DeclarationCal. Super. - 6th Dist.September 24, 2020\DOONONUl-bUJNr-A NNNNNNNNNr-tr-tr-tr-tr-tr-tr-tr-tr-tr-t 00 \J Ch Ln 4> DJ b) hi CD MD 00 \J Ch Ln 4> U9 b) h‘ CD 200V371 148 Santa Clara - Civil Tanya E. Moore, SBN 206683 MOORE LAW FIRM, P.C. 300 South First Street, Suite 342 San Jose, California 951 13 Telephone (408) 298-2000 Facsimile (408) 298-6046 E-mail: service@moorelawfirm.com Attorney for Plaintiff Safe Products for Californians, LLC L.\ Electronically Filed by Superior Court of CA, County of Santa Clara, on 4/8/2021 4:20 PM Reviewed By: L. Wang Case #20CV371 148 Envelope: 6205403 SUPERIOR COURT OF CALIFORNIA COUNTY OF SANTA CLARA SAFE PRODUCTS FOR CALIFORNIANS, LLC, Plaintiff, VS. ) ) ) ) ) 3 PERFECT KETO LLC, et a1. ) ) ) ) ) ) ) ) w Defendants. I, Tanya E. Moore, declare as follows: N0. 20CV371 148 SUPPLEMENTAL DECLARATION OF TANYA E. MOORE IN SUPPORT OF MOTION TO APPROVE PROPOSITION 65 SETTLEMENT AND CONSENT JUDGMENT Date: April 13, 2021 Time: 9:00 am Department: 20 Honorable Socrates P. Manoukian 1. I am an attorney licensed to practice in California. I am the attorney 0f record for Plaintiff, Safe Products for Californians, LLC (“SPFC” 0r “Plaintiff’), in this California Health & Safety Code § 25249.6 et seq. (“Proposition 65”) action. I have been fully involved in the case initiation, investigation, litigation, and settlement negotiations in this case. I have personal knowledge 0f the facts set forth herein and could and would testify competently thereto. 2. SPFC and Defendant Perfect Keto LLC (“Perfect Keto,” and together with SPFC, “the Parties”) have entered into an amended “[Proposed] Consent Judgment” DECLARATION OF TANYA E. MOORE IN SUPPORT OF MOTION TO APPROVE PROPOSITION 65 SETTLEMENT AND CONSENT JUDGMENT Page 1 Vang \DOONONUl-bUJNr-A NNNNNNNNNr-tr-tr-tr-tr-tr-tr-tr-tr-tr-t OOQQUI-hUJNHOKDOONQUl-bWNHO (“Amended Consent Judgment”). A true and correct copy 0f the fully signed Amended Consent Judgment is attached as Exhibit A. 3. A true and correct redline, showing the changes made t0 the Amended Consent Judgment, is attached hereto as Exhibit B. 4. The Office 0f the California Attorney General has advised me that it approves of the Amended Consent Judgment and waives any requirement 0f additional notice pursuant to Title 11, California Code 0f Regulations § 3000, et seq. I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Dated: April 8, 2021 /s/ Tanya E. Moore Tanya E. Moore DECLARATION OF TANYA E. MOORE IN SUPPORT OF MOTION TO APPROVE PROPOSITION 65 SETTLEMENT AND CONSENT JUDGMENT Page 2 EXHIBIT A \OOOQQUI-RUJNr-A NNNNNNNNNr-dr-r-tr-tr-tr-tr-tn-tr-tr-A OOQONUI-PUJNh-‘OKOOOQONUI-PUJNF-‘O Tanya E. Moore, SBN 206683 MOORE LAW FIRM, P.C. 300 South First Street, Suite 342 San Jose, California 951 13 Telephone (408) 298-2000 Facsimile (408) 298-6046 E-mail: service@moorelawfirm.com Attorneys for Plaintiff Safe Products for Californians, LLC Jennifer M. Adams (SBN 3 19347) Amin Talati Wasserman LLP 100 S. Wacker Drive, Suite 2000 Chicago, IL 60606 Telephone (3 12) 327-33 83 Facsimile (3 12) 884-7352 E-mail: iennifer@amintalati.com Attorneys for Defendant Perfect Keto, LLC SUPERIOR COURT OF CALIFORNIA COUNTY OF SANTA CLARA SAFE PRODUCTS FOR CALIFORNIANS, No. 200V371 148 LLC, . . [PROPOSED] CONSENT JUDGMENT Plalntlff, (Health & Safety Code § 25249.5, et seq.)vs. PERFECT KETO LLC, et al.; ) ) ) ) ) ) ) ) ) Defendants. 3 ) ) 1. INTRODUCTION 1.1 Parties This Consent Judgment (“Consent Judgment”) is entered into by and between plaintiff Safe Products for Californians, LLC (“SPFC”) and defendant Perfect Keto LLC (“Perfect Keto”). SPFC and Perfect Keto are each referred t0 individually as a “Party” and collectively as the “Parties.” [PROPOSED] CONSENT JUDGMENT Page 1 \OOOQONUl-bWNr-A NNNNNNNNNHr-‘r-tr-Ar-Ar-‘r-‘r-tr-Ar-A oouoxm-war-‘OKOOOQO'xm-war-‘O 1.2 SPFC SPFC is a limited liability California company with its principal place 0fbusiness Within the State of California, County of Santa Clara, who seeks to promote awareness of exposures t0 toxic chemicals, and t0 improve human health by reducing 0r eliminating harmful substances contained in consumer and commercial products. 1.3 Perfect Keto For the purposes of this Consent Judgment, SPFC alleges, and Perfect Keto does not dispute, that Perfect Keto employs ten or more persons and is a person in the course of doing business for purposes 0fthe Safe Drinking Water and Toxic Enforcement Act 0f 1986, California Health and Safety Code section 25249.5 et seq. (“Proposition 65”). 1.4 General Allegations SPFC alleges that the Perfect Keto Dietary Supplements and Keto Bars that Perfect Keto manufactures, imports, sells and/or distributes for sale in California cause exposure t0 lead and that Perfect Keto does so Without providing the health hazard warning that SPFC alleges is required by Proposition 65. 1.5 Product Description The products that are covered by this Consent Judgment are identified as “Base - Coffee Betahydroxybutyrate (BHB) Ketone Supplement,”; “Base - Salted Caramel Betahydroxybutyrate (BHB) Ketone Supplement,”; “Medium Chain Triglyceride (MCT) Oil P0wder,”; “Lemon Keto Greens Powder with MCTS,”; “Keto Nootropic Exogenous Ketone and Herbal Supplement,”; “Matcha MCT Oil Powder Medium Chain Triglyceride Supplement,”; “Instant Keto Coffee - Original,”; “Instant Keto Coffee - French Vanilla,”; “Instant Keto Coffee - Mocha,”; “Almond Butter Brownie Keto Ban”; and “Salted Caramel Keto Ban”, that are manufactured, imported, distributed, sold and/or offered for sale by Perfect Keto and/or its customers in the state 0f California, hereinafter the “Covered Products.” 1.6 Notices 0f Violation On 0r about May 21, 2019 and October 24, 2019, SPFC served Perfect Keto, and certain requisite public enforcement agencies, With 60-Day Notices of Violation (“Notices”), alleging [PROPOSED] CONSENT JUDGMENT Page 2 \OOOQONUl-bWNr-A NNNNNNNNNHr-‘r-tr-Ar-Ar-‘r-‘r-tr-Ar-A oouoxm-war-‘OKOOOQO'xm-war-‘O that Perfect Keto violated Proposition 65 When it failed t0 warn its customers and consumers in California that the Covered Products expose users t0 lead. A true and correct copy of the 60-Day Notices dated May 21, 2019 and October 24, 2019 are attached hereto as Exhibit A. To the best 0f the Parties’ knowledge, n0 public enforcer has commenced and is diligently prosecuting the allegations set forth in the Notices. 1.7 Complaint On September 24, 2020, SPFC commenced the instant action (the “Action”) for the alleged Violations 0f Proposition 65 that are the subject 0f the Notice. 1.8 N0 Admission The Parties enter into this Consent Judgment pursuant t0 a full settlement 0f disputed Claims between the Parties as alleged in the Action for the purpose of avoiding prolonged litigation. By execution 0f this Consent Judgment, Perfect Keto does not admit any material, factual, and legal allegations contained in the Notice and Action, and maintains that all 0f the products that it has sold 0r distributed for sale in California, including the Covered Products, have been, and are, in compliance With all laws. Nothing in this Consent Judgment shall be construed as an admission 0f any fact, finding, conclusion of law, issue 0f law, or Violation 0f law, nor shall compliance With this Consent Judgment constitute 0r be construed as an admission 0f any fact, finding, conclusion of law, issue of law, or Violation of law, the same being specifically denied by Perfect Keto. Nothing in this Consent Judgment shall prejudice, waive, 0r impair any right, remedy or defense that Perfect Keto may have in any other further legal proceedings unrelated t0 this Action. This Section shall not, however, diminish or otherwise affect Perfect Keto’s obligations, responsibilities, and duties under this Consent Judgment. 1.9 Jurisdiction For purposes of this Consent Judgment only, the Parties stipulate that this Court has jurisdiction over Perfect Keto as t0 the allegations contained in the Action, that venue is proper in the County 0f Santa Clara, and that the Court has jurisdiction t0 enter and enforce the provisions as a full and final binding resolution 0f all claims which were or could have been [PROPOSED] CONSENT JUDGMENT Page 3 \OOOQONUl-bWNr-A NNNNNNNNNHr-‘r-tr-Ar-Ar-‘r-‘r-tr-Ar-A oouoxm-war-‘OKOOOQO'xm-war-‘O raised in the Action based on the facts alleged therein and/or notice 0f this Consent Judgment pursuant to Proposition 65 and Code of Civil Procedure section 664.6. 1.10 Effective Date The Effective Date 0f this Consent Judgment is the date 0n Which it is entered as a Judgment by this Court. 2. INJUNCTIVE RELIEF 2.1 Product Removal Commencing ninety (90) days after the Effective Date and continuing thereafter, Perfect Keto shall only ship, distribute, sell 0r offer for sale in California, Reformulated Product pursuant t0 Section 2.2 or Product that is labeled with a clear and reasonable warning pursuant to Section 2.3. Perfect Keto shall have n0 obligation t0 label Covered Products that were shipped prior t0 the Effective Date. 2.1.1 For purposes 0f this Consent Judgment, the “Daily Lead Exposure Level” shall be measured in micrograms, and shall be calculated using the following formula: micrograms of lead per gram 0f product, multiplied by grams 0f product per serving 0f the product (using the largest serving size appearing 0n the product label), multiplied by servings 0f the product per day (using the largest number of recommended daily servings appearing 0n the product label), Which equals micrograms of lead exposure per day. If the label contains no recommended daily servings, then the number of recommended daily servings 0f the product for purposes of the fonnula in this Section 2. 1 .1 shall be calculated as one serving per day. 2.2 Reformulated Covered Products Reformulated Covered Products are Covered Products manufactured after the Effective date for which the “Daily Lead Exposure Level” is n0 greater than 0.5 micrograms 0f lead per day. 2.3 Clear and Reasonable Warnings For any Covered Products manufactured after the Effective Date that do not qualify as Reformulated Covered Products and are directly sold 0r offered for sale in California by Perfect [PROPOSED] CONSENT JUDGMENT Page 4 \OOOQQUI-PUJNr-A NNNNNNNNNr-dr-dy-tr-tr-kr-dr-tn-tr-tr-t OOQONUI-PUJNh-‘OKOOOQONUI-PUJNF-‘O Keto after the Effective Date, Perfect Keto shall only sell or offer said non-reformulated Covered Products for sale in California When accompanied With one of the following warnings: OPTION 1: WARNING: Consuming this product can expose you to [chemicals including] lead which is [are] known t0 the State 0f California to cause [cancer and] birth defects and other reproductive harm. For more information go to: www.F65wamings.CA.gov/food” OR: OPTION 2: WARNING: [Cancer and] Reproductive Harm - WWW.P65Warnings.ca.gov/food” In connection With providing a cancer warning for lead, Perfect Keto shall use the phrase “cancer and” in the warning if Perfect Keto has reason t0 believe that the “Daily Lead Exposure Level” is greater than 15 micrograms 0f lead. Perfect Keto also may include the reference to cancer ifPerfect Keto has reason t0 believe that another Proposition 65 chemical is present Which may require a cancer warning. The words “chemicals including” may be deleted from the warning content if the warning is being provided for an exposure t0 a single chemical. The warning provided pursuant t0 Section 2.3 shall be prominently affixed t0 or printed 0n the Covered Product’s packaging 0r label with such conspicuousness, as compared With other words, statements, or designs as to render it likely to be read and understood by an ordinary individual under customary conditions ofpurchase or use. Ifthe warning is provided 0n the label, it must be set off from other surrounding information and enclosed in a box. In addition, for any Covered Product sold over the internet Where a California delivery address is indicated, the warning shall be provided either by including the warning on the product display page, by otherwise prominently displaying the warning to the purchaser during the checkout process prior to completing the purchase, 0r by any other means authorized under Section 25607.1 0f Title 27 0f the California Code 0f Regulations. An asterisk 0r other identifying method may be utilized to identify which products on the checkout page are subj ect t0 the warning. In the event Perfect Keto provides the warning pursuant to OPTION 2, above, the entire warning must be in a type size no smaller than the largest size used for other consumer [PROPOSED] CONSENT JUDGMENT Page 5 \OOOQONUl-bWNr-A NNNNNNNNNHr-‘r-tr-Ar-Ar-‘r-‘r-tr-Ar-A oouoxm-war-‘OKOOOQO'xm-war-‘O information 0n the product, and in n0 case shall the warning appear in a type size smaller than 6-point type. For all warnings, the word “WARNING” shall be in all capital letters in bold print. Any additional statements in the warning shall comply With Title 27, California Code 0f Regulations, Section 25601(e). If subsequently enacted changes t0 Proposition 65 0r its implementing regulations require the use of additional 0r different infomation 0n any warning, the Parties agree that the new safe harbor warning may be utilized in place 0f the warnings set forth in this Section. 3. MONETARY SETTLEMENT TERMS 3.1 In full satisfaction 0f all potential civil penalties, additional settlement payments, attorney’s fees, and costs, Perfect Keto shall make a total payment of $62,500.00 (“Total Settlement Amount”) t0 SPFC, With an initial payment of $32,500.00 to be paid Within 5 days 0f the Effective Date, and a final payment of $30,000.00 to be paid within 35 days 0f the Effective Date. The Total Settlement Amount shall be apportioned as follows: 3.2 Payments Pursuant t0 Health and Safety Code § 25249.7(b)(2) Pursuant t0 Health and Safety Code section 25249.7(b), Perfect Keto shall pay civil penalties in the amount of $27,500.00. The penalty payment shall be allocated according t0 Health and Safety Code section 25249.12(c)(1) and (d), with 75% of the penalty amount paid to the California Office of Environmental Health Hazard Assessment (“OEHHA”) and the remaining 25% of the penalty paid t0 SPFC. SPFC’S counsel shall be responsible for remitting Perfect Keto’s penalty payment under this Consent Judgment to OEHHA. Within five business days of all Parties signing this Consent Judgment, Perfect Keto shall issue a check payable t0 “Safe Products for Californians, LLC” in the amount 0f $6,875.00, and a check payable to OEHHA in the amount of $20,625.00. These penalty payments shall be delivered t0 the address listed in Section 3.3 below. 3.3 Reimbursement 0f Attorneys’ Fees and Costs For all work performed as a result 0f investigating, bringing this matter t0 Perfect Keto’s attention and negotiating a settlement in the public interest through the mutual execution 0f this Consent Judgment and the Court’s approval 0f the same, but exclusive of fees and costs 0n [PROPOSED] CONSENT JUDGMENT Page 6 \OOOQONUl-bWNr-A NNNNNNNNNHr-‘r-tr-Ar-Ar-‘r-‘r-tr-Ar-A oouoxm-war-‘OKOOOQO'xm-war-‘O appeal, if any, Perfect Keto shall reimburse SPFC and its counsel $35,000.00. The Parties negotiated this resolution 0f the compensation due to SPFC and its counsel under general contract principles and the private attorney general doctrine codified at California Code 0f Civil Procedure § 1021.5. Perfect Keto’s payment shall be delivered to the address in Section 3.3 in the form of a check payable t0 “Moore Law Firm, P.C.” within five business days 0f all Parties signing this Consent Judgment. The reimbursement shall cover all fees and costs incurred by SPFC investigating, bringing this matter to Perfect Keto’s attention, litigating, and negotiating a settlement 0f the matter in the public interest. 3.4 Payment Procedures The payments pursuant t0 Sections 3.2 and 3.3 shall be delivered t0 the following address: Moore Law Firm, P.C. Attn: Proposition 65 (SPFC) 300 South First Street, Suite 342 San Jose, California 951 13 If for any reason this Consent Judgment is not entered by the Court within one year of the date the Consent Judgment is executed by all Parties, SPFC shall meet and confer with Perfect Keto about mutually agreeable steps the Parties can take to ensure entry of the Consent Judgment. If such steps cannot be agreed between the Parties, SPFC shall promptly return to Perfect Keto any and all monies paid by Perfect Keto herein under Sections 3.1 and 3.2 upon Perfect Keto’s written request. 4. CLAIMS COVERED AND RELEASED 4.1 SPFC’s Public Release 0f Proposition 65 Claims This Consent Judgment is a full, final, and binding resolution between SPFC, acting on its own behalf and 0n behalf of the public interest, and Perfect Keto and its parents, subsidiaries, affiliated entities under common ownership, directors, shareholders, officers, employees, and attorneys and the predecessors, agents, suppliers, distributors, retailers, successors, 0r assigns 0f each 0fthem (the “Releasees”). SPFC, 0n behalf 0f itself and in the public interest, hereby fully releases and discharges the Releasees from any and all claims, actions, causes 0f action, suits, [PROPOSED] CONSENT JUDGMENT Page 7 \OOOQONUl-bWNr-A NNNNNNNNNHr-‘r-tr-Ar-Ar-‘r-‘r-tr-Ar-A oouoxm-war-‘OKOOOQO'xm-war-‘O demands, liabilities, damages, penalties, fees, costs, and expenses asserted, 0r that could have been asserted from the handling, use, or consumption 0f the Covered Products, as to any alleged Violation 0f Proposition 65 0r its implementing regulations arising from the failure t0 provide Proposition 65 warnings 0n the Covered Products regarding lead up t0 and including the Effective Date.. Compliance With the terms of this Consent Judgment constitutes compliance With Proposition 65 With respect to exposure t0 lead from Covered Products as set forth in the Notices 0f Violations. 4.2 SPFC’s Individual Release 0f Claims SPFC, in its own capacity only and on its own behalf and 0n behalf0f its past and current agents, representatives, attorneys, successors, and/or assignees and not in its representative capacity, also provides a release t0 Perfect Keto and the Releasees Which shall have preclusive effect such that SPFC shall not be permitted to pursue and/or take any action with respect to any other statutory 0r common law claim to the fullest extent that any such claim was 0r could have been asserted by SPFC against Perfect Keto and the Releasees, which shall be effective as a full and final accord and satisfaction, as a bar t0 all actions, causes of action, obligations, costs, expenses, attorneys’ fees, damages, losses, claims, liabilities and demands of SPFC of any nature, character 0r kind, Whether known 0r unknown, suspected 0r unsuspected, arising out of alleged or actual exposures t0 lead in Covered Products manufactured, imported, distributed or sold by Perfect Keto and/or the Releasees, or the failure to provide a clear and reasonable warning 0f exposure as well as any other claim based in Whole or in part 0n the facts alleged in the Action and the Notice, based on actions committed before the Effective Date (“Chemical Exposure Claims”). 4.3 Waiver 0f Rights Under Section 1542 0f the California Civil Code SPFC, acting on its own behalf only with respect t0 the Individual Release, waives all rights t0 institute any and all manner 0f actions, causes 0f action, claims, demands, rights, suits, obligations, debts, contracts, agreements, promises liabilities, damages, charges, losses, costs, expenses and attorney’s fees of any nature whatsoever, known or unknown, in law or equity, fixed or contingent now or in the future with respect t0 the Covered Products manufactured, [PROPOSED] CONSENT JUDGMENT Page 8 \OOOQONUl-bWNr-A NNNNNNNNNHr-‘r-tr-Ar-Ar-‘r-‘r-tr-Ar-A oouoxm-war-‘OKOOOQO'xm-war-‘O distributed, or sold by Perfect Keto and the Releasees who may use, maintain, distribute or sell the Covered Products, for the Proposition 65 Claims and the Chemical Exposure Claims (referred t0 collectively in this Sections as “Claims”). In furtherance of the foregoing, SPFC, acting on its own behalf only and acting in its individual capacity With respect t0 the Individual Release, waives any and all rights and benefits which SPFC now has, or in the future may have, conferred upon SPFC With respect to the Claims by Virtue of the provisions of § 1542 of the California Civil Code, Which provides as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TINIE OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY. 4.4 Perfect Keto’s Release 0f SPFC Perfect Keto, 0n its own behalf and 0n behalf 0f its past and current agents, representatives, attorneys, successors and/or assignees, hereby waives any and all claims against SPFC and its attorneys and other representatives, for any and all actions taken 0r statements made (0r those that could have been taken 0r made) by SPFC and its attorneys and other representatives in the course of investigating claims, seeking t0 enforce Proposition 65 against it in this matter. 5. ENTRY OF CONSENT JUDGMENT The Parties hereby request that the Court promptly enter this Consent Judgment. Upon entry 0f this Consent Judgment, SPFC and Perfect Keto waive their respective rights to a hearing 0r trial 0n the allegations 0f the Action and Notice. 5.1 COURT APPROVAL This Consent Judgment is not effective until it is approved and entered by the Court and shall be null and void if, for any reason, it is not approved and entered by the Court Within one year after it has been fully executed by all Parties, unless the Parties mutually agree t0 extend that time period due t0 What they mutually agree are reasonably unforeseeable circumstances. [PROPOSED] CONSENT JUDGMENT Page 9 \OOOQONUl-bWNr-A NNNNNNNNNHr-‘r-tr-Ar-Ar-‘r-‘r-tr-Ar-A oouoxm-war-‘OKOOOQO'xm-war-‘O SPFC and Perfect Keto agree t0 support the entry of this agreement as a judgment, and to obtain the Court’s approval of their settlement in a timely manner. The Parties acknowledge that, pursuant t0 California Health and Safety Code section 25249.7(f), a noticed motion is required for judicial approval 0f this Consent Judgment, Which motion SPFC shall draft and file and Perfect Keto shall support, appearing at the hearing if so requested. 6. SEVERABILITY If, subsequent to the execution 0f this Consent Judgment as a judgment, any provision 0f this Consent Judgment is held by a court to be unenforceable, the validity 0f the remaining provisions shall not be adversely affected. 7. GOVERNING LAW The terms 0f this Consent Judgment shall be governed by the laws 0f the State of California and apply within the State 0f California. In the event that Proposition 65 is repealed, preempted, 0r is otherwise rendered inapplicable by reason 0flaw generally, 0r as t0 the Covered Products, then Perfect Keto may provide SPFC With written notice 0f any asserted Change in the law, and shall have n0 further obligations pursuant t0 this Consent Judgment, With respect t0, and to the extent that, the Covered Products are so affected. Nothing in this Consent Judgment shall be interpreted to relieve Perfect Keto from its obligation t0 comply with any pertinent state 0r federal law 0r regulation. 8. NOTICE Unless specified herein, all correspondence and notice required by this Consent Judgment shall be in writing and sent by: (i) personal delivery, (ii) first-class registered or certified mail, return receipt requested; 0r (iii) a recognized overnight courier t0 any Party by the other at the following addresses: To Perfect Keto: To SPFC: Abhishek K. Gumani Moore Law Firm, P.C. Amin Talati Wasserman, LLP Attn: Proposition 65 (SPFC) 100 S. Wacker Dr. Suite 2000 300 South First Street, Suite 342 Chicago, IL 60606 San Jose, California 951 13 [PROPOSED] CONSENT JUDGMENT Page 10 \OOOQONUl-bWNr-A NNNNNNNNNHr-‘r-tr-Ar-Ar-‘r-‘r-tr-Ar-A oouoxm-war-‘OKOOOQO'xm-war-‘O Any Party may, from time t0 time, specify in writing t0 the other Party a change 0f address to Which all notices and other communications shall be sent. 9. COUNTERPARTS, FACSIMILE AND PDF SIGNATURES This Consent Judgment may be executed in counterparts and by facsimile or portable document format (pdf) signature, each 0f which shall be deemed an original and, all of which, When taken together, shall constitute one and the same document. 10. COMPLIANCE WITH REPORTING REQUIREMENTS SPFC and its counsel agree to comply With the reporting form requirements referenced in California Health and Safety Code section 25249.7(f). 11. MODIFICATION This Consent Judgment may be modified only by: (i) a written agreement 0f the Parties and the entry 0f a modified Consent Judgment by the Court thereon; 0r (ii) upon a successful motion 0f any Party and the entry 0f a modified Consent Judgment by the Court thereon. In the event that Proposition 65 is repealed 0r preempted, then Perfect Keto shall have n0 further obligation as t0 injunctive terms pursuant t0 this Consent Judgment With respect to, and t0 the extent that the Covered Products are so affected. 12. OTHER TERMS 12.1 N0 Other Agreements This Consent Judgment contains the sole and entire agreement and understanding of the Parties With respect t0 the entire subj ect matter set forth in this Consent Judgment, and any and all prior discussions, negotiations, commitments, 0r understandings related thereto, if any, are deemed merged. There are no warranties, representations, 0r other agreements between the Parties except as expressly set forth in this Consent Judgment. N0 representations, oral or otherwise, express or implied, other than those specifically referred t0 in this Consent Judgment have been made by any Party. N0 other agreements not specifically contained 0r referenced in this Consent Judgment, oral 0r otherwise, shall be deemed to exist or to bind any of the Parties. N0 supplementation, modification, waiver, 0r termination of this Consent Judgment shall be binding unless executed in writing by the Party t0 be bound. N0 waiver 0f any of the provisions [PROPOSED] CONSENT JUDGMENT Page 11 \OOOQQUI-RUJNr-A NNNNNNNNNr-dr-r-tr-tr-Ar-dr-tn-tr-tr- OOQONUI-PUJNh-‘OKOOOQONUI-PUJNF-‘O of this Consent Judgment shall be deemed 0r shall constitute a waiver of any 0f the other provisions whether or not similar, nor shall such waiver constitute a continuing waiver. Nothing in this Consent Judgment shall release, 0r in any way affect any rights that Perfect Keto might have against any other party. 12.2 Construction The Parties have participated in the preparation of this Consent Judgment and this Consent Judgment is the result of the joint efforts of the Parties. Each Party has had the opportunity to consult counsel with regard to the preparation of this Consent Judgment. This Consent Judgment was subj ect t0 revision and modification by the Parties and has been accepted and approved as t0 its final form by all Parties. Accordingly, any uncertainty 0r ambiguity existing in this Consent Judgment shall not be interpreted against any Party as a result of the manner ofthe preparation ofthis Consent Judgment. Each Party to this Consent Judgment agrees that any statute or rule 0f construction providing that ambiguities are t0 be resolved against the drafting Party should not be employed in the interpretation 0f this Consent Judgment and, in this regard the Parties hereby waive California Civil Code section 1654. 13. AUTHORIZATION The undersigned are authorized to execute this Consent Judgment 0n behalf 0f their respective Parties and have read, understood, and agree to all of the terms and conditions 0f this Consent Judgment. Dated: Apr 6, 2021 KR Moore (Apr 6, 2021 18:27 PDT) Safe Products for Californians, LLC By: Randy Moore, Operating Manager Dermiw Lampm Perfect Keto LLC By; William Palmer, Vice President - Finance IT IS SO ORDERED. Dated: JUDGE OF THE SUPERIOR COURT [PROPOSED] CONSENT JUDGMENT Page 12 EXHIBIT B \OOONO‘xUl-PUJNH NNNNNNNNNb-p-tp-b-b-b-Ap-tp-tb-tb-t OONONKJl-PUJNHOKDOONONUI-PUJNHO Tanya E. Moore, SBN 206683 MOORE LAW FIRM, P.C. 300 South First Street, Suite 342 San Jose, California 951 13 Telephone (408) 298-2000 Facsimile (408) 298-6046 E-mail: service@moorelawfirm.com Attorneys for Plaintiff Safe Products for Californians, LLC Jennifer M. Adams (SBN 3 19347) Amin Talati Wasserman LLP 100 S. Wacker Drive, Suite 2000 Chicago, IL 60606 Telephone (312) 327-3383 Facsimile (3 12) 884-7352 E-mail: iennifer@amintalati.com Attorneys for Defendant Perfect Keto, LLC SUPERIOR COURT OF CALIFORNIA COUNTY OF SANTA CLARA SAFE PRODUCTS FOR CALIFORNIANS, LLC, N0. 20CV371 148 . . [PROPOSED] CONSENT JUDGMENT Plalntlff, VS_ (Health & Safety Code § 25249.5, et seq.) PERFECT KETO LLC, et al.; ) ) ) ) ) ) ) ) ) Defendants. 3 ) 3 1. INTRODUCTION 1.1 Parties This Consent Judgment (“Consent Judgment”) is entered into by and between plaintiff Safe Products for Californians, LLC (“SPFC”) and defendant Perfect Keto LLC (“Perfect Keto”). SPFC and Perfect Keto are each referred t0 individually as a “Party” and collectively as the “Parties.” [PROPOSED] CONSENT JUDGMENT Page 1 KOOONONUILUJNH NNNNNwwwwb-Ab-Ab-Ab-Ab-Ab-Ab-Ab-Ab-Ab-A OONONMJ>WNHOKOOONONMJ>WNHO 1.2 SPFC SPFC is a limited liability California company with its principal place 0fbusiness within the State 0f California, County 0f Santa Clara, who seeks t0 promote awareness 0f exposures t0 toxic chemicals, and t0 improve human health by reducing 0r eliminating harmful substances contained in consumer and commercial products. 1.3 Perfect Keto For the purposes 0f this Consent Judgment, SPFC alleges, and Perfect Keto does not dispute, that Perfect Keto employs ten 0r more persons and is a person in the course 0f doing business for purposes 0fthe Safe Drinking Water and Toxic Enforcement Act of 1986, California Health and Safety Code section 25249.5 et seq. (“Proposition 65”). 1.4 General Allegations SPFC alleges that the Perfect Keto Dietary Supplements and Keto Bars that Perfect Keto manufactures, imports, sells and/or distributes for sale in California cause exposure t0 lead and that Perfect Keto does so without providing the health hazard warning that SPFC alleges is required by Proposition 65. 1.5 Product Description The products that are covered by this Consent Judgment are identified as “Base - Coffee Betahydroxybutyrate (BHB) Ketone Supplement,”; “Base - Salted Caramel Betahydroxybutyrate (BHB) Ketone Supplement,”; “Medium Chain Triglyceride (MCT) Oil P0wder,”; “Lemon Keto Greens Powder with MCTs,”; “Keto Nootropic Exogenous Ketone and Herbal Supplement,”; “Matcha MCT Oil Powder Medium Chain Triglyceride Supplement,”; “Instant Keto Coffee - Original,”; “Instant Keto Coffee - French Vanilla,”; “Instant Keto Coffee - Mocha,”; “Almond Butter Brownie Keto Ban”; and “Salted Caramel Keto Ban”, that are manufactured, imported, distributed, sold and/or offered for sale by Perfect Keto and/or its customers in the state 0f California, hereinafter the “Covered Products.” 1.6 Notices 0f Violation On 0r about May 21, 2019 and October 24, 2019, SPFC served Perfect Keto, and certain requisite public enforcement agencies, with 60-Day Notices 0f Violation (“Notices”), alleging [PROPOSED] CONSENT JUDGMENT Page 2 KOOONONUILUJNH NNNNNwwwwb-Ab-Ab-Ab-Ab-Ab-Ab-Ab-Ab-Ab-A OONONMJ>WNHOKOOONONMJ>WNHO that Perfect Keto violated Proposition 65 when it failed t0 warn its customers and consumers in California that the Covered Products expose users t0 lead. A true and correct copy 0f the 60-Day Notices dated May 21, 2019 and October 24, 2019 are attached hereto as Exhibit A. T0 the best 0f the Parties’ knowledge, n0 public enforcer has commenced and is diligently prosecuting the allegations set forth in the Notices. 1.7 Complaint On September 24, 2020, SPFC commenced the instant action (the “Acti0n”) for the alleged Violations 0f Proposition 65 that are the subj ect 0f the Notice. 1.8 N0 Admission The Parties enter into this Consent Judgment pursuant t0 a full settlement 0f disputed claims between the Parties as alleged in the Action for the purpose 0f avoiding prolonged litigation. By execution 0f this Consent Judgment, Perfect Keto does not admit any material, factual, and legal allegations contained in the Notice and Action, and maintains that all 0f the products that it has sold 0r distributed for sale in California, including the Covered Products, have been, and are, in compliance with all laws. Nothing in this Consent Judgment shall be construed as an admission 0f any fact, finding, conclusion 0f law, issue 0f law, 0r Violation 0f law, nor shall compliance with this Consent Judgment constitute 0r be construed as an admission 0f any fact, finding, conclusion 0f law, issue 0f law, 0r Violation 0f law, the same being specifically denied by Perfect Keto. Nothing in this Consent Judgment shall prejudice, waive, 0r impair any right, remedy 0r defense that Perfect Keto may have in any other further legal proceedings unrelated t0 this Action. This Section shall not, however, diminish 0r otherwise affect Perfect Keto’s obligations, responsibilities, and duties under this Consent Judgment. 1.9 Jurisdiction For purposes 0f this Consent Judgment only, the Parties stipulate that this Court has jurisdiction over Perfect Keto as t0 the allegations contained in the Action, that venue is proper in the County 0f Santa Clara, and that the Court has jurisdiction t0 enter and enforce the provisions as a full and final binding resolution 0f all claims which were 0r could have been [PROPOSED] CONSENT JUDGMENT Page 3 \DOONO‘xUl-bUJNH NNNNNNNNNb-p-tp-b-b-b-Ap-tp-tb-tb-t OONO‘NKJl-PUJNHOKDOONONUI-PWNHO raised in the Action based 0n the facts alleged therein and/or notice 0f this Consent Judgment pursuant t0 Proposition 65 and Code 0f Civil Procedure section 664.6. // // 1.10 Effective Date Fer-panesresThe Effective Date 0f this Consent Judgmentrthe-teflaaiE-ffeefive-Daefl shaH-mean-Lsthe date éhat-thés-GensemOh which it is entered m Judgment is-sigfled-by al-l-Papfies: this C0urt.2. INJUNCTIVE RELIEF 2.1 Product Removal Commencing ninety (90) days after the Effective Date and continuing thereafter, Perfect Keto shall only ship, distribute, sell 0r offer for sale in California, Reformulated Product pursuant t0 Section 2.2 0r Product that is labeled with a clear and reasonable warning pursuant t0 Section 2.3. Perfect Keto shall have n0 obligation t0 label Covered Products that were shipped prior to the Effective Date. 2.1.1 For purposes 0f this Consent Judgment, the “Daily Lead Exposure Level” shall be measured in micrograms, and shall be calculated using the following formula: micrograms of lead per gram 0f product, multiplied by grams 0f product per serving 0f the product (using the largest serving size appearing 0n the product label), multiplied by servings 0f the product per day (using the largest number 0f recommended daily servings appearing 0n the product label), which equals micrograms of lead exposure per day. If the label contains n0 recommended daily servings, then the number 0f recommended daily servings 0f the product for purposes 0f the formula in this Section 2. 1 .1 shall be calculated as one serving per day. 2.2 Reformulated Covered Products Reformulated Covered Products are Covered Products manufactured after the Effective date for Which the “Daily Lead Exposure Level” is n0 greater than 0.5 micrograms 0f lead per day. 2.3 Clear and Reasonable Warnings [PROPOSED] CONSENT JUDGMENT Page 4 \DOONO‘NUl-bUJNu-t NNNNNNNNNb-p-tp-b-b-b-Ap-tp-tb-tb-t OONO‘NKJl-PUJNHOKDOONONUI-PUJNHO For any Covered Products manufactured after the Effective Date that d0 not qualify as Reformulated Covered Products and are directly sold 0r offered for sale in California by Perfect Keto after the Effective Date, Perfect Keto shall only sell or offer said non-reformulated Covered Products for sale in California When accompanied with one 0f the following warnings: // OPTION 1: WARNING: Consuming this product can expose you t0 [chemicals including] lead which is [are] known t0 the State 0f California t0 cause [cancer and] birth defects and other reproductive harm. For more information g0 t0: www.F65warnings.CA.gov/food” OR: OPTION 2: WARNING: [Cancer and] Reproductive Harm - www.F65Warnings.ca.g0V/food” In connection with providing a cancer warning for lead, Perfect Keto shall use the phrase “cancer and” in the warning if Perfect Keto has reason t0 believe that the “Daily Lead Exposure Level” is greater than 15 micrograms of lead. Perfect Keto also may include the reference t0 cancer ifPerfect Keto has reason t0 believe that another Proposition 65 chemical is present which may require a cancer warning. The words “chemicals including” may be deleted from the warning content if the warning is being provided for an exposure t0 a single chemical. The warning provided pursuant t0 Section 2.3 shall be prominently affixed t0 0r printed 0n the Covered Product’s packaging or label with such conspicuousness, as compared with other words, statements, 0r designs as t0 render it likely t0 be read and understood by an ordinary individual under customary conditions ofpurchase 0r use. Ifthe warning is provided 0n the label, it must be set off from other surrounding information and enclosed in a box. In addition, for any Covered Product sold over the internet where a California delivery address is indicated, the warning shall be provided either by including the warning 0n the product display page, by otherwise prominently displaying the warning t0 the purchaser during the checkout process prior t0 completing the purchase, 0r by any other means authorized under Section 25607.1 0f Title 27 [PROPOSED] CONSENT JUDGMENT Page 5 KOOONONUILUJNH NNNNNwwwwb-Ab-Ab-Ab-Ab-Ab-Ab-Ab-Ab-Ab-A OONONMJ>WNHOKOOONONMJ>WNHO 0f the California Code 0f Regulations. An asterisk 0r other identifying method may be utilized t0 identify which products 0n the checkout page are subject t0 the warning. In the event Perfect Keto provides the warning pursuant t0 OPTION 2, above, the entire warning must be in a type size n0 smaller than the largest size used for other consumer information 0n the product, and in n0 case shall the warning appear in a type size smaller than 6-point type. For all warnings, the word “WARNING” shall be in all capital letters in bold print. Any additional statements in the warning shall comply with Title 27, California Code 0f Regulations, Section 25601(e). If subsequently enacted changes t0 Proposition 65 0r its implementing regulations require the use 0f additional 0r different information 0n any warning, the Parties agree that the new safe harbor warning may be utilized in place 0f the warnings set forth in this Section. 3. MONETARY SETTLEMENT TERMS 3.1 In full satisfaction 0f all potential civil penalties, additional settlement payments, attorney’s fees, and costs, Perfect Keto shall make a total payment 0f $62,500.00 (“Total Settlement Amount”) t0 SPFC, with an initial payment 0f $32,500.00 t0 be paid within 5 days 0f the Effective Date, and a final payment 0f $30,000.00 t0 be paid within 35 days 0f the Effective Date. The Total Settlement Amount shall be apportioned as follows: 3.2 Payments Pursuant t0 Health and Safety Code § 25249.7(b)(2) Pursuant t0 Health and Safety Code section 25249.7(b), Perfect Keto shall pay civil penalties in the amount 0f $27,500.00. The penalty payment shall be allocated according t0 Health and Safety Code section 25249. 12(c)(1) and (d), with 75% 0f the penalty amount paid t0 the California Office of Environmental Health Hazard Assessment (“OEHHA”) and the remaining 25% 0f the penalty paid t0 SPFC. SPFC’S counsel shall be responsible for remitting Perfect Keto’s penalty payment under this Consent Judgment t0 OEHHA. Within five business days 0f all Parties signing this Consent Judgment, Perfect Keto shall issue a check payable t0 “Safe Products for Californians, LLC” in the amount 0f $6,875.00, and a check payable t0 OEHHA in the amount 0f $20,625.00. These penalty payments shall be delivered t0 the address listed in Section 3.3 below. [PROPOSED] CONSENT JUDGMENT Page 6 KOOONONUILUJNH NNNNNwwwwb-Ab-Ab-Ab-Ab-Ab-Ab-Ab-Ab-Ab-A OONONMJ>WNHOKOOONONMJ>WNHO 3.3 Reimbursement 0f Attorneys’ Fees and Costs For all work performed as a result 0f investigating, bringing this matter t0 Perfect Keto’s attention and negotiating a settlement in the public interest through the mutual execution 0f this Consent Judgment and the Court’s approval 0f the same, but exclusive 0f fees and costs 0n appeal, if any, Perfect Keto shall reimburse SPFC and its counsel $35,000.00. The Parties negotiated this resolution 0f the compensation due t0 SPFC and its counsel under general contract principles and the private attorney general doctrine codified at California Code 0f Civil Procedure § 1021.5. Perfect Keto’s payment shall be delivered t0 the address in Section 3.3 in the form 0f a check payable t0 “Moore Law Firm, P.C.” within five business days 0f all Parties signing this Consent Judgment. The reimbursement shall cover all fees and costs incurred by SPFC investigating, bringing this matter t0 Perfect Keto’s attention, litigating, and negotiating a settlement 0f the matter in the public interest. // // 3.4 Payment Procedures The payments pursuant t0 Sections 3.2 and 3.3 shall be delivered t0 the following address: Moore Law Firm, P.C. Attn: Proposition 65 (SPFC) 300 South First Street, Suite 342 San Jose, California 951 13 If for any reason this Consent Judgment is not entered by the Court within one year 0f the date the Consent Judgment is executed by all Parties, SPFC shall meet and confer with Perfect Keto about mutually agreeable steps the Parties can take t0 ensure entry 0f the Consent Judgment. If such steps cannot be agreed between the Parties, SPFC shall promptly return t0 Perfect Keto any and all monies paid by Perfect Keto herein under Sections 3.1 and 3.2 upon Perfect Keto’s written request. 4. CLAIMS COVERED AND RELEASED 4.1 SPFC’s Public Release 0f Proposition 65 Claims [PROPOSED] CONSENT JUDGMENT Page 7 \DOONO‘xUl-bUJNH NNNNNNNNNb-p-tp-b-b-b-Ap-tp-tb-tb-t OONONm-PUJNHOKDOONONUI-PWNHO This Consent Judgment is a full, final, and binding resolution between SPFC, acting on its own behalf and on behalf 0f the public interest, and Perfect Keto and its parents, subsidiaries, affiliated entities under common ownership, directors, shareholders, officers, employees, and attorneys and the predecessors, agents, suppliers, distributors, retailers, successors, 0r assigns 0f each 0f them (the “Releaseesgrfer-anfigekahm-wiflHespeet-te-amgeeVered-Pmduets nnnnnnn A g AA. A.- .. n ,n- .A... A n n .n. n. n‘- WWWW’W SPFC, 0n behalf 0f itself and in the public interest, hereby fully releases and discharges the Releasees from anV and all claims, actions, causes 0f action, suits, demands, liabilities, damages, penalties, fees, costs, and expenses asserted, 0r that could have been asserted from the handling, use, 0r consumption 0f the Covered Products, as t0 any alleged Violation of Proposition 65 0r its implementing regulations arising from the failure t0 provide Proposition 65 warnings 0n the Covered Products regarding lead up t0 and including the Effective Date.. Compliance with the terms 0fthis Consent Judgment constitutes compliance with Proposition 65 with respect t0 exposure t0 lead from Covered Products as set forth in the Notices 0f Violations. [PROPOSED] CONSENT JUDGMENT Page 8 \DOONO‘xUl-bUJNH NNNNNNNNNb-p-tp-b-b-b-Ap-tp-tb-tb-t OONONm-PUJNHOKDOONO‘NUl-PWNHO 4.2 SPFC’s Individual Release of Claims SPFC, in its own capacity only and 0n its own behalf and 0n behalf0f its past and current agents, representatives, attorneys, successors, and/or assignees and not in its representative capacity, also provides a release t0 Perfect Keto and the Releasees which shall have preclusive effect such that SPFC shall not be permitted t0 pursue and/or take any action with respect t0 any other statutory 0r common law claim t0 the fullest extent that any such claim was 0r could have been asserted by SPFC against Perfect Keto and the Releasees, which shall be effective as a full and final accord and satisfaction, as a bar to all actions, causes 0f action, obligations, costs, expenses, attorneys’ fees, damages, losses, claims, liabilities and demands 0f SPFC 0f any nature, character 0r kind, whether known 0r unknown, suspected or unsuspected, arising out 0f alleged 0r actual exposures t0 lead in Covered Products manufactured, imported, distributed 0r sold by Perfect Keto and/or the Releasees, 0r the failure t0 provide a clear and reasonable warning 0f exposure as well as any other claim based in whole 0r in part 0n the facts alleged in the Action and the Notice, based 0n actions committed before the Effective Date (“Chemical Exposure Claims”). 4.3 Waiver of Rights Under Section 1542 of the California Civil Code R Elgase afld aetjflg if]WW“' ' ' ' SPFC, acting 0n its own behalf onlv with respect t0 the Individual Release, waives all rights t0 institute any and all manner 0f actions, causes 0f action, claims, demands, rights, suits, obligations, debts, contracts, agreements, promises liabilities, damages, charges, losses, costs, expenses and attorney’s fees 0f any nature whatsoever, known 0r unknown, in law 0r equity, fixed 0r contingent now 0r in the future with respect t0 the Covered Products manufactured, distributed, 0r sold by Perfect Keto and the Releasees Who may use, maintain, distribute 0r sell the Covered Products, for the Proposition 65 Claims and the Chemical Exposure Claims (referred to collectively in this Sections as “Claims”). In furtherance 0f the foregoing, SPFC, acting on its own behalfand-efl-bMef-HW [PROPOSED] CONSENT JUDGMENT Page 9 \DOONO‘NUl-bUJNu-t NNNNNNNNNHp-tp-tu-tu-Ab-tt-tt-th-tt-t OONONUI-PUJNHOKDOONONUI-PUJNHO fespeet-te-the-PEWOHIX and acting in its individual capacity with respect t0 the Individual Release, waives any and all rights and benefits which SPFC now has, 0r in the future may have, conferred upon SPFC with respect t0 the Claims by Virtue of the provisions of § 1542 of the California Civil Code, which provides as follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY. 4.4 Perfect Keto’s Release 0f SPFC Perfect Keto, 0n its own behalf and 0n behalf 0f its past and current agents, representatives, attorneys, successors and/or assignees, hereby waives any and all claims against SPFC and its attorneys and other representatives, for any and all actions taken 0r statements made (0r those that could have been taken 0r made) by SPFC and its attorneys and other representatives in the course 0f investigating claims, seeking t0 enforce Proposition 65 against it in this matter. 5. ENTRY OF CONSENT JUDGMENT The Parties hereby request that the Court promptly enter this Consent Judgment. Upon entry 0fthis Consent Judgment, SPFC and Perfect Keto waive their respective rights t0 a hearing or trial 0n the allegations 0f the Action and Notice. // // 5.1 COURT APPROVAL This Consent Judgment is not effective until it is approved and entered by the Court and shall be null and void if, for any reason, it is not approved and entered by the Court within one year after it has been fully executed by all Parties, unless the Parties mutually agree to extend that time period due t0 What they mutually agree are reasonably unforeseeable circumstances. SPFC and Perfect Keto agree t0 support the entry 0f this agreement as a judgment, and t0 obtain [PROPOSED] CONSENT JUDGMENT Page 10 KOOONONUILUJNH NNNNNwwwwb-Ab-Ab-Ab-Ab-Ab-Ab-Ab-Ab-Ab-A OONONMJ>WNHOKOOONONMJ>WNHO the Court’s approval 0f their settlement in a timely manner. The Parties acknowledge that, pursuant t0 California Health and Safety Code section 25249.76), a noticed motion is required for judicial approval 0f this Consent Judgment, which motion SPFC shall draft and file and Perfect Keto shall support, appearing at the hearing if so requested. 6. SEVERABILITY If, subsequent t0 the execution 0f this Consent Judgment as a judgment, any provision 0f this Consent Judgment is held by a court t0 be unenforceable, the validity 0f the remaining provisions shall not be adversely affected. 7. GOVERNING LAW The terms 0f this Consent Judgment shall be governed by the laws 0f the State 0f California and apply within the State 0f California. In the event that Proposition 65 is repealed, preempted, 0r is otherwise rendered inapplicable by reason 0flaw generally, 0r as t0 the Covered Products, then Perfect Keto may provide SPFC with written notice 0f any asserted change in the law, and shall have n0 further obligations pursuant t0 this Consent Judgment, with respect t0, and t0 the extent that, the Covered Products are so affected. Nothing in this Consent Judgment shall be interpreted t0 relieve Perfect Keto from its obligation t0 comply with any pertinent state 0r federal law 0r regulation. 8. NOTICE Unless specified herein, all correspondence and notice required by this Consent Judgment shall be in writing and sent by: (i) personal delivery, (ii) first-class registered 0r certified mail, return receipt requested; 0r (iii) a recognized overnight courier t0 any Party by the other at the following addresses: T0 Perfect Keto: T0 SPFC: Abhishek K. Gumani Moore Law Firm, P.C. Amin Talati Wasserman, LLP Attn: Proposition 65 (SPFC) 100 S. Wacker Dr. Suite 2000 300 South First Street, Suite 342 Chicago, IL 60606 San Jose, California 951 13 Any Party may, from time to time, specify in writing t0 the other Party a change 0f address t0 which all notices and other communications shall be sent. [PROPOSED] CONSENT JUDGMENT Page 11 KOOONONUILUJNH NNNNNwwwwb-Ab-Ab-Ab-Ab-Ab-Ab-Ab-Ab-Ab-A OONONMJ>WNHOKOOONONMJ>WNHO 9. COUNTERPARTS, FACSIMILE AND PDF SIGNATURES This Consent Judgment may be executed in counterparts and by facsimile 0r portable document format (pdf) signature, each 0f which shall be deemed an original and, all of which, when taken together, shall constitute one and the same document. 10. COMPLIANCE WITH REPORTING REQUIREMENTS SPFC and its counsel agree t0 comply with the reporting form requirements referenced in California Health and Safety Code section 25249.76). 11. MODIFICATION This Consent Judgment may be modified only by: (i) a written agreement 0f the Parties and the entry 0f a modified Consent Judgment by the Court thereon; 0r (ii) upon a successful motion 0f any Party and the entry 0f a modified Consent Judgment by the Court thereon. In the event that Proposition 65 is repealed 0r preempted, then Perfect Keto shall have n0 further obligation as t0 injunctive terms pursuant t0 this Consent Judgment with respect t0, and t0 the extent that the Covered Products are so affected. 12. OTHER TERMS 12.1 N0 Other Agreements This Consent Judgment contains the sole and entire agreement and understanding 0f the Parties with respect t0 the entire subj ect matter set forth in this Consent Judgment, and any and all prior discussions, negotiations, commitments, 0r understandings related thereto, if any, are deemed merged. There are n0 warranties, representations, 0r other agreements between the Parties except as expressly set forth in this Consent Judgment. N0 representations, oral 0r otherwise, express 0r implied, other than those specifically referred t0 in this Consent Judgment have been made by any Party. N0 other agreements not specifically contained 0r referenced in this Consent Judgment, oral 0r otherwise, shall be deemed t0 exist 0r t0 bind any 0f the Parties. N0 supplementation, modification, waiver, 0r termination 0f this Consent Judgment shall be binding unless executed in writing by the Party t0 be bound. N0 waiver 0f any 0f the provisions 0f this Consent Judgment shall be deemed 0r shall constitute a waiver 0f any 0f the other provisions whether 0r not similar, nor shall such waiver constitute a continuing waiver. Nothing [PROPOSED] CONSENT JUDGMENT Page 12 KOOONONUILUJNH NNNNNwwwwb-Ab-Ab-Ab-Ab-Ab-Ab-Ab-Ab-Ab-A OONONMJ>WNHOKOOONONMJ>WNHO in this Consent Judgment shall release, 0r in any way affect any rights that Perfect Keto might have against any other party. 12.2 Construction The Parties have participated in the preparation 0f this Consent Judgment and this Consent Judgment is the result 0f the joint efforts 0f the Parties. Each Party has had the opportunity t0 consult counsel with regard t0 the preparation 0f this Consent Judgment. This Consent Judgment was subj ect t0 revision and modification by the Parties and has been accepted and approved as t0 its final form by all Parties. Accordingly, any uncertainty or ambiguity existing in this Consent Judgment shall not be interpreted against any Party as a result 0f the manner 0f the preparation 0fthis Consent Judgment. Each Party t0 this Consent Judgment agrees that any statute 0r rule 0f construction providing that ambiguities are t0 be resolved against the drafting Party should not be employed in the interpretation 0f this Consent Judgment and, in this regard the Parties hereby waive California Civil Code section 1654. 13. AUTHORIZATION The undersigned are authorized t0 execute this Consent Judgment 0n behalf 0f their respective Parties and have read, understood, and agree t0 all 0f the terms and conditions 0f this Consent Judgment. Dated: Safe Products for Californians, LLC By: Randy Moore, Operating Manager Dated: Perfect Keto LLC By: IT IS SO ORDERED. Dated: JUDGE OF THE SUPERIOR COURT [PROPOSED] CONSENT JUDGMENT Page 13 \DOOQONUl-bUJNr-A NNNNNNNNNr-tr-tr-tr-tr-tr-tr-tr-tr-tr-t OOQONUI-hUJNi-‘OKDOONONUl-bWNi-‘O PROOF OF SERVICE I am, and was at the time of service hereinafter mentioned, a citizen of the United States and a resident of the County of Santa Clara. I am over the age 0f 18 years and not a party t0 the within action; my business address is 300 South First Street, Suite 342, San Jose, California, 951 13. On April 8, 2021, I served the document entitled SUPPLEMENTAL DECLARATION OF TANYA E. MOORE IN SUPPORT OF MOTION TO APPROVE PROPOSITION 65 SETTLEMENT AND CONSENT JUDGMENT for Santa Clara County Superior Court Case No. 20CV371 148 0n the party(s) below as follows: Jennifer M. Adams, Esq. Attorneys for Defendant: Abhishek K. Gumani, Esq. Perfect Keto, LLC Amin Talati Wasserman LLP 100 S. Wacker Drive, Suite 2000 Chicago, IL 60606 Emails: abhishek@amintalati.com; jennifer@amintalati.com Following is the procedure in which service was effected: EMAIL - I am familiar With the office practice of Moore Law Firm, P.C. for collecting and processing documents for delivery by E-mail. Under that practice, documents are emailed by the Moore Law Firm, P.C. personnel responsible for emailing; such documents are transmitted 0n that same day in the ordinary course 0f business. I certify that I am employed in the office of a member of the bar 0f this Court at whose direction the service was made. I declare under penalty 0f perjury under the laws of the State of California that the foregoing is true and correct. Dated: April 8, 2021 /s/Isaac Medrano Isaac Medrano PROOF OF SERVICE 1