participation of 17 mediator is not dispositive but is “a factor weighing in favor of a finding of non-collusiveness”
How later courts described this case
- participation of 17 mediator is not dispositive but is “a factor weighing in favor of a finding of non-collusiveness”
- holding that attorneys may 12 recover reasonable expenses that would typically be billed to paying clients in non-contingency 13 matters
Written by the judges who cited it.
The opinion
1
2
3
4 UNITED STATES DISTRICT COURT
5 NORTHERN DISTRICT OF CALIFORNIA
6 SAN JOSE DIVISION
7
8 RENE CABRERA, et al., Case No. 5:11-cv-01263-EJD
9 Plaintiffs, ORDER GRANTING MOTION FOR
FINAL SETTLEMENT APPROVAL;
10 v. GRANTING IN PART MOTION FOR
ATTORNEYS' FEES, EXPENSES,
11 GOOGLE LLC, AND SERVICE AWARD
Defendant.
12 Re: Dkt. Nos. 889, 890
13 Before the Court is Plaintiffs’ Motion for Final Approval of Class Action Settlement and
14 Motion for Attorney Fees, Expenses, and Service Awards. Mot. for Final Approval, ECF No. 889;
15 Mot. for Fees, ECF No. 890. The Court held a Fairness Hearing on August 21, 2025, where all
16 parties were heard. ECF No. 895. The Court received no written objections, and no objectors
17 appeared at the Fairness Hearing. The Court also held a status conference on August 25, 2025, to
18 discuss new information discovered regarding financial arrangements with the Class Administrator
19 and the company managing the pre-paid Mastercard payment option. ECF No. 903. The Court
20 will discuss this issue in detail below.
21 Having considered the motions briefing, the terms of the Settlement Agreement, the
22 arguments of counsel, and the other matters on file in this action, the Court GRANTS the Motion
23 for Final Settlement Approval. The Court finds the Settlement Agreement to be fair, adequate, and
24 reasonable. The Court also GRANTS IN PART Class Counsel’s Motion for Attorney Fees,
25 Expenses, and Service Awards.
26
27
Case No.: 5:11-cv-01263-EJD
I. BACKGROUND
1
A. Procedural History
2
This fourteen-year-old case arises from Google’s alleged failure to apply its Smart Pricing
3
discounts to AdWords advertisers’ click costs and charging advertisers for clicks originating from
4
outside of their designated geographic areas. Fifth Am. Compl., ECF No. 567; see also Order
5
Granting in Part and Den. in Part Class Cert. Mot., Den. Daubert Mot., and Den. Mot. for Summ.
6
J., ECF No. 675.
7
The original class representative, Woods, filed the first complaint on March 15, 2011.
8
Compl., ECF No. 1. After extensive motions practice, including several motions to dismiss and a
9
motion for summary judgment, the Court granted Google’s motion to deny class certification on
10
August 23, 2018. Order Den. Class Cert., ECF No. 366. The Court found that Woods’s business
11
entanglement with Class Counsel raised a conflict that rendered him inadequate. Id. Specifically,
12
the Court found that Woods was an equity partner in his firm and that his firm referred this case to
13
Class Counsel with an interest in securing significant fees for Class Counsel and to maintain
14
positive working relationships between the firms in other cases. Id. The Court provided Plaintiffs
15
leave to file an amended complaint, and Cabrera substituted in as the new Class Representative the
16
next day. Third Am. Compl., ECF No. 368.
17
Google soon after filed a motion to dismiss the new complaint, which the Court granted in
18
part on February 26, 2019. Order Granting Mot. to Dismiss, ECF No. 480. The Ninth Circuit
19
reversed the Court’s order and remanded the matter on January 4, 2021. USCA Memo., ECF No.
20
533. Upon return, Cabrera joined his company RMC as a named plaintiff on June 7, 2021. Order
21
Granting Leave to Am., ECF No. 565. Several new motions were filed after that time, which the
22
Court resolved on August 15, 2023, granting in part and denying in part class certification, and
23
denying Daubert motions and a motion for summary judgment. Order Granting in Part and Den.
24
in Part Class Cert. Mot., Den. Daubert Mot., and Den. Mot. for Summ. J.
25
Over the following year, the parties appeared before Judge DeMarchi to resolve four
26
additional discovery disputes. ECF Nos. 710, 727, 744, 849. During this time, Google also filed a
27
Case No.: 5:11-cv-01263-EJD
1 motion alleging that Plaintiffs and their experts mishandled Google’s proprietary data and source
2 code between November 2017 and March 2024. Mot. Re Mishandling of Proprietary Data, ECF
3 No. 825. Though the Court briefly discussed Google’s allegations during a different hearing on
4 November 19, 2024, the parties settled this case prior to the Court formally hearing the matter.
5 ECF No. 831. Plaintiffs had also filed a motion to strike Google’s expert report which was
6 pending when the parties reached settlement. Mot. to Strike, ECF No. 818.
7 B. Reaching Settlement
8 At different stages in this litigation, the parties participated in six unsuccessful mediation
9 sessions facilitated by four different mediators. Mot. for Final Approval 3. The parties finally
10 reached settlement after attending two settlement conferences with Judge DeMarchi in 2024. ECF
11 Nos. 771, 861. Following these conferences, the parties accepted Judge DeMarchi’s double-blind
12 mediator’s proposal on December 24, 2024, seven weeks before trial. Status Report, ECF No.
13 866. The Court thereafter granted preliminary approval on April 16, 2025. Order Granting
14 Prelim. Approval, ECF No. 822.
15 C. Terms of the Settlement Agreement
16 1. Class Definition
17 Under the Settlement Agreement, and in accordance with the Court’s order granting class
18 certification, there are two Settlement Classes (together, the “Classes” or “Class”):
19 First, the “Location Targeting Class” is defined as:
20 All persons and entities located in the United States who, between
January 1, 2004 and March 22, 2011, advertised through Google’s
21 AdWords Program and paid for clicks on their Google AdWords
advertisement(s), where such clicks did not originate from the
22 location selected by the advertiser. Excluded from the Location
Targeting Class are Google and its affiliates, officers, and directors,
23 as well as members of the judiciary, their staff and jurors in this case.
Also excluded are (i) the individuals and entities who requested
24 exclusion from the Location Targeting Class pursuant to Class Notice
(as listed on Appendix 1 hereto) and do not opt back into the Location
25 Targeting Class in connection with the Settlement; and (ii) the
individuals and entities who submit timely and valid request.
26
Settlement Agreement § 1.21, ECF No. 877-1.
27
Case No.: 5:11-cv-01263-EJD
1 Second, the “Search Bundled Clicks Class” is defined as:
2 All persons and entities located in the United States who, between
June 1, 2009 and December 13, 2012, advertised through Google’s
3 AdWords Program and paid for clicks on ads on Google’s Display
Network where the advertiser’s settings allowed its ads to show on
4 both the Search and Display Networks and did not set a Display
Network bid different from the Search Network bid. Excluded from
5 the Search Bundled Clicks Class are Google and its affiliates, officers,
and directors, as well as members of the judiciary, their staff and
6 jurors in this case. Also excluded are (i) the individuals and entities
who requested exclusion from the Search Bundled Clicks Class
7 pursuant to Class Notice (as listed on Appendix 1 hereto) and do not
opt back into the Search Bundled Clicks Class in connection with the
8 Settlement; and (ii) the individuals and entities who submit timely and
valid requests for exclusion from the Search Bundled Clicks Class in
9 connection with the Settlement.
Id. § 1.38.
10
2. Class Relief
11
Google agrees to a non-reversionary $100 million common settlement fund to cover all
12
costs associated with the Notice Plan, monetary benefits to Settlement Class Members, incentive
13
awards for the Class Representatives, and Class Counsel’s attorneys’ fees and expenses. Id. §
14
2.1.1. Should a balance remain after payment of these costs, Class Counsel may redistribute the
15
settlement funds to Class Members who claimed their previous settlement payments. Id. § 2.3. If
16
unused settlement funds are not economically feasible to redistribute, the funds will be given in
17
substantially equal amounts to cy pres recipients Consumer Federation of America, National
18
Consumer Law Center, and The Public Justice Foundation, or another organization mutually
19
agreed to by the parties and approved by the Court. Id. In consideration of the Class Relief, the
20
Settlement Class releases all claims against Google arising from the facts of this case and
21
dismisses this case with prejudice. Id., at 3.
22
3. Attorneys’ Fees and Expenses
23
The Settlement Agreement provides that Class Counsel will submit an application for fees
24
and expenses to the Court for approval, and the amount awarded will be paid from the gross
25
settlement fund. Id. § 7. It also provides that Class Counsel will similarly seek a service award
26
for the Class Representative in consideration for their service and participation in the litigation.
27
Case No.: 5:11-cv-01263-EJD
1 Id. § 8.1. Google explicitly reserved the right to oppose any request for attorneys’ fees or service
2 awards. Id. §§ 7, 8.
3 D. Class Notice and Claims Administration
4 The Settlement Agreement is being administered by Angeion. Id. § 1.41. Following the
5 Court’s Preliminary Approval Order, Angeion implemented the Court-approved Settlement Notice
6 Plan. Weisenbrot Decl., ECF No. 891-2. The Notice Plan included a Settlement website with
7 English and Spanish notices and toll-free number; email notices to all potential Class Members
8 whose data was contained in Google’s February 2025 data production; direct mail notice to Class
9 Members with an available physical address; and settlement notice ads posted to various media
10 platforms for thirty days. See id.
11 The Notice Plan reached approximately 87.79% of the estimated 6.6 million Settlement
12 Class Members. Supp. Weisenbrot Decl., ECF No. 892-1. The deadline for Class Members to
13 submit a Payment Form and be eligible to receive a Settlement Payment was July 20, 2025. Id. ¶
14 28. The final claims rate is 0.75%, representing $24,271,448.47 in damages. Id. ¶¶ 28, 30.
15 E. Objections
16 The Court received no written objections to the Settlement Agreement, and no objectors
17 appeared at the Fairness Hearing. Prior to the July 20, 2025, deadline to opt out or object, Angeion
18 received 600 requests for exclusion, 518 of which were submitted by the same individual. Id. ¶ 25.
19 There were also an additional 73 requests submitted by non-class member advertisers. Id. ¶ 25 n.5.
20 Th individuals who opted out from the terms of the Settlement Agreement are listed in Exhibit 1.
21 F. Financial Relationship with Angeion and Blackhawk
22 During the final approval process, the Court learned of a financial relationship between the
23 Settlement Administrator, Angeion, and Blackhawk Engagement Solutions (“Blackhawk”).
24 Blackhawk is a third-party vendor responsible for facilitating the pre-paid digital payment card
25 option for Class Members who participate in the Settlement. The Court will discuss this issue
26 further in is analysis below.
27
Case No.: 5:11-cv-01263-EJD
II. FINAL APPROVAL OF SETTLEMENT
1
A. Legal Standard
2
At final approval, the Court must first conduct a “rigorous” analysis to confirm that the
3
requirements for class certification under Rule 23(a) and 23(b)(3) are met. Amchem Prods., Inc. v.
4
Windsor, 521 U.S. 591, 619–22 (1997); In re Hyundai & Kia Fuel Econ. Litig., 926 F.3d 539, 556
5
(9th Cir. 2019) (citations omitted). A court may then approve a proposed class action settlement
6
only “after a hearing and only on finding that it is fair, reasonable, and adequate.” Fed. R. Civ. P.
7
23(e)(2). In making this determination, courts generally must consider the following factors:
8
(1) the strength of the plaintiffs’ case; (2) the risk, expense,
9 complexity, and likely duration of further litigation; (3) the risk of
maintaining class action status throughout the trial; (4) the amount
10 offered in settlement; (5) the extent of discovery completed and the
stage of the proceedings; (6) the experience and views of counsel; (7)
11 the presence of a governmental participant; and (8) the reaction of the
class members to the proposed settlement.
12
Churchill Vill., L.L.C. v. Gen. Elec., 361 F.3d 566, 575 (9th Cir. 2004). “This list is not exclusive
13
and different factors may predominate in different factual contexts.” Torrisi v. Tucson Elec. Power
14
Co., 8 F.3d 1370, 1376 (9th Cir. 1993); see also Hanlon v. Chrysler Corp., 150 F.3d 1011, 1027
15
(9th Cir. 1998); Lane v. Facebook, Inc., 696 F.3d 811, 819 (9th Cir. 2012).
16
B. Discussion
17
For the reasons explained below, the Court finds that sufficient notice was provided to the
18
Class, and the terms of the Settlement Agreement are fair, adequate, and reasonable.
19
1. Angeion and Blackhawk’s Financial Relationship
20
Before the Court examines the sufficiency of notice and fairness factors, however, the
21
Court first addresses Angeion’s financial relationship with Blackhawk, which the Court and Class
22
Counsel recently discovered during the final approval process. Blackhawk is Angeion’s third-
23
party vendor responsible for facilitating the pre-paid digital payment card option for Settlement
24
Class Members. It was disclosed in supplemental filings submitted on August 22, 2025, that
25
Angeion and Blackhawk have an agreement whereby Angeion receives a percentage of revenue
26
from Blackhawk based on the dollar amount of the claims when Class Members select the pre-
27
Case No.: 5:11-cv-01263-EJD
1 paid digital payment card option. The Court reviewed this contract and material under seal and
2 further discussed the matter with the parties during a status conference held on August 26, 2025.
3 The timing of this recent discovery is disappointing for several reasons, most importantly
4 transparency. Transparency in a class action is crucial to not only the Class, but to the public’s
5 trust in the judicial system and to preserving the spirit of Rule 23. It is always critical that Class
6 Members have all the relevant information to make an informed decision about how they would
7 like to participate options for financial recovery. This includes knowledge that, should they select
8 the pre-paid card option, Angeion will profit off that choice. Class Counsel should also have this
9 information prior to selecting the Administrator so they will be fully informed during negotiations
10 with the Administrator to assist in evaluating the cost of the Administrator's services, always with
11 focus on the best interests of their clients. Class Counsel and the Court, as fiduciaries of the Class,
12 should have been aware of this arrangement earlier in the proceedings to permit review of any
13 potential conflicts of interest in advance of preliminary approval. The Court and counsel are now
14 informed that Angeion has a financial interest in Class Members who select the pre-paid card
15 administered by Blackhawk. Initially, it appeared the pre-paid card option was the default for
16 payment, but this has been further explained as not the case in a subsequent report from Angeion. 1
17 The issue then becomes, what should the Court now do with the lack of transparency? The
18 Court has concerns with Angeion’s failure to disclose its relationship with Blackhawk. But the
19 Court is also cognizant of the fact that the parties have engaged fourteen years for resolution of
20 their case. The significant fact is that Angeion’s agreement with Blackhawk will not impact the
21 value of the Settlement Fund. Most importantly, Class Members will still receive 100% of their
22 damages.
23 After careful consideration of these facts and circumstances of this case, the Court finds it
24 is in the best interest of the Class to approve the Settlement Agreement, with the following
25
1The Class Notice indicates that the pre-paid card is the “default” choice. ECF No. 891-2, at 9,
13, 18. Despite this language, Angeion revealed at the status conference that the Settlement
26
Website does not allow Class Members to proceed without selecting a payment method, so
27 there is no “default” option.
Case No.: 5:11-cv-01263-EJD
1 corrective measures:
2 (1) Angeion shall post the disclosure attached as Exhibit 2 on the Settlement Website’s
3 “Home” and “Submit Payment Form” pages within two business days of this Order.
4 This disclosure will inform the Class of Angeion’s relationship with Blackhawk, as
5 well as emphasize certain terms of the cards, including inactivity fees, termination
6 deadlines, and the escheatment process. 2
7 (2) Angeion shall send the additional email notice attached as Exhibit 3 to all Settlement
8 Class Members who elected the pre-paid card at the time of distribution. This email
9 will disclose the nature of Angeion’s arrangement with Blackhawk, and importantly,
10 will afford Class Members the option to elect a different payment method if preferred.
11 This email will also include the additional terms regarding inactivity fees, termination
12 deadlines, and the escheatment process.
13 (3) As agreed by Class Counsel, the Court will reduce Class Counsel’s expense award by
14 $260,000, the maximum amount Angeion will receive from Blackhawk in connection
15 with the administration of the pre-paid cards in this matter. The Court finds that the
16 Class has not suffered additional costs or penalties because of this undisclosed
17 information at this time. However, as discussed above, perhaps Class Counsel would
18 have chosen a different administrator, or perhaps Angeion could have offered a pre-
19 paid card with a different company who might have been more favorable to the class.
20 Given the late stage of this discovery and the severity of the recent disclosure, the
21 Court finds the $260,000 deduction appropriate to ensure beyond reasonable doubt that
22
23 2 The Settlement Website informs Class Members that the account incurs a $0.95 fee after 12
months of no use. However, during the fairness hearing, Class Counsel indicated that the cards
24 would expire after 12 months, after which time the remaining funds would be escheated to the
state. The Court has now learned that, indeed, remaining funds are returned to the state, but the
25 amount of time that will pass before the card is terminated depends on the escheatment laws of the
Class Members’ state. Class Counsel also clarified at the status conference that any late fees
26 accrued will be reimbursed to Class Members if they use the card at any point before the
remaining funds are escheated to the state. The Court finds this is information the Class should be
27 made aware of when deciding on their method of payment.
Case No.: 5:11-cv-01263-EJD
1 the Class has not been harmed.
2 Going forward, where any party proposes the appointment of an administrator in other
3 cases in this Court, the Court will require the administrator to make a full disclosure of all
4 financial arrangements the administrator has with third parties that are related to the administration
5 of the class action.
6 2. Adequacy of Notice
7 Moving to its examination of the Settlement Agreement, the Court must first ensure that
8 the Class Administrator has “direct[ed] notice [of the proposed class settlement] in a reasonable
9 manner to all class members who would be bound by the proposal.” Fed. R. Civ. P. 23(e)(1).
10 “[T]he class must be notified of a proposed settlement in a manner that does not systematically
11 leave any group without notice.” Officers for Just. v. Civ. Serv. Comm'n of City & Cnty. of San
12 Francisco, 688 F.2d 615, 624 (9th Cir. 1982). Adequate notice requires the best notice
13 practicable, whereby the notice must be reasonably calculated to apprise the Settlement Class
14 members of the proposed settlement and of their right to object or to exclude themselves; must
15 constitute due, adequate, and sufficient notice to all persons entitled to receive notice; and must
16 meet all applicable requirements of due process and any other applicable requirements under
17 federal law. Phillips Petroleum Co. v. Shutts, 472 U.S. 797, 812 (1985). Due process requires
18 “notice reasonably calculated, under all the circumstances, to apprise interested parties of the
19 pendency of the action and afford them an opportunity to present their objections.” Mullane v.
20 Cent. Hanover Bank & Tr. Co., 339 U.S. 306, 314 (1950).
21 The Court finds that the Notice Plan provided the best notice practicable. Pursuant to the
22 procedures approved by the Court in its Preliminary Approval Order, Angeion carried out the
23 Notice Plan and reached 87.79% of potential Settlement Class Members, resulting in a 0.75%
24 claims rate. The Notice Plan employed methods including email, direct mail, publication notices,
25 a settlement website, and a toll-free telephone number. The settlement website address was
26 prominently displayed in all notice documents, and the website contained relevant documents and
27
Case No.: 5:11-cv-01263-EJD
1 information including the Class Notice, Complaint, Settlement Agreement, the Preliminary
2 Approval Order, and the Motion for Attorneys’ Fees, Expenses, and Service Awards. The
3 settlement website also included answers to frequently asked questions, instructions for how
4 Settlement Class Members could opt out or object, instructions for how to obtain other case-
5 related information, and contact information for the Settlement Administrator. Given the lengths
6 that Angeion took to notify the Settlement Class and the resulting expansive reach of the Class
7 Notice, the Court finds that the Court-approved Notice Plan has been fully and properly
8 implemented and the Settlement Class has been provided adequate notice of the pendency of this
9 action and the opportunity to opt out or present their objections.
10 3. Settlement is Fair, Adequate, and Reasonable
11 The Court finds that the Settlement Agreement is fair, adequate, and reasonable under the
12 Churchill factors and Federal Rule of Civil Procedure 23(e)(2).
13 a. Strength of the Case
14 To assess strength of the case, “the district court’s determination is nothing more than an
15 amalgam of delicate balancing, gross approximations and rough justice.” Officers for Justice, 688
16 F.2d at 625 (internal quotations omitted). There is no “particular formula by which that outcome
17 must be tested,” Rodriguez v. W. Publ'g Corp., 563 F.3d 948, 965 (9th Cir. 2009), and the district
18 court is not required to render specific findings on the strength of all claims. Lane, 696 F.3d at
19 823. The Court finds that the Settlement Agreement adequately reflects the strength of Plaintiffs’
20 case, as well as Google’s position. The survival of this case past multiple motions to dismiss,
21 Daubert motions, motions for summary judgment, and motions on class certification reflects the
22 strength of this case, and the Court finds that the relief achieved in the Settlement Agreement
23 adequately reflects these strengths.
24 b. Risk, Expense, Complexity, and Likely Duration of Further
Litigation
25
The Settlement Agreement reflects a fair result considering the potential trial recovery,
26
numerous dispositive risks, costs of continuing litigation, and delay in payment to the Class. The
27
Case No.: 5:11-cv-01263-EJD
1 parties reached this Settlement Agreement while two motions were pending before the Court:
2 Plaintiff’s motion to strike Google’s expert report, and Google’s motion regarding Plaintiffs’
3 alleged mishandling of its proprietary source code. Google also indicated that it would move to
4 de-certify the class because of new evidence regarding damages. Continued litigation posed
5 particular risks and challenges given these pending and anticipated motions. Google also
6 continued to hold the position that a sizeable portion of the clicks on class members’ ads clicks
7 were inactionable considering disclosures Google posted on its website regarding its use of
8 “query-parsing” (i.e., non-location-based targeting) to match ads with consumers. Absent
9 settlement, these risks could have resulted in no or significantly less relief for the Settlement
10 Class.
11 c. Amount Offered
12 The Settlement Agreement provides substantial monetary relief—a $100 million non-
13 reversionary fund. The $100 million settlement fund lies within Plaintiffs’ damages estimate and
14 represents between approximately 13.9% to 18.8% of total claimed damages. See, e.g., In re
15 Lithium Ion Batteries Antitrust Litigation, 2020 WL 7264559, at *20 (granting final approval of
16 the settlement representing 11.7% of damages and describing the result for the class as
17 “excellent”). “[I]t is well-settled law that a proposed settlement may be acceptable even though it
18 amounts to only a fraction of the potential recovery that might be available to the class members at
19 trial.” In re MacBook Keyboard Litig., No. 5:18-CV-02813-EJD, 2023 WL 3688452, at *9 (N.D.
20 Cal. May 25, 2023). Further, there is no reversion of unused funds to Google. Should a balance
21 remain after distribution to the Settlement Class, and unused settlement funds are not economically
22 feasible to redistribute, Class Counsel may donate the funds to cy pres recipients Consumer
23 Federation of America, National Consumer Law Center, and The Public Justice Foundation. The
24 Court finds that a cy pres distribution of remaining funds, if any, to the organizations identified is
25 appropriate for this case.
26 d. Extent of Discovery
27
Case No.: 5:11-cv-01263-EJD
1 Prior to reaching the Settlement Agreement, the parties engaged in years of particularly
2 contentious discovery, requiring participation in regular discovery motion practice and
3 conferences with Magistrate Judge DeMarchi. The Court finds that the amount of investigation,
4 discovery, and litigation reflects that the parties had thoroughly developed a perspective on the
5 strengths and weaknesses of their respective cases to “make an informed decision about
6 settlement.” In re Mego Fin. Corp. Sec. Litig., 213 F.3d 454, 459 (9th Cir. 2000), as amended
7 (June 19, 2000) (quoting Linney v. Cellular Alaska P’ship, 151 F.3d 1234, 1239 (9th Cir. 1998)).
8 e. Reaction of Class Members
9 “[T]he absence of a large number of objections to a proposed class action settlement raises
10 a strong presumption that the terms of a proposed class settlement action are favorable to the class
11 members.” In re Omnivision Techs., Inc., 559 F. Supp. 2d 1036, 1043 (N.D. Cal. 2008) (citation
12 omitted); see also Churchill Village, L.L.C., 361 F.3d at 577 (holding that approval of a settlement
13 that received 45 objections (0.05%) and 500 opt-outs (0.56%) out of 90,000 settlement class
14 members was proper). Here, the de minimis number of 82 opt-outs, excluding the one person who
15 submitted 518 opt-outs, and the lack of objections further support approval of the Settlement
16 Agreement. See Cmty. Res. for Indep. Living v. Mobility Works of California, LLC, 533 F. Supp.
17 3d 881, 889 (N.D. Cal. 2020) (“The absence of a negative reaction weighs in favor of approval.”)
18 (quotation omitted); In re Nexus 6P Prods. Liab. Litig., No. 17-CV-02185-BLF, 2019 WL
19 6622842, at *10 (N.D. Cal. Nov. 12, 2019) (granting approval and holding that zero objections and
20 31 opt-outs in a class of approximately 511,000 “confirms that the settlement is fair and
21 reasonable”).
22 f. Plan of Allocation
23 The Court also approves the plan to distribute the proceeds of the settlement fund on a pro
24 rata basis to Settlement Class Members. A pro rata allocation treats all Settlement Class Members
25 fairly because their recovery is tied to their purchases, the number of other qualified Settlement
26 Class Members making claims against the settlement fund, and the size of the overall fund. Pro
27
Case No.: 5:11-cv-01263-EJD
1 rata distributions based on each class member’s damages relative to that of the class as a whole
2 have “frequently been determined to be fair, adequate, and reasonable.” Hefler v. Wells Fargo &
3 Co., 2018 WL 4207245, at *12 (N.D. Cal. Sept. 4, 2018).
4 g. Collusion
5 The Ninth Circuit has articulated the following “subtle signs” of collusion of which a court
6 should be “particularly vigilant” when scrutinizing settlements achieved prior to class certification:
7 (1) “when counsel receive a disproportionate distribution of the settlement, or when the class
8 receives no monetary distribution but class counsel are amply rewarded”; (2) “clear sailing”
9 arrangements; and (3) “when the parties arrange for fees not awarded to revert to defendants rather
10 than be added to the class fund.” In re Bluetooth Headset Prods. Liab. Litig., 654 F.3d 935, 947
11 (9th Cir. 2011) (internal quotations and citations omitted).
12 The Court finds that there is no evidence of conflicts of interest among counsel, nor are
13 there “subtle signs” of collusion. After years of litigation and extensive discovery, the parties
14 finally reached an agreement to resolve this matter by accepting Judge DeMarchi’s mediator’s
15 proposal. Judge DeMarchi’s involvement and oversight are favorable factors to finding fairness
16 and a lack of collusion between the parties. See Bluetooth, 654 F.3d at 948 (participation of
17 mediator is not dispositive but is “a factor weighing in favor of a finding of non-collusiveness”).
18 III. ATTORNEYS’ FEES, EXPENSES, AND SERVICE AWARDS
19 The Court now turns to Class Counsel’s requests for attorneys’ fees, expenses, and service
20 awards. Class Counsel seek attorneys’ fees in the amount of $33,000,000; reimbursement of
21 $3,859,836.34 in litigation costs; and a service award of $20,000 for Class Representative
22 Cabrera. The Court will discuss each request in turn.
23 A. Attorneys’ Fees
24 Attorneys’ fees may be awarded in a certified class action under Federal Rule of Civil
25 Procedure 23(h). Such fees must be found “fair, reasonable, and adequate” in order to be
26 approved. Fed. R. Civ. P. 23(e); Staton v. Boeing Co., 327 F.3d 938, 963 (9th Cir. 2003). To
27
Case No.: 5:11-cv-01263-EJD
1 “avoid abdicating its responsibility to review the agreement for the protection of the class, a
2 district court must carefully assess the reasonableness of a fee amount spelled out in a class action
3 settlement agreement.” Id. at 963. “[T]he members of the class retain an interest in assuring that
4 the fees to be paid class counsel are not unreasonably high,” since unreasonably high fees are a
5 likely indicator that the class has obtained less monetary or injunctive relief than they might
6 otherwise. Id. at 964.
7 Courts analyze attorneys’ fee requests based on either the “lodestar” method or a
8 percentage of the total settlement fund made available to the class, including costs, fees, and
9 injunctive relief. Vizcaino v. Microsoft Corp., 290 F.3d 1043, 1047 (9th Cir. 2002). The Ninth
10 Circuit encourages courts to use the lodestar method as a cross-check in order to avoid a
11 “mechanical or formulaic approach that results in an unreasonable reward.” In re Bluetooth
12 Headset Products Liability Litigation, 654 F.3d at 944–45 (citing Vizcaino, 290 F.3d at 1050–51).
13 1. Percentage of the Fund
14 When using the percentage of the fund method, courts consider a number of factors,
15 including the results achieved, the risk, counsel’s performance, the burdens of litigation, and
16 whether the case was handled on a contingency basis. In re Online DVD-Rental Antitrust Litig.,
17 779 F.3d 934, 954–55 (9th Cir. 2015) (quoting Vizcaino, 290 F.3d at 1047–50). “[T]he most
18 critical factor [in determining appropriate attorney’s fee awards] is the degree of success
19 obtained.” Hensley v. Eckerhart, 461 U.S. 424, 436 (1983). Under the percentage of the fund
20 method, courts in the Ninth Circuit “typically calculate 25% of the fund as the ‘benchmark’ for a
21 reasonable fee award, providing adequate explanation in the record of any ‘special circumstances’
22 justifying a departure.” In re Bluetooth Headset Products Liability Litigation, 654 F.3d at 942
23 (citing Six (6) Mexican Workers v. Arizona Citrus Growers, 904 F.2d 1301, 1311 (9th Cir. 1990).
24 The benchmark should be adjusted when the percentage recovery would be “either too small or
25 too large in light of the hours devoted to the case or other relevant factors.” Six (6) Mexican
26 Workers, 904 F.2d at 1311.
27
Case No.: 5:11-cv-01263-EJD
1 Here, Class Counsel seek attorneys’ fees in the amount of $33,000,000, which represents
2 33% of the $100,000,000 common settlement fund. The Court finds that the $100 million in relief
3 to the Class, the substantial risk of litigating this case on a contingency basis for fourteen years,
4 and the skill and labor required to defeat the number of complex motions filed in this case
5 warrants some upward adjustment from the 25% benchmark. See Durham v. Sachs Elec. Co., No.
6 18-CV-04506-BLF, 2022 WL 2307202, at *8 (N.D. Cal. June 27, 2022) (approving upward
7 adjustment based on factors including the risk and difficulty of the case).
8 However, the Court also observes that Class Counsel could have litigated this case with
9 greater efficiency. For the first seven years, Class Counsel proceeded with Woods as the class
10 representative. While the Court found no bad faith and credited Class Counsel for diligently
11 seeking another representative when it received notice that Google would challenge Woods’
12 adequacy, its failure to examine this conflict sooner contributed to a significant delay in this case.
13 The Court also notes that Class Counsel’s alleged protective order violations further impacted this
14 case, requiring the parties’ additional time briefing the dispute and discussing the issue with the
15 Court.
16 Based on these considerations, the Court will award an upward adjustment of 30%. The
17 Court finds this $30 million award to be a fair and reasonable compensation for Class Counsel’s
18 efforts in this matter.
19 2. Lodestar
20 Under the lodestar approach, a court multiplies the number of hours reasonably expended
21 by the reasonable hourly rate. Kelly v. Wengler, 822 F.3d 1085, 1099 (9th Cir. 2016). A
22 reasonable hourly rate is typically the prevailing market rate in the relevant community. Id. Since
23 a 25% benchmark award might be reasonable in some cases but arbitrary in cases involving an
24 extremely large settlement fund, the purpose of the comparison with the lodestar is to ensure
25 counsel is not overcompensated.
26 Here, Class Counsel calculate a lodestar figure of $22,243,931.75 for 39,673 hours in the
27
Case No.: 5:11-cv-01263-EJD
1 investigation, prosecution, and resolution of the Action from its inception through April 17, 2025.
2 Counsel’s rates were as high as $1,300/hour for partners, $750/hour for other attorneys, $495/hour
3 for paralegals, and $450/hour for in-house investigators. Pursuant to a lodestar “cross-check,” the
4 Court’s award of 30% of the Settlement Fund would yield a 1.35% lodestar.
5 The Court finds that Class Counsel’s hourly rates are within the relevant prevailing market
6 rates, and the number of hours attributed to this case are reasonable—particularly given that the
7 timesheets do not include any work completed past April 17, 2025. Accordingly, the Court finds
8 that the resulting 1.35 lodestar confirms the reasonableness of a $30 million award.
9 B. Expenses
10 Class Counsel is entitled to reimbursement of reasonable out-of-pocket expenses. Fed. R.
11 Civ. P. 23(h); see Harris v. Marhoefer, 24 F.3d 16, 19 (9th Cir. 1994) (holding that attorneys may
12 recover reasonable expenses that would typically be billed to paying clients in non-contingency
13 matters). Costs compensable under Federal Rule of Civil Procedure 23(h) include “nontaxable
14 costs that are authorized by law or by the parties’ agreement.” Fed. R. Civ. P. 23(h).
15 Here, Class Counsel seek compensation for total expenses of $3,859,836.34. The Court
16 finds Class Counsel’s request supported by the record and fair, adequate, and reasonable
17 considering the length of this litigation and the extensive motions practice over the years. As
18 discussed above, Class Counsel have also agreed to deduct their total requested expenses by
19 $260,000.00, the maximum amount Angeion will receive from Blackhawk in connection with the
20 distribution of the pre-paid digital payment cards in this matter. Accordingly, the Court approves
21 payment of expenses in the amount of $3,599,836.34.
22 C. Service Awards
23 Service awards are “intended to compensate class representatives for work undertaken on
24 behalf of a class” and “are fairly typical in class action cases.” In re Online DVD-Rental Antitrust
25 Litigation, 779 F.3d at 943 (internal quotation marks and citation omitted). The district court must
26 evaluate named plaintiff’s requested award using relevant factors including “the actions the
27
Case No.: 5:11-cv-01263-EJD
1 plaintiff has taken to protect the interests of the class, the degree to which the class has benefitted
2 from those actions, . . . [and] the amount of time and effort the plaintiff expended in pursuing the
3 litigation.” Staton, 327 F.3d at 977. “Such awards are discretionary and are intended to
4 compensate class representatives for work done on behalf of the class, to make up for financial or
5 reputational risk undertaken in bringing the action, and, sometimes, to recognize their willingness
6 to act as a private attorney general.” Rodriguez, 563 F.3d at 958–59 (internal citation omitted).
7 The Ninth Circuit has emphasized that district courts must “scrutiniz[e] all incentive awards to
8 determine whether they destroy the adequacy of the class representatives.” Radcliffe v. Experian
9 Info. Sols. Inc., 715 F.3d 1157, 1164 (9th Cir. 2013).
10 Here, Cabrera requests a service award of $20,000 for his time and effort sitting for three
11 depositions, traveling from Florida to California two times, participating in mediation, and
12 responding to document requests, interrogatories, and requests for admission. The presumptively
13 reasonable amount for service awards in the Ninth Circuit is $5,000. The Court recognizes
14 Cabrera’s great efforts and time expended to this case but finds that Cabrera’s participation does
15 not justify a service award four times that of the presumptively reasonable amount. Instead, the
16 Court finds a service award of $9,000 fair, adequate, and reasonable. See, e.g., Allagas v. BP
17 Solar Int'l, Inc., No. 314CV00560SIEDL, 2016 WL 9114162, at *4 (N.D. Cal. Dec. 22, 2016)
18 (awarding $7,500 to named plaintiffs who were deposed and $3,500 to one named plaintiff who
19 was not deposed).
20 IV. CONCLUSION
21 Based on the preceding discussion, the Court finds that the terms of the Settlement
22 Agreement are fair, adequate, and reasonable; that Federal Rule of Civil Procedure 23(e) and the
23 Ninth Circuit’s fairness and adequacy factors are satisfied; and that the Settlement Agreement
24 should be approved and implemented. The Motion for Final Approval is accordingly
25 GRANTED.
26 Class Counsel’s Motion for Attorneys’ Fees, Expenses, and Service Awards is also
27
Case No.: 5:11-cv-01263-EJD
1 GRANTED IN PART. Class Counsel is awarded $30,000,000 in attorneys’ fees and
2 $3,599,836.34 in litigation expenses. Cabrera is granted a service award of $9,000.
3 Without affecting the finality of this Order in any way, the Court retains jurisdiction of all
4 || matters relating to the interpretation, administration, implementation, effectuation, and
5 enforcement of this Order and the Settlement Agreement.
6 The parties shall file a post-distribution accounting in accordance with this District’s
7 || Procedural Guidance for Class Action Settlements no later than May 18, 2026. The parties’
8 statement shall include information regarding the number of claims Angeion found fraudulent as
9 of that date. The Court sets a compliance deadline on May 28, 2026, on the Court’s 9:00 a.m.
10 || calendar to verify timely filing of the post-distribution accounting.
11 IT IS SO ORDERED.
a 12 Dated: August 29, 2025
EDWARD J. DAVILA
15 United States District Judge
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Case No.: 5:1 1-cv-01263-EJD
28 || ORDER GRANTING MOTION FOR FINAL SETTLEMENT APPROVAL; GRANTING IN
PART MOTION FOR ATTORNEYS’ FEES, EXPENSES, AND SERVICE AWARDS
Exhibit 1
Number First Name Last Name
1 Thomas Arnesen
2 Raphael Barini
3 Jennie Bolas
4 Jonathan Bowles
5-6 Martin Caparrotta*
7 Ben Cheng
8 Davide Colona
9 Paula Couto Rodrigues Saldanha
10 Allen Davey
11 Rosanna De Paola
12-15 Robert Delong*
16 Jennifer Dew
17 Massimo Discepoli
18 Gale Duval
19 Mohamed Achraf Elmimouni
20 Pascal Faucompre
21-22 Luca Fratini*
23 Karin Freedman
24 James Fry
25 Hella Karin Fuchs (Balchunas)
26-27 Andrew Gegg*
28 Michelle Greenleaf
29 Renee Griffith
30-31 Joseph Haverty*
32 Paula Henderson
33 Philip Henderson
34 Andrew Hercules
35 Kathryn Hoather
36 Kyle Hufford
37 Vishal Jain
38 Josh Kaner
39 Peter Koryaka
40 Maggie Lee
41 Jose Luiz
42 Paul Marshall
43 Joel May
44 Melissa Mcgovern
45 Jennifer Meyer
46 Rajko Milinic
47 Denis Miquel
48 Paula Muran
49 Ivan Murray-Smith
51 Lukasz Osiak
52 Dan Price
53 Soeren Ramspeck
54 Mike Rapoport
55 Daniel Reitz
56-57 Hotel Wilerbad Ag Renate Stocker*
58 Karsten Rosenloecher
59 Christopher Saunders
60 Nickolas Simard
61 Jeff Stein
62 Amri Tarsis
63 Giovanni Tomaselli
64 Donald Triplett
65-66 Ramon Valentim*
67 Jennifer Vallieres
68 Heather Varsho
69 Louis Voellmy
70 Mark Wainwright
71 Emily Walton
72 Chen Yuling Wenbi
73 Mignolet Xavier
**These individuals submitted exclusion requests for multiple unique Customer IDs.
Number First Name Last Name
1 Aleksei Aleinikov
2 Chris Algra
3 Natalie Amecke
4-5 Thomas Andersson**
6 Alana Anoskey
7 Saner Apaydin
8 Emily Barracano
9 Silvio Biaggi
10 Mark Borrington
11 Andy Brabec
12 Lukas Cholasta
13 Richie Church
14 Nã Lio Codices
15 Alex Crossman
16 Chris Cuciurean
17 Sean Daugherty
18 Vasileios Dertilis
19 Markus Eichler
20 Rafael Navas Da Fonseca
21 Valorie Fougeres
22 Sabrina Frank
23 Fuckoff Fuckoff
24 Shannon Glover
25 Magdalena Gurgacz
26-27 Renata Gurgel**
28 Brendan Gurrie
29 Piia HãNninen
30 Lars Hansson
31 Aries Hilton
32 Kaori Hirukawa
33 Victor Honorio De Lima
34 Michael Hu
35 Phil Huff
36 Devin Hull
37 Steve Hutchinson
38 Kuhn Istvã¡n
39 B J
40 Jasmine Jus
41 Janet Kassell
42 Seth Kinkaid
43 Mareike Knie
44 John Smith Kristiansen
46 Philip Lyons
47 Sharon Maricle
48 Glanville Martin
49 Merkur Publishing Inc.
50 Jenny Mevers
51-54 Daniel Milkie**
55 Wim Mirer
56 Yasuhiro Moriizumi
57 Kees Mudde
58 Michael Murray
59 Alok Narayana
60 Francesco Nieddu
61 Stone Ning
62 Astrid Nolde-Gallasch
63 Gabriele Omini
64 Prathan Phakdeephon
65 Jannes Pockelã
66 Daniel Procter
67-68 Graziela Rainatto**
69 John Smith Riedel
70 Jackie Robinson
71 Mirjam Rosman
72 Luã-s Miguel Sequeira
73 Darrell Shand
74-592 Greg Supan*
593 Erickson Swift
594 Scott Tyburski
595 Pentti Vataja
596 Roger Vilanou Valles
597 Christophe Vlaminck
598 Yoshihiro Wada
599 Stephen Weber
600 Tim Wright
*Greg Supan submitted 518 exclusion requests on behalf of numerous third parties.
**These individuals submitted exclusion requests for multiple unique Customer IDs.
Exhibit 2
IMPORTANT – PLEASE READ
Information Regarding Pre-Paid Digital Payment Cards
• The Settlement Administrator will direct distribution of the Settlement proceeds to
Class Members who selected the pre-paid digital payment card option through a digital
payment solutions vendor, Blackhawk Engagement Solutions (“Blackhawk”). See
https://blackhawknetwork.com/solutions/payments. Angeion and Blackhawk have a
contract that sets forth general terms for engagements in which Angeion subcontracts
with Blackhawk to provide a pre-paid digital payment card option. Angeion receives
income from Blackhawk when Blackhawk issues a pre-paid card to a Class Member.
The income Angeion receives from Blackhawk will not diminish or otherwise impact
any of the Settlement proceeds available for or distributed to Class Members in this
case.
• Balances on pre-paid digital payment cards will be subject to inactivity service fees of
$0.95 per month after twelve (12) consecutive months after issuance.
• Class Members can avoid inactivity service fees by using their card at least
once every twelve (12) months or by transferring their card’s existing balance
to another account via Zelle, ACH transfer (direct deposit), Venmo or PayPal
for no fee.
• Any inactivity service fees charged against the balance of a dormant pre-paid
digital payment card will be restored and added back to the value of the card if
the Class Member uses their card following the service fee assessment and a
balance remains on the card at the time of the annual restoration review process
and prior to the reversion of property to the Class Member’s state (referred
to as “escheatment”).
• If a Class Member’s card becomes eligible for escheatment under applicable
state law, any remaining balance on the card will be transferred to that state’s
unclaimed property fund and the funds will remain available to be claimed by
the Class Member under applicable state law.
• No portion of any inactivity or other service fee applied to any Class Member’s
card is paid to Angeion.
• A “Convert to Plastic Fee” of $3.00 only will be incurred by Class Members who
choose to request a physical card as opposed to using the pre-paid digital payment card
provided by email. A “Card Replacement Fee” of $6.95 only will be incurred by Class
Members who have a physical card and need a physical card replacement.
• A “Foreign Transaction Fee” of 2% only will be incurred by Class Members who
choose to use the card for foreign transactions.
• Prior to redemption, Class Members who elected to receive payment from the
Settlement proceeds via a pre-paid digital payment card will receive an email setting
forth the full terms and conditions of the card. At that time, the Class Member will
have the option to elect a different form of payment (e.g., paper check, ACH transfer
(direct deposit) or Venmo) prior to redemption of the Settlement proceeds.
Exhibit 3
You've Received a Virtual Prepaid Card!
[AMOUNT]
[CLASS MEMBER],
You have received a Virtual Prepaid Mastercard® in the amount of [AMOUNT] as your Cabrera
v. Google settlement payment.
Prior to activating and using your card, please review the information below.
The Court has ordered additional information be provided to you regarding the relationship
between the Settlement Administrator Angeion Group, LLC (“Angeion”) and Blackhawk
Engagement Solutions (“Blackhawk”), the company providing your Prepaid Mastercard.
Angeion and Blackhawk have a contract that sets forth general terms for engagements in which
Angeion subcontracts with Blackhawk to provide a pre-paid digital payment card option.
Angeion receives income from Blackhawk when Blackhawk issues a pre-paid card to a Class
Member. The income Angeion receives from Blackhawk will not diminish or otherwise impact
any of the Settlement proceeds available for or distributed to Class Members in this case.
Balances on pre-paid digital payment cards will be subject to inactivity service fees of $0.95 per
month after twelve (12) consecutive months after issuance. You can avoid inactivity service fees
by using your card at least once every twelve (12) months or by transferring your card’s existing
balance to another account via Zelle, ACH transfer (direct deposit), Venmo or PayPal for no fee.
Any inactivity service fees charged against the balance of a dormant pre-paid digital payment
card will be restored and added back to the value of the card if you use the card following the
service fee assessment and a balance remains on the card at the time of the annual restoration
review process and prior to escheatment. If your card becomes eligible for escheatment under
applicable state law, any remaining balance on the card will be transferred to that state’s
unclaimed property fund and the funds will remain available to be claimed by you under
applicable state law. No portion of any inactivity or other service fee applied to your card is paid
to Angeion.
A “Convert to Plastic Fee” of $3.00 only will be incurred by you if you choose to request a
physical card as opposed to using the pre-paid digital payment card provided by email. A “Card
Replacement Fee” of $6.95 only will be incurred by you if you have a physical card and need a
physical card replacement. A “Foreign Transaction Fee” of 2% only will be incurred by you if
you choose to use the card for foreign transactions.
You have the option to elect a different payment method if you prefer. If you would like to
review the terms and conditions for the pre-paid card before you choose your payment method,
please visit [link]. If you prefer to elect a different payment method, please click [here].
To activate and use your card, please click the REDEEM VIRTUAL CARD button below.
When you redeem your card, you will have another opportunity to review the full terms and
conditions.
After you redeem your Prepaid Mastercard, you have the following options:
o You can spend these funds online anywhere Mastercard is accepted.
o You can add these funds to a mobile wallet (Apple Pay, Samsung Pay, etc.) and spend
the card in-store at any merchant that accepts mobile wallet transactions (and accepts
Mastercard).
o You can spend the card in-store at merchants who will allow you to present an image
of your virtual Mastercard and that will key in your 16-digit card number, expiration
date, and the 3-4 digit CVV code.
o You can request a physical card for a $3.00 fee.
If you have any remaining balance after 24 months, you may request that a new card with the
remaining balance be re-issued to you at no charge.
You can transfer the unused card balance to another payment method at any time (before or after
you redeem your card) by visiting choice.digitaldisbursements.com. Please note that this will
lead to the cancellation of your card.
If you have any questions regarding your card, contact us at 1-844-340-1929.
REREDEMPTION INSTRUCTIONS
1. Click the Redeem Virtual Card button below or visit the redemption site by clicking
this URL: https://www.myprepaidcenter.com/redeem?ecode=xxxxxxxxxxxx
2. Enter the redemption code: xxxxxxxxxxxx
3. Follow the onscreen instructions.
TIPS:
• Click the link above or copy and paste the address into your browser to navigate to the
activation site.
• To avoid being sent to a fraudulent website, do not search online for the site.
REDEEM VIRTUAL CARD
Redemption Code
xxxxxxxxxxxx
You received this email from Cabrera v. Google, 1650 Arch Street Suite 2210,
Philadelphia, PA 19103
If you do not wish to receive further emails from Cabrera v. Google, contact us
at www.AdWordsClicksClassAction.com.