Declaration of Shawn M. Kennedy in Support of 137 MOTION for Settlement Notice of Motion and… — Plaid Privacy (Dkt. 138)

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The Declaration of Shawn M. Kennedy in Support of Plaintiffs' Motion for Preliminary Approval of Class Action Settlement in In re Plaid Inc. Privacy Litigation, Master Docket No. 4:20-cv-03056-DMR, in the U.S. District Court for the Northern District of California, filed August 6, 2021 as Document 138. Kennedy, a partner of Herrera Kennedy LLP and interim co-lead counsel, states that Plaid has agreed to establish a $58 million Settlement Fund and change its business practices. The declaration recounts that Plaid produced over 12,000 pages of documents, that mediator Hon. Jay Gandhi (ret.) made a mediator's proposal for $58 million on June 7, 2021, and that the Settlement Agreement was executed on July 30, 2021. It states that Class Counsel estimates the Settlement Class at approximately 98 million individuals and chose Angeion Group, LLC as settlement administrator.

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KENNEDY DECL ISO MOTION FOR PRELIMINARY 
APPROVAL OF CLASS ACTION SETTLEMENT 
CASE NO. 4:20-CV-03056-DMR 
HERRERA KENNEDY LLP 
Shawn M. Kennedy (SBN 218472) 
skennedy@herrerakennedy.com 
Bret D. Hembd (SBN 272826) 
bhembd@herrerakennedy.com 
4590 MacArthur Blvd., Suite 500 
Newport Beach, CA 92660 
Tel: (949) 936-0900 
Fax: (855) 969-2050 
HERRERA KENNEDY LLP 
Nicomedes Sy Herrera (SBN 275332) 
nherrera@herrerakennedy.com 
Laura E. Seidl (SBN 269891) 
lseidl@herrerakennedy.com 
1300 Clay Street, Suite 600 
Oakland, CA 94612 
Tel: (510) 422-4700 
Fax: (855) 969-2050 
LIEFF CABRASER HEIMANN & 
BERNSTEIN, LLP 
Rachel Geman (Pro Hac Vice) 
rgeman@lchb.com 
Rhea Ghosh (Pro Hac Vice) 
rghosh@lchb.com 
250 Hudson Street, 8th Floor 
New York, NY 10013-1413 
Tel: (212) 355-9500 
Fax: (212) 355-9592 
Interim Co-Lead Class Counsel 
LIEFF CABRASER HEIMANN & 
BERNSTEIN, LLP 
Michael W. Sobol (SBN 194857) 
msobol@lchb.com 
Melissa Gardner (SBN 289096) 
mgardner@lchb.com 
275 Battery Street, 29th Floor 
San Francisco, CA 94111-3339 
Tel: (415) 956-1000 
Fax: (415) 956-1008 
BURNS CHAREST LLP 
Warren T. Burns (Pro Hac Vice) 
wburns@burnscharest.com 
900 Jackson Street, Suite 500 
Dallas, TX 75202 
Tel: (469) 904-4550 
Fax: (469) 444-5002 
BURNS CHAREST LLP 
Christopher J. Cormier (Pro Hac Vice) 
ccormier@burnscharest.com 
4725 Wisconsin Avenue, NW, Suite 200 
Washington, DC 20016 
Tel: (202) 577-3977 
Fax: (469) 444-5002 
UNITED STATES DISTRICT COURT 
NORTHERN DISTRICT OF CALIFORNIA 
OAKLAND DIVISION 
IN RE PLAID INC. PRIVACY 
LITIGATION 
Master Docket No.: 4:20-cv-03056-DMR 
DECLARATION OF SHAWN M. 
KENNEDY IN SUPPORT OF 
PLAINTIFFS’ MOTION FOR 
PRELIMINARY APPROVAL OF 
CLASS ACTION SETTLEMENT 
Date:       
Sept. 30, 2021 
Time:       
1:00 p.m. 
Courtroom:  via videoconference only 
Judge:      
The Hon. Donna M. Ryu 
THIS DOCUMENT RELATES TO: 
ALL ACTIONS 
Case 4:20-cv-03056-DMR   Document 138   Filed 08/06/21   Page 1 of 8

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KENNEDY DECL ISO MOTION FOR PRELIMINARY 
APPROVAL OF CLASS ACTION SETTLEMENT 
CASE NO. 4:20-CV-03056-DMR 
 
I, SHAWN M. KENNEDY, hereby declare as follows: 
1. 
I am a partner of the law firm of Herrera Kennedy LLP, Interim Co-Lead Counsel 
along with Lieff, Cabraser, Heimann & Bernstein, LLP (“Lieff Cabraser”), and Burns Charest, LLP 
in the above-captioned action. I am a member in good standing of the Bar of the State of California 
and am admitted to practice before this Court. I have personal knowledge of the statements 
contained in this declaration and, if called to testify, I could and would testify competently to them. 
I submit this declaration in support of the Plaintiffs’ Motion for Preliminary Approval of Class 
Action Settlement.  
2. 
Pursuant to the terms of the Settlement, Plaid has agreed to establish a $58 million 
Settlement Fund and implement meaningful changes to its business practices and policies. I and the 
other Class Counsel believe these commitments are substantial and will provide fair, adequate, and 
reasonable benefits to the Class in exchange for the Releases provided in settlement of this 
litigation.  
3. 
With respect to appointment under Federal Rule of Civil Procedure 23(g), Rachel 
Geman of Lieff Cabraser, Christopher Cormier of Burns Charest, and I, and our respective firms, 
are well-qualified to serve as Class Counsel for settlement purposes in this litigation, and have 
contributed significantly to the development and prosecution of this case. I refer to proposed Class 
Counsel as “Class Counsel” herein. Background information on Class Counsel, including our 
experience in class and complex litigation, privacy litigation, and litigation involving the financial 
sector, can be found in our respective individual declarations previously filed in this matter.1 See 
Dkt. 51 and exhibits attached thereto as 51-1, 51-2, and 51-3. We have collectively litigated, 
managed, and negotiated successful resolutions of cases involving comparable clients, claims, 
classes, and settlements comparable to the claims involved in the present Action. Id. Based on our 
collective experience, we are capable of serving the interests of the class through the settlement 
phase of this litigation. Id. A representative summary of prior settlements and distributions in recent 
cases comparable to this action is attached hereto as Exhibit B. 
 
1 For developments in Lieff Cabraser’s Digital Privacy and Data Security Practice Group that 
post-dated the earlier filed declaration, see https://www.lieffcabraser.com/category/digital-
privacy/. 
Case 4:20-cv-03056-DMR   Document 138   Filed 08/06/21   Page 2 of 8

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KENNEDY DECL ISO MOTION FOR PRELIMINARY 
APPROVAL OF CLASS ACTION SETTLEMENT 
CASE NO. 4:20-CV-03056-DMR  
 
PRE-LITIGATION INVESTIGATION 
4. 
The original complaint in this Action (Cottle et al. v. Plaid Inc., No. 4:20-cv-03056-
DMR, filed May 4, 2020) was the product of several months of investigatory work that I and other 
Class Counsel undertook in early 2020. Our investigation involved locating and reviewing 
hundreds (or thousands) of videos, message board posts, web pages, government submissions to 
government regulators, podcasts, marketing materials, articles, and other publications. Through that 
investigation, we were able to gather information about Plaid’s historical and current business 
practices, as well as the nature of its software and the privacy violations alleged in the complaint. 
To get a fuller understanding of how Plaid’s software worked, Class Counsel engaged a subject 
matter consultant to analyze various aspects of the software, including the nature of the software 
templates provided to Plaid clients and the security involved in transmitting login information 
through Plaid Link. 
CONSOLIDATED PLEADINGS AND DISCOVERY 
5. 
After the original complaint was filed, Class Counsel worked cooperatively with 
counsel representing clients in subsequently-filed complaints against Plaid. Class Counsel 
organized a proposed leadership structure that we, along with other counsel, presented to the Court. 
Following our appointment as Interim Class Counsel (and theirs as a Plaintiffs’ Steering 
Committee), Class Counsel vetted clients and prepared a Consolidated Amended Complaint.   
6. 
After the Consolidated Amended Complaint (“CAC”) was filed, Plaintiffs sought 
and received significant discovery from Plaid. This discovery took place both before and during 
discussions that led to the Settlement. Plaintiffs then sought and received confirmatory discovery 
after reaching agreement on settlement terms with Plaid. In response to both formal and informal 
discovery requests, Plaid provided information, internal documents, and data that shed light on the 
nature and function of Plaid’s software and business practices during the class period, its finances, 
and the size and scope of the potential class, among other things. 
7. 
Class Counsel served—and Plaid responded to—57 document requests, 21 
interrogatories, and 51 requests for admissions. Plaid produced over 12,000 pages of documents, 
including internal policies and procedures, agreements, correspondence, investigatory materials, 
Case 4:20-cv-03056-DMR   Document 138   Filed 08/06/21   Page 3 of 8

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KENNEDY DECL ISO MOTION FOR PRELIMINARY 
APPROVAL OF CLASS ACTION SETTLEMENT 
CASE NO. 4:20-CV-03056-DMR  
 
client lists, and detailed financial information. Plaintiffs also commenced third-party discovery, 
having subpoenaed and started discussions with certain banks.  
8. 
A number of disputed issues arose in connection with formal discovery. Those 
issues were highly contested. Over the course of several months, the Parties were able to narrow or 
reach agreement on those issues, including through dozens of telephonic and written meet-and-
confers. 
9. 
Class Counsel, working with the Plaintiffs’ Steering Committee, also responded to 
defensive discovery. Class Counsel also engaged a forensics consultant for assistance with future 
defensive discovery. 
SETTLEMENT 
10. 
Between February and July 2021, the Parties engaged in lengthy and contentious 
arm’s-length negotiations to resolve the claims in the Action. On February 16, 2021, the Parties 
engaged in a mediation session with the Hon. Jay Gandhi (ret.). Prior to the mediation, the Parties 
prepared detailed mediation briefs outlining their positions on the strengths and weaknesses of the 
case, and participated in a technology tutorial session with Judge Gandhi. Plaintiffs also retained 
and worked with a financial analyst.  
11. 
The Parties went into the mediation with substantially different positions relating to 
appropriate settlement terms and did not resolve the Action at the initial mediation session. 
12. 
For the next several months, while the Parties continued to litigate, they continued 
to engage in the mediation process with Judge Gandhi, who helped bridge the gap between the 
Parties’ positions.  
13. 
The Parties held another mediation session on April 13, 2021. Before and after that 
mediation session, the Parties engaged in extensive communications with each other and Judge 
Gandhi regarding points of contention and additional information required to move discussions 
forward. 
14. 
On June 7, 2021, Judge Gandhi made a mediator’s proposal for a class-wide 
settlement for $58 million subject to the parties’ negotiation and agreement of injunctive relief 
terms. That recommendation was accepted by all Parties in a double-blind process on June 11, 
Case 4:20-cv-03056-DMR   Document 138   Filed 08/06/21   Page 4 of 8

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KENNEDY DECL ISO MOTION FOR PRELIMINARY 
APPROVAL OF CLASS ACTION SETTLEMENT 
CASE NO. 4:20-CV-03056-DMR  
 
2021. Over the next six weeks, the Parties negotiated the terms of a long-form settlement 
agreement, including injunctive relief. These negotiations ultimately resulted in the Settlement 
Agreement, which was executed on July 30, 2021. Attached hereto as Exhibit A is a true and 
correct copy of the Settlement Agreement. 
15. 
The negotiations of the Settlement Agreement were intense and included multiple 
lengthy telephone conferences and extensive email correspondence, as well as the exchange of 
multiple drafts of the proposed Settlement Agreement and related materials.  
16. 
During the negotiation process, the Parties were at many times far apart and often at 
odds. The mediator’s direct resolution of disputes was required, at times, to prevent the discussions 
from collapsing altogether.  
17. 
In negotiating the Settlement Agreement, the Parties did not engage in substantive 
negotiation about or reach any agreement concerning the amount of attorneys’ fees that should be 
awarded, reimbursement of expenses, or class representative service awards (all of which will be 
subject to future application to and approval by the Court.2 
CLASS COUNSEL’S ROLE AND ANALYSIS 
18. 
Class Counsel vigorously have led all aspects of case investigation, management, 
prosecution, and resolution in this Action. These efforts include, among other things: the 
investigation, preparation, and filing of the 105-page CAC; briefing the motion to stay discovery 
and the motion to dismiss; discovery; work with consultants; document analysis; multiple 
mediation sessions; negotiation of the Settlement Agreement; work on Settlement-related issues 
(including consultation with the PSC on allocation); and collection of confirmatory discovery after 
reaching agreement on settlement terms with Plaid.  
19. 
Class Counsel had a wealth of information at their disposal before entering into 
settlement negotiations, allowing Class Counsel to adequately assess the strengths and weaknesses 
of Plaintiffs’ case and balance the benefits of settlement against the risks of further litigation.  
 
2 All settlement notice and administrative costs will be paid from the Settlement Fund, except that 
in the event such costs exceed approximately $5.5 million (which the Parties do not presently 
anticipate), the Parties have agreed that Plaid will pay for up to $500,000 of such additional 
administrative costs directly to the third-party administrator. 
Case 4:20-cv-03056-DMR   Document 138   Filed 08/06/21   Page 5 of 8

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KENNEDY DECL ISO MOTION FOR PRELIMINARY 
APPROVAL OF CLASS ACTION SETTLEMENT 
CASE NO. 4:20-CV-03056-DMR  
 
20. 
In addition to certain risks inherent in litigating against a relatively young start-up, 
there were risks as to certification and ultimate liability. Plaid has vigorously denied Plaintiffs’ 
allegations of wrongdoing, and, absent settlement, Plaintiffs anticipate Plaid would defend this 
action aggressively at multiple procedural steps prior to trial, including opposing class certification 
and moving for summary judgment. While Plaintiffs strongly believe in the merits of their case, 
they recognize uncertainties that presents at least some element of risk at multiple, critical junctures 
in this Action. For example, all the claims carrying statutory penalties were dismissed except for 
California’s Anti-Phishing Act (“CAPA”) claim. Cal. Bus. & Prof. Code § 22948 et seq. As to 
CAPA, the law is in its relative infancy in the context of the interpretation of that claim.  
21. 
The outcome of continued litigation, including trial and likely appeals, is far from 
certain, could add years to this litigation, and would entail significant expense. In contrast, the 
Settlement provides significant, immediate benefits to the Class.  
22. 
Based on our collective experience, I and the other Class Counsel believe Plaid’s 
commitments are substantial and will provide fair, reasonable, and adequate benefits to the Class, 
while reducing the expenditure resources and eliminating the risk of uncertain litigation outcomes. 
23. 
Certain differences between the proposed litigation classes reflected in the CAC and 
the Settlement Class reflect Class Counsel’s determination, based upon information learned 
through formal and informal discovery, that (1) the challenged aspects of Plaid’s software and 
conduct apply to the users of a broader set of fintech apps and services than those enabling payments 
and money transfers; and (2) the “OAuth Process” and “Managed OAuth Process” that Plaid 
employed with certain financial institutions at certain points in time should be excluded from the 
Class. The Settlement Class is thus broader in that it includes users of more fintech apps and 
narrower in that it excludes users who connected to their accounts using a different process than 
was described in the CAC. 
THE PROPOSED CLASS AND CLASS REPRESENTATIVES 
24. 
Class Counsel estimates that the Settlement Class reflected in the Settlement 
Agreement includes approximately 98 million individuals. Class Counsel derived that estimate 
Case 4:20-cv-03056-DMR   Document 138   Filed 08/06/21   Page 6 of 8

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KENNEDY DECL ISO MOTION FOR PRELIMINARY 
APPROVAL OF CLASS ACTION SETTLEMENT 
CASE NO. 4:20-CV-03056-DMR  
 
from both current data provided by Plaid and assumptions from an internal analysis performed by 
Plaid of its data in 2020. 
25. 
Based on our significant experience in complex consumer class action litigation and 
our observations during the course of this case, it is Class Counsel’s professional opinion that the 
Class Representatives willingly, constructively, and effectively contributed to the prosecution of 
the claims on behalf of the Class. Each proposed Class Representative has contributed to the 
prosecution of the Action and fully cooperated with Class Counsel, the PSC, and other counsel for 
Plaintiffs. They have participated in a thorough vetting process undertaken by Class Counsel, 
stayed informed about the case, preserved relevant documents and ESI, responded to discovery 
requests, and responded to Class Counsel’s requests for information for the benefit of the Class.  
26. 
Each Class Representative was informed about the terms of the Settlement 
Agreement before it was signed, approves its terms, and supports its approval by the Court. Each 
has expressed continued willingness to protect the Class until the Settlement is approved and its 
administration completed. 
SELECTION OF ANGEION AS SETTLEMENT ADMINISTRATOR 
27. 
Class Counsel chose Angeion Group, LLC (“Angeion”) as the settlement 
administrator for this Action after a competitive selection process involving the solicitation of 
proposals from three well-known and experienced settlement administration firms. The choice of 
Angeion was driven by the experience of its principals, the sophisticated and tailored nature of its 
proposal (especially for reaching Class Members through a digital media campaign), and the overall 
cost-effectiveness of its proposal. 
28. 
Appointment of Angeion as settlement administrator is appropriate because Class 
Counsel believes it will adequately and professionally discharge its duties. Angeion’s 
qualifications, along with the notice plan, are set out in the Declaration of Steven Weisbrot 
submitted concurrently with this Motion. 
* * * 
Case 4:20-cv-03056-DMR   Document 138   Filed 08/06/21   Page 7 of 8

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KENNEDY DECL ISO MOTION FOR PRELIMINARY 
APPROVAL OF CLASS ACTION SETTLEMENT 
CASE NO. 4:20-CV-03056-DMR  
 
29. 
Class Counsel have vigorously represented the Class for well over a year and 
ultimately obtained significant monetary and injunctive relief for Class Members. We remain fully 
committed to dedicating the necessary resources and collaborating for the benefit of the Class. 
* 
* 
* 
I declare under penalty of perjury under the laws of the United States that the foregoing is 
true and correct. Executed this 5th day of August, 2021, in Newport Beach, California. 
 
 
/s/ Shawn M. Kennedy 
 
Shawn M. Kennedy 
 
Case 4:20-cv-03056-DMR   Document 138   Filed 08/06/21   Page 8 of 8

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