Case 2:21-cv-07682-DSF-JEM Document 11 Filed 09/27/21 Page 1 of 2 Page ID #:31

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Anna Y. Park, SBN 164242
anna.park@eeoc.gov
Nakkisa Akhavan, SBN 236260
nakkisa.akhavan@eeoc.gov
Taylor Markey, SBN 319557
taylor.markey@eeoc.gov
U.S. EQUAL EMPLOYMENTOPPORTUNITY COMMISSION
255 East Temple Street, Fourth Floor
Los Angeles, CA 90012
Telephone: (213) 422-8396
Facsimile: (213) 894-1301
E Mail: lado.legal@eeoc.gov
Attorneys for Plaintiff
U.S. EQUAL EMPLOYMENTOPPORTUNITY COMMISSION

12UNITED STATES DISTRICT COURT13

CENTRAL DISTRICT OF CALIFORNIA

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)
)
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Plaintiff,
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)
vs.
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ACTIVISION BLIZZARD, INC., BLIZZARD )ENTERTAINMENT, INC., ACTIVISION)PUBLISHING, INC., and KING.COM, INC., ))and DOES ONE through TEN, inclusive,))
Defendants.
))
U.S. EQUAL EMPLOYMENTOPPORTUNITY COMMISSION,

Case No.: 2:21-CV-07682 DSF-JEM
NOTICE OF LODGING OF [PROPOSED]CONSENT DECREE; EXHIBIT 1[PROPOSED] CONSENT DECREE

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Case 2:21-cv-07682-DSF-JEM Document 11 Filed 09/27/21 Page 2 of 2 Page ID #:32

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TO THE HONORABLE DISTRICT COURT JUDGE, MAGISTRATE JUDGE, ALL

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PARTIES, AND ATTORNEYS OF RECORD:

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Plaintiff U.S. Equal Employment Opportunity Commission (“EEOC”) hereby lodges as
Exhibit 1 the [Proposed] Consent Decree for this Court’s approval and entry into the record.

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Dated: September 27, 2021

Respectfully Submitted,
By:/s/ Taylor Markey
Taylor Markey
Trial Attorney
U.S. EQUAL EMPLOYMENTOPPORTUNITY COMMISSION

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Case 2:21-cv-07682-DSF-JEM Document 11-1 Filed 09/27/21 Page 1 of 53 Page ID #:33

EXHIBIT 1

EXHIBIT 1

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Anna Y. Park, SBN 164242
anna.park@eeoc.gov
Nakkisa Akhavan, SBN 236260
nakkisa.akhavan@eeoc.gov
Taylor Markey, SBN 319557
taylor.markey@eeoc.gov
U.S. EQUAL EMPLOYMENTOPPORTUNITY COMMISSION
255 East Temple Street, Fourth Floor
Los Angeles, CA 90012
Telephone: (213) 422-8396
Facsimile: (213) 894-1301
Attorneys for Plaintiff
U.S. EQUAL EMPLOYMENTOPPORTUNITY COMMISSION[Additional Counsel Listed on Next Page]

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UNITED STATES DISTRICT COURT14CENTRAL DISTRICT OF CALIFORNIA

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U.S. EQUAL EMPLOYMENTOPPORTUNITY COMMISSION,

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Plaintiff,

CASE NO. 2:21-CV-07682 DSF-JEM[PROPOSED] CONSENT DECREEvs.
ACTIVISION BLIZZARD, INC.,
BLIZZARD ENTERTAINMENT,
INC., ACTIVISION PUBLISHING,
INC., and KING.COM, INC.,
inclusive,
Defendants.

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CONSENT DECREELEGAL_US_W # 109560524.1

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PAUL HASTINGS LLPELENA R. BACA (SB# 160564)
elenabaca@paulhastings.com
FELICIA A. DAVIS (SB# 266523)
feliciadavis@paulhastings.com
515 South Flower Street
Twenty-Fifth Floor
Los Angeles, California 90071-2228
Telephone: 1(213) 683-6000
Facsimile: 1(213) 627-0705
PAUL HASTINGS LLPRYAN D. DERRY (SB# 244337)
ryanderry@paulhastings.com
101 California Street
Forty-Eighth Floor
San Francisco, California 94111
Telephone: 1(415) 856-7000
Facsimile: 1(415) 856-7100
Attorneys For Defendants
ACTIVISION BLIZZARD, INC., BLIZZARDENTERTAINMENT, INC., ACTIVISIONPUBLISHING, INC., and KING.COM, INC.

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CONSENT DECREELEGAL_US_W # 109560524.1

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Plaintiff U.S. Equal Employment Opportunity Commission (the “EEOC”)
and Activision Blizzard, Inc. (“Activision Blizzard”), Activision Publishing, Inc.
(“Activision Publishing”), Blizzard Entertainment, Inc. (“Blizzard”), and King.com,
Inc. (“King”) (collectively, and including their respective subsidiaries with
employees in the United States, “Defendants”), collectively referred to as “theParties,” hereby stipulate and agree to entry of this Consent Decree (the “Decree”)
to fully and finally resolve any allegations contained in the Complaint filed by the
EEOC in EEOC v. Activision Blizzard, Inc., et al., with Case No. 2:21-CV-07682
DSF-JEM (“Action”).
I.

RECITALS AND BACKGROUND
Plaintiff filed this Action in the United States District Court, Central Districtof California, for violation of Title VII of the Civil Rights Act of 1964 (“TitleVII”); in EEOC v. Activision, et al., with Case No. 2:21-CV-07682 DSF-JEM (the“Action”). The Action alleges that Defendants engaged in unlawful employment
practices by subjecting employees, individuals, or a group of individuals to sexual
harassment, pregnancy discrimination and/or related retaliation in violation ofSections 703(a) and 704(a) of Title VII 2000e-2(a), 2000e-3(a).
Activision Publishing and its related subsidiaries and companies with
employees in the United States, Blizzard and its related subsidiaries and companies
with employees in the United States, and King and its related subsidiaries andcompanies with employees in the United States, are wholly owned subsidiaries ofActivision Blizzard. Since 2016 and through the present, Activision Publishing,Blizzard, and King maintained separate workforces in distinct office locations.
Blizzard also maintained human resources and personnel functions separate fromthose of Activision Blizzard and Activision Publishing until August 2019. Prior tohis departure in late 2018, Blizzard’s Chief Executive Officer was co-founderMichael Morhaime.
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Defendants expressly deny that they subjected any individual or group ofindividuals to sexual harassment, pregnancy discrimination and/or related
retaliation, deny all allegations of wrongdoing, liability, damages and entitlement toother relief set forth in the Action whether arising under Title VII or analogous stateand local laws, deny any group or systemic discrimination or harassment, and denythat any of their policies and procedures are inadequate. However, the Parties
recognize that through this Decree the Parties can avoid the expense, distraction andpossible litigation associated with such a dispute and thus the Parties wish to
resolve all issues through this Decree.
II.

PURPOSES AND SCOPE OF THE DECREEIn the interest of resolving this matter, the Parties have agreed that thisAction should be finally settled by entry of this Decree, and all claims, including
those arising out of any of the same factual predicates as those implicated by the
Action, will be fully and completely resolved by this Decree. This Decree shall bebinding on and enforceable against Defendants, as well as their parents,
subsidiaries, officers, directors, agents, successors, and assigns. The scope of thisDecree includes all United States operations and United States-based employees of
all Defendants, unless otherwise indicated.
The Parties have entered into this Decree for the following purposes:
A.

To provide appropriate monetary and injunctive relief;

B.

To ensure that Defendants’ employment practices comply withpertinent laws regarding sexual harassment, pregnancy discrimination

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and related retaliation throughout the Decree term;C.

To ensure that Defendants maintain workplaces free of sexual
harassment, pregnancy discrimination and related retaliation
throughout the Decree term;

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D.

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sexual harassment, pregnancy discrimination and related retaliation

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throughout the Decree term;

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E.

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F.

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the pertinent laws regarding gender discrimination, harassment and9related retaliation throughout the Decree term;

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G.

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related retaliation throughout the Decree term;

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H.

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Defendants’ workplaces throughout the Decree term; and

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I.

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Determination.
III.

DEFINITIONS
A.

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“Action” is U.S. Equal Employment Opportunity Commission v.
Activision Blizzard, Inc., et al.; Case No. 2:21-CV-07682 DSF-JEM.

B.

“Plaintiff” is the U.S. Equal Employment Opportunity Commission.

C.

“Defendants” are Activision Blizzard, Inc., Activision Publishing, Inc.,
Blizzard Entertainment, Inc., and King.com, Inc. including their

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To avoid the time, expense, and uncertainty of possible litigation andto address the findings made by the EEOC in its Letter of18

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To ensure appropriate review, record keeping, and reporting related tosexual harassment, pregnancy discrimination and related retaliation in

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To ensure proper accountability and appropriate and effective handlingof complaints of sexual harassment, pregnancy discrimination and

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To review and ensure effective training for Defendants’ employees,
managers, supervisors, and human resources personnel with respect to

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To review and update Defendants’ policies, practices, and procedureswith respect to discrimination, harassment and related retaliation;

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To ensure that Defendants take reasonable steps to prevent and correct

respective subsidiaries with employees in the United States.
D.

“Potential Claimant” is an individual who was an employee at any of
Defendants at any time since September 1, 2016.
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E.

to the Claims Administrator.
F.

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Section IX.B.1.
G.

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“Claim Form” is the form developed by the EEOC in accordance with
Section IX.B.4.c. to determine whether a Claimant will be designated8
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“Claimant” is a Potential Claimant who timely submits a Claim Formas an Eligible Claimant.
H.

“Court” is the United States District Court for the Central District ofCalifornia.

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“Cy Pres Fund” are those amounts not distributed from the Settlement
Fund to Eligible Claimants.

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“Decree” is this Consent Decree.

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“Distribution List” is the list of Eligible Claimants and the amount tobe paid to each.

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“EEO Consultant” is the third-party Equal Employment Opportunity
Consultant agreed to by the Parties and prescribed in Section XII.A.

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“EEOC” is the United States Equal Employment Opportunity
Commission.

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“Eligible Claimant” is a Claimant who, in the EEOC’s sole discretion,
meets all of the following requirements: (i) was employed by
Defendants at any time from September 1, 2016 to the Effective Date;and (ii) based on the EEOC’s assessment could assert a claim forsexual harassment, pregnancy discrimination, retaliation and/or
constructive discharge by Defendants. Such Eligible Claimants will be
eligible for monetary relief from the Settlement Fund, as determinedby the EEOC.
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O.

“Effective Date” is the date this Decree is entered by the Court.

P.

“List of Potential Claimants” is a list of each current and former
employee who worked for any Defendant at its United States locations

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from September 1, 2016 to the Effective Date.

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Q.

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Potential Claimants of the fact and terms of the Decree, the required

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procedure, and the deadline to submit a Claim Form.

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accordance with the terms of this Decree.

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S.

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IV.

RELEASE OF CLAIMS
A.

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made in the Action, including Charge Number 480-2018-05212.
B.

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Nothing in this Decree is, nor should be construed as, an admission ofwrongdoing or liability by Defendants either in this proceeding or in
any other proceeding.

C.

Nothing in this Decree constitutes, nor should be construed as
constituting, the imposition of any penalty against Defendants.

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Nothing in this Decree will be construed to limit or reduce Defendants’obligation to comply fully with Title VII or any other federal

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The Parties agree that this Decree completely and finally resolves all
allegations, issues, and claims raised by the EEOC against Defendants

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sections 2000e, et seq.

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“Settlement Fund” is the escrow account into which Defendants willcause to be deposited the sum of $18,000,000 for distribution in

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13“Notice of Settlement” is the notice prepared by the EEOC to advise

employment statute.
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Nothing in this Decree shall be construed to preclude the EEOC fromenforcing this Decree in the event that Defendants fail to perform thepromises and representations contained herein.
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F.

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investigate, or litigate charges that may be in existence or may later

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arise against Defendants other than claims brought in this Action.
V.

JURISDICTIONA.

6claims that, if proven, would authorize the Court in its discretion to

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grant the equitable relief set forth in this Decree. The terms and9provisions of this Decree are fair, reasonable, and just. This Decree

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conforms to the Federal Rules of Civil Procedure and Title VII and is11

not in derogation of the rights or privileges of any person.

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B.

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judgments, and decrees that may be necessary to implement the relief

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provided herein.

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C.
VI.

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A.

(the Effective Date).
B.

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Except as otherwise provided herein, this Decree will remain in effectfor three (3) years after the Effective Date and will expire by its own
terms at the end of the thirty-sixth (36th) month from the Effective

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The provisions and agreements contained herein are effective
immediately upon the date which this Decree is entered by the Court

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Only the EEOC may enforce compliance with this Decree.

EFFECTIVE DATE AND DURATION OF DECREE

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The Court will retain jurisdiction of this Action during the duration of
the Decree for the purposes of entering all orders, modifications,14

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The Court has complete jurisdiction over the Parties and the subject
matter of this litigation. See 29 U.S.C. § 626(b). The Action asserts

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17This Decree in no way affects the EEOC’s right to bring, process,Date without further action by the Court, the EEOC, or Defendants.
VII. MODIFICATION AND SEVERABILITY
A.

This Decree constitutes the complete understanding of the Parties withrespect to the matters contained herein. No waiver, modification, or-6-

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amendment of any provision of this Decree will be effective unless2

made in writing and signed by an authorized representative of each of

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the Parties.
B.

unenforceable, the Parties will make good faith efforts to agree upon

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appropriate amendments in order to effectuate the purposes of the7

Decree. If any provision of the Decree is rendered unlawful or8

unenforceable, the remaining provisions will remain in full force and9effect unless the purposes of the Decree cannot, despite the Parties’

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best efforts, be achieved.
C.

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By mutual written agreement of the Parties, this Decree may beamended or modified in the interests of justice and fairness in order to13
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If one or more provisions of the Decree are rendered unlawful oreffectuate the provisions herein.
VIII. COMPLIANCE AND DISPUTE RESOLUTION
A.

EEOC Review Regarding Compliance

Defendants agree that the EEOC can review compliance with this Decree.
The EEOC may request from the EEO Consultant a copy of any document received
or created by the EEO Consultant as a result of the EEO Consultant’s duties as
described in this Decree. The EEOC may request from the Internal EEO
Coordinator, as defined in Section XII.B., a copy of any document created by theInternal EEO Coordinator as a result of the Internal EEO Coordinator’s duties as
described in this Decree. The EEOC may request from the Claims Administrator acopy of any document received or created by the Claims Administrator as a resultof the Claims Administrator’s duties as described in this Decree. The EEOC may
request that Defendants permit the EEOC to interview employees, including those
selected by the EEOC, or inspect Defendants’ records provided, however, that
Defendants’ attorneys may be present during any interview of a member of28-7LEGAL_US_W # 109560524.1

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management or any person who possesses privileged information regarding the
topic of the interview. Defendants will comply with any such request to review,interview, or inspect within thirty (30) days of the EEOC’s request, unlessotherwise agreed by the Parties.
B.

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Non-Compliance

The Parties expressly agree that if Defendants have failed to comply with any
provision of this Decree, the EEOC may seek to enforce this Decree, seeking all
available relief, including an extension of the term of the Decree, the EEOC’s costs
and any attorneys’ fees incurred in securing compliance with the Decree, additionalmonetary relief, additional injunctive relief, and/or any other relief the Court deems
appropriate.
Prior to initiating such action, the EEOC will notify Defendants and theirlegal counsel of record, in writing, of the nature of the dispute. This notice shallspecify the particular provision(s) that the EEOC believes Defendants have violated
or breached. Defendants shall have sixty (60) days from receipt of such written
notice to attempt to resolve or cure the breach. The Parties may agree to extend thisperiod upon mutual consent. The Parties agree to cooperate with each other and use
their best efforts to resolve any dispute referenced in the EEOC notice.
IX.

MONETARY RELIEF AND CLAIMS ADMINISTRATIONA.

Establishing a Settlement Fund and General Provisions
1.

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Defendants will provide a total fund of $18,000,000 to beavailable to Eligible Claimants to resolve this Action. Within

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thirty (30) calendar days of the Effective Date, Defendants will24

cause that sum to be deposited into the Settlement Fund and25

provide the EEOC with written verification of that funding

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within seven (7) calendar days of deposit.

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2.

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Claimants and, as applicable, to the Cy Pres Fund in accordance3

with the terms of this Decree.

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3.

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the requirements of eligibility for payment and the amount and7characterization of such payments as income, wages or

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The EEOC has full and complete discretion under the terms ofthis Decree to determine who is an Eligible Claimant meeting

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The Settlement Fund will be distributed to the Eligible

otherwise, as hereinafter described in this Decree.
B.

Claims Administration
1.

Claims Administrator Selection and Approval

Within thirty (30) calendar days of the Effective Date, Defendants will hire
and appoint a Claims Administrator, approved by the EEOC, to oversee the claims
process and payments to Eligible Claimants as directed by the EEOC. If the Claims
Administrator initially appointed by Defendants thereafter declines to serve or tocarry out its duties under this Decree, Defendants will have ten (10) business days
to notify the EEOC in writing of the need for a replacement Claims Administrator
and will provide the EEOC with the name of a new Claims Administrator for
approval by the EEOC. If the EEOC objects to the appointment of the new Claims
Administrator identified by Defendants, the Parties will meet and confer until theyreach mutual agreement on a replacement Claims Administrator. In the absence ofan agreement of the parties, the EEOC may appoint a Claims Administrator.
2.

Responsibility for Claims Administrator’s Fees and Costs

Defendants will pay all costs associated with the selection and retention of
the Claims Administrator as well as the performance of the Claims Administrator’s
duties under this Decree.

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3.

Claims Administrator’s Duties and Responsibilities

The Claims Administrator will work with the EEOC and Defendants to carry3

out the terms of the Decree. The Claims Administrator will be responsible for:4(a) establishing, within fifteen (15) calendar days of being appointed, an interest-

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bearing account to hold in trust the Settlement Fund and notifying the EEOC and

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Defendants when the account is established and ready for deposit of the Settlement

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Fund; (b) receiving and holding the Settlement Fund in trust, until distribution;

8(c) establishing an informational website accessible to the Parties and Potential

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Claimants; (d) establishing an email address, mobile phone number, and/or other10

digital means of contact accessible to Potential Claimants to submit questions and11

Claim Forms; (e) establishing a toll-free telephone number accessible to Potential

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Claimants; (f) responding to information requests from Potential Claimants;

13(g) sending notices and Claim Forms to Potential Claimants; (h) obtaining updated

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addresses for Potential Claimants and re-mailing returned notices; (i) receiving and

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processing Claim Forms as provided in the Decree; (j) communicating, receiving,16

and processing documents from and with Claimants and Eligible Claimants;

17(k) sending notices of ineligibility to those Claimants determined by the EEOC not

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to be Eligible Claimants; (l) issuing payments to Eligible Claimants in accordance

19with the final Distribution List provided by the EEOC; (m) calculating withholding

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and payroll taxes and issuing tax reporting forms to each Eligible Claimant who

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receives a settlement payment; (n) depositing the employer-share of payroll taxes

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W-2’s and 1099’s with respect to the Settlement Fund; (p) communicating as

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contact with Potential Claimants, Claimants, and Eligible Claimants; (r) reissuing

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checks where required in consultation with the EEOC; (s) final distribution of the27
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Settlement Fund; and (t) final distribution of the Cy Pres Fund and the Diversity
and Inclusion Fund, if any.
4.

a.

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Claims Process and Distribution of Settlement Fund
Website, Email Address, and Toll-Free Telephone
NumberWithin thirty (30) calendar days after being retained, the Claims
Administrator will: (i) establish a website that will be accessible to the Parties andPotential Claimants; (ii) establish an email address for purposes of communicatingwith Potential Claimants by email; and (iii) establish a toll-free telephone numberthat will be accessible to Potential Claimants. The website and/or email address
will be set up so that Potential Claimants may obtain and submit a Claim Formelectronically.
Information posted on the website and available on a recorded message on
the toll-free telephone number will be limited to the general information included in
the Notice of Settlement sent to Potential Claimants or updated information as tostatus of the claim process (e.g., claim-filing deadline; projected distribution datewhen known). The website will provide information regarding the Settlement Fundand how to complete the Claim Form. The website shall include an embedded
Claim Form and the Claim Form shall also be available for download by Potential
Claimants. The website shall also explain how Potential Claimants can seek
assistance in completing the Claim Form.
b.

List of Potential Claimants

Within thirty (30) calendar days of the Effective Date, Defendants will
provide the Claims Administrator with a list of each current and former employee
who worked for any Defendant at its United States locations from September 1,
2016 to the Effective Date (“List of Potential Claimants”). For each individual on
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from its records, to the extent known by Defendants: (a) full name, including all
known prior names or aliases; (b) last known address; (c) date of birth; (d) social
security number; (e) employee identification number, if any, and if different fromthe employee’s Social Security Number; (f) last known telephone numbers; (g) last
known email addresses; (h) dates of employment at any of the Defendants byemployer to the extent possible; and (i) any relevant documents or information
related to the claims for the EEOC to consider.
c.

After the Claims Administrator is retained, the EEOC will provide theClaims Administrator with the following forms: (a) Notice of Settlement and(b) Claim Form. The EEOC will afford Defendants an opportunity to provide input
on the Notice of Settlement and Claim Form, but EEOC will make the final
determination regarding the form and contents of these documents.
d.

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Notice of Settlement and Claim Form

Mailing Notice of Settlement, Claim Form, andUtilization of Media

Upon receipt of the List of Potential Claimants from Defendants, the Claims
Administrator will first utilize available resources including a database search to
update email addresses and addresses. Using the updated addresses, the Claims
Administrator will mail via USPS Priority Mail and email the Notice of Settlement,
the Claim Form, and a return envelope addressed to the Claims Administrator toeach Potential Claimant not later than twenty-eight (28) calendar days after the
Claims Administrator receives the Notice of Settlement and Claim Form. The
Claims Administrator will provide to the EEOC a roster of the U.S. mail (sent via
USPS Priority Mail) and email transmissions no later than ten (10) calendar days
after they are completed.

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1e.

Return Mail Handling2

For each mailing to a Potential Claimant that is returned as undeliverable, the3

Claims Administrator will, within ten (10) calendar days: (1) research the Potential

4

Claimant’s most-recent address, using best efforts and a database search to locate

5

the Potential Claimant; and (2) (a) resend the Notice of Settlement, Claim Form,

6and cover letter to the new or different address via USPS Priority Mail if a new or7different address is obtained, or (b) advise the EEOC of the efforts taken to locate

8

the Potential Claimant if no new or different address is obtained. The Claims

9

Administrator will make no more than two (2) attempts to locate a Potential

10

Claimant whose mailing is returned as undeliverable and in no event will any re-11

mailing of the Notice of Settlement and Claim Form occur more than six (6)12months later than the Effective Date unless the EEOC determines a re-mailing is13

needed to advance the interest of the terms of this Decree.

14f.

Claim Filing Deadline

15

Potential Claimants who believe they are entitled to an award from the16

Settlement Fund may submit a Claim Form. A Potential Claimant’s final Claim

17

Form filing deadline will be the later of one hundred twenty (120) calendar days

18

after the Notice of Settlement and the Claim Form are originally mailed to that

19

Potential Claimant, or one hundred twenty (120) calendar days after the date the20

Notice of Settlement and the Claim Form are re-mailed to that Potential Claimant.

21

Claim Forms postmarked or submitted electronically to the Claims Administrator

22

within these periods will be considered timely. However, Claim Forms that are23

received after the aforementioned time periods may be considered by the EEOC at

24

its sole discretion.

25
26
27

g.

Claim Form Evaluation

The EEOC and Defendants will discuss the general criteria for scoring claims
made through Claim Forms. The Claims Administrator will provide to the EEOC

28
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electronically all of the Claim Forms and accompanying information submitted byeach Claimant for the EEOC’s use in assessing who is an Eligible Claimant. The
EEOC has sole discretion in determining the scoring criteria, eligibility, andmonetary relief amounts for each Claimant. In order to determine each Claimant’s
eligibility, the EEOC will review the information in the Claims Form and determine
if the individual: (i) was employed by any Defendant or any Defendant Entity from
September 1, 2016 to the Effective Date; (ii) based on the EEOC’s assessment,
could assert a claim for sexual harassment, pregnancy discrimination and/or related
retaliation or constructive discharge by Defendants; and (iii) experienced a harm.
Such Claimants may be eligible for monetary relief from the Settlement Fund, as
determined by the EEOC. The EEOC will also consider whether or not the
Claimant is precluded from seeking relief due to a prior settlement and/or judgment
and assess documents provided by Defendants to the Claims Administrator. The
Claims Administrator will work with the Defendants to secure relevant documents
including any prior releases signed by Eligible Claimants for the EEOC to consider
in its assessment. Defendants agree that the EEOC’s determination of these issues
is final.
The EEOC shall provide Defendants one or more lists of Eligible Claimants
including their names, current addresses, the amount to be paid to each, theclassification of such amounts to be paid, and any additional relevant identifying
information (“Distribution List”). The EEOC, based upon the claims process, willsubmit subsequent Distribution Lists. The EEOC also will provide the Claims
Administrator with a Notice of Ineligibility for any Claimants whom the EEOC
determines are not eligible for payments from the Settlement Fund.
h.

Notices to Eligible Claimants

Upon receiving the Distribution List(s) from the EEOC, the Claims
Administrator will mail via USPS Priority Mail to each Eligible Claimant on the-14LEGAL_US_W # 109560524.1

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EEOC’s approved Distribution List(s) a Notice of Eligibility and Claim Share
Amount, a release of claims form, and a return envelope addressed to the Claims
Administrator. All Eligible Claimants, shall be provided an opportunity to consult
an independent attorney to advise on the release of claims to which the EEOC is nota party. Defendants shall pay for up to one hour of attorney consultation to adviseon the release of claims, at the rate of $450/hour, for each Eligible Claimant. The
EEOC shall provide a list of recommended plaintiff attorneys for an Eligible
Claimant to consult.
To each Claimant determined to be ineligible, the Claims Administrator will
mail a Notice of Ineligibility, and a return envelope addressed to the Claims
Administrator.
i.

Receiving Acceptance and Release

The Claims Administrator will receive, track, and hold all documents
submitted by mail, in person, or electronically, and will provide to the Parties
access to all documents related to the claims process.

16

j.

Unaccepted Eligible Claimants’ Shares17

If an Eligible Claimant (to whom the Claims Administrator has sent a Notice18

of Eligibility and Claim Share Amount) does not return the relevant documents as

19

required by the Notice of Eligibility and Claim Share Amount, the Eligible

20

Claimant may be deemed to have rejected the claim share. However, the EEOC

21

may authorize the acceptance of late-submitted forms. Eligible Claimants’ shares

22

deemed to be rejected under this subsection will be distributed to the Cy Pres Fund,23

as determined by the EEOC.

24

k.

Subsequent Distribution List(s)25

The EEOC may provide the Claims Administrator one or more subsequent

26

Distribution Lists, detailing the remaining Eligible Claimants and the Claim Share27

Amount awarded to each. The Claims Administrator will provide the EEOC and28-15LEGAL_US_W # 109560524.1

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2
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Defendants an accounting of the monies remaining from the Settlement Fund.
Defendants have no standing to challenge the EEOC’s distribution determinations,which are entirely in the discretion of the EEOC.
The EEOC will provide a Final Distribution List to the Claims Administrator
factoring in at its discretion, input from Defendants, if any. The Claims
Administrator will notify Defendants of receipt of the Final Distribution List. Anyremaining amounts shall be distributed to the Cy Pres Fund, identified below.
l.

9
10

Deposit of Employer’s Portion of the Payroll Taxes
and Final Distribution

No later than ten (10) business days after Defendants receive notice from the11

Claims Administrator of receipt of a Distribution List, including the Final

12

Distribution List, and also receives the amount of FICA and FUTA tax due and the13

employer-share of state and local payroll taxes due from the Claims Administrator,

14

Defendants will deposit into the Settlement Fund for the Eligible Claimants the15

employer’s portion of the FICA and FUTA tax and the employer-share of state and16

local payroll taxes due on a rolling basis.

17

Within ten (10) business days of receiving from or on behalf of Defendants

18

the payment for the employer’s portion of the FICA and FUTA tax due and the19

employer-share of state and local payroll taxes due, and after receiving all required

20

documents, the Claims Administrator will issue and mail checks via USPS Priority

21

Mail to Eligible Claimants in accordance with this Decree.
m.

22

Returned and/or Uncashed Checks

23

On a quarterly basis throughout the duration of this Decree, the Claims

24

Administration shall provide the EEOC with a copy of each cancelled check

25

electronically, and identify any check not negotiated and/or returned non-26

negotiated. The Claims Administrator will also notify the Parties on a quarterly

27

basis of the remaining amount of Settlement Funds.

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For any checks that are returned as undeliverable, the Claims Administrator
will attempt to find an updated address and will provide the EEOC with the name,last known address, date of birth, and social security number of the Eligible
Claimant. If an updated address can be found, the check will be re-mailed via
USPS Priority Mail. If an Eligible Claimant fails to present his or her check after
ninety (90) calendar days of it being issued, the Claims Administrator will provide
the EEOC with the name, last known address and date of birth of the Eligible
Claimant, and the EEOC may make additional efforts to locate the Eligible
Claimant.
n.

Undistributed Excess Funds

If any of the Settlement Fund remains undistributed after exhausting theefforts to locate the Eligible Claimants as set forth above, the excess funds will be
distributed between (i) Cy Pres Fund for distribution to charitable organizations
whose mission involves advancing women in the video game and technology
industries or promoting awareness around sexual harassment and gender equality
issues and (ii) the Diversity and Inclusion Fund to be used by Defendants
exclusively for diversity, inclusion and equity efforts beyond the scope and terms ofthis Decree. The allocation between the Cy Pres Fund and Diversity and Inclusion
Fund will be decided by Defendants but subject to approval by the EEOC.
EEOC’s approval will not be unreasonably withheld. Charitable organizations will
be selected by Defendants, subject to input by the EEOC. If any of the selected
entities cease to exist as of the time of the distribution, to another organization thathas received tax-exempt status under Internal Revenue Code § 501(c)(3) and whose
mission involves advancing women in the video game and technology industries orpromoting awareness around sexual harassment and gender equality issues.

26
27
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1o.

Tax Reporting Forms

The EEOC has the sole discretion to characterize the monetary relief amount2
3

to each Eligible Claimant as wage or non-wage compensation. The Claims

4

Administrator will issue a Form 1099 to each Eligible Claimant in the amount of

5

his/her non-wage monetary relief. No tax withholdings shall be made. If the

6

EEOC designates monetary relief as wages, the Claims Administrator shall issue an

7

IRS Form W-2 to each applicable Eligible Claimant. As described above,8

Defendants shall pay the employer’s portion of all deductions required by law,

9

including but not limited to FICA and FUTA taxes, which shall not be deducted

10

from payment of the monetary settlement amount(s) to Eligible Claimants. The

11

Defendants and/or the Claims Administrator shall make all appropriate reports to

12

the Internal Revenue Service and other tax authorities.
p.

13

Notice of Checks Issued

14

Within five (5) business days after mailing any payment to Eligible

15

Claimants or any charity through the Cy Pres Fund, the Claims Administrator will16

submit a register or copy of the checks to Anna Y. Park, Regional Attorney, U.S.

17

Equal Employment Opportunity Commission, 255 East Temple Street, 4th Floor,

18

Los Angeles, California, 90012, and to counsel of record for Defendants.
q.

19

Report to Tax Authorities

The Claims Administrator will make all appropriate reports to the Internal

20
21

Revenue Service and other tax authorities.

22r.

Cooperation

23

The Parties will work together to ensure that the distribution, including

24

reissuing checks should that be required, is effectively carried out under the Decree.

25

X.

26
27

CLAIMANT-SPECIFIC INJUNCTIVE RELIEF
Within thirty (30) days of the date that the EEOC notifies Defendants of thenames on the Distribution Lists, Defendants agree to:28-18LEGAL_US_W # 109560524.1

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A.

2

references to the allegations related to sexual harassment, pregnancy

3

discrimination, and/or related retaliation except to the extent that

4

Defendants must keep records of the allegations or any Eligible

5

Claimant’s involvement in this Charge in order to effectuate this6

Decree, in which case such records must be maintained separately

7

from Eligible Claimants’ personnel files;

8

B.

9

provide a notice to each person on the Distribution List(s) of the

11

Defendants’ work verification number and website address that

12

instructs persons to only use that resource for references;

13

C.

14

subjected to retaliation (based on a list provided by the EEOC); and

16

D.

17

22
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Ensure that the Eligible Claimants are not prohibited from reemployment with Defendants, other than for non-discriminatory and18

21

Reclassify the terminations of any Eligible Claimant to voluntary
resignations if they have been identified by the EEOC as being

15

20

Handle work inquiries/confirmation through its established third-party
vendor neutral reference process. The Claims Administrator shall10

19

Remove from the personnel files of each Eligible Claimant any

non-retaliatory reasons.
XI.

GENERAL INJUNCTIVE RELIEF
A.

Anti-Discrimination and Harassment

Defendants, their officers, agents, management (including all supervisory
employees), human resources personnel, successors, and assigns, or any of them,
are hereby enjoined from: (a) engaging in discrimination including harassment ofany person(s) on the basis of sex, including pregnancy; (b) engaging in any practicethat creates a hostile work environment on the basis of any employee’s sex; and/or(c) creating, facilitating, or permitting a hostile work environment in violation of
Title VII on the basis of sex.

28
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B.

2

Defendants, their officers, agents, management (including all supervisory3

employees), successors, assigns, and all those in active concert or participation with4

them, or any of them, are hereby enjoined from implementing or permitting any

5action, policy, or practice that subjects any current or former employee or applicant

6of Defendants to retaliation, because he or she has in the past, or during the duration

7of this Decree:81.

Opposed any practice made unlawful under Title VII;

92.

Filed a charge of discrimination with the EEOC alleging such

Anti-Retaliation

10

practice;

11

3.

Testified or participated in any manner in an internal or external

12

investigation or proceeding relating to any claim of a violation

13of Title VII;

14

4.

15

Been identified as an Eligible Claimant with respect to the
Action;16

5.

Asserted any right under this Decree; or176.

Sought and/or received any relief in accordance with this18

Decree.

19

XII. SPECIFIC INJUNCTIVE RELIEF

20

A.

Equal Employment Opportunity Consultant

21

Within thirty (30) days after the Effective Date, Defendants will retain a22

third-party EEO Consultant, approved by the EEOC, with demonstrated experience23

in the areas of preventing and combating gender discrimination, harassment, and24

related retaliation. The EEO Consultant shall have access to documents and25

employees and shall review Defendants’ compliance with the provisions of this26

Decree. Defendants agree to bear all costs associated with the selection and27

retention of the EEO Consultant and the costs associated with the performance of28

the EEO Consultant’s duties.
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2
3

The EEO Consultant’s duties shall include:1.

improvement in Defendants’ response to complaints of sexual4

harassment, pregnancy discrimination and/or related retaliation5and to determine whether sexual harassment, pregnancy

6

discrimination and/or related retaliation exists at Defendants’

789Conducting audits under Section XII.C., to identify any areas forworksites;
2.

Reviewing Defendants’ centralized tracking system orComplaint Log, which includes complaints regarding sexual

10

harassment, pregnancy discrimination and/or related retaliation,

11

described in Section XII.E., to track and provide feedback and12oversight on Defendants’ practices for:13

a. Documenting complaints received by Defendants regarding

14

alleged sexual harassment, pregnancy discrimination and/or

15

related retaliation, including the retention and maintenance of16

relevant documents and records in order to ensure all

17complaints are properly documented and tracked;

18b. Investigation, resolution, and proper handling of all

19

complaints received by Defendants regarding alleged sexual

20

harassment, pregnancy discrimination and/or related

21

retaliation to ensure prompt and effective processes;

22c. Evaluating whether complaints of sexual harassment,

23

pregnancy discrimination and/or related retaliation are24

documented and properly and timely handled, whether they25

are formal or informal complaints; and26

d. Reviewing all disciplinary actions taken in response to27

complaints of sexual harassment, pregnancy discrimination

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and/or related retaliation to ensure that discipline is2

consistent in preventing and correcting the conduct as3
45required under this Decree and Title VII.
3.

feedback on improving working conditions for pregnant women6

or removing impediments that may exist for women due to7
8
9

pregnancy.
4.

retaliation to ensure they are effective and fully comply with

11

Title VII and all terms set forth in this Decree, as described in

12
14

Section XII.C.
5.

17mechanisms in place;6.

20

focus on training of managers and human resources employees;
7.

ensuring experienced and trained professionals are made22

available to provide mental health services related to sexual

23

harassment, regardless of whether the harassment occurred

24
26

Assisting Defendants in the rollout of the enhanced mental
health services described in Section XII.G., including in

21

25

Providing an independent assessment of Defendants’ trainings,
as described in Section XII.D for effectiveness, with a particular18
19

Providing consultation on Defendants’ methods forcommunicating to employees the numerous complaint

15
16

Reviewing and providing feedback on Defendants’ policies andprocedures relating to discrimination, harassment, and related

1013

Evaluating pregnancy discrimination complaints and providing

while the person was employed by any Defendants;
8.

Providing feedback regarding the revision of Defendants’performance evaluations as described in Section XII.F.;

27
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9.

2

regarding Defendants’ progress and compliance under this3

Decree;

4

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Ensuring the distribution of any documents as required by thisDecree; and8
10

Ensuring that Defendants’ reports required by this Decree are
accurately compiled and timely submitted;

69Preparing semi-annual reports and an exit report to the EEOC

12.
B.

Otherwise ensuring Defendants’ compliance with this Decree.

Internal EEO Coordinator

Within forty-five (45) days after the Effective Date, Defendants shall hire
and/or designate an Internal Equal Employment Opportunity Coordinator (“Internal
Coordinator”) to ensure Defendants’ compliance with this Decree and theprovisions of Title VII that prohibit sexual harassment, pregnancy discrimination,and related retaliation. However, if the Coordinator is determined to be unable toperform the role, Defendants shall have an additional thirty (30) days after theoriginal deadline to identify and retain an alternative Coordinator. The Coordinatorshall have demonstrated experience in the area of gender discrimination,harassment, and related retaliation issues. If the Coordinator is unable or unwillingto serve at any point during the duration of the Decree, Defendants shall propose a
new Coordinator subject to EEOC’s approval. Defendants shall bear all costs
associated with the selection and retention of the Coordinator and the performanceof the Coordinator’s duties.
The Internal Coordinator’s duties shall include:
1.

Preparing the Complaint Log described in Section XII.E. for the
EEO Consultant’s consideration and review that includes:

26

a.

27

All complaints received by Defendants regarding alleged
sexual harassment, pregnancy discrimination and/or

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related retaliation;

2

b.

3

each complaint;

4

c.

5

8

and/or related retaliation.
2.

11

To the extent requested by the EEO Consultant, investigationrelated materials for any investigations that require further

9
10Results of investigation and remedial action taken for
alleged sexual harassment, pregnancy discrimination

6
7

Timeline and methods for investigating and resolution ofreview, as determined by the EEO Consultant.
3.

Preparing materials for the EEO Consultant’s consideration andreview, including:

12

a.

13

Methods by which Defendants make complainants (andothers who are interviewed during an investigation) aware

14of Defendants’ non-retaliation policy and confirmation of

15

Defendants having done so;

16

b.

17

Methods by which Defendants retain and maintainrelevant documents and records and confirmation of18

Defendants having done so;

19

c.

20

Methods by which Defendants confirm with complainants
that they that have not been subjected to retaliation and21

confirmation of Defendants having done so.

22
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4.

2

evaluation system, as defined in Section XII.F., that encourages

3

management personnel to report information regarding

4

discrimination, harassment and related retaliation, and assisting

5

Defendants with implementing mechanisms for bottom-up

6

feedback from employees to managers that encourages and7

solicits feedback regarding diversity, inclusion, and equity, as

8
9
10
11
12
13
14
15
16
17

described in Section XII.F.
C.

Compliance Audits
1.

provide to the EEO Consultant access to the Complaint Log and other requested
documents that lists all complaints of sexual harassment, pregnancy discrimination
and/or related retaliation pending (i.e., complaints not listed as resolved in
Defendants’ Complaint Log) as of thirty days (30) days after the Effective Date.
The EEO Consultant shall:a.

evaluate the adequacy of investigations conducted, including
witnesses interviewed, relevant evidence gathered and19

considered, and sufficiency of the final determination based on

20

the available evidence;b.

22

evaluate the consistency of disciplinary measures taken in
response to complaints of sexual harassment, pregnancy

23
24

Pending and Current Complaints

Ninety (90) days after the Effective Date, the Internal Coordinator will

18

21

Assisting Defendants with implementing a performance

discrimination and/or related retaliation;c.

25

advise regarding the retroactive creation of documentation,
tracking, and related records of any complaints (formal or26

informal) discovered while performing this audit, that were not27
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previously documented or tracked during the time period in

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question; andd.

recommend appropriate preventative steps to avoid reoccurrenceof the same or similar issues.

Defendants also agree that the EEO Consultant will have access to
documents necessary to fulfill his or her duties. The audit of pending complaints
shall be included in the EEO Consultant’s first report to the EEOC.
2.

Audit of Identified Departments and/or Functions

If, through the audit of pending and current complaints there are departments
and/or functions that are discovered, considering the totality of the circumstances,to have had repeated and/or widespread instances of sexual harassment, pregnancy
discrimination and/or related retaliation (“Identified Departments and Functions”),
the EEO Consultant shall recommend corrective measures and/or preventative steps
for any unresolved complaint in the Identified Departments and Functions. The
EEO Consultant shall identify appropriate corrective and preventative steps to
avoid reoccurrence of the same or similar issues in the Identified Departments andFunctions. Defendants may follow the EEO Consultant’s recommendation orsuggest a good faith alternative resolution.
3.

Annual Audits

On an annual basis throughout the duration of this Decree, the EEO
Consultant shall conduct unannounced audits of current employees, that can occur
in person, to assess whether sexual harassment, pregnancy discrimination and/or
related retaliation issues are properly being addressed, whether the mechanisms
implemented pursuant to this Decree are effective, whether the trainings are
effective, and to identify areas to improve. When seeking employee input, the EEO
Consultant will meet employees outside the presence of management and/or

28-26LEGAL_US_W # 109560524.1

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supervisors, and without any management or supervisors’ advance knowledge ofthe audit.
The EEO Consultant shall audit the effectiveness of the handling ofcomplaints of sexual harassment, pregnancy discrimination and/or related
retaliation to assess whether corrective and preventative measures that were taken
are effective. The EEO Consultant shall review complaints to ensure they areproperly documented and tracked. The EEO Consultant shall also audit thedisciplinary programs and provide feedback to Defendants process modifications toenhance accountability and consistency.
The EEO Consultant will also review the complaints that are made including
the Complaint Log described in Section XII.E. and report on an annual basis
regarding Defendants’ tracking and handling of the complaints. The EEO
Consultant will assess whether complaints made are accurately recorded andaddressed. The EEO Consultant shall have access to all non-privileged records
including underlying investigations into complaints of sexual harassment,
pregnancy discrimination and/or related retaliation, and shall have access toemployees, if necessary, to conduct interviews with employees of the EEO
Consultant’s choosing.
If deemed necessary by the EEO Consultant, climate surveys may be
administered where through the audits, it is determined that additional informationis needed to determine whether there are ongoing issues of sexual harassment,
pregnancy discrimination and/or related retaliation.
4.

Review of Workplace Policies and Procedures

Defendants created and maintain a centralized intranet location for their
existing policies and procedures, including those regarding discrimination,harassment, and/or related retaliation (“Workplace Policies and Procedures”).
Defendants have submitted their Workplace Policies and Procedures to the EEOC,-27LEGAL_US_W # 109560524.1

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which Defendants maintain are lawful. Defendants will work with the EEO
Consultant to review their existing Workplace Policies and Procedures, and revise
them, if necessary, to ensure that throughout the duration of this Decree they
include:a.

discrimination, harassment, and/or related retaliation;b.

the meaning of the phrase “hostile work environment” and10“retaliation” under Title VII and examples of prohibited conduct

11and conduct which, if left unchecked, may rise to the level of

12
14

unlawful discrimination, harassment, or related retaliation;c.

laws regarding discrimination, harassment, and/or related

16

retaliation or this Decree, including but not limited to failing to17

take prompt appropriate action to redress gender discrimination,18

harassment, and/or related retaliation in the workplace, and a19

description of the consequences for those that fail to adhere to20
22

reporting procedures;d.

provide information relating to such complaints will not be

24
26

a statement that persons who complain about discrimination orharassment they experienced or witnessed and persons who

23
25

a statement that Defendants shall hold all employees
accountable for engaging in conduct prohibited under applicable15

21

a clear and comprehensive description of discrimination,harassment, and/or related retaliation, including a discussion of

9

13

a strong and clear commitment to a workplace free ofsubjected to retaliation;e.

a statement that employees placed at Defendants’ worksites bystaffing agencies can raise complaints to Defendants regarding

27

discrimination, harassment, and/or related retaliation by

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Defendants’ employees and assurance that complaints of2

discrimination, harassment, and/or related retaliation by3

employees placed at Defendants’ worksite by staffing agencies

4will not negatively impact such employees’ opportunities to be5
6
7

considered and/or hired into other positions with Defendants;f.

apply to any gender-based harassment experienced by an

8

employee while performing his or her duties in a virtual gaming

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environment;g.

alcohol consumption, pressure to consume alcohol, and making

13

sexual advances or requests towards an employee under the

14

influence of alcohol, and explains that alcohol consumption will15

not be considered an excuse or mitigating factor for behavior

16that constitutes discrimination, harassment, and/or related

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a policy regarding alcohol consumption in the workplace and atwork-related and industry-related events that prohibits excessive

12

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a statement affirming that Defendants’ anti-harassment policies

retaliation;h.

a policy regarding workplace relationships that, consistent withapplicable law, discourages and/or prohibits the formation of

20

sexual and romantic relationships between supervisors and/or

21

managers and any employees who report to them, directly or

22

indirectly, and requires the disclosure of other sexual and23

romantic relationships between employees to Defendants so that24

appropriate measures can be taken to avoid the existence or25

appearance of sexual and/or romantic favoritism and quid pro

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quo sexual harassment in the workplace;27
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i.

employees, including interns, against workplace harassment

345committed by other employees and third parties;j.

multiple reporting options for complaints of discrimination,7

harassment, and/or related retaliation, as described in

8
10

Section XII.C.5.;
k.

of discrimination, harassment, and/or related retaliation under12

any available municipal, state, or federal law, and that filing an

13internal complaint does not relieve the complainant of meeting14

any deadline for filing a charge of discrimination; the15

procedures will provide contact information for EEOC and state

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an explanation that the internal complaint procedure does not
replace the right of any employee to file a charge or complaint

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an internal complaint procedure applying to the workplace andall work-related events that provides all employees with

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a statement that Defendants’ harassment policies protect

and local Fair Employment Practice (FEP) agencies; andl.

publication of the EEOC complaint line of (800) 669-4000.

Defendants agree to submit to the EEOC any revisions to their Workplace
Policies and Procedures concerning sexual harassment, pregnancy discrimination
and/or related retaliation at least fifteen (15) days prior to the proposed change.
5.

Internal Complaint Investigation Procedure

Defendants have submitted information to the EEOC that they have initiatedcampaigns to encourage employee reporting of discrimination, harassment, andretaliation, ensured multiple reporting avenues for employee reporting, including
anonymous reporting, hired internal investigators, centralized complaint tracking
reporting and handling, established an employee relations department, and trained
human resources personnel regarding internal investigations. Defendants will work
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with the EEO Consultant to review their internal complaint investigation procedure
to ensure effectiveness of the procedures and to revise it to ensure that it
incorporates the following elements:a.

concerns, and provide information about potential

6

discrimination, harassment, and/or related retaliation to7

Defendants, such as by (1) sharing information with the Human

8

Resources Department and/or Employee Relations Department,9or (2) participating candidly in investigations of potential

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12

discrimination, harassment, or related retaliation;b.

includes multiple avenues for employees to lodge complaints of

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discrimination, harassment, and/or related retaliation verbally or

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in writing, including (a) a direct toll-free phone number and16

email address for Defendants’ Human Resources Department;17(b) a telephone complaint Hotline that Defendants will track

18(Section XII.I.); and (c) notifying any manager or Human

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A clearly described process for submitting complaints of
discrimination, harassment, and/or related retaliation that

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A statement encouraging employees to ask questions, share

Resources representative;c.

A clearly described process for a prompt, thorough, andimpartial investigation of all complaints of discrimination,22

harassment, or related retaliation by Defendants, including

23(a) interviewing relevant witnesses, (b) review of relevant

24

evidence; and (c) creation of written investigative reports that25

document all investigatory steps, any findings and conclusions,26

and any actions taken, and including all complaints, notes of27interviews, and other relevant evidence;

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d.

his or her alleged harasser and that the confidentiality of the

3complaint, complainant, and investigation shall be maintained to

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the fullest extent possible;e.
f.

manner and communication with complainant of the outcome of
the investigation; andg.

observations or complaints of potential discrimination,14

harassment, or related retaliation to Defendants’ Human

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Resources Department and/or Employee Relations Department

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promptly and no later than within seventy two (72) hours, and17that failure to carry out this duty is grounds for disciplinary

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A requirement that any employee in a manager, supervisory, or
Human Resources position document and report any and all

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Resolution of all complaints of discrimination, harassment,
and/or related retaliation by Defendants in a timely and effective

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12

Tracking and collection of all complaints of discrimination,harassment, and/or related retaliation in a Complaint Log;

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An assurance that no complainant shall be required to confront

action, up to and including immediate discharge.
Defendants represent that they have reorganized and reconstituted the Human
Resources functions enterprise wide. Defendants further represent that they are
increasing personnel and financial resources directed to investigating complaints of
discrimination, harassment, and retaliation. The EEO Consultant will provide
feedback on the effectiveness of the reorganization.
6.

Distribution of Workplace Policies and Procedures

Defendants agree to disseminate their policies and procedures, including any
Workplace Policies and Procedures, upon hire and, during the term of the Decree,
to all employees via electronic mail at least on a semi-annual basis. Defendants-32LEGAL_US_W # 109560524.1

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agree that new employees shall receive a copy of the Workplace Policies andProcedures available on Defendants’ intranet upon hire. The EEO Consultant will
include in its report an annual confirmation of the various methods by which
Defendants make their policies and procedures available to their employees.
D.

Trainings

Defendants have submitted information to the EEOC that they have created,
provided, and consistently required employees to submit to various interactive
and/or live trainings, including compliance trainings, diversity and inclusion
training, unconscious bias training, and the prevention of workplace harassment,
discrimination, and retaliation.
1.

Defendants agree that they will require all supervisory employees to attend
an interactive and/or live Compliance Training lasting at least two (2) hours induration. Defendants will work with the EEO Consultant to review the trainings
and training materials to ensure that the trainings are effective. The trainings
should be evaluated to ensure that, at a minimum, they cover:a.
b.

employees’ and employers’ rights and responsibilities if theyexperience, observe, or become aware of conduct that they
believe may be discriminatory, harassing, or retaliatory based on

22gender, including the responsibility of managers and/or

23
25

what constitutes unlawful gender discrimination, harassment,
and/or related retaliation;

21

24

Compliance Trainings

supervisors to report such conduct to HR;c.

a component on bystander intervention, including examples of
how to effectively intervene as a bystander and an opportunity

26

to role-play or practice intervening in a harassment scenario and27

other ways to prevent harassment;

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d.

workplace interactions and creating a culture of inclusion;
e.
f.

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contact information for Human Resources, Employee Relations,and the Hotline; andg.

A statement from a senior executive emphasizing thatharassment prevention, maintaining a respectful workplace, anddiversity are high priorities for Defendants and that Defendants

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12

Defendants’ Workplace Policies and Procedures and the Internal
Complaint Procedure;

911

a component on civility in the workplace, including respectful

are committed to accountability and safety of their workforces.
Defendants agree to solicit anonymous course evaluation forms to be filled
out by attendees, with copies provided to the EEO Consultant, to examine theeffectiveness of the training. The EEO Consultant will review the anonymous
evaluation forms and make any appropriate recommendations for subsequent
trainings to ensure the trainings are effective.
2.

HR/Investigation Trainings

All Human Resources (“HR”) employees (including Employee Relations
employees), and any other employees who are responsible for investigatingcomplaints of gender discrimination, harassment, and/or related retaliation shallalso attend a separate live and interactive HR Investigation Training of at least two(2) hours duration that includes role playing and emphasizes accountability ofmanagement and documenting and reporting complaints of gender discrimination,harassment, and/or retaliation.
Defendants will work with the EEO Consultant to ensure the effectiveness ofthese trainings, which shall include examples and interactive materials to properly
identify what constitutes gender discrimination, harassment, and/or related
retaliation and emphasize: (1) the affirmative obligation for managers and-34LEGAL_US_W # 109560524.1

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supervisors to report and to take appropriate action; (2) the duty to promptly reportpotential gender discrimination, harassment, and/or related retaliation; (3) the needto thoroughly document harassment and discrimination complaint investigations,
including taking and retaining notes of interviews conducted for those investigatingcomplaints; (4) types of preventative and corrective measures and how to determine
whether the action proposed is reasonably calculated to prevent or end harassing
conduct; and (5) post-investigation procedures for evaluating the work environment
after receiving a complaint from an employee or third-party. The training shall also
encompass for those responsible for investigating complaints, how to properly
investigate complaints of gender discrimination, harassment and related retaliation
including the proper scope of the investigation.
Defendants represent the Employee Relations function was created tocentralize Human Resources functions to investigate and to report on complaints ofgender discrimination, harassment and related retaliation. The EEO Consultant will
provide feedback of the effectiveness of the training with Employee Relations.
3.

All non-supervisory, non-Human Resources employees shall be required toattend an interactive and live Preventing Workplace Harassment Training lasting atleast one (1) hour in duration. The training under this section shall include:a.

workplace are high priorities for Defendants and that

23

Defendants are committed to accountability and safety of their

24
26
27

A statement from a senior executive emphasizing thatharassment prevention, civility, and maintaining a respectful

22

25

Preventing Workplace Harassment Training

workforces;b.

A component on bystander intervention;c.

A component on civility in the workplace, including respectful
workplace interactions and creating a culture of inclusion;

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d.

Defendants’ Workplace Policies and Procedures and the Internal
Complaint Procedure;e.

Contact information for Human Resources, Employee Relations,and the Hotline;f.

Ways to prevent harassment and bullying; andg.

Respect for diversity in the workplace.

4.

All Trainings

All trainings described above in Section XII.D shall be mandatory for theduration of this Decree. Defendants represent that they have created and enhanced
an array of training programs regarding non-discrimination, anti-harassment, antiretaliation and related subjects including implicit bias, bystander intervention,
equity and diversity, and inclusive leadership training. Defendants will work with
the EEO Consultant to maximize the effectiveness of the trainings and relatedmaterials. All persons shall verify their attendance in writing or through anelectronic confirmation. Defendants shall maintain copies of training sign-in sheets
and/or electronic records demonstrating attendance for the duration of this Decree.
All trainings provided pursuant to this Decree shall be live (which includes
but is not limited to video conferencing) and interactive unless otherwise indicated.
Defendants agree to work with the EEO Consultant to develop the training
curriculum as it relates to sexual harassment, pregnancy discrimination and/or
related retaliation. Examples shall be given of prohibited conduct, tailored to
Defendants’ workplace. Defendants shall leave time for question and answer
periods at the conclusion of each training. All trainings and training materials shallbe provided in language(s) commonly understood by Defendants’ employees.
All training shall occur on an annual basis during the duration of this Decree.
When scheduling each training, Defendants shall also schedule an alternative
training session within thirty (30) days of the initial training that is either (a) live
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and interactive; or (b) a video recording of the live training plus an interactive
component. Within thirty (30) days of the hire date of any employee hired after therequired training, Defendants shall provide an alternative training session that iseither (a) live and interactive; or (b) a video recording of the live training with aninteractive component. All employees will be paid their normal rate of pay during
the trainings.
Defendants shall give the EEOC and the EEO Consultant a minimum of
twenty (20) business days advance written notice of the date, time, and location ofeach initial training provided pursuant to this Decree, not including the ongoingtrainings for new hires. An EEOC representative or the EEO Consultant may
attend any such training upon request by the EEOC or the EEO Consultant but will
not participate. The EEOC and the EEO Consultant may also review training
materials proposed and/or used upon request.
E.

Complaint Log

Defendants have implemented EthicsPoint as their centralized tracking
system for complaints, including those regarding sexual harassment, pregnancy
discrimination and/or related retaliation. During the term of this Decree, Defendants
will continue to use EthicsPoint or a similar centralized tracking system forcomplaints regarding sexual harassment, pregnancy discrimination and/or related
retaliation and will generate reports from EthicsPoint or a similar centralized
tracking system related to such complaints (“Complaint Log”), which will beshared with the EEO Consultant. EthicsPoint is and will remain searchable byname of individual(s) and by location(s) of alleged misconduct. If necessary theComplaint Log will be supplemented with information from other databases toensure that it contains, for each complaint or investigation of sexual harassment,
pregnancy discrimination and/or related retaliation, at least the following
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1.

2

and potential aggrieved individual;

3

2.

4

perpetrators);

6

3.

7

the Hotline), and the date the complaint was reported;

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10
11

4.

date each investigation began and was completed;5.

type of sexual harassment, pregnancy discrimination and/or
related retaliation complained of, reported, or investigated;

12

6.

13

to promote,” “demotion,” “failure to schedule/assign,”

15“termination,” etc.);

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17
18

8.

description of action taken in response to the charge, complaint,
resolution, or decision made, regarding each complaint madeand each investigation conducted; and

21

10.

22

28

name and title of person(s) who conducted each investigation;

9.

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27

7.

report, or investigation;

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26

type of complaint or type of adverse employment action
allegedly involved (e.g., “harassment,” “failure to hire,” “failure

1425

a description of how Defendants learned of the complaint (i.e.,
whether made to a manager, human resources employee, or via

8

24

full name and gender of any persons allegedly involved(including but not limited to those identified as potential

5

23

full name, contact information, and gender of each complainantstatus of each complaint or investigation reflected in the
database (such as “open,” “pending,” “closed,” etc.).

The Complaint Log shall be maintained throughout the duration of theDecree.
F.

Performance Evaluations

Defendants will work with the EEO Consultant to evaluate performance
evaluation forms for managers, supervisors, and human resource personnel, to-38LEGAL_US_W # 109560524.1

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include measures for performance on compliance with Defendants’ antidiscrimination, anti-harassment, and anti-retaliation policies and procedures.
Defendants represent that they are developing and implementing performance
evaluation changes. Within ninety (90) days of the appointment of the EEO
Consultant, Defendants agree to provide the EEO Consultant with the proposed
revisions of the performance evaluation forms in order to provide an opportunity
for comment regarding the revisions before implementing the revised performance
evaluation forms.
Defendants agree to consult with the EEO Consultant regarding theirimplementation of mechanisms for bottom-up feedback and reporting, in order toencourage and solicit feedback through these mechanisms regarding discrimination,harassment, and/or related retaliation and the inclusivity of Defendants’ culture forindividuals of all genders. The EEO Consultant shall include a description of theefforts being made by Defendants to obtain bottom-up feedback from employees ineach semi-annual report. Feedback received through these mechanisms, whichindicates that gender discrimination, harassment, and/or related retaliation may beoccurring, will be promptly and adequately addressed by Defendants.
G.

Mental Health Support

Within sixty (60) days of the Effective Date, Defendants shall work with the
EEO Consultant to make available expanded counseling for employees in need ofmental health or counseling services, reconfirming that they are available for
persons who may have experienced sexual harassment, pregnancy discrimination
and/or related retaliation, regardless of whether any experience occurred while theperson was employed by any Defendants. The counseling will be with qualified
providers with experience in providing mental health services related to sexual
harassment. Notice will be disseminated to the workforce of the availability of thisservice, a copy of which will be provided to the EEOC in the first semi-annual-39LEGAL_US_W # 109560524.1

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report and annually thereafter. All other records associated with this service will be
kept confidential and will not be disclosed as part of the record keeping andreporting required under this Decree.
H.

Relationship with Staffing Agencies

Defendants will ensure that Defendants or the staffing agencies with which
they do business (“staffing agencies”) provide Defendants’ Workplace Policies andProcedures compliant with Section XII.C.4 and 5. of this Decree, including the Ask
List, to all employees placed by staffing agencies to any of Defendants’ UnitedStates worksites and, in no circumstance, more than five (5) days after their initialassignment. As stated above in Section XII.C Defendants’ Workplace Policies andProcedures shall state that: (i) employees placed at Defendants’ worksites bystaffing agencies can complain to Defendants regarding alleged sexual harassment,
pregnancy discrimination and/or related retaliation by Defendants’ employees; and(ii) complaints of sexual harassment, pregnancy discrimination and/or related
retaliation will not negatively impact a staffing agency employee’s opportunity to
be considered and/or hired for another position. Defendants will work with the
EEO Consultant to develop and/or evaluate protocols to ensure that there are propermechanisms for handling complaints raised by workers placed at Defendants’worksites by staffing agencies and to ensure that staffing agencies are informed ofcomplaints of sexual harassment, pregnancy discrimination and/or related
retaliation when raised by employees placed at Defendants’ worksites.
Defendants agree to require staffing agencies to provide Defendants semiannually during the duration of this Decree a statement attesting that employees
placed at Defendants’ worksites are timely receiving notice of Defendants’
Workplace Policies and Procedures compliant with Section XII.C. Copies of thestaffing agencies’ attestations will be provided to the EEO Consultant who, in turn,28-40LEGAL_US_W # 109560524.1

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shall report on Defendants’ compliance with this obligation in its semi-annual
reports.
I.

HotlineDefendants agree to confirm that they have currently in place a hotline for
employees and staffing agency workers to report complaints, including those of
sexual harassment, pregnancy discrimination and/or related retaliation (“Hotline”).
The Hotline shall operate seven (7) days per week, twenty-four (24) hours per day.
The Hotline shall offer the option to employees to make an anonymous complaint.
The EEO Consultant shall ensure that all Hotline inquiries and response times aretracked and logged by Defendants in the Complaint Log described in Section XII.E.
Annually during the duration of this Decree, Defendants shall communicate
the Hotline information to all employees and workers to encourage reporting ofcomplaints of harassment, discrimination, and/or related retaliation. Defendants
shall notify new employees, including temporary employees, of the Hotline no later
than within five (5) days of hire.
J.

Record keeping

Within thirty (30) days of the appointment of the EEO Consultant,
Defendants will review with the EEO Consultant its record-keeping procedure thatprovides for the centralized tracking of complaints, including those of sexual
harassment, pregnancy discrimination and/or related retaliation complaints and theongoing evaluation of such complaints to prevent retaliation. The EEO Consultant
will ensure and/or confirm that the records to be maintained include:A.

documents generated in connection with any complaint of sexual
harassment, pregnancy discrimination and/or related retaliation,
including documents relating to all investigations or resolutions of any
complaints and the identities of all witnesses identified by thecomplainant and/or through Defendants’ investigation;-41-

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B.

and positions of all attendees for each session as required under this3
4
5

Decree;C.

engaged in behavior that violates the Company’s Policies and7

Procedures as they relate to sexual harassment, pregnancy

8
10

discrimination and/or related retaliation;D.

including if Defendants held managers accountable for not reporting

12

complaints of sexual harassment, pregnancy discrimination and/or

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related retaliation, and also for rewarding those managers who did

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documents generated in connection with the establishment or review of
performance evaluation measures for supervisors and managers,

11

15

documents generated in connection with the overseeing, counseling,
and disciplining of employees whom Defendants determine to have

6

9

documents verifying the occurrence of all training sessions and names

report correctly as part of its reporting process;E.

all communications with the EEO Consultant, the Claims
Administrator, and the EEOC;

F.

documents generated in connection with the audits conducted by the
EEO Consultant under Section XII.C.;G.

all training evaluation forms collected under Section XII.D andH.

non-privileged documents related to Defendants’ compliance with thisDecree.

Defendants shall make the aforementioned records available to the EEOC
within fifteen (15) business days following a written request by the EEOC.
In the event that the EEO Consultant raises concerns about potential noncompliance with this Decree, the EEOC may request documents or information,
including interviews of witnesses, that the EEOC determines is necessary to
conduct an inquiry into the specific compliance issue. Defendants agree to make
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the requested information or documents available to the EEO Consultant and the
EEOC. Defendants shall cooperate with the EEO Consultant to ensure access to
information to carry out their duties under this Decree.
K.

Reporting to the EEOC
1.

Defendants shall submit to the EEOC an initial report within sixty (60) days
after the Effective Date containing:
a.

9
10

b.

the Claims Administrator and the contract pursuant to Section

13

IX.B.;
c.

15
d.
e.

Internal Complaint Investigation Procedure;f.

written verification of the funding of the Class Fund;g.

the notice provided to employees informing them of the

23
24

a summary of any forthcoming modifications to the Workplace
Policies and Procedures under Section XII.B.4., including the20
22

a statement detailing Defendants’ compliance with Section X
regarding Claimant Specific Injunctive Relief;

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the List of Potential Claimants, as described in Section
IX.B.4.b.;17
18

the name and contact information of the specific professional
individual or organization that Defendants selected to serve as

1216

the name, contact information, and qualifications of the EEO
Consultant pursuant to Section XII.A.;

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Initial Report

existence of the Mental Health Support in Section XII.G.;h.

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a summary of the procedures and recordkeeping methods inplace and/or as modified with the EEO Consultant for

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centralized tracking of sexual harassment, pregnancy

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discrimination and/or related retaliation complaints and the

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evaluation of such complaints;i.

performance evaluation forms, as described in Section XII.F.;j.
k.

attestation that employees placed at Defendants’ worksites
timely receive their policies and procedures relating to sexual

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harassment, pregnancy discrimination and/or related retaliation.
2.

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Semi-Annual Report

Within one-hundred and eighty (180) days from the Effective Date, andsemi-annually thereafter, Defendants shall provide reports containing:a.

The attendance lists of all attendees for the training sessions
required under this Decree that took place since the prior report;b.

Confirmation that Defendants have distributed Workplace
Policies and Procedures to all employees;c.

Confirmation of the occurrence of all training sessions pursuant
to Section XII.D. and a copy of the training materials used;d.

Confirmation that Defendants provided the EEO Consultant
with the Complaint Log;e.

Confirmation that Defendants provided the EEO Consultant asummary of the results of any Climate Surveys undertaken as set

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a statement confirming that Defendants have secured acommitment from the temporary agencies to obtain an

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a statement attesting that all employees have been notified of the
Hotline, pursuant to Section XII.I.; and912an update on Defendants’ progress toward revising theirforth in Section XII.C;f.

Confirmation that the Hotline has been communicated to all
employees pursuant to Section XII.I.;

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g.

their staffing agencies that employees placed at Defendants’

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worksites by staffing agencies timely receive their policies and4
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procedures pursuant to Section XII.H.;h.

since the preceding report, including a copy of the Workplace

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Confirmation as to whether any relevant revisions of
Defendants’ Workplace Policies and Procedures took place

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Confirmation that Defendants have secured statements from

Policies or Procedures, pursuant to Section XII.C.; andi.

Confirmation of Defendants’ compliance with the terms of thisDecree.

The Semi-Annual Report shall also include the EEO Consultant’s report to
the EEOC and Defendants that describes all work performed pursuant to thisDecree and provides the EEO Consultant’s feedback and recommendations going
forward. The report shall include the EEO Consultant’s evaluation andrecommendations following the audits; the trainings under Section XII.D.; status of
the mental health support and confirmation that the EEO Consultant has reviewed
the Complaint Log. Most importantly, the EEO Consultant’s report shall provide
feedback regarding Defendants’ good faith efforts to comply with this Decree andall applicable laws regarding sexual harassment, pregnancy discrimination and/or
related retaliation. The EEO Consultant’s report shall cover all the EEO
Consultant’s responsibilities, as detailed in this Decree.
3.

Exit Report

Defendants shall report to the EEOC at least ninety (90) days prior to the
expiration of this Decree regarding their compliance with this Decree. Separately,
the EEO Consultant shall report to the EEOC at least ninety (90) days prior to the
expiration of this Decree covering all the EEO Consultant’s responsibilities, asdetailed in Section XII.A. and providing feedback regarding Defendants’-45LEGAL_US_W # 109560524.1

CONSENT DECREE

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compliance with this Decree and all applicable laws regarding sexual harassment,
pregnancy discrimination and/or related retaliation and whether Defendants have
responded appropriately to sexual harassment, pregnancy discrimination and/or
related retaliation complaints. The EEO Consultant shall make recommendations,where appropriate, for extension of the term of this Decree. All reports under thisSection will be directed to: U.S. Equal Employment Opportunity Commission,
Attn. Regional Attorney Anna Y. Park, 255 E. Temple Street, 4th Floor, Los
Angeles, CA 90012.
XIII. COSTS OF ADMINISTRATION AND IMPLEMENTATION
OF DECREE
Defendants will bear all costs associated with its administration andimplementation of its obligations under this Decree.
XIV. COSTS AND ATTORNEYS’ FEES
Each of the Parties shall bear its own costs and attorneys’ fees.
XV. MISCELLANEOUS PROVISIONS
Unless otherwise stated, all notices, reports, and correspondence required
under this Decree to be delivered to the EEOC shall be delivered (1) by U.S. Mailto the attention of Anna Y. Park, Regional Attorney, U.S. Equal Employment
Opportunity Commission, 255 East Temple Street, 4th Floor, Los Angeles,
California, 90012; and (2) by email to lado.legal@eeoc.gov andanna.park@eeoc.gov. All notices, reports and correspondence required under thisDecree to be delivered to Defendants shall be delivered (1) by U.S. Mail to theattention of Elena Baca, Paul Hastings LLP, 515 S. Flower St, 25th Floor, Los
Angeles, California, 90071; and (2) by email to elenabaca@paulhastings.com,
feliciadavis@paulhastings.com, and ryanderry@paulhastings.com. Defendants
shall maintain copies of all such notices, reports, and correspondence for at least the
duration of this Decree.
-46LEGAL_US_W # 109560524.1

CONSENT DECREE

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During the duration of this Decree, Defendants shall provide any potential
successor-in-interest with a copy of this Decree within a reasonable time of not lessthan thirty (30) days prior to the execution of any agreement for acquisition orassumption of control of any or all of Defendants’ facilities, or any other materialchange in corporate structure, and shall simultaneously inform the EEOC of same.
During the duration of this Decree, Defendants shall assure that each of its
directors, officers, human resources personnel, managers, and supervisors are awareof any term(s) of this Decree which may be related to his/her job duties and/or
obligations.
XVI. SIGNATURES
This Decree may be executed in several counterparts, each of which shall bedeemed an original, but all of which shall constitute one and the same instrument.
All of such counterpart signature pages shall be read as though one, and they shallhave the same force and effect as though all the signers had signed a single
signature page. Electronically transmitted executed copies of this Decree shall befully binding and effective for all purposes whether or not originally executed
documents are transmitted to the other party. Fax signatures on documents are to
be treated the same as original signatures.

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-47LEGAL_US_W # 109560524.1

CONSENT DECREE

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ORDER

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GOOD CAUSE APPEARING,

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The provisions of the foregoing Consent Decree are fair and reasonable and6advances the public interest. The terms are hereby approved and compliance with7

all provisions thereof is HEREBY ORDERED.

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IT IS SO ORDERED.

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Dated:__________________________________UNITED STATES DISTRICT
COURT JUDGE

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-49LEGAL_US_W # 109560524.1

CONSENT DECREE