Smith v. Santek Waste Services inc et al
Court Docket Sheet

Northern District of Alabama

2:2017-cv-01113 (alnd)

NOTICE Regarding CONSENT TO MAGISTRATE JUDGE

Case 2:17-cv-01113-SGC Document 2 Filed 07/03/17 Page 1 of 2 FILED 2017 Jul-03 AM 09:09 U.S. DISTRICT COURT N.D. OF ALABAMA UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ALABAMA NOTICE OF ASSIGNMENT OF CASE TO A UNITED STATES MAGISTRATE JUDGE FOR TRIAL Pursuant to the Court’s January 2, 2015 General Order for Referral of Civil Matters to the United States Magistrate Judges of the Northern District of Alabama, this case has been randomly assigned to a magistrate judge. Pursuant to 28 U.S.C. § 636(c), with written consent of all parties, the assigned magistrate judge may conduct all proceedings in this case, including all pretrial and trial proceedings, and the magistrate judge may enter judgment and resolve any post-trial motions. If the parties consent unanimously to dispositive jurisdiction by the magistrate judge, then any appellate challenge to the final judgment or to any interlocutory order in this case shall be made directly to the United States Court of Appeals for the Eleventh Circuit. You must complete the attached form to indicate whether you consent to proceed before the assigned magistrate judge or decline to proceed before the assigned magistrate judge. You may complete the form electronically and submit it by logging into CM/ECF at the following web address: https://ecf.alnd.uscourts.gov. When you submit the form electronically, it will be delivered directly to the Clerk of Court; it will not be filed on the docket sheet, and no judge will have access to the form. Alternatively, you may print the form, complete it manually, and submit the form to the Clerk’s Office. You may withhold consent without adverse consequences. If you are the plaintiff or the removing party in this case, you must file your consent/declination form within 45 days of receipt of this notice. Each other party must file its consent/declination form within 45 days of appearing in this case. Only the Clerk of Court shall review the parties’ consent/declination forms. If all parties have not provided written consent to magistrate judge jurisdiction within 45 days after either (1) the last served defendant has filed an answer, (2) a defendant has filed a motion to dismiss, or (3) a plaintiff has filed a motion to remand, whichever occurs first, then the Clerk shall reassign the case to a district judge. The plaintiff or removing party must serve a copy of this notice upon all other parties to this action with the summons and complaint or upon receipt of this notice, whichever comes first. SHARON N. HARRIS CLERK OF COURT Case 2:17-cv-01113-SGC Document 2 Filed 07/03/17 Page 2 of 2 UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ALABAMA Choose an item. DIVISION Plaintiff(s).,}} Plaintiffs} Case No.: Case Number.} v.} CONSENT OR DECLINATION} TO MAGISTRATE JUDGE Defendant(s).,} JURISDICTION} Defendants.} INSTRUCTIONS: Please indicate below by checking one of the two boxes whether you (if you are the party) or the party you represent (if you are an attorney in the case) choose(s) to consent or decline magistrate judge jurisdiction in this matter. Sign this form below your selection. ☐ Consent to Magistrate Judge Jurisdiction In accordance with the provisions of 28 U.S.C. § 636(c), I voluntarily consent to have a United States magistrate judge conduct all further proceedings in this case, including trial and entry of final judgment. I understand that appeal from the judgment shall be taken directly to the United States Court of Appeals for the Eleventh Circuit. OR ☐ Decline Magistrate Judge Jurisdiction In accordance with the provisions of 28 U.S.C. § 636(c), I decline to have a United States magistrate judge conduct all further proceedings in this case and I hereby request that this case be reassigned to a United States district judge. DATE: Insert Date., 20 Year. NAME: Name. COUNSEL FOR (OR "PRO SE"): Name. Signature

MOTION for Pro Hac Vice Admission of William Clifton Alexander by Antonio Smith Modified on 7/10/2017.

Case 2:17-cv-01113-SGC Document 7 Filed 07/10/17 Page 1 of 5 FILED 2017 Jul-10 AM 10:29 U.S. DISTRICT COURT N.D. OF ALABAMA UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF ALABAMA BIRMINGHAM DIVISION ANTONIO SMITH, § Individually and on behalf of all others § similarly situated, § § Plaintiff, § Civil Action No. 2:17-cv-1113-SGC § v. § JURY TRIAL DEMANDED § SANTEK WASTE SERVICES, LLC, § SANTEK ENVIRONMENTAL, INC., § SANTEK ENVIRONMENTAL OF § ALABAMA, LLC and WASTE § SERVICES OF ALABAMA, LLC § § COLLECTIVE ACTION Defendants. § PURSUANT TO 29 U.S.C. §216(b) MOTION FOR PRO HAC VICE ADMISSION OF WILLIAM CLIFTON ALEXANDER COMES NOW, Plaintiff Antonio Smith ("Plaintiff"), through counsel, pursuant to Local Rule 83.1 of the United States District Court for the Northern District of Alabama and respectfully requests that William Clifton Alexander be granted admission pro hac vice to appear as counsel, along with undersigned counsel, for Plaintiff in the above-styled matter. 1. Mr. Alexander avers that he is eligible and qualified to be admitted to practice before this Court pro hac vice. Mr. Alexander is an attorney at the law firm of Anderson2X, PLLC, located at 819 N. Upper Broadway, Corpus Christi, Texas 78401, phone (361) 452-1279, e-mail: clif@a2xlaw.com. He resides at 429 Naples, Corpus Christi, Texas and regularly practices law in the State of Texas. He was admitted to the Texas Bar in 2008 and remains in good standing. 2. The undersigned further avers that he was admitted to practice in the United States District Court for the Southern District of Texas on May 5, 2011, the United States District Court for the Northern District in May 2011, the United States District Court for the Eastern District in June 2016, the United States District Court for the Western District in May 2012, and the United States Case 2:17-cv-01113-SGC Document 7 Filed 07/10/17 Page 2 of 5 Court of Federal Claims in January 2017. He is a member in good standing and eligible to practice in this Court. 3. Mr. Alexander understands that by appearing in this case, he is subject to the rules of this Court, just as if a member of the bar of this district. Pursuant to Local Rule 83.1, Mr. Alexander further confers disciplinary jurisdiction upon this Court for any alleged misconduct arising in the course of, or in preparation for, proceedings in this case. 4. Mr. Alexander has never been suspended from the practice of law nor been disciplined by any state or local committee of agency. 5. Patrick D. McMurtray, an attorney at the law firm of Frazer PLC, located at 1 Burton Hills Blvd., Suite 215, Nashville, Tennessee 37215, phone (615) 647-0988, e-mail: patrick@frazer.law, designates himself as local counsel for purposes of this Motion and has already made an appearance in this case. 6. Pursuant to this Motion, the undersigned is subsequently providing payment in the amount of $50.00 as a fee to be allowed to appear pro hac vice in this case. 7. A proposed order that would grant this Motion is attached hereto as Exhibit 1 hereof for the Court’s consideration. WHEREFORE, PREMISES CONSIDERED, Plaintiff respectfully requests that the application for admission pro hac vice of William Clifton Alexander be granted and that Mr. Alexander be allowed to represent Plaintiff in the above-captioned matter. This 10th day of July, 2017. Respectfully submitted, ANDERSON2X, PLLC/s/Clif Alexander Clif Alexander (Pro Hac Vice Anticipated) Federal I.D. No. 1138436 Texas Bar No. 24064805 clif@a2xlaw.com Austin W. Anderson (Pro Hac Vice Anticipated) Federal I.D. No. 777114 Texas Bar No. 24045189 austin@a2xlaw.com 819 N. Upper Broadway Corpus Christi, Texas 78401 Telephone: (361) 452-1279 Facsimile: (361) 452-1284 FRAZER PLC/s/T. Roe Frazer, III T. Roe Frazer III Tennessee State Bar No. 33296 trey@frazer.law 1 Burton Hills Blvd., Suite 215 Nashville, Tennessee 37215 Telephone: (615) 647-0990 Facsimile: (866) 274-5384 OF COUNSEL: Patrick D. McMurtray ASB-3387-M37P patrick@frazer.law T. Roe Frazer II ASB-6624-R42T roe@frazer.law Dan Beasley Tennessee State Bar No. 027091 dan@frazer.law Case 2:17-cv-01113-SGC Document 7 Filed 07/10/17 Page 4 of 5 CERTIFICATE OF SERVICE I hereby certify that on July 10, 2017, the foregoing Motion For Pro Hac Vice Admission of William Clifton Alexander was filed and served via the Court’s electronic case filing and noticing system to all parties registered to receive electronic notices in this matter and via first class mail to the following: Santek Waste Services, LLC Edward A. Caylor, Registered Agent 650 25th Street NW, Suite 100 Cleveland, Tennessee 37311-1353 Santek Environmental, Inc. Edward A. Caylor, Registered Agent 650 25th Street NW, Suite 100 Cleveland, Tennessee 37311-1353 Santek Environmental of Alabama, LLC National Registered Agents, Inc. 2 North Jackson Street, Suite 605 Montgomery, Alabama 36104 Waste Services of Alabama, LLC National Registered Agents, Inc. 2 North Jackson Street, Suite 605 Montgomery, Alabama 36104/s/Clif Alexander Clif Alexander Case 2:17-cv-01113-SGC Document 7 Filed 07/10/17 Page 5 of 5 UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF ALABAMA BIRMINGHAM DIVISION ANTONIO SMITH, § Individually and on behalf of all others § similarly situated, § § Plaintiff, § Civil Action No. 2:17-cv-1113-SGC § v. § JURY TRIAL DEMANDED § SANTEK WASTE SERVICES, LLC, § SANTEK ENVIRONMENTAL, INC., § SANTEK ENVIRONMENTAL OF § ALABAMA, LLC and WASTE § SERVICES OF ALABAMA, LLC § § COLLECTIVE ACTION Defendants. § PURSUANT TO 29 U.S.C. §216(b) [PROPOSED] ORDER FOR ADMISSION PRO HAC VICE UPON CONSIDERATION for admission of attorney pro hac vice (the "Motion"), requesting that the Court admit William Clifton Alexander of Anderson2X, PLLC to its bar pro hac vice to represent Plaintiff Antonio Smith in the above-captioned case, and finding good cause therefore, it is hereby ORDERED, that the Motion is hereby GRANTED, and it is further, ORDERED, that William Clifton Alexander is hereby admitted to the bar of this Court pro hac vice to appear on behalf of Plaintiff Antonio Smith in the above-referenced proceeding. UNITED STATES DISTRICT JUDGE Dated: Exhibit 1

NOTICE by Antonio Smith of Filing Consent to Join Collective Action

Case 2:17-cv-01113-SGC Document 10 Filed 07/14/17 Page 1 of 3 FILED 2017 Jul-14 AM 09:49 U.S. DISTRICT COURT N.D. OF ALABAMA UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF ALABAMA BIRMINGHAM DIVISION ANTONIO SMITH, § Individually and on behalf of all others § similarly situated, § § Plaintiff, § Civil Action No. 2:17-cv-1113-SGC § v. § JURY TRIAL DEMANDED § SANTEK WASTE SERVICES, LLC, § SANTEK ENVIRONMENTAL, INC., § SANTEK ENVIRONMENTAL OF § ALABAMA, LLC and WASTE § SERVICES OF ALABAMA, LLC § § COLLECTIVE ACTION Defendants. § PURSUANT TO 29 U.S.C. §216(b) PLAINTIFF’S NOTICE OF FILING CONSENTS TO JOIN COMES NOW, Plaintiff ANTONIO SMITH, individually and on behalf of all others similarly situated, and hereby gives notice of filing with the Clerk of the Court the following Consents to Join pursuant to 29 U.S.C. § 216(b): NOTICES OF CONSENT 1. Travis DeLong 2. Bud Emmer 3. John F. Gosnell 4. Randall Mitchell 5. Junior D. Powell Respectfully submitted, ANDERSON2X, PLLC/s/Clif Alexander Clif Alexander (Pro Hac Vice Anticipated) Federal I.D. No. 1138436 Texas Bar No. 24064805 clif@a2xlaw.com Austin W. Anderson (Pro Hac Vice Anticipated) Federal I.D. No. 777114 Texas Bar No. 24045189 austin@a2xlaw.com 819 N. Upper Broadway Corpus Christi, Texas 78401 Telephone: (361) 452-1279 Facsimile: (361) 452-1284 FRAZER PLC/s/T. Roe Frazer, III T. Roe Frazer III Tennessee State Bar No. 33296 trey@frazer.law 1 Burton Hills Blvd., Suite 215 Nashville, Tennessee 37215 Telephone: (615) 647-0990 Facsimile: (866) 274-5384 OF COUNSEL: Patrick D. McMurtray ASB-3387-M37P patrick@frazer.law T. Roe Frazer II ASB-6624-R42T roe@frazer.law Dan Beasley Tennessee State Bar No. 027091 dan@frazer.law Case 2:17-cv-01113-SGC Document 10 Filed 07/14/17 Page 3 of 3 CERTIFICATE OF SERVICE I hereby certify that on July 14, 2017, the foregoing was filed and served via the Court’s electronic case filing and noticing system to all parties registered to receive electronic notices in this matter and via first class mail to the following: Santek Waste Services, LLC Edward A. Caylor, Registered Agent 650 25th Street NW, Suite 100 Cleveland, Tennessee 37311-1353 Santek Environmental, Inc. Edward A. Caylor, Registered Agent 650 25th Street NW, Suite 100 Cleveland, Tennessee 37311-1353 Santek Environmental of Alabama, LLC National Registered Agents, Inc. 2 North Jackson Street, Suite 605 Montgomery, Alabama 36104 Waste Services of Alabama, LLC National Registered Agents, Inc. 2 North Jackson Street, Suite 605 Montgomery, Alabama 36104/s/Clif Alexander Clif Alexander

Exhibit Travis DeLong Consent

Case 2:17-cv-01113-SGC Document 10-1 Filed 07/14/17 Page 1 of 1 FILED 2017 Jul-14 AM 09:49 U.S. DISTRICT COURT N.D. OF ALABAMA CONSENT TO BECOME PARTY PLAINTIFF I understand that I may be eligible to join a lawsuit filed by current and former employees of Santek Waste Services to recover unpaid overtime wages and liquidated damages. By choosing to join this lawsuit, I understand that I designate named-plaintiff(s) as the "Representative Plaintiff(s)," as my agent(s) to make decisions on my behalf concerning the litigation, including the method and manner of conducting this litigation, entering into settlement agreements, entering into agreements with Plaintiffs’ counsel concerning attorneys’ fees and costs, and all other matters pertaining to this lawsuit. I understand that Representative Plaintiff(s) have entered into an Attorney Employment Contract with the law firm of Anderson2X, PLLC, which applies to all Plaintiffs who join this lawsuit. If I join the lawsuit, I agree to be bound by such Attorney Employment Contract. I understand the under the terms of the Contract, the attorneys’ fees and costs shall be paid out of a recovery, by judgment, settlement or otherwise, in this action; and that if no such recover is obtained, I will not be held responsible for such attorneys’ fees or costs. I further understand that I may obtain a copy of the Contract upon requesting it from Plaintiffs’ counsel. By choosing to join this lawsuit, I understand that I will be bound by the judgment, whether it is favorable or unfavorable. I will also be bound by, and will share in, as the court may direct, any settlement that may be negotiated on behalf of all Plaintiffs. If I choose not to join this lawsuit, I acknowledge and understand that I will not be affected by the judgment or settlement rendered or reached in this lawsuit, whether favorable or unfavorable to the Plaintiffs, and I will not be entitled to share in any amounts recovered by the Plaintiffs whether by judgment, settlement or otherwise. I hereby consent to join in this lawsuit. Travis Lee DeLong Full Legal Name (Print) Travis Lee DeLong Travis Lee DeLong (May 18, 2017) May 18, 2017 Signature Date Return this form to: Austin W. Anderson Anderson2X, PLLC 819 North Upper Broadway Corpus Christi, Texas 78401 santek@a2xlaw.com

ANSWER to {{1}} Complaint by Santek Environmental of Alabama LLC.

Case 2:17-cv-01113-SGC Document 18 Filed 08/14/17 Page 1 of 14 FILED 2017 Aug-14 PM 02:06 U.S. DISTRICT COURT N.D. OF ALABAMA IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ALABAMA SOUTHERN DIVISION ANTONIO SMITH, individually and) on behalf of all others similarly) situated,)) Plaintiffs,)) CIVIL ACTION NUMBER: v.) 2:17-cv-001113-SGC) SANTEK WASTE SERVICES,) LLC, SANTEK) ENVIRONMENTAL, INC.,) SANTEK ENVIRONMENTAL OF) ALABAMA, LLC and WASTE) SERVICES OF ALABAMA, LLC,)) Defendants.) ANSWER OF DEFENDANT SANTEK ENVIRONMENTAL OF ALABAMA, LLC Defendant Santek Environmental of Alabama, LLC ("SE Alabama"), through its attorneys, submits the following Answer to the Complaint filed against it herein. FIRST DEFENSE Plaintiff’s claims are barred, in whole or in part, by her failure to state a cause of action or claim against SE Alabama upon which relief may be granted. 15803948v1 Case 2:17-cv-01113-SGC Document 18 Filed 08/14/17 Page 2 of 14 SECOND DEFENSE In response to the numbered allegations of the Complaint, SE Alabama states: 1. Upon information and belief, SE Alabama admits that Defendant Waste Services of Alabama, LLC ("Waste Services Alabama") employed Plaintiff in Gardendale, Alabama from approximately September 2015 until July 2016. SE Alabama denies the remaining allegations in Paragraph 1 of the Complaint, including any implication that it was the employer of Plaintiff. 2. The allegations in Paragraph 2 do not warrant a response. Said allegations only attempt to characterize the nature of Plaintiff’s suit. That said, SE Alabama denies that it has employed any waste disposal drivers, that it has employed any employees outside of Alabama, that it employed Plaintiff, or that it a collective action is appropriate. 3. The allegations in Paragraph 3 do not warrant a response. Said allegations only attempt to characterize the nature of Plaintiff’s suit. That said, SE Alabama denies that it violated the Fair Labor Standards Act ("FLSA"), that Plaintiff is entitled to any relief, or that a collective action is appropriate. 4. The allegations in Paragraph 4 do not warrant a response. Said allegations only attempt to characterize the nature of Plaintiff’s suit. That said, SE 2 15803948v1 Case 2:17-cv-01113-SGC Document 18 Filed 08/14/17 Page 3 of 14 Alabama denies that it violated the FLSA in any way, that it employed Plaintiff, or that it a collective action is appropriate. 5. SE Alabama denies the allegations in Paragraph 5 of the Complaint. 6. SE Alabama denies the allegations in Paragraph 6 of the Complaint. 7. SE Alabama denies the allegations in Paragraph 7 of the Complaint. 8. Upon information and belief, SE Alabama admits that Waste Services Alabama employed Plaintiff based out of its Gardendale, Alabama location and that Plaintiff has attached a written consent to be a party plaintiff in this action as "Exhibit A" to the Complaint. SE Alabama denies the remaining allegations in Paragraph 8 of the Complaint, including any implication that it employed Plaintiff. 9. The allegations in Paragraph 9 do not warrant a response. Said allegations only attempt to characterize the nature of Plaintiff’s suit. That said, SE Alabama denies that it violated the FLSA, that it employed Plaintiff, or that it a collective action is appropriate. 10. SE Alabama admits that Santek Waste Services, LLC ("SWS") is a Tennessee limited liability company. SE Alabama is not required to respond to the allegation concerning SWS’s registered agent. SE Alabama denies the remaining allegations in Paragraph 10 of the Complaint. 11. SE Alabama admits that Santek Environmental, LLC (incorrectly referred to in the Complaint as "Santek Environmental, Inc.") ("SE") is a 3 15803948v1 Case 2:17-cv-01113-SGC Document 18 Filed 08/14/17 Page 4 of 14 Tennessee limited liability company. SE Alabama is not required to respond to the allegation concerning SE’s registered agent. SE Alabama denies the remaining allegations in Paragraph 11 of the Complaint. 12. SE Alabama admits the allegations in Paragraph 12 of the Complaint. 13. SE Alabama admits that Waste Services Alabama is an Alabama limited liability company. SE Alabama is not required to respond to the allegation concerning Waste Services Alabama’s registered agent. SE Alabama denies the remaining allegations in Paragraph 13 of the Complaint. 14. SE Alabama admits that this Court has personal jurisdiction over it. SE Alabama denies the remaining allegations in Paragraph 14 of the Complaint, including any implication that it, SWS, or SE employed Plaintiff or that this Court has personal jurisdiction over SWS or SE. 15. SE Alabama admits the allegations in Paragraph 15 of the Complaint. 16. SE Alabama admits the allegations in Paragraph 16 of the Complaint. 17. SE Alabama admits that it has maintained a working presence in Northern Alabama. SE Alabama denies the remaining allegations in Paragraph 17 of the Complaint, including any implication that it, SWS, or SE employed Plaintiff or that this Court has personal jurisdiction over SWS or SE. 18. SE Alabama admits the allegations in Paragraph 18 of the Complaint. 19. SE Alabama admits the allegations in Paragraph 19 of the Complaint. 4 15803948v1 Case 2:17-cv-01113-SGC Document 18 Filed 08/14/17 Page 5 of 14 20. SE Alabama admits that it is subject to enterprise coverage under the FLSA. SE Alabama denies any implication in Paragraph 20 of the Complaint that it is a joint employer with any of the other Defendants. SE Alabama is not required to respond to the remaining allegations in Paragraph 20 of the Complaint on behalf of the other Defendants. 21. SE Alabama admits that it is subject to enterprise coverage under the FLSA. SE Alabama denies any implication in Paragraph 21 of the Complaint that it is a joint employer any of the other Defendants. SE Alabama is not required to respond to the remaining allegations in Paragraph 21 of the Complaint on behalf of the other Defendants. 22. SE Alabama denies the allegations in Paragraph 22 of the Complaint, including any implication that it was the employer of Plaintiff or that a collective action is appropriate. 23. SE Alabama admits that it is subject to enterprise coverage under the FLSA. SE Alabama denies any implication in Paragraph 23 of the Complaint that it is a joint employer with any of the other Defendants. SE Alabama is not required to respond to the remaining allegations in Paragraph 23 of the Complaint on behalf of the other Defendants. 24. SE Alabama admits that it manages publicly-owned landfills. SE Alabama denies the remaining allegations in Paragraph 24 of the Complaint, 5 15803948v1 Case 2:17-cv-01113-SGC Document 18 Filed 08/14/17 Page 6 of 14 including any implication that it is a joint employer with any of the other Defendants. SE Alabama is not required to respond to Paragraph 24 on behalf of the other Defendants. 25. SE Alabama admits that it manages landfills in Alabama. SE Alabama denies the remaining allegations in Paragraph 25 of the Complaint, including any implication that it is a joint employer with any of the other Defendants. SE Alabama is not required to respond to Paragraph 25 on behalf of the other Defendants. 26. SE Alabama is not required to respond to Paragraph 26 on behalf of SWS. SE Alabama denies the remaining allegations in Paragraph 26 of the Complaint, including any implication that it is a joint employer with any of the other Defendants. 27. SE Alabama denies the allegations in Paragraph 27 of the Complaint, including any implication that it is a joint employer with any of the other Defendants. SE Alabama is not required to respond to Paragraph 27 on behalf of the other Defendants. 28. SE Alabama denies the allegations in Paragraph 28 of the Complaint. 29. SE Alabama denies the allegations in Paragraph 29 of the Complaint. 6 15803948v1 Case 2:17-cv-01113-SGC Document 18 Filed 08/14/17 Page 7 of 14 30. SE Alabama admits that it shares limited administrative services with SWS. SE Alabama denies the remaining allegations in Paragraph 30 of the Complaint. 31. SE Alabama denies the allegations in Paragraph 31 of the Complaint. 32. SE Alabama admits that it shares a website with SWS, although this website identifies SE Alabama as a separate legal entity, and that SE Alabama provides similar services to certain affiliated entities. SE Alabama denies the remaining allegations of Paragraph 32 of the Complaint. 33. SE Alabama denies the allegations in Paragraph 33 of the Complaint. 34. SE Alabama denies the allegations in Paragraph 34 of the Complaint. 35. SE Alabama denies the allegations in Paragraph 35 of the Complaint, including any implication that it employed Plaintiff. SE Alabama is not required to respond to Paragraph 35 on behalf of the other Defendants. 36. SE Alabama denies the allegations in Paragraph 36 of the Complaint, including any implication that it employed Plaintiff or any waste disposal drivers or that a collective action is appropriate. 37. SE Alabama denies the allegations in Paragraph 37 of the Complaint, including any implication that it employed Plaintiff or that a collective action is appropriate. SE Alabama is not required to respond to Paragraph 37 on behalf of the other Defendants. 7 15803948v1 Case 2:17-cv-01113-SGC Document 18 Filed 08/14/17 Page 8 of 14 38. SE Alabama denies the allegations in Paragraph 38 of the Complaint. 39. SE Alabama denies the allegations in Paragraph 39 of the Complaint, including any implication that it employed Plaintiff or any waste disposal drivers or that it automatically deducted 30 minutes per day for a meal period from the hours worked of any drivers. 40. SE Alabama denies the allegations in Paragraph 40 of the Complaint. 41. SE Alabama denies the allegations in Paragraph 41 of the Complaint. 42. SE Alabama denies the allegations in Paragraph 42 of the Complaint. 43. SE Alabama denies the allegations in Paragraph 43 of the Complaint. 44. SE Alabama denies the allegations in Paragraph 44 of the Complaint. 45. SE Alabama denies the allegations in Paragraph 45 of the Complaint, including any implication that it employed Plaintiff. 46. SE Alabama denies the allegations in Paragraph 46 of the Complaint. 47. SE Alabama denies the allegations in Paragraph 47 of the Complaint. 48. SE Alabama denies the allegations in Paragraph 48 of the Complaint. 49. SE Alabama denies the allegations in Paragraph 49 of the Complaint. 50. SE Alabama denies the allegations in Paragraph 50 of the Complaint. 51. SE Alabama denies the allegations in Paragraph 51 of the Complaint. 52. SE Alabama denies the allegations in Paragraph 52 of the Complaint. 53. SE Alabama denies the allegations in Paragraph 53 of the Complaint. 8 15803948v1 Case 2:17-cv-01113-SGC Document 18 Filed 08/14/17 Page 9 of 14 54. SE Alabama denies the allegations in Paragraph 54 of the Complaint. 55. SE Alabama denies the allegations in Paragraph 55 of the Complaint. 56. SE Alabama denies the allegations in Paragraph 56 of the Complaint. 57. SE Alabama denies the allegations in Paragraph 57 of the Complaint. 58. SE Alabama denies the allegations in Paragraph 58 of the Complaint. 59. SE Alabama denies the allegations in Paragraph 59 of the Complaint. 60. SE Alabama denies the allegations in Paragraph 60 of the Complaint. 61. SE Alabama denies the allegations in Paragraph 61 of the Complaint. 62. SE Alabama denies the allegations in Paragraph 62 of the Complaint. 63. Upon information and belief, SE Alabama denies the allegations in Paragraph 63 of the Complaint. 64. SE Alabama denies the allegations in Paragraph 64 of the Complaint. 65. SE Alabama denies the allegations in Paragraph 65 of the Complaint. 66. The allegations in Paragraph 66 do not warrant a response. Said allegations only attempt to characterize the nature of Plaintiff’s suit. That said, SE Alabama denies that it violated the FLSA, that it employed Plaintiff, or that a collective action is appropriate. 67. SE Alabama denies the allegations in Paragraph 67 of the Complaint. 68. The allegations in Paragraph 68 do not warrant a response. Said allegations only attempt to characterize the nature of Plaintiff’s suit. That said, SE 9 15803948v1 Case 2:17-cv-01113-SGC Document 18 Filed 08/14/17 Page 10 of 14 Alabama denies that it violated the FLSA, that it employed Plaintiff, or that a collective action is appropriate. 69. SE Alabama denies the allegations in Paragraph 69 of the Complaint. 70. SE Alabama denies the allegations in Paragraph 70 of the Complaint. 71. SE Alabama denies the allegations in Paragraph 71 of the Complaint. 72. SE Alabama denies the allegations in Paragraph 72 of the Complaint, including any implication that it violated the FLSA, that it employed Plaintiff or any waste disposal drivers, or that a collective action is appropriate. 73. SE Alabama denies the allegations in Paragraph 73 of the Complaint. 74. SE Alabama denies the allegations in Paragraph 74 of the Complaint. 75. SE Alabama denies the allegations in Paragraph 75 of the Complaint. 76. SE Alabama denies the allegations in Paragraph 76 of the Complaint. 77. The allegations in Paragraph 77 do not warrant a response. Said allegations only attempt to characterize the nature of Plaintiff’s suit. That said, SE Alabama denies that it violated the FLSA, that it employed Plaintiff or any waste disposal drivers, or that a collective action is appropriate. THIRD DEFENSE Plaintiff’s claims are barred, in whole or in part, because SE Alabama did not employ Plaintiff or any waste disposal drivers. 10 15803948v1 Case 2:17-cv-01113-SGC Document 18 Filed 08/14/17 Page 11 of 14 FOURTH DEFENSE To the extent SE Alabama failed to comply with any aspect of the FLSA, such conduct was neither willful nor intentional, but rather occurred in good faith and was based on reasonable grounds for believing that such conduct did not violate the FLSA. As a result, the Plaintiffs’ claim for liquidated damages, in whole or in part, is barred. FIFTH DEFENSE The Plaintiffs’ claims are barred, in whole or in part, by the provisions of § 11 of the Portal-to-Portal Act, 29 U.S.C. § 260, as any acts or omissions by SE Alabama giving rise to this action were done in good faith and with reasonable grounds for believing that the acts or omissions were not violative of the FLSA. SIXTH DEFENSE Plaintiff cannot satisfy the requirements for maintenance of a collective action. Plaintiff is not similarly-situated to or otherwise an adequate representative for the persons whom he purports to represent and, furthermore, no common claims exist, and any determination of liability and/or damages would require individualized inquiries. In addition, individualized issues predominate over any common issues that exist, requiring an analysis of each putative group. SEVENTH DEFENSE SE Alabama presently is without information as to the availability and applicability of any other affirmative defenses in addition to those pled above, and 11 15803948v1 Case 2:17-cv-01113-SGC Document 18 Filed 08/14/17 Page 12 of 14 expressly reserves the right to amend this Answer to plead any other affirmative defense or matter of avoidance required by the Federal Rules of Civil Procedure, which may be further revealed as discovery progresses. WHEREFORE, SE Alabama requests that the Complaint be dismissed, with costs, attorney fees and such other relief as this Court deems appropriate issued in its favor. 12 15803948v1 Case 2:17-cv-01113-SGC Document 18 Filed 08/14/17 Page 13 of 14 Respectfully submitted, s/Albert L. Vreeland, II Albert L. Vreeland, II ASB-0066-V78A Of Counsel: Lehr, Middlebrooks Vreeland & Thompson, P.C. P.O. Box 11945 Birmingham, AL 35202-1945 (205) 326-3002 Fax: (205) 326-3008 and s/Bradford G. Harvey Bradford G. Harvey (admitted pro hac vice) Megan B. Welton (admitted pro hac vice) Suite 1200, Volunteer Building 832 Georgia Avenue Chattanooga, TN 37402 Telephone: (423) 756-6600 Facsimile: (423) 785-8293 Attorneys for Santek Environmental of Alabama, LLC 13 15803948v1 Case 2:17-cv-01113-SGC Document 18 Filed 08/14/17 Page 14 of 14 CERTIFICATE OF SERVICE I hereby certify that on August 14, 2017, I electronically filed the foregoing with the Clerk of the Court using the CM/ECF system which will send notification of such filing to the following: Patrick D. McMurtray T. Roe Frazer II Dan Beasley 1 Burton Hills Blvd. Nashville, Tennessee 37215 Austin W. Anderson Clif Alexander 819 N. Upper Broadway Corpus Christi, Texas 78401 s/Bradford G. Harvey 14 15803948v1

ANSWER to {{1}} Complaint by Waste Services of Alabama LLC.

Case 2:17-cv-01113-SGC Document 19 Filed 08/14/17 Page 1 of 18 FILED 2017 Aug-14 PM 02:10 U.S. DISTRICT COURT N.D. OF ALABAMA IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ALABAMA SOUTHERN DIVISION ANTONIO SMITH, individually and) on behalf of all others similarly) situated,)) Plaintiffs,)) CIVIL ACTION NUMBER: v.) 2:17-cv-001113-SGC) SANTEK WASTE SERVICES,) LLC, SANTEK) ENVIRONMENTAL, INC.,) SANTEK ENVIRONMENTAL OF) ALABAMA, LLC and WASTE) SERVICES OF ALABAMA, LLC,)) Defendants.) ANSWER OF DEFENDANT WASTE SERVICES OF ALABAMA, LLC Defendant Waste Services of Alabama, LLC ("Waste Services Alabama"), through its attorneys, submits the following Answer to the Complaint filed against it herein. FIRST DEFENSE Plaintiff’s claims are barred, in whole or in part, by her failure to state a cause of action or claim against Waste Services Alabama upon which relief may be granted. 15790576v1 Case 2:17-cv-01113-SGC Document 19 Filed 08/14/17 Page 2 of 18 SECOND DEFENSE In response to the numbered allegations of the Complaint, Waste Services Alabama states: 1. Waste Services Alabama admits that it employed Plaintiff as a non-exempt waste disposal driver based out of its Gardendale, Alabama location from approximately September 2015 until July 2016. Waste Services Alabama denies the remaining allegations in Paragraph 1 of the Complaint. 2. The allegations in Paragraph 2 do not warrant a response. Said allegations only attempt to characterize the nature of Plaintiff’s suit. That said, Waste Services Alabama denies that it has employed any waste disposal drivers outside of Alabama, that any of the other Defendants employed Plaintiff, or that a collective action is appropriate. 3. The allegations in Paragraph 3 do not warrant a response. Said allegations only attempt to characterize the nature of Plaintiff’s suit. That said, Waste Services Alabama denies that it violated the Fair Labor Standards Act ("FLSA"), that Plaintiff is entitled to any relief, or that a collective action is appropriate. 4. The allegations in Paragraph 4 do not warrant a response. Said allegations only attempt to characterize the nature of Plaintiff’s suit. That said, 2 15790576v1 Case 2:17-cv-01113-SGC Document 19 Filed 08/14/17 Page 3 of 18 Waste Services Alabama denies that it violated the FLSA in any way, that any of the other Defendants employed Plaintiff, or that a collective action is appropriate. 5. Waste Services Alabama denies the allegations in Paragraph 5 of the Complaint. 6. Waste Services Alabama denies the allegations in Paragraph 6 of the Complaint. 7. Waste Services Alabama denies the allegations in Paragraph 7 of the Complaint. 8. Waste Services Alabama admits that it employed Plaintiff based out of its Gardendale, Alabama location and that Plaintiff has attached a written consent to be a party plaintiff as "Exhibit A" to the Complaint. Waste Services Alabama denies the remaining allegations in Paragraph 8 of the Complaint. 9. The allegations in Paragraph 9 do not warrant a response. Said allegations only attempt to characterize the nature of Plaintiff’s suit. That said, Waste Services Alabama denies that it violated the FLSA, that any of the other Defendants employed Plaintiff, or that a collective action is appropriate. 10. Waste Services Alabama admits that Santek Waste Services, LLC ("SWS") is a Tennessee limited liability company. Waste Services Alabama is not required to respond to the allegation concerning SWS’s registered agent. Waste 3 15790576v1 Case 2:17-cv-01113-SGC Document 19 Filed 08/14/17 Page 4 of 18 Services Alabama denies the remaining allegations in Paragraph 10 of the Complaint. 11. Waste Services Alabama admits that Santek Environmental, LLC (incorrectly referred to in the Complaint as "Santek Environmental, Inc.") ("SE") is a Tennessee limited liability company. Waste Services Alabama is not required to respond to the allegation concerning SE’s registered agent. Waste Services Alabama denies the remaining allegations in Paragraph 11 of the Complaint. 12. Waste Services Alabama admits that Santek Environmental of Alabama, LLC ("Santek Environmental Alabama") is an Alabama limited liability company. Waste Services Alabama is not required to respond to the allegation concerning Santek Environmental Alabama’s registered agent. Waste Services Alabama denies the remaining allegations in Paragraph 12 of the Complaint. 13. Waste Services Alabama admits the allegations in Paragraph 13 of the Complaint. 14. Waste Services Alabama admits that this Court has personal jurisdiction over it. Waste Services Alabama denies the remaining allegations in Paragraph 14 of the Complaint, including any implication that any of the other Defendants employed Plaintiff or that this Court has personal jurisdiction over SWS or SE. 4 15790576v1 Case 2:17-cv-01113-SGC Document 19 Filed 08/14/17 Page 5 of 18 15. Waste Services Alabama admits the allegations in Paragraph 15 of the Complaint. 16. Waste Services Alabama admits the allegations in Paragraph 16 of the Complaint. 17. Waste Services Alabama admits that it has maintained a working presence in Northern Alabama and that it employed Plaintiff in Jefferson County, Alabama, which is in this District and Division. Waste Services Alabama denies the remaining allegations in Paragraph 17 of the Complaint, including any implication that any of the other Defendants employed Plaintiff or that this Court has personal jurisdiction over SWS or SE. 18. Waste Services Alabama admits the allegations in Paragraph 18 of the Complaint. 19. Waste Services Alabama denies the allegations in Paragraph 19 of the Complaint. 20. Waste Services Alabama admits that it is subject to enterprise coverage under the FLSA. Waste Services Alabama denies any implication in Paragraph 20 of the Complaint that it is a joint employer with any of the other Defendants. Waste Services Alabama is not required to respond to the remaining allegations in Paragraph 20 of the Complaint on behalf of the other Defendants. 5 15790576v1 Case 2:17-cv-01113-SGC Document 19 Filed 08/14/17 Page 6 of 18 21. Waste Services Alabama admits that it is subject to enterprise coverage under the FLSA. Waste Services Alabama denies any implication in Paragraph 21 of the Complaint that it is a joint employer with any of the other Defendants. Waste Services Alabama is not required to respond to the remaining allegations in Paragraph 21 of the Complaint on behalf of the other Defendants. 22. Waste Services Alabama admits that Plaintiff’s employment was subject to coverage under the FLSA. Waste Services Alabama denies the remaining allegations in Paragraph 22 of the Complaint, including any implication that a collective action is appropriate. 23. Waste Services Alabama admits that it is subject to enterprise coverage under the FLSA. Waste Services Alabama denies any implication in Paragraph 23 of the Complaint that it is a joint employer with any of the other Defendants. Waste Services Alabama is not required to respond to the remaining allegations in Paragraph 23 of the Complaint on behalf of the other Defendants. 24. Waste Services Alabama admits that it is a waste disposal company that manages a fleet of trash collection vehicles. Waste Services Alabama denies the remaining allegations in Paragraph 24 of the Complaint, including any implication that it is a joint employer with any of the other Defendants. Waste Services Alabama is not required to respond to Paragraph 24 on behalf of the other Defendants. 6 15790576v1 Case 2:17-cv-01113-SGC Document 19 Filed 08/14/17 Page 7 of 18 25. Waste Services Alabama admits that it manages a location in Alabama. Waste Services Alabama denies the remaining allegations in Paragraph 25 of the Complaint, including any implication that it is a joint employer with any of the other Defendants. Waste Services Alabama is not required to respond to Paragraph 25 on behalf of the other Defendants. 26. Waste Services Alabama is not required to respond to Paragraph 26 on behalf of SWS. Waste Services Alabama denies the remaining allegations in Paragraph 26 of the Complaint, including any implication that it is a joint employer with any of the other Defendants. 27. Waste Services Alabama admits that it employs waste disposal drivers, such as Plaintiff, and conducts waste disposal operations in Alabama. Waste Services Alabama denies the remaining allegations in Paragraph 27 of the Complaint, including any implication that it is a joint employer with any of the other Defendants. Waste Services Alabama is not required to respond to Paragraph 27 on behalf of the other Defendants. 28. Waste Services Alabama denies the allegations in Paragraph 28 of the Complaint. 29. Waste Services Alabama denies the allegations in Paragraph 29 of the Complaint. 7 15790576v1 Case 2:17-cv-01113-SGC Document 19 Filed 08/14/17 Page 8 of 18 30. Waste Services Alabama admits that it shares limited administrative services with SWS. Waste Services Alabama denies the remaining allegations in Paragraph 30 of the Complaint. 31. Waste Services Alabama denies the allegations in Paragraph 31 of the Complaint. 32. Waste Services Alabama admits that it shares a website with SWS, although this website identifies Waste Services Alabama as a separate legal entity, and that Waste Services Alabama provides similar services to certain affiliated entities. Waste Services Alabama denies the remaining allegations of Paragraph 32 of the Complaint. 33. Waste Services Alabama denies the allegations in Paragraph 33 of the Complaint. 34. Waste Services Alabama denies the allegations in Paragraph 34 of the Complaint. 35. Waste Services Alabama admits that it has residential and commercial lines of business and employs waste disposal drivers in Alabama. Waste Services Alabama denies the remaining allegations in Paragraph 35 of the Complaint, including any implication that any of the other Defendants employed Plaintiff or that this Court has personal jurisdiction over SWS or SE. 8 15790576v1 Case 2:17-cv-01113-SGC Document 19 Filed 08/14/17 Page 9 of 18 36. Waste Services Alabama admits that it employed Plaintiff as a non-exempt waste disposal driver. Waste Services Alabama denies the remaining allegations in Paragraph 36 of the Complaint, including any implication that any of the other Defendants employed Plaintiff, that this Court has personal jurisdiction over SWS or SE, or that a collective action is appropriate. 37. Waste Services Alabama admits that Plaintiff was a non-exempt employee under the FLSA. Waste Services Alabama denies the remaining allegations in Paragraph 37 of the Complaint, including any implication that any of the other Defendants employed Plaintiff, that this Court has personal jurisdiction over SWS or SE, or that a collective action is appropriate. 38. Waste Services Alabama denies the allegations in Paragraph 38 of the Complaint. 39. Waste Services Alabama admits that it has a practice of automatically deducting a 30-minute meal period per day from the hours worked of waste disposal drivers, but directs waste disposal drivers to take 30-minute meal periods and to report all hours worked, including any work during a scheduled meal period. Waste Services Alabama denies the remaining allegations in Paragraph 39 of the Complaint, including any implication that any of the other Defendants employed Plaintiff or that this Court has personal jurisdiction over SWS or SE. 9 15790576v1 Case 2:17-cv-01113-SGC Document 19 Filed 08/14/17 Page 10 of 18 40. Waste Services Alabama denies the allegations of Paragraph 40 of the Complaint. 41. Waste Services Alabama admits that it has a practice of automatically deducting a 30-minute meal period per day from the hours worked of waste disposal drivers, but directs waste disposal drivers to take 30-minute meal periods and to report all hours worked, including any work during a scheduled meal period. Waste Services Alabama denies the remaining allegations in Paragraph 41 of the Complaint, including any implication that any of the other Defendants employed Plaintiff or that this Court has personal jurisdiction over SWS or SE. 42. Waste Services Alabama admits that it has a practice of automatically deducting a 30-minute meal period per day from the hours worked of waste disposal drivers, but directs waste disposal drivers to take 30-minute meal periods and to report all hours worked, including any work during a scheduled meal period. Waste Services Alabama denies the remaining allegations in Paragraph 42 of the Complaint, including any implication that any of the other Defendants employed Plaintiff or that this Court has personal jurisdiction over SWS or SE. 43. Waste Services Alabama denies the allegations in Paragraph 43 of the Complaint. 44. Waste Services Alabama denies the allegations in Paragraph 44 of the Complaint. 10 15790576v1 Case 2:17-cv-01113-SGC Document 19 Filed 08/14/17 Page 11 of 18 45. Waste Services Alabama admits that Plaintiff would have pre-and post-trip responsibilities, which could vary from day to day. Waste Services Alabama denies the remaining allegations of Paragraph 45 of the Complaint, including any implication that a collective action is appropriate. 46. Waste Services Alabama admits that Plaintiff may have pre-and post-trip responsibilities as part of his job, which could vary from day to day. Waste Services Alabama denies the remaining allegations of Paragraph 46 of the Complaint, including any implication that a collective action is appropriate. 47. Waste Services Alabama admits that at times Plaintiff could have performed pre-and/or post-trip responsibilities that were more than di minimis, but that this could vary from day to day. Waste Services Alabama denies the remaining allegations in Paragraph 47 of the Complaint, including any implication that a collective action is appropriate. 48. Waste Services Alabama denies the allegations in Paragraph 48 of the Complaint. 49. Waste Services Alabama denies the allegations in Paragraph 49 of the Complaint. 50. Waste Services Alabama denies the allegations in Paragraph 50 of the Complaint. 11 15790576v1 Case 2:17-cv-01113-SGC Document 19 Filed 08/14/17 Page 12 of 18 51. Waste Services Alabama denies the allegations in Paragraph 51 of the Complaint. 52. Waste Services Alabama denies the allegations in Paragraph 52 of the Complaint. 53. Waste Services Alabama denies the allegations in Paragraph 53 of the Complaint. 54. Waste Services Alabama denies the allegations in Paragraph 54 of the Complaint. 55. Waste Services Alabama denies the allegations in Paragraph 55 of the Complaint. 56. Waste Services Alabama denies the allegations in Paragraph 56 of the Complaint. 57. Waste Services Alabama denies the allegations in Paragraph 57 of the Complaint. 58. Waste Services Alabama denies the allegations in Paragraph 58 of the Complaint. 59. Waste Services Alabama denies the allegations in Paragraph 59 of the Complaint. 60. Waste Services Alabama denies the allegations in Paragraph 60 of the Complaint. 12 15790576v1 Case 2:17-cv-01113-SGC Document 19 Filed 08/14/17 Page 13 of 18 61. Waste Services Alabama denies the allegations in Paragraph 61 of the Complaint. 62. Waste Services Alabama denies the allegations in Paragraph 62 of the Complaint. 63. Upon information and belief, Waste Services Alabama denies the allegations in Paragraph 63 of the Complaint. 64. Waste Services Alabama denies the allegations in Paragraph 64 of the Complaint. 65. Waste Services Alabama denies the allegations in Paragraph 65 of the Complaint. 66. The allegations in Paragraph 66 do not warrant a response. Said allegations only attempt to characterize the nature of Plaintiff’s suit. That said, Waste Services Alabama denies that it violated the FLSA, that any of the other Defendants employed Plaintiff, or that a collective action is appropriate. 67. Waste Services Alabama denies the allegations in Paragraph 67 of the Complaint. 68. The allegations in Paragraph 68 do not warrant a response. Said allegations only attempt to characterize the nature of Plaintiff’s suit. That said, Waste Services Alabama denies that it violated the FLSA, that any of the other Defendants employed Plaintiff, or that a collective action is appropriate. 13 15790576v1 Case 2:17-cv-01113-SGC Document 19 Filed 08/14/17 Page 14 of 18 69. Waste Services Alabama denies the allegations in Paragraph 69 of the Complaint. 70. Waste Services Alabama denies the allegations in Paragraph 70 of the Complaint. 71. Waste Services Alabama denies the allegations in Paragraph 71 of the Complaint. 72. Waste Services Alabama admits that it classified its waste disposal drivers as non-exempt under the FLSA and paid them overtime for hours worked in excess of forty (40) hours per workweek. Waste Services Alabama denies the remaining allegations in Paragraph 72 of the Complaint, including any implication that it violated the FLSA or that a collective action is appropriate. 73. Waste Services Alabama denies the allegations in Paragraph 73 of the Complaint. 74. Waste Services Alabama denies the allegations in Paragraph 74 of the Complaint. 75. Waste Services Alabama denies the allegations in Paragraph 75 of the Complaint. 76. Waste Services Alabama denies the allegations in Paragraph 76 of the Complaint. 14 15790576v1 Case 2:17-cv-01113-SGC Document 19 Filed 08/14/17 Page 15 of 18 77. The allegations in Paragraph 77 do not warrant a response. Said allegations only attempt to characterize the nature of Plaintiff’s suit. That said, Waste Services Alabama denies that it violated the FLSA, that any of the other Defendants employed Plaintiff, or that a collective action is appropriate. THIRD DEFENSE At all times during the relevant period covered by the Complaint, Waste Services Alabama acted in good faith with respect to the classification and payment of its waste disposal drivers. FOURTH DEFENSE To the extent Waste Services Alabama failed to comply with any aspect of the FLSA, such conduct was neither willful nor intentional, but rather occurred in good faith and was based on reasonable grounds for believing that such conduct did not violate the FLSA. As a result, the Plaintiffs’ claim for liquidated damages, in whole or in part, is barred. FIFTH DEFENSE The Plaintiffs’ claims are barred, in whole or in part, by the provisions of § 11 of the Portal-to-Portal Act, 29 U.S.C. § 260, as any acts or omissions by Waste Services Alabama giving rise to this action were done in good faith and with reasonable grounds for believing that the acts or omissions were not violative of the FLSA. 15 15790576v1 Case 2:17-cv-01113-SGC Document 19 Filed 08/14/17 Page 16 of 18 SIXTH DEFENSE Plaintiff cannot satisfy the requirements for maintenance of a collective action. Plaintiff is not similarly-situated to or otherwise an adequate representative for the persons whom he purports to represent and, furthermore, no common claims exist, and any determination of liability and/or damages would require individualized inquiries. In addition, individualized issues predominate over any common issues that exist, requiring an analysis of each putative group. SEVENTH DEFENSE Waste Services of Alabama presently is without information as to the availability and applicability of any other affirmative defenses in addition to those pled above, and expressly reserves the right to amend this Answer to plead any other affirmative defense or matter of avoidance required by the Federal Rules of Civil Procedure, which may be further revealed as discovery progresses. WHEREFORE, Waste Services Alabama requests that the Complaint be dismissed, with costs, attorney fees and such other relief as this Court deems appropriate issued in its favor. 16 15790576v1 Case 2:17-cv-01113-SGC Document 19 Filed 08/14/17 Page 17 of 18 Respectfully submitted, s/Albert L. Vreeland, II Albert L. Vreeland, II ASB-0066-V78A Of Counsel: Lehr, Middlebrooks Vreeland & Thompson, P.C. P.O. Box 11945 Birmingham, AL 35202-1945 (205) 326-3002 Fax: (205) 326-3008 and s/Bradford G. Harvey Bradford G. Harvey (admitted pro hac vice) Megan B. Welton (admitted pro hac vice) Suite 1200, Volunteer Building 832 Georgia Avenue Chattanooga, TN 37402 Telephone: (423) 756-6600 Facsimile: (423) 785-8293 Attorneys for Waste Services of Alabama, LLC 17 15790576v1 Case 2:17-cv-01113-SGC Document 19 Filed 08/14/17 Page 18 of 18 CERTIFICATE OF SERVICE I hereby certify that on August 14, 2017, I electronically filed the foregoing with the Clerk of the Court using the CM/ECF system which will send notification of such filing to the following: Patrick D. McMurtray T. Roe Frazer II Dan Beasley 1 Burton Hills Blvd. Nashville, Tennessee 37215 Austin W. Anderson Clif Alexander 819 N. Upper Broadway Corpus Christi, Texas 78401 s/Bradford G. Harvey 18 15790576v1

MOTION to Dismiss for Lack of Jurisdiction by Santek Waste Services Inc.

Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 1 of 22 FILED 2017 Aug-14 PM 02:15 U.S. DISTRICT COURT N.D. OF ALABAMA IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ALABAMA SOUTHERN DIVISION ANTONIO SMITH, individually and) on behalf of all others similarly) situated,)) Plaintiffs,)) CIVIL ACTION NUMBER: v.) 2:17-cv-1113-SGC) SANTEK WASTE SERVICES,) LLC; SANTEK) ENVIRONMENTAL, INC.,) SANTEK ENVIRONMENTAL OF) ALABAMA, LLC, and WASTE) SERVICES OF ALABAMA, LLC,) Defendants. DEFENDANT SANTEK WASTE SERVICES, LLC’S MOTION TO DISMISS PURSUANT TO RULES 12(b)(2) AND 12(b)(6) Defendant Santek Waste Services, LLC ("SWS"), by and through its undersigned counsel, submits this Motion to Dismiss for lack of personal jurisdiction pursuant to Fed. R. Civ. Proc. 12(b)(2), or alternatively, for failure to state a claim pursuant to Fed. R. Civ. Proc. 12(b)(6). I. INTRODUCTION Plaintiff worked as a non-exempt waste disposal driver in Gardendale, Alabama from approximately September 2015 until July 2016. (Compl. ¶ 1). He does not identify which Defendant employed him, but rather throughout the 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 2 of 22 Complaint refers collectively to the "Santek Defendants," which he defines to include SWS, Santek Environmental, LLC (incorrectly referred to in the Complaint as "Santek Environmental, Inc.") ("SE"), Santek Environmental of Alabama, LLC ("SE Alabama"), and Waste Services of Alabama, LLC ("WS Alabama"). (Id. at ¶¶ 1, 2, 4-9, 14, 17, 19-21, 23-25, 35-44, 49-52, 54-62, 64, 67, 69, 74-75, 78). For example, he alleges in conclusory terms that "[t]his Court has personal jurisdiction over the Santek Defendants." (Id. at ¶ 14). Plaintiff alleges that the Santek Defendants failed to pay him for all overtime worked by (1) automatically deducting 30-minute meal periods, despite knowing that he routinely worked throughout his designated 30-minute meal period each day, and by (2) permitting and encouraging him to perform pre-trip and post-trip work "off-the-clock." (Id. at ¶¶ 4-6, 39-51). Plaintiff seeks to represent a class of "thousands" of allegedly similarly situated waste disposal drivers "employed by the Santek Defendants throughout the United States." (Id. at ¶¶ 1-2, 9, 36, 68, 74). SWS is the parent of SE, SE Alabama, and WS Alabama, which are separate legal entities. (Id. at ¶¶ 10, 12-13, 26). WS Alabama was Plaintiff’s employer. (Watts Decl., ¶¶ 2-3).1 SWS (1) does not have any employees in Alabama, (2) is not registered to do business in Alabama, (3) does not own or lease any real property in Alabama, (4) does not maintain an office in Alabama, (5) does not own 1 The Declaration of Tim Watts is attached hereto as "Exhibit A". 2 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 3 of 22 or lease any equipment or inventory in Alabama, and (6) does not maintain a bank account in Alabama. (Id. at ¶ 4). SWS had no involvement in the alleged employment practices upon which Plaintiff bases his Complaint. SWS does not employ any drivers and does not auto-deduct meal periods from hours worked for its landfill drivers. (Id. at ¶ 5). WS Alabama set the work schedules and the methods and rates of pay for Plaintiff and was responsible for tracking and paying him for all hours worked. (Id. at ¶ 6). SWS had no responsibility for these functions, other than contracting with a third party to process payroll from WS Alabama’s bank account. (Id.). II. SUMMARY OF ARGUMENT Because Plaintiff has failed to meet his burden of alleging a basis for personal jurisdiction, the Complaint against SWS should be dismissed pursuant to Rule 12(b)(2). SWS has maintained no contacts with Alabama and took no action giving rise to Plaintiff’s claims. In the alternative, Plaintiff’s Complaint is subject to dismissal under Rule 12(b)(6) for failure to state a claim. Plaintiff fails to allege any facts supporting a claim that SWS was his employer for purposes of the Fair Labor Standards Act ("FLSA"). 3 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 4 of 22 III. ARGUMENT A. The Complaint against SWS Should Be Dismissed Under Rule 12(b)(2) because Plaintiff Has Failed to Allege a Basis For Personal Jurisdiction 1. The Standard SWS seeks dismissal under Rule 12(b)(2) based on Plaintiff’s failure to allege a basis for personal jurisdiction over it. See Bidner v. Community Health Systems, 2017 WL 283260, at *2 (N.D. Ala. Jan. 23, 2017). "A plaintiff seeking the exercise of personal jurisdiction over a nonresident defendant bears the initial burden of alleging in the complaint sufficient facts to make out a prima facie of jurisdiction." Mewbourne v. Cheytac, USA, 2013 WL 1346569, at *3 (N.D. Ala. March 29, 2013) (quoting United Techs. Corp. v. Mazer, 556 F.3d 1260, 1274 (11th Cir. 2009)). To do so, a plaintiff must "present[] enough evidence to withstand a motion for directed verdict." Id. (quoting Meier ex. Rel. Meier v. Sun Int’l Hotels, Ltd., 288 F.3d at 1264-69 (11th Cir. 2002)). Where a defendant has submitted an affidavit or declaration in support of a motion to dismiss, as SWS has, "the burden traditionally shifts back to the plaintiff to produce evidence supporting jurisdiction unless those affidavits contain only conclusory assertions that the defendant is not subject to jurisdiction." Id. (quoting Meier, 288 F.3d at 1269). The court draws reasonable inferences in favor of the plaintiff, but "[o]therwise …'is free to weigh the evidence and satisfy itself as to 4 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 5 of 22 the existence of its power to hear the case.’" Bidner, 2017 WL 283260 at *3 (quoting Lawrence v. Dunbar, 919 F.2d 1525, 1529 (11th Cir. 1990)). Courts apply a two-prong test to determine if they can "exercise personal jurisdiction over a nonresident defendant: first, the long-arm statute of the state where the case was filed must allow for jurisdiction; second,'sufficient minimum contacts [must] exist to satisfy the Due Process Clause of the Fourteenth Amendment so that'maintenance of the suit does not offend traditional notions of fair play and substantial justice.’" Bidner, 2017 WL 283260 at *3 (quoting Madara v. Hall, 916 F.2d 1510, 1514 (11th Cir. 1990) and Int’l Shoe Co. v. Washington, 326 U.S. 310, 316 (1945)). Because Alabama’s long-arm statute is coextensive with the Due Process clause, the Court need only consider the Constitutional analysis. Id. In this regard, Sufficient minimum contacts are present where a defendant has engaged in "some act by which the defendant purposefully avails itself of the privilege of conducting activities within the forum State, thus invoking the benefits of the protections of its laws." Depending on the kind of purposeful availment present, a court may possess specific or general personal jurisdiction. Id. (quoting, e.g., Burger King Corp. v. Rudzewicz, 471 U.S. 462, 475 (1985)). A court "may exercise general personal jurisdiction over any claim against a defendant whose'affiliations with the State are so'continuous and systematic’ as to render them essentially at home in the forum State.’" Bidner, 2017 WL 283260 at *2 (quoting, e.g., Daimler AG v. Bauman, 134 S.Ct. 746, 754 (2014)). "The due 5 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 6 of 22 process requirements for general personal jurisdiction are more stringent than for specific personal jurisdiction." Mewbourne, 2013 WL 1346569 at *4 (quoting Meier, 288 F.3d at 1274). A court "exercises specific personal jurisdiction'[w]hen a controversy is related to or'arises out of’ a defendant’s contacts with the forum,’ creating a'‘relationship among the defendant, forum, and the litigation.’" Bidner, 2017 WL 283260 at *3 (quoting Helicopteros Nacionales de Columbia, S.A. v. Hall, 466 U.S. 408, 414 & n. 8 (1984)). The contacts "must be related to the plaintiff’s cause of action or have given rise to it; they must involve some act by which the defendant purposefully avails itself of the privilege of conducting activities within the forum; and they must be such that the defendant should reasonably anticipate being haled into court there." Mewbourne, 2013 WL 1346569 at *9 (quoting Sloss. Indus. Corp. v. Eurisol, 488 F.2d 922, 925 (11th Cir. 2007)). 2. Plaintiff Cannot Establish General Jurisdiction over SWS. Plaintiff cannot allege general jurisdiction. SWS (1) does not have any employees in Alabama, (2) is not registered to do business in Alabama, (3) does not own or lease any real property in Alabama, (4) does not maintain an office in Alabama, (5) does not own or lease any equipment or inventory in Alabama, and (6) does not maintain a bank account in Alabama. (Watts Decl., ¶ 4). Therefore, 6 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 7 of 22 there is no basis for general jurisdiction over it. See Heidbrink v. ThinkDirect Marketing Group, 2014 WL 3585698, at *2 (M.D. Fla. July 21, 2014). 3. Plaintiff Cannot Establish Specific Jurisdiction over SWS. a. SWS Is Not Subject to Jurisdiction based on Plaintiff’s Collective or Conclusory Allegations Plaintiff also cannot adequately allege specific jurisdiction. The Complaint identifies SWS as a Tennessee company and alleges in conclusory terms that it is licensed to and doing business in Alabama. (Compl. ¶ 10). The Complaint then refers to the "Santek Defendants" collectively, including a conclusory allegation that this Court has "personal jurisdiction over the Santek Defendants." (Id. at ¶¶ 1, 2, 4-9, 14, 17, 19-21, 23-25, 35-44, 49-52, 54-62, 64, 67, 69, 74-75, 78). As Mewbourne observed, "conclusory'allegations’ are not facts." 2013 WL 1346569 at *4. Accord Melech v. Life Insur. Co. of NA, 2011 WL 1047716, at *3 (S.D. Ala. March 1, 2011), adopted 2011 WL 995821 (S.D. Ala. Mar. 18, 2011). Mewbourne also rejected "allegations in the Complaint [that] merely refer to the defendants collectively." Id. Thus, the plaintiff could not establish jurisdiction over Jamison International by referring "only to'Defendants’ collectively but … not specifically to Jamison International" or by "alleg[ing] that'defendants’ employed him" but had failed to pay him properly under the FLSA. Id. at *9. See also id. at **5, 7, 8, 11 (rejecting "conclusory" allegations and allegations that referred to the defendants "collectively") (citing Meier, 288 F.3d at 1269). 7 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 8 of 22 The Complaint includes no specific allegations particular to SWS to support personal jurisdiction. Accordingly, SWS requests that the Complaint be dismissed pursuant to Rule 12(b)(2). See Martinec v. Party Line Cruise Co., 2007 WL 3197610, at *2 (S.D. Fla. Oct. 29, 2007) (granting motion to dismiss where proposed amended complaint "makes no jurisdictional allegations as to [a defendant] whatsoever. As noted, a plaintiff alleging personal jurisdiction must plead facts in the complaint that support the existence of personal jurisdiction over the defendant.") (citing, e.g., Future Tech. Today, Inc. v. OSF Healthcare Sys., 218 F.3d 1247, 1249 (11th Cir. 2000)). b. SWS Is Not Subject to Jurisdiction based on its Being the Corporate Parent of WS Alabama Although SWS is the parent company of WS Alabama, (Compl., ¶¶ 25-26; Watt Decl., ¶ 2), "the relationship of parent and subsidiary alone does not confer personal jurisdiction." Bidner, 2017 WL 283260 at *3 (emphasis in original) (citing, e.g., Consolidated Dev. Corp. v. Sherritt, Inc., 216 F.3d 1286, 1293 (11th Cir. 2000)). Accord McCoy v. Mallinckrodt Pharm., 2016 WL 1544732, at *7 (M.D. Ala. March 23, 2016), adopted 2016 WL 1465967 (M.D. Ala. Apr. 14, 2016) (quoting Ex parte Unitrin, 920 So.2d 557, 561 (Ala. 2005)); Heidbrink, 2014 WL 3585698 at *3. Rather, Plaintiff must show an "unusually high degree of control" by the parent. Melech, 2011 WL 1047716 at * 5 (quotation omitted). "Jurisdiction is exercised over the parent where'a parent corporation exerts such 8 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 9 of 22 extensive operational control over a subsidiary that the subsidiary is no more than an agent existing to serve only the parent’s needs.’ Operational control has also been referenced as the day-to-day control of the internal affairs or basic operations of the subsidiary." Heidbrink, 2014 WL 3585698 at 3 (citations omitted). Plaintiff would have to show that "the corporate entities are interrelated to an unusual degree." Cardinale v. Southern Homes of Polk County, 2008 WL 788460, at *7 (M.D. Fla. March 19, 2008), affirmed 310 Fed.Appx. 311 (11th Cir. 2009). The Complaint includes no allegations that could support such a finding.2 In fact, SWS had no involvement in the alleged employment practices upon which Plaintiff bases his Complaint. SWS does not auto-deduct meal periods from its non-exempt employees and does not employ any drivers, let alone fail to pay drivers for any pre-and post-trip activities. (Watts Decl., ¶ 5). WS Alabama set the work schedules and the methods and rates of pay for Plaintiff and was responsible for tracking and paying him for all hours worked. (Id. at ¶ 6). c. SWS Is Not Subject to Jurisdiction under an Integrated Employer Theory. While the Complaint cites the "joint employer" theory, its allegations more closely track a "single employer" or "integrated enterprise" theory. The U.S. Court 2 While Plaintiff notes that SWS "advertises through one website," this website identifies SWS subsidiaries as separate corporate entities. (Compl., ¶ 32; Watts Decl., ¶ 7). In any event, "courts do not consider statements in websites … reliable evidence that the parent exercises'operational control’ necessary to confer personal jurisdiction." Heidbrink, 2014 WL 3585698 at *3. 9 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 10 of 22 of Appeals for the Eleventh Circuit discussed these theories in Lyes v. City of Riviera Beach, 166 F.3d 1332 (11th Cir. 1999). First, where two ostensibly separate entities "are'highly integrated with respect to ownership and operations,’" we may count them together under Title VII. This is the "single employer" or "integrated enterprise" test. Second, where two entities contract with each other for the performance of some task, and one company retains sufficient control over the terms and conditions of employment of the other company’s employees, we may treat the entities as "joint employers" and aggregate them. Id. at 1341 (quotations omitted). Accord Griffith v. Exel, Inc., 2016 WL 8938585 at *34 (N.D. Ga. Feb. 5, 2016) (citing Lyes). With respect to the single employer analysis, the Eleventh Circuit in McKenzie v. Davenport-Harris Funeral Home, 834 F.2d 930 (11th Cir. 1987), adopted a test that the National Labor Relations Board originally promulgated. The NLRB factors include: (1) interrelation of operations, (2) centralized control of labor relations, (3) common management, and (4) common ownership or financial control. The showing required to warrant a finding of single employer status has been described as "highly integrated with respect to ownership and operations." Id. at 933 (quotation omitted). Accord Lovett v. SJAC Fulton IND I, LLC, 2016 WL 4425363, at *11 n. 18 (N.D. Ga. Aug. 22, 2016) (citing McKenzie); Cruz-Lovo v. Ryder Systems, 298 F. Supp.2d 1248, 1253 (S.D. Fla. 2003). As the court in Lovett cautioned, the integrated enterprise analysis may support coverage under the FLSA, but should not be "conflated … with the analysis required for the 10 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 11 of 22'employer’ element" that can support liability. Id. at *11, n. 18 (citing Patel v. Wargo, 803 F.2d 632, 637 (11th Cir. 1986))). In any event, Plaintiff cannot allege that SWS and WS Alabama form one integrated employer. In this regard, he first alleges in conclusory terms that SWS’s "structure allows it to fully integrated operations within each region and area … by collapsing and consolidating job duties into fewer managerial and administrative positions," but he fails to offer any specific allegations. (Compl., ¶ 30). Next, he alleges, merely "[u]pon information and belief" and again with no specifics, that SWS "shares employees, has common management, pools resources, is affiliated and operates out of the same headquarters and/or regional headquarters in Cleveland, Tennessee." (Id.. at ¶ 31). Finally, he recites a conclusory list of the McKenzie factors in support of his assertion that SWS and the other Defendants are "a single enterprise." (Id. at ¶¶ 33, 34). The court in Sears v. Carrier Corp., 2008 WL 11334967 (M.D. Fla. Aug. 5, 2008), rejected similar "allegations that Defendants were'sufficiently interrelated’ and'highly integrated with respect to ownership and operations’" as mere "conclusions," rather than "factual allegations." Id. at *7 (emphasis in original) (citation omitted) (granting motion to dismiss). Sears likewise rejected a mere listing of "(1) interrelation of operations, (2) centralized control of labor relations, (3) common management, and (4) common ownership and financial control." Id. 11 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 12 of 22 (citing McKenzie, 834 F.2d at 933 and Day v. Taylor, 400 F.3d 1272, 1277 (11th Cir. 2005) ("legal conclusions in the complaint" as to relationship between separate entities insufficient to "withstand a motion to dismiss")). Analyzing the McKenzie factors in the case at bar, common management looks to "who had control[] of the day-to-day operations of the business" and "who had the authority to hire and fire employees." Cruz-Lovo, 298 F. Supp.2d at 1253 (citing Huskill v. Auto Care, Inc., 192 F.3d 437, 443 (4th Cir. 1999)). WS Alabama is headquartered in Alabama, not Tennessee, and has its own General Manager, who is not a SWS employee. (Watts Decl., ¶ 6). WS Alabama set Plaintiff’s schedule, had the authority to hire and fire him, set his rate and method of pay, and was responsible for tracking and paying him for all hours worked, including any pre-and post-trip activities and any work during auto-deducted meal periods. (Id.). By contrast, SWS does not auto-deduct meal periods and does not employ any drivers. (Id. at ¶ 5). Plaintiff also fails to allege any specific interrelation of operations. SWS contracted with a third party to administer the payroll for WS Alabama, but paychecks identified WS Alabama as the employer, were paid from WS Alabama’s bank account, and were based on WS Alabama’s tracking and reporting of hours and setting the rate and method of pay. (Watts Decl., ¶ 6). Corporate affiliates do not become one integrated employer merely by sharing some administrative 12 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 13 of 22 services. Cruz-Lovo, 298 F. Supp.2d at 1253 (use of common payroll processing services did not support integrated employer theory) (citing Huskill, 192 F.3d at 443-44). Accord Clark v. St. Joseph’s/Candler Health Syst., 2007 WL 2228929, at *6 (S.D. Ga. Aug. 3, 2006), aff’d, 225 Fed. Appx. 799 (11th Cir. 2007) (rejecting single employer status where defendant provided other company with office space, payroll services and access to healthcare and other benefits). Plaintiff also fails to allege any specific manner of centralized control of labor relations. Again, SWS did not make the day-to-day employment decisions of WS Alabama, including the wage and hour practices upon which Plaintiff bases his claim. (Watts Decl., ¶ 6). In fact, SWS’s wage and hour practices differ from those of SW Alabama that Plaintiff challenges. (Id. at ¶ 5). Further, corporate affiliates do not become one integrated employer merely by sharing some human resources support. Cruz-Lovo, 298 F. Supp.2d at 1254. Finally, common ownership does not suffice to establish an integrated employer relationship. Cruz-Lovo, 298 F. Supp.2d at 1254. d. SWS Is Not Subject to Jurisdiction as a Joint Employer. As an initial matter, "[a] joint employer theory is relevant to establish liability against a defendant under the FLSA; it is not relevant to establish specific jurisdiction." Heidbrink, 2014 WL 3585698 at *4 (granting motion to dismiss). 13 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 14 of 22 In any event, Plaintiff cannot adequately allege that SWS and WS Alabama are joint employers. Curiously, he alleges that "the Santek Defendants have been joint employers" because they have an "interrelation of operations, common business purposes and activities, common management, common control of labor relations, and common ownership and financial control." (Compl., ¶ 34). As noted, this allegation checks off the McKenzie integrated employer factors. Even if Plaintiff correctly listed the joint employer factors, "courts have required more than legal conclusions and case law recitations to establish a legal basis for joint employer liability." Sears, 2008 WL 11334967 at *7 (citing Cannon v. Douglas Elliman, 2007 WL 4358456, at *5 (S.D.N.Y. Dec. 10, 2007) (dismissing claims where complaint "recit[ed] the elements of a joint employer arrangement.")). As the Eleventh Circuit stated in Lyles, 166 F.3d at 1341, the joint employer test typically applies "where two entities contract with each other for the performance of some task." Similarly, Lovett found that "[j]oint employer status is usually an issue in situations involving a labor contractor, commonly in the agricultural industry, or when two entities share an employee who performs work that directly benefits each claimed employer. 2016 WL 4425363 at *12 n. 20. (citing, e.g., Layton v. DHL Exp. (USA), Inc., 686 F.3d 1172, 1172 (11th Cir. 2012)). Lovett therefore found that the joint employer test did not apply where a plaintiff claimed that a corporate affiliate was her employer. Id. at *14. 14 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 15 of 22 Instead, Lovett applied the "economic realities" test outlined in Villarreal v. Woodham, 113 F.3d 202 (11th Cir. 1997). This test "asks'whether the alleged employer (1) has the power to hire and fire the employees, (2) supervised and controlled employee work schedules or conditions of employment, (3) determined the rate and method of payment, and (4) maintained employment records." Id. at 205. Accord Freeman v. Key Largo Volunteer Fire and Rescue Dept., 494 Fed.Appx. 940, 942 (11th Cir. 2012); Lovett, 2016 WL 4425363 at *13. Applying these factors, no one from SWS had the power to hire or fire Plaintiff. (Watts Decl., ¶ 6). No one from SWS supervised or controlled his work schedules or conditions of employment. (Id.). No one from SWS determined his rate or method of pay. (Id.). Finally, SWS did not maintain Plaintiff’s time, pay, or route records, and merely stored a copy of the personnel file that WS Alabama separately maintained for him. (Id.). See Rogers v. KAR Holdings, Inc., 2008 WL 4059767, at *3 (M.D. Fla. Aug. 27, 2008) (granting motion to dismiss). The court in Lovett, 2016 WL 4425363 at *14, further ruled that the plaintiff could not show that the corporate affiliate was her employer, even if the joint employer test applied. Courts "analyze whether a defendant is a joint employer under the FLSA using an eight-factor test. Those factors are: (1) the nature and degree of control of the workers; (2) the degree of supervision, direct or indirect, of the work; (3) the power to determine the pay rates or the methods of payment of the workers; (4) the right, directly or indirectly, to hire, fire, or modify the employment 15 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 16 of 22 conditions of the workers; (5) preparation of payroll and the payment of wages; (6) ownership of facilities where work occurred; (7) performance of a specialty job integral to the business; and (8) investment in equipment and facilities. Freeman, 494 Fed.Appx. at 943 (citing Layton, 686 F.3d at 1176). "No one factor is dispositive and the existence of a joint employer relationship depends on the economic reality of the circumstances." Id. The Eleventh Circuit has applied this test at the motion to dismiss stage. Id. (affirming granting of motion to dismiss) (citing Brouwer v. Metro. Dade. Cnty., 139 F.3d 817, 818-19 (11th Cir. 1998)). As Lovett, 2016 WL 4425363 at *14, observed, the first four Layton factors parallel Villarreal. As for nature and degree of control, "[c]ontrol arises … when the [purported joint employer] goes beyond general instructions … and begins to assign specific tasks, to assign specific workers, or to take an overly active role in the oversight of the work. A purported employer takes an overly active role in the oversight of work'when it decides such things as (1) for whom and how many employees to hire; (2) how to design the employees’ management structure; (3) when work begins each day; (4) when the laborers shall start and stop their work throughout the day; and (5) whether a laborer should be disciplined or retained." Layton, 686 F.3d at 1178 (citations omitted). SWS did not make any of these decisions for WS Alabama. (Watts Decl., ¶ 6). The second factor, degree of supervision, also weighs against finding that SWS employed Plaintiff. As in Layton, "Drivers were basically unsupervised 16 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 17 of 22 while completing their most essential job function." Id. at 1179. SWS did not supervise Plaintiff, directly or indirectly. (Watts Decl., ¶ 6). Third, SWS did not, directly or indirectly, hire, fire, or modify his employment conditions. (Id.). Fourth, it did not set his pay rates or methods. (Id.). In fact, SWS does not auto-deduct meal periods and does not employ drivers with pre-and post-trip activities, the WS Alabama practices that Plaintiff challenges. (Id. at ¶ 5). Fifth, SWS did not prepare WS Alabama’s payroll records or pay Plaintiff’s wages.3 (Id. at ¶ 6). Sixth, SWS does not own the facility out of which Plaintiff worked. (Id. at ¶ 8). Seventh, Plaintiff did not perform a specialty job integral to the business of SWS. Plaintiff did not perform work for SWS as part of an overall "production process" or work alongside SWS employees. (Id. at ¶ 9). See Lovett, 2016 WL 4425363 at *15 (citing Layton, 686 F.3d at 1180 (drivers performed most of their work away from facilities and supervision and did not work alongside other employees of claimed employer)). Eighth, SWS does not own the equipment that Plaintiff used in his work. (Watts Decl., ¶ 10). "Thus, even under the Layton 3 See Lovett, 2016 WL 4425363 at *4 n. 7 (no joint employer status; fact that companies "chose to consolidate … certain management functions, such as human resources, accounting and payroll support, makes financial and practical sense"); Woldu v. Hotel Equities, 2009 WL 10668443, at *12-13 (N.D. Ga. Sept. 18, 2009), adopted 2010 WL 11507854 (N.D. Ga. March 18, 2010) (granting motion to dismiss; no joint employer status despite administering payroll, performing human resources support, and keeping certain files) (citing Clark, 2007 WL 2228929 at *6); Cruz-Lovo, 298 F. Supp.2d at 1258 (no joint employer status despite sharing administrative payroll services). 17 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 18 of 22 factors, if they applied," SWS was not Plaintiff’s employer. Lovett, 2016 WL 4425363 at *16. Accord Cruz-Lovo, 298 F. Supp.2d at 1255-59. B. The Complaint against SWS Should Be Dismissed under Rule 12(b)(6) based on Failure to State a Claim 1. The Standard When considering a Rule 12(b)(6) motion, a court must take "the factual allegations in the complaint as true and construe them in the light most favorable to the plaintiff." McCoy, 2016 WL 1544732, at *2 (quoting Pielage v. McConnell, 516 F.3d 1282, 1284 (11th Cir. 2008)). Importantly, though, "the tenet that a court must accept as true all of the allegations contained in the complaint is inapplicable to legal conclusions." Id. (quoting Ashcroft v. Iqbal, 556 U.S. 662, 663 (2009)). Thus, "a plaintiff’s obligation to provide the'grounds’ of his entitle[ment] to relief’ requires more than labels and conclusions, and a formulaic recitation of the elements of a cause of action will not do.’" Id. (quoting Bell Atl. Corp. v. Twombley, 550 U.S. 544, 555 (2007)). Instead, "‘facial plausibility’ exists'when the plaintiff pleads factual content that allows the court to draw the reasonable inference that the defendant is liable for the misconduct alleged.’" Id. at *3 (quoting Iqbal, 556 U.S. at 663 (citing Twombley, 550 U.S. at 556)). A complaint then must allege "‘enough facts to raise a reasonable expectation that discovery will reveal evidence’ of the claim. While the complaint need not set out'detailed factual allegations,’ it must provide 18 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 19 of 22 sufficient factual amplifications'to raise a right to relief above the speculative level.’" Id. (quoting Twombley, 550 U.S. at 555-56). This standard allows a motion to dismiss to "expose[]" a "basic deficiency" in a complaint "at the point of minimum expenditure of time and money by the parties and the court." Id. (quoting Twombley, 550 U.S. at 558)). Thus, "only a complaint that states a plausible claim for relief survives a motion to dismiss." Id. (quoting Iqbal, 556 U.S. at 679). Accord Woldu, 2009 WL 10668443 at *11 (granting of motion to dismiss). 2. Plaintiff Has Failed Adequately to Allege that SWS Is his Employer under the FLSA As detailed above, Plaintiff fails to include any specific allegations plausibly to allege that SWS is his employer. Even ignoring the Declaration of Tim Watts for purposes of SWS’s Rule 12(b)(6) motion, Plaintiff has failed to include any specific allegations plausibly to allege that SWS is his employer under either an integrated employer or joint employer theory. See Rogers v. KAR Holdings, Inc., 2008 WL 4059767, at *3 (M.D. Fla. Aug. 27, 2008) (granting motion to dismiss) (citing Villarreal). Instead, as detailed above, Plaintiff has only included conclusory allegations that refer to Defendants collectively. See Mewbourne, 2013 19 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 20 of 22 WL 1346569 at *4, 5, 7-9, 11 (rejecting conclusory allegations and allegations that referred to defendants collectively).4 IV. CONCLUSION Based on the foregoing, SWS respectfully requests that the Complaint filed against it be dismissed, with costs assessed against Plaintiff as appropriate. 4 While SWS bases its Rule 12(b)(6) motion solely on the pleadings, to the extent that Plaintiff would request leave to amend his Complaint, SWS notes that it does not employ any waste drivers, and it does not auto-deduct meal periods. 20 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 21 of 22 Respectfully submitted, s/Albert L. Vreeland, II Albert L. Vreeland, II ASB-0066-V78A Of Counsel: Lehr, Middlebrooks Vreeland & Thompson, P.C. P.O. Box 11945 Birmingham, AL 35202-1945 (205) 326-3002 Fax: (205) 326-3008 and s/Bradford G. Harvey Bradford G. Harvey (admitted pro hac vice) Megan B. Welton (admitted pro hac vice) Suite 1200, Volunteer Building 832 Georgia Avenue Chattanooga, TN 37402 Telephone: (423) 756-6600 Facsimile: (423) 785-8293 Attorneys for Santek Waste Services, LLC 21 15807054v1 Case 2:17-cv-01113-SGC Document 20 Filed 08/14/17 Page 22 of 22 CERTIFICATE OF SERVICE I hereby certify that on August 14, 2017, I electronically filed the foregoing with the Clerk of the Court using the CM/ECF system which will send notification of such filing to the following: Patrick D. McMurtray T. Roe Frazer II Dan Beasley 1 Burton Hills Blvd. Nashville, Tennessee 37215 Austin W. Anderson Clif Alexander 819 N. Upper Broadway Corpus Christi, Texas 78401 s/Bradford G. Harvey 22 15807054v1

Exhibit A - Declaration of Tim Watts with Exhibit A

Case 2:17-cv-01113-SGC Document 20-1 Filed 08/14/17 Page 1 of 5 FILED 2017 Aug-14 PM 02:15 U.S. DISTRICT COURT N.D. OF ALABAMA IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ALABAMA SOUTHERN DIVISION ANTONIO SMITH, individually and) on behalf of all others similarly) situated,)) Plaintiffs,)) CIVIL ACTION NUMBER: V.) 2:17-cv-1113-SGC) SANTEK WASTE SERVICES,) LLC; SANTEK) ENVIRONMENTAL, INC •9) SANTEK ENVIRONMENTAL OF) ALABAMA, LLC, and WASTE) SERVICES OF ALABAMA, LLC,) Defendants. DECLARATION OF TIM WATTS The affiant, Tim Watts, being duly sworn under oath, deposes and states as follows; 1. I am over 18 years of age, have personal knowledge of the facts set forth herein, and am competent to make this declaration, which I am submitting in support of Santek Waste Services, LLC’s ("SWS") Motion to Dismiss for Lack of Personal Jurisdiction pursuant to Fed. R. Civ. Proc. 12(b)(2). 2. I am the Chief Operating Officer of SWS, a Tennessee limited liability company with its principal place of business in Cleveland, Tennessee. SWS is the parent company of Waste Services of Alabama, LLC. ("WS EXHIBIT 15809045vl Case 2:17-cv-01113-SGC Document 20-1 Filed 08/14/17 Page 2 of 5 Alabama"), an Alabama limited liability company with its principal place of business in Alabama. 3. WS Alabama was the employer of the Plaintiff, Antonio Smith. 4. SWS (a) does not have any employees in Alabama, (b) is not registered to do business in Alabama, (c) does not own or lease any real property in Alabama, (d) does not maintain an office in Alabama, (e) does not own or lease any equipment or inventory in Alabama, and (f) does not maintain a banlc account in Alabama. 5. SWS had no involvement in the alleged employment practices upon which Mr. Smith bases his Complaint. Mr. Smith specifically claims that he was not paid for all overtime hours worked because (a) he routinely worked through his 30-minute meal periods but had these periods auto-deducted from his hours worked and (b) he performed pre-and post-trip activities off-the-clock before and after servicing his assigned route as a waste disposal driver. SWS does not auto­ deduct meal periods from its non-exempt employees and does not employ any drivers, let alone fail to pay drivers for any pre-and post-trip activities. 6. WS Alabama is headquartered in Alabama, not Tennessee, and employs its own General Manager, Sam Dillender, who is not a SWS employee. SWS did not make day-to-day employment decisions for WS Alabama and did not directly or indirectly supervise Mr. Smith or control his conditions of employment. 2 15809045vl Case 2:17-cv-01113-SGC Document 20-1 Filed 08/14/17 Page 3 of 5 Instead, WS Alabama had the power to hire and fire Mr. Smith and its other drivers. WS Alabama set the work schedules and the methods and rates of pay for Mr. Smith and its other drivers and was responsible for tracking and paying them for all hours worked. SWS had no responsibility for these functions, other than contracting with a third party to process payroll based on WS Alabama’s reports. Mr. Smith’s paychecks identified WS Alabama as his employer and were paid from WS Alabama’s bank account. SWS did not maintain Mr. Smith’s time, pay. or route records, and merely stored a copy of the personnel file that WS Alabama separately maintained for him. 7. SWS advertises through one website. As highlighted in "Exhibit A attached hereto, though, this website identifies WS Alabama as a separate corporate entity. 8. SWS does not own the facility out of which Mr. Smith worked. 9. Mr. Smith did not perform work for SWS as part of an overall production process with SWS or work alongside SWS employees. 10. SWS does not own the equipment that Mr. Smith used in his work. 3 15809045V1 Case 2:17-cv-01113-SGC Document 20-1 Filed 08/14/17 Page 4 of 5 i I 11. I have read the above declaration, and I declare under penalty of perjury that it is true and coiTect to the best of my Icnowledge. E TIM WATTS WQDATE Sr 4 15809045VI I [Case 2:17-cv-01113-SGC Document 20-1 Filed 08/14/17 Page 5 of 5 Santek Waste Services-Cleveland, Tennessee Page 1 of 2 I Home 1 About Santek Pay-Online Senior Management Mergers & Acquisitions Municipal Landfil Partnerships I Landfiii Development & Management Waste Coilection Services Locations Press Contact Pay-Online Pay Online Santek Waste Services Alabama Alabama Keeping • Turkey Creek Landfill • Waste Services of Alabama, LLC 7035 Narrows Road 101 Barber Blvd Pinson, AL 35126-2775 Gardendale, AL 35023 (205) 681-6307 (205)631-1313 M-F; 3 a,m.-5 p.m. it Clean M-F: 7 a.m.-3 p.m. • Mount Olive Landfill • Hoover Residential Waste Collection 101 Barber Blvd wasteservices-hoover.com Gardendale, AL 35071 Santek Waste Seivices of Alabina (205) 631-8258 M-F: 3 a.m.-5 p.m. Sat: 7 a.m.-Noon 15.1-..*...1.1 • Johns Transfer Station 5125 Bessemer John’s Road i^:i 'i^kaiU.'.r. Bessemer, AL 35023 fcrj htpSthilft^ritrr’ (205) 426-5444 Reliable. Professional. DiscreeL M-F: 7 a.m.-4 p.m. Sat: 7 a.m.-Noon iSL. X' N •A 1^ Sponsor of the 1216 Regions Tradition, May 18-22 at the Greystone Goif & Country Club, Hoover, AL N Santek Wiiste Services \-ono/Locations Viroinia 1-\: F Ksotucky • If HofThCaro iOTS.y T««a«, FArtansi/-----^ I i'l.' ^ AltdMma Tnu ii EXHIBIT http://www.santekenviro.com/alabama.html 8/14/2017

MOTION to Dismiss for Lack of Jurisdiction by Santek Environmental Inc.

Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 1 of 21 FILED 2017 Aug-14 PM 02:22 U.S. DISTRICT COURT N.D. OF ALABAMA IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ALABAMA SOUTHERN DIVISION ANTONIO SMITH, individually and) on behalf of all others similarly) situated,)) Plaintiffs,)) CIVIL ACTION NUMBER: v.) 2:17-cv-1113-SGC) SANTEK WASTE SERVICES,) LLC; SANTEK) ENVIRONMENTAL, INC.,) SANTEK ENVIRONMENTAL OF) ALABAMA, LLC, and WASTE) SERVICES OF ALABAMA, LLC,) Defendants. DEFENDANT SANTEK ENVIRONMENTAL, LLC’S MOTION TO DISMISS PURSUANT TO RULES 12(b)(2) AND 12(b)(6) Defendant Santek Environmental, LLC (incorrectly referred to in the Complaint as "Santek Environmental, Inc.") ("SE"), by and through its undersigned counsel, submits this Motion to Dismiss for lack of personal jurisdiction pursuant to Fed. R. Civ. Proc. 12(b)(2), or alternatively, for failure to state a claim pursuant to Fed. R. Civ. Proc. 12(b)(6). I. INTRODUCTION Plaintiff worked as a non-exempt waste disposal driver in Gardendale, Alabama from approximately September 2015 until July 2016. (Compl. ¶ 1). He 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 2 of 21 does not identify which Defendant employed him, but rather throughout the Complaint refers collectively to the "Santek Defendants," which he defines to include SE, Santek Waste Services, LLC ("SWS"), Santek Environmental of Alabama, LLC ("SE Alabama"), and Waste Services of Alabama, LLC ("WS Alabama"). (Id. at ¶¶ 1, 2, 4-9, 14, 17, 19-21, 23-25, 35-44, 49-52, 54-62, 64, 67, 69, 74-75, 78). For example, he alleges in conclusory terms that "[t]his Court has personal jurisdiction over the Santek Defendants." (Id. at ¶ 14). Plaintiff alleges that the Santek Defendants failed to pay him for all overtime worked by (1) automatically deducting 30-minute meal periods, despite knowing that he routinely worked throughout his designated 30-minute meal period each day, and by (2) permitting and encouraging him to perform pre-trip and post-trip work "off-the-clock." (Id. at ¶¶ 4-6, 39-51). He seeks to represent a class of "thousands" of allegedly similarly situated waste disposal drivers "employed by the Santek Defendants throughout the United States." (Id. at ¶¶ 1-2, 9, 36, 68, 74). The Complaint includes only one allegation particular to SE, identifying it as a Tennessee corporation with a registered agent in Tennessee. (Id. at ¶ 11). SWS is the parent company of SE, SE Alabama, and WS Alabama, all of which are separate legal entities. (Id. at ¶¶ 10, 12-13, 26; Dillard Decl., ¶2).1 1 The Declaration of Matthew Dillard is attached hereto as "Exhibit A". 2 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 3 of 21 SW Alabama was Plaintiff’s employer. (Dillard Decl., ¶ 3). SE does not have any ownership interest in SW Alabama. (Id.). In fact, SE (1) does not have any employees in Alabama, (2) is not registered to do business in Alabama, (3) does not own or lease any real property in Alabama, (4) does not maintain an office in Alabama, (5) does not own or lease any equipment or inventory in Alabama, and (6) does not maintain a bank account in Alabama. (Id. at ¶ 4). SE had no involvement in the alleged employment practices upon which Plaintiff bases his Complaint. SE does not employ any waste disposal drivers, but instead only employs three landfill drivers, who do not have routes. (Id. at ¶ 5). Moreover, SE does not auto-deduct meal periods from hours worked for its landfill drivers. (Id.). SE has its own General Manager, who does not work for WS Alabama, SE Alabama, or SWS. (Id. at ¶ 6). SE sets the work schedules and the methods and rates of pay for its landfill drivers and is responsible for tracking and paying them for all hours worked. (Id.). SE has no responsibility for these functions with respect to any WS Alabama employees. (Id.). No SE employees perform any work for WS Alabama. (Id.). II. SUMMARY OF ARGUMENT Because Plaintiff has failed to meet his burden of alleging a basis for personal jurisdiction, the Complaint against SE should be dismissed pursuant to Rule 12(b)(2). SE has maintained no contacts with Alabama and taken no action 3 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 4 of 21 giving rise to Plaintiff’s claims. In the alternative, Plaintiff’s Complaint is subject to dismissal under Rule 12(b)(6) for failure to state a claim. Plaintiff fails to allege facts supporting a claim that SE was his employer for purposes of the FLSA. III. ARGUMENT A. The Complaint against SE Should Be Dismissed Under Rule 12(b)(2) because Plaintiff Has Failed to Allege a Basis For Personal Jurisdiction 1. The Standard SE seeks dismissal under Rule 12(b)(2) based on Plaintiff’s failure to allege a basis for personal jurisdiction over it. See Bidner v. Community Health Systems, 2017 WL 283260, at *2 (N.D. Ala. Jan. 23, 2017). "A plaintiff seeking the exercise of personal jurisdiction over a nonresident defendant bears the initial burden of alleging in the complaint sufficient facts to make out a prima facie of jurisdiction." Mewbourne v. Cheytac, USA, 2013 WL 1346569, at *3 (N.D. Ala. March 29, 2013) (quoting United Techs. Corp. v. Mazer, 556 F.3d 1260, 1274 (11th Cir. 2009)). To do so, a plaintiff must "present[] enough evidence to withstand a motion for directed verdict." Id. (quoting Meier ex. Rel. Meier v. Sun Int’l Hotels, Ltd., 288 F.3d at 1264-69 (11th Cir. 2002)). Where a defendant has submitted an affidavit or declaration in support of a motion to dismiss, "the burden traditionally shifts back to the plaintiff to produce evidence supporting jurisdiction unless those affidavits contain only conclusory assertions that the defendant is not subject to jurisdiction." Id. (quoting Meier, 288 4 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 5 of 21 F.3d at 1269). The court draws reasonable inferences in favor of the plaintiff, but "[o]therwise …'is free to weigh the evidence and satisfy itself as to the existence of its power to hear the case.’" Bidner, 2017 WL 283260 at *3 (quoting Lawrence v. Dunbar, 919 F.2d 1525, 1529 (11th Cir. 1990)). Courts apply a two-prong test to determine if they can "exercise personal jurisdiction over a nonresident defendant: first, the long-arm statute of the state where the case was filed must allow for jurisdiction; second,'sufficient minimum contacts [must] exist to satisfy the Due Process Clause of the Fourteenth Amendment so that'maintenance of the suit does not offend traditional notions of fair play and substantial justice.’" Bidner, 2017 WL 283260 at *3 (quoting Madara v. Hall, 916 F.2d 1510, 1514 (11th Cir. 1990) and Int’l Shoe Co. v. Washington, 326 U.S. 310, 316 (1945)). Because Alabama’s long-arm statute is coextensive with the Due Process clause, the Court need only consider the Constitutional analysis. Id. In this regard, Sufficient minimum contacts are present where a defendant has engaged in "some act by which the defendant purposefully avails itself of the privilege of conducting activities within the forum State, thus invoking the benefits of the protections of its laws." Depending on the kind of purposeful availment present, a court may possess specific or general personal jurisdiction. Id. (quoting, e.g., Burger King Corp. v. Rudzewicz, 471 U.S. 462, 475 (1985)). A court "may exercise general personal jurisdiction over any claim against a defendant whose'affiliations with the State are so'continuous and systematic’ as 5 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 6 of 21 to render them essentially at home in the forum State.’" Bidner, 2017 WL 283260 at *2 (quoting, e.g., Daimler AG v. Bauman, 134 S.Ct. 746, 754 (2014)). "The due process requirements for general personal jurisdiction are more stringent than for specific personal jurisdiction." Mewbourne, 2013 WL 1346569 at *4 (quoting Meier, 288 F.3d at 1274). A court "exercises specific personal jurisdiction'[w]hen a controversy is related to or'arises out of’ a defendant’s contacts with the forum,’ creating a'‘relationship among the defendant, forum, and the litigation.’" Bidner, 2017 WL 283260 at *3 (quoting Helicopteros Nacionales de Columbia, S.A. v. Hall, 466 U.S. 408, 414 & n. 8 (1984)). The contacts "must be related to the plaintiff’s cause of action or have given rise to it; they must involve some act by which the defendant purposefully avails itself of the privilege of conducting activities within the forum; and they must be such that the defendant should reasonably anticipate being haled into court there." Mewbourne, 2013 WL 1346569 at *9 (quoting Sloss. Indus. Corp. v. Eurisol, 488 F.2d 922, 925 (11th Cir. 2007)). 2. Plaintiff Cannot Establish General Jurisdiction over SE. Plaintiff cannot allege general jurisdiction. SE (1) does not have any employees in Alabama, (2) is not registered to do business in Alabama, (3) does not own or lease any real property in Alabama, (4) does not maintain an office in Alabama, (5) does not own or lease any equipment or inventory in Alabama, and 6 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 7 of 21 (6) does not maintain a bank account in Alabama. (Dillard Decl., ¶ 4). Therefore, there is no basis for general jurisdiction over it. See Heidbrink v. ThinkDirect Marketing Group, 2014 WL 3585698, at *2 (M.D. Fla. July 21, 2014). 3. Plaintiff Cannot Establish Specific Jurisdiction over SE. a. SE Is Not Subject to Jurisdiction based on Plaintiff’s Collective or Conclusory Allegations Plaintiff also cannot adequately allege specific jurisdiction. The Complaint only focuses on SE in one paragraph, identifying it as a Tennessee company and alleging in conclusory terms that it is licensed to and doing business in Alabama. (Compl. ¶ 11). The Complaint then refers to the "Santek Defendants" collectively, including a conclusory allegation that this Court has "personal jurisdiction over the Santek Defendants." (Id. at ¶¶ 1, 2, 4-9, 14, 17, 19-21, 23-25, 35-44, 49-52, 54-62, 64, 67, 69, 74-75, 78). As Mewbourne observed, "conclusory'allegations’ are not facts." 2013 WL 1346569 at *4. Accord Melech v. Life Insur. Co. of NA, 2011 WL 1047716, at *3 (S.D. Ala. March 1, 2011), adopted 2011 WL 995821 (S.D. Ala. Mar. 18, 2011). Mewbourne also rejected "allegations in the Complaint [that] merely refer to the defendants collectively." Id. Thus, the plaintiff could not establish jurisdiction over Jamison International by referring "only to'Defendants’ collectively but … not specifically to Jamison International" or by "alleg[ing] that'defendants’ employed him" but had failed to pay him properly under the FLSA. Id. at *9. See 7 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 8 of 21 also id. at **5, 7, 8, 11 (rejecting "conclusory" allegations and allegations that referred to the defendants "collectively") (citing Meier, 288 F.3d at 1269). The Complaint includes no specific allegations particular to SE to support personal jurisdiction. Accordingly, SE requests that the Complaint be dismissed pursuant to Rule 12(b)(2). See Martinec v. Party Line Cruise Co., 2007 WL 3197610, at *2 (S.D. Fla. Oct. 29, 2007) (granting motion to dismiss where a proposed amended complaint "makes no jurisdictional allegations as to [a defendant] whatsoever. As noted, a plaintiff alleging personal jurisdiction must plead facts in the complaint that support the existence of personal jurisdiction over the defendant.") (citing, e.g., Future Tech. Today, Inc. v. OSF Healthcare Sys., 218 F.3d 1247, 1249 (11th Cir. 2000)). b. SE Is Not Subject to Jurisdiction based on its Corporate Parent Although SWS is the parent of both SE and WS Alabama, (Compl., ¶¶ 25-26; Dillard Decl., ¶ 2), "the relationship of parent and subsidiary alone does not confer personal jurisdiction." Bidner, 2017 WL 283260 at *3 (emphasis in original) (citing, e.g., Consolidated Dev. Corp. v. Sherritt, 216 F.3d 1286, 1293 (11th Cir. 2000)). Accord McCoy v. Mallinckrodt Pharm., 2016 WL 1544732, at *7 (M.D. Ala. March 23, 2016), adopted 2016 WL 1465967 (M.D. Ala. Apr. 14, 2016) (quoting Ex parte Unitrin, 920 So.2d 557, 561 (Ala. 2005)); Heidbrink, 2014 WL 3585698 at *3. Rather, Plaintiff must show an "unusually high degree of 8 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 9 of 21 control" by the parent. Melech, 2011 WL 1047716 at * 5 (quotation omitted). "Jurisdiction is exercised over the parent where'a parent corporation exerts such extensive operational control over a subsidiary that the subsidiary is no more than an agent existing to serve only the parent’s needs.’ Operational control has also been referenced as the day-to-day control of the internal affairs or basic operations of the subsidiary." Heidbrink, 2014 WL 3585698 at 3 (citations omitted). Of course, SE does not have any ownership interest in WS Alabama. "[T]he issue becomes more difficult when considering whether two separate corporations owned by a single entity should be considered a single employer," and "[p]laintiffs alleging horizontal rather than vertical integration carry a higher burden." Cardinale v. Southern Homes of Polk County, 2008 WL 788460, at *7 (M.D. Fla. March 19, 2008), affirmed 310 Fed.Appx. 311 (11th Cir. 2009) (citing, e.g., Keenan v. Matchmaker Intern., Inc. of Mobile, 1999 WL 33590522, at *6 (S.D. Ala. Jan. 20, 1999)). Plaintiff would have to show that "the corporate entities are interrelated to an unusual degree." Id. The Complaint includes no allegations that could support such a finding. In fact, SE had no involvement in the alleged employment practices upon which Plaintiff bases his Complaint. SE does not auto-deduct meal periods from its landfill drivers, who do not have routes. (Dillard Decl., ¶ 5). WS Alabama set the work schedules and the methods and rates of pay for Plaintiff and was responsible 9 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 10 of 21 for tracking and paying him for all hours worked. (Id. at ¶ 7). SE had no involvement in these functions. (Id.). c. SE Is Not Subject to Jurisdiction under an Integrated Employer Theory. While the Complaint cites the "joint employer" theory, its allegations more closely track a "single employer" or "integrated enterprise" theory. The U.S. Court of Appeals for the Eleventh Circuit discussed these theories in Lyes v. City of Riviera Beach, 166 F.3d 1332 (11th Cir. 1999). First, where two ostensibly separate entities "are'highly integrated with respect to ownership and operations,’" we may count them together under Title VII. This is the "single employer" or "integrated enterprise" test. Second, where two entities contract with each other for the performance of some task, and one company retains sufficient control over the terms and conditions of employment of the other company’s employees, we may treat the entities as "joint employers" and aggregate them. Id. at 1341 (quotations omitted). Accord Griffith v. Exel, Inc., 2016 WL 8938585 at *34 (N.D. Ga. Feb. 5, 2016) (citing Lyes). With respect to the single employer analysis, the Eleventh Circuit in McKenzie v. Davenport-Harris Funeral Home, 834 F.2d 930 (11th Cir. 1987), adopted a test that the National Labor Relations Board originally promulgated. The NLRB factors include: (1) interrelation of operations, (2) centralized control of labor relations, (3) common management, and (4) common ownership or financial control. The showing required to warrant a finding of single employer status has been described as "highly integrated with respect to ownership and operations." 10 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 11 of 21 Id. at 933 (quotation omitted). Accord Lovett v. SJAC Fulton IND I, LLC, 2016 WL 4425363, at *11 n. 18 (N.D. Ga. Aug. 22, 2016) (citing McKenzie); Cruz-Lovo v. Ryder Systems, 298 F. Supp.2d 1248, 1253 (S.D. Fla. 2003). As the court in Lovett cautioned, the integrated enterprise analysis may support coverage under the FLSA, but should not be "conflated … with the analysis required for the'employer’ element" that can support liability. Id. at *11, n. 18 (citing Patel v. Wargo, 803 F.2d 632, 637 (11th Cir. 1986))). In any event, Plaintiff cannot adequately allege that SE and WS Alabama form one integrated employer. In this regard, he first alleges in conclusory terms that SWS’s "structure allows it to fully integrated operations within each region and area … by collapsing and consolidating job duties into fewer managerial and administrative positions," but he fails to offer any specific allegations. (Compl., ¶ 30). Next, he alleges, merely "[u]pon information and belief" and again with no specifics, that SWS "shares employees, has common management, pools resources, is affiliated and operates out of the same headquarters and/or regional headquarters in Cleveland, Tennessee." (Id. at ¶ 31). Finally, he recites a conclusory list of the McKenzie factors in support of his assertion that SE and the other Defendants are "a single enterprise." (Id. at ¶¶ 33, 34). The court in Sears v. Carrier Corp., 2008 WL 11334967 (M.D. Fla. Aug. 5, 2008), rejected similar "allegations that Defendants were'sufficiently interrelated’ 11 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 12 of 21 and'highly integrated with respect to ownership and operations’" as mere "conclusions," rather than "factual allegations." Id. at *7 (emphasis in original) (citation omitted) (granting motion to dismiss). Sears likewise rejected a mere listing of "(1) interrelation of operations, (2) centralized control of labor relations, (3) common management, and (4) common ownership and financial control." Id. (citing McKenzie, 834 F.2d at 933 and Day v. Taylor, 400 F.3d 1272, 1277 (11th Cir. 2005) ("legal conclusions in the complaint" as to relationship between separate entities insufficient to "withstand a motion to dismiss")). Analyzing the McKenzie factors in the case at bar, common management looks to "who had control[] of the day-to-day operations of the business" and "who had the authority to hire and fire employees." Cruz-Lovo, 298 F. Supp.2d at 1253 (citing Huskill v. Auto Care, Inc., 192 F.3d 437, 443 (4th Cir. 1999)). WS Alabama has its own managers, who set Plaintiff’s schedule, had the authority to hire and fire him, set his rate and method of pay, and were responsible for tracking and paying him for all hours worked, including any pre-and post-trip activities and any work during auto-deducted meal periods. (Dillard Decl., ¶ 7). SE played no role in these functions. (Id.). In fact, SE does not auto-deduct meal periods and its landfill drivers do not go on routes. (Id. at ¶ 5). Plaintiff also fails to allege any specific interrelation of operations. No SE employees perform any work for WS Alabama, and SE does not provide any 12 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 13 of 21 administrative services for SW Alabama. (Dillard Decl., ¶¶ 6-7). In any event, corporate affiliates do not become one integrated employer even if they do share some administrative services. Cruz-Lovo, 298 F. Supp.2d at 1253 (use of common payroll processing services did not support integrated employer theory) (citing Huskill, 192 F.3d at 443-44). Accord Clark v. St. Joseph’s/Candler Health Syst., 2007 WL 2228929, at *6 (S.D. Ga. Aug. 3, 2006), aff’d, 225 Fed. Appx. 799 (11th Cir. 2007) (rejecting single employer status where defendant provided other company with office space, payroll services and access to benefits). Plaintiff also fails to allege any specific manner of centralized control of labor relations. Again, SE played no role in the day-to-day employment decisions of WS Alabama, including the wage and hour practices upon which Plaintiff bases his claim. (Dillard Decl., ¶7). In fact, SE’s wage and hour practices differ from those of SW Alabama that Plaintiff challenges. (Id. at ¶ 5). Finally, common ownership does not suffice to establish an integrated employer relationship. Cruz-Lovo, 298 F. Supp.2d at 1254. In any event, SE does not have any ownership in WS Alabama. d. SE Is Not Subject to Jurisdiction as a Joint Employer. As an initial matter, "[a] joint employer theory is relevant to establish liability against a defendant under the FLSA; it is not relevant to establish specific jurisdiction." Heidbrink, 2014 WL 3585698 at *4 (granting motion to dismiss). 13 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 14 of 21 In any event, Plaintiff cannot adequately allege that SE and WS Alabama are joint employers. Curiously, he alleges that "the Santek Defendants have been joint employers" because they have an "interrelation of operations, common business purposes and activities, common management, common control of labor relations, and common ownership and financial control." (Compl., ¶ 34). As noted, this allegation checks off the McKenzie integrated employer factors. Even if Plaintiff correctly listed the joint employer factors, "courts have required more than legal conclusions and case law recitations to establish a legal basis for joint employer liability." Sears, 2008 WL 11334967 at *7 (citing Cannon v. Douglas Elliman, 2007 WL 4358456, at *5 (S.D.N.Y. Dec. 10, 2007) (dismissing claims where complaint "recit[ed] the elements of a joint employer arrangement.")). As the Eleventh Circuit stated in Lyles, 166 F.3d at 1341, the joint employer test typically applies "where two entities contract with each other for the performance of some task." Similarly, Lovett found that "[j]oint employer status is usually an issue in situations involving a labor contractor, commonly in the agricultural industry, or when two entities share an employee who performs work that directly benefits each claimed employer. 2016 WL 4425363 at *12 n. 20. (citing, e.g., Layton v. DHL Exp. (USA), Inc., 686 F.3d 1172, 1172 (11th Cir. 2012)). Lovett therefore found that the joint employer test did not apply where a plaintiff claimed a corporate affiliate was her employer. Id. at *14. 14 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 15 of 21 Instead, Lovett applied the "economic realities" test outlined in Villarreal v. Woodham, 113 F.3d 202 (11th Cir. 1997). This test "asks'whether the alleged employer (1) has the power to hire and fire the employees, (2) supervised and controlled employee work schedules or conditions of employment, (3) determined the rate and method of payment, and (4) maintained employment records." Id. at 205. Accord Freeman v. Key Largo Volunteer Fire and Rescue Dept., 494 Fed.Appx. 940, 942 (11th Cir. 2012); Lovett, 2016 WL 4425363 at *13. Applying these factors, no one from SE had the power to hire or fire Plaintiff. (Dillard Decl., ¶ 7). No one from SE supervised or controlled his work schedules or conditions of employment. (Id.). No one from SE determined his rate or method of pay. (Id.). Finally, SE did not maintain employment records for Plaintiff. (Id.). See Rogers v. KAR Holdings, Inc., 2008 WL 4059767, at *3 (M.D. Fla. Aug. 27, 2008) (granting motion to dismiss). The court in Lovett, 2016 WL 4425363 at *14, further ruled that the plaintiff could not show that the corporate affiliate was her employer, even if the joint employer test applied. Courts "analyze whether a defendant is a joint employer under the FLSA using an eight-factor test. Those factors are: (1) the nature and degree of control of the workers; (2) the degree of supervision, direct or indirect, of the work; (3) the power to determine the pay rates or the methods of payment of the workers; (4) the right, directly or indirectly, to hire, fire, or modify the employment conditions of the workers; (5) preparation of payroll and the payment of wages; (6) ownership of facilities where work occurred; (7) 15 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 16 of 21 performance of a specialty job integral to the business; and (8) investment in equipment and facilities. Freeman, 494 Fed.Appx. at 943 (citing Layton, 686 F.3d at 1176). "No one factor is dispositive and the existence of a joint employer relationship depends on the economic reality of the circumstances." Id. The Eleventh Circuit has applied this test at the motion to dismiss stage. Id. (affirming granting of motion to dismiss) (citing Brouwer v. Metro. Dade. Cnty., 139 F.3d 817, 818-19 (11th Cir. 1998)). As Lovett, 2016 WL 4425363 at *14, the first four Layton factors parallel Villarreal. As for nature and degree of control, "[c]ontrol arises … when the [purported joint employer] goes beyond general instructions … and begins to assign specific tasks, to assign specific workers, or to take an overly active role in the oversight of the work. A purported employer takes an overly active role in the oversight of work'when it decides such things as (1) for whom and how many employees to hire; (2) how to design the employees’ management structure; (3) when work begins each day; (4) when the laborers shall start and stop their work throughout the day; and (5) whether a laborer should be disciplined or retained." Layton, 686 F.3d at 1178 (citations omitted). SE does not involve itself in any of these decisions for WS Alabama. (Dillard Decl., ¶ 7). The second factor, degree of supervision, also weighs against finding that SE employed Plaintiff. As in Layton, "Drivers were basically unsupervised while completing their most essential job function. Id. at 1179. SE did not supervise 16 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 17 of 21 Plaintiff, directly or indirectly. (Dillard Decl., ¶ 7). Third, SE did not, directly or indirectly, hire, fire, or modify his employment conditions. (Id.). Fourth, it did not set his pay rates or methods. (Id.). In fact, SE does not auto-deduct meal periods and its landfill drivers do not drive on routes, the WS Alabama practices that Plaintiff challenges. (Id. at ¶ 5). Fifth, SE did not prepare WS Alabama’s payroll or pay Plaintiff’s wages. (Id. at ¶ 7). Sixth, SE does not own the facility out of which Plaintiff worked. (Id. at ¶ 8). Seventh, Plaintiff did not perform a specialty job integral to the business of SE. Plaintiff did not perform work for WS Alabama as part of an overall "production process" or work alongside SE employees. (Id. at ¶ 9). See Lovett, 2016 WL 4425363 at *15 (citing Layton, 686 F.3d at 1180 (drivers performed most of their work away from facilities and supervision and did not work alongside other employees of claimed employer)). Eighth, SE does not own the equipment that Plaintiff used in his work. (Dillard Decl., ¶ 10). "Thus, even under the Layton factors, if they applied," SE was not Plaintiff’s employer. Lovett, 2016 WL 4425363 at *16. Accord Cruz-Lovo, 298 F. Supp.2d at 1255-59. B. The Complaint against SE Should Be Dismissed under Rule 12(b)(6) based on Failure to State a Claim 1. The Standard When considering a Rule 12(b)(6) motion, a court must take "the factual allegations in the complaint as true and construe them in the light most favorable to 17 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 18 of 21 the plaintiff." McCoy, 2016 WL 1544732, at *2 (quoting Pielage v. McConnell, 516 F.3d 1282, 1284 (11th Cir. 2008)). Importantly, though, "the tenet that a court must accept as true all of the allegations contained in the complaint is inapplicable to legal conclusions." Id. (quoting Ashcroft v. Iqbal, 556 U.S. 662, 663 (2009)). Thus, "a plaintiff’s obligation to provide the'grounds’ of his entitle[ment] to relief’ requires more than labels and conclusions, and a formulaic recitation of the elements of a cause of action will not do.’" Id. (quoting Bell Atl. Corp. v. Twombley, 550 U.S. 544, 555 (2007)). Instead, "‘facial plausibility’ exists'when the plaintiff pleads factual content that allows the court to draw the reasonable inference that the defendant is liable for the misconduct alleged.’" Id. at *3 (quoting Iqbal, 556 U.S. at 663 (citing Twombley, 550 U.S. at 556)). A complaint then must allege "‘enough facts to raise a reasonable expectation that discovery will reveal evidence’ of the claim. While the complaint need not set out'detailed factual allegations,’ it must provide sufficient factual amplifications'to raise a right to relief above the speculative level.’" Id. (quoting Twombley, 550 U.S. at 555-56). This standard allows a motion to dismiss to "expose[]" a "basic deficiency" in a complaint "at the point of minimum expenditure of time and money by the parties and the court." Id. (quoting Twombley, 550 U.S. at 558)). Thus, "only a complaint that states a plausible claim for relief survives a motion to dismiss." Id. 18 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 19 of 21 (quoting Iqbal, 556 U.S. at 679). Accord Woldu v. Hotel Equities, Inc., 2009 WL 10668443, at *11 (N.D. Ga. Sept. 18, 2009), adopted 2010 WL 11507854 (N.D. Ga. March 18, 2010) (granting of motion to dismiss). 2. Plaintiff Has Failed Adequately to Allege that SE Is his Employer under the FLSA As detailed above, Plaintiff fails to include any specific allegations plausibly to allege that SE is his employer. Even ignoring the Declaration of Matthew Dillard for purposes of SE’s Rule 12(b)(6) motion, Plaintiff has failed to include any specific allegations plausibly to allege that SE is his employer under either an integrated employer or joint employer theory. Indeed, Plaintiff’s Complaint lacks any specific allegations particular to SE. See Rogers v. KAR Holdings, Inc., 2008 WL 4059767, at *3 (M.D. Fla. Aug. 27, 2008) (granting motion to dismiss) (citing Villarreal). Instead, as detailed above, Plaintiff has only included conclusory allegations that refer to Defendants collectively. See Mewbourne, 2013 WL 1346569 at *4, 5, 7-9, 11 (rejecting conclusory allegations and allegations that referred to defendants collectively).2 2 While SE bases its Rule 12(b)(6) motion solely on the pleadings, to the extent that Plaintiff would request leave to amend his Complaint, SE notes that it does not employ any waste disposal drivers, its landfill drivers do not have routes, and it does not auto-deduct meal periods. 19 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 20 of 21 IV. CONCLUSION Based on the foregoing, SE respectfully requests that the Complaint filed against it be dismissed, with costs assessed against Plaintiff as appropriate. Respectfully submitted, s/Albert L. Vreeland, II Albert L. Vreeland, II ASB-0066-V78A Of Counsel: Lehr, Middlebrooks Vreeland & Thompson, P.C. P.O. Box 11945 Birmingham, AL 35202-1945 (205) 326-3002 Fax: (205) 326-3008 and s/Bradford G. Harvey Bradford G. Harvey (admitted pro hac vice) Megan B. Welton (admitted pro hac vice) Suite 1200, Volunteer Building 832 Georgia Avenue Chattanooga, TN 37402 Telephone: (423) 756-6600 Facsimile: (423) 785-8293 Attorneys for Santek Environmental, LLC 20 15788552v1 Case 2:17-cv-01113-SGC Document 21 Filed 08/14/17 Page 21 of 21 CERTIFICATE OF SERVICE I hereby certify that on August 14, 2017, I electronically filed the foregoing with the Clerk of the Court using the CM/ECF system, which will send notification of such filing to the following: Patrick D. McMurtray T. Roe Frazer II Dan Beasley 1 Burton Hills Blvd. Nashville, Tennessee 37215 Austin W. Anderson Clif Alexander 819 N. Upper Broadway Corpus Christi, Texas 78401 s/Bradford G. Harvey 21 15788552v1

Exhibit A - Declaration of Matthew Dillard with Exhibit A

Case 2:17-cv-01113-SGC Document 21-1 Filed 08/14/17 Page 1 of 4 FILED 2017 Aug-14 PM 02:22 U.S. DISTRICT COURT N.D. OF ALABAMA IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ALABAMA SOUTHERN DIVISION ANTONIO SMITH, individually and) on behalf of all others similarly) situated,)) Plaintiffs,)) CIVIL ACTION NUMBER: V.) 2:17-cv-1113-SGC) SANTEK WASTE SERVICES,) LLC; SANTEK) ENVIRONMENTAL, INC,,) SANTEK ENVIRONMENTAL OF) ALABAMA, LLC, and WASTE) SERVICES OF ALABAMA, LLC,) Defendants. DECLARATION OF MATTHEW DILLARD The affiant, Matthew Dillard, being duly sworn under oath, deposes and states as follows: 1. I am over 18 years of age, have personal knowledge of the facts set forth herein, and am competent to make this declaration, which I am submitting in support of Santek Environmental, LLC’s (incorrectly referred to in the Complaint as "Santek Environmental, Inc,") ("SE") Motion to Dismiss for Lack of Personal Jurisdiction pursuant to Fed. R. Civ. Proc, 12(b)(2). 2. I am the Executive Vice President, Operations for SE, a Tennessee limited liability company with its principal place of business in Cleveland, EXHIBIT 15809S42vl Case 2:17-cv-01113-SGC Document 21-1 Filed 08/14/17 Page 2 of 4 Tennessee. Santek Waste Semces, LLC ("SWS") is the parent company of SE, Waste SeiWces of Alabama, LLC. ("WS Alabama"), an Alabama limited liability company with its principal place of business in Alabama, and Santek Environmental of Alabama, LLC ("SE Alabama"), an Alabama limited liability company with its principal place of business in Alabama. 3. WS Alabama was the employer of the Plaintiff, Antonio Smith. SE does not have any ownership interest in WS Alabama. 4. SE (a) does not have any employees in Alabama, (b) is not registered to do business in Alabama, (c) does not own or lease any real property in Alabama, (d) does not maintain an office in Alabama, (e) does not own or lease any equipment or inventory in Alabama, and (f) does not maintain a bank account in Alabama. 5. SE had no involvement in the alleged employment practices upon which Mr. Smith bases his Complaint. Mr. Smith specifically claims that he was not paid for all overtime hours worked because (a) he routinely worked through his 30-minute meal periods but had these periods auto-deducted from his hours worked and (b) he perfomied pre-and post-trip activities off-the-clock before and after servicing his assigned route as a waste disposal driver. SE does not employ any waste disposal drivers, but instead only employs three landfill drivers, who do 2 15809542V1 Case 2:17-cv-01113-SGC Document 21-1 Filed 08/14/17 Page 3 of 4 not have routes. Moreover, SE does not auto-deduct meal periods from hours worked for its landfill drivers. 6. SE has its own General Manager, who does not work for WS Alabama, SE Alabama, or SWS. SE sets the work schedules and the methods and rates of pay for its landfill drivers and is responsible for tracking and paying them for all hours worked. No SE employees perfoim any work for WS Alabama. 7. SE did not make day-to-day employment decisions for WS Alabama and did not directly or indirectly supervise Mr. Smith or control his conditions of employment. Instead, WS Alabama had the power to hire and fire Mr. Smith and its other drivers. WS Alabama set the work schedules and the methods and rates of pay for Mr. Smith and its other drivers and was responsible for tracking and paying them for all hours worked. SE had no responsibility for these functions. SE did not maintain Mr. Smith’s time, pay, route records, or personnel file. SE also provides no administrative services for WS Alabama. 8. SE does not own the facility out of which Mi*. Smith worked. 9. Mr. Smith did not perform work for SE as part of an overall production process with SE or work alongside SE employees. 10. SE does not own the equipment that Mr. Smith used in his work. 3 15809542v! Case 2:17-cv-01113-SGC Document 21-1 Filed 08/14/17 Page 4 of 4 I I 11. I have read the above declaration, and I declare under penalty of perjury that it is trae and coiTect to the best of my knowledge./y i/' (■ t MATTHEW DILLARD I I DATE c t; r!' 1 I I 4 15809542vl

Corporate Disclosure Statement by Waste Services of Alabama LLC. filed by Waste Services of Alabama LLC

Case 2:17-cv-01113-SGC Document 22 Filed 08/14/17 Page 1 of 3 FILED 2017 Aug-14 PM 02:29 U.S. DISTRICT COURT N.D. OF ALABAMA IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ALABAMA SOUTHERN DIVISION ANTONIO SMITH, individually and) on behalf of all others similarly) situated,)) Plaintiffs,)) CIVIL ACTION NUMBER: v.) 2:17-cv-001113-SGC) SANTEK WASTE SERVICES,) LLC, SANTEK) ENVIRONMENTAL, INC.,) SANTEK ENVIRONMENTAL OF) ALABAMA, LLC and WASTE) SERVICES OF ALABAMA, LLC,)) Defendants.) CORPORATE DISCLOSURE STATEMENT I, the undersigned, counsel of record for Waste Services of Alabama, LLC, certify to the best of my knowledge and belief: My client has no corporate interests to be certified under Federal Rule of Civil Procedure 7.1. X My client has the following parent corporations. Santek Waste Services, LLC The following publicly held corporation(s) own 10% or more of my client’s stock. s/Bradford G. Harvey August 14, 2017 15816024v1 Case 2:17-cv-01113-SGC Document 22 Filed 08/14/17 Page 2 of 3 Respectfully submitted, s/Albert L. Vreeland, II Albert L. Vreeland, II ASB-0066-V78A Of Counsel: Lehr, Middlebrooks Vreeland & Thompson, P.C. P.O. Box 11945 Birmingham, AL 35202-1945 (205) 326-3002 Fax: (205) 326-3008 and s/Bradford G. Harvey Bradford G. Harvey (admitted pro hac vice) Megan B. Welton (admitted pro hac vice) Suite 1200, Volunteer Building 832 Georgia Avenue Chattanooga, TN 37402 Telephone: (423) 756-6600 Facsimile: (423) 785-8293 Attorneys for Waste Services of Alabama, LLC 2 15816024v1 Case 2:17-cv-01113-SGC Document 22 Filed 08/14/17 Page 3 of 3 CERTIFICATE OF SERVICE I hereby certify that on August 14, 2017, I electronically filed the foregoing with the Clerk of the Court using the CM/ECF system which will send notification of such filing to the following: Patrick D. McMurtray, Esq. T. Roe Frazier, II, Esq. Dan Beasley, Esq. Frazer PLC 1 Burton Hills Boulevard Nashville, TN 37215 s/Bradford G. Harvey 3 15816024v1

Corporate Disclosure Statement by Santek Waste Services Inc. filed by Santek Waste Services Inc

Case 2:17-cv-01113-SGC Document 23 Filed 08/14/17 Page 1 of 3 FILED 2017 Aug-14 PM 02:35 U.S. DISTRICT COURT N.D. OF ALABAMA IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ALABAMA SOUTHERN DIVISION ANTONIO SMITH, individually and) on behalf of all others similarly) situated,)) Plaintiffs,)) CIVIL ACTION NUMBER: v.) 2:17-cv-001113-SGC) SANTEK WASTE SERVICES,) LLC, SANTEK) ENVIRONMENTAL, INC.,) SANTEK ENVIRONMENTAL OF) ALABAMA, LLC and WASTE) SERVICES OF ALABAMA, LLC,)) Defendants.) CORPORATE DISCLOSURE STATEMENT I, the undersigned, counsel of record for Santek Waste Services, LLC, certify to the best of my knowledge and belief: My client has no corporate interests to be certified under Federal Rule of Civil Procedure 7.1. X My client has the following parent corporations. Santek Development, LLC The following publicly held corporation(s) own 10% or more of my client’s stock. s/Bradford G. Harvey August 14, 2017 15818408v1 Case 2:17-cv-01113-SGC Document 23 Filed 08/14/17 Page 2 of 3 Respectfully submitted, s/Albert L. Vreeland, II Albert L. Vreeland, II ASB-0066-V78A Of Counsel: Lehr, Middlebrooks Vreeland & Thompson, P.C. P.O. Box 11945 Birmingham, AL 35202-1945 (205) 326-3002 Fax: (205) 326-3008 and s/Bradford G. Harvey Bradford G. Harvey (admitted pro hac vice) Megan B. Welton (admitted pro hac vice) Suite 1200, Volunteer Building 832 Georgia Avenue Chattanooga, TN 37402 Telephone: (423) 756-6600 Facsimile: (423) 785-8293 Attorneys for Waste Services of Alabama, LLC 2 15818408v1 Case 2:17-cv-01113-SGC Document 23 Filed 08/14/17 Page 3 of 3 CERTIFICATE OF SERVICE I hereby certify that on August 14, 2017, I electronically filed the foregoing with the Clerk of the Court using the CM/ECF system which will send notification of such filing to the following: Patrick D. McMurtray, Esq. T. Roe Frazier, II, Esq. Dan Beasley, Esq. Frazer PLC 1 Burton Hills Boulevard Nashville, TN 37215 s/Bradford G. Harvey 3 15818408v1

Corporate Disclosure Statement by Santek Environmental of Alabama LLC. filed by Santek Environmental of Alabama LLC

Case 2:17-cv-01113-SGC Document 24 Filed 08/14/17 Page 1 of 3 FILED 2017 Aug-14 PM 02:41 U.S. DISTRICT COURT N.D. OF ALABAMA IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ALABAMA SOUTHERN DIVISION ANTONIO SMITH, individually and) on behalf of all others similarly) situated,)) Plaintiffs,)) CIVIL ACTION NUMBER: v.) 2:17-cv-001113-SGC) SANTEK WASTE SERVICES,) LLC, SANTEK) ENVIRONMENTAL, INC.,) SANTEK ENVIRONMENTAL OF) ALABAMA, LLC and WASTE) SERVICES OF ALABAMA, LLC,)) Defendants.) CORPORATE DISCLOSURE STATEMENT I, the undersigned, counsel of record for Santek Environmental of Alabama, LLC, certify to the best of my knowledge and belief: My client has no corporate interests to be certified under Federal Rule of Civil Procedure 7.1. X My client has the following parent corporations. Santek Waste Services, LLC The following publicly held corporation(s) own 10% or more of my client’s stock. s/Bradford G. Harvey August 14, 2017 15818445v1 Case 2:17-cv-01113-SGC Document 24 Filed 08/14/17 Page 2 of 3 Respectfully submitted, s/Albert L. Vreeland, II Albert L. Vreeland, II ASB-0066-V78A Of Counsel: Lehr, Middlebrooks Vreeland & Thompson, P.C. P.O. Box 11945 Birmingham, AL 35202-1945 (205) 326-3002 Fax: (205) 326-3008 and s/Bradford G. Harvey Bradford G. Harvey (admitted pro hac vice) Megan B. Welton (admitted pro hac vice) Suite 1200, Volunteer Building 832 Georgia Avenue Chattanooga, TN 37402 Telephone: (423) 756-6600 Facsimile: (423) 785-8293 Attorneys for Waste Services of Alabama, LLC 2 15818445v1 Case 2:17-cv-01113-SGC Document 24 Filed 08/14/17 Page 3 of 3 CERTIFICATE OF SERVICE I hereby certify that on August 14, 2017, I electronically filed the foregoing with the Clerk of the Court using the CM/ECF system which will send notification of such filing to the following: Patrick D. McMurtray, Esq. T. Roe Frazier, II, Esq. Dan Beasley, Esq. Frazer PLC 1 Burton Hills Boulevard Nashville, TN 37215 s/Bradford G. Harvey 3 15818445v1

Corporate Disclosure Statement by Santek Environmental Inc. filed by Santek Environmental Inc

Case 2:17-cv-01113-SGC Document 25 Filed 08/14/17 Page 1 of 3 FILED 2017 Aug-14 PM 02:55 U.S. DISTRICT COURT N.D. OF ALABAMA IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ALABAMA SOUTHERN DIVISION ANTONIO SMITH, individually and) on behalf of all others similarly) situated,)) Plaintiffs,)) CIVIL ACTION NUMBER: v.) 2:17-cv-001113-SGC) SANTEK WASTE SERVICES,) LLC, SANTEK) ENVIRONMENTAL, INC.,) SANTEK ENVIRONMENTAL OF) ALABAMA, LLC and WASTE) SERVICES OF ALABAMA, LLC,)) Defendants.) CORPORATE DISCLOSURE STATEMENT I, the undersigned, counsel of record for Santek Environmental, LLC (incorrectly referred to in the Complaint as "Santek Environmental, Inc."), certify to the best of my knowledge and belief: My client has no corporate interests to be certified under Federal Rule of Civil Procedure 7.1. X My client has the following parent corporations. Santek Waste Services, LLC The following publicly held corporation(s) own 10% or more of my client’s stock. s/Bradford G. Harvey August 14, 2017 15818429v1 Case 2:17-cv-01113-SGC Document 25 Filed 08/14/17 Page 2 of 3 Respectfully submitted, s/Albert L. Vreeland, II Albert L. Vreeland, II ASB-0066-V78A Of Counsel: Lehr, Middlebrooks Vreeland & Thompson, P.C. P.O. Box 11945 Birmingham, AL 35202-1945 (205) 326-3002 Fax: (205) 326-3008 and s/Bradford G. Harvey Bradford G. Harvey (admitted pro hac vice) Megan B. Welton (admitted pro hac vice) Suite 1200, Volunteer Building 832 Georgia Avenue Chattanooga, TN 37402 Telephone: (423) 756-6600 Facsimile: (423) 785-8293 Attorneys for Waste Services of Alabama, LLC 2 15818429v1 Case 2:17-cv-01113-SGC Document 25 Filed 08/14/17 Page 3 of 3 CERTIFICATE OF SERVICE I hereby certify that on August 14, 2017, I electronically filed the foregoing with the Clerk of the Court using the CM/ECF system which will send notification of such filing to the following: Patrick D. McMurtray, Esq. T. Roe Frazier, II, Esq. Dan Beasley, Esq. Frazer PLC 1 Burton Hills Boulevard Nashville, TN 37215 s/Bradford G. Harvey 3 15818429v1

MOTION for Extension of Time to File Response/Reply as to {{21}} MOTION to Dismiss for Lack of Jurisdiction, {{20}} MOTION to Dismiss for Lack of Jurisdiction (Unopposed) <br />Motion is RIPE 8/29/2017. Any party may file a motion to reconsider within three (3) business days of a ruling on the motion.<br />Filed by Antonio Smith.

FILED 2017 Aug-29 PM 02:46 U.S. DISTRICT COURT N.D. OF ALABAMA IN THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ALABAMA BIRMINGHAM DIVISION ANTONIO SMITH, § Individually and on behalf of all others § similarly situated, § § Plaintiff, § Civil Action No. 2:17-cv-1113-SGC § v. § JURY TRIAL DEMANDED § SANTEK WASTE SERVICES, LLC, § SANTEK ENVIRONMENTAL, INC., § SANTEK ENVIRONMENTAL OF § ALABAMA, LLC and WASTE § SERVICES OF ALABAMA, LLC § § COLLECTIVE ACTION Defendants. § PURSUANT TO 29 U.S.C. §216(b) PLAINTIFF'S UNOPPOSED MOTION FOR EXTENSION OF TIME TO RESPOND TO DEFENDANTS' MOTION TO DISMISS TO THE HONORABLE UNITED STATES DISTRICT COURT: Plaintiff files his unopposed motion for a thirty (30) day extension of time to file a response to Motions to Dismiss filed by Defendant Santek Environmental, LLC and Defendant Santek Waste Services, LLC (collectively, "Defendants"). The current deadline is Tuesday, August 29, 2017 per the Court's Order of August 14, 2017 (Docket No. 26). 1. Plaintiff's attorneys responsible for filing a response to the Motions to Dismiss are located in Corpus Christi, Texas, which is still recovering from Hurricane Harvey. 2. On or about August 25, 2017 Hurricane Harvey hit the Corpus Christi area as a Category 4 hurricane. Significant rain and winds continue to impact the Corpus Christi area, including the office of the responsible Plaintiff's attorneys. 3. Upon consultation, counsel for Defendants stated that Defendants are unopposed to this request for a thirty (30) day extension of time. 4. For these reasons, Plaintiff requests that the Court grant this motion; extend the time for filing a response to Defendant Santek Environmental, LLC and Defendant Santek Waste Services, LLC's Motions to Dismiss until and including September 28, 2017; and grant Plaintiff all other proper relief. Dated: August 29, 2017 Respectfully submitted, FRAZER PLC By: /s/ Patrick D. McMurtray Patrick D. McMurtray ASB-3387-M37P patrick@frazer.law T. Roe Frazer II ASB-6624-R42T roe@frazer.law Daniel T. Beasley (admitted pro hac vice) dan@frazer.law T. Roe Frazer III (admitted pro hac vice) trey@frazer.law 1 Burton Hills Blvd., Suite 215 Nashville, Tennessee 37215 Telephone: (615) 647-0990 Facsimile: (866) 274-5384 ANDERSON2X, PLLC By: /s/ Austin W. Anderson Austin W. Anderson (admitted pro hac vice) austin@a2xlaw.com Clif Alexander (admitted pro hac vice) clif@a2xlaw.com 819 N. Upper Broadway Corpus Christi, Texas 78401 Telephone: (361) 452-1279 ATTORNEYS FOR PLAINTIFF AND PUTATIVE CLASS MEMBERS CERTIFICATE OF SERVICE I hereby certify that on August 29, 2017, I electronically filed the foregoing document with the clerk of the court for the U.S. District Court, Northern District of Alabama, using the electronic case filing system of the court. The electronic case filing system sent a "Notice of Electronic Filing" to the attorneys of record who have consented in writing to accept this Notice as service of this document by electronic means. /s/ Patrick D. McMurtray Patrick D. McMurtray

ORDER OF DISMISSAL- Presently pending are motions to dismiss two defendants Santek Waste Services, LLC and Santek Environmental, LLC (Docs {{20}} {{21}}); It is ORDERED, ADJUDGED, and DECREED that, pursuant to Federal Rule of Civil Procedure 41(a)(1)(A)(i), the claims against Santek Waste Services, LLC (misidentified on the docket sheet as &quot;Santek Waste Services, Inc.&quot;), and Santek Enviromental, LLC. (misidentified in the complaint as &quot;Santek Environmental, Inc.&quot;), are DISMISSED WITHOUT PREJUDICE; The pending motions to dismiss are DENIED as MOOT; The remaining parties are ORDERED to file a Rule 26(f) report within fourteen (14) days of the date of this order. Signed by Magistrate Judge Staci G Cornelius on 10/4/17.

FILED 2017 Oct-04 AM 11:41 U.S. DISTRICT COURT N.D. OF ALABAMA UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ALABAMA SOUTHERN DIVISION ANTONIO SMITH,)) Plaintiff,)) v.) Case No.: 2:17-cv-01113-SGC) SANTEK WASTE SERVICES, INC.,) et al.,)) Defendants.) ORDER OF DISMISSAL Presently pending are motions to dismiss filed by two defendants: (1) Santek Waste Services, LLC1; and (2) Santek Environmental, LLC.2 (Docs. 20, 21). In response, the plaintiff filed notices of voluntary dismissal as to both defendants, neither of which have filed an answer or motion for summary judgment. (Docs. 35, 36). Accordingly, it is ORDERED, ADJUDGED, and DECREED that, pursuant to Federal Rule of Civil Procedure 41(a)(1)(A)(i), the claims against Santek Waste Services, LLC (misidentified on the docket sheet as "Santek Waste Services, Inc."), and Santek Enviromental, LLC. (misidentified in the complaint as 1 The complaint identifies this defendant as "Santek Waste Services, LLC." (Doc. 1 at 1). This party is misnamed on the docket sheet as "Santek Waste Services, Inc." 2 The complaint misidentifies this defendant as "Santek Environmental, Inc." (Doc. 1 at 1). The correct identity of this party is "Santek Environmental, LLC." (Doc. 21 at 1; see Doc. 36 at 1). "Santek Environmental, Inc."), are DISMISSED WITHOUT PREJUDICE. The pending motions to dismiss are DENIED as MOOT. (Docs. 20, 21). The claims against Santek Environmental of Alabama, LLC, and Waste Services of Alabama, LLC, will proceed. The remaining parties are ORDERED to file a Rule 26(f) report within fourteen (14) days of the date of this order. (See Doc. 28). DONE this 4th day of October, 2017. __________________________ STACI G. CORNELIUS U.S. MAGISTRATE JUDGE 2

REPORT of Rule 26(f) Planning Meeting.

FILED 2017 Dec-21 PM 04:26 U.S. DISTRICT COURT N.D. OF ALABAMA UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF ALABAMA BIRMINGHAM DIVISION ANTONIO SMITH, § Individually and on behalf of all § others similarly situated § § Plaintiff, § Civil Action No. 2:17-cv-01113 § v. § JURY TRIAL DEMANDED § SANTEK ENVIRONMENTAL OF § ALABAMA, LLC and WASTE § SERVICES OF ALABAMA, LLC § § COLLECTIVE ACTION Defendants. § PURSUANT TO 29 U.S.C. §216(b) REPORT OF THE PARTIES' PLANNING MEETING Pursuant to Federal Rules of Civil Procedure, Rule 26(f) and Local Rule 26.1(d), a meeting was held in the above-styled action on December 19, 2017 and was attended by the following: Austin Anderson and Clif Alexander on behalf of Plaintiff Antonio Smith, individually and on behalf of all others similarly situated ("Plaintiff and the Putative Class Members"), and Bradford G. Harvey on behalf of Defendants Santek Environmental of Alabama, LLC ("SE Alabama") and Waste Services of Alabama, LLC ("Waste Services Alabama") (collectively, the "Defendants"). The Parties do not request a conference with the court before entry of the scheduling order. 16210406v2 1. Plaintiff's Brief Narrative Statement of the Facts: Plaintiff has brought a collective action on behalf of himself and other Waste Disposal Drivers who worked for Defendants at any time in the last three years through the final disposition of this matter. Plaintiff brings this action as a result of the Defendants' unlawful employment practices in violation of the Fair Labor Standards Act ("FLSA"). Plaintiff contends that Defendants acted knowingly and with intent in failing or refusing to pay Plaintiff and the Putative Class Members the appropriate time-and-a-half overtime wage rate for all hours worked over forty (40) in multiple workweeks. Specifically, the Defendants failed or refused to compensate Plaintiff and the Putative Class Members at all for hours they were required to work during their respective lunch breaks, which were automatically deducted from their hours worked total, on which their hourly pay was based, and additionally permitted and otherwise encouraged Plaintiff and the Putative Class Members to perform work "off-the-clock" and without pay. Due to the Defendants' unlawful conduct, Plaintiff and the Putative Class Members are entitled to damages for unpaid overtime wages, and, because the Defendants' conduct was willfully perpetuated, an award of liquidated damages. 2. Defendant's Brief Narrative Statement of the Facts: Defendants deny that they violated the FLSA in any way. Waste Services Alabama, which was Plaintiff's employer, directed Plaintiff to take a lunch period 2 16210406v2 each day and paid him for his lunch period on each day that he reported that he had worked during his scheduled lunch. Waste Services Alabama directed Plaintiff to perform all work activity on the clock, and it was unaware of any time he failed to do so. SE Alabama did not employ Plaintiff or any other Waste Disposal Drivers. Defendants deny that any collective action is appropriate. 3. This jury action should be ready for trial by January 2019 and at this time is expected to take approximately 4-5 days, excluding jury selection. 4. The Parties request a pretrial conference in December 2018. 5. Discovery Plan. The Parties jointly propose to the Court the following discovery plan: (a) Discovery will be needed on the following subjects: (1) The scope and size of the class of individuals who are allegedly similarly situated to Plaintiff ("Putative Class Members"). (2) Plaintiff and the Putative Class Members' claims and damages; (3) Defendants' liability and defenses; (4) Any potential setoffs/credits available to Defendants; and (5) Whether any collective action is appropriate. (b) All discovery commenced in time to be completed by October 5, 2018. 3 16210406v2 6. Initial Disclosures. The Parties will exchange the information required by Federal Rules of Civil Procedure, Rule 26(a)(1) on or before January 15, 2018. 7. The Parties request until May 31, 2018 to join additional parties and amend the pleadings. 8. Reports from retained experts under Rule 26(a)(2) due: (a) From Plaintiff and Putative Class Members by July 23, 2018. (b) From Defendants by August 23, 2018. 9. Pretrial Disclosures. Final lists of witnesses and exhibits under Rule 26(a)(3) should be due thirty (30) days prior to trial. Parties should have fourteen (14) days after service of final lists of witnesses and exhibits to list objections under Rule 26(a)(3). 10. Discovery Limits. The Parties will follow the default rules contained in the Federal Rules of Civil Procedure. 11. All potentially dispositive motions, including motions under Federal Rules of Civil Procedure, Rule 56, are due to be filed by November 5, 2018. 12. The Parties believe the exchange of documents and information is necessary before the possibility of settlement or utility of mediation may be considered. 13. Other Matters. Disclosure or discovery of electronically store information ("ESI") should be handled as follows: Discoverable ESI is to be produced by the Parties in either searchable PDF or Excel format (where possible), to enable the 4 16210406v2 Parties to exchange discoverable information without undue burden or costs. A requesting party may obtain relevant and non-privileged ESI in a format other than Excel or searchable PDF only upon agreement by the Parties or a showing of substantial need to the Court for such ESI in the other format. The parties agree and propose that they will not need to prepare a privilege log for attorney-client privileged or work product materials generated through communications with counsel after Plaintiff filed this lawsuit, with the exception that this agreement shall not apply if a party requests specific post-lawsuit communications in discovery. Defendants understand that Plaintiff may seek discovery related to any attorney communications upon which Defendants may rely in establishing a good faith defense under the FLSA. Provisions in Federal Rules of Evidence 502 regarding waiver and inadvertent disclosure shall govern this case. Upon an inadvertent disclosure of privileged documents or information, the producing party shall notify the other parties of the disclosure, and the receiving party shall promptly return the privileged material. Discovery in this matter may include disclosure of certain information that the disclosing party may seek to protect from dissemination to the public. The parties agree to cooperate in preparing an agreed confidentiality order that meets the Court's prior directives regarding such orders. The parties further anticipate 5 16210406v2 that the proposed confidentiality order will invoke the non-waiver protections of Rule 502(d) of the Federal Rules of Evidence. Dated: December 21, 2017. By: /s/ Clif Alexander By: /s/ Bradford G. Harvey Clif Alexander Bradford G. Harvey (Admitted Pro Hac Vice) (Admitted Pro Hac Vice) Texas Bar No. 24064805 Tenn. Bar No. 017393 clif@a2xlaw.com Brad.Harvey@millermartin.com Austin W. Anderson Megan B. Welton (Admitted Pro Hac Vice) (Admitted Pro Hac Vice) Texas Bar No. 24045189 Tenn. Bar No. 034485 austin@a2xlaw.com Megan.Welton@millermartin.com ANDERSON2X, PLLC Miller & Martin PLLC 819 N. Upper Broadway 832 Georgia Avenue, Suite 1200 Corpus Christi, Texas 78401 Chattanooga, TN 37402 Telephone: (361) 452-1279 Telephone: (423) 785-8210 Facsimile: (361) 452-1284 Facsimile: (423) 785-8293 /s/ Patrick D. McMurtray Albert L. Vreeland, II Patrick D. McMurtray ASB-00660V78A ASB-3387-M37P Of Counsel: T. Roe Frazer II Lehr, Middlebrooks, Vreeland & ASB-6624-R42T Thompson, P.C. Dan Beasley P.O. Box 11945 (Admitted Pro Hac Vice) Birmingham, AL 35202-1945 Frazer PLC Telephone: (205) 326-3002 1 Burton Hills Blvd., Suite 215 Facsimile: (205) 326-3008 Nashville, TN 37215 Telephone: (615) 647-0990 Attorneys for Defendants Facsimile: (866) 274-5384 Attorneys for Plaintiff and the Putative Class Members 6 16210406v2

SCHEDULING ORDER: certain time limits apply as set out in this order; Discovery due by 10/5/2018. Dispositive Motions due by 11/5/2018. Signed by Magistrate Judge Staci G Cornelius on 1/2/2018.

FILED 2018 Jan-02 PM 03:39 U.S. DISTRICT COURT N.D. OF ALABAMA UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF ALABAMA SOUTHERN DIVISION ANTONIO SMITH,)) Plaintiff,)) v.) Case No.: 2:17-cv-01113-SGC) SANTEK ENVIRONMENTAL OF) ALABAMA, LLC, et al.,)) Defendants.) SCHEDULING ORDER This order is entered under Fed. R. Civ. P. 16(b) based on the parties' report of a planning meeting. This order governs further proceedings in this action unless modified for good cause shown. 1. Pleadings and Parties: No causes of action, defenses, or parties may be added after May 31, 2018. 2. Dispositive Motions: All potentially dispositive motions must be filed no later than November 5, 2018.1 3. Expert Testimony: Unless modified by stipulation of the parties, the disclosures of expert witnesses--including a complete report under Fed. R. Civ. P. 26(a)(2)(B) from any specially retained or employed expert--are due: From plaintiff and putative class members: by July 23, 2018 From defendants: by August 23, 2018 1 The parties are directed to refer to the Initial Order entered in this action for specific briefing and submission requirements for dispositive motions. 4. Discovery limitations and cutoff: (a) Unless modified by stipulation of the parties: The parties shall follow the default rules contained in the Federal Rules of Civil Procedure. (b) Unless modified by court order for good cause shown: Supplementation: Supplementation of disclosures and discovery under Fed. R. Civ. P. 26(e) is due within a reasonable period of time after discovery of such information, but all such supplementation shall be provided by September 5, 2018. Deadline: All discovery must be commenced in time to be completed by October 5, 2018. Privileged Material: Pursuant to Fed. R. Evid. 502(b) and (d), the inadvertent disclosure of any privileged communication, information, document, or ESI shall not operate as a waiver of the privilege in this or any other proceeding to the extent the producing party complies with the requirements of Fed. R. Evid. 502(b) and Fed. R. Civ. P. 26(b)(5)(B).2 5. Additional conference(s): A pretrial conference will be scheduled in a separate order after the deadline for dispositive motions. 6. Final lists: The court will establish deadlines for the exchange and filing of final witness and exhibit lists and objections under Fed. R. Civ. P. 26(a)(3) at the pretrial conference. 7. Trial: The parties shall be ready for trial, to be scheduled by separate order, by January 1, 2019. 2 Before filing a motion regarding a discovery dispute, a party must comply with the discovery dispute resolution procedure outlined in the Initial Order entered in this action. After conferring in person or via telephone pursuant to that procedure, but before a motion regarding a discovery dispute is filed, the parties may request a conference with the undersigned, if they believe a conference may resolve their dispute without resort to a motion. 2 8. Other Agreements Incorporated: The report of parties may memorialize agreements not reflected here. This order incorporates any such agreements to the extent they do not conflict with the express terms of this order. DONE and ORDERED this 2nd day of January, 2018. ______________________________ STACI G. CORNELIUS U.S. MAGISTRATE JUDGE 3

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Description
1
06/30/2017
COMPLAINT against All Defendants, filed by Antonio Smith.
1
Exhibit A
1 Attachment
2
07/03/2017
NOTICE Regarding CONSENT TO MAGISTRATE JUDGE
07/03/2017
Filing Fee: Filing fee $ 400, receipt_number 1126-2881335 (B4601081343). Modified on 7/3/2017. (Text entry; no document attached.)
3
07/06/2017
MOTION for Leave to Appear Pro Hac Vice Thomas Roe Frazer III
Motion is RIPE 7/6/2017. Any party may file a motion to reconsider within three (3) business days of a ruling on the motion.
Filed by Antonio Smith.
07/06/2017
PHV Fee paid: $ 50, receipt number 1126-2883409 (B4601081439). Modified on 7/10/2017. (Text entry; no document attached.)
4
07/06/2017
MOTION for Leave to Appear Pro Hac Vice Daniel T. Beasley
Motion is RIPE 7/6/2017. Any party may file a motion to reconsider within three (3) business days of a ruling on the motion.
Filed by Antonio Smith.
07/06/2017
PHV Fee paid: $ 50, receipt number 1126-2883417 (B4601081440). Modified on 7/10/2017. (Text entry; no document attached.)
5
07/07/2017
Summons Issued as to Santek Environmental Inc, Santek Environmental of Alabama LLC, Santek Waste Services Inc, Waste Services of Alabama LLC., returned to pltf for service
6
07/07/2017
TEXT ORDER: Presently pending are motions to allow Thomas Roe Frazer, III, and Daniel T. Beasley to appear pro hac vice on behalf of the plaintiff. (Docs. 3 - 4). The motions, which are accompanied by the required fees and satisfy the requirements of L.R. 83.1, are GRANTED. Signed by Magistrate Judge Staci G Cornelius on 7/7/17.
7
07/10/2017
MOTION for Pro Hac Vice Admission of William Clifton Alexander by Antonio Smith Modified on 7/10/2017.
07/10/2017
PHV Fee paid: $ 50, receipt number 1126-2884986 (B4601081489). Modified on 7/10/2017. (Text entry; no document attached.)
8
07/10/2017
MOTION for Pro Hac Vice Admission of Austin Winters Anderson by Antonio Smith Modified on 7/10/2017.
07/10/2017
PHV Fee paid: $ 50, receipt number 1126-2885336 (B4601081543). Modified on 7/11/2017. (Text entry; no document attached.)
9
07/13/2017
TEXT ORDER: Presently pending are motions to allow William Clifton Alexander (Doc. 7) and Austin Winters Anderson (Doc. 8) to appear pro hac vice on behalf of the plaintiff. The motions, which are accompanied by the required fees and satisfy the requirements of L.R. 83.1, are GRANTED. Signed by Magistrate Judge Staci G Cornelius on 7/13/2017.
10
07/14/2017
NOTICE by Antonio Smith of Filing Consent to Join Collective Action
1
Exhibit Travis DeLong Consent
2
Exhibit Bud Emmer Consent
3
Exhibit John F. Gosnell Consent
4
Exhibit Randall Mitchell Consent
5
Exhibit Junior D. Powell Consent
5 Attachments
11
07/18/2017
SUMMONS Returned Executed by Antonio Smith. Santek Waste Services LLC served on 7/11/2017, answer due 8/1/2017. Modified on 7/18/2017.
12
07/18/2017
SUMMONS Returned Executed by Antonio Smith. Waste Services of Alabama LLC served on 7/10/2017, answer due 7/31/2017.
13
07/18/2017
SUMMONS Returned Executed by Antonio Smith. Santek Environmental of Alabama LLC served on 7/10/2017, answer due 7/31/2017.
14
07/26/2017
MOTION for Extension of Time Unopposed Motion to Enlarge Time for Responsive Pleadings
Motion is RIPE 7/26/2017. Any party may file a motion to reconsider within three (3) business days of a ruling on the motion.
Filed by Santek Environmental Inc, Santek Environmental of Alabama LLC, Santek Waste Services Inc, Waste Services of Alabama LLC.
15
08/02/2017
MOTION for Leave to Appear Admission Pro Hac Vice of Bradford G. Harvey
Motion is RIPE 8/2/2017. Any party may file a motion to reconsider within three (3) business days of a ruling on the motion.
Filed by Santek Environmental Inc, Santek Environmental of Alabama LLC, Santek Waste Services Inc, Waste Services of Alabama LLC.
1
Exhibit A - Certificate of Good Standing
1 Attachment
08/02/2017
PHV Fee paid: $ 50, receipt number 1126-2901997 (B4601082092). Modified on 8/4/2017. (Text entry; no document attached.)
16
08/02/2017
MOTION for Leave to Appear Pro Hac Vice of Megan B. Welton
Motion is RIPE 8/2/2017. Any party may file a motion to reconsider within three (3) business days of a ruling on the motion.
Filed by Santek Environmental Inc, Santek Environmental of Alabama LLC, Santek Waste Services Inc, Waste Services of Alabama LLC.
1
Exhibit A - Certificate of Good Standing
1 Attachment
08/02/2017
PHV Fee paid: $ 50, receipt number 1126-2902010 (B4601082093). Modified on 8/4/2017. (Text entry; no document attached.)
17
08/03/2017
TEXT ORDER: The defendants' unopposed motion to extend the deadline to respond to the complaint is GRANTED. (Doc. 14). The defendants' are ORDERED to respond to the complaint by August 14, 2017. Also pending are the motions to allow Bradford G. Harvey and Megan B. Welton to appear pro hac vice on behalf of the defendants. (Docs. 15, 16). The motions, which are accompanied by the required fees and provide the information required under Local Rule 83.1, are GRANTED. Signed by Magistrate Judge Staci G Cornelius on 8/3/17.
18
08/14/2017
ANSWER to 1 Complaint by Santek Environmental of Alabama LLC.
19
08/14/2017
ANSWER to 1 Complaint by Waste Services of Alabama LLC.
20
08/14/2017
MOTION to Dismiss for Lack of Jurisdiction by Santek Waste Services Inc.
1
Exhibit A - Declaration of Tim Watts with Exhibit A
1 Attachment
21
08/14/2017
MOTION to Dismiss for Lack of Jurisdiction by Santek Environmental Inc.
1
Exhibit A - Declaration of Matthew Dillard with Exhibit A
1 Attachment
22
08/14/2017
Corporate Disclosure Statement by Waste Services of Alabama LLC. filed by Waste Services of Alabama LLC
23
08/14/2017
Corporate Disclosure Statement by Santek Waste Services Inc. filed by Santek Waste Services Inc
24
08/14/2017
Corporate Disclosure Statement by Santek Environmental of Alabama LLC. filed by Santek Environmental of Alabama LLC
25
08/14/2017
Corporate Disclosure Statement by Santek Environmental Inc. filed by Santek Environmental Inc
26
08/15/2017
TEXT ORDER: The plaintiff is ORDERED to file any response to the August 14, 2017 motions to dismiss (Docs. 20, 21) within fourteen (14) calendar days of the date of this order. The moving defendants SHALL file any reply within seven (7) calendar days thereafter. Signed by Magistrate Judge Staci G Cornelius on 8/15/17.
27
08/15/2017
ORDER - Pursuant to the General Order For Referral of Civil Matters to the United States Magistrate Judges of the Northern District of Alabama, dated January 2, 2015, the parties are REQUIRED to enter an election regarding the exercise of dispositive jurisdiction by a magistrate judge pursuant to 28 U.S.C. § 636(c) no later than September 28, 2017. In the absence of consent by all parties, the Clerk is hereby DIRECTED to reassign the case to a district judge without further order after September 28, 2017. A telephone status conference is hereby SET for 10:15 AM on August 31, 2017. The parties are DIRECTED to call 877-336-1831 to access the telephone conference. The access code is 2778178. The telephone conference will be cancelled if all forms are submitted twenty-four hours in advance. Signed by Magistrate Judge Staci G Cornelius on 8/15/17.
28
08/15/2017
ORDER REGARDING COMPLIANCE WITH RULE 26. Signed by Magistrate Judge Staci G Cornelius on 8/15/17.
29
08/17/2017
NOTICE by Antonio Smith Plaintiff's Certificate of Interested Parties
30
08/29/2017
MOTION for Extension of Time to File Response/Reply as to 21 MOTION to Dismiss for Lack of Jurisdiction, 20 MOTION to Dismiss for Lack of Jurisdiction (Unopposed)
Motion is RIPE 8/29/2017. Any party may file a motion to reconsider within three (3) business days of a ruling on the motion.
Filed by Antonio Smith.
1
Text of Proposed Order
1 Attachment
31
08/30/2017
CONSENT to Jurisdiction by US Magistrate Judge.
32
08/30/2017
TEXT ORDER: The plaintiff's unopposed motion for a thirty (30) day extension of time to respond to the pending motions to dismiss is GRANTED. (Doc. 30). Plaintiff SHALL respond to the motions to dismiss by September 28, 2017. Signed by Magistrate Judge Staci G Cornelius on 8/30/17.
33
08/30/2017
NOTICE- The status conference set for August 31, 2017 is CANCELLED
34
09/01/2017
INITIAL ORDER GOVERNING ALL FURTHER PROCEEDINGS. Signed by Magistrate Judge Staci G Cornelius on 9/1/17.
35
09/28/2017
NOTICE by Antonio Smith of Dismissal of Defendant Santek Waste Services, LLC
36
09/28/2017
NOTICE by Antonio Smith of Dismissal of Defendant Santek Environmental, LLC
37
10/04/2017
ORDER OF DISMISSAL- Presently pending are motions to dismiss two defendants Santek Waste Services, LLC and Santek Environmental, LLC (Docs 20 21); It is ORDERED, ADJUDGED, and DECREED that, pursuant to Federal Rule of Civil Procedure 41(a)(1)(A)(i), the claims against Santek Waste Services, LLC (misidentified on the docket sheet as "Santek Waste Services, Inc."), and Santek Enviromental, LLC. (misidentified in the complaint as "Santek Environmental, Inc."), are DISMISSED WITHOUT PREJUDICE; The pending motions to dismiss are DENIED as MOOT; The remaining parties are ORDERED to file a Rule 26(f) report within fourteen (14) days of the date of this order. Signed by Magistrate Judge Staci G Cornelius on 10/4/17.
38
12/15/2017
ORDER- Despite two orders requiring the parties to file a timely Rule 26(f) report, the parties have not complied (Docs 28, 37); The parties are ORDERED to file a Rule 26(f) report within ten (10) calendar days of the date of this order. Signed by Magistrate Judge Staci G Cornelius on 12/15/17.
39
12/21/2017
REPORT of Rule 26(f) Planning Meeting.
40
01/02/2018
SCHEDULING ORDER: certain time limits apply as set out in this order; Discovery due by 10/5/2018. Dispositive Motions due by 11/5/2018. Signed by Magistrate Judge Staci G Cornelius on 1/2/2018.
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