IN THE UNITED STATES DISTRICT COURT

NORTHERN DISTRICT OF ILLINOIS

EASTERN DIVISION

DAWON A. WORDLAW, on behalf of herself 

and all others similarly situated,

Plaintiff,

v.

ENTERPRISE LEASING COMPANY OF 

CHICAGO, LLC; ENTERPRISE HOLDINGS, 

INC.,

Defendants.

Case No. 20-cv-03200

Hon. Manish S. Shah

Hon. Magistrate Gabriel A. Fuentes

PLAINTIFF’S MOTION AND MEMORANDUM OF LAW IN SUPPORT OF

APPROVAL OF ATTORNEYS’ FEES, EXPENSES, AND SERVICE AWARD

Myles McGuire

Evan M. Meyers

Timothy P. Kingsbury

Brendan Duffner

MCGUIRE LAW, P.C. 

55 W. Wacker Dr., 9th Fl.

Chicago, IL 60601

Tel: (312) 893-7002

Fax: (312) 275-7895

mmcguire@mcgpc.com

emeyers@mcgpc.com

tkingsbury@mcgpc.com

bduffner@mcgpc.com

Counsel for Plaintiff and Class Counsel

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TABLE OF CONTENTS

I. INTRODUCTION ............................................................................................................1

II. BACKGROUND................................................................................................................2

A. The Illinois Biometric Information Privacy Act.......................................................2

B. History of the Litigation..............................................................................................3

C. Settlement Negotiations...............................................................................................5

III. RELIEF FOR THE SETTLEMENT CLASS MEMBERS ...........................................5

A. Under the Settlement’s Notice Plan, The Settlement Class Members Have

Been Effectively Notified Of The Settlement ............................................................5

B. Monetary Relief ...........................................................................................................6

C. Non-Monetary Relief...................................................................................................6

IV. DISCUSSION.....................................................................................................................7

A. Under The Percentage-Of-The-Fund Method For Calculating Attorneys’

Fees, Class Counsel’s Requested Fees Are Reasonable ...........................................9

1. Class Counsel’s retainer agreement with Plaintiff contemplates the

 requested fee award..............................................................................................10

2. Class Counsel’s requested fee award is in line with, or less than,

 the amount regularly awarded in BIPA class settlements in this District.......11

3. The risks of non-payment associated with this litigation further

 justify a 33% fee award .......................................................................................12

4. The benefits obtained for the Settlement Class Members further support

 a 33% fee award ..................................................................................................12

B. The Court Should Also Award Class Counsel’s Requested Reimbursable

Litigation Expenses ...................................................................................................14

C. The Agreed-Upon Service Award For Plaintiff Is Reasonable And

Should Be Approved..................................................................................................16

V. CONCLUSION................................................................................................................17

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TABLE OF AUTHORITIES

Cases 

Alvarado v. Int’l Laser Prods., Inc., No. 18-cv-7756, Dkt. 70 (N.D. Ill. Jan. 24, 2020) ....................................................................11

Bedford v. Lifespace Communities, Inc., No. 20-cv-04574, Dkt. 31 (N.D. Ill. May 12, 2021) .................................................................11

Beesley v. Int’l Paper Co., 

No. 06-cv-703, 2014 WL 375432 (S.D. Ill. Jan. 31, 2014).......................................................14

Boeing Co. v. Van Gemert, 

444 U.S. 472 (1980) ..........................................................................................................5, 9, 14

Bryant v. Compass Grp. USA, Inc., 

 No. 19-cv-08402, Dkt. 92 (N.D. Ill. Feb. 16, 2022)............................................................ 11-12

Bryant v. Loews Chicago Hotel, Inc.,

 No. 1:19-cv-03195, Dkt. No. 77 (N.D. Ill. Oct. 30, 2020) .........................................................9

City of Greenville v. Syngenta Crop Prot., Inc., 

 904 F. Supp. 2d 902 (S.D. Ill. 2012) .........................................................................................15

Cook v. Niedert, 

 142 F.3d 1004 (7th Cir. 1998)....................................................................................................7

Cornejo v. Amcor Rigid Plastics USA, LLC, No. 18-cv-07018, Dkt. 57 (N.D. Ill. Sept. 10, 2020)................................................................11

Craftwood Lumber Co. v. Interline Brands,

 No. 11-cv-4462, 2015 WL 2147679 (N.D. Ill. 2015)...............................................................17

Cruz v. Jame Roll Form Products, 

 No. 21-CH-04132 (Cir. Ct. Cook Cnty., Ill. 2023) ...................................................................14

Davis, et al., v. Heartland Employment Services, LLC, 

 No. 19-cv-00680, Dkt. 130 (N.D. Ill. Oct. 25, 2021)................................................................14

Dixon v. Smith Senior Living, No. 17-cv-08033, Dkt. 103 (N.D. Ill. Aug. 20, 2019)................................................................9

Florin v. Nationsbank of Ga., N.A., 34 F.3d 560 (7th Cir. 1994).................................................................................................... 7-8

Gaskill v. Gordon, 942 F. Supp. 382 (N.D. Ill 1996)............................................................................................. 8-9

Gaskill v. Gordon, 160 F.3d 361 (7th Cir. 1998)......................................................................................................11

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iii

In re Amino Acid Lysine Antitrust Litig., 

 No. 95-cv-7679, 1996 WL 197671 (N.D. Ill. Apr. 22, 1996) .....................................................8

In re AT&T Mobility Wireless Data Servs. Sales Tax Litig., 

 792 F. Supp. 2d 1028 (N.D. Ill. 2011)...................................................................................9, 12

In re Capital One Tel. Consumer Prot. Act Litig., 

80 F. Supp. 3d 781 (N.D. Ill. 2015)................................................................................. 7, 10-11

In re Cont’l Ill. Sec. Litig., 

 962 F.2d 566 (7th Cir. 1992).....................................................................................................24

In re Synthroid Mktg. Litig., 

 264 F.3d 712 (7th Cir. 2001) .................................................................................... 9-10, 12, 14

In re Synthroid Mktg. Litig., 

 325 F.3d 974 (7th Cir. 2003).......................................................................................................8

In re Union Carbide Corp. Consumer Prods. Bus. Sec. Litig., 

 724 F. Supp. 160 (S.D.N.Y. 1989)..............................................................................................8

Kaplan v. Houlihan Smith & Co., 

No. 12 C 5134, 2014 WL 2808801 (N.D. Ill. June 20, 2014)...................................................15

Kolinek v. Walgreen Co., -

 311 F.R.D. 483 (N.D. Ill. 2015) .................................................................................. 7-8, 11, 13

Kirchoff v. Flynn, 

786 F.2d 320 (7th Cir. 1986).....................................................................................................11

Matter of Cont’l Ill. Sec. Litig., 

 962 F.2d 566 (7th Cir. 1992).......................................................................................................8

Murray et al v. Bill Me Later, Inc., 

 No. 12-cv-04789, Dkt. 78 (N.D. Ill. 2014)................................................................................17

Neals v. ParTech, Inc., No. 19-cv-05660, Dkt. 140 (N.D. Ill. July 20, 2022)................................................................11

O’Sullivan v. WAM Holdings, Inc. et al., No. 19-CH-11575 (Cir. Ct. Cook Cnty., Ill. 2021) ....................................................................14

Peatry v. Bimbo Bakeries USA, Inc., No. 19-cv-2942, Dkt. 101 (N.D. Ill. Jan. 12, 2022) ..................................................................11

Quarles v. Pret A Manger, 

 Case No. 20-cv-7179, Dkt. 53 (N.D. Ill. May 4, 2022).............................................................11

Rapai v. Hyatt Corp., 

 No. 17-CH-14483 (Cir. Ct. Cook County, Ill. 2022) ................................................................17

Roach v. Walmart, Inc., No. 2019-CH-01107 (Cir. Ct. Cook Cnty., Ill. 2020) ...............................................................14

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Rogers v. CSX Intermodal Terminal, Inc., 

 No. 19-CH-04168 (Cir. Ct. Cook County, Ill. 2022) ..............................................................17

Schulte v. Fifth Third Bank, 

 805 F. Supp. 2d 560 (N.D. Ill. 2011).........................................................................................16

Silverman v. Motorola Sols., Inc., 

 739 F.3d 956 (7th Cir. 2013).....................................................................................................10

Skelton v. Gen. Motors Corp., 

860 F.2d 250 (7th Cir. 1988).....................................................................................................10

Spano v. Boeing Co., 

No. 06-cv-743, 2016 WL 3791123 (S.D. Ill. Mar. 31, 2016)..............................................12, 16

Spicer v. Chicago Bd. Options Exch., Inc., 844 F. Supp. 1226 (N.D. Ill. 1993)...................................................................................... 14-15

Stiles v. Specialty Promotions, Inc., No. 20-CH-03766 (Cir. Ct. Cook Cnty., Ill. 2022) ...................................................................14

Sutton v. Bernard, 504 F.3d 688 (7th Cir. 2007).............................................................................................6, 9, 12

Taubenfeld v. AON Corp., 415 F.3d 597 (7th Cir. 2005)................................................................................................10, 12

Thome v. NOVAtime Tech., Inc., No. 19-cv-6265, Dkt. 90 (N.D. Ill. Mar. 8, 2021).....................................................................12

Williams v. Gen. Elec. Capital Auto Lease, 

 No. 94-cv-7410, 1995 WL 765266 (N.D. Ill. Dec. 6, 1995).......................................................7

Wright v. Nationstar Mortg. LLC, 

 No. 14-cv-10457, 2016 WL 4505169 (N.D. Ill. Aug. 29, 2016).................................................7

Statutes 

740 ILCS 14/1 .................................................................................................................................1

740 ILCS 14/15 ...............................................................................................................................3

Fed. R. Civ. P. 23 .....................................................................................................................7, 14

Other Sources

Theodore Eisenberg & Geoffrey P. Miller, Incentive Awards to Class Action Plaintiffs: 

An Empirical Study, 53 UCLA L. Rev. 1303 (2006)....................................................................17

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I. INTRODUCTION

On January 3, 2023, the Court preliminarily approved the Settlement Agreement reached

between Plaintiff Dawon Wordlaw (“Plaintiff”) and Defendants Enterprise Leasing Company of 

Chicago, LLC and Enterprise Holdings, Inc. (“Defendants”),

1 bringing to a close more than 30 

months of litigation in this putative class action brought under the Illinois Biometric Information 

Privacy Act (“BIPA”), 740 ILCS 14/1 et seq. Notice of the Settlement was distributed to the 

Settlement Class Members on February 7, 2023, and as of the filing of this Motion, no Settlement 

Class Members have objected to the Settlement and no Settlement Class Members have requested 

exclusion.

The Settlement Class Members’ overwhelming support for the Settlement is unsurprising 

considering that the Settlement achieved by Class Counsel in this case is an outstanding result for 

them. The Parties’ Agreement establishes a Settlement Fund of $504,968.75 from which the 

Settlement Class Members will be compensated on an equal, pro rata basis without having to 

submit claims or take any other action. In addition to the substantial financial benefit to the 

Settlement Class Members, the Settlement also provides significant non-monetary relief designed 

to prevent the recurrence of the allegedly unlawful use of their biometrics at issue in this case.

With this Motion, Class Counsel request a fee of 33% of the total Settlement Fund, 

amounting to $166,639.69, plus their litigation expenses, as well as a Service Award in the amount 

of $12,500 for Plaintiff as the Class Representative. As explained in detail below, Class Counsel’s 

requested fee award is justified given the excellent monetary and non-monetary relief provided 

under the Settlement, is consistent with Seventh Circuit law and fee awards granted in BIPA cases 

1 Unless otherwise indicated, capitalized terms have the same meaning as those terms are used in the 

Settlement Agreement (“Agreement”), which is attached as Exhibit A to Plaintiff's previously filed 

Motion for Preliminary Approval (Dkt. 106-1). 

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in this District, and is also reasonable given the time and costs Class Counsel have committed to 

resolving this litigation for the benefit of the Settlement Class Members. Plaintiff’s requested 

Service Award is amply justified by her extraordinary efforts on behalf of the Class, including 

stepping forward to assert her claims on a class basis, sitting for multiple depositions, producing 

her own personal communications in discovery, and ultimately participating in the settlement 

conference with Hon. Gabriel Fuentes that produced the Settlement. Accordingly, Plaintiff and 

Class Counsel respectfully request that the Court approve attorneys’ fees and reasonable expenses 

of $173,036.27 and a Service Award of $12,500.00 to Plaintiff.

II. BACKGROUND

A. The Illinois Biometric Information Privacy Act

BIPA is an Illinois statute enacted in 2008 that provides individuals with certain protections 

for their biometric information. To effectuate its purpose, BIPA requires private entities that seek 

to use biometric identifiers (e.g., fingerprints and handprints) and biometric information (any 

information gathered from a biometric identifier which is used to identify an individual) to:

(1) inform the person whose biometrics are to be collected in writing that their 

biometrics will be collected or stored; 

(2) inform the person whose biometrics are to be collected in writing of the 

specific purpose and the length of term for which such biometrics are being collected, 

stored and used;

(3) receive a written release from the person whose biometrics are to be 

collected allowing the capture and collection of their biometrics;

(4) receive consent before disclosing or otherwise disseminating the person’s 

biometrics; and

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(4) make publicly available retention schedule and guidelines for permanently 

destroying the collected biometrics. 740 ILCS 14/15.

BIPA was enacted in large part to protect individuals’ biometrics, provide them with a means of 

enforcing their statutory rights, and regulate the practice of collecting, using and disseminating 

such sensitive information.

B. History Of The Litigation 

On April 3, 2020, Plaintiff filed a class action lawsuit in the Circuit Court of Cook County, 

Illinois, Chancery Division against Defendants alleging violations of BIPA. Plaintiff alleges that 

while she was working for Defendant Enterprise Leasing Company of Chicago, LLC in 2016, 

Defendants implemented a biometrically-enabled timekeeping system to monitor Plaintiff’s and 

the Settlement Class Members’ work hours. (See First Amended Class Action Complaint 

(“Complaint” or “FAC”), Dkt. 21, ¶ 25.) Plaintiff alleges she used her fingerprint to “clock-in” 

and “clock-out” using this system until Plaintiff’s employment relationship with Enterprise 

Leasing Company of Chicago, LLC ended in March 2019. (Id., ¶ 27.)

On May 29, 2020, Defendant Enterprise Leasing Company of Chicago, LLC removed the 

case to this Court, where it was assigned to the Honorable Manish S. Shah. On August 31, 2020, 

Defendants moved to dismiss Plaintiff’s initial Complaint. On September 21, 2020, Plaintiff filed 

her First Amended Complaint pursuant to Fed. R. Civ. P. 15(a)(1). In the FAC, Plaintiff alleges 

that, prior to collecting her biometrics, Defendants did not inform Plaintiff in writing that her 

biometrics were being collected, stored, used, or disseminated, or provide her with any disclosures 

relating to their collection, storage, or dissemination of her biometrics. (Id., ¶ 29.) Plaintiff also 

alleges that Defendants did not seek, and Plaintiff never provided, any written consent relating to 

the collection, capture, or use of her biometrics. (Id., ¶ 30.) Plaintiff further alleges that, prior to 

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taking Plaintiff’s biometrics, Defendants did not make publicly available any written biometric 

retention schedule or policy, nor did Defendants disclose any guidelines for permanently 

destroying her collected biometrics. (Id., ¶ 31.) Lastly, Plaintiff alleges that Defendants did not 

obtain consent from Plaintiff to disseminate her biometrics to third parties, including any data 

storage or payroll processing vendors. (Id., ¶ 32.)

On October 13, 2020, Defendants moved to dismiss Plaintiff’s FAC under Fed. R. Civ. P. 

12(b)(6), arguing that: (i) Plaintiff failed to allege facts supporting the inclusion of Enterprise 

Holdings, Inc. in this lawsuit; (ii) Plaintiff engaged in improper “group pleading;” (iii) Plaintiff 

failed to state any claim for violation of BIPA Sections 15(a), (b), or (d); (iv) Plaintiff failed to 

plead recklessness or intent; and (v) Plaintiff’s claims were preempted by the Illinois Workers’ 

Compensation Act. (Dkts. 25-26.) On December 21, 2020, following full briefing, the Court issued 

a Memorandum Opinion and Order denying Defendants’ Motion to Dismiss. (Dkt. 30.) On January

20, 2021, Defendants filed a Motion for Reconsideration. (Dkts. 33-34.) Defendants also 

simultaneously filed a Motion to Amend to Certify Questions for Appeal and Stay Proceedings. 

(Dkts. 35-36.) On January 28, 2021, the Court denied both motions. (Dkt. 38.)

On February 2, 2021, Defendants filed their Answer to Plaintiff’s FAC, and on February 

3, 2021, the Court entered a discovery schedule. (Dkts. 39-41.) Over the course of the next year, 

the Parties engaged in substantial discovery relevant to both class certification issues and the merits 

of Plaintiff’s individual claims. Defendants produced thousands of documents, including hundreds 

of purported biometric consent forms signed by putative Class members. Plaintiff took depositions 

of two individuals in their personal capacities as well as two depositions of Defendants’ Rule 

30(b)(6) designees, and Defendants took two depositions of Plaintiff. While the Parties met and 

conferred regularly in an attempt to resolve numerous disputes, Plaintiff filed a Motion to Compel

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(Dkt. 56), and Defendants filed a Motion to Quash Plaintiff’s subpoena to third party Kronos 

Incorporated (Dkt. 66), the provider of the timekeeping technology at issue in this case. At the 

Parties’ request, the Court extended the fact discovery cutoff several times. (Dkts. 51, 58, 60, 65, 

77.) Fact discovery closed on April 29, 2022. (Dkt. 77.)

C. Settlement Negotiations

On May 23, 2022, the Parties requested a referral to Magistrate Judge Gabriel A. Fuentes 

for a settlement conference. (Dkt. 85.) On July 13, 2022, the Parties attended an all-day remote 

settlement conference with Judge Fuentes. (Dkt. 92.) Counsel for the Parties, Plaintiff, and a 

representative for Defendants were in attendance. With the assistance of Judge Fuentes, the Parties 

reached a settlement in principle by which the Parties agreed to resolve all matters pertaining to, 

arising from, and associated with the Litigation, including all claims Plaintiff and Settlement Class 

Members have or may have had against Defendants and any Released Parties, as those terms are

defined in the Settlement Agreement. (Id.) In the more than four months following the formal 

settlement conference, the Parties engaged in further negotiations to come to terms regarding the 

key elements of the Settlement, including the relief to be provided to the Class Members, the scope 

of the release, and the form and method of Notice to be provided to the Settlement Class Members, 

and ultimately agreed on a final form of the Settlement Agreement which this Court preliminarily 

approved on January 3, 2023 (Dkts. 108–109.)

III. RELIEF FOR THE SETTLEMENT CLASS MEMBERS

A. Under The Settlement’s Notice Plan, The Settlement Class Members Have 

Been Effectively Notified Of The Settlement. 

Under the Settlement Agreement’s notice plan, which has already gone into effect, direct 

notice has been provided by U.S. Mail to the Settlement Class Members (See Declaration of Evan 

M. Meyers (“Meyers Decl.”), attached hereto as Exhibit A, ¶ 18.) In addition, the Settlement 

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Website is live, where the Settlement Class Members can learn about the case and the Settlement, 

review the full Settlement Agreement and a detailed Long Form Notice, and obtain answers to 

frequently asked questions. Settlement Class Members can also request exclusion from the 

Settlement via the Settlement Website if they so choose. To date, of the hundreds of individuals 

who received notice by U.S. Mail, none have objected to, or elected to exclude themselves from,

the Settlement. (Id.)

B. Monetary Relief

As detailed in Plaintiff’s preliminary approval filings, the Settlement provides substantial 

monetary relief to the Settlement Class Members. As a result of Class Counsel’s efforts, 

Defendants have agreed to establish a non-reversionary Settlement Fund in the amount of 

$504,968.75. (Settlement Agreement, Dkt. 106-1, ¶ 50(a)). Following subtractions for the costs of 

notice and administration, court awarded attorneys’ fees and costs, and a Service Award to 

Plaintiff, the Settlement Fund will be distributed in full to Settlement Class Members on a pro rata

basis with no need to submit a claim. Class Counsel expect that each Settlement Class Member 

will each receive between $400 and $500, a significant amount that is well within the range of 

previously-approved BIPA settlements.

C. Non-Monetary Relief

The Settlement also provides Settlement Class Members with non-monetary relief whereby 

Defendant Enterprise Chicago will revise its existing biometric consent policy to contain language 

identifying both Enterprise Holdings, Inc. and Enterprise Chicago’s relevant timekeeping vendors. 

(Id., ¶ 55.) This relief will benefit not just the Settlement Class Members, but future employees of 

Defendant Enterprise Leasing Company of Chicago, LLC, as well.

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IV. DISCUSSION

Federal Rule of Civil Procedure 23 provides that “[i]n a certified class action, the court 

may award reasonable attorney’s fees and nontaxable costs that are authorized by law or by the 

parties’ agreement.” Fed. R. Civ. P. 23(h). The Seventh Circuit recognizes “two approaches used 

to calculate attorneys’ fees: the lodestar method . . . and the percentage-of-recovery method . . . .” 

Wright v. Nationstar Mortg. LLC, No. 14-cv-10457, 2016 WL 4505169, at *14 (N.D. Ill. Aug. 29, 

2016) (citing Florin v. Nationsbank of Ga., N.A., 34 F.3d 560, 562 (7th Cir. 1994). Generally, “a 

district judge has discretion to use either method, depending on the particular circumstances of the 

case.” Cook v. Niedert, 142 F.3d 1004, 1010 (7th Cir. 1998).

In class actions such as this, where the defendant creates a common fund that is distributed 

in full, the percentage-of-the-fund method is “the normal practice,” because “such an approach is 

more efficient for the court and more likely to yield an accurate approximation of the market rate.” 

In re Capital One Telephone Consumer Protection Act Litig., 80 F. Supp. 3d 781, 794–95 (N.D. 

Ill. 2015); Kolinek v. Walgreen Co., 311 F.R.D. 483, 500–01 (N.D. Ill. 2015) (“The Court agrees 

with [class] counsel that the fee award in this case should be calculated based on a percentage-ofthe-fund method . . . because fee arrangements based on the lodestar method require plaintiffs to 

monitor counsel and ensure that counsel are working efficiently on an hourly basis, something a 

class of [many] million lightly-injured plaintiffs likely would not be interested in doing”); Williams 

v. Gen. Elec. Capital Auto Lease, No. 94-cv-7410, 1995 WL 765266, *9 (N.D. Ill. Dec. 6, 1995) 

(“The approach favored in the Seventh Circuit is to compute attorney’s fees as a percentage of the 

benefit conferred on the class”) (collecting cases). Moreover, the percentage-of-the-fund method 

is the best method for recreating the market for BIPA class action attorneys, because BIPA 

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attorneys generally work on contingency and are not paid by lodestar.

2

One of the primary advantages the percentage of the fund approach has over the lodestar 

approach—and a substantial reason why percentage of the fund more accurately represents the 

“market rate”—is that “the lodestar method [would] require plaintiffs to monitor counsel and 

ensure that counsel are working efficiently on an hourly basis, something a class of nine million 

lightly-injured plaintiffs likely would not be interested in doing.” Kolinek, 311 F.R.D. at 501. The 

percentage of the fund approach, by contrast, promotes early resolution and eliminates the 

incentive for plaintiffs’ attorneys to inflate their billable hours by engaging in wasteful litigation. 

See In re Synthroid Mktg. Litig., 325 F.3d 974, 979 (7th Cir. 2003). By limiting attorneys’ fees to 

a percentage of the common fund, “courts can expect attorneys to make cost efficient decisions 

about whether certain expenses are worth the win.” Gaskill v. Gordon, 942 F. Supp. 382, 386 (N.D. 

Ill 1996), aff’d, 160 F.3d 361 (7th Cir. 1998); see also In re Amino Acid Lysine Antitrust Litig., 

No. 95-cv-7679, 1996 WL 197671, at *2 (N.D. Ill. Apr. 22, 1996) (explaining “growing 

recognition that in a common fund situation . . . a fee based on a percentage of recovery . . . tends 

to strike the best balance in favor of the clients’ interests while at the same time preserving the 

lawyers’ self- interest”).

Along that line, the percentage of the fund approach preserves judicial resources by sparing 

the Court the cumbersome task of reviewing complicated and lengthy billing records. Florin, 34 

F.3d at 566 (noting “advantages” of percentage of the fund method’s “relative simplicity of 

administration”). As one seminal case put it:

The percentage method is bereft of largely judgmental and time-wasting 

computations of lodestars and multipliers. These latter computations, no matter 

2 Class Counsel submit that their lodestars accrued over this case’s nearly three-year lifespan exceed the 

$166,639.69 sought herein. To the extent this Court nonetheless has any concerns as to the application of 

the percentage-of-the-recovery approach in awarding attorneys’ fees and wishes to conduct a lodestar 

analysis, Class Counsel will submit their lodestars.

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how conscientious, often seem to take on the character of so much Mumbo Jumbo. 

They do not guarantee a more fair result or a more expeditious disposition of 

litigation. 

In re Union Carbide Corp. Consumer Prods. Bus. Sec. Litig., 724 F. Supp. 160, 170 (S.D.N.Y. 

1989); see also Matter of Cont’l Ill. Sec. Litig., 962 F.2d 566, 573 (7th Cir. 1992) (noting it is

easier to establish market based contingency fee percentages than to “hassle over every item or 

category of hours and expense and what multiple to fix and so forth”); Gaskill, 942 F. Supp. at 386 

(percentage of fund method “provides a more effective way of determining whether the hours 

expended were reasonable”). For this reason, courts in this District routinely apply the percentage 

of the common fund method and have noted the advantages of this approach. See, e.g., In re AT&T 

Mobility Wireless Data Servs. Sales Tax Litig., 792 F. Supp. 2d 1028, 1040 (N.D. Ill. 2011) (using 

percentage method because it did “not need to resort to a lodestar calculation, which would be 

costly to conduct, to reinforce the same conclusion”); see also Bryant v. Loews Chicago Hotel, 

Inc., No. 1:19-cv-03195, Dkt. No. 77 (N.D. Ill. Oct. 30, 2020); Dixon v. Smith Senior Living, No. 

17-cv-08033, Dkt. No. 103 (N.D. Ill. Aug. 20, 2019). 

Here, Class Counsel’s requested fee award is $166,639.69, which represents 33% of the 

Settlement Fund. As explained in detail below, this fee award is within the market rate for

settlements of this size, is within or less than the amount of fees approved in other similar BIPA 

class action settlements finally-approved in this District, including by this Court, and is fair and 

reasonable in light of the work performed and the recovery secured on behalf of the Settlement 

Class Members.

A. Under The Percentage-Of-The-Fund Method For Calculating Attorneys’ 

Fees, Class Counsel’s Requested Fees Are Reasonable. 

When a representative party has created a “common fund” for, or has conferred a 

“substantial benefit” upon, an identifiable class, counsel for that party is entitled to an award of 

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attorneys’ fees from the fund. Boeing Co. v. Van Gemert, 444 U.S. 472, 478 (1980) (“[A] lawyer 

who recovers a common fund . . . is entitled to a reasonable attorneys’ fee from the fund as a 

whole.”); Mills v. Electric Auto-Lite Co., 396 U.S. 375 (1970); In re Synthroid Mktg. Litig., 264 

F.3d 712, 717 (7th Cir. 2001) (hereinafter “Synthroid I”); Sutton v. Bernard, 504 F.3d 688, 691 

(7th Cir. 2007). This rule “is based on the equitable notion that those who have benefited from 

litigation should share in its costs.” Sutton, 504 F.3d at 691–92 (citing Skelton v. Gen. Motors 

Corp., 860 F.2d 250, 252 (7th Cir. 1988)).

In determining an appropriate award in a common fund case, a court must endeavor to 

award “the market price for legal services, in light of the risk of nonpayment and the normal rate 

of compensation in the market at the time.” Synthroid I, 264 F.3d at 718. In other words, the 

percentage awarded should “approximate the market rate that prevails between willing buyers and 

willing sellers of legal services.” Silverman v. Motorola Sols., Inc., 739 F.3d 956, 957 (7th Cir. 

2013) (citations omitted); Taubenfeld v. AON Corp., 415 F.3d 597, 599 (7th Cir. 2005) (holding 

that a court should attempt to “recreate the market” and determine what the parties would have 

agreed to ex ante (citation omitted)). The Seventh Circuit has articulated three factors to help 

district courts estimate the appropriate market fee: “(1) actual fee contracts between plaintiffs and 

their attorneys; (2) data from similar cases where fees were privately negotiated; and (3) 

information from class-counsel auctions.” Capital One, 80 F. Supp. 3d at 796 (citing Synthroid I, 

264 F.3d at 719); see Taubenfeld, 415 F.3d at 599. An application of these factors in this case 

shows that Class Counsel’s requested fees are reasonable and well-earned.

1. Class Counsel’s retainer agreement with Plaintiff contemplates the 

requested fee award.

The first factor courts consider in determining the percentage of the fund that the class and 

class counsel would have agreed to ex ante is the actual agreed-upon amount in class counsel’s 

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retainer agreement. Capital One, 80 F. Supp. 3d at 796 (citing Synthroid I, 264 F.3d at 719). Here, 

Class Counsel’s retainer agreement with Plaintiff provides for a contingency fee of up to 40% of 

all monies recovered, plus costs and expenses. (Meyers Decl. ¶ 21.) Given the $504,968.75 

Settlement Fund here, Plaintiff’s agreement with Class Counsel contemplates a fee award of at 

least $200,000.00, in addition to the recovery of all costs and expenses. Here, the fee percentage 

requested, 33% of the Settlement Fund, is within the range of fees previously awarded in the 

Seventh Circuit. See, e.g., Gaskill v. Gordon, 160 F.3d 361, 362 (7th Cir. 1998) (“The typical 

contingent fee is between 33 and 40 percent”); Kirchoff v. Flynn, 786 F.2d 320, 323 (7th Cir. 1986) 

(observing that “40% is the customary fee in tort litigation” and noting, with approval, contract 

providing for one-third contingent fee if litigation settled prior to trial). And the agreement’s 

percentage is in line with what Class Counsel are actually seeking, as Class Counsel’s requested 

fee award amounts to 33% of the Settlement Fund. Accordingly, the retainer agreement with 

Plaintiff supports a finding that the Settlement Class Members would have agreed to Class 

Counsel’s requested fee in an ex ante negotiation. See Capital One, 80 F. Supp. 3d at 796; see also

Kolinek, 311 F.R.D. at 500.

2. Class Counsel’s requested fee award is in line with, or less than, the 

amount regularly awarded in BIPA class settlements in this District.

The Court can confidently find that a hypothetical ex ante negotiation would have resulted 

in at least the 33% Class Counsel now seek; indeed, in similar BIPA cases, courts in this District, 

including this Court, have routinely awarded at least 33% of the net settlement fund. See, e.g.,

Quarles v. Pret A Manger, Case No. 20-cv-7179, Dkt. 53 (N.D. Ill. May 4, 2022) (Shah, J.) 

(awarding class counsel 36% of settlement fund in BIPA class action plus litigation expenses); 

Bedford v. Lifespace Communities, Inc., No. 20-cv-04574, Dkt. 31 (N.D. Ill. May 12, 2021) (Shah, 

J.) (awarding class counsel 33.33% of fund); see also, e.g., Alvarado v. Int’l Laser Prods., Inc., 

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No. 18-cv-7756, Dkt. 70 (N.D. Ill. Jan. 24, 2020) (Pallmeyer, J.) (awarding class counsel in BIPA 

class settlement 35% of the settlement fund); Neals v. ParTech, Inc., No. 19-cv-05660, Dkt. 140 

(N.D. Ill. July 20, 2022) (Valderrama, J.) (same); Peatry v. Bimbo Bakeries USA, Inc., No. 19-cv2942, Dkt. 101 (N.D. Ill. Jan. 12, 2022) (Ellis, J.) (same); Cornejo v. Amcor Rigid Plastics USA, 

LLC, No. 18-cv-07018, Dkt. 57 (N.D. Ill. Sept. 10, 2020) (Pacold, J.) (same); Bryant v. Compass 

Grp. USA, Inc., No. 19-cv-08402, Dkt. 92 (N.D. Ill. Feb. 16, 2022) (Kendall, J.) (awarding 33.3% 

of common fund in BIPA class settlement); Thome v. NOVAtime Tech., Inc., No. 19-cv-6265, Dkt. 

90 (N.D. Ill. Mar. 8, 2021) (Kennelly, J.) (same). 

Accordingly, Class Counsel’s fee request here is appropriate because any hypothetical ex 

ante negotiation would have resulted in an agreement of at least 33% of any recovery.

3. The risks of non-payment associated with this litigation further justify 

a 33% fee award.

The reasonableness of the requested fee award is further bolstered by the significant risk 

of non-payment Class Counsel faced at the outset of this litigation. See Taubenfeld, 415 F.3d at 

600 (approving district court’s reliance on this factor in evaluating attorneys’ fees); Synthroid I, 

264 F.3d at 718 (court should “estimate the terms of the contract that private plaintiffs would have 

negotiated with their lawyers ... at the outset of the case (that is, when the risk of loss still 

existed)”). By taking this case on a contingency fee basis, Class Counsel assumed the risk they 

would receive no payment for their services. See Sutton, 504 F.3d at 693-94 (“We recognize that 

there is generally some degree of risk that attorneys will receive no fee (or at least not the fee that 

reflects their efforts) when representing a class because their fee is linked to the success of the 

suit.”). Before filing this case, Class Counsel knew that Defendant Enterprise Holdings, Inc. would 

strenuously object to being named as a defendant in this matter because it was not Plaintiff’s direct 

employer. Indeed, as discussed in Defendants’ Motion to Dismiss, Defendants threatened to pursue 

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sanctions against Class Counsel on this basis (See Dkt. 26 at 1, n.1 (“Defendants reserve any 

remedies available under Rule 11 of the Federal Rules of Civil Procedure.”)) While in Class 

Counsel’s view Plaintiff’s Complaint and FAC contained no inaccuracies, as discussed in 

Plaintiff’s Motion for Preliminary Approval (Dkt. 106), it took extensive, contested discovery for 

Plaintiff and Class Counsel to fully develop a class certification theory leading to Defendants’ 

agreement to consider a resolution on a class basis. (See Dkt. 62 (explaining the Parties’ divergent 

views on the scope of any settlement negotiations and the need to resolve disagreements over class 

certification issues)). Defendants, of course, disagree and made clear that they would challenge 

any efforts by Plaintiff to move for class certification. Moreover, at the time this case was filed –

and even when the Settlement was reached – several fundamental issues with respect to BIPA 

claims generally remained unresolved, including the issue of what limitations period applies to 

BIPA claims and when BIPA claims accrue for limitations purposes. 

Class Counsel agreed to pursue this case understanding that a loss on any of these fronts 

would eliminate the Class’s (and thus, Class Counsel’s) ability to get paid. Considering these 

material risks, it is appropriate to award 33% of the Net Settlement Fund in attorneys’ fees. See 

Kolinek, 311 F.R.D. at 502–03 (adding 6% risk premium to attorneys’ fees “based on the degree 

of effort the attorneys would need to put in, the likelihood of success, and the risks associated with 

undertaking class representation” when case was filed); In re AT&T Mobility Wireless Data Servs. 

Sales Tax Litig., 792 F. Supp. 2d at 1035-35 (finding significant risk of nonpayment where, among 

other reasons, counsel would have to overcome case dispositive defenses and certify a class).

4. The benefits obtained for the Settlement Class Members further 

support a 33% fee award.

The quality of Class Counsel’s representation, as demonstrated by the Settlement itself, 

further supports the requested fee award. As noted above, each Settlement Class Member who 

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does not request exclusion from the Settlement will receive hundreds of dollars by check without 

the need to submit a claim or take any action. This is an excellent result considering that many of 

the Settlement Class Members signed releases authorizing their direct employer to collect their 

biometric data and the other risks of non-payment discussed above. Irrespective of those risks 

specific to this case, the $706.25 gross recovery per class member compares favorably with other 

BIPA class settlements in employer timekeeping cases. See, e.g., Cruz v. Jame Roll Form 

Products, No. 21-CH-04132 (Cir. Ct. Cook Cnty., Ill. 2023) (finally-approved BIPA settlement 

created $538,125 fund for 1,025 class members, or $525 per class member gross); Stiles v. 

Specialty Promotions, Inc., No. 20-CH-03766 (Cir. Ct. Cook Cnty., Ill. 2022) (finally-approved 

BIPA settlement created fund in the gross amount of $725 per class member); Davis, et al., v. 

Heartland Employment Services, LLC, No. 19-cv-00680, Dkt. 130 (N.D. Ill. Oct. 25, 2021) 

(Valderrama, J.) (approving BIPA employment class action settlement with a gross value of $500 

per class member); O’Sullivan v. WAM Holdings, Inc. et al., No. 19-CH-11575 (Cir. Ct. Cook 

Cnty., Ill. 2021) (finally-approved BIPA settlement created fund in the gross amount of $601 per 

class member); Roach v. Walmart, Inc., No. 2019-CH-01107 (Cir. Ct. Cook Cnty., Ill. 2020) 

(approving BIPA employment class action settlement with a gross value of $461.32 per class 

member).

Ultimately, taken as a whole, the Settlement represents an outstanding result for the 

Settlement Class Members, given the heightened risks and strong legal defenses present here, and 

compared to awards in similar BIPA cases, Class Counsel’s request for 33% of the Settlement 

Fund is reasonable and fair in this instance.

B. The Court Should Also Award Class Counsel’s Requested Reimbursable 

Litigation Expenses.

It is well established that counsel who create a common fund like this one are entitled to 

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the reimbursement of litigation costs and expenses. Beesley v. Int’l Paper Co., 06-cv-703, 2014 

WL 375432, at *3 (S.D. Ill. Jan. 31, 2014) (citing Fed. R. Civ. P. 23; Boeing, 444 U.S. at 478. The 

Seventh Circuit has held that costs and expenses should be awarded based on the types of 

“expenses private clients in large class actions (auctions and otherwise) pay.” Synthroid I, 264 

F.3d at 722; see also Spicer v. Chi. Bd. Options Exch., Inc., 844 F. Supp. 1226, 1256 (N.D. Ill. 

1993) (noting that courts regularly award reimbursement of those expenses that are reasonable and 

necessarily incurred in the course of litigation). Reimbursable expenses include expert fees; travel; 

long distance and conference telephone; postage; delivery services; and computerized legal 

research. See, e.g., In re Cont’l Ill. Sec. Litig., 962 F.2d 566, 570 (7th Cir. 1992) (“clear error” to 

deny reimbursement of Lexis and Westlaw expenses because “the arms’ length market 

reimburses” such expenses); Beesley, 2014 WL 375432, *3 (granting reimbursement from 

common fund for litigation expenses including “expert witness costs; computerized research; court 

reports; travel expense; copy, phone and facsimile expenses and mediation”); City of Greenville v. 

Syngenta Crop Prot., Inc., 904 F. Supp. 2d 902, 910 (S.D. Ill. 2012) (granting reimbursement of 

expenses including “experts’ fees, other consulting fees, deposition expenses, travel, and 

photocopying costs”)

Class Counsel have expended $6,396.58 in reimbursable expenses related to filing fees, 

court reporter fees for several depositions, copying, and case administration. (Meyers Decl., ¶ 20). 

Courts regularly award reimbursement of the expenses counsel incurred in prosecuting the 

litigation. See, e.g., Kaplan v. Houlihan Smith & Co., No. 12-cv-5134, 2014 WL 2808801, at *4 

(N.D. Ill. June 20, 2014) (awarding expenses “for which a paying client would reimburse its 

lawyer”); Spicer, 844 F. Supp. at 1256 (N.D. Ill. 1993) (detailing and awarding expenses incurred 

during litigation). Therefore, Class Counsel request the Court approve as reasonable the incurred 

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expenses, a request which Defendant does not oppose. Accordingly, this Court should award a 

total fee and expense award to Class Counsel of $173,036.27.

C. The Agreed-Upon Service Award For Plaintiff Is Reasonable And Should Be 

Approved.

The requested $12,500.00 Service Award for Plaintiff is reasonable not only because of 

her willingness to attach her name to this litigation against her former employer and thus subject 

herself to “scrutiny and attention” which is “certainly worth some remuneration,” Schulte v. Fifth 

Third Bank, 805 F. Supp. 2d 560, 601 (N.D. Ill. 2011), but also because of her extraordinary efforts 

on behalf of the Settlement Class. Plaintiff assisted Class Counsel with their initial investigation, 

produced documents in discovery (including her own personal text message communications), 

took multiple days off work in order to sit for two depositions, took another day off work in order 

to personally attend the settlement conference overseen by Hon. Gabriel Fuentes that led to the 

Settlement, and ultimately reviewed and approved the Settlement Agreement on behalf of the 

Settlement Class Members. 

Because a named plaintiff is essential to any class action, “[i]ncentive awards are justified 

when necessary to induce individuals to become named representatives.” Spano v. Boeing Co., No. 

06-cv-743, 2016 WL 3791123, at *4 (S.D. Ill. Mar. 31, 2016 (approving incentive awards of 

$25,000 and $10,000 for class representatives) (internal citation omitted). Here, Plaintiff’s efforts 

and participation in prosecuting this case justify the $12,500.00 Service Award sought. Even 

though no award of any sort was promised to Plaintiff prior to the commencement of the litigation 

or any time thereafter, Plaintiff nonetheless contributed her time and effort in pursuing her own 

BIPA claims, as well as in serving as representative on behalf of the Settlement Class Members—

exhibiting a willingness to participate and undertake the responsibilities and risks attendant with 

bringing a representative action. (Meyers Decl., ¶¶ 22–23). Were it not for Plaintiff’s willingness 

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to bring this action on a class-wide basis, agreement to sacrifice her own time in order to fulfil her 

representative duties (and attend two depositions and a settlement conference), and her overall

efforts and contributions to the litigation up through settlement, the substantial benefits to the 

Settlement Class Members afforded under the Settlement Agreement would not exist. (Id., ¶ 24).

Numerous courts that have granted final approval in similar class action settlements, 

including BIPA settlements, have awarded the same or significantly higher incentive awards than 

the $12,500 award sought here. See, e.g., Rapai v. Hyatt Corp., No. 17-CH-14483 (Cir. Ct. Cook 

County, Ill. 2022) (awarding $12,500 incentive award to BIPA class representative); Rogers v. 

CSX Intermodal Terminal, Inc., No. 19-CH-04168 (Cir. Ct. Cook County, Ill. 2022) (awarding 

$15,000 incentive award in BIPA class action); Craftwood Lumber Co. v. Interline Brands, No. 

11-cv-4462, 2015 WL 2147679, at *6 (N.D. Ill. 2015) (finding that $25,000 incentive award was 

reasonable and “in line with incentive fees awarded by other courts in this district”); Murray et al 

v. Bill Me Later, Inc., No. 12-cv-04789, Dkt. 78 (N.D. Ill. 2014) (awarding $60,000 incentive 

award to two class representatives); see also Theodore Eisenberg & Geoffrey P. Miller, Incentive 

Awards to Class Action Plaintiffs: An Empirical Study, 53 UCLA L. Rev. 1303, 1348 (2006) 

(finding that “[t]he average award per class representative was $15,992”). Accordingly, a Service

Award of $12,500.00 to Plaintiff is eminently justified by her time and effort in this case and 

should be approved.

V. CONCLUSION

For the foregoing reasons, Plaintiff and Class Counsel respectfully request that the Court

enter an Order: (1) approving an award of attorneys’ fees and expenses of $173,036.27; and (2) 

approving a Service Award in the amount of $12,500.00 to Plaintiff in recognition of her significant

efforts on behalf of the Settlement Class Members. 

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Dated: March 20, 2023 Respectfully submitted,

DAWON WORDLAW, individually and on behalf 

of a class of similarly situated individuals

By: /s/ Timothy P. Kingsbury

One of Plaintiff’s Attorneys

Myles McGuire

Evan M. Meyers 

Timothy P. Kingsbury

Brendan Duffner

MCGUIRE LAW, P.C. 

55 W. Wacker Drive, 9th Fl.

Chicago, IL 60601

Tel: (312) 893-7002

Fax: (312) 275-7895

mmcguire@mcgpc.com

emeyers@mcgpc.com

tkingsbury@mcgpc.com

bduffner@mcgpc.com

Counsel for Plaintiff and the Settlement Class

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CERTIFICATE OF SERVICE

I hereby certify that on March 20, 2023, I electronically filed the foregoing Plaintiff’s 

Motion and Memorandum of Law in Support of Approval of Attorneys’ Fees, Expenses, and 

Service Award with the Clerk of the Court using the CM/ECF system. A copy of said document 

will be electronically transmitted to all counsel of record.

/s/ Timothy P. Kingsbury

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