22 Notice is sent to all Class Members. Receipt of the Class Notice will be conclusively presumed if

23 a Class Notice has not been returned as undeliverable within thirty-five (35) days of the mailing 24 to that Class Member. In the event of returned or non-deliverable notices, the Settlement

25 Administrator will make reasonable efforts to locate Class Members and re-send the notices,

26 including attempting to locate missing Class Members using all appropriate tracing methods. 27 Any Class Notice returned to the Settlement Administrator as undelivered and bearing a

28 forwarding address shall be re-mailed by the Settlement Administrator as soon as possible,

JOINT STIPULATION OF 2045829.2 - 13 - SETTLEMENT AND RELEASE

1 preferably within three (3) days, following receipt of the returned mail. For any Class Notice 2 returned to the Settlement Administrator without a forwarding address, the Settlement

3 Administrator shall conduct a computer/SSN and “skip trace” search to obtain an updated 4 address, and shall promptly re-mail the Class Notice to any newly-found address or addresses. 5 The re-mailed Class Notice shall be identical to the original Class Notice. 6 9. Each Class Member will be fully advised of the settlement, the ability to object to

7 the settlement, and the ability to submit a Request for Exclusion Form. The Class Notice will 8 inform the Class Members of the Court-established deadlines for filing objections and a Request

9 for Exclusion Form. Class Members who wish to object to this settlement must do so in writing, 10 or in any other manner ordered by the Court. Written objections must state the basis of the 11 objection and be mailed to the Settlement Administrator and to counsel for the Parties, and 12 postmarked no later than forty-five (45) days after mailing of the class notice, or as otherwise 13 ordered by the Court. Class Members shall be permitted to withdraw their objections in writing

14 by submitting withdrawal statement to the Settlement Administrator not later than one (1) 15 business day prior to the Court’s final approval hearing, or as otherwise ordered by the Court. 16 10. In order to elect not to participate in the Settlement, a Class Member must sign a 17 Request for Exclusion Form, and mail the form no later than forty-five (45) calendar days after 18 the initial mailing of the Class Notice and Request for Exclusion Form to Class Members. The 19 timeliness of submitted Request for Exclusion Form will be determined by valid postmark. Class

20 Members shall be permitted to rescind their opt out statements in writing by submitting a

21 rescission statement to the Settlement Administrator not later than three (3) business days prior to 22 the Court’s final approval hearing, or as otherwise ordered by the Court.

23 11. The Settlement Administrator will notify the Parties of the total number of valid 24 Request for Exclusion Forms within ten (10) calendar days after the deadline for receipt of the

25 Request for Exclusion Forms (seventy (70) days following the initial mailing of the Class Notice

26 and Request for Exclusion Form to Class Members). If more than three percent (3%) Class 27 Members submit a valid Request for Exclusion Form, Defendant, in its sole discretion, may

28 terminate the Memorandum of Understanding and the Stipulation of Settlement within ten (10)

JOINT STIPULATION OF 2045829.2 - 14 - SETTLEMENT AND RELEASE

1 calendar days after receiving the total number of valid Request for Exclusion Forms from the 2 Settlement Administrator.

3 12. The Settlement Administrator shall provide to the Parties, at least fifteen (15) 4 calendar days prior to the final approval hearing, a declaration of due diligence and proof of 5 mailing with regard to the mailing of the Class Notice and Request for Exclusion Forms, the 6 number of valid Requests for Exclusion Forms received, and the number of written objections

7 received. The Settlement Administrator will also provide to the Parties, at least fifteen (15) 8 calendar days prior to the final approval hearing, a report listing the amount of all payments to be

9 made to each Class Member. 10 F. Dates of Distribution of the Settlement Amount 11 1. If no objections to this Stipulation and Settlement are timely filed and no objector 12 appears at any final approval hearing, Defendant shall cause to be paid monies to fund the 13 Qualified Settlement Fund in two installments. The first installment shall be a payment of

14 twenty-five percent (25%) of the Settlement Amount, which shall be paid no later than thirty 15 (30) calendar days after the Court enters an order granting final approval of this Stipulation. The 16 second installment shall be paid by no later than October 28, 2021. 17 2. If objections to this Settlement are timely filed or an objector does appear at any 18 final approval hearing, Defendant shall provide the Settlement Amount to the Settlement 19 Administrator no later than seven (7) calendar days after the latest of: (1) October 28, 2021; (2)

20 the last date by which a notice of appeal to the California Court of Appeal of the Judgment may

21 be timely filed, and none is filed; (3) the last date by which a petition for review by the California 22 Supreme Court of a decision by the California Court of Appeal affirming the Judgment may be

23 timely filed, and none is filed; (4) the last date by which a petition for certiorari to the U.S. 24 Supreme Court with respect to a decision by the California Court of Appeal or the California

25 Supreme Court affirming the Judgment may be timely filed, and none is filed; or (5) if a notice of

26 appeal to the Court of Appeal, a petition for review to the California Supreme Court, or a petition 27 for certiorari to the U.S. Supreme Court is timely filed, the date on which the highest reviewing

28

JOINT STIPULATION OF 2045829.2 - 15 - SETTLEMENT AND RELEASE

1 court renders its decision denying the petition (where the immediately lower court affirmed the 2 Judgment) or affirming the Judgment.

3 3. The Settlement Administrator will: (1) mail all required Individual Payment 4 Amount checks, subject to withholding of applicable local, state and federal taxes, (2) mail all 5 Service Payments to Class Representatives, and (3) transmit Class Counsel’s Attorneys’ Fees and 6 Expenses, no later than three (3) calendar days after receipt of the full Settlement Amount from

7 Defendant. The checks provided to Class Members shall prominently state the checks will expire 8 if not cashed within 120 calendar days, or alternatively, such a statement may be made in a letter

9 accompanying the check. 10 4. If a Class Member’s Individual Payment Amount is returned to the Settlement 11 Administrator, the Settlement Administrator will make reasonable efforts to re-mail it to the Class 12 Member at his correct address. 13 5. Class Members must cash their Individual Payment Amount checks within 120

14 calendar days after they are mailed by the Settlement Administrator. Such checks, 15 correspondingly, will be void 120 days after the Settlement Administrator mails them to Class 16 Members. 17 6. The Settlement Administrator shall mail a postcard to Class Members who have 18 not cashed their Individual Payment Amount checks sixty (60) days before the checks become 19 void to remind them that if their checks are not cashed by the deadline, their checks will become

20 void and shall be paid to other Class Members and/or a cy pres beneficiary. The postcard will

21 advise Class Members of an opportunity to receive replacement checks 22 7. All uncashed Individual Payment Amount checks and any amount remaining from

23 the Settlement Amount after the expiration of the Individual Payment Amount checks will be 24 considered residue. The entire residue will be subject to a second distribution to Class Members

25 who cashed a check in the first distribution. The residue shall constitute the “Net Excess

26 Settlement Amount.” The Net Excess Settlement Amount shall be distributed to Class Members 27 who cashed a check in the first distribution in the form of an Excess Settlement Award payment

28 using the same pro rata calculation method for calculating the Individual Payment Amount set

JOINT STIPULATION OF 2045829.2 - 16 - SETTLEMENT AND RELEASE

1 forth in subsection (1)(c) of Section C. The allocation, reporting and treatment for tax purposes 2 of Excess Settlement Award payments shall be the same as the allocation, reporting and treatment

3 for tax purposes of the Settlement Award payments set forth in Section C. The Settlement 4 Administrator shall make all Excess Settlement Award payments within sixty (60) days following 5 the expiration of the Individual Payment Amount checks. Excess Settlement Award checks shall 6 remain valid and negotiable for one hundred and twenty (120) days from the date of issuance and

7 will be cancelled by the Settlement Administrator if not cashed within that time. The Excess 8 Settlement Award checks shall prominently state the checks will expire in one hundred and

9 twenty (120) calendar days, or alternatively, such a statement may be made in a letter 10 accompanying the check. 11 8. Subject to Court approval, all amounts of un-cashed Excess Settlement Award 12 checks will be split between and paid out to two cy pres beneficiaries, identified as follows:

13 West County Community Services 14 16390 Main Street Guerneville, CA 95446 15 River to Coast Children's Services 16 16300 First Street Guerneville, CA 95446 17 The Parties do not have any financial interest in the cy pres beneficiaries or otherwise 18 have a relationship with the cy pres beneficiaries that could create conflict of interest. 19 9. Plaintiffs shall submit this Stipulation of Settlement in support of the joint motion 20 for preliminary approval of the settlement. Defendant shall promptly file a Notice of Non- 21 Opposition (or similarly-captioned pleading), after Plaintiffs, through Class Counsel, file a 22 motion for preliminary approval consistent with Stipulation of Settlement. 23 G. Duties of the Parties in Connection with and Following Final Court Approval. 24 1. In connection with the hearing on final approval of the settlement provided for in 25 this Stipulation of Settlement, Plaintiffs, through Class Counsel, will submit a proposed final 26 order ten (10) days prior to the scheduled date of the hearing on final approval: 27

28

JOINT STIPULATION OF 2045829.2 - 17 - SETTLEMENT AND RELEASE

1 (a) approving the settlement, adjudging the terms thereof to be fair, reasonable 2 and adequate, and directing consummation of its terms and provisions;

3 (b) approving Class Counsel’s application for an award of attorneys’ fees and 4 reimbursement of documented litigation costs and expenses, the service payment to the Class 5 Representative, the payment to the LWDA, and the costs of administering the settlement; and; 6 (c) upon a showing that Defendant has made all payments required by this

7 Stipulation of Settlement, dismissing the Action on the merits and with prejudice, and 8 permanently barring all Class Members from prosecuting any Released Claim against any of the

9 Released Parties. 10 2. Class Counsel will file an application for attorneys’ fees and reimbursement of 11 costs and expenses ten (10) calendar days prior to the scheduled date of the hearing on final 12 approval. 13 H. Publicity

14 1. Public Comment And Confidentiality 15 Other than necessary disclosures made to the Court, Plaintiffs, Class Counsel, and Class 16 Counsel's firms shall not publicize the settlement to the media, the press, or on any website 17 (including without limitation, in a verdicts/settlements service, through social media, or via any 18 other means). Class Counsel may post Court documents concerning the settlement on Class 19 Counsel’s website without commentary. If Plaintiffs or Class Counsel receive inquiries from the

20 media regarding the settlement, they may state only that the Action has been resolved on the

21 terms set forth in the Stipulation that was publicly filed. Plaintiffs and Class Counsel are 22 permitted to discuss the terms of the Settlement with any and all Class Members and courts,

23 following the dissemination of the Class Notice. If Plaintiffs or Class Counsel are legally 24 required to communicate about the settlement with governmental authorities, they shall give

25 counsel for Defendant notice before any such communication occurs as is reasonably

26 possible. Class counsel may note the fact of this settlement on their respective websites and in 27 filings with courts in support of their appointment as class counsel in other matters. See BASF

28 Ethics Opinion 2012-1; Cal. R. Prof. Conduct, Rule 1-500; ABA Model Rule 5.6(b). If Plaintiffs

JOINT STIPULATION OF 2045829.2 - 18 - SETTLEMENT AND RELEASE

1 or Class Counsel violate the terms of this paragraph prior to final approval, Defendant may 2 rescind the Stipulation of Settlement, rendering it null and void, and will no longer be bound by

3 any of its terms, but only if Defendant does so in writing transmitted to Class Counsel before any 4 order of final approval is rendered by the Court. 5 2. Communications with Class Members Regarding the Settlement 6 Neither the Parties nor their counsel will contact Class Members for the purpose of

7 attempting to influence them not to participate in this Settlement or to solicit or otherwise 8 encourage Class Members or any other persons (including, but not limited to, the State of

9 California Labor and Workforce Development Agency) to submit written objections to the 10 Settlement, or encourage Class Members or any other person to appeal from the Settlement. 11 Notwithstanding the foregoing, the Parties and their counsel shall not discourage Class Members 12 from participating in the Settlement. Notwithstanding, once the Settlement is filed with the 13 Court, the Parties and their counsel may disclose the terms of the Settlement upon inquiry by

14 Class Members. 15 I. Miscellaneous Provisions: 16 1. Voiding the Agreement 17 A failure of the Court to approve any material condition of this Stipulation of Settlement 18 which effects a fundamental change of the Parties’ settlement, or if the settlement is reversed or 19 materially modified on appellate review, shall render the entire Stipulation of Settlement voidable

20 and unenforceable as to all Parties herein at the option of any Party.

21 2. Parties’ Authority 22 The signatories hereto represent that they are fully authorized to enter into this Stipulation

23 of Settlement and bind the Parties hereto to the terms and conditions hereof. 24 3. Mutual Full Cooperation

25 The Parties agree to fully cooperate with each other to accomplish the terms of this

26 Stipulation of Settlement, including but not limited to, execution of such documents and to take 27 such other action as may reasonably be necessary to implement the terms of this Stipulation of

28 Settlement. The Parties to this Stipulation of Settlement shall use their best efforts, including all

JOINT STIPULATION OF 2045829.2 - 19 - SETTLEMENT AND RELEASE

1 efforts contemplated by this Stipulation of Settlement and any other efforts that may become 2 necessary by order of the Court, or otherwise, to effectuate this Stipulation of Settlement and the

3 terms set forth herein. As soon as practicable after execution of this Stipulation of Settlement, 4 Class Counsel shall, with the assistance and cooperation of Defendant and its counsel, take all 5 necessary steps to secure the Court’s preliminary and final approval of the settlement. 6 4. No Prior Assignments

7 The Parties hereto represent, covenant, and warrant that they have not directly or 8 indirectly, assigned, transferred, encumbered, or purported to assign, transfer, or encumber to any

9 person or entity any portion of any liability, claim, demand, action, cause of action or rights 10 released and discharged by this Stipulation of Settlement. 11 5. No Admission 12 Nothing contained herein, nor the consummation of this Stipulation of Settlement, is to be 13 construed or deemed an admission of liability, culpability, negligence, or wrongdoing on the part

14 of Defendant or any of the other Released Parties. Each of the Parties hereto has entered into this 15 Stipulation of Settlement with the intention of avoiding further disputes and litigation with the 16 attendant inconvenience and expenses. This Stipulation of Settlement is a settlement document 17 and shall, pursuant to California Evidence Code section 1152 and/or Federal Rule of Evidence 18 408 and/or any other similar law, be inadmissible in evidence in any proceeding, except an action 19 or proceeding to approve the settlement, and/or interpret or enforce this Stipulation of Settlement.

20 6. Enforcement Actions

21 Except as otherwise provided in this Stipulation of Settlement, in the event that one or 22 more of the Parties to this Stipulation of Settlement institutes any legal action, arbitration, or other

23 proceeding against any other Party to enforce the provisions of this Stipulation of Settlement or to 24 declare rights and/or obligations under this Stipulation of Settlement, the successful Party shall be

25 entitled to recover from the unsuccessful Party reasonable attorneys’ fees and costs, including

26 expert witness fees, incurred in connection with any enforcement actions. 27 7. Notices

28 Unless otherwise specifically provided herein, all notices, demands or other

JOINT STIPULATION OF 2045829.2 - 20 - SETTLEMENT AND RELEASE

1 communications given hereunder shall be in writing and shall be deemed to have been duly given 2 as of the third business day after mailing by United States registered or certified mail, return

3 receipt requested, addressed:

4 To Plaintiffs and the Settlement Class:

5 Daniel Hutchinson 6 Lieff Cabraser Heimann & Bernstein, LLP 275 Battery Street, 29th Floor 7 San Francisco, CA 94111

8 Bree Ullman Law Office of Bree A. Ullman 9 1054 Keith Avenue 10 Berkeley, CA 94708

11 To Defendant:

12 Fred Alvarez Kenneth P. Nabity 13 Coblentz Patch Duffy & Bass LLP 14 One Montgomery Street, Suite 3000 San Francisco, CA 94104 15 16 8. Construction 17 The Parties hereto agree that the terms and conditions of this Stipulation of Settlement are 18 the result of lengthy, intensive arms’ length negotiations between the Parties and that this 19 Stipulation of Settlement shall not be construed in favor of or against any Party by reason of the

20 extent to which any Party or their counsel participated in the drafting of this Stipulation of

21 Settlement. 22 9. Captions and Interpretations

23 Paragraph titles or captions contained herein are inserted as a matter of convenience and 24 for reference, and in no way define, limit, extend, or describe the scope of this Stipulation of

25 Settlement or any provision hereof. Each term of this Stipulation of Settlement is contractual and

26 not merely a recital. 27 10. Modification

28 This Stipulation of Settlement may not be changed, altered, or modified, except in writing

JOINT STIPULATION OF 2045829.2 - 21 - SETTLEMENT AND RELEASE

1 and signed by the Parties hereto, and approved by the Court. This Stipulation of Settlement may 2 not be discharged except by performance in accordance with its terms or by a writing signed by

3 all of the Parties hereto. 4 11. Integration Clause 5 This Stipulation of Settlement contains the entire agreement between the Parties relating 6 to the settlement and transaction contemplated hereby, and all prior or contemporaneous

7 agreements, understandings, representations, and statements, whether oral or written and whether 8 by a Party or such Party’s legal counsel, are merged herein. No rights hereunder may be waived

9 except in writing. 10 12. Binding On Assigns 11 This Stipulation of Settlement shall be binding upon and inure to the benefit of the Parties 12 hereto and their respective heirs, trustees, executors, administrators, successors and assigns. 13 13. Governing Law

14 All terms of this Stipulation of Settlement and its exhibits shall be governed by and 15 interpreted according to the laws of the State of California, without giving effect to any conflict of 16 law principles or choice of law principles. 17 14. Signatures of All Class Members Unnecessary to be Binding 18 It is agreed that, because the members of the Settlement Class are numerous, it is 19 impossible or impractical to have each Class Member execute this Stipulation of Settlement. The

20 Class Notice, attached hereto as Exhibit 2, will advise all Class Members of the binding nature of

21 the release provided herein and such shall have the same force and effect as if this Stipulation of 22 Settlement were executed by each Class Member.

23 15. Counterparts 24 This Stipulation of Settlement may be executed in counterparts, and when each Party has

25 signed and delivered at least one such counterpart, each counterpart shall be deemed an original,

26 and when taken together with other signed counterparts, shall constitute one fully-signed 27 Stipulation of Settlement, which shall be binding upon and effective as to all Parties.

28

JOINT STIPULATION OF 2045829.2 - 22 - SETTLEMENT AND RELEASE

DocuSign Envelope ID: 0D0CDACF-AFCB-4ABB-9A7B-5F3DA4C33278

3/16/2021 EXHIBIT 1 RELEASE OF CLAIMS AGREEMENT This Release of Claims Agreement ("Agreement") is entered into by and between ______(the "Former Employee") and the Bohemian Club (the "Employer") (jointly referred to as the "Parties") who hereby agree as follows: 1. The Former Employee is a named plaintiff in a class action lawsuit brought against the Employer, Ulucan and Hayes v. Bohemian Club, Superior Court of California,

County of Sonoma, Case No. ______(the "Action"). The Parties have preliminarily settled the Action, which is pending final approval by the Court (the "Settlement"). The Parties enter into this Agreement pursuant to the terms of, and as consideration for, the Settlement. 2. Upon the final approval of the Settlement by the Court in the Action, and except as to such rights or claims as may be created by the Settlement, Former Employee, on behalf of themselves and their estate, executors, administrators, heirs and assigns, hereby release

Employer, and any of its predecessors, successors, affiliates, parents, subsidiaries, related companies or other entities members, employees, agents, contractors, shareholders, officers, directors, attorneys and insurers (the "Released Employer Parties"), from any and all claims, damages, costs, penalties, obligations, causes of action, actions, demands, rights, and liabilities of every kind, nature and description, whether known or unknown, whether anticipated or unanticipated, arising on or before the date of the Final Approval Order (“Former Employee's

Released Claims”). Former Employee's Released Claims include, but are not limited to, (a) any and all known and unknown claims they might have against the Released Employer Parties based on or arising from any work for Employer; and (b) those claims that were or could have been asserted in the Action, including claims arising under the Fair Labor Standards Act; the

California Working Hours Law; the California Payment of Wages Law; California Labor Code §§ 96 through 98.2 et seq., §§ 200 et seq. (including, but not limited to, §§ 201, 202, 203, 204,

210, 218, 218.5, 218.6, 226(a), 226.3 and 226.7), §§ 300 et seq., §§ 400 et seq., §§ 500 et seq. (including, but not limited to, §§ 510, 512 and 558), § 1194 and §§ 1198-1199; the California

Unfair Competition Act and, in particular, the California Business & Professions Code §§ 17200

2137716.1 et seq.; the PAGA Act, codified at California Labor Code §§ 2698 et seq.; and California Code of Civil Procedure §1021.5; all discrimination, harassment and retaliation claims; all penalties that were sought or could have been sought in the Action, liquidated damages, related tort and punitive damages, interest, attorneys’ fees, litigation costs, restitution, and declaratory or equitable relief. 3. Former Employee additionally waives all rights and benefits afforded by

California Civil Code section 1542 and do so understanding the significance of that waiver. Section 1542 provides:

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

4. In order to achieve a full and complete release of Released Employers Parties, including of all claims arising from any work for Employer and the Action, Former Employee acknowledges that this Agreement is meant to include in its effect all claims that were or could have been asserted in connection with any prior work for Employer or in the Action.

Dated: ______By: ______Former Employee

Dated: ______By: ______Bohemian Club

Approved as to form and content:

Dated: ______Daniel M. Hutchinson LIEFF CABRASER HEIMANN & BERNSTEIN, LLP Counsel for Former Employee

Dated: ______

2137716.1 Bree A. Ullman LAW OFFICES OF BREE A. ULLMAN Counsel for Former Employee

Dated: ______Fred Alvarez COBLENTZ PATCH DUFFY & BASS LLP Counsel for Employer Bohemian Club

2137716.1 EXHIBIT 2 NOTICE OF CLASS ACTION SETTLEMENT Ulucan et al. v. Bohemian Club, Case No. []

Summary Your Rights and Options If you worked as a nonexempt employee of the Bohemian 1) Do Nothing Club at the Jinks, Encampment, or one-day events held at the Your portion of the settlement will be Bohemian Grove between July 7, 2015 and September 15, 2019, a sent to you. You will forego the right proposed settlement may affect you. to sue Bohemian Club for the same claims. The settlement resolves allegations that the Bohemian Club 2) Exclude Yourself violated California labor laws. You can opt out of the settlement by The Bohemian Club denies the claims. It has agreed to pay [DATE] and keep the right to sue $3,535,000 to settle them permanently. This amount will be used to Bohemian Club. If you exclude compensate class members, cover attorneys’ fees and costs, pay for yourself, you get no payment from the settlement administration, and provide service awards to the settlement. plaintiffs who brought the lawsuit. 3) Object Compensation to class members will be distributed based on If you object to the settlement, you the number of shifts worked at the Bohemian Grove. must explain why in writing by [DATE]. The Court will decide whether to finally approve this Note: You must follow all of the settlement on Month DD, 2021 at [PLACE]. You may attend this court's instructions to exclude yourself hearing and comment about the fairness of the settlement. You or to object to the settlement. Contact [] may request more detailed information by [contact method]. for more details.

2055423.1 Who Is Included? The Court decided that the Settlement Class includes all nonexempt employees of Bohemian Club who worked at the Jinks, Encampment, and/or one-day events held at the Bohemian Grove between July 7, 2015 and September 15, 2019. What Are the Settlement Terms? A Settlement Fund of $3,535,000 has been established to pay all Class Members, a penalty payment to the California Labor and Workforce Development Agency, attorneys’ fees and costs, service awards, and settlement administration costs and expenses. Any remaining monies from uncashed settlement checks will be paid to two non-profit charities located in Sonoma County, West County Community Services and River To Coast Children's Services. How can I get a Payment? You will receive an automatic payment by check of approximately $x,xxx.xx for working a total of xx shifts at events held at the Bohemian Grove between July 7, 2015 and September 15, 2019. What Do I Give Up by Participating in the Settlement? If you participate in the Settlement, you release all legal claims for (1) unpaid wages; (2) unpaid overtime; (3) waiting time penalties; (4) record-keeping violations; (5) untimely wage penalties; (6) meal and rest break violations; (7) unlawful business practices; and (8) civil penalties. What Are My Other Options? If you do not want to be legally bound by the Settlement, you must exclude yourself by Month DD, 2021. If you exclude yourself, you get no payment from the settlement. You may object to the Settlement in writing by Month DD, 2021. The Detailed Notice available on the website explains how to exclude yourself or object. The Court will hold a Hearing on Month DD, 2021 to consider whether to approve the Settlement and a request for attorneys’ fees of up to $883,750, costs of up to $25,000, and service payments of up to $15,000 each to the two Class Representatives. You may appear at the hearing, either yourself or through an attorney hired by you, but you don't have to. For more information, call [xxx-xxx-xxxx] or visit the website at www.[website].

2055423.1 EXHIBIT 3 SUPERIOR COURT OF THE STATE OF CALIFORNIA

FOR THE COUNTY OF SONOMA

ROBERT ULUCAN and SCOTT HAYES, on behalf of themselves and others similarly Case No. SCV-______situated, NOTICE OF PENDENCY OF CLASS Plaintiffs, ACTION SETTLEMENT AND FINAL v. HEARING

BOHEMIAN CLUB,

Defendant. YOU MAY BE ENTITLED TO RECEIVE MONEY FROM A SETTLEMENT A California court authorized this notice. This is not a solicitation from a lawyer. The Bohemian Club will not retaliate against you in any way for participating in this Settlement.  A proposed settlement will provide $3,535,000 to pay claims to current and former nonexempt employees of Bohemian Club who worked at events held at the Bohemian Grove between July 7, 2015 and September 15, 2019.  The settlement resolves a lawsuit against Bohemian Club alleging claims under California law for: (1) unpaid wages; (2) unpaid overtime; (3) waiting time penalties; (4) record-keeping violations; (5) untimely wage penalties; (6) meal and rest break violations; and (7) unlawful business practices..  The settlement avoids risks to you from continuing the lawsuit; pays money to Bohemian Club employees; and releases Bohemian Club from liability. The Bohemian Club believes that it has complied fully with the applicable laws, but the parties have agreed to this proposed settlement, and will seek the Court’s approval, as a compromise.  Court-appointed lawyers for employees who worked at the Bohemian Grove will ask the Court to award them $883,750 in fees and their reasonable expenses for investigating the facts, litigating the case, and negotiating the settlement. This will be paid from the settlement amount.  The two sides disagree on how much money could have been recovered if the Bohemian Club employees prevailed at trial, or whether employees could have recovered any money at all.  Your legal rights are affected whether you act or do not act. Read this notice carefully.

1

2055402.1 YOUR LEGAL RIGHTS AND OPTIONS IN THIS SETTLEMENT: Do Nothing By doing nothing, you will participate in the settlement. You will receive an allocated settlement payment. Exclude Yourself Request to opt-out of the settlement. Get no payment. This is the only option that allows you to participate in any other lawsuit against Bohemian Club about the legal claims in this case. Object Write to the Court to explain why you object to the settlement.

WHY DID YOU RECEIVE THIS NOTICE?

This notice explains a proposed settlement of a lawsuit, and informs you of your legal rights under that proposed settlement. You are receiving this notice because you may be a member of a class on whose behalf this class action lawsuit has been brought (“Class Member”).

WHAT IS THIS LAWSUIT ABOUT?

Plaintiffs Robert Ulucan and Scott Hayes filed this lawsuit against the Bohemian Club in the Sonoma County Superior Court. The lawsuit alleges violations of the California Labor Code, Industrial Welfare Commission Wage Orders, California Business and Professions Code, and California Private Attorneys General Act. The Lawsuit seeks to certify a class of all nonexempt employees of Bohemian Club who worked at the Bohemian Grove between July 7, 2015 and September 15, 2019 (the “Settlement Class”). The Lawsuit claims that Bohemian Club allegedly (1) failed to pay wages for time spent taking employee shuttle vans, undergoing security checks, and waiting to clock in; (2) failed to pay overtime wages; (3) failed to pay any wages at the time of discharge; (4) failed to keep accurate wage statements; (5) failed to timely pay bi-monthly wages; (6) failed to provide compliant meal and rest breaks; and (7) engaged in unfair competition. Bohemian Club denies all of the material allegations in the Lawsuit.

SUMMARY OF THE SETTLEMENT

A. Why is there a Settlement?

The Court did not decide in favor of Plaintiffs or Defendant. Plaintiffs think they would have prevailed on their claims at a trial. Defendant does not think that Plaintiffs would have recovered anything from a trial. But there was no trial. Instead, both parties agreed to a settlement. That way, they avoid the costs, risks, and uncertainty of a trial, and the people affected will get compensation. Plaintiffs and Plaintiffs’ attorneys think the settlement is fair, reasonable and adequate and in the best interests of all Class members.

B. Who is in the Settlement Class?

The class includes all nonexempt employees of Bohemian Club who worked at the Jinks, Encampment, and/or one-day events held at the Bohemian Grove between July 7, 2015 and September 15, 2019, who do not opt out of the settlement.

C. Am I a Top-of-the-Hill Employee or a Bottom-of-the-Hill Employee?

Top-of-the-Hill Employees include servers, cooks, bartenders, stewards, and other employees, who work in or near the "Dining Circle" and were required to ride an employee shuttle van to get to where those employees "clocked in" or were otherwise required to report to work. 2

2055402.1 Bottom-of-the-Hill Employees include valet parkers, registration staff, security guards, shuttle drivers, maintenance workers, and other employees, who are not required to ride an employee shuttle van to the place where they clock-in or otherwise report for work. Because all 2019 Bohemian Grove Employees clocked in before riding employee shuttles, and clocked out after returning on those shuttles, all 2019 shifts are considered Bottom-of-the-hill shifts for the purposes of this settlement.

D. What does the Settlement provide?

1. Maximum Settlement Amount

If the Court approves the settlement, Defendant will pay $3,535,000 (the “Settlement Amount”) to settle the lawsuit. Before any payments are made to the Settlement Class, the following sums will be deducted from the Settlement Amount: (1) $75,000 to the California Labor and Workforce Development Agency for PAGA penalty claims; (2) Class Counsel’s attorneys’ fees in an amount set by the Court not to exceed $883,750; (3) Class Counsel’s documented litigation costs in an amount set by the Court not to exceed $25,000; (4) a service payment to each Class Representative of up to $15,000 for their services in the lawsuit and as consideration for their general release of claims against Defendant and the Camps in an amount set by the Court; and (5) a reasonable amount set by the Court to the settlement administrator for administering the settlement, not to exceed $25,000. The amount of the Maximum Settlement Amount remaining after these payments is the “Net Settlement Proceeds” to be distributed to the Class Members who do not exclude themselves from the settlement or object to the settlement, as described below (“Participating Class Members”).

2. Individual Payment Amount

Your share of the Net Settlement Proceeds will be determined by a formula which factors the number of shifts that you worked as a nonexempt employee of Bohemian Club at events held at the Bohemian Grove between July 7, 2015 and September 15, 2019

Top-of-the-Hill Employees. Eighty-Five Percent (85%) of the Net Settlement Funds will be allocated to Top-of-the-Hill Employees. To calculate the Individual Payment Amount, 85% of the Net Settlement Proceeds will be divided by the total number of shifts worked by all Top-of-the-Hill Employees. This will yield the amount to be paid to you for each shift that you worked (“Shift Rate”). The Shift Rate will be multiplied by the number of shifts you worked. One-third (33.33%) of each Individual Payment Amount will be reported on an IRS Form W- 2 and the remaining two-thirds (66.66%) reported on an IRS Form 1099. You are responsible for all federal, state, and local tax filings and liabilities that may result from such Individual Payment Amounts, and Defendant shall bear no responsibility for such filings or liabilities.

Bottom-of-the-Hill Employees. Fifteen Percent (15%) of the Net Settlement Funds will be allocated to Bottom-of-the-Hill Employees. To calculate the Individual Payment Amount, 15% of the Net Settlement Proceeds will be divided by the total number of shifts worked by all Bottom-of-the-Hill Employees. This will yield the amount to be paid to you for each shift that you worked (“Shift Rate”). The Shift Rate will be multiplied by the number of shifts you worked. One-third (33.33%) of each Individual Payment Amount will be reported on an IRS Form W-2 and the remaining two-thirds (66.66%) reported on an IRS Form 1099. You are responsible for all federal, state, and local tax filings and liabilities that may result from such Individual Payment Amounts, and Defendant shall bear no responsibility for such filings or liabilities.

Your Individual Payment Amount. Your share of the Net Settlement Proceeds is not subject to dispute by you. According to Defendant’s records, you worked a total of ____ shifts between July 7, 2015 and September 15, 2019. You will therefore receive an automatic payment by check of approximately $x,xxx.xx.

E. What are you giving up to get a payment or stay in the Class? 3

2055402.1 The settlement is intended to settle all claims against the Defendant that members of the Settlement Class have asserted or could have asserted in the lawsuit. Each Participating Class Member is deemed to have fully and finally released and discharged Defendant, and any of its predecessors, successors, affiliates, parents, subsidiaries, related companies or other entities members, employees, agents, contractors, shareholders, officers, directors, attorneys and insurers (“Released Parties”), from any and all claims, whether known or unknown, asserted in the Complaint filed in the Action, or which could have been asserted in the Action based on the allegations made in the Complaint filed in the Action and arising from work performed at the Bohemian Grove during the Encampment, Spring Jinks, and/or one-day events from the period from July 7, 2015 through the sooner of sixty (60) days after execution of this Stipulation of Settlement or preliminary approval by the Court of this Stipulation of Settlement (“Class Period”). These claims include, without limitation, claims for wages, damages, penalties, liquidated damages, punitive damages, interest, attorneys’ fees and costs, litigation costs, restitution, or equitable relief, including the alleged (1) failure to pay minimum wage and all wages; (2) failure to pay overtime wages; ; (3) failure to pay any wages at the time of discharge; (4) failure to keep accurate wage statements; (5) failure to timely pay bi-monthly wages; (6) failure to provide compliant meal and rest breaks; and (7) engagement in unfair competition, as well as all PAGA violations derived therefrom during the Class Period (“Class Members’ Released Claims”). The Class Members’ Released Claims include claims meeting the above definition(s) under any and all applicable statutes, including, without limitation, California Labor Code sections 201, 202, 203, 204, 210, 221, 226, 226.3, 226.7, 256, 510, 512, 1194 et seq.; the California Unfair Competition Act and in particular, California Business and Professions Code sections 17200 et seq.; the California Private Attorneys General Act; California Code of Civil Procedure section 1021.5, and any other provision of the California Labor Code, California Code of Civil Procedure, and the Industrial Welfare Commission Wage Orders, in all of their iterations.

THE SETTLEMENT HEARING

The Court will conduct a final fairness hearing regarding the proposed settlement (the “Final Settlement Hearing”) on ______, 2021, at ______, in ______of the Sonoma County Superior Court, located at ______. The Court will determine: (i) whether the lawsuit should be finally certified as a class action for settlement purposes; (ii) whether the settlement should be given the Court’s final approval as fair, reasonable, adequate and in the best interests of the Settlement Class Members; (iii) whether the Settlement Class Members should be bound by the terms of the settlement; (iv) the amount of the attorneys’ fees and expense award to Plaintiffs’ Attorneys; and (v) the amount that should be awarded to Plaintiffs for class representative fees. At the Final Settlement Hearing, the Court will hear all properly filed objections, as well as arguments for and against the proposed settlement. You have a right to attend this hearing, but you are not required to do so. You also have the right to hire an attorney to represent you, or to enter an appearance and represent yourself.

WHAT ARE YOUR OPTIONS?

 OPTION 1 – DO NOTHING AND PARTICIPATE IN THE SETTLEMENT

If you do not object to the Settlement (Option 2), or exclude yourself from the settlement (Option 2), then by default you will remain a Settlement Class Member and be bound by the Court’s judgment in this case. You will automatically receive money from this settlement.

 OPTION 2 – EXCLUDE YOURSELF FROM THE SETTLEMENT

You have a right to exclude yourself (“opt out”) from the Settlement Class, but if you choose to do so, you will not receive any benefits from the proposed settlement. You will not be bound by a judgment in this case and you will have the right to file your own lawsuit against Bohemian Club and pursue your own claims in a separate suit. You can opt out of the Class by completely filling out and mailing the enclosed Exclusion Form to the 4

2055402.1 Claims Administrator at the above-stated address, such that it is postmarked no later than ______[45 days after mailing of class notices], 2021.

 OPTION 3 – OBJECT TO THE SETTLEMENT

If you wish to remain a Settlement Class Member, but you object to the proposed settlement (or any of its terms) and wish the Court to consider your objection at the Final Settlement Hearing, you may object to the proposed settlement in writing. You may also appear at the Final Approval Hearing, either in person or through an attorney at your own expense, provided you notify the Court of your intent to do so. All written objections, supporting papers, and/or notices of intent to appear at the Final Approval Hearing must (a) clearly identify the case name and number, (b) state the basis for the objection, (c) be mailed to the law firms identified below, and (d) be mailed to the Claims Administrator. To be valid, objections must be filed and served on or before ______, 2021 [45 days after this notice was mailed to you].

Plaintiffs’ Attorneys: Defendant’s Attorneys: Daniel Hutchinson Fred Alvarez Lieff Cabraser Heimann & Bernstein, LLP Kenneth P. Nabity 275 Battery Street, 29th Floor Coblentz Patch Duffy & Bass LLP San Francisco, CA 94111 One Montgomery Street, Suite 3000 San Francisco, CA 94104 Bree Ullman Law Office of Bree A. Ullman 1054 Keith Avenue Berkeley, CA 94708

Settlement Administrator

Simpluris

ADDITIONAL INFORMATION

A. No Cost to You.

The Settlement does not require you to pay money out of pocket. However, you are responsible for all taxes owed on your paid Individual Payment Amount, as described above.

B. No Tax Advice.

Any perceived tax advice in this Notice was not intended or written to be used, and it cannot be used by any recipient, for the purpose of avoiding any tax obligations or penalties that may be imposed on any person. This Notice imposes no limitation on the disclosure of the tax treatment or tax structure of any transaction.

C. This Notice Provides Only a Summary.

The above is a summary of the basic terms of the settlement. For the precise terms and conditions of the settlement, you should review the detailed “Joint Stipulation of Settlement and Release Between Plaintiffs and Defendant” which is on file with the Clerk of the Court. The pleadings and other records in the Lawsuit may be

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2055402.1 examined at any time during regular business hours at the Office of the Clerk of the Sonoma County Superior Court, 600 Administration Drive, Santa Rosa, CA 95403.

ALL INQUIRIES REGARDING THIS LITIGATION SHOULD BE MADE TO PLAINTIFFS’ ATTORNEYS: Daniel Hutchinson, Lieff Cabraser Heimann & Bernstein, LLP, 275 Battery Street, 29th Floor, San Francisco, CA 94111; 415-956-1000 or Bree Ullman, Law Offices of Bree A. Ullman, 1054 Keith Avenue, Berkeley, CA 94708.

PLEASE DO NOT CALL OR WRITE THE COURT ABOUT THIS NOTICE.

BY ORDER OF THE SUPERIOR COURT OF SONOMA THE STATE OF CALIFORNIA

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2055402.1 EXHIBIT 4

REQUEST FOR EXCLUSION

ONLY COMPLETE THIS REQUEST FOR EXCLUSION FORM IF YOU WANT TO OPT OUT OF (NOT PARTICIPATE IN) THE SETTLEMENT OF THE ACTION KNOWN AS ROBERT ULUCAN AND SCOTT HAYES v. BOHEMIAN CLUB, SONOMA COUNTY SUPERIOR COURT CASE NO. ______THAT IS DESCRIBED IN THE NOTICE OF PENDENCY OF CLASS ACTION SETTLEMENT AND FINAL HEARING (“CLASS NOTICE”). IF YOU OPT OUT OF THE SETTLEMENT, YOU WILL NOT RECEIVE ANY PORTION OF THE SETTLEMENT AMOUNT.

I confirm that I worked as a nonexempt employee of Bohemian Club at the Bohemian Grove for some or all of the period beginning July 7, 2015 and ending September 15, 2019.

By signing and returning this Form, I certify that I have carefully read the Class Notice and that I wish to be excluded from the Settlement described therein. I understand this means that I will not be eligible to receive any money and I will not have standing to object to the Settlement.

I certify that the foregoing statements made by me are true and correct.

Date:

Signature:

Print Name:

Residence Street Address:

City, State and Zip Code:

IN ORDER TO BE VALID, THIS REQUEST FOR EXCLUSION FORM MUST BE COMPLETED, SIGNED, MAILED BY FIRST CLASS MAIL, AND POSTMARKED ON OR BEFORE [45 days after mailing of Notice]. Send this signed request for exclusion form to the Claims Administrator: Bohemian Club Settlement Administrator c/o Simpluris ______

2055412.1