Case 2:15-cv-01520-JP Document 1 Filed 03/25/15 Page 1 of 14

IN THE UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF PENNSYLVANIA

HELEN STOKES, on behalf of herself and all others similarly situated,
Plaintiff, vs.
REALPAGE, INC.
Defendant.

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C. A. No. 15-

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CLASS ACTION

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JURY TRIAL DEMANDED

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CLASS ACTION COMPLAINT
I. Preliminary Statement 1. This is a consumer class action brought for violations of the Fair Credit Reporting Act, 15 U.S.C. §§ 1681-1681x (FCRA). Plaintiff brings this action on behalf of consumers nationwide who have been the subject of misleading and inaccurate background reports sold by the Defendant RealPage, Inc. (RealPage) to landlords. In violation of FCRA section 1681e(b), Defendant has adopted and maintained a policy and practice of failing to timely update the criminal record information it maintains to eliminate records of cases that have been expunged, thus not accurately reflecting the final disposition of these cases. Furthermore, Defendant systemically violates FCRA section 1681g(a) by failing to provide complete and accurate disclosures of all information Defendant maintains about consumers to those consumers upon request. Defendant’s practices harms consumers seeking residential leases by prejudicing their prospective landlords with inaccurate adverse information, depriving consumers of valuable congressionally-mandated information, and harms interstate commerce as a whole.

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II. Parties 2. Plaintiff Helen Stokes is an adult individual who resides in Philadelphia, Pennsylvania. 3. Defendant RealPage, Inc. is a consumer reporting agency that regularly conducts business in the Commonwealth of Pennsylvania, and which maintains a principal place of business at 4000 International Parkway, #1000, Carrolton, TX 75007-1913.
III. Jurisdiction and Venue 4. Jurisdiction of this Court arises under 15 U.S.C. § 1681p and 28 U.S.C. §1331. 5. Venue lies properly in this district pursuant to 28 U.S.C. § 1391(b).
IV. Factual Allegations A. Defendant’s Practices As A Consumer Reporting Agency
6. At all times pertinent hereto, RealPage was a consumer reporting agency (CRA) as defined by section 1681a(f) of the FCRA.
7. Among other things, the FCRA regulates the collection, maintenance, and disclosure of consumer credit report information by CRAs, including public record information.
8. Defendant obtains distilled and incomplete public record information, including criminal record history, from third party databases and courthouses and maintains such data in consumer files that it creates and assembles.
9. Defendant sells such consumer files to landlords wishing to investigate the background of consumers applying for residential leases.
10. As a CRA, Defendant is required to follow reasonable procedures to assure maximum possible accuracy of the information concerning the individual about whom the report relates. 15 U.S.C. § 1681e(b).
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11. Further, the FCRA unambiguously requires CRAs such as Defendant to clearly and accurately disclose to consumer all information that the CRA maintains about them, including the sources that supplied the information. 15 U.S.C. § 1681g(a); Cortez v. Trans Union, LLC, 617 F.3d 688, 711-12 (3d Cir. 2010); Dennis v. Trans Union, LLC, 2014 WL 5325231 (E.D. Pa. Oct. 20, 2014).
12. Defendant does not, however, maintain reasonable procedures designed to assure maximum possible accuracy. Based upon a common policy and practice, Defendant regularly and illegally reports criminal records that have been expunged, sealed, or otherwise removed by court order. In some situations, the report of an expunged case deprives the individual of a report that he has no criminal record.
13. Defendant also fails, as a matter of common policy and procedure, to provide consumers who request file disclosures with all information Defendant maintains about the requesting consumer, including never disclosing to consumers the source of the criminal record information it collects and reports about them.
14. Defendant’s practices not only violate the FCRA as a matter of law, the practices exact serious consequences on consumer job applicants and interstate commerce. Consumers who have obtained the deletion of negative background history are prejudiced in their ability to obtain leased housing despite the fact that negative information no longer appears in the public record, and are deprived of complete information regarding the nature and source(s) of the information Defendant maintains and sells about them.
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B. The Experience Of The Representative Plaintiff 15. Helen Stokes is 63 years old. She never had any criminal justice involvement until
September, 2008, after which she was arrested twice on criminal charges that arose from her deteriorating marriage.
16. In September of 2008, Ms. Stokes was arrested in connection with a domestic dispute and charged with aggravated assault and other lesser charges. The charges were dismissed for lack of evidence.
17. In June of 2010, Ms. Stokes was arrested for theft offenses after taking her husband’s ATM card from their joint bank account. The charges were subsequently withdrawn.
18. The records of both offenses appeared under Ms. Stokes married name of Helen Marie Davis. Ms. Stokes resumed her maiden name Stokes after her divorce.
19. These two cases were Ms. Stokes’s only arrests. She has never been convicted of a crime.
20. By Orders of the Court of Common Pleas, Philadelphia County, dated March 31, 2014, the records of both the 2008 and 2010 arrests and charges were ordered expunged (the Expungement Orders). Certified copies of the Expungement Orders were served on the Philadelphia Police Department, the Pennsylvania State Police (PSP), the Administrative Office of Pennsylvania Courts (AOPC) Expungement Unit, and the First Judicial District of Pennsylvania, Data Processing Unit.
21. The Expungement Orders required the arresting agency to destroy or deliver to Ms. Stokes or her representative all criminal records, fingerprints, photographic plates and photographs pertaining to the charges which resulted from the arrests, and also ordered the PSP to request the
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Federal Bureau of Investigation to return to them all records pertaining to the arrest, which were ordered to be destroyed upon receipt.
22. The 2008 and 2010 arrests of Ms. Stokes were removed from the AOPC database within days of the entry of the Expungement Orders.
23. On June 10, 2014, the PSP certified that all criminal record history pertaining to the 2008 and 2010 arrests of Ms. Stokes was expunged from their files.
24. On June 23, 2014, the Philadelphia Police Department certified that all criminal record history pertaining to the 2008 and 2010 arrests of Ms. Stokes was expunged from their files.
25. Since the implementation of the Expungement Orders, Ms. Stokes has had a clear criminal record.
26. After separating from her husband, Ms. Stokes no longer had enough income to maintain her house. Consequently, the house went into foreclosure proceedings. As a result of her impending need to leave her house, Ms. Stokes has actively sought senior housing.
27. In or around October 2014, Ms. Stokes applied for a residential lease at Greenway Presbyterian Apartments (Greenway), a senior housing facility, in Philadelphia, PA.
28. On or about October 20, 2014, in connection with Ms. Stokes’s application, RealPage prepared and sold a consumer report about Ms. Stokes to Greenway.
29. The October 20, 2014 report improperly and inaccurately reported both the 2008 and 2010 arrests and charges that had been expunged in March 2014.
30. The public sources of information in Pennsylvania from which CRAs such as RealPage can obtain information used for criminal background checks are court records maintained by AOPC and law enforcement records maintained by the central repository of the PSP.
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31. In Pennsylvania, criminal court records are made publicly available at no cost and with no restrictions in a database maintained by AOPC and available on its website. These records can be accessed by anyone within seconds from the AOPC website.
32. By contrast, a request for information from the PSP database costs $10.00. Moreover, if the person’s record shows arrests or convictions, there will not be a response for at least two to three weeks, and often longer. For these reasons, CRAs seldom order or wait for PSP records before generating a background check, unless the job for which a person is being screened requires a PSP record check as a matter of law.
33. AOPC also provides for bulk purchases of its criminal record information. CRAs as a matter of general practice use the AOPC database as their public source of criminal history data in Pennsylvania.
34. As a general practice, expunged criminal charges in Philadelphia are hidden from public view in AOPC’s database within days of an expungement order. They are completely eliminated from the database that is provided to bulk purchasers shortly thereafter.
35. As part of its bulk sale of criminal record information, and in a concentrated effort to avoid the reporting of expunged records, the AOPC also provides a “LifeCycle file” on a weekly basis. The LifeCycle file contains a list of cases that bulk data subscribers must remove from their databases, including expunged cases. In other words, AOPC specifically identifies expunged cases to the purchasers of its bulk data so that they and their downstream users will remove the cases from their databases.
36. AOPC’s contract with its bulk data subscribers requires them to retrieve and access the LifeCycle file. Failure to comply can result in termination of the contract.
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37. Upon information and belief, Ms. Stokes’s expunged charges were removed from public view in AOPC’s database within days of the March 31, 2014 Expungement Orders. They were removed entirely from the database shortly thereafter.
38. As of the removal from public view of the expunged charges from AOPC’s database accessible on AOPC’s website, any preparer of a background check that maintained reasonable procedures to assure accuracy would have been aware that it was no longer appropriate to report the expunged charges.
39. Even if a preparer were to rely instead on bulk data obtained from AOPC, the preparer would know that expunged charges had been eliminated if it properly updated its database, through application of the LifeCycle file or otherwise.
40. Defendant reported the expunged charges on Ms. Stokes’s background check report more than six months after these cases had been hidden from public view, eliminated from AOPC’s database, and reported for deletion in a LifeCycle file.
41. In preparing a report on Ms. Stokes in October 2014, Defendant did not search any public records in which Ms. Stokes’s charges had not yet been expunged. Ms. Stokes’s charges had been eliminated from all public records by that time.
42. Instead, Defendant reported the expunged cases from its database, or from the database of a third-party vendor, without any effort to learn whether those cases had been expunged.
43. As a result of the inaccurate report, Greenway denied Ms. Stokes’s rental application.
44. Ms. Stokes pressed Greenway for the source of the consumer report that had been used to turn her down for housing based on her criminal record. By letter dated December 23,
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2014, Greenway identified RealPage to Ms. Stokes as the source of the report. However, Greenway did not provide a copy of the report to her.
45. On January 8, 2015, with the assistance of counsel, Ms. Stokes requested from RealPage a copy of the consumer report that it had provided to Greenway.
46. On January 9, 2015, a representative of RealPage contacted Ms. Stokes. Ms. Stokes explained that she believed that RealPage had improperly reported her expunged cases to Greenway, although she had not been able to obtain a copy of the report by that time. RealPage understood this discussion to be a dispute under Section 1681i of the FCRA.
47. On January 14, 2015, RealPage sent Ms. Stokes’s counsel corrected copies of the consumer report prepared for Greenway and two other apartment complexes. However, it did not provide the original inaccurate report.
48. In or around January 2015, Ms. Stokes applied for a residential lease at the Scottish Rite Tower, another senior housing facility, in Philadelphia, PA.
49. On or about January 13, 2015, and after Ms. Stokes had made her dispute of the report provided to Greenway, RealPage prepared and sold a consumer report about Ms. Stokes to Scottish Rite Tower which, like the report sold to Greenway, improperly included the expunged arrests from 2008 and 2010.
50. As a result of the inaccurate report, Scottish Rite Tower denied Ms. Stokes’s rental application.
51. In late January, 2015, Ms. Stokes requested a complete copy of her consumer file. 52. On February 3, 2015, RealPage sent Ms. Stokes a document purporting to be a file disclosure that did not contain any criminal history information.
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53. On February 18, 2015, counsel for Ms. Stoke made a second request for a full file disclosure. That same day, RealPage again sent Ms. Stokes a document purporting to be a “full file disclosure” and that did finally show that it had reported the expunged cases to Greenway and Scottish Rite Tower, but that failed to disclose all of the information RealPage maintains about her, including failing to identify the source of the criminal records previously reported to Greenwood and Scottish Rite Tower about Ms. Stokes.
54. RealPage’s failure to provide a full file disclosure was harmful to Ms. Stokes, because she was not entitled to a pre-adverse action notice and copy of the report before the senior housing facilities made their decisions on her rental applications, because this legal obligation applied only when a consumer report is obtained for employment purposes. See 15 U.S.C. § 1681b(b). Consequently, by failing to respond immediately and correctly to Ms. Stokes’s request for all information that RealPage maintained about her, RealPage impeded her from trying to advocate on her own behalf to try to obtain admission into the senior housing that she so desperately needs.
55. At all times pertinent hereto, Defendant’s conduct was a result of its deliberate policies and practices, was willful, and carried out in reckless disregard for a consumer’s rights as set forth under sections 1681e(b) and 1681g(a) of the FCRA, and further assumed an unjustifiably high risk of harm.
56. At all times pertinent hereto, Defendant was acting by and through its agents, servants and/or employees who were acting within the course and scope of their agency or employment, and under the direct supervision and control of the Defendant herein.
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V. Class Action Allegations 57. Plaintiff brings this action individually and as a class action, pursuant to Rules 23(a) of the Federal Rules of Civil Procedure, on behalf of the following Classes: (a) Expungement Class: All natural persons with an address in the United States and
its Territories about whom, beginning two years prior to the filing of this Complaint and continuing through the resolution of this action, Defendant prepared a consumer report which included information regarding one or more criminal case which had been expunged, sealed, or otherwise removed from public dissemination at the time the report was prepared. (b) Disclosure Class: All natural persons with an address in the United States and its Territories who, beginning two years prior to the filing of this Complaint and continuing through the resolution of this action, made a request to Defendant which constituted or which Defendant treated as a request for a full file disclosure, and to whom Defendant sent a document which did not include all of the information Defendant maintained about the requesting consumer. 58. The Classes are so numerous that joinder of all members is impracticable. Although the precise number of Class members is known only to Defendant, Plaintiff avers upon information and belief that the Classes numbers in the thousands. Defendant sells criminal history record information to thousands of businesses throughout the country, and its reports to such businesses are standardized, form documents, produced by the same practices and procedures applicable to all subjects of the reports. Furthermore, upon information and belief, Defendant prepares and sends its disclosures to consumers using standardized policies and procedures. 59. There are questions of law and fact common to the Classes that predominate over any questions affecting only individual Class members. The principal question with respect to the Expungement Class is whether Defendant violated the FCRA by failing to follow reasonable procedures to assure the maximum possibly accuracy of the information contained in its reports with respect to the removal of expunged or sealed cases. This principal question with respect to the Disclosure Class is whether Defendant violated the FCRA by failing to provide all of the
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information it maintains about consumers upon request, including the source(s) of criminal record information.
60. Plaintiff’s claims are typical of the claims of the Classes, which all arise from the same operative facts and are based on the same legal theories.
61. Plaintiff will fairly and adequately protect the interests of the Classes. Plaintiff is committed to vigorously litigating this matter and has retained counsel experienced in handling class actions and claims involving unlawful business practices. Neither Plaintiff nor her counsel has any interests which might cause them not to vigorously pursue this claim.
62. This action should be maintained as a class action because the prosecution of separate actions by individual members of the Classes would create a risk of inconsistent or varying adjudications with respect to individual members which would establish incompatible standards of conduct for the parties opposing the Classes, as well as a risk of adjudications with respect to individual members which would as a practical matter be dispositive of the interests of other members not parties to the adjudications or substantially impair or impede their ability to protect their interests.
63. A class action is a superior method for the fair and efficient adjudication of this controversy. The interest of Class members in individually controlling the prosecution of separate claims against Defendant is slight because the maximum statutory damages are limited to between $100 and $1,000 under the FCRA. Management of the Class claims is likely to present significantly fewer difficulties than those presented in many individual claims. The identities of the Class members may be obtained from Defendant’s records.
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VI. Claims Count One – FCRA Section 1681e(b) (Class Claim) 64. Plaintiff incorporates the foregoing paragraphs as though the same were set forth at length herein. 65. At all times pertinent hereto, Defendant was a “person” and “consumer reporting agency” (CRA) as those terms are defined by 15 U.S.C. §§ 1681a(b) and (f). 66. At all times pertinent hereto, the Plaintiff was a “consumer” as that term is defined by 15 U.S.C. § 1681a(c). 67. Pursuant to 15 U.S.C. §§ 1681n and 1681o, Defendant is liable to the Plaintiff for willfully and/or recklessly failing to follow reasonable procedures to assure maximum possible accuracy of the information concerning the individual about whom a consumer report relates, in violation of section 1681e(b). Count Two – FCRA Section 1681g(a) (Class Claim) 68. Plaintiff incorporates the foregoing paragraphs as though the same were set forth at length herein. 69. Pursuant to 15 U.S.C. §§ 1681n and 1681o, Defendant is liable to Plaintiff for willfully and/or recklessly failing to provide a complete copy all of the information on her file upon request, in violation of FCRA section 1681g(a).
VII. Jury Trial Demand 70. Plaintiff demands trial by jury on all issues so triable.
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VIII. Prayer For Relief WHEREFORE, Plaintiff seeks judgment in her favor for the following: (a) That an order be entered certifying the proposed Classes under Rule 23 of the Federal Rules of Civil Procedure and appointing Plaintiff and her counsel to represent the Classes; (b) That an order be entered declaring that Defendant’s actions as described above are in violation of the FCRA; (c) That judgment be entered against Defendant for statutory damages in the amount of not less than $100 and not more than $1,000 per violation per Class member or for actual damages, pursuant to 15 U.S.C. § 1681n(a); (d) That judgment be entered against Defendant for actual damages, pursuant to 15 U.S.C. § 1681o(a); (e) That judgment be entered against Defendant for punitive damages pursuant to 15 U.S.C. § 1681n(a)(2); (f) That the Court award costs and reasonable attorney’s fees pursuant to 15 U.S.C. § 1681n and 1681o; and (g) That the Court grant such other and further relief as may be just and proper.

Dated: March 25, 2015

Respectfully submitted,
FRANCIS & MAILMAN, P.C.
BY: /s/ James A. Francis JAMES A. FRANCIS JOHN SOUMILAS DAVID A. SEARLES LAUREN KW BRENNAN Land Title Building, 19th Floor 100 South Broad Street Philadelphia, PA 19110 T: (215) 735-8600
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Case 2:15-cv-01520-JP Document 1 Filed 03/25/15 Page 14 of 14 COMMUNITY LEGAL SERVICES, INC. SHARON M. DIETRICH 1424 Chestnut Street Philadelphia, PA 19102 T: (215) 981-3700 Attorneys for Plaintiff
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 IN THE UNITED STATES DISTRICT COURT EASTERN DISTRICT OF PENNSYLVANIA

HELEN STOKES, on behalf of herself and all others similarly situated,
Plaintiffs, v.
REALPAGE, INC.,

Civ. A. No. 15-1520

Defendant.
JAMES JENKINS, individually and on behalf of all others similarly situated,
Plaintiffs, v.
REALPAGE, INC.,
Defendant.

Civ. A. No. 15-3894

MEMORANDUM

Padova, J.

October 18, 2016

Defendant, RealPage, In c. (“RealPage”) moves to dismiss Count Two of the

Complaint filed by Plaintiff Helen Stokes in Civ. A. No. 15-1520, and to dismiss

Counts One and Two of the Complaint filed by Plaintiff James Jenkins in Civ. A. No.

15-3894. It argues that, applying the United States Supreme Court’s recent decision in

Spokeo, Inc. v. Robins, 136 S. Ct. 1540 (2016), Plaintiffs lack standing to bring their

claims, and the Court, therefore, lacks subject matter jurisdiction. Both cases are

filed as class actions alleging violations of the Fair Credit Reporting Act (“FCRA”),
15 U.S.C. §§ 1681, et seq. For the following reasons, both motions are denied.
I. FACTUAL ALLEGATIONS
A. The Stokes Complaint1
In her Complaint, Stokes asserts two class claims against RealPage. Count One alleges
violations of 15 U.S.C. § 1681e(b)2 and Count Two alleges violations of § 1681g(a).3 Each
Count is styled as a “Class Claim” and the Complaint defines two classes: an Expungement Class
and a Disclosure Class.4 The Prayer For Relief seeks a declaration that RealPage violated the
FCRA; an award of statutory, actual and punitive damages; and attorney’s fees. (Stokes Compl.
1 All citations in this section are to the Complaint filed in Civ. A. No. 15-1520.
2 The statute provides that “Whenever a consumer reporting agency prepares a consumer report it shall follow reasonable procedures to assure maximum possible accuracy of the information concerning the individual about whom the report relates.” 15 U.S.C. § 1681(b).
3 The statute provides that “Every consumer reporting agency shall, upon request, and subject to section 1681h(a)(1) of this title, clearly and accurately disclose to the consumer: (1) All information in the consumer’s file at the time of the request . . . . (2) The sources of the information . . . .” 15 U.S.C. § 1681g(a)(1)-(2).
4 The Stokes Expungement Class is defined as All natural persons with an address in the United States and its Territories about whom, beginning two years prior to the filing of this Complaint and continuing through the resolution of this action, Defendant prepared a consumer report which included information regarding one or more criminal case which had been expunged, sealed, or otherwise removed from public dissemination at the time the report was prepared. (Compl. ¶ 57(a).) The Stokes Disclosure Class is defined as All natural persons with an address in the United States and its Territories who, beginning two years prior to the filing of this Complaint and continuing through the resolution of this action, made a request to Defendant which constituted or which Defendant treated as a request for a full file disclosure, and to whom Defendant sent a document which did not include all of the information Defendant maintained about the requesting consumer. (Id. ¶ 57(b).)
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at 13). RealPage seeks dismissal of only Count Two, which pertains solely to the Disclosure
Class.
The Stokes Complaint alleges that RealPage is a consumer reporting agency (“CRA”), as
defined by section 1681a(f) of the FCRA. (Id. ¶ 6.) On or around January 8, 2015, with the
assistance of her attorney, Stokes requested a copy of her consumer report from RealPage. (Id. ¶
45.) On January 9, 2015, RealPage and Stokes spoke by phone regarding her request for a copy
of her consumer report. (Id. ¶ 46.) Stokes explained that she believed that RealPage had
improperly reported to Greenway Presbyterian Apartments (“Greenway”), a prospective
landlord,5 that she was a defendant in several criminal cases, the records of which had been
previously expunged.6 (Id.) RealPage understood this discussion to be a dispute under Section
5 Stokes alleges that after separating from her husband, and under threat of losing her home to foreclosure, she actively sought senior housing. (Compl. ¶ 26.) In or around October 2014, she applied for a residential lease at Greenway Presbyterian Apartments, a senior housing facility in Philadelphia. (Id. ¶ 27.) On or about October 20, 2014, in connection with her application, RealPage prepared and sold a consumer report about Stokes to Greenway. (Id. ¶ 28.)
6 The Complaint also alleges that, in September of 2008, Stokes was arrested in connection with a domestic dispute and charged with aggravated assault and other lesser charges. The charges were dismissed for lack of evidence. In June of 2010, she was arrested for theft offenses after taking her husband’s ATM card from their joint bank account. The charges were subsequently withdrawn. The records of both offenses appeared under her married name of Helen Marie Davis; Plaintiff resumed her maiden name of Stokes after her divorce. These two cases were her only arrests, and she has never been convicted of a crime. (Compl. ¶¶ 16-19.)
By Orders of the Court of Common Pleas of Philadelphia County, dated March 31, 2014, the records of both the 2008 and 2010 arrests and charges were expunged. Certified copies of the Expungement Orders were served on the Philadelphia Police Department, the Pennsylvania State Police, the Administrative Office of Pennsylvania Courts (“AOPC”) Expungement Unit, and the First Judicial District of Pennsylvania, Data Processing Unit. The Expungement Orders required the arresting agency to destroy or deliver to Ms. Stokes or her representative all criminal records, fingerprints, photographic plates and photographs pertaining to the charges which resulted from the arrests, and also ordered the Pennsylvania State Police to request the Federal Bureau of Investigation to return to them all records pertaining to the arrest, which were ordered to be destroyed upon receipt. (Id. ¶¶ 20-21.)
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1681i of the FCRA. (Id.) In response to the January 9, 2015 phone call, RealPage sent Stokes’s counsel corrected copies of the consumer report. However, it did not provide the original inaccurate report that it had provided to the landlord. (Id. ¶ 47.)
Furthermore, when RealPage prepared its report on Stokes for Greenway in October 2014, it could not have found the charges against Stokes in searched any public records, since her charges had been eliminated from all public records by that time. (Id. ¶ 41.) Instead, RealPage reported the expunged cases from its database, or from the database of a third-party vendor, without any effort to learn whether those cases had been expunged. (Id. ¶ 42.) As a result of the inaccurate report, Greenway denied Stokes’s rental application. (Id. ¶ 43.) Thereafter, she learned from Greenway that RealPage was the source of the report. (Id. ¶ 44.)
Shortly after Stokes requested her consumer report from RealPage, she applied for a residential lease at Scottish Rite Tower (“SRT”), another senior housing facility in Philadelphia. (Id. ¶ 48.) Even though Stokes had disputed the report RealPage provided to Greenway, RealPage prepared and sold a consumer report about her to SRT which, like the Greenway report, improperly included the expunged arrests from 2008 and 2010. (Id. ¶ 49.) As a result of the inaccurate report, SRT denied Stokes’s rental application. (Id. ¶ 50.)
Thereafter, Stokes asked RealPage for a complete copy of her consumer file. (Id. ¶ 51.) On February 3, 2015, RealPage sent her a document purporting to be a file disclosure, but it did
The 2008 and 2010 arrests of Ms. Stokes were removed from the AOPC database within days of the entry of the Expungement Orders. On June 10, 2014, the Pennsylvania State Police certified that all criminal record history pertaining to the 2008 and 2010 arrests of Ms. Stokes was expunged from their files. On June 23, 2014, the Philadelphia Police Department certified that all criminal record history pertaining to the 2008 and 2010 arrests of Ms. Stokes was expunged from their files. (Id. ¶¶ 22-24.) Notwithstanding these expungements, the October 20, 2014 consumer report prepared by RealPage improperly and inaccurately reported both the 2008 and 2010 arrests and charges. (Id. ¶ 29.)
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not contain any criminal history information. (Id. ¶ 52.) On February 18, 2015, Stokes’s attorney
made a second request for a complete copy of Stokes’s file. (Id. ¶ 53.) RealPage sent Stokes a
“full file disclosure,” which showed that RealPage had reported the expunged cases to the two
prospective landlords. (Id.) However, even that document failed to disclose all of the information
RealPage maintains about Stokes, including the source of the criminal records it previously
reported to Greenway and SRT. (Id. ¶¶ 53.)
The Complaint alleges that Stokes was harmed by RealPage’s failure to provide full file
disclosures for the following reason: since this was not an employment situation governed by 15
U.S.C. §§ 1681b(b) and 1681g, where a consumer is entitled to a pre-adverse action notice and a copy of the consumer report,7 Stokes had no opportunity to correct RealPage’s report before
Greenway and SRT made their decisions on the rental applications. Consequently, RealPage
“impeded [Stokes] from trying to advocate on her own behalf to try to obtain admission into the
senior housing that she so desperately needs.” (Id. ¶ 54.) The Complaint further alleges, with
respect to the Disclosure Class, that RealPage violates the FCRA “by failing to provide all of the
information it maintains about consumers upon request, including the source(s) of criminal record
information.” (Id. ¶ 59.)
7 Section 1681b(b) provides:
(b) Conditions for furnishing and using consumer reports for employment purposes (1) Certification from user A consumer reporting agency may furnish a consumer report for employment purposes only if – . . . (B) the consumer reporting agency provides with the report, or has previously provided, a summary of the consumer’s rights under this subchapter, as prescribed by the Bureau under section 1681g(c)(3) of this title.
15 U.S.C. § 1681b.
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B. The Jenkins Complaint8 James Jenkins alleges in his Complaint that he applied to rent an apartment in May 2014. (Jenkins Compl. ¶ 8.) RealPage prepared a consumer report about him on or around May 19, 2014, and sold it to his prospective landlord. (Id. ¶¶ 8-9.) The report contained derogatory and inaccurate criminal record information, including criminal convictions for passing a bad check and for sexual assault. (Id. ¶ 10.) Neither record actually pertained to Jenkins, who has never been convicted of a crime. (Id. ¶ 11.) Jenkins made a file disclosure request to RealPage, and received what RealPage asserted was a complete copy of his file on or around May 29, 2014. (Id. ¶¶ 13-14.) The document RealPage provided failed to identify the source(s) from which it obtained the inaccurate criminal record information, and instead falsely stated that it obtained the records from one or more courthouses where the criminal convictions originated. (Id. ¶¶ 15-16.) In addition, RealPage’s disclosure failed to provide complete contact information in the “Summary of Rights” form required to be disclosed to consumers by the FCRA. (Id. ¶ 23.) Jenkins asserts two class claims. Count One alleges a violation of 15 U.S.C. § 1681g(a)(2) based on RealPage’s failure to disclose the sources of information for the criminal conviction data it includes in consumer files. (Id. ¶ 28.) Count One is brought on behalf of the following Class: All natural persons who requested a copy of their consumer report (or consumer file) from Real Page on or after November 5, 2009, and received a report that failed to identify the source(s) of the information (i.e., Real Page’s third party vendor) for any criminal conviction data in the report.
8 All citations in this section are to the Complaint filed in Civ. A. No. 15-3894. 6

(Id. ¶ 26 (the “Jenkins Disclosure Class”).) Count Two alleges a violation of 15 U.S.C. § 1681g(c)(2), based on RealPage’s failure to provide consumers with the required Summary of Rights disclosure. (Id. ¶ 39.) Count Two is brought on behalf of the following Class:
All natural persons who requested a copy of their consumer report (or consumer file) from Real Page on or after January 1, 2013, and received a report that did not contain the current “Summary of Rights” required by the Fair Credit Reporting Act and as promulgated by the Consumer Financial Protection Bureau. (Compl. ¶ 37 (the “Jenkins Summary of Rights Class”).)9 The class claims seek statutory and punitive damages, and attorney’s fees. (Compl. at 11.) C. Material Outside of the Pleadings The parties have appended sworn declarations to their moving papers. Stokes declares in pertinent part that she did not have a copy of the report RealPage provided to Greenway and SRT, she wanted to see a copy of the report because she believed that the report improperly included the expunged 2008 and 2010 cases, she did not know where RealPage obtained information about the expunged cases, and she was confused because information about those cases was no longer publicly available after the expungement orders. (Stokes Decl. ¶¶ 12-14.) She further states that when she finally received documents from RealPage containing the expunged cases, those documents did not identify the source from which RealPage obtained the records. (Id. ¶ 16.) Stokes maintains that, if RealPage had provided her with the source from which it obtained information regarding the expunged cases, she could have taken steps to inform that source that the cases had been expunged, and avoided the cases being reported to other landlords in the future. (Id. ¶¶ 16-17.) Jenkins declares that he does not know where RealPage obtained incorrect criminal records information about him, that the documents he received from RealPage do not
9 Jenkins also asserts an individual claim for violation of 15 U.S.C. § 1681(e)(b), based on the alleged inaccuracies in his consumer report, which is not within the purview of the pending Motion to dismiss. (See Compl. ¶ 47.)
7

identify any source other than the courthouses from which it obtained the criminal records mentioned in the report, and that the documents provided by RealPage did not include full contact information for the federal agencies responsible for enforcing the FCRA. (Jenkins Decl. ¶¶ 5-7.)
RealPage has submitted the Declarations of its Senior Vice President Debra Stockton. In the Stokes case, Stockton declares that RealPage opened an investigation on January 9, 2015, to determine whether the criminal records in Stokes’s report should be removed. (Stockton Decl. (Stokes) ¶ 6.) The investigation concluded on January 14, 2015, at which time it was determined that the records should be removed, and RealPage provided a corrected copy of Stokes’s file to her attorney. (Id. ¶¶ 7-8.) Subsequently, on February 2, 2015, RealPage received a request from Stokes for her consumer file. (Id. ¶ 9.) RealPage responded on February 3, 2015, by providing a copy of its then current file, which did not include the expunged criminal records that had already been removed. (Id. ¶ 10.) When, on February 18, 2015, Stokes’s attorney requested a copy of her “historic report,” which was no longer in RealPage’s files, it obtained a copy from one of the prospective landlords and sent it to Stokes’s counsel. (Id. ¶ 11.) It also alerted its vendor about the expunged records. (Id. ¶ 12.)
In the Jenkins case, Stockton declares that RealPage provided Jenkins with a file disclosure on May 29, 2014, which included a Summary of Rights that unintentionally omitted complete addresses for certain federal agencies. (Stockton Decl. (Jenkins) ¶¶ 4-5.) Prior to requesting his file, Jenkins had initiated a dispute with RealPage regarding the criminal record data that RealPage had reported about him. (Id. ¶ 7.) RealPage investigated and determined that the criminal record data did not appear to belong to Jenkins and removed it from his file. (Id.) When Jenkins requested his file, RealPage had already completed its investigation and removed the criminal record data from his file. (Id. ¶ 8.)
8

II. STANDARD OF REVIEW RealPage seeks partial dismissal of Plaintiffs’ Complaints because Plaintiffs allegedly lack
standing. “A motion to dismiss for want of standing is . . . properly brought pursuant to Rule 12(b)(1), because standing is a jurisdictional matter.” Constitution Party of Pa. v. Aichele, 757 F.3d 347, 357 (3d Cir. 2014) (alteration in original) (quoting Ballentine v. United States, 486 F.3d 806, 810 (3d Cir. 2007)). RealPage asserts both facial and factual attacks on the Court’s subject matter jurisdiction, arguing that Stokes and Jenkins have failed to allege a concrete and particularized injury with respect to either their individual or class claims. (See Def. Mem. at 6.)
A facial attack considers only “a claim on its face and asserts that it is insufficient to invoke the subject matter jurisdiction of the courts” due to some jurisdictional defect. Aichele, 757 F.3d at 358. This type of attack is brought prior to the filing of an answer or a challenge to the factual allegations of a complaint. Id. (citing Mortensen v. First Fed. Sav. & Loan Ass’n, 549 F.2d 884, 889-92 (3d Cir. 1977)). It is judged under the same standard as a motion to dismiss pursuant to Rule 12(b)(6). Id. A factual attack concerns “‘the actual failure of a [plaintiff’s] claims to comport [factually] with the jurisdictional prerequisites.’” Id. (alterations in original) (quoting CNA v. United States, 535 F.3d 132, 139 (3d Cir. 2008)). When it reviews a factual attack, the court may consider evidence outside the pleadings. Id. (citing Gould Elec., Inc. v. United States, 220 F.3d 169, 178 (3d Cir. 2000)). The non-moving party’s allegations receive no presumption of truthfulness. CNA, 535 F.3d at 139. “[P]laintiff has the burden of persuasion to convince the court it has jurisdiction.” Gould Elec., Inc., 220 F.3d at 178 (citation omitted). “In sum, a facial attack ‘contests the sufficiency of the pleadings,’ ‘whereas a factual attack concerns the actual failure of a [plaintiff’s] claims to comport [factually] with the jurisdictional prerequisites.’” Aichele, 757 F.3d at 358 (alterations in original) (quoting In re Schering Plough
9

Corp. Intron/Temodar Consumer Class Action, 678 F.3d 235, 243 (3d Cir. 2012); and CNA, 535 F.3d at 139).
Since, in the materials outside of the pleadings, Plaintiffs essentially reassert as facts the allegations of the Complaints, and Defendant’s factual material essentially admits certain of the allegations of the Complaints relevant to the standing issue — namely that the original Stokes disclosure did not contain the “historic” report and the Jenkins disclosure omitted complete contact information, there is no need to weigh these facts supporting Plaintiffs claims to standing and we thus merge our discussion of the facial and factual attacks. III. DISCUSSION
RealPage argues that Plaintiffs lack standing to bring the Stokes Disclosure Class claim, the Jenkins Disclosure Class claim, and the Jenkins Summary of Rights Class claim (collectively “the class claims”) because no Plaintiff is alleged to have suffered an invasion of a legally protected interest that is concrete and particularized. It relies on the recent United States Supreme Court decision in Spokeo, as well as long standing case law with respect to Article III standing. Like the plaintiff in Spokeo, who brought a purported class action for alleged willful technical violations of the FCRA, RealPage argues that the class claims in these cases allege only technical violations, devoid of any particularized or plausible allegations of concrete harm. Thus, it asserts, Plaintiffs cannot establish that they sustained any injuries-in-fact to support their standing and our subject matter jurisdiction because they have alleged mere technical violations that could have had no real impact on putative class members.
To invoke the j u d i c i a l power under Article III, a litigant must have standing. See Hollingsworth v. Perry, 133 S. Ct. 2652, 2661 (2013). It is the plaintiffs’ burden t o prove standing. Lujan v. Defs. of Wildlife, 504 U.S. 555, 561 (1992). The standing doctrine
10

“limits the category of litigants empowered to maintain a lawsuit in federal court to seek redress for a legal wrong.” Spokeo, 136 S. Ct. at 1547 (citations omitted). The “irreducible constitutional minimum” of standing consists of three elements. Lujan, 504 U.S. at 560. The plaintiff must prove (1) an injury in fact (2) fairly traceable to the challenged conduct (3) that is likely to be “redressed by a favorable judicial decision.” Hollingsworth, 133 S. Ct. at 2661 (citing Lujan, 504 U.S. at 560-61). An injury in fact requires “an invasion of a legally protected interest which is (a) concrete and particularized, and (b) actual or imminent, not conjectural or hypothetical.” Lujan, 504 U.S. at 561 (internal quotation marks and citations omitted); Spokeo, 136 S. Ct. at 1545 (“[T]he injury-in-fact requirement requires a plaintiff to allege an injury that is both concrete and particularized.” (emphasis in original)). “Injury in fact is a constitutional requirement, and ‘[i]t is settled that Congress cannot erase Article III’s standing requirements by statutorily granting the right to sue to a plaintiff who would not otherwise have standing.’” Spokeo, 136 S. Ct. at 1547-48 (quoting Raines v. Byrd, 521 U.S. 811, 820 n.3 (1997)) ; see also Gladstone, Realtors v. Village of Bellwood, 441 U.S. 91, 100 (1979) (“In no event . . . may Congress abrogate the Art. III minima”).
The Spokeo Court, while reiterating that an intangible injury created by a statute is sufficient to satisfy the injury-in-fact requirement, went on to hold that Article III standing requires an injury that is both particularized and concrete even in the context of a statutory violation. Id. at 1549. Because the injury-in-fact analysis contained in the decision of the United States Court of Appeals for the Ninth Circuit had “elided” the independent concreteness requirement, id. at 1548, and addressed only the “particularization” aspect of the test, the Court remanded the case for further proceedings. Id. at 550. In holding that concreteness is different from particularization and requires an injury to actually exist, the Court held that a “bare
11

procedural violation, divorced from any concrete harm, [does not] satisfy the injury-in-fact requirement of Article III.” Id. at 1549. The Court stated:
Congress’ role in identifying and elevating intangible harms does not mean that a plaintiff automatically satisfies the injury-in-fact requirement whenever a statute grants a person a statutory right and purports to authorize that person to sue to vindicate that right. Article III standing requires a concrete injury even in the context of a statutory violation. Id. To identify whether an intangible injury is concrete, “both history and the judgment of Congress play important roles.” Id. The Court observed that because the case-or-controversy requirement at the heart of the standing inquiry “is grounded in historical practice, it is instructive to consider whether an alleged intangible harm has a close relationship to a harm that has traditionally been regarded as providing a basis for a lawsuit in English or American courts.” Id. (citing Vt. Agency of Nat. Res. v. United States ex rel. Stevens, 529 U.S. 765, 775-77 (2000)). The Court also recognized that, “because Congress is well positioned to identify intangible harms that meet minimum Article III requirements,” it has the power to “elevate to the status of legally cognizable injuries concrete, de facto injuries that were previously inadequate at law” and to “define injuries and articulate chains of causation that will give rise to a case or controversy where none existed before.” Id. (internal citations and quotation marks omitted). But, the Court cautioned that plaintiffs do not automatically satisfy the injury-in-fact requirement merely because a statute grants a right of action. Id. The Court specifically noted that a plaintiff “cannot satisfy the demands of Article III by alleging a bare procedural violation,” such as a violation “of one of the FCRA’s procedural requirements,” because such a violation, like providing an incorrect zip code for a consumer reporting agency, may not “cause harm or present any material risk of harm . . . . It is difficult to imagine how the dissemination of an incorrect zip code, without more, could work any concrete harm.” Id.
12

Because the history and judgment of Congress are relevant to whether a plaintiff has
alleged a concrete harm under FCRA, we consider the law’s legislative history. As one post-
Spokeo district court decision has explained, albeit in considering a different section of the
statute,
Congress emphasized that “the consumer has a right to know when he is being turned down for credit, insurance, or employment because of adverse information in a credit report and to correct any erroneous information in his credit file.” [S. Rep. No. 517, 91st Cong., 1st Sess. 2 at 2] (emphasis added). Therefore, Congress wished to “establish [] the right of a consumer to be informed of investigations into his personal life” and to “be told the name of the agency making the report” whenever the individual “is rejected for credit, insurance or employment because of an adverse credit report[.]” Id. at 1 (emphasis added).
. . . In sum, the FCRA reflects Congress’ concern with the “need to insure that consumer reporting agencies exercise their grave responsibilities with fairness, impartiality, and a respect for the consumer’s right to privacy.” 15 U.S.C. § 1681(a)(4). It is clear from the statute’s legislative history that Congress intended that the FCRA be construed to promote the credit industry’s responsible dissemination of accurate and relevant information and to maintain the confidentiality of consumer reports.
Thomas v. FTS USA, LLC, Civ. A. No. 13-825, 2016 WL 3653878, at *7-8 (E.D. Va. June 30,
2016) (alterations in original); see also Hauser v. Equifax, Inc., 602 F.2d 811, 817 (8th Cir.
1979) (“The purpose of the Act’s disclosure requirement [in 15 U.S.C. § 1681g(a)] is to provide
the consumer with an opportunity to dispute the accuracy of information in his file.”); Gillespie
v. Equifax Info. Servs., LLC, 484 F.3d 938, 941 (7th Cir. 2007) (stating that the primary purpose
of disclosure requirement is to “allow consumers to identify inaccurate information in their credit
files and correct this information”).
Two appellate courts have applied Spokeo to claims similar to those at issue in the
pending Motion. The United States Court of Appeal for the Third Circuit recently decided In re
Nickelodeon Consumer Privacy Litig., 827 F.3d 262 (3d Cir. 2016), a case asserting violations of
the Video Privacy Protection Act. Plaintiffs alleged that defendant failed to disclose that it
13

placed “cookies” on the computers of children who used its websites in order to track
communications with other websites for the purpose of advertising. Id. at 267-269. In
discussing the requirement that a plaintiff must have suffered an injury-in-fact to have standing,
the Third Circuit observed that “in some cases an injury-in-fact may exist solely by virtue of
statutes creating legal rights, the invasion of which creates standing,” and noted that “Spokeo
directs us to consider whether an alleged injury-in-fact ‘has traditionally been regarded as
providing a basis for a lawsuit,’” and that “Congress’s judgment on such matters is . . .
‘instructive and important.’” Id. at 273-74 (quoting In re Google Inc. Cookie Placement
Consumer Privacy Litig., 806 F.3d 125, 134 (3d Cir. 2015) and Spokeo, 136 S.Ct. at 1549). The
Nickelodeon court determined that nothing in Spokeo
calls into question whether the plaintiffs in this case have Article III standing. The purported injury here is clearly particularized, as each plaintiff complains about the disclosure of information relating to his or her online behavior. While perhaps “intangible,” the harm is also concrete in the sense that it involves a clear de facto injury, i.e., the unlawful disclosure of legally protected information. Insofar as Spokeo directs us to consider whether an alleged injury-in-fact “has traditionally been regarded as providing a basis for a lawsuit.” Google noted that Congress has long provided plaintiffs with the right to seek redress for unauthorized disclosures of information that, in Congress’s judgment, ought to remain private.
Id. at 274 (quoting Spokeo, 136 S. Ct. at 1549; Google, 806 F.3d at 1348 n. 19.). Accordingly,
the Third Circuit concluded that the Nickelodeon plaintiffs’ allegations with regard to the
defendant’s use of cookies were sufficient to establish Article III standing. Id.
In Church v. Accretive Health, Inc., No. 15-15708, 2016 WL 3611543, at *2-3 & n.2
(11th Cir. July 6, 2016), a case brought under Fair Debt Collections Practices Act (“FDCPA”),
the United States Court of Appeals for the Eleventh Circuit held that a claim that a letter
defendant sent to plaintiff that did not contain all of the FDCPA’s required disclosures
sufficiently alleged that the plaintiff “had sustained a concrete — i.e., ‘real’ — injury because
14

she did not receive the allegedly required disclosures.” Id. at *3. The Eleventh Circuit explained that:
The invasion of Church’s right to receive the disclosures is not hypothetical or uncertain; Church did not receive information to which she alleges she was entitled. While this injury may not have resulted in tangible economic or physical harm that courts often expect, the Supreme Court has made clear an injury need not be tangible to be concrete. [] Rather, this injury is one that Congress has elevated to the status of a legally cognizable injury through the FDCPA. Accordingly, Church has sufficiently alleged that she suffered a concrete injury, and thus, satisfies the injury-in-fact requirement. Church, 2016 WL 3611543, at *3 (internal citations and footnotes omitted). RealPage argues that the standing issue raised by the class claims is identical to the standing issue presented in Spokeo: the Complaints’ allege statutory violations of the FCRA, with no actual harm, which are thus insufficient to confer Article III standing. The class claims, RealPage asserts, allege only technical violations, devoid of any particularized or plausible allegations of concrete harm that do not establish that Plaintiffs sustained any injuries-in-fact because there was no real impact on the putative class members. Plaintiffs respond that Congress’s reasons for enacting the FCRA show that it intended that the law be construed to promote the credit industry’s responsible dissemination of accurate and relevant information, and afford consumers the substantive right to receive certain specified information. Thus, they maintain that they have alleged an injury-in-fact based on Congress’s having created a substantive legal right, the invasion of which creates standing. We find that, like in Nickelodeon, where the unlawful disclosure of legally protected information was determined to constitute a concrete harm because Congress has long provided plaintiffs with the right to seek redress for unauthorized disclosures of such information, the inaccurate or incomplete disclosure to a consumer of the source of a CRA’s reported information has been elevated by Congress to the status of a legally cognizable injury. We further find that
15

the injury alleged here is sufficiently concrete to provide standing since Plaintiffs allege both the dissemination of inaccurate information about a consumer, and a failure to disclose the source of that information to the consumer. The Classes’ allegations that they did not receive the information to which they were entitled under the statute is, we conclude, sufficient to plead and establish a concrete harm since it goes to the core of the interests Congress sought to protect. In contrast to the examples cited in Spokeo — where the Court surmised that accurate but undisclosed information, or incorrect but minor information like a zip code were the type of technical violations incapable of creating a concrete harm — here Plaintiffs allege a substantive de facto violation involving undisclosed and inaccurate information of the kind Congress required be disclosed to protect consumers, namely the source of the consumer information that the CRA reported. Without accurate source information, a consumer would be left confused as to where to go to correct erroneous data contained in a report and be unable to know whether any erroneous data would find its way into future consumer reports. Because the class claims involve more than technical violations of the statute, we find that Plaintiffs have standing to pursue their claims. We therefore deny the Motions to Dismiss.
An appropriate Order will be entered. BY THE COURT:
/s/ John R. Padova JOHN R. PADOVA, J.
16

 
 Case 2:15-cv-01520-JP Document 51 Filed 06/30/17 Page 1 of 3

UNITED STATES DISTRICT COURT EASTERN DISTRICT OF PENNSYLVANIA

HELEN STOKES, on behalf of herself and all other similarly situated,

Plaintiffs,

v.

Case No. 2:15-cv-01520-JP

REALPAGE, INC.,

Defendant.

JAMES JENKINS, individually and on behalf of all others similarly situated,
Plaintiffs, v. REALPAGE, INC.,
Defendant.

Case No. 2:15-cv-03894-JP

PLAINTIFFS’ UNCONTESTED MOTION FOR PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT AND NOTICE TO CLASS
Pursuant to Fed. R. Civ. P. 23(c) and Eastern District Local Rule 23.1, and for the reasons set forth more fully in the attached Memorandum of Law, Plaintiffs Helen Stokes and James Jenkins move the Court for an Order preliminarily approving the settlement of this class action, approving the form and method for providing class-wide notice and scheduling a hearing at which the following will be considered: request for final approval of the proposed settlement, entry of the Final Judgment and Order and Plaintiffs’ request for approval of agreed-upon attorney’s fees and costs.
Defendant does not contest the requested relief.

Case 2:15-cv-01520-JP Document 51 Filed 06/30/17 Page 2 of 3

Dated: June 30, 2017

Respectfully submitted,
FRANCIS & MAILMAN, P.C.
BY: /s/ James A. Francis JAMES A. FRANCIS JOHN SOUMILAS DAVID A. SEARLES Land Title Building, Suite 1902 100 South Broad Street Philadelphia, PA 19110 (215) 735-8600
COMMUNITY LEGAL SERVICES, INC. SHARON M. DIETRICH 1424 Chestnut Street Philadelphia, PA 19102 (215) 981-3700
CONSUMER LITIGATION ASSOCIATES, P.C. MATTHEW J. ERAUSQUIN (pro hac vice) CASEY S. NASH (pro hac vice) 1800 Diagonal Road, Suite 600 Alexandria, VA 22314 (703) 273-7770
KELLY & CRANDALL, PLC KRISTI C. KELLY (pro hac vice) ANDREW J. GUZZO (pro hac vice) 4084 University Drive, Suite 202A Fairfax, VA 22030 (703) 424-7572
Attorneys for Plaintiffs and Class

Case 2:15-cv-01520-JP Document 51 Filed 06/30/17 Page 3 of 3

CERTIFICATE OF SERVICE
I hereby certify that a copy of the foregoing was filed electronically and served by U.S. Mail on anyone unable to accept electronic filing. Notice of this filing will be sent by e-mail to all parties by operation of the court’s electronic filing system or by facsimile to anyone unable to accept electronic filing as indicated on the Notice of Electronic Filing. Parties may access this filing through the court’s EM/ECF System.

Dated: June 30, 2017

By: /s/ James A. Francis James A. Francis

 
 Case 2:15-cv-01520-JP Document 55 Filed 08/03/17 Page 1 of 6

UNITED STATES DISTRICT COURT EASTERN DISTRICT OF PENNSYLVANIA

HELEN STOKES, on behalf of herself and all other similarly situated,

Plaintiffs,

v.

Case No. 2:15-cv-01520-JP

REALPAGE, INC.,

Defendant.
JAMES JENKINS, individually and on behalf of all others similarly situated,
Plaintiffs,
v.

FILED

AUG - 3 2017

KATE BARKf11AN, Clerk

By

Dep. Clerk

Case No. 2:15-cv-03894-JP

REALPAGE, INC.,

Defendant.

ORDER PRELIMINARILY APPROVING SETTLEMENT AND DIRECTING NOTICE TO CLASS
The Court, having reviewed the Settlement Agreement entered by the parties, hereby
Orders that:
1. The Court has considered the proposed settlement of the claims asserted under
the Fair Credit Reporting Act ("FCRA") by three classes of consumers defined as follows (the
"Settlement Classes"):
The Chart Settlement Class: All persons residing in the United States of America (including its territories and Puerto Rico) who, from November 5, 2012 through the date when the Court enters its Preliminary Approval Order, requested a copy of their consumer report from Defendant, and received with the disclosure a chart that failed to provide the full address and phone number for every agency responsible for enforcing any provision of the FCRA.

Case 2:15-cv-01520-JP Document 55 Filed 08/03/17 Page 2 of 6
The Expungement Settlement Class: All persons residing in the United
States of America (including its territories and Puerto Rico) about whom, from March 3, 2013 through the date when the Court enters its Preliminary Approval Order, Defendant prepared a consumer report which included information regarding one or more criminal cases which at the time the report was prepared by Defendant had been expunged or sealed and a Lifecycle File identified the record as having been expunged or sealed prior to the date of the report.
The Source Settlement Class: All persons residing in the United States
of America (including its territories and Puerto Rico) who, from November 5, 2012 through the date when the Court enters its Preliminary Approval Order, made a request pursuant to Section 609(a) of the FCRA [15 U.S.C. § 1681g(a)] for a file copy, and received a disclosure containing a criminal record in their file which did not include the identity of the public record vendor which had retrieved the criminal record(s) included in their file disclosure. 2. The Settlement Agreement entered between the parties as of June 30, 2017, appears, upon preliminary review, to be fair, reasonable and adequate to the Settlement Classes. Accordingly, the proposed settlement is preliminarily approved, pending a Final Approval Hearing as provided for herein. 3. The prerequisites to a class action under Fed. R. Civ. P. 23(a) have been preliminarily satisfied, for settlement purposes only, in that:
(a) The Expungement Settlement Class consists of 130 members; the Source Settlement Class of at least 4,681 members; and, the Chart Settlement Class, approximately 16,000 members;
(b) the claims of the two Class Representatives are typical of those of the other members of the Settlement Classes;
(c) there are questions of fact and law that are common to all members of the Settlement Classes; and
2

Case 2:15-cv-01520-JP Document 55 Filed 08/03/17 Page 3 of 6
(d) the Class Representatives will fairly and adequately protect the interests of the Settlement Classes and have retained Class Counsel experienced in consumer class action litigation who have and will continue to adequately represent the Settlement Classes.
4. For settlement purposes only, this action is preliminarily maintainable as a class action under Fed. R. Civ. P. 23(b)(3) because (a) a class action is superior to other available methods for the fair and efficient adjudication of this controversy, and (b) questions of fact and law common to the members of the Classes predominate over any questions affecting only individual members.
5. If the Settlement Agreement is not finally approved, is not upheld on appeal, or is otherwise terminated for any reason before the Effective Date, then the Expungement Settlement Class, the Source Settlement Class, and the Chart Settlement Class shall all be decertified; the Settlement Agreement and all negotiations, proceedings, and documents prepared, and statements made in connection therewith, shall be without prejudice to any Party and shall not be deemed or construed to be an admission or confession by any Party of any fact, matter, or proposition of law; and all Parties shall stand in the same procedural position as if the Settlement Agreement had not been negotiated, made, or filed with the Court.
6. The Court appoints Plaintiff Helen Stokes and Plaintiff James Jenkins as the Class Representatives. The Court also appoints James A. Francis, John Soumilas, David A. Searles of the law firm of Francis & Mailman, P.C.; Sharon M. Dietrich of Community Legal Services, Inc.; Matthew J. Erausquin and Casey S. Nash of Consumer Litigation Associates, P.C.; and, Kristi C. Kelly and Andrew J. Guzzo of Kelly & Crandall, PLC as counsel for the Class ("Class Counsel").
3

Case 2:15-cv-01520-JP Document 55 Filed 08/03/17 Page 4 of 6

7. The Court will hold a Final Approval Hearing pursuant to Fed. R. Civ. P. 23(e)

l,p , on \:~l.\A_~

2018 at the United States District Court, 601 Market Street, Philadelphia,

0 ; Pennsylvania 19106 in Courtroom 17-B at I 30 ,g. m. for the following purposes:

(a) To determine whether the proposed settlement is fair, reasonable and

adequate and should be granted final approval by the Court;

(b) To determine whether a final judgment should be entered dismissing the

claims of the Settlement Classes with prejudice, as required by the Settlement Agreement;

(c) To consider the application of Class Counsel for an award of attorney's

fees and expenses, and for a service award to the Class Representatives; and

(d) To rule upon other such matters as the Court may deem appropriate.

8. (a) Within ten (10) business days of entry of this Order, Class Counsel shall

submit revised forms of notice as instructed by the Court at the August 2, 2017 hearing on

preliminary approval.

(b) Within twenty (20) business days of entry of an Order approving the forms

of notice, Defendant shall provide a Class List of the Settlement Class Members to the

Settlement Administrator, who shall send the approved Notices to the Settlement Class

Members in accordance with the Notice Plan set forth in the Settlement Agreement.

(c) Not later than ten (10) days before the Final Approval Hearing, the

Settlement Administrator will cause a declaration to be filed with the Court that the Notice

described above was given as required herein.

9. The Court finds this manner of giving notice fully satisfies the requirements of

Fed. R. Civ. P. 23 and due process, constitutes the best notice practicable under the

circumstances, and shall constitute due and sufficient notice to all persons entitled thereto.

4

Case 2:15-cv-01520-JP Document 55 Filed 08/03/17 Page 5 of 6

10. If a Class Member chooses to opt-out of any applicable Class, such Class

Member is required to submit a request for exclusion to the Settlement Administrator, post-

marked on or before the date specified in the Class Notice, which shall be no later than thirty

(30) days before the date of the Final Approval Hearing. A Class Member who submits a request

for exclusion using the procedure identified above shall be excluded from the Classes for any

and all purposes. No later than ten (10) days prior to the Final Approval Hearing, the Settlement

Administrator shall prepare a list of all people who have timely excluded themselves from the

Settlement Classes and shall provide such list to Class Counsel and Defendant's Counsel, who

will then report the names appearing on this list to the Court at or before the time of the Final

Approval Hearing.

11.

A Class Member who does not file timely a request for exclusion shall be

bound by all subsequent proceedings, orders, and judgments in this action.

12. (a) Any Class Member who wishes to be heard orally at the Final Approval

Hearing, and/or who wishes for any objection to be considered, must file a written notice of

objection to be postmarked within sixty (60) days after the date of mailing of the Settlement

Notice. The notice of objection shall be sent by First Class United States Mail, to Class

Counsel, Defendant's Counsel, and the Clerk of the Court.

(b) The objection must include the following: (1) the Settlement Class

Member's full name, address and current telephone number; (2) if the individual is represented

by counsel, the name and telephone number of their counsel; (3) all objections and the basis for

any such objections stated with specificity; (4) the identity of any witnesses the objector may

call to testify; (5) a listing of all exhibits the objector intends to introduce into evidence at the

Final Approval Hearing, if any, as well as true and correct of copies of such exhibits; and, (6) a

5

Case 2:15-cv-01520-JP Document 55 Filed 08/03/17 Page 6 of 6
statement of whether the objector intends to appear at the Final Approval Hearing, either with or without counsel. Any Settlement Class Member who fails to timely file and serve a written objection pursuant to this paragraph shall not be permitted to object to the approval of the settlement or the Settlement Agreement and shall be foreclosed from seeking any review of the settlement or the terms of the Settlement Agreement by appeal or other means.
13. No later than ten (10) days prior to the Final Approval Hearing, Class Counsel shall prepare and file with the Court, and serve on Defendant's counsel, a list of all persons who have timely objected to the settlement.
14. All briefs, memoranda, petitions and affidavits to be filed in support of final approval of the settlement, for individual service awards to the Class Representatives and for an award of attorney's fees and expenses shall be filed not later than ten (10) days before the Final Approval Hearing.
15. The Court retains exclusive jurisdiction over this action to consider all further matters arising out of or connected with the Settlement Agreement.

Dated:

OHN R. PADOVA U.S.D.J.

6

 
 Case 2:15-cv-01520-JP Document 51-2 Filed 06/30/17 Page 1 of 96
APPENDIX 1

Case 2:15-cv-01520-JP Document 51-2 Filed 06/30/17 Page 2 of 96

UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF PENNSYLVANIA

HELEN STOKES, on behalf of herself and all other similarly situated,

Plaintiffs,

v.

Case No. 2:15-cv-01520-JP

REALPAGE, INC.,

Defendant.

JAMES JENKINS, individually and on behalf of all others similarly situated,
Plaintiffs, v. REALPAGE, INC.,
Defendant.

Case No. 2:15-cv-03894-JP

SETTLEMENT AGREEMENT AND RELEASE

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TABLE OF CONTENTS Page
1. RECITALS ......................................................................................................................... 1 2. DEFINITIONS.................................................................................................................... 4 3. MOTION FOR CONSOLIDATION ................................................................................ 11 4. PRELIMINARY APPROVAL ......................................................................................... 11
4.1 Preliminary Approval Order ................................................................................. 13 4.2 Stay Following Preliminary Approval Order........................................................ 14 4.3 Class Certified for Settlement Purposes Only ...................................................... 13 5. EXPUNGEMENT SETTLEMENT CLASS .................................................................... 13 5.1 Certification of Expungement Settlement Class ................................................... 13 5.2 Expungement Settlement Class Notice Plan......................................................... 14 5.3 Settlement Consideration ...................................................................................... 18 5.4 Expungement Settlement Class Release ............................................................... 19 6. SOURCE SETTLEMENT CLASS................................................................................... 24 6.1 Certification of Source Settlement Class .............................................................. 24 6.2 Source Settlement Class Notice Plan .................................................................... 24 6.3 Settlement Consideration ...................................................................................... 27 6.4 Source Settlement Class Release .......................................................................... 29 7. CHART SETTLEMENT CLASS..................................................................................... 33 7.1 Certification of Chart Settlement Class ................................................................ 33 7.2 Chart Settlement Class Notice Plan ...................................................................... 33 7.3 Settlement Consideration ...................................................................................... 36 7.4 Chart Settlement Class Release ............................................................................ 37
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8. SETTLEMENT FUNDS................................................................................................... 41 8.1 Settlement Funds................................................................................................... 41 8.2 Settlement Fund Tax Status .................................................................................. 42 8.3 Attorneys’ Fees, Costs, and Other Expenses Paid from Settlement Funds .......... 43 8.4 Service Awards Paid from Settlement Funds ....................................................... 44 8.5 Payment Schedule ................................................................................................. 45
9. NAMED PLAINTIFFS’ RELEASE OF CLAIMS .......................................................... 46 9.1 Release of All Claims ........................................................................................... 46 9.2 Waiver of California Civil Code § 1542............................................................... 47
10. ENTRY OF FINAL JUDGMENT AND ORDER............................................................ 48 11. TERMINATION............................................................................................................... 49 12. MISCELLANEOUS PRVISIONS ................................................................................... 53
12.1 Best Efforts to Obtain Court Approval ................................................................. 53 12.2 No Admission ....................................................................................................... 53 12.3 Process for Resolution of Disputes Regarding Compliance with Settlement
Agreement............................................................................................................. 54 12.4 Court’s Jurisdiction............................................................................................... 55 12.5 Settlement Notices ................................................................................................ 56 12.6 Administrative Costs............................................................................................. 57 12.7 Taxes ..................................................................................................................... 57 12.8 Defendants’ Communication with Customers, Business Contacts, and
Members of the Public .......................................................................................... 57 12.9 Confidentiality of Discovery Materials and Information...................................... 58 12.10 Complete Agreement ............................................................................................ 58 12.11 Headings for Convenience Only ........................................................................... 58 12.12 Severability ........................................................................................................... 58
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This Settlement Agreement and Release (“Settlement Agreement”) is made and entered into by the Parties and their counsel as of June 30, 2017, in the cases captioned Stokes v. RealPage, Inc., Case No. 2:15-cv-01520-JP, and Jenkins v. RealPage, Inc., Case No. 2:15-cv-03894-JP, pending in the United States District Court for the Eastern District of Pennsylvania, and is submitted to the Court for approval pursuant to Rule 23 of the Federal Rules of Civil Procedure.
1. RECITALS WHEREAS, on March 3, 2015, Plaintiff Helen Stokes (“Stokes”) brought a proposed class action (“Stokes Action”) in the United States District Court for the Eastern District of Pennsylvania, alleging that Defendant RealPage, Inc. (“Defendant” or “RealPage”) willfully violated the Fair Credit Reporting Act, 15 U.S.C. §§ 1681 – 1681x (“FCRA”) by (i) failing to timely update the criminal record information that it maintains to eliminate records of cases that have been expunged and (ii) failing to provide complete and accurate disclosures of all information it maintains about consumers to those consumers who made a request for their “file”; WHEREAS, the Stokes Action alleges two class-claims on behalf of two putative classes: (1) a “Stokes Expungement” class alleging a claim for “willfully and/or recklessly failing to follow reasonable procedures to assure maximum possible accuracy of the information concerning the individual about whom a consumer report relates, in violation of section 1681e(b)”; and (2) a “Stokes Disclosure” class alleging a claim for “willfully and/or recklessly failing to provide a complete copy all of [sic] the information on her file upon request, in violation of FCRA section 1681g(a)”; WHEREAS, on November 5, 2014, Plaintiff James Jenkins (“Jenkins”) brought a proposed class action (“Jenkins Action”) in the United States District Court for the Eastern District of Virginia, alleging that Defendant RealPage willfully violated the FCRA when responding to a

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consumers request for a “file” copy by (i) failing to disclose the sources of information for the criminal conviction data it includes in responses to consumer file requests and (ii) failing to provide consumers with the required Summary of Rights disclosure;
WHEREAS, the Jenkins Action complaint alleges two class-claims on behalf of two putative classes: (1) a “Jenkins Disclosure” class alleging that “Defendants violated 15 U.S.C. § 1681g(a)(2) by failing to disclose the name of the source of the information in a consumer’s file at the time of the request,” or alternatively, “by falsely identifying the source of the information in a consumer’s file”; and (2) a “Jenkins Summary of Rights” class alleging that “Defendants violated 15 U.S.C. § 1681g(c)(2) by failing to include the required information in the ‘Summary of Rights’ prepared by the Consumer Financial Protection Bureau in the Plaintiff’s and putative class members’ [complete] written disclosures”;
WHEREAS, the Jenkins Action complaint alleges a third, non-class claim against Defendant on behalf of Jenkins individually for violation of 15 U.S.C. § 1681e(b) for purportedly “failing to establish or to follow reasonable procedures to assure maximum possible accuracy in the preparation of the consumer reports and consumer files it published and maintained concerning Plaintiff [Jenkins]” (the “Jenkins Individual Claim”);
WHEREAS, on July 13, 2015, the Jenkins Action was transferred from the United States District Court for the Eastern District of Virginia to the United States District Court for the Eastern District of Pennsylvania as a case related to the Stokes Action;
WHEREAS, Defendant denies each and every one of the allegations of wrongful conduct and damages made by the Named Plaintiffs, and Defendant has asserted numerous defenses to Named Plaintiffs’ claims and disclaims any wrongdoing or liability whatsoever, and Defendant
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further denies that this matter satisfies the requirements to be tried as a class action under Federal Rules of Civil Procedure, Rule 23;
WHEREAS, this Settlement Agreement has been reached after the Parties exchanged discovery and documents and information relevant to the Named Plaintiffs’ claims, and is a product of sustained, arm’s length settlement negotiations over the course of several years and multiple mediation and negotiation sessions;
WHEREAS, the Named Plaintiffs and Defendant recognize that the outcome of this matter is uncertain, and that a final resolution through the litigation process would require several more years of protracted adversarial litigation and appeals; substantial risk and expense; the distraction and diversion of the Defendant’s personnel and resources and the expense of any possible future litigation raising similar or duplicative claims; and the Named Plaintiffs, Defendant, and their counsel have agreed to resolve this matter as a settlement class action according to the terms of this Settlement Agreement; and
WHEREAS, the Parties believe that this Settlement Agreement is fair, reasonable, and adequate in its resolution of the claims brought by the putative classes because it: (1) provides for consolidation of the Stokes Action and Jenkins Action for effective, full and final settlement of all class claims asserted therein; (2) provides for certification of an “Expungement Settlement Class,” a “Source Settlement Class,” and a “Chart Settlement Class” even though the Court has not yet determined whether any of these claims could properly be brought as class actions, and Defendant maintains that certification of any class for trial purposes would not be proper under Federal Rules of Civil Procedure, Rule 23; (3) provides comprehensive current and prospective injunctive relief to all of the proposed settlement classes; (4) provides for a substantial monetary payment to the members of the Expungement Settlement Class and Source Settlement Class; and (5) provides
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relief to the proposed settlement classes in exchange for releases tailored to the specific FCRA claim made against the Defendant for that class;
NOW, THEREFORE, without (a) any admission or concession on the part of Named Plaintiffs of the lack of merit of the Litigation whatsoever, or (b) any admission or concession of liability or wrongdoing or the lack of merit of any defense whatsoever by Defendant, it is hereby stipulated and agreed by the undersigned (on behalf of the Named Plaintiffs, the Expungement Settlement Class, the Source Settlement Class, the Chart Settlement Class) and the Defendant that this matter and all claims of the settlement classes be settled, compromised, and dismissed on the merits and with prejudice as to Defendant, subject to Court approval as required by Federal Rules of Civil Procedure, Rule 23, on the terms and conditions set forth herein.
The recitals stated above are true and accurate and are made a part of this Settlement Agreement.
2. DEFINITIONS For the purposes of this Settlement Agreement, including the recitals stated above, the following terms will have the following meanings: 2.1 “CAFA Notice” means notice (in a form substantially similar to that attached as Exhibit A, and approved by the Court) of this settlement to the appropriate federal and state officials, as provided by the Class Action Fairness Act of 2005, 28 U.S.C. § 1715, and as further described in Sections 5.2.5, 6.2.5, and 7.2.5. 2.2 “Chart Settlement Class” or “Chart Settlement Class Members” means all persons residing in the United States of America (including its territories and Puerto Rico) who, from November 5, 2012 through the date when the Court enters its Preliminary Approval Order, requested a copy of their consumer report from Defendant, and received with the disclosure
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a chart that failed to provide the full address and phone number for every agency responsible for enforcing any provision of the FCRA. The Chart Settlement Class does not include Defendant’s officers, directors, and employees; Defendant’s attorneys; Named Plaintiffs’ attorneys; and any Judge overseeing or considering the approval of the Settlement together with members of their immediate family and any judicial staff. 2.3 “Chart Settlement Class Injunctive Relief” means the injunctive relief program to which the Defendant has agreed and which benefits the Chart Settlement Class, as further described in Section 7.3.1. 2.4 “Chart Settlement Class Injunctive Relief Order” means the consent order attached as Exhibit B to this Settlement Agreement and proposed by the Parties for entry by the Court intended to require and accomplish the injunctive relief provided for therein and which in no way imposes any obligation, duty or responsibility on the Defendant or creates a right on behalf of the Chart Settlement Class beyond what is described in such consent order. 2.5 “Chart Settlement Class Notice Plan” means the plan for providing notice of this settlement to the Chart Settlement Class under Federal Rules of Civil Procedure, Rule 23(c)(2)(A) and (e)(1), as set forth in Section 7.2. 2.6 “Chart Settlement Class Released Claims” means those Claims that the Chart Settlement Class Members are releasing, as set forth in Section 7.4. 2.7 “Chart Settlement Class Website” means the Internet website to be established by the Settlement Administrator, as part of the Chart Settlement Class Notice Plan as set forth in Section 7.2.4. 2.8 “Claim” and “Claims” mean all claims, counterclaims, demands (including, without limitation, demands for arbitration), actions, suits, causes of action, allegations of
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wrongdoing, and liabilities. 2.9 “Class Counsel” means the attorneys and law firms listed on the signature pages of this
Settlement Agreement representing the Named Plaintiffs, and if approved by the Court, the Chart Settlement Class, Expungement Settlement Class and Source Settlement Class. 2.10 “Class List” or “List” means the respective list of class members of the Chart Settlement Class, Expungement Settlement Class, or Source Settlement Class generated by Defendant as further described in Sections 5.2.1, 6.2.1, and 7.2.1. 2.11 “Court” means the United States District Court for the Eastern District of Pennsylvania where this Litigation is pending. 2.12 “Defendant” means Defendant RealPage, Inc. 2.13 “Effective Date” means the date on which all appellate rights with respect to the Final Judgment and Order have expired or have been exhausted in such a manner as to affirm the Final Judgment and Order, and when no further appeals are possible, including review by the United States Supreme Court. 2.14 “Escrow Agent” means an agent identified by Class Counsel and who has been approved by Defendant whose responsibility it is to manage the Expungement Escrow Account and Source and Chart Escrow Account. 2.15 “Expungement Escrow Account” means an interest-bearing account at a financial institution to be identified by Class Counsel and approved by Defendant in which the Expungement Settlement Fund shall be deposited. 2.16 “Expungement Settlement Class” or “Expungement Settlement Class Members” means all persons residing in the United States of America (including its territories and Puerto Rico) about whom, from March 3, 2013 through the date when the Court enters its Preliminary
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Approval Order, about whom Defendant prepared a consumer report which included information regarding one or more criminal cases which at the time the report was prepared by Defendant had been expunged or sealed and a Lifecycle File identified the record as having been expunged or sealed prior to the date of the report. The Expungement Settlement Class does not include Defendant’s officers, directors, and employees; Defendant’s attorneys; Named Plaintiffs’ attorneys; and any Judge overseeing or considering the approval of the Settlement together with members of their immediate family and any judicial staff. 2.17 “Expungement Settlement Class Injunctive Relief” means the injunctive relief program to which the Defendant has agreed and which benefits the Expungement Settlement Class, as further described in Section 5.3.1. 2.18 “Expungement Settlement Class Injunctive Relief Order” means the consent order attached as Exhibit B to this Settlement Agreement and proposed by the Parties for entry by the Court intended to require and accomplish the injunctive relief provided for therein and which in no way imposes any obligation, duty or responsibility on the Defendant or creates a right on behalf of the Expungement Settlement Class beyond what is described in such consent order. 2.19 “Expungement Settlement Class Notice Plan” means the plan for providing notice of this settlement to the Expungement Settlement Class under Federal Rules of Civil Procedure, Rule 23(c)(2)(A) and (e)(1), as set forth in Section 5.2. 2.20 “Expungement Settlement Class Released Claims” means those Claims that the Expungement Settlement Class Members are releasing, as set forth in Section 5.4. 2.21 “Expungement Settlement Class Website” means the Internet website to be established by
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the Settlement Administrator, as part of the Expungement Settlement Class Notice Plan as set forth in Section 5.2.4. 2.22 “Expungement Settlement Fund” means the monetary relief which Defendant has agreed to provide for the benefit of the Expungement Settlement Class, as further described in Section 8.1. 2.23 “FCRA” means the federal Fair Credit Reporting Act, 15 U.S.C. §§ 1681-1681x. 2.24 “FCRA State Equivalents” means any statute or regulation of any State, the District of Columbia, or Puerto Rico, that has the purpose or effect of regulating the obtainment, use, or disclosure of the same or similar information that meets the definition of “consumer report” under the FCRA. 2.25 “File” has the same meaning as set forth in 15 U.S.C. § 1681a(g). 2.26 “Final Judgment” or “Final Judgment and Order” means a final judgment and order of dismissal entered by the Court in this Litigation, in the form of Exhibit C hereto, granting final approval of this Settlement Agreement (including Class Counsel’s request for attorneys’ fees, costs, and other expenses and Named Plaintiffs’ requests for Service Awards), and entering a judgment according to the terms set forth in this Settlement Agreement. 2.27 “Lifecycle File” means the raw data file of expunged or sealed criminal records offered by the Administrative Office of Pennsylvania Courts. 2.28 “Litigation” means the related civil actions captioned Stokes v. RealPage, Inc., Case No. 2:15-cv-01520-JP, and Jenkins v. RealPage, Inc., Case No. 2:15-cv-03894-JP, pending in the United States District Court for the Eastern District of Pennsylvania. 2.29 “Mail Notice” means the notice (in a form substantially similar to those attached as
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Exhibits E, F, and G, and approved by the Court) that will be mailed to the Expungement Settlement Class, Source Settlement Class, and Chart Settlement Class, respectively, as further described in Sections 5.2.4, 6.2.4, and 7.2.4. 2.30 “Named Plaintiffs” means Helen Stokes and James Jenkins, or either of them. 2.31 “Party” and “Parties” mean the Named Plaintiffs, the Expungement Settlement Class, the Source Settlement Class, the Chart Settlement Class, and the Defendant. 2.32 “Preliminary Approval” and “Preliminary Approval Order” mean the Court’s order in the form attached hereto as Exhibit D, certifying the tentative Expungement Settlement Class, Source Settlement Class, and the Chart Settlement Class, preliminarily approving the proposed settlement, approving and directing the Expungement Settlement Class Notice Plan, the Source Settlement Class Notice Plan, and the Chart Settlement Class Notice Plan, appointing a Settlement Administrator, and appointing Class Counsel. 2.33 “Released Parties” means the Defendant and its predecessors, successors, and assigns; the present and former, direct and indirect, parents, subsidiaries, sister corporations, divisions, corporate affiliates, or associates of any of the above; and the present and former members, principals, partners, officers, directors, control persons, employees, insurers, customers, vendors, contractors, agents, attorneys, shareholders, advisors, assigns, and any person involved in any respect with regard to the Defendant’s conduct alleged in the Litigation, and representatives of any of the above. 2.34 “Service Award” means the one-time payment to each of the Named Plaintiffs, for the time and resources each has put into representing the Expungement Settlement Class, Source Settlement Class, or the Chart Settlement Class, as set forth in Section 8.4. 2.35 “Settlement Administrator” means, subject to Court approval, American Legal Claims
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Services, LLC, located at P.O. Box 23650, Jacksonville, FL 32241-3650. 2.36 “Settlement Agreement” means this Settlement Agreement and Release, including its
Exhibits. 2.37 “Settlement Funds” shall mean the Expungement Settlement Fund and Source and Chart
Settlement Fund, collectively. 2.38 “Source and Chart Settlement Fund” means the monetary relief which Defendant has
agreed to provide for the benefit of the Source Settlement Class, as further described in Section 8.1. 2.39 “Source and Chart Escrow Account” means an interest-bearing account at a financial institution to be identified by Class Counsel and approved by Defendant in which the Source and Chart Settlement Fund shall be deposited. 2.40 “Source Settlement Class” or “Source Settlement Class Members” means all persons residing in the United States of America (including its territories and Puerto Rico) who, from November 5, 2012 through the date when the Court enters its Preliminary Approval Order, made a request pursuant to Section 609(a) of the FCRA [15 U.S.C. § 1681g(a)] for a file copy, and received a disclosure containing a criminal record in their file which did not include the identity of the public record vendor which had retrieved the criminal record(s) included in their file disclosure. The Source Settlement Class does not include Defendant’s officers, directors, and employees; Defendant’s attorneys; Named Plaintiffs’ attorneys; and any Judge overseeing or considering the approval of the Settlement together with members of their immediate family and any judicial staff. 2.41 “Source Settlement Class Injunctive Relief” means the injunctive relief program to which the Defendant has agreed and which benefits the Source Settlement Class, as further
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described in Section 6.3.1. 2.42 “Source Settlement Class Injunctive Relief Order” means the consent order attached as
Exhibit B to this Settlement Agreement and proposed by the Parties for entry by the Court intended to require and accomplish the injunctive relief provided for therein and which in no way imposes any obligation, duty or responsibility on the Defendant or creates a right on behalf of the Source Settlement Class beyond what is described in such consent order. 2.43 “Source Settlement Class Notice Plan” means the plan for providing notice of this settlement to the Source Settlement Class under Federal Rules of Civil Procedure, Rule 23(c)(2)(A) and (e)(1), as set forth in Section 6.2. 2.44 “Source Settlement Class Released Claims” means those Claims that the Source Settlement Class Members are releasing, as set forth in Section 6.4. 2.45 “Source Settlement Class Website” means the Internet website to be established by the Settlement Administrator, as part of the Source Settlement Class Notice Plan as set forth in Section 6.2.4.
3. MOTION FOR CONSOLIDATION In consideration of the overlapping nature of certain of the claims and settlement classes alleged in the Stokes Action and the Jenkins Action, the Parties agree that consolidation of the actions and of their respective alleged classes is appropriate and necessary to achieve settlement of the Litigation. Accordingly, the Parties have filed a Stipulation to Consolidate the Stokes Action and Jenkins Action on June 15, 2017 (Dkt. 48), which was approved by the Court on June 19, 2017 (Dkt. 49).
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4. PRELIMINARY APPROVAL 4.1 Preliminary Approval Order As soon as reasonably practicable after the consolidation of the Stokes Action and the Jenkins Action, the Named Plaintiffs shall file with the Court a Motion for Preliminary Approval of the Proposed Settlement; Conditional Certification of the Expungement Settlement Class, Source Settlement Class, and Chart Settlement Class; Appointment of Class Counsel; Approval and Direction of the Expungement Settlement Class, Source Settlement Class and Chart Settlement Class Notice Plans; and Appointment of the Settlement Administrator. The Motion shall seek entry of an Order that would, for settlement purposes only:
a) preliminarily approve this Settlement Agreement; b) certify a conditional settlement class under Federal Rules of Civil Procedure, Rule 23(b)(3) composed of the Expungement Settlement Class Members; c) certify a conditional settlement class under Federal Rules of Civil Procedure, Rule 23(b)(3) composed of the Source Settlement Class Members; d) certify a conditional settlement class under Federal Rules of Civil Procedure, Rule 23(b)(3) composed of the Chart Settlement Class Members; e) appoint the Named Plaintiffs and Class Counsel to represent the Settlement Classes; f) approve the proposed Expungement Settlement Class Notice Plan, Source Settlement Class Notice Plan, and Chart Settlement Class Notice Plan, including the forms of notice substantially similarly to those attached as Exhibits E through G; and g) appoint the Settlement Administrator.
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4.2 Stay Following Preliminary Approval Order Upon entry of the Preliminary Approval Order, the Parties shall promptly cooperate in filing such papers as may be necessary to obtain a stay of the proceedings in the Action as may be necessary to implement the Settlement or comply with the terms of the Agreement.
4.3 Class Certified for Settlement Purposes Only The Defendant contends that this Litigation, and each of the respective classes alleged therein, could not be certified as a class action under Federal Rules of Civil Procedure, Rule 23 for trial purposes. Nothing in this Settlement Agreement shall be construed as an admission by Defendant that this Litigation or any similar case is amenable to class certification for trial purposes. Furthermore, nothing in this Settlement Agreement shall prevent Defendant from opposing class certification or seeking de-certification of the conditionally certified tentative Expungement Settlement Class, Source Settlement Class, or Chart Settlement Class if final approval of this Settlement Agreement is not obtained, or not upheld on appeal, including review by the United States Supreme Court, for any reason, or if any of the conditions exist that permit Defendant to terminate this Settlement Agreement in accordance with Section 11.
5. EXPUNGEMENT SETTLEMENT CLASS 5.1 Certification of Expungement Settlement Class
5.1.1 Class Definition For purposes of settlement only, and upon the express terms and conditions set forth in this Settlement Agreement, Named Plaintiffs and Defendant agree to seek certification of an Expungement Settlement Class in the Litigation defined as:
All persons residing in the United States of America (including its territories and Puerto Rico) about whom, from March 3, 2013 through the date when the Court enters its Preliminary Approval Order, Defendant prepared a consumer report which included information regarding one or more
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criminal cases which at the time the report was prepared by Defendant had been expunged or sealed and a Lifecycle File identified the record as having been expunged or sealed prior to the date of the report. The Expungement Settlement Class does not include Defendant’s officers, directors, and employees; Defendant’s attorneys; Named Plaintiffs’ attorneys; and any Judge overseeing or considering the approval of the Settlement together with members of their immediate family and any judicial staff. 5.2 Expungement Settlement Class Notice Plan 5.2.1 Class List of Expungement Settlement Class Members Within twenty (20) business days after entry of the Preliminary Approval Order, Defendant will provide a Class List of Expungement Settlement Class Members to the Settlement Administrator which includes the following information for each Expungement Settlement Class Member: a) the Expungement Settlement Class Member’s name; and b) the Expungement Settlement Class Member’s last known email address, postal address and social security number (to the extent such information is reasonably available to Defendant). The Named Plaintiffs, Class Counsel, Expungement Settlement Class, Source Settlement Class, and Chart Settlement Class hereby acknowledge and agree that Defendant is providing this Class List to the Settlement Administrator solely for the purpose of effecting the terms of this Settlement Agreement, and that such Class List shall not be used, disseminated, or disclosed by or to any other person for any other purpose. This is a material term of this Settlement Agreement.
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5.2.2 Court Appointment and Retention of Settlement Administrator At the Preliminary Approval hearing, the Parties will propose that the Court appoint the Settlement Administrator as defined hereinabove. The Settlement Administrator will facilitate the notice process by assisting the Parties and providing professional guidance in the implementation of the Expungement Settlement Class Notice Plan.
5.2.3 Expungement Settlement Class Notice Named Plaintiffs, Defendant, and the Settlement Administrator have agreed that they will jointly recommend the Expungement Settlement Class Mail Notice, substantially in the form attached as Exhibit E, to the Court for approval. After the Court enters Preliminary Approval, the Settlement Administrator will send the Expungement Settlement Class Mail Notice via email to the last known email address reflected in the Expungement Settlement Class List to each Expungement Settlement Class Member identified on the Expungement Settlement Class List if an email address is available. If no email address is available for an Expungement Settlement Class Member or if an email results in a bounce-back or is otherwise undeliverable, then the Settlement Administrator will send the Expungement Settlement Class Mail Notice via U.S. mail, postage prepaid requesting either forwarding service or change service to the last known address reflected in the Expungement Settlement Class List. For up to forty-five days following the mailing of the Expungement Settlement Class Mail Notice, the Settlement Administrator will remail the Expungement Settlement Class Mail Notice via standard U.S. Mail, postage prepaid, to updated addresses of Expungement Settlement Class Members to the extent that it received address change notifications from the U.S. Postal Service. No later than ten (10) business days before the final fairness hearing in this Litigation, the Settlement Administrator will file proof of the mailing of the Expungement Settlement Class Mail Notice with the Court. Neither the Parties nor the
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Settlement Administrator will have any further obligation to send notice of the Settlement to the Expungement Settlement Class Members.
The Expungement Settlement Class Mail Notice will explain to the Expungement Settlement Class Member that he or she has the option of opting out of the Expungement Settlement Class, and that if he or she does not effectively opt out as provided for herein, then he or she can expect to receive their portion of the Expungement Settlement Fund after the Effective Date. The Mail Notice will also provide the Expungement Settlement Class Member with notice of the Settlement Agreement, and direct them to the Settlement Class Website for further information.
The Settlement Administrator also will create and maintain the Settlement Class Website to be activated no later than five days prior to the mailing of the Expungement Settlement Class Mail Notice described above. The Settlement Administrator’s responsibilities will also include securing an appropriate URL, such as http://www.leasingdesksettlement.com. The Settlement Class Website will post important settlement documents, such as the Settlement Agreement, the Expungement Settlement Class Mail Notice, and the Preliminary Approval Order. In addition, the Settlement Class Website will include a description of the Expungement Settlement Fund, a section for frequently-asked questions, and procedural information regarding the status of the Court-approval process, such as an announcement when the Final Approval Hearing is scheduled, when the Final Judgment and Order has been entered, when the Effective Date is expected or has been reached, and when payment will likely be mailed.
The Settlement Administrator will terminate the Settlement Class Website either (1) one hundred and eighty days after the Effective Date, or (2) thirty days after the date on which the
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settlement is terminated or otherwise not approved by a court. The Settlement Administrator will then transfer ownership of the URL to the Defendant.
5.2.4 CAFA Notice The Parties agree that the Defendant shall serve notice of the settlement that meets the requirements of the Class Action Fairness Act of 2005 (“CAFA”), 28 U.S.C. § 1715, on the appropriate federal and state officials not later than ten days after the filing of this Settlement Agreement with the Court. A proposed form of CAFA Notice, without the accompanying attachments, is attached as Exhibit A. The Defendant shall file with the Court a certification of the date upon which the CAFA Notice was served.
5.2.5 Costs The costs associated with the Expungement Settlement Class Notice Plan shall be paid out of the Expungement Settlement Fund.
5.3 Settlement Consideration 5.3.1 Expungement Settlement Class Injunctive Relief
Subject to the terms and conditions of this Settlement Agreement, the Named Plaintiffs and Defendant have agreed to move jointly for the Court to enter an injunction applicable to Defendant by consent, which will contain only the terms of the Expungement Settlement Class Injunctive Relief as described in Section 5.3.1. The Court will be asked to adopt the Expungement Settlement Class Injunctive Relief Order attached as Exhibit B to this Settlement Agreement, which includes the following:
With respect to all criminal records identified on a LifeCycle File as having been expunged, Defendant will confirm with its data supplier that any such
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criminal records are not included in any database used to produce its tenant screening reports. 5.3.1.1 Any action by Defendant determined in good faith to be reasonably necessary to comply with any federal, state, or local law, enactment, regulation, or judicial ruling shall not constitute a breach of this Settlement Agreement. In the event that any obligation that Defendant has agreed to undertake in the Expungement Settlement Class Injunctive Relief becomes inconsistent with any future federal, state, or local law, enactment, regulation, or judicial ruling or if the Expungement Settlement Class (or any subset) agrees to impose less stringent requirements on any competitor of Defendant, then Defendant shall be released from performing such obligation after notice to the Court and Class Counsel. Any objection to such change in procedure shall be made to the Court by Class Counsel within ten (10) days of such notice. Notwithstanding the above, the Parties agree that the injunctive relief provided for herein at Section 5.3.1.1 shall continue for a period of two (2) years.
5.3.2 Expungement Settlement Class Monetary Relief Expungement Settlement Class Members shall each receive equal distributions from the Expungement Settlement Fund not to exceed One Thousand One Hundred Dollars ($1,100.00) per Expungement Settlement Class Member. Distributions shall be made pursuant to the Payment Schedule set forth in Section 8.5 herein.
5.4 Expungement Settlement Class Release 5.4.1 Release of All Claims
Upon the Effective Date, each member of the Expungement Settlement Class who has not excluded himself or herself and his or her respective spouses, heirs, executors, administrators, representatives, agents, attorneys, partners, successors, predecessors, assigns, and all those acting
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or purporting to act on their behalf acknowledge full satisfaction of, and shall be conclusively deemed to have fully, finally, and forever settled, released, and discharged all the Released Parties and data suppliers (including, without limitation, Genuine Data Services, LLC and ebackgroundchecks.com, Inc.), of and from all Claims arising before the Effective Date whether known or unknown, matured or unmatured, foreseen or unforeseen, suspected or unsuspected, accrued or unaccrued which the Expungement Settlement Class Members ever had or now have resulting from or arising out of or in any way, directly or indirectly, connected with (a) any act, omission, event incident, matter, dispute, or injuring alleged to have arisen from the reporting by Defendant of any criminal record history that had been expunged at the time Defendant furnished a screening report; (b) any acts or omissions that were raised or could have been raised in this Litigation by any Expungement Settlement Class Member, or the report furnished by Defendant which qualifies a person as an Expungement Settlement Class Member; and (c) any event, matter, dispute or thing that in whole or in part, directly or indirectly, relates to or arises out of said events described in (a) or (b) above. (the “Expungement Settlement Class Released Claims”).
Subject to the Court’s approval, the Expungement Settlement Class Members shall be bound by this Settlement Agreement and all of their Expungement Settlement Class Released Claims shall be dismissed with prejudice and released as against the Released Parties and its data suppliers (including, without limitation, Genuine Data Services, LLC and ebackgroundchecks.com, Inc.), even if they never received actual notice of the settlement prior to the hearing for final approval of the settlement in this Litigation.
5.4.2 Waiver of California Civil Code §1542 Expungement Settlement Class Members acknowledge that they are aware that they may hereafter discover facts in addition to or different from those that they or Class Counsel now know
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or believe to be true with respect to the subject matter of this Litigation and the Expungement Settlement Class Released Claims, but it is their intention to, and they do upon the Effective Date of this Settlement Agreement, fully, finally, and forever settle and release any and all Expungement Settlement Class Released Claims, without regard to the subsequent discovery or existence of such different additional facts. Expungement Settlement Class Members waive any and all rights and benefits afforded by California Civil Code § 1542, which provides as follows:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. Expungement Settlement Class Members and Class Counsel understand and acknowledge the significance of this waiver of California Civil Code Section 1542 and/or of any other applicable federal or state law relating to limitations on releases. 5.4.3 Binding Release Upon the Effective Date, no default by any person in the performance of any covenant or obligation under this Settlement Agreement or any order entered in connection therewith shall affect the dismissal of the Litigation, the res judicata effect of the Final Judgment and Order, the foregoing releases, or any other provision of the Final Judgment and Order; provided, however, that all other legal and equitable remedies for violation of a court order or breach of this Settlement Agreement shall remain available to all Parties. 5.4.4 Representation of Opt-Outs Class Counsel agree that this Settlement Agreement is fair, reasonable, and in the best interests of the Expungement Settlement Class Members. Based upon unique circumstances here, Class Counsel agree that class members who seek to opt-out should be represented by counsel who
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do not agree that the Settlement Agreement is fair, reasonable, and in the best interests of the Expungement Settlement Class Members. Accordingly, Class Counsel shall, if contacted, refer any such opt-outs to the applicable state bar association or other referral organization for other appropriate counsel in any subsequent litigation of claims by such opt-outs against Defendant.
5.4.5 Opt-Out from Expungement Settlement Class 5.4.5.1 Requests for Exclusion All Expungement Settlement Class Members shall be given the opportunity to opt out of the Expungement Settlement Class by submitting a Request for Exclusion. All Requests for Exclusion must be in writing, sent to the Settlement Administrator and postmarked no later than thirty (30) days before the Final Approval Hearing. To be valid, a Request for Exclusion must be personally signed and must include: (i) name, address and telephone number; (ii) and a statement substantially to the effect that: “I request to be excluded from the Expungement Settlement Class in Stokes v. RealPage, Inc., Case No. 2:15-cv-01520-JP, United States District Court, Eastern District of Pennsylvania.” A Request for Exclusion submitted on the Opt-Out Form shall be presumed valid. Notwithstanding the foregoing, no person within the Expungement Settlement Class, or any person acting on behalf of or in concert or participation with that person, may submit a Request for Exclusion of any other person within the Expungement Settlement Class. Requests for Exclusion submitted en masse will be invalid. 5.4.5.2 Verification of Opt-Outs by Settlement Administrator The Settlement Administrator shall provide copies of the Requests for Exclusion to the Parties no later than ten (10) business days before the Final Approval Hearing. By that same date, the Settlement Administrator shall provide to Class Counsel, who shall file it with the Court, a declaration verifying that notice has been provided to the Expungement Settlement Class as set
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forth herein and listing all of the valid opt-outs received.
5.4.5.3 Effect of Opt-Out from Expungement Settlement Class All individuals within the Expungement Settlement Class who timely submit a valid Request for Exclusion will exclude themselves from the Expungement Settlement Class and will preserve their ability to independently pursue, at their own expense, any individual, non-class, non-representative claims he or she claims to have against Defendant. Any such individual within the Expungement Settlement Class who so opts out will not be bound by further orders or judgments in the Action as it relates to the Expungement Settlement Class, and will preserve their ability to independently pursue, at their own expense, any individual, non-class, non-representative claims for damages they may have against Defendant. In the event of ambiguity as to whether someone has requested to be excluded, the Expungement Settlement Class Member shall be deemed not to have requested exclusion pursuant to this Section. No person who has opted out of the Expungement Settlement Class may object to any part of this Settlement Agreement.
5.4.5.4 Objections from Expungement Settlement Class Members Any Expungement Settlement Class Member who has not previously opted-out in accordance with the terms above and who intends to object to this Settlement Agreement must file their objection in writing with the Court no later than sixty (60) days after mailing of the Expungement Settlement Class Mail Notice, and must concurrently serve the objection on all counsel in this action and the Settlement Administrator. The objection must include the following: (1) the Expungement Settlement Class Member’s full name, address and current telephone number, (2) if the individual is represented by counsel, the name and telephone number of their counsel, (3) all objections and the basis for any such objections stated with specificity, (4) the identity of any witnesses the objector may call to testify, (5) a listing of all exhibits the objector
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intends to introduce into evidence at the Final Approval Hearing, if any, as well as true and correct of copies of such exhibits, and (6) a statement of whether the objector intends to appear at the Final Approval Hearing, either with or without counsel. Any Expungement Settlement Class Member who fails to timely file and serve a written objection pursuant to this Paragraph shall not be permitted to object to the approval of the Settlement or this Settlement Agreement and shall be foreclosed from seeking any review of the Settlement or the terms of the Settlement Agreement by appeal or other means.
6. SOURCE SETTLEMENT CLASS 6.1 Certification of Source Settlement Class
6.1.1 Class Definition For purposes of settlement only, and upon the express terms and conditions set forth in this Settlement Agreement, Named Plaintiffs and Defendant agree to seek certification of a Source Settlement Class in the Litigation defined as:
All persons residing in the United States of America (including its territories and Puerto Rico) who, from November 5, 2012, through the date when the Court enters its Preliminary Approval Order, made a request pursuant to Section 609(a) of the FCRA [15 U.S.C. § 1681g(a)] for a file copy, and received a disclosure containing a criminal record in their file which did not include the identity of the public record vendor which had retrieved the criminal record(s) included in their file disclosure. The Source Settlement Class does not include Defendant’s officers, directors, and employees; Defendant’s attorneys; Named Plaintiffs’ attorneys; any Judge overseeing or considering the approval of the Settlement together with members of their immediate family and any judicial staff.
6.2 Source Settlement Class Notice Plan 6.2.1 Class List of Source Settlement Class Members
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Within twenty (20) business days after entry of the Preliminary Approval Order, Defendant will provide a Class List of Source Settlement Class Members to the Settlement Administrator which includes the following information for each Source Settlement Class Member:
a) the Source Settlement Class Member’s name; and b) the Source Settlement Class Member’s last known email address, postal address and social security number (to the extent such information is reasonably available to Defendant). The Named Plaintiffs, Class Counsel, Expungement Settlement Class, Source Settlement Class, and Chart Settlement Class hereby acknowledge and agree that Defendant is providing this Class List by the Settlement Administrator solely for the purpose of effecting the terms of this Settlement Agreement, and that such Class List shall not be used, disseminated, or disclosed by or to any other person for any other purpose. This is a material term of this Settlement Agreement.
6.2.2 Court Appointment and Retention of Settlement Administrator At the Preliminary Approval hearing, the Parties will propose that the Court appoint the Settlement Administrator as defined hereinabove. The Settlement Administrator will facilitate the notice process by assisting the Parties and providing professional guidance in the implementation of the Source Settlement Class Notice Plan.
6.2.3 Source Settlement Class Notice Named Plaintiffs, Defendant, and the Settlement Administrator have agreed that they will jointly recommend the Source Settlement Class Mail Notice, substantially in the form attached as Exhibit F, to the Court for approval. After the Court enters Preliminary Approval, the Settlement Administrator will send the Source Settlement Class Mail Notice via email to the last known email address reflected in the Source Settlement Class List to each Source Settlement Class Member identified on the Source Settlement Class List if an email address is available. If no email address
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is available for a Source Settlement Class Member or if an email results in a bounce-back or is otherwise undeliverable, then the Settlement Administrator will send the Source Settlement Class Mail Notice via U.S. mail, postage prepaid requesting either forwarding service or change service to the last known address reflected in the Source Settlement Class List. For up to forty-five days following the mailing of the Source Settlement Class Mail Notice, the Settlement Administrator will re-mail the Source Settlement Class Mail Notice via standard U.S. Mail, postage prepaid, to updated addresses of Source Settlement Class Members to the extent that it received address change notifications from the U.S. Postal Service. No later than ten (10) business days before the final fairness hearing in this Litigation, the Settlement Administrator will file proof of the mailing of the Source Settlement Class Mail Notice with the Court. Neither the Parties nor the Settlement Administrator will have any further obligation to send notice of the Settlement to the Source Settlement Class Members.
The Source Settlement Class Mail Notice will explain to the Source Settlement Class Member that he or she has the option of opting out of the Source Settlement Class, and that if he or she does not effectively opt out as provided for herein, then he or she can expect to receive their portion of the Source and Chart Settlement Fund after the Effective Date. The Mail Notice will also provide the Source Settlement Class Member with notice of the Settlement Agreement, and direct them to the Settlement Class Website for further information.
The Settlement Administrator also will create and maintain the Settlement Class Website to be activated no later than five days prior to the mailing of the Source Settlement Class Mail Notice described above. The Settlement Administrator’s responsibilities will also include securing an appropriate URL, such as http://www.leasingdesksettlement.com. The Settlement Class Website will post important settlement documents, such as the Settlement Agreement, the
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Settlement Class Mail Notice, and the Preliminary Approval Order. In addition, the Settlement Class Website will include a description of the Source and Chart Settlement Fund, a section for frequently-asked questions, and procedural information regarding the status of the Court-approval process, such as an announcement when the Final Approval Hearing is scheduled, when the Final Judgment and Order has been entered, when the Effective Date is expected or has been reached, and when payment will likely be mailed.
The Settlement Administrator will terminate the Settlement Class Website either (1) one hundred and eighty days after the Effective Date, or (2) thirty days after the date on which the settlement is terminated or otherwise not approved by a court. The Settlement Administrator will then transfer ownership of the URL to the Defendant.
6.2.4 CAFA Notice The Parties agree that the Defendant shall serve notice of the settlement that meets the requirements of CAFA, 28 U.S.C. § 1715, on the appropriate federal and state officials not later than ten days after the filing of this Settlement Agreement with the Court. A proposed form of CAFA Notice, , without the accompanying attachments, is attached as Exhibit A. The Defendant shall file with the Court a certification of the date upon which the CAFA Notice was served.
6.2.5 Costs The costs associated with the Source Settlement Class Notice Plan shall be paid out of the Source and Chart Settlement Fund.
6.3 Settlement Consideration
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6.3.1 Source Settlement Class Injunctive Relief Subject to the terms and conditions of this Settlement Agreement, the Named Plaintiffs and Defendant have agreed to move jointly for the Court to enter an injunction applicable to Defendant by consent, which will contain only the terms of the Source Settlement Class Injunctive Relief as described in Section 6.3.1. The Court will be asked to adopt the Source Settlement Class Injunctive Relief Order attached as Exhibit B to this Settlement Agreement, which includes the following: When a consumer makes a request under Section 609(a) of the FCRA [15 U.S.C. § 1681g(a)] for a copy of that consumer’s file, Defendant agrees to disclose the name of the vendor that retrieved any criminal record information in the consumer’s file at the time of such request.
6.3.1.1 Any action by Defendant determined in good faith to be reasonably necessary to comply with any federal, state, or local law, enactment, regulation, or judicial ruling shall not constitute a breach of this Settlement Agreement. In the event that any obligation that Defendant has agreed to undertake in the Source Settlement Class Injunctive Relief becomes inconsistent with any future federal, state, or local law, enactment, regulation, or judicial ruling or if the Source Settlement Class (or any subset) agrees to impose less stringent requirements on any competitor of Defendant, then Defendant shall be released from performing such obligation after notice to the Court and Class Counsel. Any objection to such change in procedure shall be made to the Court by Class Counsel within ten (10) days of such notice. Notwithstanding the above, the Parties agree that the injunctive relief provided for herein at Section 6.3.1.1 shall continue for a period of two (2) years.
6.3.2 Source Settlement Class Monetary Relief Source Settlement Class Members shall each receive equal distributions from the Source and Chart Settlement Fund not to exceed Two Hundred Dollars ($200.00) per Source Settlement
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Class Member. Distributions shall be made pursuant to the Payment Schedule set forth at Section 8.5 herein.
6.4 Source Settlement Class Release 6.4.1 Release of All Claims
Upon the Effective Date, each member of the Source Settlement Class who has not excluded himself or herself and his or her respective spouses, heirs, executors, administrators, representatives, agents, attorneys, partners, successors, predecessors, assigns, and all those acting or purporting to act on their behalf acknowledge full satisfaction of, and shall be conclusively deemed to have fully, finally, and forever settled, released, and discharged all the Released Parties of and from all Claims arising before the Effective Date whether known or unknown, matured or unmatured, foreseen or unforeseen, suspected or unsuspected, accrued or unaccrued which the Source Settlement Class Members ever had or now have resulting from or arising out of claims capable of being brought under Section 609(a) of the FCRA (15 U.S.C. § 1681g(a)) (the “Source Settlement Class Released Claims”).
Subject to the Court’s approval, the Source Settlement Class Members shall be bound by this Settlement Agreement and all of their Source Settlement Class Released Claims shall be dismissed with prejudice and released as against the Released Parties, even if they never received actual notice of the settlement prior to the hearing for final approval of the settlement in this Litigation.
6.4.2 Waiver of California Civil Code §1542 Source Settlement Class Members acknowledge that they are aware that they may hereafter discover facts in addition to or different from those that they or Class Counsel now know or believe to be true with respect to the subject matter of this Litigation and the Source Settlement Class
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Released Claims, but it is their intention to, and they do upon the Effective Date of this Settlement Agreement, fully, finally, and forever settle and release any and all Source Settlement Class Released Claims, without regard to the subsequent discovery or existence of such different additional facts. Source Settlement Class Members waive any and all rights and benefits afforded by California Civil Code § 1542, which provides as follows:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. Source Settlement Class Members and Class Counsel understand and acknowledge the significance of this waiver of California Civil Code Section 1542 and/or of any other applicable federal or state law relating to limitations on releases. 6.4.3 Binding Release Upon the Effective Date, no default by any person in the performance of any covenant or obligation under this Settlement Agreement or any order entered in connection with such shall affect the dismissal of the Litigation, the res judicata effect of the Final Judgment and Order, the foregoing releases, or any other provision of the Final Judgment and Order; provided, however, that all other legal and equitable remedies for violation of a court order or breach of this Settlement Agreement shall remain available to all Parties. 6.4.4 Representation of Opt-Outs Class Counsel agree that this Settlement Agreement is fair, reasonable, and in the best interests of the Source Settlement Class Members. Based upon unique circumstances here, Class Counsel agree that class members who seek to opt-out should be represented by counsel who do not agree that the Settlement Agreement is fair, reasonable, and in the best interests of the Source
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Settlement Class Members. Accordingly, Class Counsel shall, if contacted, refer any such optouts to the applicable state bar association or other referral organization for other appropriate counsel in any subsequent litigation of claims by such opt-outs against Defendant.
6.4.5 Opt-Out from Source Settlement Class 6.4.5.1 Requests for Exclusion All Source Settlement Class Members shall be given the opportunity to opt out of the Source Settlement Class by submitting a Request for Exclusion. All Requests for Exclusion must be in writing, sent to the Settlement Administrator and postmarked no later than thirty (30) days before the Final Approval Hearing. To be valid, a Request for Exclusion must be personally signed and must include: (i) name, address and telephone number; (ii) and a statement substantially to the effect that: “I request to be excluded from the Source Settlement Class in Stokes v. RealPage, Inc., Case No. 2:15-cv-01520-JP, and Jenkins v. RealPage, Inc., Case No. 2:15-cv-03894-JP, United States District Court, Eastern District of Pennsylvania.” A Request for Exclusion submitted on the Opt-Out Form shall be presumed valid. Notwithstanding the foregoing, no person within the Source Settlement Class, or any person acting on behalf of or in concert or participation with that person, may submit a Request for Exclusion of any other person within the Source Settlement Class. Requests for Exclusion submitted en masse will be invalid. 6.4.5.2 Verification of Opt-Outs by Settlement Administrator The Settlement Administrator shall provide copies of the Requests for Exclusion to the Parties no later than ten (10) business days before the Final Approval Hearing. By that same date, the Settlement Administrator shall provide to Class Counsel, who shall file it with the Court, a declaration verifying that notice has been provided to the Source Settlement Class as set forth herein and listing all of the valid opt-outs received.
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6.4.5.3 Effect of Opt-Out from Source Settlement Class All individuals within the Source Settlement Class who timely submit a valid Request for Exclusion will exclude themselves from the Source Settlement Class and will preserve their ability to independently pursue, at their own expense, any individual, non-class, nonrepresentative claims he or she claims to have against Defendant. Any such individual within the Source Settlement Class who so opts out will not be bound by further orders or judgments in the Action as it relates to the Source Settlement Class, and will preserve their ability to independently pursue, at their own expense, any individual, non-class, non-representative claims for damages they may have against Defendant. In the event of ambiguity as to whether someone has requested to be excluded, the Source Settlement Class Member shall be deemed not to have requested exclusion pursuant to this Section. No person who has opted out of the Source Settlement Class may object to any part of this Settlement Agreement. 6.4.5.4 Objections from Source Settlement Class Members Any Source Settlement Class Member who has not previously opted-out in accordance with the terms above and who intends to object to this Settlement Agreement must file their objection in writing with the Court no later than sixty (60) days after mailing of the Source Settlement Class Mail Notice, and must concurrently serve the objection on all counsel in this action and the Settlement Administrator. The objection must include the following: (1) the Source Settlement Class Member’s full name, address and current telephone number, (2) if the individual is represented by counsel, the name and telephone number of their counsel, (3) all objections and the basis for any such objections stated with specificity, (4) the identity of any witnesses the objector may call to testify, (5) a listing of all exhibits the objector intends to introduce into evidence at the Final Approval Hearing as well as true and correct of copies of such exhibits, and
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(6) a statement of whether the objector intends to appear at the Final Approval Hearing, either with or without counsel. Any Source Settlement Class Member who fails to timely file and serve a written objection pursuant to this Paragraph shall not be permitted to object to the approval of the Settlement or this Settlement Agreement and shall be foreclosed from seeking any review of the Settlement or the terms of the Settlement Agreement by appeal or other means.
7. CHART SETTLEMENT CLASS 7.1.1 Certification of Chart Settlement Class
7.1.2 Class Definition For purposes of settlement only, and upon the express terms and conditions set forth in this Settlement Agreement, Named Plaintiffs and Defendant agree to seek certification of a Chart Settlement Class in the Litigation defined as:
All persons residing in the United States of America (including its territories and Puerto Rico) who, from November 5, 2012 through the date when the Court enters its Preliminary Approval Order, requested a copy of their consumer report from Defendant, and received with the disclosure a chart that failed to provide the full address and phone number for every agency responsible for enforcing any provision of the FCRA. The Chart Settlement Class does not include Defendant’s officers, directors, and employees; Defendant’s attorneys; Named Plaintiffs’ attorneys; and any Judge overseeing or considering the approval of the Settlement together with members of their immediate family and any judicial staff. 7.2 Chart Settlement Class Notice Plan 7.2.1 Class List of Chart Settlement Class Members Within twenty (20) business days after entry of the Preliminary Approval Order, Defendant will provide a Class List of Chart Settlement Class Members to the Settlement Administrator which includes the following information for each Chart Settlement Class Member: a) the Chart Settlement Class Member’s name; and
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b) the Chart Settlement Class Member’s last known email address, postal address and social security number (to the extent such information is reasonably available to Defendant). The Named Plaintiffs, Class Counsel, Expungement Settlement Class, Source Settlement Class, and Chart Settlement Class hereby acknowledge and agree that Defendant is providing this Class List to the Settlement Administrator solely for the purpose of effecting the terms of this Settlement Agreement, and that such Class List shall not be used, disseminated, or disclosed by or to any other person for any other purpose. This is a material term of this Settlement Agreement.
7.2.2 Court Appointment and Retention of Settlement Administrator At the Preliminary Approval hearing, the Parties will propose that the Court appoint the Settlement Administrator as defined hereinabove. The Settlement Administrator will facilitate the notice process by assisting the Parties and providing professional guidance in the implementation of the Chart Settlement Class Notice Plan.
7.2.3 Chart Settlement Class Notice Named Plaintiffs, Defendant, and the Settlement Administrator have agreed that they will jointly recommend the Chart Settlement Class Mail Notice, substantially in the form attached as Exhibit G, to the Court for approval. After the Court enters Preliminary Approval, the Settlement Administrator will send the Chart Settlement Class Mail Notice via email to the last known email address reflected in the Chart Settlement Class List to each Chart Settlement Class Member identified on the Chart Settlement Class List if an email address is available. If no email address is available for a Chart Settlement Class Member or if an email results in a bounce-back or is otherwise undeliverable, then the Settlement Administrator will send the Chart Settlement Class Mail Notice via U.S. mail, postage prepaid requesting either forwarding service or change service to the last known address reflected in the Chart Settlement Class List. For up to forty-five days
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following the mailing of the Chart Settlement Class Mail Notice, the Settlement Administrator will re-mail the Chart Settlement Class Mail Notice via standard U.S. Mail, postage prepaid, to updated addresses of Chart Settlement Class Members to the extent that it received address change notifications from the U.S. Postal Service. No later than seven days before the final fairness hearing in this Litigation, the Settlement Administrator will file proof of the mailing of the Chart Settlement Class Mail Notice with the Court. Neither the Parties nor the Settlement Administrator will have any further obligation to send notice of the Settlement to the Chart Settlement Class Members.
The Chart Settlement Class Mail Notice will explain to the Chart Settlement Class Member that he or she has the option of opting out of the Chart Settlement Class under the terms provided for herein. The Mail Notice will also provide the Chart Settlement Class Member with notice of the Settlement Agreement, and direct them to the Settlement Class Website for further information.
The Settlement Administrator also will create and maintain the Settlement Class Website to be activated no later than five days prior to the mailing of the Settlement Class Mail Notice described above. The Settlement Administrator’s responsibilities will also include securing an appropriate URL, such as http://www.leasingdesksettlement.com. The Settlement Class Website will post important settlement documents, such as the Settlement Agreement, the Chart Settlement Class Mail Notice, and the Preliminary Approval Order. In addition, the Settlement Class Website will include a section for frequently-asked questions and procedural information regarding the status of the Court-approval process, such as an announcement when the Final Approval Hearing is scheduled, when the Final Judgment and Order has been entered, and when the Effective Date is expected or has been reached.
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The Settlement Administrator will terminate the Settlement Class Website either (1) one hundred and eighty days after the Effective Date, or (2) thirty days after the date on which the settlement is terminated or otherwise not approved by a court. The Settlement Administrator will then transfer ownership of the URL to the Defendant.
7.2.4 CAFA Notice The Parties agree that the Defendant shall serve notice of the settlement that meets the requirements of the Class Action Fairness Act of 2005 (“CAFA”), 28 U.S.C. § 1715, on the appropriate federal and state officials not later than ten days after the filing of this Settlement Agreement with the Court. A proposed form of CAFA Notice, without the accompanying attachments, is attached as Exhibit A. The Defendant shall file with the Court a certification of the date upon which the CAFA Notice was served.
7.2.5 Costs The costs associated with the Chart Settlement Class Notice Plan shall be paid out of the Source and Chart Settlement Fund.
7.3 Settlement Consideration 7.3.1 Chart Settlement Class Injunctive Relief
Subject to the terms and conditions of this Settlement Agreement, the Named Plaintiffs and Defendant have agreed to move jointly for the Court to enter an injunction applicable to Defendant by consent, which will contain only the terms of the Chart Settlement Class Injunctive Relief as described in Section 7.3.1. The Court will adopt the Chart Settlement Class Injunctive Relief Order attached as Exhibit B to this Settlement Agreement, which includes the following:
Defendant shall provide the complete chart of federal agencies responsible for enforcing
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any provision of the FCRA, including the address and any appropriate phone number of each agency, in the long form notice posted on the Chart Class Settlement Website for as long as the website is operational hereunder.
7.4 Chart Settlement Class Release 7.4.1 Release of All Claims
Upon the Effective Date, each member of the Chart Settlement Class who has not excluded himself or herself and his or her respective spouses, heirs, executors, administrators, representatives, agents, attorneys, partners, successors, predecessors, assigns, and all those acting or purporting to act on their behalf acknowledge full satisfaction of, and shall be conclusively deemed to have fully, finally, and forever settled, released, and discharged all the Released Parties of and from all Claims arising before the Effective Date whether known or unknown, matured or unmatured, foreseen or unforeseen, suspected or unsuspected, accrued or unaccrued which the Chart Settlement Class Members ever had or now have resulting from or arising out of claims capable of being brought under Section 609(c) of the FCRA (15 U.S.C. § 1681g(c)) (the “Chart Settlement Class Released Claims”).
Subject to the Court’s approval, the Chart Settlement Class Members shall be bound by this Settlement Agreement and all of their Chart Settlement Class Released Claims shall be dismissed with prejudice and released as against the Released Parties, even if they never received actual notice of the settlement prior to the hearing for final approval of the settlement in this Litigation.
7.4.2 Waiver of California Civil Code §1542 Chart Settlement Class Members acknowledge that they are aware that they may hereafter discover facts in addition to or different from those that they or Class Counsel now know or believe
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to be true with respect to the subject matter of this Litigation and the Chart Settlement Class Released Claims, but it is their intention to, and they do upon the Effective Date of this Settlement Agreement, fully, finally, and forever settle and release any and all Chart Settlement Class Released Claims, without regard to the subsequent discovery or existence of such different additional facts. Chart Settlement Class Members waive any and all rights and benefits afforded by California Civil Code § 1542, which provides as follows:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. Chart Settlement Class Members and Class Counsel understand and acknowledge the significance of this waiver of California Civil Code Section 1542 and/or of any other applicable federal or state law relating to limitations on releases. 7.4.3 Binding Release Upon the Effective Date, no default by any person in the performance of any covenant or obligation under this Settlement Agreement or any order entered in connection therewith shall affect the dismissal of the Litigation, the res judicata effect of the Final Judgment and Order, the foregoing releases, or any other provision of the Final Judgment and Order; provided, however, that all other legal and equitable remedies for violation of a court order or breach of this Settlement Agreement shall remain available to all Parties. 7.4.4 Representation of Opt-Outs Class Counsel agree that this Settlement Agreement is fair, reasonable, and in the best interests of the Chart Settlement Class Members. Based upon unique circumstances here, Class Counsel agree that class members who seek to opt-out should be represented by counsel who do
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not agree that the Settlement Agreement is fair, reasonable, and in the best interests of the Chart Settlement Class Members. Accordingly, Class Counsel shall, if contacted, refer any such optouts to the applicable state bar association or other referral organization for other appropriate counsel in any subsequent litigation of claims by such opt-outs against Defendant.
7.4.5 Opt-Out from Chart Settlement Class 7.4.5.1 Requests for Exclusion All Chart Settlement Class Members shall be given the opportunity to opt out of the Chart Settlement Class by submitting a Request for Exclusion. All Requests for Exclusion must be in writing, sent to the Settlement Administrator and postmarked no later than thirty (30) days before the Final Approval Hearing. To be valid, a Request for Exclusion must be personally signed and must include: (i) name, address and telephone number; (ii) and a statement substantially to the effect that: “I request to be excluded from the Chart Settlement Class in Stokes v. RealPage, Inc., Case No. 2:15-cv-01520-JP, and Jenkins v. RealPage, Inc., Case No. 2:15-cv-03894-JP, United States District Court, Eastern District of Pennsylvania.” A Request for Exclusion submitted on the Opt-Out Form shall be presumed valid. Notwithstanding the foregoing, no person within the Chart Settlement Class, or any person acting on behalf of or in concert or participation with that person, may submit a Request for Exclusion of any other person within the Chart Settlement Class. Requests for Exclusion submitted en masse will be invalid. 7.4.5.2 Verification of Opt-Outs by Settlement Administrator The Settlement Administrator shall provide copies of the Requests for Exclusion to the Parties no later than ten (10) business days before the Final Approval Hearing. By that same date, the Settlement Administrator shall provide to Class Counsel, who shall file it with the Court, a declaration verifying that notice has been provided to the Chart Settlement Class as set forth herein
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and listing all of the valid opt-outs received. 7.4.5.3 Effect of Opt-Out from Chart Settlement Class
All individuals within the Chart Settlement Class who timely submit a valid Request for Exclusion will exclude themselves from the Chart Settlement Class and will preserve their ability to independently pursue, at their own expense, any individual, non-class, non-representative claims he or she claims to have against Defendant. Any such individual within the Chart Settlement Class who so opts out will not be bound by further orders or judgments in the Action as it relates to the Chart Settlement Class, and will preserve their ability to independently pursue, at their own expense, any individual, non-class, non-representative claims for damages they may have against Defendant. In the event of ambiguity as to whether someone has requested to be excluded, the Chart Settlement Class Member shall be deemed not to have requested exclusion pursuant to this Section. No person who has opted out of the Chart Settlement Class may object to any part of this Settlement Agreement.
7.4.5.4 Objections from Chart Settlement Class Members Any Chart Settlement Class Member who has not previously opted-out in accordance with the terms above and who intends to object to this Settlement Agreement must file their objection in writing with the Court no later than sixty (60) days after mailing of the Chart Settlement Class Mail Notice, and must concurrently serve the objection on all counsel in this action and the Settlement Administrator. The objection must include the following: (1) the Chart Settlement Class Member’s full name, address and current telephone number, (2) if the individual is represented by counsel, the name and telephone number of their counsel, (3) all objections and the basis for any such objections stated with specificity, (4) the identity of any witnesses the objector may call to testify, (5) a listing of all exhibits the objector intends to introduce into evidence at the
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Final Approval Hearing as well as true and correct of copies of such exhibits, and (6) a statement of whether the objector intends to appear at the Final Approval Hearing, either with or without counsel. Any Chart Settlement Class Member who fails to timely file and serve a written objection pursuant to this Paragraph shall not be permitted to object to the approval of the Settlement or this Settlement Agreement and shall be foreclosed from seeking any review of the Settlement or the terms of the Settlement Agreement by appeal or other means.
8. SETTLEMENT FUNDS 8.1 Settlement Funds Within thirty (30) days after the Effective Date, Defendant shall deposit the Expungement Settlement Fund into the Expungement Escrow Account and the Source and Chart Settlement Fund into the Source and Chart Escrow Account. These two Settlement Funds will be the amount awarded by the Court as the total monetary consideration to the Settlement Classes identified in this Settlement Agreement, and inclusive of any and all payment of attorneys’ fees, costs, administrative fees, notice expenses, and any other expenses described herein. The amount awarded by the Court as the Expungement Settlement Fund shall total, and not exceed, One Hundred Forty-Three Thousand Dollars ($143,000.00). The amount awarded by the Court as the Source and Chart Settlement Fund shall total, and not exceed, Nine Hundred Thirty-Six Thousand Two Hundred Dollars ($936,200.00). Defendant shall not be ordered or required to pay any other award or any other fees, costs, or expenses aside from the Settlement Funds as provided for herein. The two escrow accounts will be managed by the Escrow Agent. 8.2 Settlement Fund Tax Status
8.2.1 The Parties agree to treat the Settlement Funds as being at all times “qualified settlement funds” within the meaning of Treas. Reg. § 1.468B-1. In addition, the
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Settlement Administrator shall timely make such elections as necessary or advisable to carry out the provisions of this Subsection, including the “relation back election” (as defined in Treas. Reg. § 1.468B-1) back to the earliest permitted date. Such elections shall be made in compliance with the procedures and requirements contained in such regulations. It shall be the responsibility of the Settlement Administrator to timely and properly prepare and deliver the necessary documentation for signature by all necessary parties, and thereafter to cause the appropriate filing to occur.
8.2.2 For the purpose of Treasury Regulation § 1.468B of the Internal Revenue Code of 1986, as amended, and the regulations promulgated thereunder, the “administrator” shall be the Settlement Administrator. The Settlement Administrator shall timely and properly file all informational and other tax returns necessary or advisable with respect to the Settlement Funds (including, without limitation, the returns described in Treas. Reg. § 1.468B-2(k)). Such returns shall be consistent with this Subsection and in all events shall reflect that all Taxes (including any estimated Taxes, interest or penalties) on the income earned by the Settlement Funds shall be paid out of the respective settlement fund as provided herein.
8.2.3 All (a) Taxes (including any estimated Taxes, interest or penalties) arising with respect to the income earned by the Settlement Funds, including any Taxes or tax detriments that may be imposed upon the Released Parties with respect to any income earned by the Settlement Funds for any period during which the Settlement Funds do not qualify as a “qualified settlement fund” for federal or state income tax purposes (“Taxes”), and (b) expenses and costs incurred in connection with the operation and implementation of this Subsection (including, without limitation, expenses of tax attorneys and/or accountants and mailing and distribution costs and expenses relating to filing (or failing to file) the returns (“Tax Expenses”)), shall be paid out of the respective settlement fund for which the income was earned or expense or cost incurred; in
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no event shall the Released Parties have any responsibility for or liability with respect to the Taxes or the Tax Expenses. The Settlement Administrator shall indemnify and hold the Released Parties harmless for Taxes and Tax Expenses (including, without limitation, Taxes payable by reason of any such indemnification). Further, Taxes and Tax Expenses shall be timely paid by the Settlement Administrator out of the two Settlement Funds without prior order from the Court, and the Escrow Agent shall be obligated (notwithstanding anything herein to the contrary) to withhold from distribution any funds necessary to pay such amounts, including the establishment of adequate reserves for any Taxes and Tax Expenses (as well as any amounts that may be required to be withheld under Treas. Reg. § 1.468B-2(l)); the Released Parties are not responsible therefore nor shall they have any liability with respect thereto. The Parties hereto agree to cooperate with the Settlement Administrator, each other, and their tax attorneys and accountants to the extent reasonably necessary to carry out the provisions of this Section.
8.3 Attorneys’ Fees, Costs, and Other Expenses Paid from Settlement Funds No later than ten (10) business days prior to the Final Approval Hearing, Class Counsel shall make an application to the Court for an award of attorneys’ fees, costs, and other expenses for their representation of the Expungement Settlement Class, Source Settlement Class, and Chart Settlement Class to be paid from, and not to exceed one-third (1/3) of, each of the respective Settlement Funds. Class Counsel’s application shall also request that the Court specifically approve all of the terms of this section. Defendant agrees not to oppose or object to the application by Class Counsel for attorneys’ fees, costs, and other expenses in an amount to be paid exclusively from the Settlement Funds. The award shall include all fees, costs, and other expenses for all attorneys (and their employees, consultants, experts, and other agents) who performed work in connection with the Litigation of the claims on behalf of the Expungement Settlement Class
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Members, the Source Settlement Class Members, and the Chart Settlement Class Members. Regardless of the number of attorneys sharing in the Court’s award of attorneys’ fees, costs, and other expenses, the Defendant shall not be required to pay any award in addition to or in excess of the Settlement Funds. This agreement with respect to attorneys’ fees, costs, and other expenses was not negotiated until after the substantive terms of this Settlement Agreement (including, without limitation, the injunctive relief and amount of the Settlement Funds) had been negotiated and agreed upon during the mediations and subsequent settlement discussions.
8.3.1 Service Awards Paid from Settlement Funds No later than ten (10) business days prior to the Final Approval Hearing, Named Plaintiffs shall make an application to the Court for the Court’s approval of a Service Award of $10,000 for each Named Plaintiff to be paid from the Settlement Funds. Defendant agrees not to oppose a Service Award of $10,000 for each Named Plaintiff to be paid from the Settlement Funds. The Parties’ agreement to the foregoing Service Award was not negotiated until after the substantive terms of this Settlement Agreement (including, without limitation, the injunctive relief and amount of the Settlement Funds) had been negotiated and agreed upon during mediations and subsequent settlement discussions. These Service Awards shall constitute the sole consideration for such individuals being Named Plaintiffs, and shall be made separately from any attorneys’ fees.
8.3.2 Payment Schedule If Class Counsel’s request for an award of attorneys’ fees, costs, and other expenses has been finally approved by the Court and upheld on any appeal, then, after funding of the Expungement Escrow Account and Source and Chart Escrow Account, the Escrow Agent shall disburse the respective amounts of such award from the escrow accounts to Class Counsel within thirty-five (35) days after the Effective Date. The Service Awards, subject to Court approval, shall
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be paid in the amount approved by the Court within the later of: (1) thirty-five (35) days after the Effective Date; or (2) fourteen (14) days after receipt by the Escrow Agent of each Named Plaintiff’s completed W-9 form.
The Escrow Agent shall provide an accounting of the Expungement Escrow Account and the Source and Chart Escrow Account within forty-five (45) days after the Effective Date, which shall include any past, pending, or expected disbursements of attorneys’ fees and service awards as well as any and all administrative expenses incurred or expected. All administrative fees and costs, including the costs of providing notice to class members hereunder, must then be paid out of the respective Settlement Funds prior to any disbursements to any class members.
Any amounts remaining in the Expungement Escrow Account after the payments detailed above for attorneys’ fees, costs, Service Awards, administrative fees, and class notice costs and expenses shall be distributed to each Expungement Settlement Class who provides a completed W-9 form to the Escrow Agent with each member of the Expungement Settlement Class receiving an equal share of that amount from the Escrow Agent.
Any amounts remaining in the Source and Chart Escrow Account after the payments detailed above for attorneys’ fees, costs, Service Awards, administrative fees, and class notice costs and expenses shall be distributed to the Source Settlement Class by the Escrow Agent with each member of the Source Settlement Class receiving an equal share of that amount.
The Escrow Agent shall make one attempt to deliver any payments returned as undeliverable within 45 days of the initial mailing. Any checks not cashed within 90 days of delivery (or any checks that were undeliverable) shall revert to the respective escrow account on which they were to be drawn. The Escrow Agent shall provide an accounting of the Expungement Escrow Account and Source and Chart Escrow Account one hundred fifty (150) days after the
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Effective Date, which will include an accounting of all administrative expenses and costs. Within fourteen (14) days following this accounting, any remaining funds shall be used to reimburse the Defendant for the monies paid by Defendant for the CAFA notices required by sections 5.2.5, 6.2.5, and 7.2.5. If any monies remain after reimbursing Defendant for the CAFA notices, the remaining funds shall be paid to the Actual Innocence Clinic at The University of Texas School of Law, a non-profit entity, and which the Parties jointly submit to the Court for approval as a cy pres award in this action; provided, however, that such grant must stipulate that the grant amount may not be used in furtherance of litigation.
9. NAMED PLAINTIFFS’ RELEASE OF CLAIMS 9.1.1 Release of All Claims In consideration of the covenants and obligations provided for hereunder, the Named Plaintiffs, and each of them, and his or her respective spouses, heirs, executors, administrators, representatives, agents, attorneys, partners, successors, predecessors, assigns, and all those acting or purporting to act on their behalf acknowledge full satisfaction of, and shall be conclusively deemed to have fully, finally, and forever settled, released, and discharged all the Released Parties of and from all Claims arising before the Effective Date whether known or unknown, matured or unmatured, foreseen or unforeseen, suspected or unsuspected, accrued or unaccrued which the Named Plaintiffs ever had or now have resulting from or arising out of the facts and circumstances that were alleged (or that could have been alleged) in the Litigation, or any other complaints, pleadings or other papers filed or to be filed in the Litigation, including (but not limited to) any claims capable of being brought under the FCRA (15 U.S.C. §§ 1681, et seq.) (“Named Plaintiffs’ Released Claims”). The Named Plaintiffs further forever release, waive, and agree to be barred from asserting any claims arising out of or relating to the claims in the Litigation on a class or other aggregate
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basis. This includes initiating or joining a lawsuit filed as a class action (certified or uncertified) or other aggregate proceedings, either as a named plaintiff or a class member.
9.2 Waiver of California Civil Code §1542 The Named Plaintiffs acknowledge that they are aware that they may hereafter discover facts in addition to or different from those that they or Class Counsel now know or believe to be true with respect to the subject matter of this Litigation and the Named Plaintiffs’ Released Claims, but it is their intention to, and they do upon the Effective Date of this Settlement Agreement, fully, finally, and forever settle and release any and all of the Named Plaintiffs’ Released Claims, without regard to the subsequent discovery or existence of such different additional facts. The Named Plaintiffs waive any and all rights and benefits afforded by California Civil Code § 1542, which provides as follows:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR. The Named Plaintiffs and Class Counsel understand and acknowledge the significance of this waiver of California Civil Code Section 1542 and/or of any other applicable federal or state law relating to limitations on releases.
10. ENTRY OF FINAL JUDGMENT AND ORDER The Parties shall jointly seek entry by the Court of a Final Judgment and Order that includes provisions: a) granting final approval of this Settlement Agreement, and directing its implementation pursuant to its terms and conditions;
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b) ruling on Class Counsel’s applications for attorneys’ fees, costs, and other expenses;
c) enjoining Defendant according to the specific terms as provided in Sections 5.3.1, 6.3.1, and 7.3.1;
d) discharging and releasing the Released Parties, and each of them, from the Expungement Settlement Class Released Claims, Source Settlement Class Released Claims, and Chart Settlement Class Released Claims as provided in Sections 5.4, 6.4, and 7.4, respectively;
e) permanently barring and enjoining all Expungement Settlement Class Members from instituting, maintaining, or prosecuting, either directly or indirectly, any lawsuit that asserts Expungement Settlement Class Released Claims;
f) permanently barring and enjoining all Source Settlement Class Members from instituting, maintaining, or prosecuting, either directly or indirectly, any lawsuit that asserts Source Settlement Class Released Claims;
g) permanently barring and enjoining all Chart Settlement Class Members from instituting, maintaining, or prosecuting, either directly or indirectly, any lawsuit that asserts Chart Settlement Class Released Claims;
h) directing that the Litigation be dismissed with prejudice and without costs; i) stating pursuant to Federal Rules of Civil Procedure, Rule 54(b) that there is no just reason for delay and directing that the Final Judgment and Order is a final, appealable order; and j) reserving to the Court continuing and exclusive jurisdiction over the Parties with respect to the Settlement Agreement and the Final Judgment and Order as provided in Section 12.4.
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11. TERMINATION Defendant’s willingness to settle this Litigation on a class-action basis and to agree to the accompanying certification of the tentative Expungement Settlement Class, Source Settlement Class, and Chart Settlement Class is dependent upon achieving finality in this Litigation and the desire to avoid the expense of this and other litigation. Consequently, Defendant has the right to terminate this Settlement Agreement, declare it null and void, and have no further obligations under this Settlement Agreement to the Named Plaintiffs or to members of the Expungement Settlement Class, Source Settlement Class, or Chart Settlement Class, if any of the following conditions subsequent occurs: a) the Parties fail to obtain and maintain preliminary approval of the proposed settlement of the Expungement Settlement Class Claims; b) the Parties fail to obtain and maintain preliminary approval of the proposed settlement of the Source Settlement Class Claims; c) the Parties fail to obtain and maintain preliminary approval of the proposed settlement of the Chart Settlement Class Claims; d) any court requires a notice program in addition to or in any form other than as specifically set forth in Sections 5.2, 6.2, and 7.2, and attached Exhibits E through G; e) any court requires Defendant to comply with obligations or requirements that are greater than or materially different from the Expungement Settlement Class Injunctive Relief; f) any court requires Defendant to comply with obligations or requirements that are greater than or materially different from the Source Settlement Class Injunctive Relief; g) any court requires Defendant to comply with obligations or requirements that are greater than or materially different from the Chart Settlement Class Injunctive Relief;
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h) any court orders the Defendant to pay, in the aggregate, and inclusive of attorneys’ fees, costs, and other expenses in connection with the Litigation, in excess of One Hundred FortyThree Thousand Dollars ($143,000.00) in connection with the settlement of the Expungement Settlement Class.
i) any court orders the Defendant to pay, in the aggregate, and inclusive of attorneys’ fees, costs, and other expenses in connection with the Litigation, in excess of Nine Hundred ThirtySix Thousand Two Hundred Dollars ($936,200.00) in connection with the settlement of the Source Settlement Class;
j) any court orders the Defendant to pay, in the aggregate, and inclusive of attorneys’ fees, costs, and other expenses in connection with the Litigation, any sum of money in connection with the settlement of the Chart Settlement Class,
k) more than six (6) members of the Expungement Settlement Class opt out of the proposed settlement;
l) more than 93 members of the Source Settlement Class opt out of the proposed settlement;
m) more than 300 members of the Chart Settlement Class opt out of the proposed settlement;
n) the Court fails to enter a Final Judgment and Order consistent with the provisions in Section 10;
o) the settlement of the Expungement Settlement Class Claims is not upheld on appeal, including review by the United States Supreme Court;
p) the settlement of the Source Settlement Class Claims is not upheld on appeal, including review by the United States Supreme Court;
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q) the settlement of the Chart Settlement Class Claims is not upheld on appeal, including review by the United States Supreme Court;
r) the Effective Date does not occur for any reason, including but not limited to the entry of an order by any court that would require either material modification or termination of the Settlement Agreement; or
s) the Defendant’s insurer or insurers refuse to or otherwise fail to fund in full the Settlement Funds as provided for herein, subject to the exhaustion of the self-insured retention, if the Defendant gives notice of the termination of this Settlement Agreement within fifteen (15) days after the deadline for funding.
In addition, the Named Plaintiffs, Expungement Settlement Class, Source Settlement Class, Chart Settlement Class, or Class Counsel may cancel or terminate this Settlement Agreement in the event that the total number of Expungement Settlement Class Members exceeds one-hundred fifty (150), or the total number of Source Settlement Class Members exceeds five thousand (5,000), unless the Defendant then agrees to proportionately increase the amount of the Settlement Funds. In the event that the above right to cancel or terminate is exercised, then Defendant shall have no further obligations under this Settlement Agreement to the Named Plaintiffs, the Expungement Settlement Class, the Source Settlement Class, or the Chart Settlement Class, and shall have the right to terminate the entire Settlement Agreement and declare it null and void.
The failure of the Court or any appellate court to approve in full the request by Class Counsel for attorneys’ fees, costs, and other expenses shall not be grounds for the Named Plaintiffs, the Expungement Settlement Class, the Source Settlement Class, Chart Settlement Class, or Class Counsel to cancel or terminate this Settlement Agreement. The failure of the Court or any appellate court to approve in full the request of any Named Plaintiff for his or her Service Award
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shall not be grounds for the Named Plaintiffs, the Expungement Settlement Class, the Source Settlement Class, Chart Settlement Class, or Class Counsel to cancel or terminate this Settlement Agreement.
If the Settlement Agreement is not finally approved, is not upheld on appeal, or is otherwise terminated for any reason before the Effective Date, then the Expungement Settlement Class, the Source Settlement Class, and the Chart Settlement Class shall all be decertified; the Settlement Agreement and all negotiations, proceedings, and documents prepared, and statements made in connection therewith, shall be without prejudice to any Party and shall not be deemed or construed to be an admission or confession by any Party of any fact, matter, or proposition of law; and all Parties shall stand in the same procedural position as if the Settlement Agreement had not been negotiated, made, or filed with the Court.
12. MISCELLANEOUS PROVISIONS 12.1 Best Efforts to Obtain Court Approval Named Plaintiffs and Defendant, and the Parties’ counsel, agree to use their best efforts to obtain Court approval of this Settlement Agreement, subject, however, to Defendant’s rights to terminate the Settlement Agreement, as provided herein. 12.2 No Admission This Settlement Agreement, whether or not it shall become final, and any and all negotiations, communications, and discussions associated with it, shall not be: a) offered or received by or against any Party as evidence of, or be construed as or deemed to be evidence of, any presumption, concession, or admission by a Party of the truth of any fact alleged by Named Plaintiffs or defense asserted by Defendant, of the validity of any Claim that has been or could have been asserted in the Litigation, or the deficiency of any defense that
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has been or could have been asserted in the Litigation, or of any liability, negligence, fault, or wrongdoing on the part of Named Plaintiffs or Defendant;
b) offered or received by or against Named Plaintiffs or Defendant as a presumption, concession, admission, or evidence of any violation of the FCRA or FCRA State Equivalents, or any state or federal statute, law, rule, or regulation or of any liability or wrongdoing by Defendant, or of the truth of any of the Claims, and evidence thereof shall not be directly or indirectly, in any way, (whether in the Litigation or in any other action or proceeding), except for purposes of enforcing this Settlement Agreement and the Final Judgment and Order including, without limitation, asserting as a defense the release and waivers provided herein;
c) offered or received by or against Named Plaintiffs or Defendant as evidence of a presumption, concession, or admission with respect to a decision by any court regarding the certification of a class, or for purposes of proving any liability, negligence, fault, or wrongdoing, or in any way referred to for any other reason as against Defendant, in any other civil, criminal, or administrative action or proceeding, other than such proceedings as may be necessary to effectuate the provisions of this Settlement Agreement; provided, however, that if this Settlement Agreement is approved by the Court, then Named Plaintiffs or Defendant may refer to it to enforce their rights hereunder; or
d) construed as an admission or concession by Named Plaintiffs, the Expungement Settlement Class, the Source Settlement Class, the Chart Settlement Class, or Defendant that the consideration to be given hereunder represents the relief that could or would have been obtained through trial in the Litigation.
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12.3 Process for Resolution of Disputes Regarding Compliance with Settlement Agreement
If any member of the Expungement Settlement Class, the Source Settlement Class, or Chart Settlement Class has a claim or dispute regarding Defendant’s compliance with this Settlement Agreement, including but not limited to the injunctive relief provided for herein, then such Class Member first must submit, pro se or through counsel, his or her dispute directly to the Defendant before taking any other action. Upon receipt of such a dispute, the Defendant will investigate the dispute and respond to the Class Member within thirty days. The Defendant’s response must state the results of the Defendant’s investigation of the allegation of non-compliance with the Settlement Agreement and any action taken or to be taken to address the Class Member’s dispute; or, if additional information is required for the Defendant to complete its investigation, the Defendant’s response must identify the specific additional information that is required. Upon the Class Member’s submission of all of the additional information required (as set forth in the Defendant’s response), the Defendant will have thirty days to complete its investigation of the Class Member’s dispute regarding the allegation of non-compliance with the Settlement Agreement and to provide a response containing the results of its investigation and any action taken or to be taken to address the dispute.
If, after the dispute resolution process described above has been completed, the Class Member wants to seek additional remedies, then he or she may submit his or her dispute regarding the allegation of non-compliance with the Settlement Agreement to the Court (pursuant to the Court’s retention of exclusive jurisdiction under Section 12.4) under the caption for this Litigation. The Class Member’s submission to the Court must include copies of all correspondence between the Class Member and the Defendant regarding the dispute prior to the submission. The Court shall have exclusive and sole jurisdiction to resolve the dispute.
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This section is not intended to govern or apply to allegations of a violation of state or federal law, such as the FCRA, except as might otherwise relate to Defendant’s compliance with this Settlement Agreement.
12.4 Court’s Jurisdiction The Court shall retain jurisdiction with respect to implementation and enforcement of the terms of the Settlement Agreement. The Court also shall retain exclusive jurisdiction (a) over any subsequent claim against Defendant subject to the dispute process described in Section 12.3 and (b) over any determination of whether a subsequent suit is released by the Settlement Agreement. Any such subsequent suit against Defendant necessarily raises the threshold issue of whether the plaintiff in such suit is a member of the Expungement Settlement Class, the Source Settlement Class, or the Chart Settlement Class in this Litigation such that his or her subsequent suit is prohibited under the terms of this Settlement Agreement.
12.5 Settlement Notices Except for the Expungement Settlement Class Notice Plan, the Source Settlement Class Notice Plan, and the Chart Settlement Class Notice Plan as provided for in Sections 5.2, 6.2 and 7.2 above, all other notices or formal communications under this Settlement Agreement shall be in writing and shall be given (i) by hand delivery; (ii) by registered or certified mail, return receipt requested, postage pre-paid; or (iii) by overnight courier to counsel for the Party to whom notice is directed at the following addresses: For the Named Plaintiffs, the Expungement Settlement Class, the Source Settlement Class, and the Chart Settlement Class:
James Arthur Francis John Soumilas David A. Searles
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Lauren K.W. Brennan Francis & Mailman PC Land Title Building 100 S. Broad Street, 19th Floor Philadelphia, PA 19110
Sharon M. Dietrich Community Legal Services, Inc. 1424 Chestnut Street Philadelphia, PA 19102
Kristi C. Kelly Andrew J. Guzzo 4084 University Drive Suite 202A Fairfax, VA 22030
For Defendant:
David Monk Chief Legal Officer RealPage, Inc. 2201 Lakeside Blvd. Richardson, TX 75082
Mark Alan Aronchick Sharon F. McKee One Logan Square, 27th Floor 18th & Cherry Streets Philadelphia, PA 19103-6933
Ronald I. Raether, Jr. Troutman Sanders LLP 5 Park Plaza Suite 1400 Irvine, CA 92614
Counsel may designate a change of the person to receive notice or a change of address,
from time to time, by giving notice to all Parties in the manner described in this Section.
12.6 Administrative Costs
Except as otherwise provided for herein, each of the Named Plaintiffs and the Defendant
shall be solely responsible for his, her, or its own costs and expenses.
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12.7 Taxes Named Plaintiffs and Class Counsel shall be responsible for paying any and all federal, state, and local taxes due on any payments made to them pursuant to the Settlement Agreement.
12.8 Communication with Customers, Business Contacts, and Members of the Public
Defendant reserves the right to communicate with its customers, business contacts, and members of the public in the ordinary course of business. The Parties further agree to cooperate with each other and the Settlement Administrator in connection with any communications to respective class members or others, as may be necessary to effectuate the terms of this Settlement Agreement.
12.9 Confidentiality of Discovery Materials and Information The Parties, their counsel, and any experts in this Litigation, agree that they remain subject to the Court’s Stipulated Protective Order dated March 3, 2015 entered in the Jenkins Action.
12.10 Complete Agreement This Settlement Agreement is the entire, complete agreement of each and every term agreed to by and among Named Plaintiffs, the Expungement Settlement Class, the Source Settlement Class, the Chart Settlement Class, Defendant, and their counsel. In entering into this Settlement Agreement, no Party has made or relied on any warranty or representation not specifically set forth herein. This Settlement Agreement shall not be modified except by a writing executed by all the Parties.
12.11 Headings for Convenience Only The headings in this Settlement Agreement are for the convenience of the reader only and shall not affect the meaning or interpretation of this Settlement Agreement.
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12.12 Severability In the event that any provision hereof becomes or is declared by a court of competent jurisdiction to be illegal, unenforceable, or void, this Agreement shall continue in full force and effect without said provision to the extent Defendant does not exercise its right to terminate under Section 11.
12.13 No Party Is the Drafter None of the Parties to this Settlement Agreement shall be considered to be the primary drafter of this Settlement Agreement or any provision hereof for the purpose of any rule of interpretation or construction that might cause any provision to be construed against the drafter.
12.14 Binding Effect This Settlement Agreement shall be binding according to its terms upon, and inure to the benefit of, the Named Plaintiffs, the Expungement Settlement Class, the Source Settlement Class, the Chart Settlement Class, the Defendant, the Released Parties, and their respective successors and assigns.
12.15 Authorization to Enter Settlement Agreement The individual signing this Settlement Agreement on behalf of the Defendant represents that s/he is fully authorized by the Defendant to enter into, and to execute, this Settlement Agreement on its behalf. Class Counsel represent that they are fully authorized to conduct settlement negotiations with counsel for Defendant on behalf of Named Plaintiffs, and to enter into, and to execute, this Settlement Agreement on behalf of the Expungement Settlement Class, the Source Settlement Class, and the Chart Settlement Class, subject to Court approval pursuant to Federal Rules of Civil Procedure, Rule 23(e). Each Named Plaintiff enters into and executes this Settlement Agreement on behalf of himself or herself, and as a representative of and on behalf
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12.16 Execution in Counterparts Named Plaintiffs, Class Counsel, Defendant, and Defendant’s counsel may execute this Settlement Agreement in counterparts, and the execution of counterparts shall have the same effect as if all Parties had signed the same instrument. Facsimile and scanned signatures shall be considered as valid signatures as of the date signed, although the original signature pages shall thereafter be appended to the Settlement Agreement. This Settlement Agreement shall not be deemed executed until signed by all Named Plaintiffs, by all Class Counsel, and by counsel for and representatives of Defendant.
[SIGNATURES ON FOLLOWING PAGES]
58

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1 9

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Case 2:15-cv-01520-JP Document 51-2 Filed 06/30/17 Page 67 of 96
Counsel for Defendant RealPage,Inc.: ~~~
Marls Alan Aroncl~ick Sharon F. McKee One Logan Square, 27th Floor 18th &Cherry Streets Philadelplua,PA 19103-6933 Ronald I. Raether, Jr. Troutman Sanders LLP 5 Parlc Plaza Suite 1400 Irvine, CA 92614
.~

Case 2:15-cv-01520-JP Document 51-2 Filed 06/30/17 Page 68 of 96
EXHIBIT A

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[INSERT DATE]

Via Overnight Delivery
The United States Attorney General and All State Attorneys General Identified on the Attached Service List

Re: Notice Pursuant to the Class Action Fairness Act of 2005 in connection with Stokes v. RealPage, Inc., Case No. 2:15-cv-01520-JP (E.D. Penn) and Jenkins v. RealPage, Inc., Case No. 2:15-cv-03894JP (E.D. Penn)

Dear Sir or Madam:

On behalf of RealPage, Inc. (“Defendant”), and in accordance with the requirements of the Class Action Fairness Act of 2005, see 28 U.S.C. § 1715(b), this letter provides notice of a proposed settlement of the putative class actions captioned Stokes v. RealPage, Inc., Case No. 2:15-cv-01520-JP (E.D. Penn) and Jenkins v. RealPage, Inc., Case No. 2:15cv-03894-JP (E.D. Penn).

Section 1715 requires defendants participating in a proposed class action settlement to serve upon appropriate federal and state officials a notice containing information responsive to eight items enumerated in the statute. Defendant’s responses to each of these items are below. Also enclosed is a CD containing documents relating to the settlement, as required by Section 1715. If you have any difficulty accessing any of the documents on the enclosed CD, please contact the undersigned.

Item 1:

A copy of the complaint, any materials filed with the complaint, and any amended complaints. 28 U.S.C. § 1715(b)(1).

Plaintiff Helen Stokes (“Stokes”) filed a Class Action Complaint on March 3, 2015 in the United States District Court for the Eastern District of Pennsylvania, a copy of which is included on the enclosed CD as Exhibit 1. Plaintiff Stokes did not attach any materials to the Class Action Complaint and has not filed any amendment to the Class Action Complaint.

Plaintiff James Jenkins (“Jenkins”) filed a Class Action Complaint on November 5, 2014 in the United States District Court for the Eastern District of Virginia, a copy of which

Case 2:15-cv-01520-JP Document 51-2 Filed 06/30/17 Page 70 of 96

[INSERT DATE] Page 2

is included on the enclosed CD as Exhibit 2. Plaintiff Jenkins did not attach any materials to the Class Action Complaint and has not filed any amendment to the Class Action Complaint. On July 13, 2015, the Jenkins Action was transferred from the United States District Court for the Eastern District of Virginia to the United States District Court for the Eastern District of Pennsylvania as a case related to the Stokes Action.

Item 2:

Notice of any scheduled judicial hearing in the class action. 28 U.S.C. § 1715(b)(2).

On [_____], 2017, the Court scheduled a hearing on the Joint Motion for Preliminary Approval of Settlement for [_____], 2017, at [_____] a.m.

Items 3 and 4: Any proposed or final notification to the class members. 28 U.S.C. § 1715(b)(3); any proposed or final class action settlement. 28 U.S.C. § 1715(b)(4).

The parties have executed a Settlement Agreement and Release, which constitutes the proposed class action settlement. A copy of the agreement is included on the enclosed CD as Exhibit 3. On June __, 2017, the parties filed the Joint Motion for Preliminary Approval of Proposed Settlement (the “Joint Motion”). The Joint Motion explains the history of the litigation and summarizes the terms of the settlement. A copy of the Joint Motion is included on the enclosed CD as Exhibit 4. The Exhibits to the Joint Motion include notice plans for three classes. The Joint Motion and all of its Exhibits are included on the enclosed CD.

The Parties’ motion seeks approval of three settlement classes. Separate notice plans are proposed for the three classes. The notice plan for the Expungement Settlement Class provides for notice to class members through a combination of mail and email notice, and a class settlement website. The mail notice is included on the enclosed CD as Exhibit 5. The notice plan for the Source Settlement Class provides for notice to class members through a combination of a class settlement website and email and mail notice. The mail notice is included on the enclosed CD as Exhibit 6. The notice plan for the Chart Settlement Class provides for notice to class members through a combination of a class settlement website and email and mail notice. The mail notice is included on the enclosed CD as Exhibit 7.

Item 5: Any settlement or other agreement contemporaneously made between class counsel and counsel for the defendant. 28 U.S.C. § 1715(b)(5).

No settlement or other agreement was contemporaneously made between counsel for Defendants, on the one hand, and class counsel or counsel to the Plaintiffs.

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[INSERT DATE] Page 3

Item 6: Any final judgment or notice of dismissal. 28 U.S.C. § 1715(b)(6).

No final judgment or notice of dismissal has yet been entered.

Item 7:

Either (i) the names of class members who reside in each State and estimated proportionate share of such members to the entire settlement; or, (ii) if not feasible, a reasonable estimate of the number of class members residing in each State and estimated proportionate share of such members to the entire settlement. 28 U.S.C. § 1715(a)(7)(A)-(B).

A list of the Expungement Settlement Class Members who reside in each state in included on the enclosed CD as Exhibit 8.

A list of the Source Settlement Class Members who reside in each state in included on the enclosed CD as Exhibit 9.

A list of the Chart Settlement Class Members who reside in each state in included on the enclosed CD as Exhibit 10.

Item 8:

Any written judicial opinions relating to subparagraphs (3) through (6) under § 1715. 28 U.S.C. § 1715(b)(8).

The Court has not entered an order or opinion relating to the Joint Motion or any of the matters referenced in Items 3 through 6 above.

*

*

*

The table below provides an index of the materials that we have included on the enclosed CD.

Description 1. Stokes Class Action Complaint filed March 3, 2015 2. Jenkins Class Action Complaint filed November 5, 2014 3. Class Action Settlement Agreement and Release 4. Joint Motion for Preliminary Approval of Proposed Settlement 5. Proposed Form of Mail Notice to the Expungement Settlement Class

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[INSERT DATE] Page 4 6. Proposed Form of Mail Notice to the Source Settlement Class 7. Proposed Form of Mail Notice to the Chart Settlement Class 8. List of Expungement Settlement Class Members 9. List of Source Settlement Class Members 10. List of Chart Settlement Class Members
Sincerely,

Enclosures (CD)

[Name] [Title] American Legal Claims Services, LLC Providing Notification as Settlement Administrator On Behalf of Defendant RealPage, Inc.

cc:

James Arthur Francis

John Soumilas

David A. Searles

Lauren K.W. Brennan

Sharon M. Dietrich

Kristi C. Kelly

Andrew J. Guzzo

David Monk

Mark Alan Aronchick

Sharon F. McKee

Ronald I. Raether, Jr.

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EXHIBIT B

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UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF PENNSYLVANIA

HELEN STOKES, on behalf of herself and all other similarly situated,

Plaintiffs,

v.

Case No. 2:15-cv-01520-JP

REALPAGE, INC.,

Defendant.

JAMES JENKINS, individually and on behalf of all others similarly situated,
Plaintiffs, v. REALPAGE, INC.,
Defendant.

Case No. 2:15-cv-03894-JP

INJUNCTIVE RELIEF ORDER
On [_____], 2017, the Court entered its Order granting the Motion for Final Approval of Class Action Settlement and Entry of Final Judgment and Order (Docket No. ___). Pursuant to that Order and Section 5.3.1 of the Settlement Agreement and Release, dated June __, 2017 (the “Settlement Agreement”), the Court enters this Injunctive Relief Order and hereby orders that Defendant RealPage, Inc. (“Defendant”) comply with the following:
1. For purposes of this Injunctive Relief Order, the Court adopts and incorporates the definitions and meanings of the defined terms set forth in the Settlement Agreement. The terms of this Injunctive Relief Order are intended to reflect the Injunctive Relief provisions in the

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Settlement Agreement and shall not be construed to impose any obligations or requirements in addition to those set forth in the Settlement Agreement.
2. With respect to all criminal records identified on a LifeCycle File as having been expunged, Defendant will confirm with its data supplier that any such criminal records are not included in any database used to produce its tenant screening reports.
3. When a consumer makes a request under Section 609(a) of the FCRA [15 U.S.C. § 1681g(a)] for a copy of that consumer’s file, Defendant agrees to disclose the name of the vendor that retrieved any criminal record information in the consumer’s file at the time of such request.
4. Defendant shall provide the complete chart of federal agencies responsible for enforcing any provision of the FCRA, including the address and any appropriate phone number of each agency, in the long form notice posted on the Settlement Website for as long as the website is operational.
5. DISPUTE RESOLUTION PROCESS 5.1 If any member of the Expungement Settlement Class, the Source
Settlement Class, or Chart Settlement Class has a claim or dispute regarding Defendant’s compliance with this Settlement Agreement, including but not limited to the injunctive relief applicable to that Class Member, then such Class Member first must submit, pro se or through counsel, his or her dispute directly to the Defendant before taking any other action. Upon receipt of such a dispute, the Defendant will investigate the dispute and respond to the Class Member within thirty (30) days. The Defendant’s response must state the results of the Defendant’s investigation of the allegation of non-compliance with the Settlement Agreement and any action
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taken or to be taken to address the Class Member’s dispute; or, if additional information is required for the Defendant to complete its investigation, the Defendant’s response must identify the specific additional information that is required. Upon the Class Member’s submission of all of the additional information required (as set forth in the Defendant’s response), the Defendant will have thirty (30) days to complete its investigation of the Class Member’s dispute regarding the allegation of non-compliance with the Settlement Agreement and to provide a response containing the results of its investigation and any action taken or to be taken to address the dispute.
5.2 If, after the dispute resolution process described above has been completed, the Class Member wants to seek additional remedies, then he or she may submit his or her dispute regarding the allegation of non-compliance with the Settlement Agreement to the Court (pursuant to the Court’s retention of exclusive jurisdiction under Section 12.4 of the Settlement Agreement) under the caption for this Litigation. The Class Member’s submission to the Court must include copies of all correspondence between the Class Member and the Defendant regarding the dispute prior to the submission. The Court shall have exclusive and sole jurisdiction to resolve the dispute.
5.3 Any action by Defendant determined in good faith to be reasonably necessary to comply with any federal, state, or local law, enactment, regulation, or judicial ruling shall not constitute a breach of the Settlement Agreement or this Order. In the event that any obligation that Defendant has agreed to undertake in the Expungement Settlement Class Injunctive Relief, Source Settlement Class Injunctive Relief, or Chart Settlement Class Injunctive Relief becomes inconsistent with any future federal, state, or local law, enactment, regulation, or judicial ruling or if the Expungement Settlement Class, Source Settlement Class, or
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Chart Settlement Class (or any subset thereof) agrees to impose less stringent requirements on any competitor of Defendant, then Defendant shall be released from performing such obligation after notice to the Court and Class Counsel. Any objection to such change in procedure shall be made to the Court by Class Counsel within ten (10) days of such notice. Notwithstanding the above, the Parties agree that the Expungement Settlement Class Injunctive Relief and Source Settlement Class Injunctive Relief provided for herein shall continue for a period of two (2) years.
6. The Court reserves continuing and exclusive jurisdiction over the parties with respect to all matters relating to this Injunctive Relief Order, including its administration, interpretation, effectuation, and enforcement of its provisions pursuant to the dispute resolution process in Section 12.3 of the Settlement Agreement. None of the parties, including any Expungement Settlement Class Member, Source Settlement Class Member, or Chart Settlement Class Member shall be entitled to the recovery of attorney’s fees, costs or other expenses in connection with any efforts to monitor compliance with this Injunctive Relief Order.
IT IS SO ORDERED. DATED: [_____], 2017
HONORABLE JOHN R. PADOVA UNITED STATES DISTRICT JUDGE
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EXHIBIT C

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UNITED STATES DISTRICT COURT EASTERN DISTRICT OF PENNSYLVANIA

HELEN STOKES, on behalf of herself and all other similarly situated,

Plaintiffs,

v.

Case No. 2:15-cv-01520-JP

REALPAGE, INC.,

Defendant.

JAMES JENKINS, individually and on behalf of all others similarly situated,
Plaintiffs, v. REALPAGE, INC.,
Defendant.

Case No. 2:15-cv-03894-JP

FINAL APPROVAL ORDER This matter, having come before the Court on Plaintiffs’ Motion for Final Approval of the proposed class action settlement with Defendant RealPage, Inc.; the Court having considered all papers filed and arguments made with respect to the settlement, and having provisionally certified, by Order entered _______________, 2017, three Settlement Classes, and the Court, being fully advised in the premises, finds that: 1. This action satisfies the applicable prerequisites for class action treatment under Fed. R. Civ. P. 23(a) and (b). The Settlement Classes as defined in the Settlement Agreement are so numerous that joinder of all members is not practicable, there are questions of law and fact common to the Settlement Classes, the claims of the Class Representatives are typical of

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the claims of the Settlement Classes, and the Class Representatives will fairly and adequately protect the interests of the Settlement Classes. Questions of law and fact common to the members of the Settlement Classes predominate over any questions affecting only individual members, and a class action is superior to other available methods for the fair and efficient adjudication of the controversy.
2. Notice to the Settlement Classes required by Rule 23(e) of the Federal Rules of Civil Procedure has been provided in accordance with the Court’s Preliminary Approval Order. Such Notice has been given in an adequate and sufficient manner; constitutes the best notice practicable under the circumstances; and satisfies Rule 23(e) and due process.
3. The Defendant has timely filed notification of this settlement with the appropriate officials pursuant to the Class Action Fairness Act of 2005 (“CAFA”), 28 U.S.C. § 1715. The Court has reviewed such notification and accompanying materials, and finds that the Defendant’s notification complies fully with the applicable requirements of CAFA.
4. The Settlement Agreement was arrived at as a result of arms-length negotiations conducted in good faith by counsel for the parties, and is supported by the Class Representatives.
5. The settlement as set forth in the Settlement Agreement is fair, reasonable and adequate to the members of the Settlement Classes in light of the complexity, expense and duration of litigation and the risks involved in establishing liability, damages and in maintaining the class action through trial and appeal.
6. The relief provided under the settlement constitutes fair value given in exchange for the release of claims only against the Released Parties.
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7. The persons listed on Exhibit A hereto have validly excluded themselves from the
Settlement Classes in accordance with the provisions of the Preliminary Approval Order.
8. The parties and each Class Member have irrevocably submitted to the exclusive
jurisdiction of this Court for any suit, action, proceeding or dispute arising out of the Settlement
Agreement.
9. It is in the best interests of the parties and the Settlement Class Members and
consistent with principles of judicial economy that any dispute between any Settlement Class
Member (including any dispute as to whether any person is a Settlement Class Member) and
any Released Party which in any way relates to the applicability or scope of the Settlement
Agreement or the Final Judgment and Order should be presented exclusively to this Court for
resolution by this Court.
IT IS THEREFORE ORDERED, ADJUDGED AND DECREED THAT:
10. This action is a class action against Defendant RealPage, Inc. on behalf of three
classes of consumers defined as follows (the “Settlement Classes”):
The Chart Settlement Class: All persons residing in the United States of America (including its territories and Puerto Rico) who, from November 5, 2012 through the date when the Court enters its Preliminary Approval Order, requested a copy of their consumer report from Defendant, and received with the disclosure a chart that failed to provide the full address and phone number for every agency responsible for enforcing any provision of the FCRA.
The Expungement Settlement Class: All persons residing in the United States of America (including its territories and Puerto Rico) about whom, from March 3, 2013 through the date when the Court enters its Preliminary Approval Order, about whom Defendant prepared a consumer report which included information regarding one or more criminal cases which at the time the report was prepared by Defendant had been expunged or sealed and a Lifecycle File identified the record as having been expunged or sealed prior to the date of the report.
The Source Settlement Class: All persons residing in the United States of America (including its territories and Puerto Rico) who, from November 5,
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2012 through the date when the Court enters its Preliminary Approval Order, made a request pursuant to Section 609(a) of the FCRA [15 U.S.C. § 1681g(a)] for a file copy, and received a disclosure containing a criminal record in their file which did not include the identity of the public record vendor which had retrieved the criminal record(s) included in their file disclosure. 11. The Settlement Agreement submitted by the parties is finally approved pursuant to Rule 23(e) of the Federal Rules of Civil Procedure as fair, reasonable and adequate and in the best interests of the Classes and the parties are directed to consummate the Settlement Agreement in accordance with its terms. 12. This action is hereby dismissed on the merits, with prejudice and without costs. 13. As agreed by the parties in the Settlement Agreement, upon the Effective Date, the Released Parties shall be released and discharged in accordance with the Settlement Agreement. 14. Without affecting the finality of this judgment, the Court hereby reserves and retains jurisdiction over this settlement, including the administration and consummation of the settlement. In addition, without affecting the finality of this judgment, the Court retains exclusive jurisdiction over Defendant and each member of the Settlement Classes for any suit, action, proceeding or dispute arising out of or relating to this Order, the Settlement Agreement or the applicability of the Settlement Agreement. Without limiting the generality of the foregoing, any dispute concerning the Settlement Agreement, including, but not limited to, any suit, action, arbitration or other proceeding by a Class member in which the provisions of the Settlement Agreement are asserted as a defense in whole or in part to any claim or cause of action or otherwise raised as an objection, shall constitute a suit, action or proceeding arising out of or relating to this Order. Solely for purposes of such suit, action or proceeding, to the fullest extent possible under applicable law, the parties hereto and all Settlement Class Members
4

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are hereby deemed to have irrevocably waived and agreed not to assert, by way of motion, as a defense or otherwise, any claim or objection that they are not subject to the jurisdiction of this Court, or that this Court is, in any way, an improper venue or an inconvenient forum.
15. Upon consideration of Class Counsel’s application for fees and reimbursement of expenses, the Court shall enter a separate Order awarding reasonable fees and expenses in an amount to be set forth in that Order.
16. Upon consideration of the application for an individual settlement and service award, the Class Representatives, Helen Stokes and James Jenkins, are each awarded the sum of ten thousand dollars ($10,000.00) in consideration of their individual claims against the Defendant and for the valuable service they have performed for and on behalf of the Settlement Classes.
17. The Court finds, pursuant to Rule 54(b) of the Federal Rules of Civil Procedure, that there is no just reason for delay, and directs the Clerk to enter final judgment.

Dated: ____________________

BY THE COURT:
____________________________________ JOHN R. PADOVA U.S.D.J.

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EXHIBIT D

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UNITED STATES DISTRICT COURT EASTERN DISTRICT OF PENNSYLVANIA

HELEN STOKES, on behalf of herself and all other similarly situated,

Plaintiffs,

v.

Case No. 2:15-cv-01520-JP

REALPAGE, INC.,

Defendant.

JAMES JENKINS, individually and on behalf of all others similarly situated,
Plaintiffs, v. REALPAGE, INC.,
Defendant.

Case No. 2:15-cv-03894-JP

ORDER PRELIMINARILY APPROVING SETTLEMENT AND DIRECTING NOTICE TO CLASS
The Court, having reviewed the Settlement Agreement entered by the parties, hereby
Orders that:
1. The Court has considered the proposed settlement of the claims asserted under the
Fair Credit Reporting Act (“FCRA”) by three classes of consumers defined as follows (the
“Settlement Classes”):
The Chart Settlement Class: All persons residing in the United States of America (including its territories and Puerto Rico) who, from November 5, 2012 through the date when the Court enters its Preliminary Approval Order, requested a copy of their consumer report from Defendant, and received with the disclosure a chart that failed to provide the full address and phone number for every agency responsible for enforcing any provision of the FCRA.

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The Expungement Settlement Class: All persons residing in the United States of America (including its territories and Puerto Rico) about whom, from March 3, 2013 through the date when the Court enters its Preliminary Approval Order, Defendant prepared a consumer report which included information regarding one or more criminal cases which at the time the report was prepared by Defendant had been expunged or sealed and a Lifecycle File identified the record as having been expunged or sealed prior to the date of the report.
The Source Settlement Class: All persons residing in the United States of America (including its territories and Puerto Rico) who, from November 5, 2012 through the date when the Court enters its Preliminary Approval Order, made a request pursuant to Section 609(a) of the FCRA [15 U.S.C. § 1681g(a)] for a file copy, and received a disclosure containing a criminal record in their file which did not include the identity of the public record vendor which had retrieved the criminal record(s) included in their file disclosure. 2. The Settlement Agreement entered between the parties as of June 16, 2017, appears, upon preliminary review, to be fair, reasonable and adequate to the Settlement Classes. Accordingly, the proposed settlement is preliminarily approved, pending a Final Approval Hearing as provided for herein. 3. The prerequisites to a class action under Fed. R. Civ. P. 23(a) have been preliminarily satisfied, for settlement purposes only, in that:
(a) The Expungement Settlement Class consists of 130 members; the Source Settlement Class, 4,681 members; and, the Chart Settlement Class, approximately 16,000 members;
(b) the claims of the two Class Representatives are typical of those of the other members of the Settlement Classes;
(c) there are questions of fact and law that are common to all members of the Settlement Classes; and
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(d) the Class Representatives will fairly and adequately protect the interests of the Settlement Classes and have retained Class Counsel experienced in consumer class action litigation who have and will continue to adequately represent the Settlement Classes.
4. For settlement purposes only, this action is preliminarily maintainable as a class action under Fed. R. Civ. P. 23(b)(3) because (a) a class action is superior to other available methods for the fair and efficient adjudication of this controversy, and (b) questions of fact and law common to the members of the Classes predominate over any questions affecting only individual members.
5. If the Settlement Agreement is not finally approved, is not upheld on appeal, or is otherwise terminated for any reason before the Effective Date, then the Expungement Settlement Class, the Source Settlement Class, and the Chart Settlement Class shall all be decertified; the Settlement Agreement and all negotiations, proceedings, and documents prepared, and statements made in connection therewith, shall be without prejudice to any Party and shall not be deemed or construed to be an admission or confession by any Party of any fact, matter, or proposition of law; and all Parties shall stand in the same procedural position as if the Settlement Agreement had not been negotiated, made, or filed with the Court.
6. The Court appoints Plaintiff Helen Stokes and Plaintiff James Jenkins as the Class Representatives. The Court also appoints James A. Francis, John Soumilas, David A. Searles of the law firm of Francis & Mailman, P.C.; Sharon M. Dietrich of Community Legal Services, Inc.; Matthew J. Erausquin and Casey S. Nash of Consumer Litigation Associates, P.C.; and, Kristi C. Kelly and Andrew J. Guzzo of Kelly & Crandall, PLC as counsel for the Class (“Class Counsel”).
7. The Court will hold a Final Approval Hearing pursuant to Fed. R. Civ. P. 23(e) on _______________, 2017 (at least 150 days after entry of Preliminary Approval Order) at the
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United States District Court, 601 Market Street, Philadelphia, Pennsylvania 19106 in Courtroom 17-B at __________, _.m. for the following purposes:
(a) To determine whether the proposed settlement is fair, reasonable and adequate and should be granted final approval by the Court;
(b) To determine whether a final judgment should be entered dismissing the claims of the Settlement Classes with prejudice, as required by the Settlement Agreement;
(c) To consider the application of Class Counsel for an award of attorney’s fees and expenses, and for a service award to the Class Representatives; and
(d) To rule upon other such matters as the Court may deem appropriate. 8. (a) Within twenty (20) business days of entry of this Order, Defendant shall provide a Class List of the Settlement Class Members to the Settlement Administrator, who shall send the agreed upon Notices to the Settlement Class Members in accordance with the Notice Plan set forth in the Settlement Agreement.
(b) Not later than ten (10) days before the Final Approval Hearing, the Settlement Administrator will cause a declaration to be filed with the Court that the Notice described above was given as required herein.
9. The Court finds this manner of giving notice fully satisfies the requirements of Fed. R. Civ. P. 23 and due process, constitutes the best notice practicable under the circumstances, and shall constitute due and sufficient notice to all persons entitled thereto.
10. If a Class Member chooses to opt-out of any applicable Class, such Class Member is required to submit a request for exclusion to the Settlement Administrator, post-marked on or before the date specified in the Class Notice, which shall be no later than thirty (30) days before the date of the Final Approval Hearing. A Class Member who submits a request for exclusion
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using the procedure identified above shall be excluded from the Classes for any and all purposes.

No later than ten (10) days prior to the Final Approval Hearing, the Settlement Administrator shall

prepare a list of all people who have timely excluded themselves from the Settlement Classes and

shall provide such list to Class Counsel and Defendant’s Counsel, who will then report the names

appearing on this list to the Court at or before the time of the Final Approval Hearing.

11.

A Class Member who does not file timely a request for exclusion shall be bound

by all subsequent proceedings, orders, and judgments in this action.

12. (a) Any Class Member who wishes to be heard orally at the Final Approval

Hearing, and/or who wishes for any objection to be considered, must file a written notice of

objection to be postmarked within sixty (60) days after the date of mailing of the Settlement

Notice. The notice of objection shall be sent by First Class United States Mail, to Class Counsel,

Defendant’s Counsel, and the Clerk of the Court.

(b) The objection must include the following: (1) the Settlement Class

Member’s full name, address and current telephone number; (2) if the individual is represented

by counsel, the name and telephone number of their counsel; (3) all objections and the basis for

any such objections stated with specificity; (4) the identity of any witnesses the objector may call

to testify; (5) a listing of all exhibits the objector intends to introduce into evidence at the Final

Approval Hearing, if any, as well as true and correct of copies of such exhibits; and, (6) a

statement of whether the objector intends to appear at the Final Approval Hearing, either with or

without counsel. Any Settlement Class Member who fails to timely file and serve a written

objection pursuant to this paragraph shall not be permitted to object to the approval of the

settlement or the Settlement Agreement and shall be foreclosed from seeking any review of the

settlement or the terms of the Settlement Agreement by appeal or other means.

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13. No later than ten (10) days prior to the Final Approval Hearing, Class Counsel

shall prepare and file with the Court, and serve on Defendant’s counsel, a list of all persons who

have timely objected to the settlement.

14. All briefs, memoranda, petitions and affidavits to be filed in support of final

approval of the settlement, for individual service awards to the Class Representatives and for an

award of attorney’s fees and expenses shall be filed not later than ten (10) days before the Final

Approval Hearing.

15. The Court retains exclusive jurisdiction over this action to consider all further

matters arising out of or connected with the Settlement Agreement.

BY THE COURT:

Dated:

___________________________________ JOHN R. PADOVA U.S.D.J.

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EXHIBIT E

Case 2:15-cv-01520-JP Document 51-2 Filed 06/30/17 Page 92 of 96

You Could Receive Benefits from a Class Action Settlement Involving Consumer Reporting
________________________________________________________________

A Settlement has been reached in a class action lawsuit involving certain consumer reports provided by RealPage, Inc. You could receive benefits

from a $143,000 Settlement.

What's this Case About? RealPage provided consumer reports which may have included information regarding criminal cases that had

previously been expunged or sealed. Plaintiff claims RealPage’s procedures relating to these reports did not conform with a federal law, the

Fair Credit Reporting Act ("FCRA"), but RealPage disagrees. Both sides agreed to the Settlement.

Who's Included? Based on RealPage records, you have been identified as an Expungement Settlement Class Member because RealPage

prepared a consumer report relating to you which may have included information regarding one or more criminal cases which at the time the

report was prepared had previously been expunged or sealed.

What Does the Settlement Provide? The Settlement establishes a $143,000 Settlement Fund for payments to Expungement Settlement Class

Members and for attorneys' fees and costs. The amount of the award received by Expungement Settlement Class Members will depend on the

number of individuals that remain in the Class. The parties estimate that the award to individual Class Members will be about $1,100. The

proposed Settlement also provides that RealPage will confirm with its data supplier that any removed criminal records are not included in any

database used to produce its tenant screening reports which will benefit Class Members.

How to Get a Payment? You do not have to do anything to request a payment. If the Court approves the Settlement you will automatically

receive a payment. If your addresses changes please call 1-800-000-0000 to provide us your updated address.

Your Other Rights. If you do nothing, your rights will be affected. If you do not want to be legally bound by the Settlement, you must exclude

yourself from the Settlement. The deadline to exclude yourself is Month 00, 2017. If you do not exclude yourself you will not be able to sue

RealPage for any claim relating to the lawsuit. If you stay in the Settlement, you may object to it by Month 00, 2017. The Court will hold a

hearing on Month 00, 2017 to consider whether to approve the Settlement and a request for attorneys' fees up to one-third of the Settlement

Fund. You can appear at the hearing, but you don't have to. You can hire your own attorney, at your own expense, to appear or speak for you

at the hearing. You must let the Court know by Month 00, 2017 if you intend to do so.

____________________________________________________________________________________________________

For more information:

1- 800-000-0000

http://www.leasingdesksettlement.com

Case 2:15-cv-01520-JP Document 51-2 Filed 06/30/17 Page 93 of 96
EXHIBIT F

Case 2:15-cv-01520-JP Document 51-2 Filed 06/30/17 Page 94 of 96

You Could Receive Benefits from a Class Action Settlement Involving Consumer Reporting
________________________________________________________________

A Settlement has been reached in two class action lawsuits involving certain consumer reports provided by RealPage, Inc. You could receive

benefits from a $936,200 Settlement.

What's this Case About? RealPage provided certain consumer file disclosures containing criminal records which did not include the identity of

the public record vendor which had retrieved the criminal record(s). Plaintiffs claim RealPage’s procedures relating to these reports did not

conform with a federal law, the Fair Credit Reporting Act ("FCRA"), but RealPage disagrees. Both sides agreed to the Settlement.

Who's Included? Based on RealPage records, you have been identified as a “Source Settlement Class Member” because RealPage may have

provided you with a consumer file disclosure containing a criminal record which did not include the identity of the public record vendor which

had retrieved the criminal record.

What Does the Settlement Provide? The Settlement establishes a $936,200 Settlement Fund for payments to Source Settlement Class

Members and for attorneys' fees and costs. The amount of the award received by Source Settlement Class Members will depend on the number

of individuals that remain in the Class. The parties estimate that the award to individual Class Members will be about $200. The proposed

Settlement also provides that RealPage will disclose the name of the vendor that retrieved any criminal record information in a consumer’s file

when it receives such a consumer file request which will benefit Class Members.

How to Get a Payment? You do not have to do anything to request a payment. If the Court approves the Settlement you will automatically

receive a payment. If your addresses changes please call 1-800-000-0000 to provide us your updated address.

Your Other Rights. If you do nothing, your rights will be affected. If you do not want to be legally bound by the Settlement, you must exclude

yourself from the Settlement. The deadline to exclude yourself is Month 00, 2017. If you do not exclude yourself you will not be able to sue

RealPage for any claim relating to the lawsuit. If you stay in the Settlement, you may object to it by Month 00, 2017. The Court will hold a

hearing on Month 00, 2017 to consider whether to approve the Settlement and a request for attorneys' fees up to one-third of the Settlement

Fund. You can appear at the hearing, but you don't have to. You can hire your own attorney, at your own expense, to appear or speak for you

at the hearing. You must let the Court know by Month 00, 2017 if you intend to do so.

____________________________________________________________________________________________________

For more information:

1- 800-000-0000

http://www.leasingdesksettlement.com

Case 2:15-cv-01520-JP Document 51-2 Filed 06/30/17 Page 95 of 96
EXHIBIT G

Case 2:15-cv-01520-JP Document 51-2 Filed 06/30/17 Page 96 of 96

You Could Receive Benefits from a Class Action Settlement Involving Consumer Reporting
________________________________________________________________

A Settlement has been reached in a class action lawsuit involving the disclosure of certain contact information for regulators included when

RealPage, Inc. responded to consumer requests for a copy of their file. You could receive benefits from a Settlement.

What's this Case About? RealPage provided certain consumer report disclosures that included a chart that failed to provide the full address

and phone number for every agency responsible for enforcing a federal law, the Fair Credit Reporting Act ("FCRA"). Plaintiff claims RealPage’s

disclosures did not conform with the FCRA, but RealPage disagrees. Both sides agreed to the Settlement.

Who's Included? Based on RealPage records, you have been identified as a “Chart Settlement Class Member” because RealPage may have

provided you with a file disclosure that included a chart that failed to provide the full address and phone number for every agency responsible

for enforcing any provision of the FCRA.

What Does the Settlement Provide? The Settlement provides that RealPage shall provide the complete chart of federal agencies responsible

for enforcing any provision of the FCRA, including the address and any appropriate phone number of each agency, in the long form notice

posted on the Chart Class Settlement Website referenced below which will benefit Class Members.

Your Other Rights. If you do nothing, your rights will be affected. If you do not want to be legally bound by the Settlement, you must exclude

yourself from the Settlement. The deadline to exclude yourself is Month 00, 2017. If you do not exclude yourself you will not be able to sue

RealPage for any claim relating to the lawsuit. If you stay in the Settlement, you may object to it by Month 00, 2017. The Court will hold a

hearing on Month 00, 2017 to consider whether to approve the Settlement. You can appear at the hearing, but you don't have to. You can hire

your own attorney, at your own expense, to appear or speak for you at the hearing. You must let the Court know by Month 00, 2017 if you

intend to do so.

____________________________________________________________________________________________________

For more information:

1- 800-000-0000

http://www.leasingdesksettlement.com

 
 Create an Alert for This Case on RECAP

CLOSED,SPECIAL

United States District Court Eastern District of Pennsylvania (Philadelphia) CIVIL DOCKET FOR CASE #: 2:15-cv-01520-JP

STOKES v. REALPAGE, INC. Assigned to: HONORABLE JOHN R. PADOVA related Cases: 2:19-cv-01706-JDW
2:15-cv-03894-JP Cause: 15:1681 Fair Credit Reporting Act

Date Filed: 03/25/2015 Date Terminated: 02/06/2018 Jury Demand: Both Nature of Suit: 890 Other Statutes: Other Statutory Actions Jurisdiction: Federal Question

Plaintiff
HELEN STOKES ON BEHALF OF HERSELF AND ALL OTHERS SIMILARLY SITUATED

represented by DAVID A. SEARLES FRANCIS MAILMAN SOUMILAS, P.C. 1600 Market Street 25th Floor PHILADELPHIA, PA 19103 215-735-8600 Fax: 215-940-8000 Email: dsearles@consumerlawfirm.com ATTORNEY TO BE NOTICED

JOHN SOUMILAS FRANCIS MAILMAN SOUMILAS, P.C. 1600 MARKET STREET, SUITE 2510 PHILADELPHIA, PA 19103 215-735-8600 Fax: 215-940-8000 Email: jsoumilas@consumerlawfirm.com ATTORNEY TO BE NOTICED

LAUREN KW BRENNAN FRANCIS MAILMAN SOUMILAS, P.C. 1600 MARKET ST SUITE 2510 PHILADELPHIA, PA 19103

V. Defendant REALPAGE, INC.

215-735-8600 Fax: 215-940-8000 Email: lbrennan@consumerlawfirm.com ATTORNEY TO BE NOTICED
MICHAEL G. HOLLANDER COMMUNITY LEGAL SERVICES 1424 CHESTNUT STREET PHILADELPHIA, PA 19102 215-981-3794 Email: mhollander@clsphila.org ATTORNEY TO BE NOTICED
SHARON M. DIETRICH COMMUNITY LEGAL SERVICES, INC. 1424 CHESTNUT STREET PHILADELPHIA, PA 19102-2505 215-981-3719 Fax: 215-981-0434 Email: sdietrich@clsphila.org ATTORNEY TO BE NOTICED
JAMES A. FRANCIS FRANCIS MAILMAN SOUMILAS, P.C. 1600 MARKET ST SUITE 2510 PHILADELPHIA, PA 19103 215-735-8600 Fax: 215-940-8000 Email: jfrancis@consumerlawfirm.com ATTORNEY TO BE NOTICED
represented by MARK A. ARONCHICK HANGLEY ARONCHICK SEGAL & PUDLIN ONE LOGAN SQ. 27TH FL. PHILADELPHIA, PA 19103 215-568-6200

Email: maronchick@hangley.com LEAD ATTORNEY ATTORNEY TO BE NOTICED
RONALD I. RAETHER , JR. TROUTMAN SANDERS LLP 5 PARK PLAZA SUITE 1400 IRVINE, CA 92614-2545 949-622-2722 Fax: 949-622-2739 Email: ron.raether@troutman.com LEAD ATTORNEY ATTORNEY TO BE NOTICED
SHARON F. MCKEE HANGLEY ARONCHICK SEGAL PUDLIN & SCHILLER ONE LOGAN SQUARE 27TH FLOOR PHILA, PA 19103-6933 TEL 215-496-7060 Email: smckee@hangley.com LEAD ATTORNEY ATTORNEY TO BE NOTICED
TIMOTHY J. ST. GEORGE TROUTMAN SANDERS LLP TROUTMAN SANDERS BLDG 1001 HAXALL POINT 15TH FL RICHMOND, VA 23219 804-697-1254 Email: Timothy.St.George@troutman.com LEAD ATTORNEY ATTORNEY TO BE NOTICED
MARTIN A. FOOS FARUKI IRELAND & COX PLL 110 N. Main St., Suite 1600 DAYTON, OH 54502 937-227-3729 Email: mfoos@ficlaw.com TERMINATED: 11/17/2015

Date Filed # Docket Text

03/25/2015

1 COMPLAINT against REALPAGE, INC. ( Filing fee $ 400 receipt number 0313-10496678.), filed by HELEN STOKES. (Attachments: # 1 Civil Cover Sheet, # 2 Case Management Track Form, # 3 Designation Form)(FRANCIS, JAMES) (Entered: 03/25/2015)

03/25/2015

DEMAND for Trial by Jury by HELEN STOKES. (pod, ) (Entered: 03/26/2015)

03/25/2015

Summons Issued as to REALPAGE, INC.. One Forwarded To: Counsel on 3/26/15 (pod, ) (Entered: 03/26/2015)

03/27/2015 2 NOTICE of Appearance by DAVID A. SEARLES on behalf of HELEN STOKES (SEARLES, DAVID) (Entered: 03/27/2015)

03/27/2015 3 NOTICE of Appearance by LAUREN KW BRENNAN on behalf of HELEN STOKES (BRENNAN, LAUREN) (Entered: 03/27/2015)

03/27/2015 4 NOTICE of Appearance by JOHN SOUMILAS on behalf of HELEN STOKES (SOUMILAS, JOHN) (Entered: 03/27/2015)

04/04/2015 5 NOTICE of Appearance by SHARON M. DIETRICH on behalf of HELEN STOKES (DIETRICH, SHARON) (Entered: 04/04/2015)

04/06/2015

6 NOTICE of Appearance by MICHAEL G. HOLLANDER on behalf of HELEN STOKES with Certificate of Service(HOLLANDER, MICHAEL) (Entered: 04/06/2015)

04/15/2015 7 Consent MOTION for Extension of Time to File Answer re 1

Complaint (Attorney) filed by REALPAGE, INC..Certificate of Service. (Attachments: # 1 Text of Proposed Order)(MCKEE, SHARON) (Entered: 04/15/2015)

04/15/2015 8 NOTICE by REALPAGE, INC. of Fed. R. Civ. P. 7.1 Corporate Disclosure Statement (MCKEE, SHARON) (Entered: 04/15/2015)

04/15/2015 9 NOTICE by REALPAGE, INC. of Entry of Appearance of Mark A. Aronchick (ARONCHICK, MARK) (Entered: 04/15/2015)

04/15/2015

Disclosure Statement Form pursuant to FRCP 7.1 by REALPAGE, INC. *FOR PDF SEE DOC. 8 * (lisad, ) (Entered: 04/16/2015)

04/16/2015

10 ORDER THAT THE UNCONTESTED MOTION FOR AN EXTENSION OF TIME FOR REALPAGE, INC. TO RESPOND TO PLAINTIFF'S COMPLAINT [#7] IS GRANTED. REALPAGE, INC. MUST ANSWER OR OTHERWISE RESPOND TO PLAINTIFF'S

COMPLAINT BY 6/2/15. SIGNED BY HONORABLE JOHN R. PADOVA ON 4/15/15. 4/16/15 ENTERED & E-MAILED.(fdc) (Entered: 04/16/2015)

04/20/2015

11 SUMMONS Returned Executed by HELEN STOKES re: Rosie Cimino served Summons and Complaint upon REALPAGE, INC. by Certified Mail. REALPAGE, INC. served on 4/3/2015, answer due 6/2/2015. (FRANCIS, JAMES) (Entered: 04/20/2015)

06/02/2015 12 ANSWER to Complaint by REALPAGE, INC..(ARONCHICK, MARK) (Entered: 06/02/2015)

06/04/2015

13 NOTICE of Hearing: PRELIMINARY PRETRIAL CONFERENCE SET FOR 6/16/2015 AT 11:00 AM IN JUDGE CHAMBERS ROOM 17613 BEFORE HONORABLE JOHN R. PADOVA. (Attachments: # 1 Notice to Counsel, # 2 Scheduling Information Report)(paf, ) (Entered: 06/04/2015)

06/11/2015

14 NOTICE of Hearing: PRELIMINARY PRETRIAL CONFERENCE HAS BEEN RESCHEDULED FOR 7/14/2015 AT 09:30 AM IN JUDGE CHAMBERS ROOM 17613 BEFORE HONORABLE JOHN R. PADOVA.(paf, ) (Main Document 14 replaced on 6/15/2015 per chambers) (nd, ). Modified on 6/15/2015 (nd, ). (Entered: 06/11/2015)

06/11/2015

15 MOTION for Pro Hac Vice Admission of Martin A. Foos filed by REALPAGE, INC..Application, Declaration and Certificate of Service. (Attachments: # 1 Text of Proposed Order)(MCKEE, SHARON) ($40 Filing Fee Pd. Receipt #122632) Modified on 6/12/15 (fdc). (Entered: 06/11/2015)

06/11/2015

16 MOTION for Pro Hac Vice Admission of Ronald I. Raether filed by REALPAGE, INC..Application, Declaration and Certificate of Service. (Attachments: # 1 Text of Proposed Order)(MCKEE, SHARON) ($40 Filing Fee Pd. Receipt #122632) Modified on 6/12/15 (fdc). (Entered: 06/11/2015)

06/15/2015

17 ORDER THAT THE APPLICATION OF MARTIN A. FOOS, ESQ. TO PRACTICE IN THIS COURT PURSUANT TO LRCP 83.5.2(B) IS GRANTED. SIGNED BY HONORABLE JOHN R. PADOVA ON 6/15/15. 6/15/15 ENTERED & E-MAILED.(fdc) (Entered: 06/15/2015)

06/15/2015

18 ORDER THAT THE APPLICATION OF RONALD I. RAETHER, JR., ESQ. TO PRACTICE IN THIS COURT PURSUANT TO LRCP 83.5.2(B) IS GRANTED. SIGNED BY HONORABLE JOHN R. PADOVA ON 6/15/15. 6/15/15 ENTERED & E-MAILED.(fdc) (Entered: 06/15/2015)

07/09/2015

19 Joint Discovery Plan Pursuant to Fed. R. Civ. P. 26(f)(3) by HELEN STOKES, REALPAGE, INC. (SEARLES, DAVID) Modified on 7/10/2015 (lisad, ). (Entered: 07/09/2015)

07/15/2015

20 Minute Entry for proceedings held before HONORABLE JOHN R. PADOVA A Preliminary Pretrial Conference held on 7/14/15. (fdc) (Entered: 07/15/2015)

07/16/2015

21 FRCP 16 PRETRIAL SCHEDULING ORDER STANDARD TRACK CASES. ORDER THAT A FINAL PRETRIAL CONFERENCE IS SET FOR 2/29/16 AT 11:00 AM IN CHAMBERS BEFORE HONORABLE JOHN R. PADOVA, A STATUS CONFERENCE IS SET FOR 12/17/15 AT 11:00 AM IN CHAMBERS BEFORE HONORABLE JOHN R. PADOVA, DISCOVERY DUE BY 12/15/15, MOTIONS DUE BY 1/15/16, MOTION IN LIMINE DUE BY 2/16/16, PLAINTIFF PRETRIAL MEMO DUE BY 2/9/16, DEFENDANT PRETRIAL MEMO DUE BY 2/16/16, TRIAL POOL SET FOR 3/7/16. SIGNED BY HONORABLE JOHN R. PADOVA ON 7/15/15. 7/16/15 ENTERED & E-MAILED.(fdc) (Entered: 07/16/2015)

10/26/2015

22 MOTION to Stay filed by REALPAGE, INC... (Attachments: # 1 Memorandum In Support Of Its Motion To Stay, # 2 Certificate of Service, # 3 Text of Proposed Order)(ARONCHICK, MARK) (Entered: 10/26/2015)

11/10/2015

23 STIPULATION Extending Time for Plaintiff to Respond to Defendant's Motion to Stay by HELEN STOKES. (FRANCIS, JAMES) (Entered: 11/10/2015)

11/10/2015

24 STIPULATION AND ORDER THAT PLAINTIFF'S RESPONSE TO DEFENDANT REALPAGE'S MOTION TO STAY WILL BE DUE 11/30/15. DEFENDANT'S REPLY IN FURTHER SUPPORT OF ITS MOTION TO STAY WILL BE DUE 12/14/15. SIGNED BY HONORABLE JOHN R. PADOVA ON 11/10/15. 11/10/15 ENTERED & E-MAILED.(fdc) (Entered: 11/10/2015)

11/17/2015 25 NOTICE of Withdrawal of Appearance by MARTIN A. FOOS on behalf of REALPAGE, INC.(FOOS, MARTIN) (Entered: 11/17/2015)

11/30/2015

26 RESPONSE in Opposition re 22 MOTION to Stay filed by HELEN STOKES. (Attachments: # 1 Memorandum of Law, # 2 Proposed Order)(FRANCIS, JAMES) (Entered: 11/30/2015)

11/30/2015

27 Joint MOTION to Modify Scheduling Order Deadlines filed by REALPAGE, INC..Certificate of Counsel. (Attachments: # 1 Text of Proposed Order)(MCKEE, SHARON) (Entered: 11/30/2015)

12/01/2015

28 ORDER THAT THE PARTIES' JOINT 27 MOTION TO EXTEND SCHEDULING ORDER DEADLINES IS GRANTED. THE DEADLINES IN THE SCHEDULING ORDER ARE EXTENDED FOR SEVENTY-FIVE (75) DAYS. SIGNED BY HONORABLE JOHN R. PADOVA ON 12/1/15.12/1/15 ENTERED & E-MAILED.(fdc) (Entered: 12/01/2015)

12/02/2015

29 FRCP 16 AMENDED PRETRIAL SCHEDULING ORDER STANDARD TRACK CASES. ORDER THAT A FINAL PRETRIAL CONFERENCE IS SET FOR 5/17/16 AT 11:00 AM IN CHAMBERS BEFORE HONORABLE JOHN R. PADOVA. A STATUS CONFERENCE IS SET FOR 3/2/16 AT 11:00 AM IN CHAMBERS BEFORE HONORABLE JOHN R. PADOVA. DISCOVERY DUE BY 2/29/2016. DAUBERT MOTIONS SHALL BE FILED NO LATER THAN 2/29/16. DISPOSITIVE AND CLASS CERTIFICATION MOTIONS DUE BY 3/30/16. MOTIONS IN LIMINE DUE BY 5/2/16. PLAINTIFF PRETRIAL MEMO DUE BY 4/25/16. DEFENDANT PRETRIAL MEMO DUE BY 5/2/16. TRIAL POOL SET FOR 6/1/16. SIGNED BY HONORABLE JOHN R. PADOVA ON 12/2/15. 12/2/15 ENTERED & E-MAILED.(fdc) (Entered: 12/02/2015)

12/14/2015

30 REPLY Brief re 22 MOTION to Stay filed by REALPAGE, INC. Certificate of Service. (Attachments: # 1 Exhibit, # 2 Exhibit)(MCKEE, SHARON) Modified on 12/15/2015 (lisad, ). (Entered: 12/14/2015)

01/15/2016

31 NOTICE by HELEN STOKES re 26 Response in Opposition to Motion Notice of Supplemental Authority in Support of Plaintiff's Opposition to Defendant's Motion to Stay (FRANCIS, JAMES) (Entered: 01/15/2016)

01/25/2016

32 ORDER THAT DEFENDANT'S 22 MOTION TO STAY IS GRANTED. IT IS FURTHER ORDERED THAT THIS CASE SHALL BE PLACED IN SUSPENSE UNTIL THE UNITED STATES SUPREME COURT ISSUES ITS DECISION IN SPOKEO, INC. V. ROBINS. SIGNED BY HONORABLE JOHN R. PADOVA ON 1/22/16.1/26/16 ENTERED & E-MAILED.(fdc) (Entered: 01/26/2016)

06/17/2016

33 NOTICE of Hearing: A TELEPHONE STATUS CONFERENCE IS SET FOR 6/28/2016 AT 11:30 AM BEFORE HONORABLE JOHN R. PADOVA.(cl, ) (Entered: 06/17/2016)

06/20/2016

34 ORDER THAT THE CLERK OF COURT TRANSFER SAID CASES FROM THE CIVIL SUSPENSE FILE TO THE CURRENT DOCKET FOR FINAL DISPOSITION. SIGNED BY HONORABLE JOHN R. PADOVA ON 6/20/16. 6/20/16 ENTERED AND COPIES EMAILED.(gs) (Entered: 06/20/2016)

06/24/2016

35 MOTION to Dismiss Claim II of Complaint filed by REALPAGE, INC..Certificate of Service. (Attachments: # 1 Memorandum in Support of Motion to Dismiss, # 2 Declaration of Debra Stockton in Support of Motion to Dismiss, # 3 Text of Proposed Order)(ARONCHICK, MARK) (Entered: 06/24/2016)

07/06/2016

36 STIPULATION re 35 MOTION to Dismiss Claim II of Complaint Extending Time for Plaintiff to Respond by HELEN STOKES. (FRANCIS, JAMES) *FILED IN ERROR BY ATTORNEY; COPY FORWARDED TO JUDGE FOR APPROVAL* Modified on 7/7/2016 (lisad, ). (Entered: 07/06/2016)

07/07/2016

37 STIPULATION AND ORDER THAT PLAINTIFF'S RESPONSE TO THE MOTION TO DISMISS IS DUE BY 8/1/2016.. SIGNED BY HONORABLE JOHN R. PADOVA ON 7/7/2016. 7/7/2016 ENTERED AND COPIES E-MAILED.(kp, ) (Entered: 07/07/2016)

08/01/2016

38 RESPONSE in Opposition re 35 MOTION to Dismiss Claim II of Complaint filed by HELEN STOKES. (Attachments: # 1 Memorandum of Law, # 2 Declaration of Helen Stokes in Support of Opposition to Motion, # 3 Text of Proposed Order)(FRANCIS, JAMES) (Entered: 08/01/2016)

08/12/2016

39 NOTICE by HELEN STOKES re 38 Response in Opposition to Motion, Notice of Supplemental Authority (Attachments: # 1 Exhibit A)(FRANCIS, JAMES) (Entered: 08/12/2016)

08/15/2016

40 MOTION for Leave to File Reply Memorandum in Support of Motion to Dismiss Claim II of the Complaint filed by REALPAGE, INC..Certificate of Service. (Attachments: # 1 Exhibit A -Defendants Reply Memorandum in Support of Motion to Dismiss Claim II of the Complaint, # 2 Text of Proposed Order)(ARONCHICK, MARK) (Entered: 08/15/2016)

08/16/2016

41 ORDER THAT DEFENDANT'S 40 MOTION FOR LEAVE TO FILE REPLY MEMORANDUM IN SUPPORT OF MOTION TO DISMISS IS GRANTED. SIGNED BY HONORABLE JOHN R. PADOVA ON 8/16/16.8/17/16 ENTERED & E-MAILED.(fdc) (Entered: 08/17/2016)

08/16/2016

42 Defendant's Reply Memorandum in Support of 35 Motion to Dismiss Claim II of Complaint filed by REALPAGE, INC. Certificate of Service. (fdc) Modified on 8/18/2016 (lisad, ). (Entered: 08/17/2016)

10/19/2016

43 MEMORANDUM AND OPINION. SIGNED BY HONORABLE JOHN R. PADOVA ON 10/19/16. 10/19/16 ENTERED & E-MAILED.(fdc) (Entered: 10/19/2016)

10/19/2016

44 MEMORANDUM AND ORDER THAT DEFENDANT REALPAGE, INC.'S MOTION TO DISMISS CLAIM II OF THE COMPLAINT (CIV.A.NO.15-1520, DOCKET ENTRY 35) IS DENIED. DEFENDANT REALPAGE, INC.'S MOTION TO DISMISS CLAIMS I AND II OF COMPLAINT (CIV.A.NO. 15-3894, DOCKET ENTRY 25) IS DENIED. SIGNED BY HONORABLE JOHN R. PADOVA ON 10/18/16. 10/19/16 ENTERED & E-MAILED.(fdc) (Entered: 10/19/2016)

01/11/2017

45 NOTICE of Hearing:A STATUS CONFERENCE IS SET FOR 1/24/2017 AT 10:30 AM IN JUDGE CHAMBERS BEFORE HONORABLE JOHN R. PADOVA.(cl, ) (Entered: 01/11/2017)

01/18/2017

46 Request for Leave to Appear Telephonically at January 24, 2017 Status Conference filed by REALPAGE, INC...(RAETHER, RONALD) Modified on 1/20/2017 (lvj, ). (Entered: 01/18/2017)

01/23/2017

47 SCHEDULING ORDER. ORDER THAT DISCOVERY IS DUE BY 4/21/17. DAUBERT MOTIONS DUE BY 6/16/17. DISPOSITIVE MOTIONS AND MOTIONS FOR CLASS CERTIFICATION DUE BY 6/30/17. SIGNED BY HONORABLE JOHN R. PADOVA ON 1/23/17. 1/23/17 ENTERED & E-MAILED.(fdc) (Entered: 01/23/2017)

06/15/2017

48 STIPULATION AND PROPOSED ORDER to Consolidate Cases filed by HELEN STOKES..(SEARLES, DAVID) Modified on 6/19/2017 (lvj, ). (FILED IN ERROR BY ATTORNEY; FORWARD TO JUDGE FOR APPROVAL) (Entered: 06/15/2017)

06/19/2017

49 STIPULATION AND ORDER THAT THE ABOVE-CAPTIONED ACTIONS ARE CONSOLIDATED FOR THE PURPOSES OF SETTLEMENT. SIGNED BY HONORABLE JOHN R. PADOVA ON 6/19/17. 6/20/17 ENTERED AND COPIES E-MAILED. (ti, ) Modified on 6/20/2017 (ti, ). (Entered: 06/20/2017)

06/19/2017

50 ORDER THAT UPON CONSIDERATION OF THE PARTIES' LETTER REQUEST FOR AN EXTENSION OF TIME TO FILE THEIR SETTLEMENT AGREEMENT AND MOTION FOR PRELIMINARY APPROVAL THEREOF, IT IS HEREBY ORDERED THAT THE REQUEST IS GRANTED AND THE PARTIES MAY FILE THEIR SETTLEMENT AGREEMENT AND MOTION FOR PRELIMINARY APPROVAL OF THE SETTLEMENT OF THE ABOVE-CAPTIONED CASES ON 6/30/2017. SIGNED BY HONORABLE JOHN R. PADOVA ON 6/19/17. 6/20/17 ENTERED AND COPIES E-MAILED. (ti, ) (Entered: 06/20/2017)

06/30/2017 51 MOTION For Preliminary Approval Of Class Settlement filed by HELEN STOKES.Memorandum. (Attachments: # 1 Memorandum, # 2

Appendix 1, # 3 Text of Proposed Order)(FRANCIS, JAMES) (Entered: 06/30/2017)

07/11/2017

52 ORDER THAT A HEARING ON PLAINTIFF'S MOTION FOR PRELIMINARY APPROVAL OF CLASS ACTION SETTLEMENT SHALL BE HELD ON 8/2/17 AT 11:00 AM IN COURTROOM 17-B, 17TH FLOOR, U.S. COURTHOUSE, 601 MARKET ST., PHILA. PA. 19106. SIGNED BY HONORABLE JOHN R. PADOVA ON 7/11/17. 7/11/17 ENTERED & E-MAILED.(fdc) (Entered: 07/11/2017)

07/12/2017 53 NOTICE by REALPAGE, INC. of Compliance (RAETHER, RONALD) (Entered: 07/12/2017)

08/02/2017

54 Minute Entry for proceedings held before HONORABLE JOHN R. PADOVA Motion Hearing held on 8/2/17 re 51 MOTION For Preliminary Approval Of Class Settlement filed by HELEN STOKES Court Reporter: ESR. (fdc, ) (Entered: 08/02/2017)

08/03/2017

55 ORDER PRELIMINARILY APPROVING SETTLEMENT AND DIRECTING NOTICE TO CLASS. SIGNED BY HONORABLE JOHN R. PADOVA ON 8/3/17. 8/3/17 ENTERED & E-MAILED.(fdc) (Entered: 08/03/2017)

08/17/2017

56 Praecipe to Substitute Exhibits E, F and G to Settlement Agreement and Release by JAMES JENKINS, HELEN STOKES. (Attachments: # 1 Exhibit E, # 2 Exhibit F, # 3 Exhibit G)(SEARLES, DAVID) (Entered: 08/17/2017)

08/29/2017

57 MOTION for Approval of Revised Forms of Notice to Class filed by JAMES JENKINS.Certificate of Service. (Attachments: # 1 Exhibit E, # 2 Exhibit F, # 3 Exhibit G, # 4 Text of Proposed Order)(FRANCIS, JAMES) (Entered: 08/29/2017)

08/29/2017

58 ORDER THAT, HAVING REVIEWED THE PLAINTIFF'S MOTION FOR APPROVAL OF REVISED FORMS OF NOTICE TO THE CLASS, HEREBY ORDERS THAT THE REVISED FORMS OF NOTICE ATTACHED TO THE MOTION AS EXHIBITS E, F AND G ARE APPROVED. SIGNED BY HONORABLE JOHN R. PADOVA ON 8/29/17.8/29/17 ENTERED AND COPIES E-MAILED.(ti, ) (Entered: 08/29/2017)

10/06/2017

59 TRANSCRIPT of held on 8/2/17, before Judge PADOVA. MOTIONS HEARING Court Reporter/Transcriber ESR. Transcript may be viewed at the court public terminal or purchased through the Court Reporter/Transcriber before the deadline for Release of Transcript Restriction. After that date it may be obtained through PACER..

Redaction Request due 10/27/2017. Redacted Transcript Deadline set for 11/6/2017. Release of Transcript Restriction set for 1/4/2018. DRUMMOND TRANSCRIPTION SERVICE(jl, ) (Entered: 10/06/2017)

10/06/2017

60 Notice of Filing of Official Transcript with Certificate of Service re 59 Transcript - PDF, 10/6/17 Entered and Copies Emailed. (jl, ) (Entered: 10/06/2017)

01/26/2018

61 MOTION for Approval filed by JAMES JENKINS, HELEN STOKES.Memorandum, Certificate of Service. (Attachments: # 1 Exhibit (1) Declaration of ACLS, # 2 Text of Proposed Order Final Approval, # 3 Text of Proposed Order Injunctive Relief)(FRANCIS, JAMES) (Entered: 01/26/2018)

01/26/2018

62 MOTION for Attorney Fees and Reimbursement of Expenses filed by JAMES JENKINS, HELEN STOKES.Memorandum, Certificate of Service. (Attachments: # 1 Declaration of James A. Francis, # 2 Declaration of Sharon M. Dietrich, # 3 Declaration of Kristi C. Kelly)(FRANCIS, JAMES) (Entered: 01/26/2018)

02/06/2018

63 FINAL APPROVAL ORDER. SIGNED BY HONORABLE JOHN R. PADOVA ON 2/6/18. 2/6/18 ENTERED & E-MAILED.(fdc) (Entered: 02/06/2018)

02/06/2018

64 INJUNCTIVE RELIEF ORDER. SIGNED BY HONORABLE JOHN R. PADOVA ON 2/6/18. 2/6/18 ENTERED & E-MAILED.(fdc) (Entered: 02/06/2018)

02/06/2018

65 ORDER THAT PLAINTIFFS' 62 MOTION FOR ATTORNEY FEES IS GRANTED.. SIGNED BY HONORABLE JOHN R. PADOVA ON 2/6/18.2/6/18 ENTERED & E-MAILED.(fdc) (Entered: 02/06/2018)

02/06/2018

66 Minute Entry for proceedings held before HONORABLE JOHN R. PADOVA Motion Hearing held on 2/6/18 re 61 MOTION for Approval filed by HELEN STOKES, JAMES JENKINS Court Reporter: ESR. (fdc, ) (Entered: 02/06/2018)

05/14/2018

67 Transcript of Motion for Final Approval of Class Action Settlement Hearing held on 2/6/18, before Judge Padova. Court Reporter/Transcriber: Ubiqus Reporting, Inc. (fdc) (Entered: 05/14/2018)

11/07/2018

68 MOTION for Approval of Second Distribution to Class filed by JAMES JENKINS, HELEN STOKES.Certificate of Service. (Attachments: # 1 Exhibit A, # 2 Text of Proposed Order)(DIETRICH, SHARON) (Entered: 11/07/2018)

11/21/2018

69 Consent MOTION for Extension of Time to File Response/Reply as to 68 MOTION for Approval of Second Distribution to Class filed by REALPAGE, INC...(RAETHER, RONALD) (Entered: 11/21/2018)

11/26/2018

70 ORDER THAT THE 69 MOTION FOR EXTENSION OF TIME IS GRANTED AND DEFENDANT MAY FILE ITS OPPOSITION TO PLAINTIFFS MOTION FOR APPROVAL OF SECOND DISTRIBUTION TO CLASS NO LATER THAN NOVEMBER 28, 2018. ETC. SIGNED BY HONORABLE JOHN R. PADOVA ON 11/26/18.11/26/18 ENTERED AND COPIES E-MAILED. (va, ) (Entered: 11/26/2018)

11/28/2018

71 RESPONSE in Opposition re 68 MOTION for Approval of Second Distribution to Class filed by REALPAGE, INC.. (RAETHER, RONALD) (Entered: 11/28/2018)

01/16/2019

72 NOTICE of Hearing: ORAL ARGUMENT IS SET FOR 2/7/2019 AT 10:00 A.M. IN COURTROOM 17B BEFORE HONORABLE JOHN R. PADOVA.(pk, ) (Entered: 01/16/2019)

01/28/2019

73 APPLICATION for Admission Pro Hac Vice of Timothy J. St. George by REALPAGE, INC.. ( Filing fee $ 40 receipt number 031313313262.). (MCKEE, SHARON) (Entered: 01/28/2019)

02/04/2019

74 ORDER THAT THE APPLICATION OF TIMOTHY J. ST. GEORGE, ESQ. TO PRACTICE IN THIS COURT PURSUANT TO LRCP 83.5.2(B) IS GRANTED. SIGNED BY HONORABLE JOHN R. PADOVA ON 2/4/19. 2/4/19 ENTERED & E-MAILED.(fdc) (Entered: 02/04/2019)

02/07/2019 75 Minute Entry for Motion Hearing held on 2/7/19, before Judge Padova. Court Reporter/Transcriber ESR. (fdc) (Entered: 02/07/2019)

02/13/2019

76 ORDER THAT PLAINTIFFS' 68 MOTION FOR APPROVAL OF SECOND DISTRIBUTION TO CLASS IS GRANTED. SIGNED BY HONORABLE JOHN R. PADOVA ON 2/13/19.2/13/19 ENTERED & E-MAILED.(fdc) (Entered: 02/13/2019)

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Description: Docket Report

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2:15-cv01520-JP
0.70