Tentative Rulings

The Tentative Rulings for Thursday, May 28, 2026, are:

Re:                Castro, Shantal A vs. Tractor Supply Company of Utah. LLC et al

Case No.:   VCU330672

Date:           May 28, 2026

Time:           8:30 A.M. 

Dept.           1-The Honorable David C. Mathias

Motion:     Defendants’ Motion to Compel Arbitration

Tentative Ruling: To grant the motion

Background Facts

In this matter, Plaintiff sues Defendants Tractor Supply Company of Utah, LLC dba Tractor Supply Company and TSC Services, LLC on a classwide basis for violations of the Labor Code and Business and Professions Code.

Defendants move to waive the class claims and compel arbitration of the claims on an individual basis.

Facts – Agreement to Arbitrate

Defendant’s Vice President indicates oversight of the onboarding process for new employees and maintenance of electronic systems as to the personnel records of such employees. (Declaration of Williamson ¶1.)

Tractor Supply utilizes a system called SuccessFactors which hosts training modules and presentation of documents and agreements, and recordation of the responses and actions of employees. (Declaration of Williamson ¶3.)

Further, at the time of hire, each employee receives a unique user identification and initial welcome password that could only be obtained in a Tractor Supply store, to log into the SuccessFactors system for the first time and access the unique user account on SuccessFactors assigned to him or her. (Declaration of Williamson ¶4.) Upon first logging into the SuccessFactors system using the unique user identification and initial welcome password, the user is automatically prompted and required to change their password to proceed. (Declaration of Williamson ¶4.) Thereafter, each employee can only access the SuccessFactors system by entering their unique username and self-selected password, and the electronic system then associates all their actions with their user account. (Declaration of Williamson ¶4.) Further, that no Tractor Supply employees have access to the self-selected password of any other Tractor Supply employee or new hire. (Declaration of Williamson ¶4.) Certain Tractor Supply administrative employees are able to access the new Team Member’s user account on the SuccessFactors system to monitor the new Team Member’s progress in completing the various tasks involved in the onboarding process, but none of these administrative employees are permitted to complete any onboarding tasks for new Team Members. (Declaration of Williamson ¶4.)

In September 2022, Tractor Supply revised its “Team Member Handbook and Code of Ethics” and implemented a new arbitration policy called the “Alternative Dispute Resolution Agreements” (the “ADRA” or “Agreement”). (Declaration of Williamson ¶9.) The ADRA is a standalone agreement and effective September 2022, Tractor Supply required all Team Members in California to confirm their receipt and understanding of the ADRA in the SuccessFactors system or opt-out within 30 days of receipt. (Declaration of Williamson ¶9.)

Further, Defendants provide the declaration of the senior manager of human resources technology platforms who confirms the above and adds that on September 30, 2022, Plaintiff completed review of the ADRA, clicked on the “Agree” button which generated a “Certificate of Completion” for the ADRA. (Declaration of Angel ¶¶1-12; Ex. 4.)

In opposition, Plaintiff does not dispute reviewing the employee handbook, the updated employee handbook and signing the ADRA.

Authority and Analysis – Agreement to Arbitrate

“On petition of a party to an arbitration agreement alleging the existence of a written agreement to arbitrate a controversy and that a party thereto refuses to arbitrate such controversy, the court shall order the petitioner and the respondent to arbitrate the controversy if it determines that an agreement to arbitrate the controversy exists, unless it determines that: (a) The right to compel arbitration has been waived by the petitioner; or (b) Grounds exist for the revocation of the agreement.”  (Code Civ. Proc. § 1281.2(a), (b).) (emphasis added.) The motion to compel arbitration requires the facts are to be proven by affidavit or declaration and documentary evidence with oral testimony taken only in the court’s discretion. (Code Civ. Proc., §1290.2; Rosenthal v. Great Western Fin. Securities Corp. (1996) 14 Cal.4th 394, 413–414.) The motion must set forth the provisions of the written agreement and the arbitration clause verbatim, or such provisions must be attached and incorporated by reference. (Cal. Rules of Court, rule 3.1330; see Condee v. Longwood Mgmt. Corp. (2001) 88 Cal.App.4th 215, 218.)

Absent a challenge by the nonmoving party, this burden is met by simply providing a copy of the arbitration agreement.  (Baker v. Italian Maple Holdings, LLC (2017) 13 Cal. App. 5th 1152, 1160; Cal. Rules of Court, rule 3.1330.)  “For purposes of a petition to compel arbitration, it is not necessary to follow the normal procedures of document authentication.” (Condee, supra, 88 Cal.App.4th at 218; Sprunk v. Prisma LLC (2017) 14 Cal.App.5th 785, 793.)  

However, when the opposing party disputes the agreement, then the opposing party must provide evidence to challenge its authenticity.  (Gamboa v. Northeast Community Clinic (2021) 72 Cal.App.5th 158, 165.) 

Under California law, "[t]he burden of persuasion is always on the moving party to prove the existence of an arbitration agreement with the opposing party by a preponderance of the evidence …." (Gamboa, supra, 72 Cal.App.5th at 164-165.)

"However, the burden of production may shift in a three-step process." (Gamboa, supra, 72 Cal.App.5th at. 165.)

"First, the moving party bears the burden of producing 'prima facie evidence of a written agreement to arbitrate the controversy.' [Citation.]" (Gamboa, supra, 72 Cal.App.5th at p. 165.) "The moving party 'can meet its initial burden by attaching to the [motion or] petition a copy of the arbitration agreement purporting to bear the [opposing party's] signature.' [Citation.]" (Id.) "For this step, 'it is not necessary to follow the normal procedures of document authentication.' [Citation.]” (Id.)

Here, Defendant has provided the ADRA it submits was electronically executed by Plaintiff in September 2022 in satisfaction of this initial burden.

As noted above, Plaintiff does not dispute executing the ADRA. As such, the Court finds an agreement to arbitrate.

Facts – Scope of Agreement

The Agreement states it applies to claims for:

“…all legal disputes or claims pertaining to Individual’s employment or other relationship with the Company (including application for or termination of employment or other relationship or any background check process) ; wages, overtime, or other compensation; working conditions; independent contractor or overtime exemption status; discrimination, harassment, or retaliation; civil penalties arising from any legal violations that Individual personally suffered; breach of express or implied contract or fiduciary duty; negligence or other tort; or violation of any federal, state, or local law.”

The Agreement excludes: “(a) constituting sexual harassment or sexual assault disputes as defined by the Federal Arbitration Act (“FAA”); (b) by Individual for workers’ compensation benefits (although retaliation claims are covered by this MAA), unemployment benefits, or benefits under a plan or collective bargaining agreement that provides its own process for dispute resolution; (c) by either party seeking only a provisional remedy in any court of competent jurisdiction, including on the ground that any arbitration award to which the applicant for such relief may be entitled may be rendered ineffectual without provisional relief; (d) for which this MAA would be invalid or prohibited under federal law, or state or local law that is not preempted by federal law; (but if such a non-arbitrable claim subsequently becomes arbitrable while the claim is pending, it then shall be subject to this MAA); (e) to enforce this MAA, compel arbitration, or enforce, modify, or vacate an arbitrator’s award1 ; (f) filed by Individual or on behalf of Individual in a class or collective action, prior to Individual’s execution or deemed acceptance of these ADR Agreements as provided herein; or (g) filed with a federal, state, or local administrative agency such as the Equal Employment Opportunity Commission, National Labor Relations Board, or similar agency…”

Authority and Analysis – Scope of Agreement

The Agreement’s scope expressly covers wage and hour violations, as well as the Business and Professions Code.

Facts – FAA Application

The Agreement states, as footnote 1:

“The parties agree and stipulate that such actions and this MAA are governed by the FAA and not any state arbitration law…”

Authority and Analysis – FAA Application

The party asserting the FAA applies to an agreement has “the burden to demonstrate FAA coverage by declarations and other evidence.” (Hoover v. American Income Life Ins.Co. (2012) 206Cal.App.4th 1193, 1207; see Shepard v. Edward Mackay Enterprises, Inc. (2007) 148Cal.App.4th 1092, 1101)

In general, the FAA "governs arbitration provisions in contracts that involve interstate commerce." (Mastick v. TD Ameritrade, Inc. (2012) 209 Cal.App.4th 1258, 1263, 147 Cal. Rptr. 3d 717.) Title 9 of the United States Code section 2, ("the primary substantive provision of the FAA" as noted by Cronus Investments, Inc. v. Concierge Services (2005) 35 Cal.4th 376, 384) provides in part:

"A written provision in . . . a contract evidencing a transaction involving commerce to settle by arbitration a controversy thereafter arising out of such contract . . . shall be valid, irrevocable, and enforceable, save upon such grounds as exist at law or in equity for the revocation of any contract . . . ." (9 U.S.C. § 2,; see Allied-Bruce Terminix Cos. v. Dobson (1995) 513 U.S. 265, 277 ["involving commerce" broadly construed].)

“The FAA applies to contracts that involve interstate commerce (9 U.S.C. §§ 1, 2), but since arbitration is a matter of contract, the FAA also applies if it is so stated in the agreement.” (Davis v. Shiekh Shoes, LLC (2022) 84 Cal.App.5th 956, 963.)

Here, it appears undisputed that the FAA applies.

Facts – Class Action Waiver

Further, the Agreement states:

“Individualized Arbitration and Class Action Waiver. To the maximum extent permitted by law, (a) the arbitrator is prohibited from consolidating the claims of others into one proceeding or fashioning a proceeding as a class, collective, joint, or group action or as a representative action involving claims of or legal violations suffered by one or more other claimants (collectively, “Class Action”) or awarding relief to, on behalf of, or based on the claims of or legal violations suffered by multiple claimants or individuals in one proceeding, and (b) the parties waive any right to proceed in a Class Action, provided that (x) any dispute concerning the scope or validity of this paragraph shall be decided by a court of competent jurisdiction and not the arbitrator, and (y) should a court determine this prohibition on Class Actions is invalid for any claims for any reason, the parties waive any right to arbitration of a Class Action for those claims (although any portion of the Class Action Waiver that is enforceable shall be enforced in arbitration) and instead agree and stipulate that such claims will be heard only by a judge, and not an arbitrator or jury, after the parties arbitrate any claims subject to this MAA.”

Authority and Analysis – Class Action Waiver

As the FAA applies, the class action waiver is enforceable. (Viking River Cruises v. Moriana (2022) 596 U.S. 639, 651 ["'a party may not be compelled under the FAA to submit to class arbitration unless there is a contractual basis for concluding that the party agreed to do so'"]; AT&T Mobility LLC v. Concepcion (2011) 563 U.S. 333, 352 [holding class action waivers are enforceable under FAA and California rule to contrary preempted].)

Therefore, the Court turns to defenses to enforcement of the Agreement.

Facts - Defenses to Enforcement – Unconscionability

As to unconscionability, Plaintiff declares that the ADRA was required to be completed in order to continue employment, that Plaintiff was instructed to complete and sign the ADRA as soon as possible. (Declaration of Plaintiff ¶¶6, 8.) Further, that no person explained the contents of the ADRA or that signing it affected Plaintiff’s rights to bring an action in court. (Declaration of Plaintiff ¶6.) Further, Plaintiff states that while there was an opt out provision, no one informed Plaintiff of the need to take separate action to avoid arbitration. (Declaration of Plaintiff ¶7.) Additionally, that Plaintiff was not permitted to speak with an attorney or negotiate any terms. (Declaration of Plaintiff ¶7.) Plaintiff indicates that Plaintiff would not have signed the ADRA had Plaintiff known it contained the arbitration provisions. (Declaration of Plaintiff ¶9.)

Further, Plaintiff identifies the a number of provisions that Plaintiff argues are substantively unconscionable, including compelling claims outside of the scope of the parties’ relationship, a lack of mutuality including the “mass claims” term, an indefinite term, a waiver of jury trial, and circumvention of the EFAA. Plaintiff argues that these terms cannot be severed and therefore the entire ADRP must be found unenforceable.

Authority and Analysis  - Defenses to Enforcement – Unconscionability

The inquiry into unconscionability consists of two prongs: A contract will be revoked if it is both procedurally unconscionable and substantively unconscionable. (Armendariz v. Foundation Health Psychcare Service, Inc. (2000) 24 Cal.4th 82, 102.) Procedural and substantive unconscionability need not be present to the same degree. “[T]he more substantively oppressive the contract term, the less evidence of procedural unconscionability is required to come to the conclusion that the term is unenforceable, and vice versa.” (Id. at 114.)

Procedural Unconscionability

“‘Procedural unconscionability’ concerns the manner in which the contract was negotiated and the circumstances of the parties at that time.  It focuses on the factors of oppression and surprise. The oppression component arises from an inequality of bargaining power of the parties to the contract and an absence of real negotiation or a meaningful choice on the part of the weaker party. The component of surprise arises when the challenged terms are ‘hidden in a prolix printed form drafted by the party seeking to enforce them.’” (Nyulassy v. Lockheed Martin Corp. (2004) 120 Cal.App.4th 1267, 1281.)

The Court also considers whether circumstances of the contract’s formation created such oppression or surprise that closer scrutiny of its overall fairness is required. (OTO, L.L.C. v. Kho (2019) 8 Cal.5th 111, 126-127.) “The circumstances relevant to establishing oppression include, but are not limited to (1) the amount of time the party is given to consider the proposed contract; (2) the amount and type of pressure exerted on the party to sign the proposed contract; (3) the length of the proposed contract and the length and complexity of the challenged provision; (4) the education and experience of the party; and (5) whether the party's review of the proposed contract was aided by an attorney.” (Id.) As OTO recognizes, the pressure exerted on a standard employee to accept an adhesive arbitration agreement as a condition of employment is “particularly acute,” which indicates oppression.  (Id. at 127.)

“An adhesive contract is standardized, generally on a preprinted form, and offered by the party with superior bargaining power on a take-it-or-leave-it basis. (Baltazar v. Forever 21, Inc. (2016) 62 Cal.4th 1237, 1245.) Arbitration contracts imposed as a condition of employment are typically adhesive. (Armendariz, supra, 24 Cal.4th at 114-115; Serpa v. California Surety Investigations, Inc. (2013) 215 Cal.App.4th 695, 704.) But the fact that an agreement is adhesive is not, alone, sufficient to render it unconscionable. (Malone v. Superior Court (2014) 226 Cal.App.4th 1551, 1561.) “[A] compulsory pre-dispute arbitration agreement is not rendered unenforceable just because it is required as a condition of employment or offered on a ‘take it or leave it’ basis.” (Lagatree v. Luce, Forward, Hamilton & Scripps (1999) 74 Cal.App.4th 1105, 1127.)

Here, the Court agrees that the Agreement at issue has some degree of procedural unconscionability as a preprinted form provided to an employee, that the Agreement appears to be a condition of employment and that the Agreement was not the product of negotiation.

Substantive Unconscionability

“Substantive unconscionability occurs when a contract, particularly, contracts of adhesion, impose terms “that have been variously described as overly harsh, unduly oppressive, so one-sided as to shock the conscience, or unfairly one-sided. All of these formulations point to the central idea that the unconscionability doctrine is concerned not with a simple old-fashioned bad bargain, but with terms that are unreasonably favorable to the more powerful party. Unconscionable terms impair the integrity of the bargaining process or otherwise contravene the public interest or public policy or attempt to impermissibly alter fundamental legal duties.” (OTO, L.L.C. v. Kho, supra, 8 Cal. 5th at 129–30, internal quotations and citations omitted.)

Armendariz sets forth elements of essential substantive fairness as follows:

(1) provide for a neutral arbitrator:

(2) provide for adequate discovery;

(3) require the arbitrator to issue a written decision that permits limited judicial review;

(4) provide for the same remedies that would otherwise be available to the employee in court;

(5) not require the employee to bear costs unique to arbitration; and

(6) provide a “modicum of bilaterality” between the employer and employee. (Armendariz, supra. 24 Cal 4th at 102-113, 117-118.)

Scope, Duration and Mutuality

Here, the ADRA states:

“1. Individual and the Company waive all rights to trial in court before a judge or jury on all claims covered by this Mutual Arbitration Agreement (“MAA”)…

2. Except as provided below, claims subject to this MAA include without limitation all legal disputes or claims pertaining to Individual’s employment or other relationship with the Company (including application for or termination of employment or other relationship or any background check process)…” (ADRA - Mutual Arbitration Agreement – Sections 1, 2.)

“3. Claims subject to these ADR Agreements include claims against the Company or the Company’s parents, subsidiaries, affiliates, divisions, brands, successors, assigns, clients, and customers; their alleged agents, joint or co-employers, and joint ventures; and their respective owners, directors, officers, employees, or agents, whether current, former, or future, as all these individuals and entities are third-party beneficiaries to these ADR Agreements, are entitled to the rights and benefits under them, and may enforce them as if they were parties…

4… These ADR Agreements cannot be orally modified and shall remain in effect even after the termination of Individual’s employment or other association…” (ADRA – General Provisions – Sections 3, 4.)

Plaintiff cites to  Cook v. University of Southern California (2024) 102 Cal.App.5th 312, where the court found agreement was overbroad in scope because it required arbitration of "all claims, whether or not arising out of Employee's University employment, remuneration or termination." (Id. at 321.)  The court found the term substantively unconscionable as it "required Cook to arbitrate claims that are unrelated to her employment with USC." (Id.)

The Cook court contrasted its clause with the one in  Roman v. Superior Court (2009) 172 Cal.App.4th 1462. In Roman, the clause at issue stated it applied to “all disputes and claims arising out of the submission of this application," and “all disputes . . . which might arise out of my employment with the company.” (Id. at 1467.) Cook noted: "In Roman, unlike here, the arbitration clause in question was expressly limited to claims arising from the employee's job application and subsequent employment." (Cook, supra, 102 Cal.App.5th at 323.)

However, the Court notes Ayala-Ventura v. Superior Court (Feb. 19, 2026, No. F089695) ___Cal.App.5th___ [2026 Cal. App. LEXIS 163], which notes Cook is factually distinguishable and that unconscionability is highly dependent on context:

Cook must be considered in its own context which differs materially from the circumstances in this case. (Sanchez v. Valencia Holding Co., LLC, supra, 61 Cal.4th at p. 911 [“An evaluation of unconscionability is highly dependent on context.”].) As in Cook, the Agreement potentially covers a broad array of claims regardless of whether they arise out of Ayala-Ventura’s employment with CCS. But the Cook court did not conclude an arbitration agreement covering all claims including those unrelated to employment is per se unconscionable as Ayala-Ventura seems to argue. Because “parties are free to contract for asymmetrical remedies and arbitration clauses of varying scope,” the Agreement’s purportedly broad scope does not necessarily mandate a finding of unconscionability. (Armendariz, supra, 24 Cal.4th at p. 118.) The agreement in Cook was unconscionable in part because of the multifarious ways in which a claim against USC “completely unrelated to [Cook’s] employment” could arise. (Cook, supra, 102 Cal.App.5th at p. 318.) As an example, the trial court observed that if Cook were to undergo a botched surgery at USC’s hospital in 15 years, her claims would still be subject to arbitration. (Ibid.) Given CCS solely provides commercial janitorial services, we are hard pressed to discern how a similarly vast range of claims completely unrelated to Ayala-Ventura’s employment could arise, nor does Ayala-Ventura offer a similar panoply of potential claims she might assert. The Agreement’s scope is not unconscionably broad under the circumstances in this case.

This more limited potential claims bears on Ayala-Ventura’s claim the Agreement is unconscionable because it is infinite in duration. The Agreement states it “shall survive the termination of [Ayala-Ventura’s] employment. It can only be revoked or modified by a writing signed by [Ayala-Ventura] and the Human Resources Representative of the Company that specifically states an intent to revoke or modify this Arbitration Agreement.” Ayala-Ventura argues this language is substantially the same as the language the Cook court found unconscionable because the agreement survived indefinitely following the plaintiff employee’s termination. Specifically, the agreement in Cook provided it “‘shall survive the termination of Employee’s employment, and may only be revoked or modified in a written document that expressly refers to the “Agreement to Arbitrate Claims” and is signed by the President of the University.’” (Cook, supra, 102 Cal.App.5th at p. 317.) Though the Agreement’s language is substantially like that in Cook, we reiterate the importance of context in determining unconscionability. The various potential claims that could arise against USC together with the agreement’s infinite duration made it unconscionable. Ayala-Ventura claims if she were injured in an automobile accident caused by one of CCS’s company vehicles 10 years after her employment, she would be compelled to arbitrate a claim. But without facts about the number of company vehicles generally in use by CCS, we are unable to assess the probability of this occurrence, which appears speculative at best. Nothing in the record indicates CCS’s operations have anything like the well-known, broad capacity of USC’s reach. Cook could be subject to the arbitration agreement forever in any manner of ways including not just a botched surgery but an injury while attending a USC football game in 15 years.” (Id. at *29-31.)

Similarly, here, any anticipated claims against Defendant that do not arise out of employment and which may occur years in the future are speculative under this analysis as Defendant is not similarly situated as USC. Given that Defendants are retailers of rural lifestyle products, and lacking evidence as to the probability of the occurrence of a future claim involving a vehicular accident, slip and fall or other cause of action against Defendant, the Court finds Ayala-Ventura applicable to distinguish Cook and find no substantive unconscionability present based on these terms.

Cook also examined the issue of mutuality, noting “The agreement requires Cook to arbitrate any and all claims she may have against USC 'or any of its related entities, including but not limited to faculty practice plans, or its or their officers, trustees, administrators, employees or agents, in their capacity as such or otherwise.' However, the agreement does not require USC's 'related entities' to arbitrate their claims against Cook." (Cook, supra, 102 Cal.App.5th at 326.) The court concluded “This confers a benefit on USC and its broadly defined 'related entities' that is not mutually afforded to Cook.” (Id. at 327.)

On this issue, the Ayala-Ventura court also distinguished Cook, stating:

“The employee in Cook was obliged to arbitrate her claims against USC, its related entities, as well as its “officers, trustees, administrators, employees or agents,” but only USC was bound to arbitrate its claims against the plaintiff. The agreement lacked mutuality because USC’s “‘related entities’” were not bound to it. (Cook, supra, 102 Cal.App.5th at p. 319.) Here, the Agreement’s definition of “Company” expressly includes CCS’s related entities and binds those entities to arbitration. Cook was also bound to arbitrate any claims against USC’s officers, trustees, administrators, employees or agents “‘in their capacity as such or otherwise.’” (Id. at p. 317, italics added.) This language was understood as requiring Cook to arbitrate any claims against these individuals even where they were not acting in their identified capacity. In contrast, the Agreement expressly limits arbitration to claims against CCS’s employees or agents in their capacity as such. Any claims Ayala-Ventura may have against employees or agents unrelated to their role are therefore not subject to the Agreement.” (Id. at *33-34.)

Here, the Court likewise finds the Ayala-Ventura court’s contrasting of Cook applicable, where there is no binding of the other entities in any capacity beyond the connection to the employment. The scope of the ADRA states that claims must “pertain[] to Individual’s employment or other relationship or any background check process” which, in the Court’s view, limits any claims against Defendants’ other entities to employment related disputes.

As such, the Court does not find a lack of mutuality.

Mass Claims

As to the “mass claims term” the ADRA states:

“If 20 or more individuals seek to initiate arbitrations with the Company raising similar claims, and counsel for the individuals bringing the claims are the same or coordinated or the claims are otherwise coordinated (“Mass Claims”), these additional procedures shall apply. Individual understands and agrees that if Individual chooses to initiate Individual’s claim as part of Mass Claims, the adjudication of Individual’s claim may be delayed. Counsel for the individuals initiating Mass Claims and counsel for the Company shall each select up to five arbitration proceedings (per side) to be filed in and proceed in arbitration in bellwether proceedings to be resolved individually, with each arbitration proceeding assigned to a different arbitrator. In the meantime, no other arbitration proceeding of Mass Claims may be filed or deemed filed in arbitration, neither the arbitration administrator (if any) nor any arbitrator is authorized to accept or administer arbitrations commenced in violation of these procedures, and no arbitration costs or fees shall be due other than for those arbitration proceedings selected by the parties to proceed as bellwether proceedings….”

Here, Plaintiff argues that this term cannot be mutual, where it only applies to multiple claims against Defendants. Additionally, that it imposes an unreasonable delay as to cases beyond the first set of bellwether proceedings. Plaintiff cites to a district court opinion that found a mass claims term unconscionable where there was no time limit on hearing claims beyond the first “initial test cases” in contrast to other mass claims terms that imposed a 120 day limit before mediation of the remaining cases and an option to opt out after a 90 day medication period.
(MacClelland v. Cellco P'ship (N.D.Cal. 2022) 609 F. Supp. 3d 1024, 1043, contrasting (McGrath v. Doordash, Inc. (N.D.Cal. Nov. 5, 2020, No. 19-cv-05279-EMC) 2020 U.S.Dist.LEXIS 207491, at *1.)

The Court agrees that the provision here is more like the one found unconscionable in MacClelland than the term examined in McGrath as it lacks any opt out process while awaiting adjudication of the bellwether cases.

As such, the Court finds this mass claim term unconscionable.

Waiver of Jury Trial

The ADRA states:

“1. Individual and the Company waive all rights to trial in court before a judge or jury on all claims covered by this Mutual Arbitration Agreement (“MAA”).” (ADRA – Mutual Arbitration Agreement – Section 1.)

“INDIVIDUAL IS KNOWINGLY AND VOLUNTARILY WAIVING THE RIGHT TO FILE A LAWSUIT AGAINST THE COMPANY OR PROCEED IN FRONT OF A JUDGE OR JURY, EXCEPT AS DESCRIBED HEREIN. Furthermore, for any claim not subject to individual arbitration, the parties waive any right to a jury and instead agree and stipulate that the claim(s) at issue will be heard only by a judge, to the maximum extent permitted by law.” (ADRA – General Provisions – Section 1.)

 "[I]t has always been understood without question that parties could eschew [a] jury trial . . . by agreeing to a method of resolving [a] controversy, such as arbitration, which does not invoke a judicial forum. . . . [P] . . . [P]  When parties agree to submit their disputes to arbitration they select a forum that is alternative to, and independent of, the judicial . . . ." ((Madden v. Kaiser Foundation Hospitals (1976) 17 Cal.3d 699, 713-714.)

In Lange v. Monster Energy Co. (2020) 46 Cal.App.5th 436, 451-453, the jury waiver provision stated:

“Without in any way detracting from the intent and obligation of the Company and you to arbitrate all disputes and controversies between them in accordance with the above provisions, in the event that any controversy or claim is determined in a court of law, both you and the Company hereby irrevocably waive any and all rights to trial by jury in any legal proceeding arising out of or relating to this Agreement, the breach thereof or  the employee's employment or other business relationship. Except as otherwise required by law, both you and the Company hereby specifically waive any claims for punitive or exemplary damages or for any other amounts awarded for the purposes of imposing a penalty….YOU AGREE TO WAIVE THE RIGHT TO A JURY AND TO SUBMIT DISPUTES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR YOUR EMPLOYMENT  TO NEUTRAL, BINDING ARBITRATION.”

The Lange court described the arguments as follows:

“Lange contends that the agreement's jury trial waiver is substantively unconscionable. Monster responds that the jury waiver was an inherent component of the parties' agreement to resolve disputes through arbitration and is, therefore, not unconscionable.”

The court resolved this, noting:

“Lange and Monster are not arguing about the same jury trial waiver. While Monster refers to a jury trial waiver inherent in arbitration agreements, Lange's argument is focused on the jury trial waiver preceded by the words “in the event that any controversy or claim is determined in a court of law.” And that jury trial waiver is not susceptible to any interpretation other than as an unconscionable predispute jury trial waiver. (See Grafton Partners v. Superior Court (2005) 36 Cal.4th 944, 961.)” (Id.)

As such, the first section quoted above, found in the ADRA – Mutual Arbitration Agreement – Section 1, is the inherent component of the parties’ agreement to arbitrate disputes.

The second section quoted above, found in the ADRA – General Provisions – Section 1, does not appear to be limited to claims within the scope of the ADRA by its plain language, as it states “INDIVIDUAL IS KNOWINGLY AND VOLUNTARILY WAIVING THE RIGHT TO FILE A LAWSUIT AGAINST THE COMPANY OR PROCEED IN FRONT OF A JUDGE OR JURY.”

To the extent this second section attempts to enforce a pre-dispute waiver of any non-arbitrable claim, it is unenforceable, and substantively unconscionability. (See Grafton, supra, 36 Cal.4^th at 961 ["Resolving any ambiguity in favor of preserving the right to jury trial, ...[] we conclude section 631 [of the Code of Civil Procedure] does not authorize predispute waiver of th[e] right [to a jury trial]"] without some legislative authorization.)

As such, the Court finds the second section quoted above unconscionable under Lange and Grafton. 

Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act of 2021

The Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act of 2021 or “EFAA” mandates that “no predispute arbitration agreement or predispute joint-action waiver shall be valid or enforceable with respect to a case which is filed under Federal, Tribal, or State law and relates to the sexual assault dispute or the sexual harassment dispute.” (Title 9 of the United States Code section 402, subdivision (a).)

Here, the Agreement expressly carves out sexual assault and harassment, stating:

“The only legal disputes or claims excluded from this MAA are those: (a) constituting sexual harassment or sexual assault disputes as defined by the Federal Arbitration Act (“FAA”);”

As such, the Court does not find the exclusion of sexual assault or harassment claims violates the EFAA. As such, this term is not unconscionable.

Severance

Courts have discretion to sever unconscionable clauses and enforce the remainder of the contract. (Civ. Code, § 1670.5, subd. (a); Armendariz, supra, 24 Cal.4th at p. 1244.)

There is a strong preference for courts to sever unconscionable provisions unless unconscionability permeates the entire agreement. (De Leon v. Pinnacle Property Management Services, LLC (2021) 72 Cal.App.5th 476, 492.) However, if "the central purpose of the contract is tainted with illegality, then the contract as a whole cannot be enforced." (Armendariz, supra, 24 Cal.4th at p. 124.) But if "the illegality is collateral to the main purpose of the contract, and the illegal provision can be extirpated from the contract by means of severance or restriction, then such severance and restriction are appropriate." (Id.)

Here, the ADRA states:

“Except as otherwise provided in paragraphs 5 and 6 of the MAA, if a Term conflicts with a mandatory provision of applicable law that is not preempted by the FAA, or conflicts with the FAA, the conflicting provision shall be severed automatically, and the remainder construed to incorporate the mandatory provision. In the event of such severance or modification, the remainder shall not be affected.”

The Court will strike the mass claims section (ADRA – Mutual Arbitration Agreement – Section 7) and the Section 1 of the General Provisions as to waiver of jury (ADRA – General Provisions – Section 1). As such, the ADRA, as modified, lacks substantive unconscionability.

Therefore, the Court grants the motion.

If no one requests oral argument, under Code of Civil Procedure section 1019.5(a) and California Rules of Court, rule 3.1312(a), no further written order is necessary. The minute order adopting this tentative ruling will become the order of the court and service by the clerk will constitute notice of the order. Court reporters are usually not available for law and motion matters in the civil division. The parties and counsel must provide their own reporter if they want a transcript of the proceedings.

Re:              Asman, Bruce E. et al vs. Ponce, Cipriano et al

Case No.:     VCU313509

Date:           May 28, 2026

Time:          8:30 A.M. 

Dept.           1-The Honorable David C. Mathias

Motion:       Motion to File Amended Complaint

Tentative Ruling: The Court’s file does not contain the actual motion or supporting documents, only the proposed first amended complaint. However, the opposition filed, and reply, reference a motion. As such, the Court orders Plaintiffs to file the motion, and supporting documents no later than ten (10) days from the date of this hearing. The Court, therefore, continues this matter to June 25, 2026; 8:30 am; D1.

If no one requests oral argument, under Code of Civil Procedure section 1019.5(a) and California Rules of Court, rule 3.1312(a), no further written order is necessary. The minute order adopting this tentative ruling will become the order of the court and service by the clerk will constitute notice of the order. Court reporters are usually not available for law and motion matters in the civil division. The parties and counsel must provide their own reporter if they want a transcript of the proceedings.

Re:                Clubb, Mykayla vs. Orchard Square 79, LLC

Case No.:   VCU320817

Date:           May 28, 2026

Time:           8:30 A.M. 

Dept.           1-The Honorable David C. Mathias

Motion:     Defendant Orchard Square 79, LLC’s Counsel’s Motions to Withdraw as to Defendant Orchard Square 79, LLC

Tentative Ruling: To deny the motion without prejudice.

Facts

On March 30, 2026, Counsel Dariush Adli of Aldi Law Group, PC, filed a motion to be relieved as counsel as to Defendant Orchard Square 79, LLC. Counsel filed the following with respect to withdrawing:

(1) MC-051 - Notice of Motion and Motion to be Relieved as Counsel;

(2) MC-052 – Declaration in Support of Attorney's Motion to Be Relieved as Counsel; and

(3) MC-053 - Order Granting Attorney's Motion to Be Relieved as Counsel

Additionally, Counsel has filed proofs of service of these documents by mail and email.

Authority and Analysis

Code of Civil Procedure section 284 provides that “[t]he attorney in an action or special proceeding may be changed at any time before or after judgment of final determination, as follows: 1. Upon the consent of both client and attorney, filed with the clerk, or entered upon the minutes; [or] 2. Upon the order of the court, upon the application of either client or attorney, after notice from one to the other.”

California Rule of Court 3.1362(a) requires that the “notice of motion and motion to be relieved as counsel under Code of Civil Procedure section 284(2) must be directed to the client and must be made on the Notice of Motion and Motion to Be Relieved as Counsel-Civil (form MC-051).”

As noted above, Counsel has complied with California Rule of Court 3.1362(a) by submitting the notice and motion on MC-051 and by directing the notice and motion to all parties. 

California Rule of Court 3.1362 (c) further mandates that: “The motion to be relieved as counsel must be accompanied by a declaration on the Declaration in Support of Attorney's Motion to Be Relieved as Counsel--Civil (form MC-052).

The declaration must state in general terms and without compromising the confidentiality of the attorney-client relationship why a motion under Code of Civil Procedure section 284(2) is brought instead of filing a consent under Code of Civil Procedure section 284(1). Specifically, the declaration that Rule 3.1362(c) requires must state that the moving attorney attempted to secure a “Substitution of Attorney” from the client as required under CCP §284(1) and that the client refused to so stipulate.

Here, the declaration is properly made on form MC-052 and uses general terms without compromising confidentiality. However, the declaration is silent as to an attempt to first secure a “Substitution of Attorney” and that the client refused to so stipulate. Absent this information, the Court cannot grant the motion.

Next, service under Rule 3.1362(d) requires personal service, electronic service, or mail and counsel’s declaration must note the service made. Here, service was by mail and email on March 30, 2026. The declaration of Counsel indicates that Defendant’s address was confirmed as current via email and conversation.

Finally, Rule 3.1362(e) requires the proposed order be lodged with the Court on MC-053 with the moving papers, specifying all hearing dates scheduled, including date of trial. Counsel has complied with this requirement.

The Court denies, without prejudice, Defendant’s Counsel’s Motion to Withdraw as to Defendant Orchard Square 79, LLC based upon the lack of compliance with California Rule of Court 3.1362(c) with respect to attempting to obtain a “Substitution of Attorney” prior to moving to withdraw and reflecting such efforts in the declaration. 

If no one requests oral argument, under Code of Civil Procedure section 1019.5(a) and California Rules of Court, rule 3.1312(a), no further written order is necessary. The minute order adopting this tentative ruling will become the order of the court and service by the clerk will constitute notice of the order. Court reporters are usually not available for law and motion matters in the civil division. The parties and counsel must provide their own reporter if they want a transcript of the proceedings.

Re:                 Crain, Michele R vs. FCA US, LLC

Case No.:   VCU332573

Date:           May 28, 2026

Time:           8:30 A.M. 

Dept.           1-The Honorable David C. Mathias

Motion:     Defendants’ (1) Demurrer and (2) Motion to Strike

Tentative Ruling: (1) To sustain the demurrer with leave to amend as to the fifth cause of action for negligent repair; Plaintiff shall have ten (10) days to file an amended complaint; To overrule the demurrer as to the sixth cause of action for concealment; (2) To grant the motion to strike with leave to amend; Plaintiff shall have ten (10) days to file an amended complaint.

Facts Common to (1) and (2)

Relevant here, Plaintiff sues Defendant Lampe for negligent repair and Defendant FCA for fraudulent inducement – concealment.

Plaintiff alleges on or about September 25, 2019, Plaintiff entered into a warranty contract with FCA as to a 2019 Jeep Compass (“Subject Vehicle”) manufactured or distributed by FCA. (FAC ¶7.) Further, that the Subject Vehicle was purchased from FCA’s authorized retail dealership, Defendant Lampe. (FAC ¶9.) Defendant Lampe is alleged to convey information from Defendant FCA to prospective purchasers via marketing brochures and floor displays, the Subject Vehicle’s window sticker and via test driving the Subject Vehicle. (FAC ¶11.) Plaintiff alleges, however, that at no point was Plaintiff advised the Subject Vehicle and the transmission were defective. (FAC ¶11.) Further, that FCA profited from the sale of the Subject Vehicle. (FAC ¶12.)

Since purchase of the Subject Vehicle, Plaintiff alleges issues with the transmission including slipping, shuddering, hesitating and jerking. (FAC ¶14.) Around January 31, 2022, September 19, 2022, August 26, 2024 and January 11, 2025, Plaintiff presented the Subject Vehicle to an authorized repair facility of FCA who represented the Vehicle was working as designed or had been repaired. (FAC ¶¶15-19.)

Plaintiff alleges FCA knew, prior to purchase of the Subject Vehicle, that the transmission was defective as to hesitation, loss of power, harsh shifts or jerking. (FAC ¶29.) Plaintiff alleges that this defect is a safety concern as it affects the ability of a driver to control the Subject Vehicle. (FAC ¶30.) Further, that FCA failed to disclose the known defect prior to sale and acquired knowledge as to the defect via internal sources as to customer complaints, testing, warranty data and repair as to the network of dealers. (FAC ¶¶31,32, 36-39.) Further, Plaintiff alleges that had FCA disclosed the defect regarding the transmission, Plaintiff would not have purchased the Subject Vehicle. (FAC ¶¶33, 34.)

As to the fifth cause of action against Defendant Lampe for negligent repair, the amended complaint incorporates the prior allegations and further alleges Plaintiff delivered the Subject Vehicle to Defendant Lampe for repair on at least one occasion, that Defendant Lampe had a duty to use ordinary care to repair the Subject Vehicle, that Defendant Lampe breached its duty and that the breach proximately caused damages to Plaintiff. (FAC ¶¶91-94.)

As to the sixth cause of action against Defendant FCA for concealment, the amended complaint incorporates the prior allegations and reasserts them as to Defendant FCA’s acquisition of knowledge as to the transmission defect, failure to disclose and Plaintiff’s lack of knowledge thereof. (FAC ¶¶95-103.)

Defendants demurrer to the fifth and sixth causes of action and Defendant FCA seeks to strike the punitive damages allegations.

In opposition, Plaintiff argues that the facts alleged are sufficient regarding concealment under the analysis set forth in Dhital v. Nissan N. Am., Inc. (2022) 84 Cal.App.5th 828 and that the economic loss rule does not bar the negligent repair claim.

Authority and Analysis

(1) Demurrer

The purpose of a demurrer is to test whether a complaint “states facts sufficient to constitute a cause of action upon which relief may be based.” (Young v. Gannon (2002) 97 Cal.App.4^th 209, 220.  To state a cause of action, a plaintiff must allege facts to support his or her claims, and it is improper and insufficient for a plaintiff to simply plead general conclusions. (Careau v. Security Pacific Business Credit, Inc. (1990) 222 Cal.App.3d 11371, 1390.) The complaint must contain facts sufficient to establish every element of that cause of action, and thus a court should sustain the demurrer if “the defendants negate any essential element of a particular cause of action.” (Cantu v. Resolution Trust Corp. (1992) 4 Cal.App.4^th 857, 879-80)

To determine whether the complaint states facts sufficient to constitute a cause of action, the trial court may consider all material facts pleaded in the complaint and those that arise by reasonable implication therefrom; it may not consider contentions, deductions, or conclusion of fact or law (Moore v. Conliffe (1994) 7 Cal.4^th 634, 638.)

It is well-settled that all well-pled material facts in the complaint are assumed to be true for the purpose of the demurer.  (C & H Foods v. Hartford Ins. Co. (1984) 163 Cal.App.3d 1055, 1062) But “doubt in the complaint may be resolved against plaintiff and facts not alleged are presumed not to exist. (Id.)

A demurrer can be used only to challenge defects that appear on the face of the pleading under attack; or from matters outside the pleading that are judicially noticeable. (Blank v. Kirwan (1985) 39 Cal.3d 311, 318; Donabedian v. Mercury Ins. Co. (2004) 116 Cal.App.4th 968, 994.) No other extrinsic evidence can be considered (i.e., no "speaking demurrers"). (Ion Equip. Corp. v. Nelson (1980) 110 Cal.App.3d 868, 881.)

Fifth Cause of Action – Negligent Repair

The necessary elements for negligence claim are: (1) the existence of a legal duty of care that the defendant owed to the plaintiff; (2) breach; (3) causation; and (4) damages. (County of Santa Clara v. Atlantic Richfield Co. (2006) 137 Cal.App.4th 292, 318.)

As to the arguments that the economic loss doctrine bars the damages alleged here, the Court notes economic loss generally consists of “…damage for inadequate value, costs of repair and replacement of the defective product or consequent loss of profits-without any claim of personal injury or damages to other property." (Food Safety Net Services v. Eco Safe Systems USA, Inc. (2012) 209 Cal.App.4th 118, 1130.)

The economic loss doctrine, in some cases, bars a tort action in the absence of personal injury or physical damage to property. (Robinson Helicopter Co. v. Dana Corp. (2004) 34 Cal.4th 979, 984.) "The economic loss rule requires a purchaser to recover in contract for purely economic loss due to disappointed expectations, unless he can recover harm above and beyond a broken contractual promise." (Id. at 988.)

However, an exception appears recognized in Jimenez v. Superior Court (2002) 29 Cal.4th 473, 476, where the plaintiff homeowners brought an action against manufacturers of windows installed in mass-produced homes on claims of negligence. The court noted: "California decisional law has long recognized that the economic loss rule does not necessarily bar recovery in tort for damage that a defective product (e.g., a window) causes to other portions of a larger product (e.g., a house) into which the former has been incorporated." (Id. at 483.)

Here, where Plaintiff pleads the Subject Vehicle’s transmission defect substantially impaired the safety and value of the Subject Vehicle, the Court will apply the exception in Jimenez at the pleading stage and overrule the demurrer regarding the economic loss doctrine.

Defendant Lampe argues additionally that the amended complaint lacks specificity as to the allegations of repair. The Court notes the operative amended complaint alleges a number of repair events in paragraphs 15-19, but does not name Defendant Lampe as one of the authorized dealers to which Plaintiff brought the Subject Vehicle to be repaired. The Court finds the allegations in paragraphs 91-94 too conclusory, especially in light of the more specific pleading regarding repair attempts noted above. This argument appears unaddressed in the opposition.

Therefore, the Court will sustain the demurrer as to the fifth cause of action for negligent repair with leave to amend. Plaintiff shall have ten (10) days to file an amended complaint.

Sixth Cause of Action – Concealment

“As with all fraud claims, the necessary elements of a concealment/suppression claim consist of ‘“(1) misrepresentation (false representation, concealment, or nondisclosure); (2) knowledge of falsity (scienter); (3) intent to defraud (i.e., to induce reliance); (4) justifiable reliance; and (5) resulting damage.”’” [citation omitted]”  (Dhital v. Nissan North America, Inc. (2022) 84 Cal.App.5th 828, 843.)  “Suppression of a material fact is actionable when there is a duty of disclosure, which may arise from a relationship between the parties, such as a buyer-seller relationship.  [citation omitted]” (Id.)

Unlike most causes of action where the “the policy of liberal construction of the pleadings,” fraud requires particularity, that is, “pleading facts which show how, when, where, to whom, and by what means the representations were tendered.” (Lazar v. Superior Court (1996) 12 Cal.4th 631, 645.) Every element of a fraud cause of action must be alleged both factually and specifically. (Cooper v. Equity General Insurance (1990) 219 Cal.App.3d 1252, 1262.) 

Dhital, supra, 84 Cal.App.5th at 844 is instructive on the issue of specificity at the pleading stage, providing in relevant part:

“Plaintiffs alleged the above elements of fraud in the SAC. As we have discussed, plaintiffs alleged the CVT installed in numerous Nissan vehicles (including the one plaintiffs purchased) were defective; Nissan knew of the defects and the hazards they posed; Nissan had exclusive knowledge of the defects but intentionally concealed and failed to disclose that information; Nissan intended to deceive plaintiffs by concealing known transmission problems; plaintiffs would not have purchased the car if they had known of the defects; and plaintiffs suffered damages in the form of money paid to purchase the car….

Nissan also contends plaintiffs did not provide specifics about what Nissan should have disclosed. But plaintiffs alleged the CVT were defective in that they caused such problems as hesitation, shaking, jerking, and failure to function. The SAC also alleged Nissan was aware of the defects as a result of premarket testing and consumer complaints that were made both to National Highway Traffic Safety Administration and to Nissan and its dealers. It is not clear what additional information Nissan believes should have been included. We decline to hold (again in the absence of a more developed argument on this point) that plaintiffs were required to include in the SAC more detailed allegations about the alleged defects in the CVT. We conclude plaintiffs' fraud claim was adequately pleaded.” (Dhital, supra, 84 Cal.App.5th at 844.)

Further, the Court notes less specificity is required if it appears from the nature of allegations that defendant must necessarily possess full information, or if the facts lie more in the knowledge of opposing parties.  (Alfaro v. Community Housing Improvement System & Planning Assn., Inc. (2009) 171 Cal.App.4th 1356, 1384-1385.

Here, Plaintiff pleads that the defect regarding the transmission was at issue in numerous similar vehicles, that Defendant FCA knew or should have known of the defect, that Defendant FCA had exclusive knowledge thereof as a result of internal sources or data, including customer complaints, that Defendant FCA failed to disclose the defect, that Plaintiff would not have purchased the Subject Vehicle had the defect as to the transmission been disclosed and that Plaintiff suffered damages. These allegations extend beyond the issues or defects that are presupposed by the warranty. As to any requirement that Plaintiff specifically identify the persons who made the alleged omissions, based on the nature of the concealment claim, the Court finds less specificity is required and that the allegations here are sufficient against FCA as a corporation. As such, the Court overrules the demurrer as to the sufficiency of the allegations arguments.

There are “‘four circumstances in which nondisclosure or concealment may constitute actionable fraud: (1) when the defendant is in a fiduciary relationship with the plaintiff; (2) when the defendant had exclusive knowledge of material facts not known to the plaintiff; (3) when the defendant actively conceals a material fact from the plaintiff; and (4) when the defendant makes partial representations but also suppresses some material facts.’”  (LiMandri v. Judkins (1997) 52 Cal.App.4th 326, 336.)  However, unless the parties were in a fiduciary relationship, the other three circumstances “presupposes the existence of some other relationship between the plaintiff and defendant in which a duty to disclose can arise.”  (Id. at p. 337.)  “Thus, a duty to disclose may arise from the relationship between seller and buyer, employer and prospective employee, doctor and patient, or parties entering into any kind of contractual agreement.” (Id.)

On this issue, the court in Dhital, supra, 84 Cal.App.5th at 844 noted:

“In its short argument on this point in its appellate brief, Nissan argues plaintiffs did not adequately plead the existence of a buyer-seller relationship between the parties, because plaintiffs bought the car from a Nissan dealership (not from Nissan itself). At the pleading stage (and in the absence of a more developed argument by Nissan on this point), we conclude plaintiffs' allegations are sufficient. Plaintiffs alleged that they bought the car from a Nissan dealership, that Nissan backed the car with an express warranty, and that Nissan's authorized dealerships are its agents for purposes of the sale of Nissan vehicles to consumers. In light of these allegations, we decline to hold plaintiffs' claim is barred on the ground there was no relationship requiring Nissan to disclose known defects.” (Id.)

Here, Plaintiff alleges sufficient facts of a transactional relationship establishing a duty to disclose at the pleading stage with respect to purchase from an authorized retail dealership, presentation to authorized retail dealerships for repair, prior exclusive knowledge of the alleged defective transmission based on internal sources and that Plaintiff would not have purchased the Subject Vehicle had the transmission issue been disclosed.

Therefore, the Court overrules the demurrer to the sixth cause of action.

(2) Motion to Strike

Defendant FCA seek to strike the section of the prayer seeking punitive damages.

Any party may file a timely notice of a motion to strike the whole or any part of a pleading. (Code Civ. Proc., § 435, subd. (b).) The motion may seek to strike any “irrelevant, false or improper matter inserted in any pleading” or any part of the pleading “not drawn or filed in conformity with the laws of this state, a court rule, or an order of the court.” (Code Civ. Proc., § 436.) Irrelevant allegations include allegations that are not essential to the statement of a claim, allegations that are not pertinent to or supported by the claim and demands for judgment requesting relief not supported by the allegations. (Code Civ. Proc., § 431.10, subds. (b), (c).)

Based on the Court's review of the operative amended complaint and as is detailed above regarding concealment, the Court has found a sufficient pleading as to concealment and therefore punitive damages as a remedy for this cause of action is properly pled.

However, as FCA is a corporation.

Civil Code section 3294(b), provides: "An employer shall not be liable for damages pursuant to subdivision (a), based upon acts of an employee of the employer, unless the employer had advance knowledge of the unfitness of the employee and employed him or her with a conscious disregard of the rights or safety of others or authorized or ratified the wrongful conduct for which the damages are awarded or was personally guilty of oppression, fraud, or malice. With respect to a corporate employer, the advance knowledge and conscious disregard, authorization, ratification or act of oppression, fraud, or malice must be on the part of an officer, director or managing agent of the corporation."

Plaintiff has not properly alleged authorization or ratification:

"When the defendant is a corporation, '[a]n award of punitive damages against a corporation . . . must rest on the malice of the corporation's employees. [¶] But the law does not impute every employee's malice to the corporation.' [Citation.] Instead, the oppression, fraud, or malice must be perpetrated, authorized, or knowingly ratified by an officer, director, or managing agent of the corporation. [Citation.] '"[M]anaging agent" . . . include[s] only those corporate employees who exercise substantial independent authority and judgment in their corporate decisionmaking so that their decisions ultimately determine corporate policy.' [Citation.]" (Wilson v. Southern California Edison Co. (2015) 234 Cal.App.4th 123, 164.)

While the Court will not require the exact name of the employees on a concealment claim, some allegation connecting the concealment to the FCA as a corporation must be pled in the complaint.

Therefore,  the Court grants the motion to strike with leave to amend. Plaintiff shall have ten (10) days to file an amended complaint.

If no one requests oral argument, under Code of Civil Procedure section 1019.5(a) and California Rules of Court, rule 3.1312(a), no further written order is necessary. The minute order adopting this tentative ruling will become the order of the court and service by the clerk will constitute notice of the order. Court reporters are usually not available for law and motion matters in the civil division. The parties and counsel must provide their own reporter if they want a transcript of the proceedings.

Re:                SINITSA, STAN vs. CUSO FINANCIAL SERVICES, LP

Case No.:   VCU326251

Date:           May 28, 2026

Time:           8:30 A.M. 

Dept.           1-The Honorable David C. Mathias

Motion:      Motion for Preliminary Approval of Class Action 

Tentative Ruling: To continue this motion to June 25, 2026; 8:30 am; D1 and orders a supplemental declaration as to the lodestar, the presently incurred costs of counsel, the administrative costs and the notice period filed no later than five (5) court days prior to the hearing.

1. Sufficiency of Amount of Settlement (Net Estimated: $1,141,666.67 less administrator costs)

This matter arises out of an alleged Data Security Incident suffered by Defendant CUSO Financial Services, LP between December 19, 2023 and January 19, 2024 (the “Data Incident”) which potentially compromised the personally identifiable information (“PII” or “Private Information”). On about October 28, 2024, Defendant began sending a Notice of Security Incident acknowledging the Data Incident. Defendant notes that, on January 19, 2024, it learned of suspicious activity involving a third-party service provider that CUSO uses for archiving communications and involved data belonging to 76,251 current or former CUSO customers and/or employees.

The nationwide class is defined as

“All persons whose personal identification information and data was stored in CUSO’s systems at the time of the cybersecurity incident that occurred between December 19, 2023, and January 19, 2024, and who were impacted by the cybersecurity incident.”

The California subclass is defined as “Members of the Nationwide Class who are also California residents at the time of the cybersecurity incident that occurred between December 19, 2023, and January 19, 2024.” (collectively “Settlement Class Members”).

Excluded from the Settlement Class are CUSO’s officers, directors, and employees; any entity in which CUSO has a controlling interest; and the affiliates, legal representatives, attorneys, successors, heirs, and assigns of CUSO. Excluded also from the Settlement Class are the Judge presiding over this action, the Judge’s immediate family, and the Court staff, non-natural persons, as well as those members of the Class who opt-out from the settlement pursuant to the procedures set forth in the Agreement and this Preliminary Approval Order.

Plaintiff alleges that the Data Incident was the result of CUSO’s inadequate data security protocols.

The gross settlement amount is $1,750,000 and consists of a non-reversionary common fund from which the following will be paid:

(1) Compensation for Economic Losses including up to $5,000.00 per individual for documented out-of-pocket expenses;

(2) Settlement Class Members who were also California residents at the time of the Data Incident may elect to receive a statutory cash payment of up to $100;

(3) Two years of additional Credit Monitoring and CyberScan Dark Web Monitoring;

(4) Costs of Claims Administration;

(5) Service Awards; and

(6) Attorneys’ Fees and Litigation Expenses.

Any residual funds after the above distributions will be subject to a Residual Cash Payment to be divided equitably among Settlement Class Members with an approved claim.

Counsel indicates the relief obtained for Settlement Class Members is well within the range of approval, as the California Consumer Privacy Act provides statutory damages that range from $100 to $750 per individual. (Cal. Civ. Code § 1798.150(a)(1)(A)) or individual out of pocket losses, whichever is greater.

After agreeing to participate in mediation, Defendants informally records related to the breach as to the Settlement Class members, key class data points, and other documents and information relevant to the claims alleged in advance of mediation. The parties reached the settlement four separate mediation sessions.

The Court finds the information provided in support of the gross settlement amount sufficient for the Court to preliminarily approve the gross settlement amount, as the settlement amount appears to be within the recognized range of reasonableness given the claims and defenses asserted in this case.

Plaintiff’s deductions from the gross settlement of $1,750,000 are proposed as follows:

Proposed Court Approved Attorney Fees (33.3%):	$583,333.33
Proposed Costs (up to):	$20,000
Proposed Enhancement Payment to Plaintiff:	$5,000.00
Proposed Settlement Administrator Costs	$ Unknown
Proposed Net Settlement Amount	$1,141,666.67 (less administrator costs)

2.  Class Notice

The settlement agreement provides no claim form will be required of class members to participate in distributions.  Only those wishing to object or opt out must file notice with the settlement administrator. 

Objections or opt out notices are to be made within 45 days. The Court regularly approves notice periods of 60 days or longer.

The class notice period is therefore not approved.

With respect to the content of the Notice, the Court finds the Class Notice to be reasonable.  It clearly provides to the class member an estimate of the settlement share the member is to receive and provides adequate instructions for any class member to opt out of the settlement or to submit an objection, or to make a claim for actual damages.

3.  Enhancement Award to Class Representative

The court preliminarily approves Plaintiff as class representative for settlement purposes. The proposed enhancement award to Plaintiff is $5,000.

The Court has, in past cases, approved enhancement awards of up to $5,000 routinely and approves the award as requested in the same amount.

4. Attorneys’ Fees and Costs

Attorneys’ fees no greater than of 33.3% of the gross settlement fund of $1,750,000 or $583,333.33 are sought in this matter.

Although the Court recognizes the utilization of the percentage of the common fund methodology to award attorneys’ fees, the Court requires a declaration from counsel that provides an estimate as to what the lodestar would be in this case. The ultimate goal of the Court is to award reasonable attorneys’ fees irrespective of the method of calculation. As such, the court needs to know the estimate of the approximate lodestar supported by declarations for preliminary approval. Counsel should submit information as to the time spent on this action and the hourly rates of all counsel working on the case. Without such information, the Court declines to preliminarily approve the fees.

The Court further finds that Plaintiff’s counsel is an experienced class action attorney through the declaration of counsel.

As to the costs, the Court cannot approve costs not to exceed $20,000 without knowing the presently incurred costs.

5. Claims Administrator

The Court preliminary approves Analytics LLC as the claims administrator for this class action. However, no estimated cost as to the administration of this lawsuit has been provided. The Court will require such information prior to preliminary approval.

6. Unclaimed Settlement Proceeds

The Court notes any residue is to be distributed equitably among Settlement Class Members with an approved claim.

7. Release

The Court finds the proposed release of claims reasonable under the circumstances.

8. Class Certification for Settlement Purposes

Code of Civil Procedure section 382 permits certification “when the question is of a common or general interest, of many persons, or when the parties are numerous, and it is impracticable to bring them all before the court.”  (Code Civ. Proc. § 382.)  The plaintiff bears the burden of demonstrating that class certification under section 382 is proper.  (See City of San Jose v. Superior Court (1974) 12 Cal.3d 447, 460.)  To do so, “[t]he party advocating class treatment must demonstrate the existence of an ascertainable and sufficiently numerous class, a well-defined community of interest, and substantial benefits from certification that render proceeding as a class superior to the alternatives.”  (Brinker Restaurant Corp. v. Superior Court (2012) 53 Cal.4th 1004, 1021.) 

Here, the Motion and accompanying declaration of counsel sufficiently sets forth the basis for finding the class is numerous and ascertainable as 76,251 individuals subject to the breach. Additionally, common questions of law and fact predominate the action. The Court finds a sufficient basis to conditionally certify the class for the purposes of settlement.

Therefore, the Court continues this motion for preliminary approval to June 25, 2026; 8:30 am; D1 and orders a supplemental declaration as to the lodestar, the presently incurred costs of counsel, the administrative costs and the notice period.

If no one requests oral argument, under Code of Civil Procedure section 1019.5(a) and California Rules of Court, rule 3.1312(a), no further written order is necessary. The minute order adopting this tentative ruling will become the order of the court and service by the clerk will constitute notice of the order. Court reporters are usually not available for law and motion matters in the civil division. The parties and counsel must provide their own reporter if they want a transcript of the proceedings.

Honorable Bret D. Hillman Presiding- Department 2

Examiner notes for probate matters calendared Wednesday, May 27, 2026, that allow for posting:

Status:  Recommended for Approval (RFA), Appearance Required or Recommended, Approval Conditional Upon, etc.

Case Number	Case Name	Type	Status	Comments
VPR054044	In the Matter of Chavez, Olga	Letters of Administration	Appearance Required	Waiver of Bond not filed by all heirs: missing petitioner’s, Prob C § 8481(a)(2). Proof of Publication not filed at the time of this review
VPR054043	In the Matter of Gomez, Pascual Jimenez	Determine Succession to Primary Residence	Recommended for Approval
VPR054034	In the Matter of the Mirizzi Family Revocable Trust D/T/D May 28, 1991	Petition to Confirm Trust Assets	Recommended for Approval
VPR054026	In the Matter of Emma B. Lowe Trust, established January 17, 2024	Petition to Terminate Trust	Recommended for Approval
VPR045490	In the Matter of Justin Fry Special Needs Trust	Accounting Hearing	Appearance Required	Documents in order
VPR038601-99	In the Matter of Fry, Justin	Accounting Hearing	Appearance Required	Documents in order
VPR051985	In the Matter of Johanna Bangma Marital Trust, dated April 11, 2018	Accounting Hearing	Appearance Required	Proposed order to be submitted for review
VPR053627	In the Matter of Acosta, Ofelia Guzman	Final Distribution Hearing	Recommended for Approval
VPR050196	In the Matter of Tarbell, John Lee	Final Distribution Hearing	Recommended for Approval
VPR053099	In the Matter of Sundaresan, K.R.	Final Distribution Hearing	Appearance Required	Schedule of receipts not attached to Petition: When accounting is waived and the amount other than the amount of the Inventory and Appraisal is used as a basis for calculating statutory fees, detailed schedules of receipts and gains or losses on sale are required in report pursuant to CRC, rule 7.550(b)(6)
VPR051715	In the Matter of Duran, Josefina L	Final Distribution Hearing	Appearance Required	Notice of Hearing not served on all heirs, Prob C § 11601

Honorable Russell Burke Presiding- Department 19

Examiner notes for probate matters calendared Thursday, May 21, 2026, that allow for posting:

Status:  Recommended for Approval (RFA), Appearance Required or Recommended, Approval Conditional Upon, etc.

Case Number	Case Name	Type	Status	Comments
PPR054038	In the Matter of Turnbough, Jerrilee Ann	Letters of Administration	Recommended for Approval
PPR054033	In the Matter of Frazier, Joan	Letters of Administration	Appearance Required	Petition Incomplete: Caption not selected – Authorization to Administer under the IAEA (full authority requested). Item 6(b) – No selection made, but issues of deceased parents are listed in 8. Item 8 – Age of siblings, and need notion if there is no issue of deceased siblings.
PPR053952	In the Matter of Havekost, Kathleen Louise	Probate Will/Issue Letters	Appearance Required	Supplemental Statement of Birth Date and DL Number incomplete, TCSC LR, rule 1000(c)(4). Proof of Publication not filed.
PPR054049	In the Matter of Akin, Samie Jane	Petition Hearing	Appearance Required	Incomplete/untimely notice: A 30-day notice of hearing is required pursuant Probate Code §851(a)