RESPONSE TO REQUEST FOR PROPOSAL PREPARED FOR Independent Monitor for the Cleveland Division of Police Responder Summary Information: Name: Jones Day RFP Contact Person: Yvette McGee Brown Address: 325 John H. McConnell Boulevard, Suite 600, Columbus, Ohio 43215 Telephone: 614.281.3867 Fax: 614.461.4198 Email: ymcgeebrown@jonesday.com Federal Tax ID Number: 34-0319085 JULY 8 2015 Response to Request for Proposal for: The City of Cleveland Barbara A. Langhenry Director of Law The United States Department of Justice Carole S. Rendon First Assistant U.S. Attorney U.S. Attorney’s Office, Northern District of Ohio Rashida J. Ogletree Trial Attorney U.S. Department of Justice, Civil Rights Division July 8, 2015 Presented by: Yvette McGee Brown Partner Tel: 614.281.3867 ymcgeebrown@jonesday.com Justin E. Herdman Of Counsel Tel: 216.586.7130 jherdman@jonesday.com Confidential Executive Summary…….1 Detailed Description…….7 Attachment A: Proposed Monitor Team Members…….42 Executive Summary Jones Day thanks the City of Cleveland and the United States Department of Justice for the opportunity to apply to serve as the Independent Monitor (“Monitor”) for the Cleveland Division of Police (“CDP”). Our legal team includes former judges and prosecutors who have collectively handled many large-scale and politically sensitive investigations, bringing not only their experience and legal acumen, but also sensitivity to the collateral issues that frequently arise in such investigations. We are confident that we offer an unparalleled set of professionals to Monitor the Settlement Agreement (“Agreement”) between the City of Cleveland and the Justice Department, including an individual candidate for the Monitor who is without equal in terms of the fairness and perspective required in this matter. Who We Are First and foremost, Jones Day is historically rooted in Cleveland and the state of Ohio. Since our founding in 1893 in Cleveland, we have grown into a global provider of legal services, yet we remain committed to the core Midwestern values that have guided our attorneys since the Firm’s earliest days. Jones Day is deeply committed to the city of Cleveland and the state of Ohio; as such, we are ever mindful of the unique opportunity and challenges that face the Monitor of the CDP. The Monitor is tasked with assessing the restructuring and enhancement of a broad array of CDP’s operations – these are issues that are complex, sensitive, and have potentially far-reaching repercussions in our city, state, and nation. As a supplement to our local expertise and knowledge, Jones Day is unique amongst applicants in offering a “One Firm Worldwide” concept that enables the Firm to assemble an experienced team of attorneys possessing the skills and experience best-suited to the Monitor’s particular needs. Thus, the Jones Day approach combines local commitment to the Cleveland area with a top-notch cadre of attorney experience from every major legal market. Each member of the proposed Jones Day legal team has demonstrated an ability to meet and exceed any of the requirements and challenges posed by this Monitorship opportunity. Partner Yvette (“Yvette”) McGee Brown is the proposed Monitor. A partner in our Columbus office, Yvette brings with her more than a decade of judicial experience and a career spent advocating on behalf of at-risk youth and families. As a result of this background, Yvette offers an unparalleled perspective on community justice, law enforcement practices, and public safety. Yvette has served at the pinnacle of the Ohio judiciary as the 153rd Justice of the Ohio Supreme Court, as well as nearly a decade as a trial court judge on the Franklin County Court of Common Pleas. A groundbreaker on multiple occasions in her past, Yvette was the first African-American woman to serve on both of these courts. Yvette also brings to the Monitorship her distinguished experience as a champion for children and families, having served for nearly a decade as President of the Center for Child and Family Advocacy at Nationwide Children’s Hospital, where she was responsible for behavioral health services and led the Hospital’s nationally recognized efforts to break the cycle of child abuse and family violence. Her judicial experience is further testament to this devotion to the most at-risk and vulnerable members of our community, as she served the Franklin County Common Pleas Court as lead Juvenile Court Judge, where she spearheaded the creation of the Family Drug Court and the SMART Program, a youth educational intervention program. Earlier in her career, Yvette served as chief counsel for the Ohio Department of Rehabilitation and Corrections and was general counsel of the Ohio Department of Youth Services. Now Partner-in-Charge of Diversity, Inclusion and Advancement for the Firm, Yvette focuses her legal practice on business and appellate litigation. Fairness, objectivity, and fact-based analysis are paramount to Yvette’s approach to her work and are the hallmarks of her decades of legal and judicial leadership. As Confidential 1 Monitor, Yvette will use this leadership experience to oversee the team, ensuring that the terms of the Agreement are fairly enforced and the CDP emerges from the process as a national model for police forces. Of Counsel Justin (“Justin”) Herdman is the proposed Deputy Monitor and will be responsible for day-to-day management of the Monitorship team, as well as providing local access to the Court and Parties for emergency consultation. Justin brings over a decade of prosecutorial experience to this role, both on the state and federal level. Before joining Jones Day in 2013, Justin served in the U.S. Attorney’s Office for the Northern District of Ohio for over seven years, most recently as the Deputy Chief of the National Security, Human Rights, and International Organized Crime Unit. While a federal prosecutor, Justin specialized in prosecuting terrorism and national security crimes. In this role, Justin worked closely with local, state, and federal investigators assigned to northern Ohio’s Joint Terrorism Task Forces, often on fast-moving investigations with profound security consequences. At the beginning of his legal career, Justin was hired by the legendary prosecutor Robert M. Morgenthau to serve as an Assistant District Attorney in New York County (Manhattan), where he worked daily with the New York City Police Department on street-level law enforcement encounters, including vehicle stops, “stop and frisk” interactions, individuals resisting arrest, and seizure of contraband and weapons. Justin is also a Major in the United States Air Force Reserves, where he serves as a Judge Advocate, and continues to work with military law enforcement and civilian criminal investigators on a host of legal issues, including search and seizure, arrest, interrogation, and use of force. Partners James (“Jim”) Wooley and Stephen (“Steve”) Sozio are also resident in Jones Day’s Cleveland office and will form part of the Monitorship team. Both are former Assistant U.S. Attorneys with significant investigation experience across civil, governmental, and criminal contexts. The Monitorship team will also have available Jones Day’s deep bench of former federal and state prosecutors from its worldwide legal team for subject matter expertise and consultation, as necessary. We have identified two such outstanding attorneys in our proposal as an example of the resources that we may bring to bear on this matter – partners Richard (“Rick”) Deane and Rasha (“Rasha”) Gerges Shields of our Atlanta and Los Angeles offices, respectively. In addition to this Jones Day legal team, the prospective Monitor envisions hiring outside consultants for additional subject matter expertise in accord with the Agreement. Paul (“Paul”) Keppler will serve as the Monitor’s Chief Consultant. Paul is a retired Special Agent with the Federal Bureau of Investigation and brings over two decades of law enforcement experience to the team. Paul is uniquely qualified to assist the Monitor, as he served as a Supervisory Special Agent and Chief Division Counsel (“CDC”) for the Cleveland FBI from 2004 until his retirement in September 2013. In this role, Paul provided legal advice, guidance, and training to FBI agents, as well as state and local law enforcement officers assigned to federal task forces. Of particular relevance, Paul was the primary legal resource for the Cleveland FBI on the Justice Department’s policy guidelines regarding the use of force and deadly force. During Paul’s tenure as CDC, he was the local FBI attorney representative in five deadly force incidents involving the discharge of a firearm during the performance of official duty. Paul also has a distinguished career as an instructor, having provided legal training at FBI-sponsored schools for local law enforcement officials in the areas of hostage negotiation and SWAT. Through his affiliation with the Lorain County Community College Police Academy, Paul has continued to provide legal training to local law enforcement and recruits, including most recently as a comprehensive legal instructor in the areas of arrest, search and seizure, civil liability for police actions, and the constitutional standards relevant to the use of force. Paul will provide unrivaled expertise in every area addressed under the terms of the Agreement and will be a key team member in the review of use of force incidents, assessment of training, and provision of technical assistance to the City and CDP. Paul will also play a crucial role in filling out the roster of subcontractors who will assist the Monitorship team. Upon notification of selection as the Monitor, the Jones Day team and Chief Consultant anticipate submission of proposed subject matter experts in the following areas: 1) community policing; 2) use of force practices and procedures; 3) bias-free policing; 4) crisis intervention; 5) police officer recruitment and training; 6) internal affairs and Confidential 2 police complaint systems; 7) police supervisory practices; and 8) performance evaluations, promotion and intervention policies. While our Chief Consultant provides expertise across all of these areas, we anticipate hiring additional subject matter experts with a law enforcement and/or academic background in order to provide specific feedback, technical assistance, and recommendations. In addition, upon approval of the final proposed cost estimate 1 for the Monitorship team, we will retain an expert in development and integration of data analytics systems. Finally, we will find it necessary to engage a public relations or opinion polling firm in order to assist with the Agreement’s mandated Biennial Community Survey. As with the attorneys and Chief Consultants who form our Monitorship team, we anticipate leveraging Ohio-based assets in all of these areas of subject matter expertise in order to deliver an appropriate perspective and to significantly reduce costs, especially those related to travel. What We Will Do With respect to the general development of the Monitor’s work, the essence of any such endeavor will likely rely on two primary modes of information collection: 1) face-to-face interaction, which includes interviews, in-person assessments, coordination meetings, and community feedback sessions; and 2) document and data review. The main functions of the face-to-face interaction are to retrieve relevant information, make firsthand assessments, forge trusting relationships, and solicit meaningful feedback through thoughtful questioning and honest dialogue. The Monitor’s team has expertise in engaging with individuals of all backgrounds and perspectives, including law enforcement officials, crime victims, judicial officers, and big-city residents. Moreover, we employ tried-and-true techniques that allow us to maximize our return on each interview and meeting. The document and data review will also be a likely source of important information. Jones Day has extensive experience with large-scale, complex document reviews, and we are well-versed in a variety of efficient and cost-cutting opportunities, such as predictive coding and data analytics. The fair and thorough evaluation of evidence is one of the most difficult tasks any team faces. Extensive experience in combination with a record of successful results is the only way to acquire the skills and judgment required to evaluate evidence properly. The Jones Day legal team possesses the skills and judgment necessary to reach appropriate conclusions and render fair recommendations. In fact, Yvette’s reputation as a leader in the legal community is based in large part on her adherence to fairness, thoroughness, and objectivity in every determination she makes. This Monitorship opportunity involves several unique considerations that would be best managed by a team with a comprehensive knowledge of high-stakes legal work. The Jones Day team will pay special attention to appropriately handling the media interest generated by this matter, striking a fair balance between transparency in the Monitor’s process and maintaining a suitable environment to ensure participation by all Parties and stakeholders, and recognition of the concurrence of parallel investigations examining many of the same allegations that are under the purview of this Monitorship. 1 These experts will either be engaged from the local personnel employed by a national accounting and data analytics firm (working, as our attorneys propose, at a discounted rate) or would be an Ohio-based academic with practical experience in this area. Confidential 3 High Level Timeline 2015 Initial Stage Initial Reporting Stage 2016 2017 Policy Revision & Reform Stage 2018 Integration & Assessment Stage 2019 2020 Policy Refinement, Enhancement & Finalization Stage Under the scope of work called for by the RFP, our proposal anticipates the following stages of review and assessment by our Monitor and her team over a five-year timeframe. In large part, these stages are marked by specific actions called for by the Parties and the Monitor under the Agreement. Clearly, though, the progression of the Monitorship through each of these stages will ultimately be determined by compliance and demonstrated improvement in the areas identified by the Agreement. At each stage, then, the Monitor’s team will be focused on assessing outcomes and identifying those areas in need of continued or enhanced development, oversight, and review. To the extent that such compliance is achieved more rapidly or more slowly than envisioned under this fiveyear timeframe, the Monitor’s anticipated scope of work will necessarily require adjustment. Using the five-year timeframe in the RFP, then, the following work stages of the Monitorship are currently anticipated. Initial Stage (one month after selection): At the initial stage, we will finalize a detailed organizational plan for submission to the Court and Parties. This organizational plan will include a comprehensive description of deliverables and benchmarks, including a series of interim objectives to be achieved by the Monitor through the filing of the Comprehensive Reassessment in 2017. The plan will necessarily include a series of metrics by which the CDP’s compliance with the Agreement will be considered, including a threshold level of expected performance at six month intervals. The organizational plan will incorporate a Monitor calendar, with a month-by-month description of anticipated meetings, commission and board hearings, and deadlines for the Monitor’s feedback on policy revisions and enhancements. In addition, the organizational plan will describe, at three month intervals, the minimum number of on-site reviews and assessments of various CDP functions to be conducted by the Monitor. The organizational plan will formalize staffing, including identification of subject matter expert consultants, and will designate workstream leaders and assigned tasks. Within this initial stage, the Monitor will hold the first monthly meeting with the Parties and Mayor to address the proposed organizational plan, as well as a public meeting to solicit input from the community and its leaders. The organizational plan will also serve as a foundation for the Monitor’s assessment and revision of the Agreement’s proposed outcome measurements. Initial Reporting Stage (two to six months after selection): The next five months will be one of the most critical stages of the Monitorship period. Under the terms of the Agreement, this period will witness the first status reports and substantive recommendations from the City, CDP, and the Office of Professional Standards (“OPS”). Moreover, during this period, several of the fundamental reform bodies will be established and begin their work, including the Community Police Commission (“the Commission”) and Police Review Board (“PRB”). The work of the Monitor in this timeframe will be dictated by three key deliverables: the Monitor’s compliance review and assessment plan; the first periodic Monitor report; and the Biennial Community Survey. By the fourth month of the Monitorship, our team will provide the Court and Parties with a plan setting out a comprehensive set of requirements and priorities, along with a schedule, dictating the first two years of compliance audits and reviews. At the six-month mark of the Monitorship, the first periodic Monitor report will draw upon the team’s observations and will focus on the areas of reform to be addressed by the City and CDP within the first 180 days of the Agreement: 1) Community Policing; 2) Accountability; 3) Crisis Intervention and Mental Health Response; 4) Recruitment; and 5) Data Systems. In preparing for this first report, we expect to rely heavily on direct interaction with CDP staff and personnel, of all ranks and seniority, and will pursue an aggressive schedule of on-site reviews and assessments across all CDP functions. We will also enhance Confidential 4 our collection of inputs directly from the community through Monitor-sponsored feedback sessions, attendance at other community meetings held by the Parties (including those mandated by the Agreement), establishment of a Monitor website, and through the inaugural Biennial Community Survey, which is to be completed during this phase. We will also begin our initial data analysis during this stage in order to further our understanding of available objective measurements and the possible improvements to be made in this area. In addition, this period will lay the groundwork for significant policy revisions in complex, substantive areas that will be addressed in the next stage (see below). Hence, the Monitor will be forward-looking in assessing the progress of the development of these policies and procedures to ensure that they are on-track under the terms of the Agreement. Policy Revision and Reform Stage (six months to eighteen months): During this phase, the Monitor and her team will focus intently on continued up-tempo fact-finding in those areas that are mandated to be addressed by the 365-day mark. These include the critical subjects of: 1) Use of Force, including training and reporting; 2) Bias-Free Policing; 3) Accountability, including OPS training and awareness; 4) Police Equipment; 5) Staffing, including supervisory training and officer intervention; and 6) Data Systems, including development, management, and analysis of data. With an eye towards the Agreement’s 365-day deadline for adoption of a number of important policies, the Monitor’s efforts will be directed towards positioning the team to provide valuable, effective feedback on these revised guidelines. This task will include collection of specific factual observations to address and support, if necessary, any policy recommendations to be made by the Monitor. This stage will also witness the initial execution of the Monitor’s compliance audit and review plan, which will be targeted at those areas identified as the most critical based on our review and inputs from the first six months of work. Integration and Assessment Stage (eighteen months to thirty months): Following the adoption of revised policies by the City and CDP, and in the wake of the Monitor’s recommended modifications to those proposals, the next year will be vital in assessing the efficacy of the new procedural landscape. Close attention will be paid in this timeframe to training, particularly in the areas of Accountability and Use of Force, and the Monitor will rely on our law enforcement experts to render on-site assessments of the roll-out of the new policies. In addition, this time period will witness enhanced incident review of Use of Force events. The response and subsequent follow-up to these incidents, as well as the CDP’s new data systems meant to capture these events, will be particular areas of focus during this stage. Marking the conclusion of this phase will be the Monitor’s completion of the Comprehensive Reassessment. This report will take a critical look at these reformed policies and their results, as well as the enhanced oversight role played by the various entities established under the terms of the Agreement. In the Comprehensive Reassessment, the Monitor will fairly and accurately portray the City and CDP efforts to comply with the Agreement and determine in which areas, and to what degree, continued monitoring will be recommended. Under no circumstances will the Monitor approach the Comprehensive Reassessment with any particular result predetermined – this will be a balanced analysis meant to address the interests of the City, CDP, Justice Department, and community. Policy Refinement, Enhancement and Finalization Stage (thirty months to sixty months): Based on the results of the Comprehensive Reassessment, the Monitor will prepare a revised organizational plan that will take into account the progress made and those remaining areas requiring maximized attention. Much like the original plan, this revised organizational plan will deliver a detailed timeline and set of objectives meant to transparently inform the Parties, the Court, and the public of the remaining areas of improvement. This period marks the longest potential stage of the Monitorship and, although it would prospectively occur after many of the major procedural revisions have been in place, would still necessitate vigilance on compliance by the City and CDP with the core areas of the Agreement. In particular, the revised policies pertaining to accountability, recruiting, supervision, and personnel management are likely to render data subject to observable measurement during this stage. We also expect to continue our robust program of compliance audits and reviews, at regular intervals, during this stage. In the final year of the Monitorship, and in preparation for the Monitor’s final report, a major effort will be made to assess and analyze Confidential 5 the vast amount of data expected to be available by this point. Wherever possible, the Monitor’s final assessment of the CDP’s efforts to comply with the terms of the Agreement will rely on this measurable data and fact-based observations of the Monitor team. The Monitor’s final report will offer an opportunity for a complete review of the five years of compliance activity and render a fair, objective opinion as to whether the core issues have met the threshold levels of improvement identified in the Agreement and the Monitor’s organizational plan. Why Jones Day In addition to our demonstrated expertise in the issues directly relevant to this Monitor opportunity, dedication to client service is a core value at Jones Day, and it is practiced and endorsed by every member of our legal team. Commitment to client service has repeatedly earned Jones Day first-place ratings from The BTI Consulting Group, an independent organization that monitors client satisfaction with legal services. We are more than just a legal service provider, as Jones Day offers unparalleled, award-winning client service. Although this engagement is unique, particularly in terms of the diverse interests that must be taken into account, we believe that this commitment to client service is a crucial consideration when it comes to delivering on the obligations of the Monitorship. The Firm’s proud tradition of outstanding client service helps demonstrate our dedication to providing the highest quality of service and responsiveness to the Court, the Parties, and the public. The One Firm Benefit — All Clients Are Firm Clients The Firm acts as a single entity on behalf of our clients. On every engagement, Jones Day’s One Firm culture means our clients benefit from the efforts of interdisciplinary teams who—regardless of location—are aligned with client objectives. Our global reach, management structure, and integrated global technologies have been purposefully designed to permit us to efficiently respond with the most effective team, strategy, and experience to serve our clients best. Award-Winning Client Service More than just a legal service provider, Jones Day offers unparalleled, award-winning client service. The Parties are searching for a legal team with whom they can have a collaborative relationship based upon mutual respect and the evolution of mutual trust. The team is committed to providing the Parties and the Court the type of relationship it seeks at every stage of the process. Jones Day is the only firm to earn top ratings year after year—no other firm has matched our first-place record. Since the inception of the BTI Client Service ranking 14 years ago, Jones Day has ranked number one eight times. Our consistent high performance has earned the Firm a place among the elite firms elected to the BTI Client Service Hall of Fame. In key client service criteria, the Firm was recognized as among the “Best of the Best” (Tier 1) in Innovative Approach, Client Focus, Keeping Clients Informed, and Commitment to Help, among several other categories. Confidential 6 Our Team: Qualifications, Prior Experience, & References YVETTE MCGEE BROWN MONITOR With more than a decade of judicial experience and a career spent advocating on behalf of at-risk youth and families, Yvette offers an unparalleled perspective on community justice, law enforcement practices, and public safety. Yvette has served at the pinnacle of the Ohio judiciary as the 153rd Justice of the Ohio Supreme Court, as well as nearly a decade as a trial court judge on the Franklin County Court of Common Pleas. A groundbreaker on multiple occasions in her past, Yvette was the first African-American woman to serve on both of these courts. Yvette’s fairness, objectivity, and thoughtfulness are well-known commodities, leading the Akron Beacon Journal to remark in 2012: “She has been an outstanding addition to the court, winning praise from the chief justice and other colleagues for the quality of her work and her temperament....Read a selection of Brown's opinions, and you find a justice taking care to apply the law in the just and sensible way the public should expect.” Yvette also brings to the Monitorship her distinguished experience as a champion for children and families, having served for nearly a decade as President of the Center for Child and Family Advocacy at Nationwide Children’s Hospital, where she was responsible for behavioral health services and led the Hospital’s nationally-recognized efforts to break the cycle of child abuse and family violence. Her judicial experience is further testament to this devotion to the most at-risk and vulnerable members of our community, as she served the Franklin County Common Pleas Court as lead Juvenile Court Judge, where she spearheaded the creation of the Family Drug Court and the SMART Program, a youth educational intervention program. These commitments to under-served and at-risk youth were at the heart of the Plain Dealer’s endorsement of Yvette in 2012: “Court watchers call her rigorously prepared and thoughtful. With [Chief Justice] O'Conner's blessing she has taken a lead on improving Ohio's juvenile courts and foster-care system.” Earlier in her career, Yvette served as chief counsel for the Ohio Department of Rehabilitation and Corrections and was general counsel of the Ohio Department of Youth Services. Now Partner-in-Charge of Diversity, Inclusion and Advancement for the Firm, Yvette focuses her legal practice on business and appellate litigation. As Monitor, Yvette will use this leadership experience to oversee the team, ensuring that the terms of the Agreement are fairly enforced and the CDP emerges from the process as a national model for police forces. Some of this demonstrated experience includes: Defense of Former Columbus City Schools Superintendent Led the successful defense of the former Columbus City Schools Superintendent following a complex twoyear investigation by federal, state, and local authorities into allegations of grade manipulation and changes to attendance data to reflect improved student performance. Confidential 7 Appointed by Attorney General DeWine to Co-Chair Facial Recognition Task Force Facing public concern over Ohio’s use of facial recognition software, appointed by Ohio Attorney General Mike DeWine to co-chair a multi-disciplinary task force consisting of police, prosecutors, a coroner, and public interest lawyers to address public/legal concerns over Ohio’s use of facial recognition technology. Settlement of Declaratory Judgment for Major Cable Television Provider Successfully negotiated the settlement of a declaratory judgment action filed by the City of Columbus. Amicus brief in support of storm water fee on behalf of Ohio municipalities Represented the Village of Cuyahoga Heights, the Village of Moreland Hills, and Orange Village in an amicus brief in support of the Northeast Ohio Regional Sewer District’s proposed implementation of a storm water fee based on the amount of impervious surface owned. Representation of Lincoln Electric before Ohio Supreme Court on vital insurance coverage issues Represented Lincoln Electric Holdings in support of the Ohio Supreme Court answering a certified question on a complex insurance coverage issue. Among Yvette’s many awards and honors is admission to the Ohio Women’s Hall of Fame, the Central Ohio Business Hall of Fame, and the Columbus Bar Association’s Liberty Bell Award for Professionalism. In addition to her past positions as a public servant, Yvette has also served as a corporate director for M/I Homes, Motorist Insurance, Glimcher Realty Trust, and Fifth Third Bank of Central Ohio. Yvette has also earned the respect of law enforcement, gaining the endorsement of the Ohio Fraternal Order of Police in her 2012 campaign for a seat on the state’s Supreme Court. Fairness, thoroughness, and objectivity are paramount to Yvette’s approach to her legal work as a judge and now in private practice. Her emphasis on such qualities has earned her a reputation in the legal community for unparalleled professionalism. Furthermore, she has the supervisory experience and skills required to effectively lead the Monitorship team through the complex and unique problems that will inevitably arise in a matter of this scale. From global corporations to government agencies, clients engage Yvette McGee Brown when they require quality work product that is wholly defensible and beyond reproach. Yvette’s lawyer profile, which includes all information requested, is included in this response as Attachment A. Confidential 8 JUSTIN E. HERDMAN DEPUTY MONITOR Justin has had substantial experience with law enforcement and policing activities as a federal prosecutor, state prosecutor, military lawyer, and now, in private practice with Jones Day, as a litigator and corporate investigator. Prior to joining the Firm in 2013, Justin served as an Assistant United States Attorney in Cleveland, where he was the Deputy Chief of the National Security, Human Rights, and Organized Crime Unit. In this role, he was responsible for investigating and prosecuting national security crimes arising out of northern Ohio. During this time period, his work resulted in the successful prosecution of three international terrorism cases in northern Ohio. Justin also served on the prosecution and trial team of a case in which five defendants were charged with the attempted use of explosives against a Cleveland-area bridge. Justin has prosecuted cases involving the theft of trade secrets from an international manufacturing company; the illegal export of night-vision technology by a NASA scientist and a foreign defense contractor; an international money laundering and identity theft scheme operated from Pakistan; fraud and money laundering charges arising from the largest credit union collapse in U.S. history; and an individual charged with illegally manufacturing the deadly biological toxin ricin. Each of these cases required close coordination with the highest ranking officials in federal, state and local law enforcement agencies, often on an emergency basis. Earlier in his career, Justin was an Assistant District Attorney in New York County (Manhattan), where he worked closely with NYPD officers on a daily basis. In addition to his experience prosecuting street-level criminal incidents, Justin collaborated with NYPD investigators in several homicide and violent crime cases, including sex crimes, and was the lead prosecutor of a citywide document forgery ring associated with narcotics smuggling. Justin also brings to bear experience in the United States military, both as an intelligence officer and a judge advocate. Currently a Major in the United States Air Force Reserve, Justin continues to work on active military justice investigations and to consult with criminal investigators on legal issues involving search and seizure, interrogation, and use of force. In this role, Justin also provides real-time legal advice to commanders making operational decisions involving base security, aircraft safety, and military discipline, including commanders in the deployed environment. Justin is also an adjunct professor at the Case Western University School of Law, where he has taught since 2006. Since 2013, Justin has served as an appointed and elected member of the Village of Chagrin Falls Council, where he sits on committees considering the municipality’s personnel, parking, and zoning issues. Since joining Jones Day, Justin’s concentration has been on high-profile internal investigations for a wide variety of public and private entities. Some of his work experiences include: Foreign Corrupt Practices Act Investigations (Confidential Clients) On behalf of large public companies in a variety of industries, conducted internal investigations into allegations that employees or agents made improper payments to public officials in various countries throughout the world. Also conducted due diligence efforts into acquisition targets in order to determine whether any improper payments or violations of financial sanctions had occurred. Confidential 9 Public Construction and Minority Business Entity Investigation (Confidential Client) Conducted internal investigation into allegations of irregularities in Minority Business Enterprise program administered by large public agency. U.S. v. Wright, et al. Supervised prosecution of five Cleveland-area anarchists charged with attempting to destroy the Route 82 Bridge in Cuyahoga Valley National Park through the use of explosives. Served as co-counsel at trial of one defendant (Joshua Stafford). All defendants convicted through guilty pleas and jury verdicts. U.S. v. Levenderis In conjunction with federal, state, and local responders, managed emergency response to recovery of ricin from residential neighborhood. Served as lead prosecutor in related criminal prosecution. Litigated reliability of scientific testing of substance, legality of search and seizure, and voluntariness of defendant’s statements to law enforcement. U.S. v. Amawi, et al. Part of prosecution team that obtained convictions on all counts in jury trial against three individuals charged with terrorism crimes. Case acknowledged by Deputy Attorney General as the first “homegrown” international terrorism case to be successfully prosecuted. Handled government’s presentation of expert testimony on computer forensics and internet extremism. Briefed and successfully argued against defense request for new trial at United States Court of Appeals for the Sixth Circuit. New York County District Attorney Investigations Coordinated multi-agency investigation of insurance fraud and illegal registration of vehicles linked to narcotics trafficking in upper Manhattan. Investigation led to arrest of more than twenty individuals and indictment of ten. In addition, worked with NYPD as lead prosecutor on multi-state investigation of escort services and other businesses tied to money laundering and prostitution. This investigation led to arrest of several individuals and seizure of over $20 million in assets. Justin will manage the day-to-day activities of the Monitor and, as an attorney in Jones Day’s Cleveland office, will offer immediate responsiveness in addressing emergency, crisis, or impromptu requirements for input by the Monitorship team. Justin will also coordinate the activities of Jones Day attorneys and subcontractor consultants assigned by the Monitor to issue-specific work streams. Justin’s lawyer profile, which includes all information requested, is included in this response as Attachment A. Confidential 10 JAMES R. WOOLEY Jim Wooley's practice involves representing public and private corporations and business professionals in federal, state, and local criminal investigations. He also conducts internal investigations into allegations of employee misconduct, fraud, or other business crimes. Jim's matters involve antitrust, criminal tax, health care fraud, securities fraud, public corruption (including the FCPA), environmental crimes, customs law violations, and other criminal statutes. He has successfully represented clients in matters before the U.S. Department of Justice, as well as the SEC, IRS, EPA, FDA, NASA, NRC, and other federal, state, and local law enforcement agencies. Jim served as a federal prosecutor handling criminal cases involving racketeering, public corruption, murder, fraud, money laundering, and other federal crimes. At the DOJ, he received awards for his work prosecuting notable cases, including RICO cases against organized crime families, the landmark forensic DNA case in the U.S., and the largest police corruption case in FBI history at that time. He also served as an assistant in Manhattan D.A. Robert Morgenthau's office. Jim is a Fellow of the American College of Trial Lawyers. He has been appointed by courts to chair the Merit Selection Committee for the federal defender position for the Northern District of Ohio, to act as special prosecutor in cases alleging prosecutorial misconduct, and to oversee an audit of the Cleveland Police Department Crime Laboratory. In 2005, he was appointed by Cleveland's mayor to investigate allegations of fraud within the Cleveland City School District. Jim has also been appointed to serve on the Cuyahoga County Public Defender Commission, a five-person statutory board with oversight responsibility for the Office of the Public Defender. Jim is a former adjunct professor at Case Western Reserve School of Law, where he taught advanced criminal procedure. He is also the current Board Chair for the Centers for Families and Children, the leading provider of behavioral health and early learning services for low-income families in Cleveland. Jim will provide subject matter expertise on constitutional policing, search and seizure, and use of force, as well as assisting the Monitor with fact collection and analysis, coordination with the Parties, and development of audits and assessments of CDP practices. Jim’s lawyer profile, which includes all information requested, is included in this response as Attachment A. Confidential 11 STEPHEN G. SOZIO Steve is the head of litigation for Jones Day’s Cleveland office and a former Assistant U.S. Attorney in the Northern District of Ohio. Prior to joining Jones Day, Steve was an investigating prosecutor for the Organized Crime Strike Force Unit of the U.S. Attorney's Office for the Northern District of Ohio for 10 years. In that capacity, he worked with teams of agents from federal and local investigative agencies in the investigation and prosecution of organized and economic crime matters. Steve has tried cases in federal court under the federal racketeering, criminal tax, money laundering, customs, fraud, public corruption, drug, forfeiture, and conspiracy laws. Since joining Jones Day, Steve has represented corporations, hospitals, and executives that were the subjects of investigations by federal and local grand juries and/or regulatory agencies involving alleged health care fraud, defense contractor fraud, FCPA violations, SEC and securities fraud, HUD fraud, FDA actions, prevailing wage violations, import/export issues, federal campaign contribution violations, and economic espionage. He also has conducted many internal and external investigations on behalf of boards of directors and senior management. Steve is an adjunct professor at the Cleveland-Marshall College of Law of Cleveland State University where he has taught compliance, criminal procedure, and white-collar crime. Steve will provide assistance in the development of the organizational plan and will assist the Monitor with development of audits and assessments of CDP practices. Steve’s lawyer profile, which includes all information requested, is included in this response as Attachment A. RICHARD H. DEANE, JR. Rick has experience with every facet of investigation work. As a supervisory Assistant U.S. Attorney and later the U.S. Attorney for the Northern District of Georgia, Rick had a critically important role in shaping virtually every significant federal investigation pursued during his tenure, including the investigation that resulted in the indictment and conviction of former Atlanta Mayor Bill Campbell. Rick’s work as a prosecutor also included the investigation and prosecution of police officers for civil rights violations related to the unlawful use of force. In 1994, Rick was appointed to be a U.S. Magistrate Judge for the Northern District of Georgia, a position he held until 1998, when he was appointed to be the U.S. Attorney. Also during this time, Attorney General Janet Reno appointed him to serve on the Attorney General’s Advisory Committee, which advises on internal and external policy matters for the Justice Department. Known in legal circles for his professionalism, even-keel personality, and objectivity, Rick is frequently retained as a mediator and arbitrator for cases nationwide. For the past 12 years, Rick has been a partner at Jones Day. Recently the Co-Chair of Jones Day’s Corporate Criminal Investigations Practice, Rick now assists clients in high-profile, high-stakes investigations and litigation and Confidential 12 regularly presents evidence and conclusions to government entities, courts, juries, and special and audit committees for numerous companies and organizations, from Fortune 100 and beyond. Rick is Partner-in-Charge of the Atlanta Office and heads the litigation group in Atlanta. He is a member of the American College of Trial Lawyers. Rick was recently chosen by the State Bar of Georgia's bench and bar committee as the attorney recipient of the 12th Annual Chief Justice Thomas O. Marshall Professionalism Award. The award honors "one lawyer and one judge who have demonstrated the highest professional conduct and paramount reputation for professionals." Rick is also the past president of the National Association of Former United States Attorneys (NAFUSA). Rick’s lawyer profile, which includes all information requested, is included in this response as Attachment A. RASHA GERGES SHIELDS Rasha is an experienced trial and appellate lawyer who focuses on complex civil litigation, white-collar criminal defense, and internal corporate investigations. Prior to rejoining Jones Day in 2014, Rasha was an Assistant United States Attorney in Los Angeles for more than seven years, where she also served as the Deputy Chief of the Organized Crime Drug Enforcement Task Force Section. As a federal prosecutor, she tried numerous criminal trials, argued appeals, and directed federal and local law enforcement agencies in dozens of federal criminal grand jury and wiretap investigations. In addition to prosecuting her own cases, Rasha supervised other prosecutors, evaluated investigations for federal prosecution, and trained law enforcement agents. At an early stage in her public service career, Rasha served as a clerk to Judge Gary A. Feess of the Central District of California during litigation associated with the Rampart investigation of the Los Angeles Police Department. While in law school, Rasha served as an Advisor to the Rampart Independent Review Panel, responsible for reviewing use of force claims. Rasha recently represented the Los Angeles County Sheriff's Department (“LASD”) and certain members of senior management (including the former Sheriff) in connection with a federal criminal investigation initiated by the U.S. Attorney’s Office and the Federal Bureau of Investigation relating to alleged abuse in Los Angeles County jails and alleged obstruction of justice. In the course of cooperating with the federal investigation, Rasha executed a strategy on behalf of her clients to assist the LASD in revising its practices and procedures with respect to the County jails. Notably, none of the individuals or entities represented by Jones Day have been criminally charged. Rasha is committed to public service and serving pro bono clients. She is a member of the board of directors of the California Women's Law Center, a member of the board of governors of the Arab American Lawyers of Southern California, and co-chair of the Los Angeles County Bar Association’s Dialogues on Freedom Committee. She also volunteers in the Teen Court program at El Rancho High School. Rasha also serves on Jones Day's Firmwide Diversity, Inclusion & Advancement Committee. Rasha’s lawyer profile, which includes all information requested, is included in this response as Attachment A. PAUL F. KEPPLER, JR. Paul is a retired Special Agent with the Federal Bureau of Investigation and brings over two decades of law enforcement experience to the team. Paul is uniquely qualified to assist the Monitor, as he served as a Supervisory Special Agent and Chief Division Counsel (“CDC”) for the Cleveland FBI from 2004 until his retirement in September 2013. In this role, Paul provided legal advice, guidance and training to FBI agents, as well as state and local law Confidential 13 enforcement officers assigned to federal task forces. Of particular relevance, Paul was the primary legal resource for the Cleveland FBI on the Justice Department’s policy guidelines regarding the use of force and deadly force. During Paul’s tenure as CDC, he was the local FBI attorney representative in five deadly force incidents involving the discharge of a firearm during the performance of official duty. Earlier in his career with the FBI, Paul was responsible for the investigation of federal criminal offenses, most notably in the areas of organized crime and public corruption. Paul has practical experience in a wide variety of investigative techniques, including the use of electronic surveillance, confidential informants, and execution of search warrants. Paul also served for several years with the FBI’s Office of General Counsel, where he provided legal advice to FBI field offices across the nation on investigative and ethical issues. Paul also brings to the team his distinguished career as an instructor, having provided legal training to FBI-sponsored schools for local law enforcement officials in the areas of hostage negotiation and SWAT. Through his affiliation with the Lorain County Community College Police Academy, Paul has continued to provide legal training to local law enforcement and recruits, including most recently as a comprehensive legal instructor in the areas of arrest, search and seizure, civil liability for police actions, and the constitutional standards relevant to the use of force. A summary of Paul’s experience, which includes all information requested, is included in this response as Attachment A. References The below references are available to remark on the designated member of the Monitor team with respect to general qualifications and performance, as well as to specific projects referenced above. Contact telephone numbers and email addresses are available upon request. Chief Judge Edmund A. Sargus, Jr., Southern District of Ohio United States Courthouse 85 Marconi Boulevard, Room 301 Columbus, OH 43215 Jones Day attorney: Yvette McGee Brown Judge Algenon L. Marbley, Southern District of Ohio United States Courthouse 85 Marconi Boulevard, Room 319 Columbus, Ohio 43215 Jones Day attorney: Yvette McGee Brown Tom Stickrath Superintendent Ohio Bureau of Criminal Investigation 1560 State Route 56 SW P.O. Box 365 London, OH 43140 Jones Day attorney: Yvette McGee Brown Confidential 14 Chief Kim Jacobs, Columbus Division of Police Columbus Division of Police 120 Marconi Blvd. Columbus, OH 43215 Jones Day attorney: Yvette McGee Brown Judge James G. Carr, Northern District of Ohio United States Courthouse 1716 Spielbusch Avenue, Room 403 Toledo, Ohio 43604-1363 Jones Day attorney: Justin E. Herdman; James R. Wooley Peter J. Elliott United States Marshal United States Courthouse 801 West Superior Avenue, Suite 1200 Cleveland, OH 44113 Jones Day attorney: Justin E. Herdman; James R. Wooley William Evans, Investigator, Cuyahoga County Prosecutor’s Office Senior Investigator, Cuyahoga County Prosecutor's Office The Justice Center 1200 Ontario Street Cleveland, Ohio 44113 Jones Day attorney: James R. Wooley Sharon Sobol Jordan Chief of Staff Cuyahoga County Executive 2079 East Ninth Street, 8th Floor Cleveland, Ohio 44115 Jones Day attorney: James R. Wooley John Habat Executive Director Greater Cleveland Habitat for Humanity 2110 W. 110th Street Cleveland, OH 44102 Jones Day attorney: Stephen G. Sozio David W. Rowan Chief Legal Officer and Secretary The Cleveland Clinic Foundation Jones Day attorney: Stephen G. Sozio Confidential 15 Robert Granbo, Esq. Senior Assistant County Counsel Office of the County Counsel, County of Los Angeles Jones Day attorney: Rasha Gerges Shields James D. McManus M.S. Assistant Professor/Criminal Justice Coordinator Division of Social Sciences & Human Services Lorain County Community College Consultant/Subcontractor: Paul F. Keppler, Jr. Paul G. Graupmann Commander Police Training Academy Lorain County Community College Consultant/Subcontractor: Paul F. Keppler, Jr. Confidential 16 Other Public Sector Representations Jones Day has represented public sector clients in a wide array of other matters, including appellate issues, employment and wage issues, general litigation, financial transactions, governance infrastructure transactions, intellectual property, labor, tax, and workers' compensation matters. The following is a listing of certain U.S. public sector representations in which Jones Day's participation has been a matter of public record. City of Akron Advised the City of Akron with respect to the privatization of the Akron Sewer System. The City of Detroit Jones Day served as lead restructuring counsel to the City of Detroit in connection with its chapter 9 bankruptcy case filed in July 2013 and its ongoing restructuring efforts. In connection with this representation, Jones Day (a) assisted in the development and implementation of restructuring proposals, including the chapter 9 plan of adjustment; (b) participated in negotiations with the City's key stakeholder constituencies (including approximately 150 mediations) with the goal of reaching a consensual restructuring; and (c) handled all aspects of the chapter 9 case. The wide-ranging nature of the City's restructuring required Jones Day to perform an equally wide array of legal service. County of Los Angeles Obtained partial summary judgment on behalf of client and Los Angeles Sheriff's Department in declaratory relief action relating to Glendale Metrolink derailment. Fulton County, Georgia District Attorney's Office Retained by client to conduct an investigation into allegations of theft and misuse of county funds. Los Angeles County Metropolitan Transportation Authority Representation in post-trial matters and appeals arising from disputes over several contracts for construction of portions of the Metro Rail subway system. Maricopa County Elections Department Representation in civil rights action challenging the establishment of separate DUI courts for Native American and Spanish speakers. Monitor for the Department of Justice Represented monitor appointed by the Department of Justice to oversee FCPA compliance by a company pursuant to the terms of a deferred prosecution agreement. Ohio State Bar Association Miller v. Miller, 2012-Ohio-2928 (Ohio Supreme Court) Represented client as amicus curiae and successfully petitioned the Supreme Court of Ohio to review, and then reverse, a decision from the Eleventh District that threatened directors' right to advancement. Ohio State University, The $483 million bid by QIC Global Infrastructure for the 50 year lease of the parking operations of Ohio State University. This transaction is the first public-private partnership relating to the long-term lease and concession of a university parking system in the United States. Confidential 17 Orange County, California Jones Day lawyers were lead counsel to Orange County, California in connection with its chapter 9 debt adjustment case – the largest chapter 9 case ever at that time. The County's plan of adjustment resulted in the payment or restructuring of approximately $10 billion in indebtedness. In addition, the County's debt rating returned to investment grade within 18 months after completing the chapter 9 case – ascending from a rating of D ("default") to AA. The Orange County case provides a model for a successful chapter 9 process. Port Authority of New York and New Jersey Representation in a series of legal proceedings arising out of the planned auction by the U.S. Department of Transportation, including the Federal Aviation Administration and the Office of the Secretary, of landing and takeoff operating authorizations at JFK, La Guardia, and Newark airports. State of Georgia Obtained dismissal of case involving constitutionality of the right to a speedy trial. State of Georgia Successful representation of the State of Georgia in a prisoner's challenge to prison conditions under the Americans with Disabilities Act. Confidential 18 Proposed Activities Jones Day’s unique “One Firm Worldwide” concept enables the Firm to assemble a case team of attorneys possessing the skills and experience best suited to provide clients with world-class legal services for even the most complex matters. In the area of monitorships and oversight, Jones Day is able to capitalize on the experience of attorneys who have served at the highest ranks of the judiciary, the Department of Justice, and attorneys who have led multinational, internal and government investigations for audit and special committees of numerous Fortune 100 companies. Based on our understanding of the RFP and publicly available information, the main objective of the work to be performed is to independently monitor the Agreement between the City and Justice Department governing activities of the CDP and to assess, over the course of time, compliance with the specific terms of that consent decree. As the Monitorship progresses, Jones Day will continue to reevaluate and reassess individual objectives within the context of the facts collected and remedial steps observed. Based on our extensive experience with these types of matters and our knowledge of the issues thus far, as well as the five-year timeframe set out in the RFP, we have devised a plan of action for a comprehensive Monitorship: Initial Stage (September-October 2015) At the initial stage, we will finalize a detailed organizational plan for submission to the Court and Parties. This organizational plan will include a comprehensive description of deliverables and benchmarks, including a series of interim objectives to be achieved by the Monitor through the filing of the Comprehensive Reassessment in 2017. The plan will necessarily include a series of metrics by which the CDP’s compliance with the Agreement will be considered, including a threshold level of expected performance at six month intervals. The organizational plan will incorporate a Monitor calendar, with a month-by-month description of anticipated meetings, commission and board hearings, and deadlines for the Monitor’s feedback on policy revisions and enhancements. In addition, the organizational plan will describe, at three month intervals, the minimum number of on-site reviews and assessments of various CDP functions to be conducted by the Monitor. The organizational plan will formalize staffing, including identification of subject matter expert consultants, and will designate workstream leaders and assigned tasks. Within this initial stage, the Monitor will hold the first monthly meeting with the Parties and Mayor to address the proposed organizational plan, as well as a public meeting to solicit input from the community and its leaders. The organizational plan will also serve as a foundation for the Monitor’s assessment and revision of the Agreement’s proposed outcome measurements. Specifically, the Monitor expects the following work to be completed in the areas identified under the RFP (Policy Review; Technical Assistance; Training Assessment; Report Writing; and Incident Review), as well as in an additional area identified by the Monitor (Coordination Efforts), during this initial stage: • Policy Review: The Monitor and her team will engage in a high-tempo review of current policies and procedures in order to identify any existing gaps and to formulate proposed enhancements to those policies. In order to efficiently address the rollout of new policies over the course of the next year, the Monitor will be working intensively in this area starting on the first day of work. This particular workstream is likely to be overseen directly by the Monitor and Deputy Monitor, with significant input from senior attorneys and Confidential 19 consultants. Near the anticipated start date of this stage, we expect to witness adoption of policies by OPS addressing the core issue of Accountability, as well as the first public meetings to be held by the Commission. As a result, we plan for our initial priority during this time to be analysis of current policies and practices in the areas of Accountability and Use of Force. Importantly, our policy review efforts as a whole are not expected to be passive, instead they will incorporate on-site assessment and factual development as a means to gauge the efficacy of those in-place guidelines, as well as to drive any future recommendations by the Monitor. • Technical Assistance: We expect any requests for technical assistance during the Initial Stage to be relatively modest, but any such requests will most likely seek input in areas of the most acute need. Accordingly, our Monitor team will be positioned to provide such assistance from the first working day. This period will also allow us to develop procedures for future requests, including an electronic system for submission, and a series of metric objectives to benchmark our team’s response and action on those requests. • Training Assessment: At this early Initial Stage, we are likely to seek preliminary assessment of CDP’s training in the core issues of Accountability and Use of Force. A far more robust assessment effort, however, will be made beginning in the next two stages. Nonetheless, during this stage our team will formulate a comprehensive schedule of on-site assessments, develop objective standards for measurement of training efficacy, and define criteria for future review of training. • Report Writing: During the Initial Stage, the Monitorship team will be responsible for preparing recommendations on the outcome measurements set forth in the Agreement. To the extent that additional policies, such as those propagated by OPS relating to the criteria for complaints, are finalized during this period, the Monitor will offer specific feedback and recommendations. • Incident Review: Throughout the entirety of the Monitorship period, including this earliest Initial Stage, we anticipate an ongoing need for rapid response by our team to review those incidents that would trigger reporting and post-event investigation under the Agreement. Our team is specifically constructed to provide local expertise, with multiple personnel, for necessary action at a moment’s notice. We will augment our team of consultants with appropriate levels of law enforcement expertise in the immediate Cleveland area, as well as within Ohio, in order to provide not only on-site observation of incident response (should such action be deemed necessary in a given instance), but also to provide resources for the data-driven reviews of use of force, search and seizure, and crisis intervention reports (among others) that will emerge over the course of the Monitorship. • Coordination Efforts: From the outset of the Monitorship, we will seek the community’s input through public meetings, attendance at Agreement-mandated meetings held by other Parties and oversight entities, and informal meetings with stakeholders as part of our fact-finding effort. Due to the importance of this feedback from the community, Parties, and the Court, we have deemed this area one of specific need and addressed it as a potential workstream for our team to address. In the Initial Stage, we anticipate holding our first Monitor meeting under the Agreement, as well as an initial meeting with the Mayor. We also intend to have the Monitor or a team member attend every public meeting held under the Agreement throughout the course of this Monitorship; this Initial Stage will not be an exception. This stage will also witness the rollout of a Monitor website for online input, as well as additional outlets for feedback across a variety of media platforms. Initial Reporting Stage (October 2015 to February 2016) The next five months will be one of the most critical stages of the Monitorship period. Under the terms of the Agreement, this period will witness the first status reports and substantive recommendations from the City, CDP, and Confidential 20 the Office of Professional Standards (“OPS”). Moreover, during this period, several of the fundamental reform bodies will be established and begin their work, including the Community Police Commission (“the Commission”) and Police Review Board (“PRB”). The work of the Monitor in this timeframe will be dictated by three key deliverables: the Monitor’s compliance review and assessment plan; the first periodic Monitor report; and the Biennial Community Survey. By the fourth month of the Monitorship, our team will provide the Court and Parties with a plan setting out a comprehensive set of requirements and priorities, along with a schedule, dictating the first two years of compliance audits and reviews. At the six-month mark of the Monitorship, the first periodic Monitor report will draw upon the team’s observations and will focus on the areas of reform to be addressed by the City and CDP within the first 180 days of the Agreement: 1) Community Policing; 2) Accountability; 3) Crisis Intervention and Mental Health Response; 4) Recruitment; and 5) Data Systems. In preparing for this first periodic report, we expect to rely heavily on direct interaction with CDP staff and personnel, of all ranks and seniority, and will pursue an aggressive schedule of on-site reviews and assessments across all CDP functions. We will also enhance our collection of inputs directly from the community through Monitor-sponsored feedback sessions, attendance at other community meetings held by the Parties (including those mandated by the Agreement), establishment of our Monitor website, and through the inaugural Biennial Community Survey, which is to be completed during this phase. We will also begin our initial data analysis during this stage in order to further our understanding of available objective measurements and the possible improvements to be made in this area. In addition, this period will lay the groundwork for significant policy revisions in complex, substantive areas that will be addressed in the next stage (see below). Hence, the Monitor will be forward-looking in assessing the progress of the development of these policies and procedures to ensure that they are on-track under the terms of the Agreement. During this stage, the Monitor anticipates the following to be performed in each identified area of work: • Policy Review: The Monitor and her team will engage in a thorough review of past policies, as well as those policies expected to come online during this stage. Specifically, we expect that our review will focus on revised procedures in the areas of Recruitment, Accountability, and Crisis Intervention. • Technical Assistance: We anticipate an increase in the requests for technical assistance during this stage, particularly as additional areas of acute need are identified. We also expect that more medium-term requests may begin to emerge during this time frame. To the extent that unexpected areas of technical assistance are realized during this stage, we will identify any additional subject matter experts necessary to render appropriate advice and guidance. • Training Assessment: This stage will witness the initial execution of our focused assessment of training in the areas of Use of Force, Crisis Intervention, Searches and Seizures, and Supervision. This assessment will include both in-person, on-site observation of training delivery, as well as review and analysis of training modules and policies as they are in the developmental stage. • Report Writing: During the Initial Reporting Stage, the Monitorship team will be responsible for completing a plan on compliance reviews and assessments under the Agreement, as well as the first periodic Monitor report. In addition, the City’s first periodic status report will be filed within this timeframe. Analyzing the City’s status report in the context of the Monitorship team’s policy review, incident review, and on-site assessment efforts will likely form a large portion of the Monitor’s first periodic report. • Incident Review: As discussed above, we expect this area to be one of continued need and focus. As new CDP data systems are contemplated in this timeframe, our identified experts in data collection and analytics will be leveraged in order to assist with the design, function, and assessment of these systems. • Coordination Efforts: Our monthly meetings will continue throughout the Monitorship, as required under the Agreement. We also expect increased commitments in this area as additional oversight entities are stood up under the Agreement, including the Mental Health Response Advisory Committee. Confidential 21 Policy Revision and Reform Stage (March 2016 to September 2016) During this phase, the Monitor and her team will focus intently on continued up-tempo fact-finding in those areas that are mandated to be addressed by the 365-day mark. These include the critical subjects of: 1) Use of Force, including training and reporting; 2) Bias-Free Policing; 3) Accountability, including OPS training and awareness; 4) Police Equipment; 5) Staffing, including supervisory training and officer intervention; and 6) Data Systems, including development, management, and analysis of data. With an eye towards the Agreement’s 365-day deadline for adoption of a number of important policies, the Monitor’s efforts will be directed towards positioning the team to provide valuable, effective feedback on these revised guidelines. This task will include collection of specific factual observations to address and support, if necessary, any policy recommendations to be made by the Monitor. This stage will also witness the initial execution of the Monitor’s compliance audit and review plan, which will be targeted at those areas identified as the most critical based on our review and inputs from the first six months of work. During this stage, the Monitor anticipates the following to be performed in each identified area of work: • Policy Review: This period will witness the most extensive roll-out of proposed new policies, requiring the Monitor’s team to use their expertise and previous analysis of the CDP’s existing policies to quickly provide recommendations to the Court and Parties. By the end of this stage, the City and CDP will have completed their policy revisions for every issue addressed under the Agreement. Additionally, the first policies governing Bias-Free Policing and a plan establishing the CDP’s Community and Problem-Oriented Policing model should be expected in this stage. As a result, the Monitor expects that this workstream will play a primary role in the team’s efforts during this six-month period. • Technical Assistance: As this stage will witness the adoption of new policies and procedures across virtually every function of the CDP, we expect a resultant increase in requests for technical assistance. As the CDP completes its studies of necessary equipment, resources, staffing, and training during this time period, our subject matter experts will be staged to weigh in with recommendations and guidance on these issues. Additionally, we anticipate that this period will experience heightened requests for assistance in establishing the CDP’s Community and Bias-Free Policing model. • Training Assessment: In addition to our continued assessment of training in the areas of Use of Force, Crisis Intervention, Searches and Seizures, and Supervision, we expect that our subject matter experts will be heavily focused on the implementation of new training procedures during this stage. In particular, the Training Review Committee is expected to roll-out a new training plan by June 2016. This comprehensive plan will require increased attention from our team, as well as review of new training proposals related to the areas of continued attention outlined above. • Report Writing: During this stage, the Monitorship team will be responsible for completing its second periodic Monitor report. By incorporating the intense activity under the Policy Review and Training Assessment workstreams, we expect that the drafting of this report will require significant attention from the Monitor’s team. • Incident Review: As discussed above, this workstream will almost assuredly continue to dominate a significant amount of the Monitor’s focus. Given the fast-paced rollout of policies and procedures in this stage, we may find it necessary to rely more heavily on our deep bench of legal experts in other Jones Day offices for assistance during this time period. Additional data systems are also expected to come online in this timeframe, resulting in an increased need for our data analytics experts to render feedback on this front. • Coordination Efforts: We do not expect to see any decrease in the extent of our coordination efforts during this stage. Confidential 22 Integration and Assessment Stage (October 2016 to December 2017) Following the adoption of revised policies by the City and CDP, and in the wake of the Monitor’s recommended modifications to those proposals, the next year will be vital in assessing the efficacy of the new procedural landscape. Close attention will be paid in this timeframe to training, particularly in the areas of Accountability and Use of Force, and the Monitor will rely on our law enforcement experts to render on-site assessments of the roll-out of the new policies. In addition, this time period will witness enhanced incident review of Use of Force events. The response and subsequent follow-up to these incidents, as well as the CDP’s new data systems meant to capture these events, will be particular areas of focus during this stage. Marking the conclusion of this phase will be the Monitor’s completion of the Comprehensive Reassessment. This report will take a critical look at these reformed policies and their results, as well as the enhanced oversight role played by the various entities established under the terms of the Agreement. In the Comprehensive Reassessment, the Monitor will fairly and accurately portray the City and CDP efforts to comply with the Agreement and determine in which areas, and to what degree, continued monitoring will be recommended. Under no circumstances will the Monitor approach the Comprehensive Reassessment with any particular result predetermined – this will be a balanced analysis meant to address the interests of the City, CDP, Justice Department, and community. In this stage, the Monitor anticipates the following work to be performed in each identified area of need: • Policy Review: We expect our efforts in this workstream to decrease following the eighteen-month mark of the Monitorship, as the City and CDP will have completed most of their policy revisions under the Agreement. Nonetheless, this area will still require attention as we consider additional recommendations following our observed implementation of these policies. • Technical Assistance: With a full complement of new policies in place at this stage, we anticipate a steady number of requests for technical assistance in the areas of Search and Seizure, Use of Force, Crisis Intervention, and Accountability. Additionally, we expect that our subject matter experts in community policing will continue to field requests for technical assistance during this stage. • Training Assessment: Our training assessments in this stage will benefit from nearly two years of observation, but will be forward-looking in terms of addressing the long-term effects of revamped training policies and plans. • Report Writing: The most critical report of the Monitorship to date will be filed in December 2017. The Comprehensive Reassessment will take a balanced approach to analyzing the City and CDP’s efforts to comply with the Agreement. As a result, it will require a substantial amount of effort to fairly weigh whether any areas have been satisfied, as well as addressing those areas that require additional improvement and continued monitoring. We expect that the resources devoted to completing this report will be significant and its completion will dominate the latter part of this stage. • Incident Review: At this stage, we expect that all new data systems will be online. Additionally, our team will have reviewed a sizable number of incident reports such that we will have gained intimate familiarity with the process flow and procedural rhythm. Although we cannot plan for any decrease in the volume of incidents requiring the Monitor’s review, we do expect to realize efficiencies from the new data and our collective experience in this workstream. • Coordination Efforts: We anticipate an increase in our coordination efforts during this stage as we collect feedback for inclusion into our Comprehensive Reassessment and hold community meetings in the wake of that report’s release. Confidential 23 Policy Refinement, Enhancement and Finalization Stage (January 2018 to June 2020) Based on the results of the Comprehensive Reassessment, the Monitor will prepare a revised organizational plan that will take into account the progress made and the remaining areas requiring maximized attention. Much like the original plan, this revised organizational plan will deliver a detailed timeline and set of objectives meant to transparently inform the Parties, the Court, and the public of the remaining areas of improvement. This period marks the longest potential stage of the Monitorship and, although it would prospectively occur after many of the major procedural revisions have been in place, would still necessitate vigilance on compliance by the City and CDP with the core areas of the Agreement. In particular, the revised policies pertaining to accountability, recruiting, supervision, and personnel management are likely to render data subject to observable measurement during this stage. We also expect to continue our robust program of compliance audits and reviews, at regular intervals, during this stage. In the final year of the Monitorship, and in preparation for the Monitor’s final report, a major effort will be made to assess and analyze the vast amount of data expected to be available by this point. Wherever possible, the Monitor’s final assessment of the CDP’s efforts to comply with the terms of the Agreement will rely on this measurable data and factbased observations by the Monitor team. The Monitor’s final report will offer an opportunity for a complete review of the five years of compliance activity and render a fair, objective opinion as to whether the core issues have met the threshold levels of improvement identified in the Agreement and the Monitor’s organizational plan. Depending on the results of the Comprehensive Reassessment, the Monitor anticipates the following activities to be performed in each identified area of work: • Policy Review: As with our expectations under the previous stage, we anticipate that our efforts in this workstream will be reduced during this time period. As the conclusion of the Monitorship draws near, we do expect an increase in activity as we take a final look at the efficacy of the revised policies and address the need for recommendations that will position the CDP and City for continued success in the future. • Technical Assistance: Due to the length of this stage, we cannot anticipate a decrease in requests for technical assistance. Nonetheless, as the Monitorship enters its final year, we expect that the CDP will have benefitted tremendously from the assistance provided by our team and may be in a position to relax demands in this workstream. In the final months of this stage, we do expect to see an increase in requests as the City and CDP prepare for the post-Monitorship period. • Training Assessment: Our training assessments in this stage will be well-established and geared towards ensuring continued compliance with the Agreement, as well as enhancing those training procedures for future modification and revision in the post-Monitorship timeframe. • Report Writing: This stage will require the Monitor to file several periodic reports and a final report. Thus, the Monitor will remain engaged in communicating to the Court, Parties, and the public all progress made by the City and CDP in complying with the Agreement. Our team will be appropriately tasked with ensuring that these reports are delivering fresh observations and recommendations during this stage, particularly in the final year as the reports take on a more forward-leaning perspective. • Incident Review: In the final stage, this workstream will likely remain resource-intensive, but we expect to realize continued benefit from CDP’s data collection systems, as well as our combined data analysis efforts, in order to efficiently deliver on the Monitor’s obligations under the Agreement. • Coordination Efforts: We expect a steady focus in this area as the stage progresses, with an additional increase in coordination efforts towards the end of the timeframe as the Monitorship draws to a close and stakeholders seek confirmation of the CDP’s compliance efforts under the Agreement. Confidential 24 Other Considerations Several collateral issues present challenges that must be considered throughout the duration of the performance of the Monitorship. The first challenge to consider is striking the correct balance between transparency and maintaining a suitable Monitorship environment. Although we intend to err on the side of fulsome disclosure of the Monitor’s observations and work, before initiating our efforts we will want to have a clear understanding of the expectation of the Court and the Parties as to what disclosures (outside of those required by the Agreement) should be released and the appropriate procedure for doing so. Second, we understand that this Monitorship is likely to be followed closely by the media. Most of the matters we handle are, by their very nature, sensitive to our clients. We are committed to responsibly handling media attention and publicity in connection with this matter, consistent with the terms of the Agreement. By nature of the high-profile cases our team members normally work on, we have extensive experience with the collateral issues of press coverage, disclosure, and high-visibility presentations implicated by such work. Finally, we are aware that there are active investigations – on the federal, state, and local level – that are charged with examining some of the same conduct, most notably use of force incidents, which may necessarily come under consideration by the Monitor. We are equally aware that additional such investigations may develop during the course of the Monitorship as a result of future incidents. We obviously intend to adhere strictly to the terms of the Agreement with respect to any such investigations that may be implicated in the course of our Monitorship, but we believe that our Monitor team provides a balanced set of personnel who are uniquely positioned to deal with the sensitivities inherent in navigating these issues. Potential Conflicts of Interest or Bias Justin Herdman is a former employee of the United States Attorney’s Office for the Northern District of Ohio. While the review of CDP’s activities by the United States Department of Justice began while Justin was employed at the United States Attorney’s Office, he did not personally participate in that review and was not a supervisor of any attorney assigned to that civil investigative review. In addition, the report regarding the CDP’s activities was completed more than a year after Justin left the office. Justin also has a sister-in-law who is currently employed by the United States Department of Justice as an Associate Warden in the Federal Bureau of Prisons and a father-in-law who is retired from the Federal Bureau of Prisons. Justin does not believe that any of the above constitute a conflict of interest or ethical bar, including consideration under 18 U.S.C. § 207, such as to preclude his service as Deputy Monitor. Justin has filed a notice of appearance in a current matter pending in the Cuyahoga County Court of Common Pleas (Gasia Thomas v. First Energy Services, et al., Case No. CV-13-798520), in which the City of Cleveland is a co-defendant. Although this matter does not appear to directly conflict with the Monitorship team’s duties, should the Jones Day proposal for a Monitorship be accepted by the Court and Parties, Justin will propose to withdraw as an attorney of record in that case. Other than the above, we have not identified any additional potential for conflict of interests among the attorneys proposed for our Monitorship team. Jones Day does, however, represent the interests of a diverse array of clients, including matters involving or adverse to the City and Justice Department. At this point in time, we have not identified any such representation that would preclude our Firm from serving as the Monitor. Upon selection as the Monitor, where necessary and appropriate, we will screen any attorneys engaged on representations involving the City and Justice Department from this matter. Confidential 25 THE ENTIRETY OF THIS PAGE CONTAINS PROPRIETARY AND TRADE SECRET INFORMATION Estimated Costs Due to the importance of this Monitorship to the City of Cleveland and State of Ohio, Jones Day is prepared to offer a significant reduction in the hourly billing rate of the attorneys assigned to this matter. We understand the need for consideration of the public and/or charitable expenditure for the costs associated with the Monitorship and the rates below reflect a substantial savings over our typical fees. Jones Day will charge the time incurred by its attorneys at a blended rate of or senior attorneys (Yvette McGee Brown, Justin Herdman, James Wooley, Steve Sozio, Rick Deane, Rasha Gerges Shields, and any other partner-level attorney) an or associate attorneys. These rates are significantly below those typically charged by our attorneys. Our consultants will be retained at a very competitive rate, including for our Chief Consultant and our other law enforcement and academic subject matter experts. In order to maximize our consultants’ expertise in issues most relevant to Cleveland, as well as to reduce travel costs associated with those experts, we intend to use Ohio-based experts wherever possible. The service fees charged by these experts are reflected in the first column (“Estimated Total Services Cost”) below. These fees also reflect a modest annual increase in hourly fees of approximately 5% beginning in 2017, which are reflected in the detailed breakdown below. In terms of travel expenses, we believe that our team will offer a substantial savings in this area. The estimated costs reflected below in the second column (“Estimated Travel & Associated Cost”) are based on the following assumptions. First, we will not bill at an hourly rate for travel between Cleveland and the resident city of our attorneys or subject matter experts. There may be some minimal travel costs associated with these trips, but these would be solely for purposes of reimbursing direct costs associated with that travel (e.g., lodging, automobile travel, or airfare where necessary). Second, we believe that we can accomplish a substantial amount of necessary work off-site, but not to such a degree that we sacrifice costs over appropriate Monitorship. The cost estimates of travel are grounded in our assessment of the amount of time truly necessary to spend “on-site” at CDP and other Cleveland locations. Third, we will make every effort to seek cost-conscious opportunities for travel, lodging, accommodations, and other necessary expenses for those members of our Monitorship team who reside outside of Ohio. The third column (“Estimated Other Costs”) reflects amounts to be expended for standalone and startup costs, including technology setup for our consultant team and costs to be charged for items such as photocopying, teleconference services, and audio/visual or data collection assistance. The largest individual cost item under this column occurs in the years 2015, 2017, and 2019 and is directly attributed to the need for the Monitor to retain a public opinion and/or polling firm to assist with the Biennial Community Survey mandated by the Agreement. We believe that we can retain a local public opinion firm to assist us in this work and we estimate that each Biennial Community Survey can be completed for less than n each year required. Based on the assumptions presented in this proposal and the terms set forth in the RFP, we propose a cost-cap of for services, travel, and associated costs. This figure is calculated at approximately 25% above our estimated costs, as set forth below, and assumes the scope of work remains contained to that set forth in the RFP, the Agreement, and this proposal. Ultimately, even taking into account the detailed description of expected duties outlined in the Agreement, the Monitor’s activities are difficult to predict with exactitude. This is particularly important to note with respect to those areas of work that will be governed by activities outside the control of any Party or the Monitor – for example, Incident Review. Nonetheless, we are able to make the following current estimate of costs associated with the Monitor’s Confidential 26 THE ENTIRETY OF THIS PAGE CONTAINS PROPRIETARY AND TRADE SECRET INFORMATION duties. In greater detail below, we provide a narrative describing each year’s expected activities, as well as a yearover-year breakdown of these estimated costs. Year Estimated Total Estimated Travel & Estimated Total Annual Cost Services Cost Associated Costs Other Costs (Estimated) 2015 2016 2017 2018 2019 2020 Total Costs (Estimated) 2015: As outlined above, the estimated costs for 2015 encompass the Initial Stage and the first few months of the Initial Reporting Stage. We anticipate that there will be a substantial need for coordination efforts during this early period (e.g., Monitor meetings as mandated by the Agreement, attendance at community meetings, initial meetings across CDP functions, introductory meetings at CDP headquarters and at the district level). In addition, we expect the policy review function to be relatively significant during this initial phase, as the Monitor’s team gains familiarity with the current policy landscape and begins preparation for the recommendations anticipated under the Agreement. During these months, there will be a compressed schedule for the Monitor’s report writing duties, as the team will be required to complete the organizational plan, provide feedback on the proposed outcome measurements under the Agreement, and propose a model for conducting compliance reviews and outcome assessments. As compared to later stages, we expect that the technical assistance and training assessment functions will be relatively light during this period. In this early phase of coordination and organizational planning, we estimate approximately 20 total trips to Cleveland from those subject matter experts and legal experts who are retained outside the city. The one-time costs during this period are expected to include, where necessary, those expenditures associated with set-up of the Monitor’s team, such as purchase/rental of technology items to assist our retained consultants and subcontractors with their work (e.g., laptop computers networked to ensure secure communication within the Monitor’s team). Also included in this category are costs associated with the planning and execution stages for the Biennial Community Survey, which is expected to be conducted in December 2015 under the terms of the consent decree. 2016-2017: We anticipate that these two years will witness the heaviest workload of the entire Monitorship period. In terms of deliverables, the Monitor will be responsible for as many as four periodic reports during this timeframe, as well as the Comprehensive Reassessment in December 2017. The amount of work involved in drafting these five reports is bound to be considerable. In addition, these two years will witness the fast-paced rollout of new CDP policies, as well as those procedures that will govern the oversight bodies established under the Agreement. Assessing the training requirements that are consequential to these new policies will be a resource-intensive effort. In order to effectively balance costs on this front, much of the team’s day-to-day observation of training and the rollout of new policies to the CDP are to be borne by the Chief Consultant and subject matter experts. Our cost estimates reflect this increased workload, as well as the travel budget associated with our on-site review by our non-resident subject matter experts, who may be expected to make a total of as many as 50 multi-day trips to Cleveland, per year, during this timeframe. During this time period we anticipate a need for only occasional travel to Cleveland by our outof-state Jones Day legal team. Confidential 27 THE ENTIRETY OF THIS PAGE CONTAINS PROPRIETARY AND TRADE SECRET INFORMATION 2018-2019: Depending on those areas determined by the Comprehensive Reassessment to require additional or enhanced oversight, we may see a continued devotion of Monitor resources to training assessment and technical assistance during these years. While the need for additional policy review will lessen and our report writing will be focused on the completion of periodic reports, we do not anticipate any dramatic drawdown in the resources required for the Monitor’s coordination efforts or incident review. We do expect to continue our targeted compliance audits and reviews during this period, which will require significant resources from the Monitor’s team in order to ensure comprehensive and efficient assessment. Our travel costs are anticipated to decrease in this timeframe, though, as we expect to have streamlined our process for on-site assessments by these later years of the Monitorship. 2020: Our efforts in the final months of the Monitorship are likely to be up-tempo, as we undertake a final review across all workstreams and issues addressed in the Agreement. Accordingly, much as we expect to see at the very initial stages of the Monitorship, we are planning to embark on a more condensed and active final six months. The costs associated with this work will result in a higher average spend during 2020, which accounts for our estimated service fees and travel costs for this period. Confidential 28 THE ENTIRETY OF THIS PAGE CONTAINS PROPRIETARY AND TRADE SECRET INFORMATION 2015 OnSite Monitor Deputy Monitor Senior Atty Junior Atty Chief Consultant 3 2 Policy Technical Training Report Incident Coordination Review Assistance Assessment Writing Review Efforts OffSite Total On- Off- Site Site Total On- Off- Site Site Total On- Off- Site Site Total On- Off- Site Site Total On- Off- Site Site Total 10 90 100 5 5 10 15 60 75 5 70 75 50 50 100 50 10 60 10 90 100 10 0 10 65 10 75 20 130 150 125 25 150 50 10 60 10 65 75 5 0 5 20 5 25 0 25 25 35 15 50 10 5 15 0 25 25 0 0 0 20 5 25 20 130 150 125 25 150 50 10 60 10 90 100 45 5 50 100 25 125 10 65 75 125 25 150 50 10 60 10 90 100 45 5 50 100 25 125 10 65 75 100 50 150 35 10 45 50 450 500 110 15 125 320 130 450 65 485 550 560 190 750 245 55 300 Subject Matter Experts Total 2 This assumes appointment of the Monitor by September 12, 2015 and contemplates work performed from that date through December 31, 2015. “On-Site” assumes activities performed at CDP and City locations, including CDP headquarters and CDP districts, as well as incident locations. “Off-Site” includes activities performed at the Monitor’s offices established by the City, per the consent decree, or at any office locations established and maintained independently by Jones Day. 3 Confidential 29 THE ENTIRETY OF THIS PAGE CONTAINS PROPRIETARY AND TRADE SECRET INFORMATION 2015 Policy Technical Training Report Incident Coordination Review Assistance Assessment Writing Review Efforts (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) Hourly Rate Monitor Deputy Monitor Senior Atty Junior Atty Chief Consultant Subject Matter Experts To Confidential 30 THE ENTIRETY OF THIS PAGE CONTAINS PROPRIETARY AND TRADE SECRET INFORMATION 2016 Monitor Deputy Monitor Senior Atty Junior Atty Chief Consultant Policy Technical Training Report Incident Coordination Review Assistance Assessment Writing Review Efforts On- Off- Site Site On- Off- Site Site On- Off- Site Site 25 225 250 75 75 150 40 10 25 225 250 125 25 150 40 10 90 100 50 50 100 15 135 150 50 50 50 200 250 200 50 450 500 175 1325 1500 Total On- Off- Site Site 50 15 85 10 50 45 20 5 25 100 40 10 50 250 250 250 250 500 750 500 1250 Total On- Off- Site Site 100 50 75 255 300 450 5 45 50 50 45 255 25 275 10 300 250 550 690 310 1000 Total On- Off- Site Site 125 85 15 100 50 500 85 15 100 50 75 125 40 10 50 300 450 50 500 85 15 100 115 125 450 50 500 50 25 75 10 115 125 500 250 750 50 25 75 130 870 1000 1950 550 2500 395 105 500 Total Total Total Subject Matter Experts Total Confidential 31 THE ENTIRETY OF THIS PAGE CONTAINS PROPRIETARY AND TRADE SECRET INFORMATION 2016 Hourly Rate Policy Technical Training Report Incident Coordination Review Assistance Assessment Writing Review Efforts (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) Monitor Deputy Monitor Senior Atty Junior Atty Chief Consultant Subject Matter Experts Confidential 32 THE ENTIRETY OF THIS PAGE CONTAINS PROPRIETARY AND TRADE SECRET INFORMATION 2017 Monitor Deputy Monitor Senior Atty Junior Atty Chief Consultant Policy Technical Training Report Incident Coordination Review Assistance Assessment Writing Review Efforts On- Off- Site Site On- Off- Site Site On- Off- Site Site 15 135 150 75 75 150 40 10 15 135 150 125 25 150 40 5 45 50 50 50 100 15 135 150 50 50 25 100 125 200 40 335 375 115 885 1000 Total On- Off- Site Site 50 20 130 10 50 60 20 5 25 100 40 10 50 250 250 250 250 500 750 500 1250 Total On- Off- Site Site 150 50 75 340 400 450 5 45 50 50 60 340 25 275 20 300 250 550 690 310 1000 Total On- Off- Site Site 125 125 25 150 50 500 125 25 150 50 75 125 10 40 50 400 450 50 500 125 25 150 230 250 450 50 500 125 25 150 20 230 250 500 250 750 50 50 100 185 1315 1500 1950 550 2500 560 190 750 Total Total Total Subject Matter Experts Total Confidential 33 THE ENTIRETY OF THIS PAGE CONTAINS PROPRIETARY AND TRADE SECRET INFORMATION 2017 Hourly Rate Policy Technical Training Report Incident Coordination Review Assistance Assessment Writing Review Efforts (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) Monitor Deputy Monitor Senior Atty Junior Atty Chief Consultant Subject Matter Experts Confidential 34 THE ENTIRETY OF THIS PAGE CONTAINS PROPRIETARY AND TRADE SECRET INFORMATION 2018 Monitor Deputy Monitor Senior Atty Junior Atty Chief Consultant Policy Technical Training Report Incident Coordination Review Assistance Assessment Writing Review Efforts On- Off- Site Site On- Off- Site Site On- Off- Site Site 5 30 35 25 50 75 40 10 10 25 35 50 25 75 40 5 5 10 25 25 50 10 10 20 25 25 25 50 75 100 25 50 75 80 170 250 Total On- Off- Site Site 50 15 85 10 50 45 20 5 25 50 40 10 50 150 100 200 150 350 425 325 750 Total On- Off- Site Site 100 50 75 255 300 450 5 45 50 50 45 255 75 175 10 250 150 400 490 260 750 Total On- Off- Site Site 125 115 10 125 50 500 115 10 125 50 75 125 10 15 25 300 450 50 500 115 10 125 115 125 450 50 500 45 5 50 10 115 125 500 250 750 25 25 50 130 870 1000 1950 550 2500 425 75 500 Total Total Total Subject Matter Experts Total Confidential 35 THE ENTIRETY OF THIS PAGE CONTAINS PROPRIETARY AND TRADE SECRET INFORMATION 2018 Hourly Rate Policy Technical Training Report Incident Coordination Review Assistance Assessment Writing Review Efforts (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) Monitor Deputy Monitor Senior Atty Junior Atty Chief Consultant Subject Matter Experts Confidential 36 THE ENTIRETY OF THIS PAGE CONTAINS PROPRIETARY AND TRADE SECRET INFORMATION 2019 Monitor Deputy Monitor Senior Atty Junior Atty Chief Consultant Policy Technical Training Report Incident Coordination Review Assistance Assessment Writing Review Efforts On- Off- Site Site On- Off- Site Site On- Off- Site Site 5 30 35 15 20 35 40 10 10 25 35 30 5 35 40 5 5 10 5 10 15 10 10 20 5 10 25 50 75 75 25 50 75 80 170 250 Total On- Off- Site Site 50 15 85 10 50 45 20 5 25 15 40 10 25 100 100 225 75 300 355 145 500 Total On- Off- Site Site 100 50 75 255 300 450 5 45 50 50 45 255 75 175 10 250 150 400 490 260 750 Total On- Off- Site Site 125 115 10 125 50 500 115 10 125 50 75 125 10 15 25 300 450 50 500 115 10 125 115 125 450 50 500 45 5 50 10 115 125 500 250 750 25 25 50 130 870 1000 1950 550 2500 425 75 500 Total Total Total Subject Matter Experts Total Confidential 37 THE ENTIRETY OF THIS PAGE CONTAINS PROPRIETARY AND TRADE SECRET INFORMATION 2019 Hourly Rate Policy Technical Training Report Incident Coordination Review Assistance Assessment Writing Review Efforts (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) Monitor Deputy Monitor Senior Atty Junior Atty Chief Consultant Subject Matter Experts Confidential 38 THE ENTIRETY OF THIS PAGE CONTAINS PROPRIETARY AND TRADE SECRET INFORMATION 2020 Monitor Deputy Monitor Senior Atty Junior Atty Chief Consultant 4 Policy Technical Training Report Incident Coordination Review Assistance Assessment Writing Review Efforts On- Off- Site Site On- Off- Site Site On- Off- Site Site 5 30 35 10 10 20 20 15 10 25 35 15 5 20 25 5 5 10 5 0 5 10 10 20 0 5 25 50 75 40 25 50 75 80 170 250 Total On- Off- Site Site 35 15 85 10 35 45 10 10 20 5 25 10 10 50 100 100 50 150 170 80 250 Total On- Off- Site Site 100 50 25 255 300 200 5 45 50 35 45 255 25 125 10 175 75 250 355 145 500 Total On- Off- Site Site 75 115 10 125 50 250 115 10 125 40 10 50 10 15 25 300 200 50 250 115 10 125 115 125 200 50 250 45 5 50 10 115 125 300 75 375 25 25 50 130 870 1000 990 260 1250 425 75 500 Total Total Total Subject Matter Experts Total 4 This assumes the Monitor’s duties run through the completion of the entire five-year period called for under the consent decree, currently expected to expire at some point in mid-June 2020. Confidential 39 THE ENTIRETY OF THIS PAGE CONTAINS PROPRIETARY AND TRADE SECRET INFORMATION 2020 Hourly Rate Policy Technical Training Report Incident Coordination Review Assistance Assessment Writing Review Efforts (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) (Total Hrs x Rate) Monitor Deputy Monitor Senior Atty Junior Atty Chief Consultant Subject Matter Experts Confidential 40 THE ENTIRETY OF THIS PAGE CONTAINS PROPRIETARY AND TRADE SECRET INFORMATION We hope to have the opportunity to meet with you soon and discuss further how Jones Day can assist the Court, the City and the Justice Department in this important work. By signing this RFP response, I have the authority to bind Jones Day to the response, the response cost, and the terms and conditions of the proposals. Yvette McGee Brown Confidential 41 With more than 2,400 lawyers, including more than 400 lawyers in Europe and 200 lawyers in Asia, Jones Day ranks among the world’s largest law firms. Confidential Attachment A: Proposed Monitor Team Profiles • Yvette McGee Brown, Partner (Jones Day - Columbus) • Justin E. Herdman, Of Counsel (Jones Day - Cleveland) • James R. Wooley, Partner (Jones Day - Cleveland) • Stephen G. Sozio, Partner (Jones Day - Cleveland) • Richard H. Deane, Jr., Partner (Jones Day - Atlanta) • Rasha Gerges Shields, Partner (Jones Day - Los Angeles) • Paul Keppler, Chief Consultant 42 . YVETTE MCGEE BROWN PARTNER ymcgeebrown@jonesday.com Business & Tort Litigation Issues & Appeals Columbus (T) 1.614.281.3867 Yvette McGee Brown's practice focuses on business litigation and appellate practice. She represents clients on a broad range of complex litigation and appellate matters including insurance coverage issues, corporate investigations, employment litigation, and government regulatory matters. Prior to joining Jones Day, Yvette served as the 153rd Justice on the Supreme Court of Ohio and as a Judge on the Franklin County Common Pleas Court for nearly a decade before resigning to accept an executive leadership position at Nationwide Children's Hospital. Yvette brings a unique combination of legal and corporate experience to her practice, including service as a corporate director for M/I Homes, Motorist Insurance, Glimcher Realty Trust, and Fifth Third Bank of Central Ohio. Yvette is Partner-in-Charge of Diversity, Inclusion and Advancement for the Firm. In addition, she serves on the Ohio University Foundation Board and chairs the central Ohio African American Leadership Academy Board. HONORS & DISTINCTIONS Central Ohio Business Hall of Fame (2014) Columbus Bar Association Liberty Bell Award for professionalism (2014) "2013 Central Ohio Power 100" list, Smart Business Columbus Ohio Women's Hall of Fame (2008) EDUCATION The Ohio State University (J.D. 1985); Ohio University (B.S. in Journalism 1982); Honorary doctorate degrees from Ohio Dominican University, Wilberforce University, Central State University, and Urbana University BAR ADMISSIONS Ohio and U.S. District Court for the Southern District of Ohio Confidential 43 YVETTE MCGEE BROWN EXPERIENCE Chiquita appeals decision denying insurance coverage Jones Day client Chiquita Brands International, Inc. is challenging a ruling denying insurance coverage for injury to Columbian citizens allegedly caused by Chiquita's conduct. Former Columbus City Schools Superintendent defends against data scrubbing case Jones Day successfully defended Gene Harris, the former Columbus City Schools Superintendent, in a data scrubbing case. Time Warner Cable reaches settlement of declaratory judgment action concerning audit of video service provider fees Jones Day client Time Warner Cable Midwest, LLC successfully negotiated the settlement of a declaratory judgment action filed by the City of Columbus. Lincoln Electric seeks Ohio Supreme Court ruling on important insurance coverage issues Jones Day client Lincoln Electric Holdings, Inc. filed a memorandum in support of the Ohio Supreme Court answering a certified question from the Federal District Court, Northern District, in the affirmative. Ohio municipalities file amicus brief in support of storm water fee based on amount of impervious surface owned Jones Day filed an amicus brief on behalf of the Village of Cuyahoga Heights, the Village of Moreland Hills, and Orange Village in support of the Northeast Ohio Regional Sewer Division's proposed implementation of a storm water fee based on the amount of impervious surface owned. PUBLICATIONS March 2015 Chief Justice O’Connor’s Juvenile Justice Jurisprudence: A Consistent Approach To Inconsistent Interests, The University of Akron Law Review October 2013 University Governance After Penn State, University Business February 19, 2013 Bringing Balance To A Law Practice, Metropolitan Corporate Counsel Select published opinions as Ohio Supreme Court Justice: In re Application of Columbus S. Power Co., Supreme Court of Ohio, August 24, 2011, 129 Ohio St.3d 568 (Electric utility could implement rider to recover costs of discounted rate arrangement between utility and manufacturer.) State ex rel. Doner v. Zody, Supreme Court of Ohio, December 1, 2011, 130 Ohio St.3d 446 (Ohio Department of Natural Resources (ODNR) was required to compensate property owners for flooding caused by construction of lake spillway.) Sunoco, Inc. (R & M) v. Toledo Edison Co., Supreme Court of Ohio, June 9, 2011, 129 Ohio St.3d 397 (“Most favored nation” clause of special contract allowed refinery operator to extend termination date to match date of competitor's special contract.) In re Complaint of Wilkes v. Ohio Edison Co., Supreme Court of Ohio, February 22, 2012, 131 Ohio St.3d 252 (Property owner failed to show that Public Utilities Commission had jurisdiction over its complaint against electric utility.) Measles v. Indus. Comm., Supreme Court of Ohio, April 6, 2011, 128 Ohio St.3d 458 (Court of Claims, not Court of Common Pleas, had subject matter jurisdiction over workers' compensation claimants' action against Bureau of Workers' Compensation.) Loudin v. Radiology & Imaging Servs., Inc., Supreme Court of Ohio, April 20, 2011, 128 Ohio St.3d 555 (Radiologist could be liable for failing to detect breast cancer while interpreting patient's screening mammogram.) Confidential 44 YVETTE MCGEE BROWN Cleveland Metro. Bar Asn. v. Westfall, Supreme Court of Ohio, November 21, 2012, 134 Ohio St.3d 127 (Twoyear suspension was appropriate for misconduct that included failing to promptly refund unearned fees.) King v. ProMedica Health Sys., Inc., Supreme Court of Ohio, August 30, 2011, 129 Ohio St.3d 596 (Statute requiring provider to seek payment from health insurer did not bar provider from billing auto insurer.) DiFranco v. FirstEnergy Corp., Supreme Court of Ohio, November 28, 2012, 134 Ohio St.3d 144 (Public utilities commission had exclusive jurisdiction over customers' fraud claim against electric utilities.) Holmes v. Crawford Machine, Inc., Supreme Court of Ohio, November 27, 2012, 134 Ohio St.3d 303 (Trial court awarding reimbursement for costs incurred by claimant who prevails on workers' compensation appeal is not required to apportion costs.) Rhodes v. New Philadelphia, Supreme Court of Ohio, July 7, 2011, 129 Ohio St.3d 304 (Requester was not aggrieved by improper destruction of public records as required to recover a forfeiture.) Miller v. Nelson-Miller, Supreme Court of Ohio, June 27, 2012, 132 Ohio St.3d 381 (Fact that trial court improperly delegated its duty to sign judgment entry of divorce to a magistrate rendered judgment voidable.) SPEAKING ENGAGEMENTS June 11, 2015 Women in Leadership Columbus, Ohio March 5, 2015 Detour Ahead - How To Get Your Case Certified To The State Supreme Court, ABA Conference on Insurance Tuscon, Arizona 45 . JUSTIN E. HERDMAN OF COUNSEL jherdman@jonesday.com Business & Tort Litigation Corporate Criminal Investigations Cleveland (T) 1.216.586.7130 Justin Herdman, a trial attorney and former federal prosecutor, represents businesses and individuals involved in high-stakes commercial, product liability, and consumer fraud litigation, as well as corporate criminal litigation and government investigations. He has tried more than 20 cases in state and federal courts in New York and Ohio, and from his prior work as a prosecutor, he has extensive experience in obtaining favorable results in matters arising from fraud, export enforcement, and international investigations, particularly those involving Asia, the Middle East, and Europe. Justin previously served as an Assistant U.S. Attorney in Cleveland, Ohio. During this time, he prosecuted several terrorism cases, including the successful trial and appeal of the first federal trial of a home grown terror cell in the United States, as well as serving on the team that prosecuted five individuals for attempting to destroy a Clevelandarea bridge. Justin also prosecuted highly complex matters involving the theft of trade secrets from an international manufacturing company, the illegal export of night-vision technology by a government scientist and a foreign defense contractor, and fraud and money laundering charges arising from the largest credit union collapse in U.S. history. Justin is a former assistant district attorney in New York City and currently serves as a judge advocate in the U.S. Air Force Reserve. Since 2006, he has been an adjunct professor of law at Case Western Reserve University, where he currently teaches international criminal law and national security law. HONORS & DISTINCTIONS Recipient of awards and commendations from the Director of the FBI, Deputy Attorney General of the United States, U.S. Attorney for the Northern District of Ohio, and Manhattan District Attorney Received The Judge Richard M. Markus Adjunct Faculty Award for Excellence in Teaching at Case Western University School of Law EDUCATION Harvard University (J.D. 2001); University of Glasgow (M.Phil. in Russian & East European Studies 1998); Ohio University (B.A. summa cum laude 1996) BAR ADMISSIONS Ohio and New York Confidential 46 JUSTIN E. HERDMAN EXPERIENCE Foreign Corrupt Practices Act Investigations (Confidential Clients) On behalf of large public companies in a variety of industries, conducted internal investigations into allegations that employees or agents made improper payments to public officials in various countries throughout the world. Also conducted due diligence efforts into acquisition targets in order to determine whether any improper payments or violations of financial sanctions had been committed. Public Construction and Minority Business Entity Investigation (Confidential Client) Conducted internal investigation into allegations of irregularities in Minority Business Enterprise program administered by large public agency. U.S. v. Wright, et al. Supervised prosecution of five Cleveland-area anarchists charged with attempting to destroy the Route 82 Bridge in Cuyahoga Valley National Park through the use of explosives. Served as co-counsel on trial of one defendant (Joshua Stafford). All defendants convicted through guilty pleas and jury verdicts. U.S. v. Levenderis In conjunction with federal, state, and local responders, managed emergency response to recovery of ricin from residential neighborhood. Served as lead prosecutor following recovery of ricin; litigated reliability of scientific testing of substance, legality of search and seizure, and voluntariness of defendant’s statements to law enforcement. U.S. v. Amawi, et al. Part of prosecution team that obtained convictions on all counts in jury trial against three individuals charged with terrorism crimes. Case acknowledged by Deputy Attorney General as the first “homegrown” international terrorism case to be successfully prosecuted. Handled government’s presentation of expert testimony on computer forensics and internet extremism. Briefed and successfully argued against defense request for new trial at United States Court of Appeals for the Sixth Circuit. New York County District Attorney Investigations Coordinated multi-agency investigation of insurance fraud and illegal registration of vehicles linked to narcotics trafficking in upper Manhattan; Investigation led to arrest of more than twenty individuals and indictment of ten. In addition, worked with NYPD as lead prosecutor on multi-state investigation of escort services and other businesses tied to money laundering and prostitution; Investigation led to arrest of several individuals and seizure of over $20 million in assets. A. Schulman completes $375 million offering of Senior Notes Jones Day represented A. Schulman, Inc., an international supplier of high performance plastic formulations, resins, and services which provides innovation solutions to customers in a range of end markets, in connection with its issuance of $375 million aggregate principal amount of 6.875% Senior Notes due 2023 in a Rule 144A and Regulation S offering. RTI International Metals sold to Alcoa for $1.5 billion Jones Day is advising RTI International Metals, Inc., a global supplier of titanium and specialty metal products and services for the commercial aerospace, defense, energy, and medical device markets, in its $1.5 billion stock-for-stock acquisition by Alcoa Inc. PUBLICATIONS March 2015 Revisiting My Brother's Keeper: Latest Learning and Best Practices on Dealings with Third Parties under the FCPA SPEAKING ENGAGEMENTS February 17, 2015 Paris Terror Attacks: The Aftermath, Case Western Reserve University School of Law Cleveland, Ohio Confidential 47 JUSTIN E. HERDMAN December 12, 2014 Investigating, Prosecuting and Defending White Collar Criminal Cases, Cleveland Metropolitan Bar Association Biennial Institute on White Collar Crime Cleveland, Ohio December 2, 2014 Government Investigations / SEC Enforcement Trends; Attorney-Client Privilege Issues in Internal Investigations; and False Claims Act Enforcement, Jones Day CLE Academy 2014 Cleveland, Ohio October 22, 2014 Probes and Bribes: Practitioners’ Perspectives on the Foreign Corrupt Practices Act, Case Western Reserve University School of Law Cleveland, Ohio December 3, 2013 International Investigations in the Age of the Whistleblower: Views from Around the World, Jones Day CLE Academy 2013 Cleveland, Ohio December 3, 2013 A Civil Action: The Civil Implications of a Criminal Investigation, Jones Day CLE Academy 2013 Cleveland, Ohio November 20, 2013 RR Donnelley SEC Hot Topics Institute Cleveland, Ohio November 20, 2013 Presentation on Foreign Intelligence Surveillance Courts Akron Scanlon-Bell Inn of Court Akron, Ohio . JAMES R. WOOLEY PARTNER jrwooley@jonesday.com Corporate Criminal Investigations Business & Tort Litigation Antitrust Criminal Investigations Foreign Corrupt Practices Act Counseling & Defense Life Sciences False Claims Act & Qui Tam Defense Cleveland (T) 1.216.586.7345 Jim Wooley's practice involves representing public and private corporations and business professionals in federal, state, and local criminal investigations. He also conducts internal investigations into allegations of employee misconduct, fraud, or other business crimes. Jim's matters involve antitrust, criminal tax, health care fraud, securities fraud, public corruption (including the FCPA), environmental crimes, customs law violations, and other criminal statutes. He has successfully represented clients in matters before the U.S. Department of Justice, as well as the SEC, IRS, EPA, FDA, NASA, NRC, and other federal, state, and local law enforcement agencies. Jim served as a federal prosecutor handling criminal cases involving racketeering, public corruption, murder, fraud, money laundering, and other federal crimes. At the DOJ, he received awards for his work prosecuting notable cases, including RICO cases against organized crime families, the landmark forensic DNA case in the U.S., and the largest police corruption case in FBI history at that time. He also served as an assistant in Manhattan D.A. Robert Morgenthau's office. Jim is a Fellow of the American College of Trial Lawyers. He has been appointed by courts to chair the Merit Selection Committee for the federal defender position for the Northern District of Ohio, to act as special prosecutor in cases alleging prosecutorial misconduct, and to oversee an audit of the Cleveland Police Department Crime Laboratory. In 2005, he was appointed by Cleveland's mayor to investigate allegations of fraud within the Cleveland City School District. Jim is an adjunct professor at Case Western Reserve School of Law, teaching advanced criminal procedure. HONORS & DISTINCTIONS Listed in Ohio Super Lawyers, The Best Lawyers in America, and Chambers USA Recipient of U.S. Attorney General's Distinguished Service Award, FBI Director's Excellence Investigations Award, and Assistant U.S. Attorney of the Year Award EDUCATION Case Western Reserve University (J.D. 1982; Order of the Coif; Law Review); University of Cincinnati (B.F.A. magna cum laude 1979) BAR ADMISSIONS Ohio, New York, U.S. District Court for the Northern District of Ohio, and U.S. Courts of Appeals for the Sixth Circuit Confidential 49 JAMES R. WOOLEY EXPERIENCE DEFENSE OF CORPORATIONS IN GOVERNMENT INVESTIGATIONS/PROSECUTIONS: Chemical manufacturing company obtains No Action Letter from OFAC after investigation of alleged indirect shipments into Iran through foreign sales offices in violation of embargo Jones Day, on behalf of a chemical manufacturing company, obtained a No Action Letter from OFAC after investigation of alleged indirect shipments into Iran through foreign sales offices in violation of embargo. International manufacturing company avoids charges in joint DOJ/SEC investigation of alleged corruption in connection with operations in Asia Pacific region Jones Day successfully represented an international manufacturing company in a joint DOJ/SEC investigation of alleged corruption in connection with operations in Asia Pacific region. Law firm and partner avoid charges in connection with DOJ investigation involving allegations of mortgage fraud scheme Jones Day successfully represented a law firm and partner in a DOJ investigation involving allegations that firm knowingly assisted clients in extensive mortgage fraud scheme. Public utility company obtains declination from DOJ of criminal charges under Clean Water Act and Migratory Bird Act in matter involving multiple oil spills Jones Day, on behalf of a public utility company, obtained declination from DOJ of criminal charges under the Clean Water Act and the Migratory Bird Act in a matter involving multiple oil spills. The matter had been referred to DOJ for potential criminal prosecution by USEPA. Software technology company avoids charges in connection with investigation involving allegations that bribes had been paid Jones Day successfully represented a software technology company that provided services to governmental entities in investigation involving allegations that bribes had been paid in connection with contract awards. INTERNAL INVESTIGATIONS FOR PUBLIC AND PRIVATE COMPANIES: Healthcare services company conducts internal investigation of allegations of retaliation against former employee in SEC accounting fraud investigation and obtains declination from OSHA Jones Day, on behalf of a healthcare services company, conducted an internal investigation of allegations of retaliation against former employee who alleged he was discharged for cooperating in SEC accounting fraud investigation. Chemical manufacturing company conducts internal investigation into allegations head of foreign sales office paid bribes to customers and embezzled substantial monies Jones Day, on behalf of a chemical manufacturing company, conducted an internal investigation of allegations the head of foreign sales office paid bribes to customers and embezzled substantial monies from the company. Healthcare services company conducts internal investigation into alleged anticompetitive activity and DOJ investigation Jones Day, on behalf of a healthcare services company, conducted an internal investigation of alleged anticompetitive activity and successfully represented company in subsequent DOJ investigation of same. National bank conducts internal investigation into foreclosure practices Jones Day conducted an internal investigation of foreclosure practices at a national bank. Healthcare services company conducts internal investigation into allegations that company knowingly purchased pharmaceutical products from alternative source vendors lacking proper registration and in subsequent DOJ/FDA investigation Jones Day, on behalf of a healthcare services company, conducted an internal investigation of allegations that the company knowingly purchased pharmaceutical products from alternative source vendors who lacked proper registration. DEFENSE OF INDIVIDUALS IN GOVERNMENT INVESTIGATIONS/PROSECUTIONS: Senior executive avoids charges in DOJ investigation into allegations that it participated in bid-rigging scheme with competitors in connection with efforts to obtain multimillion dollar contracts with Department of Defense Jones Day successfully represented a senior executive in a DOJ investigation of allegations that client participated in Confidential 50 JAMES R. WOOLEY bid-rigging scheme with competitors in connection with efforts to obtain multimillion dollar contracts with the Department of Defense Business owner undergoes industry wide corruption probe and negotiates favorable plea agreement Jones Day represented a business owner in an industry wide corruption probe in which several targets were convicted of bribery and sentenced to multiple year prison terms. The following represents experience prior to joining Jones Day. DEFENSE OF CORPORATIONS IN GOVERNMENT INVESTIGATIONS/PROSECUTIONS: Building Products Manufacturing Company; DOJ Antitrust Investigation Summary: Obtained declination from DOJ after five year grand jury investigation of alleged price fixing, market allocation and other anticompetitive activity in window coverings industry in the United States, Canada and Mexico. Electronics Manufacturing Company; DOJ/Department of Commerce Investigation Summary: Obtained declination from DOJ after investigation by Department of Commerce regarding alleged illegal exportation of electronics equipment to entities in the Middle East. Insurance Brokerage Firm; NY Attorney General Investigation Summary: Successfully represented client during investigation of alleged illegal practices involving contingent commission payments and anti-competitive activity in the insurance industry. Client was not charged or otherwise named in any enforcement action; other insurance brokers and carriers were named in enforcement actions. Insurance Brokerage Firm; DOJ Commercial Bribery Investigation Summary: Successfully represented client during DOJ and IRS criminal investigation of alleged payment of kickbacks to firm client to obtain and retain business. Client was not charged; other parties were charged in the case. Hospital System; DOJ Healthcare Fraud Investigation Summary: Obtained declination from DOJ after grand jury investigation of alleged violations of anti-kickback laws based on loan transactions and below market rate rental arrangements between hospital and referring physicians. Daily Newspaper; DOJ Obstruction of Justice Investigation Summary: Successfully represented newspaper and reporter in DOJ and Special Prosecutor investigation of alleged illegal leak of FBI wiretap affidavit during corruption probe involving elected public officials in Cleveland. Broker Dealer; DOJ/State of Ohio Corruption Investigation Summary: Successfully represented broker dealer during multi-agency investigation of alleged “pay-to-play” bribery scheme involving the investment of Ohio Bureau of Worker’s Compensation funds. Client was not charged or otherwise named in any enforcement action. Consumer Products Manufacturing Company; SEC Investigation Summary: Successfully represented client during SEC investigation of alleged aiding and abetting securities fraud in connection with the accounting treatment of advance payments of volume bonuses to retailer. Client was not charged or otherwise named in any enforcement action. Multi-media Company; DOJ Corruption Investigation Summary: Successfully represented national multi-media company during DOJ investigation of alleged corruption in connection with obtaining permits for public advertising from public officials. Client was not charged or otherwise named in any enforcement action. University; DOJ Fraud Investigation Summary: Successfully represented major university in DOJ investigation of alleged price diversion in connection with purchase of computers from technology company which offered discount pricing to educational institutions. Client was not charged. Separately represented ex- university official was convicted of federal criminal charges. Automotive Company; DOJ Fraud Investigation Summary: Obtained declination from DOJ in investigation of alleged fraud in connection with manufacturing rebates and incentives. Chemical Manufacturing Company; DOJ/DEA Investigation Summary: Obtained non-criminal resolution in DOJ/DEA investigation of transactions involving unregistered List One Chemicals. 51 JAMES R. WOOLEY INTERNAL INVESTIGATIONS FOR PUBLIC AND PRIVATE COMPANIES: Hospital System; Employee Embezzlement Summary: Conducted internal investigation of irregularities in hospital’s purchasing department. At the conclusion of the investigation, the matter was reported to the FBI. The matter closed with guilty pleas from two individuals involved in a kickback scheme. Manufacturing Company; Earnings Management Summary: Conducted internal investigation for Audit Committee of Board of Directors for public company regarding alleged management of earnings through premature revenue recognition on customer contracts. Hospital System; Employee Embezzlement Summary: Conducted internal investigation of accounting irregularities in hospital’s accounts payable department. At the conclusion of the investigation, the matter was reported to the FBI. The matter closed with a guilty plea from a former employee and the recovery of millions of dollars in restitution to the client. Broker Dealer; Insider Trading Summary: Conducted internal investigation of whistleblower allegation that long time broker had engaged in insider trading. The matter closed with our finding that no such misconduct had occurred, which discredited the whistleblower’s claims. Bank; Employee Embezzlement Summary: Assisted client in self-reporting multi-million dollar “loan kiting” scheme to the FBI and in follow-up internal investigation of adequacy of internal controls and other issues. The matter closed with a guilty plea from a former employee and the recovery of millions of dollars in restitution to the client. Manufacturing Company; Department of Transportation Regulations Summary: Conducted internal investigation of whistleblower allegations that railroad manufacturer was knowingly violating Department of Transportation safety regulations. The matter was closed with a finding that no such violations occurred, which discredited the whistleblower’s claims. DEFENSE OF INDIVIDUALS IN GOVERNMENT INVESTIGATIONS/PROSECUTIONS: Public Utility Company Executives; DOJ fraud investigation Summary: Successfully represented executives during DOJ investigation of alleged scheme to defraud company involving the receipt millions of dollars of unauthorized compensation and other misconduct. Clients were not charged. Nuclear Power Company Employees; DOJ/Nuclear Regulatory Commission investigation Summary: Successfully represented nuclear engineers and other employees during DOJ/NRC grand jury investigation of alleged intentional misconduct in connection with statements and representations made to NRC regarding inspections and conditions at nuclear power plant. Clients were not charged; other individuals were charged and convicted. Director of Manufacturing; DOJ/Department of Defense Fraud Investigation Summary: Successfully represented executive at Navy defense contractor in investigation of alleged false certifications with respect to testing conducted on parts purchased by the Navy for installation in submarines. Client was not charged; other individuals were charged and convicted. Director of Regulatory Affairs; DOJ/FDA Investigation Summary: Successfully represented executive at medical device manufacturing company in investigation of alleged concealment of adverse events from FDA and other alleged misconduct involving FDA reporting. Client was not charged; the company pleaded guilty to misdemeanor charges. Chief Executive Officer; DOJ Theft of Trade Secret Investigation Summary: Obtained declination for entrepreneur/scientist in criminal theft of trade secret investigation relating formulas used in manufacturer of polymer compounding materials at start-up company led by client. Hospital Executive; DOJ Antitrust Investigation Summary: Successfully represented client during grand jury investigation of alleged anti-competitive activity in connection with dealings with third party insurance company payors. Client was not charged. Member of Board of Directors; SEC Investigation Summary: Successfully represented client during insider trading investigation in connection with suspect trading prior 52 JAMES R. WOOLEY to acquisition of client’s company by another public company. Obtained non-criminal resolution involving small monetary penalty. Energy Performance Services Company Executive; DOJ Corruption Investigation Summary: Successfully represented client during investigation of alleged bribery and other misconduct in connection with efforts to obtain energy performance service contracts from public housing authorities. Client was not charged; other individuals were charged and convicted. Compliance Officer; DOJ/Department of Labor Wage and Hour Investigation Summary: Successfully represented client during investigation of submission of allegedly false wage and hour information during construction of HUD sponsored developments. Client was not charged; other individuals were charged and convicted. Minority Business Owner; DOJ Fraud and Corruption Investigation Summary: Represented minority business enterprise owner in five year grand jury investigation of alleged MBE fraud, political corruption and other violations. Case was ultimately resolved with misdemeanor plea to election law violations after felony election law charges and felony fraud charges were dismissed. Client sentenced to probation. Investment Oversight Committee Member; DOJ and State of Ohio Corruption Investigation Summary: Represented prominent attorney, civil rights leader, and member of Ohio Bureau of Workers Compensation Investment Oversight Committee member in multi-agency investigation of alleged corruption with respect to the investment of BWC funds. Matter was concluded when client pleaded guilty to misdemeanor offenses and received probation. Business Owner; DOJ/Criminal Tax Investigation Summary: Represented client during criminal IRS investigation involving alleged tax evasion resulting in underpayment of federal income tax in an amount in excess of $200,000. Matter was concluded when district court granted motion for substantial departure under the sentencing guidelines and sentenced client to probation and community service. OTHER NOTABLE REPRESENTATIONS AND MATTERS: Special Prosecutor, Cuyahoga County Summary: Appointed Special Prosecutor to conduct investigation of alleged misconduct by prosecutor’s office in connection with prosecution of capital murder trial. Special Prosecutor, Geauga County Summary: Appointed Special Prosecutor to conduct investigation of alleged misconduct by prosecutor’s office in connection with prosecution of murder trial. Special Investigator, Cleveland City Schools Summary: Appointed by Cleveland Mayor to conduct investigation of alleged misconduct by school board employees in connection with requests for reimbursement for transportation expenses from State of Ohio. Special Auditor, Cleveland Police Department Crime Lab Summary: Appointed by federal judge to oversee audit of certain case work at Cleveland Police Department Crime lab as part of settlement of claim between City of Cleveland and wrongfully convicted defendant Michael Green. Sweeney vs. New York Times Summary: Trial counsel for New York Times and Pulitzer Prize winning reporter Fox Butterfield in libel case brought by sitting Ohio Supreme Court Justice Francis Sweeney. Jury verdict returned for the defendants. State ex rel. Mason vs. Judge Janet Burnside Summary: Successfully represented Common Pleas Court judge in writ of prohibition brought by county prosecutor in Ohio Supreme Court seeking to prohibit judge from ordering discovery in capital murder case. Writ was dismissed on motion by the Supreme Court. PUBLICATIONS February 2015 FCPA Year in Review: 2014 53 JAMES R. WOOLEY March 2013 District Court Rules FCPA Jurisdiction Has Limits January 2013 Corporate Internal Investigations: Best Practices, Pitfalls to Avoid December 2012 DOJ/SEC's Resource Guide to the U.S. Foreign Corrupt Practices Act: Jones Day Summary and Analysis May 2009 Conducting an Effective Internal Corporate Investigation: Best Practices, Pitfalls to Avoid SPEAKING ENGAGEMENTS December 3, 2013 A Civil Action: The Civil Implications of a Criminal Investigation, Jones Day CLE Academy 2013 Cleveland, Ohio 54 . STEPHEN G. SOZIO PARTNER sgsozio@jonesday.com Health Care Corporate Criminal Investigations Securities Litigation & SEC Enforcement Corporate Compliance Programs Health Care Regulatory & Compliance Counseling Cleveland (T) 1.216.586.7201 Steve Sozio is the head of litigation for the Cleveland office. His practice involves the representation of businesses, health care organizations, and their employees during investigations by federal and local governmental authorities for potential criminal charges; prosecuting and defending civil actions on behalf of clients involved with allegations of fraud, false claims, and other business-related wrongdoing; and advising health care and corporate clients regarding compliance issues to avoid governmental sanctions. Since joining Jones Day, Steve has represented corporations, hospitals, and executives that were the subjects of investigations by federal and local grand juries and/or regulatory agencies involving alleged health care fraud, defense contractor fraud, FCPA violations, SEC and securities fraud, HUD fraud, FDA actions, prevailing wage violations, import/export issues, federal campaign contribution violations, and economic espionage. He also has conducted many internal and external investigations on behalf of boards of directors and senior management. Prior to joining Jones Day, Steve was an investigating prosecutor for the Organized Crime Strike Force Unit of the U.S. Attorney's Office for the Northern District of Ohio for 10 years. Steve has tried cases in federal court under the federal racketeering, criminal tax, money laundering, customs, fraud, public corruption, drug, forfeiture, and conspiracy laws. He is an adjunct professor at the Cleveland-Marshall College of Law of Cleveland State University where he has taught compliance, criminal procedure, and white-collar crime. HONORS & DISTINCTIONS Recognized each of the past several years as one of the leading lawyers in his field by Chambers USA (Band 1), The Best Lawyers in America (bet the company litigation, white-collar criminal defense, health care litigation), and Ohio Super Lawyers EDUCATION Cleveland-Marshall College of Law (J.D. cum laude 1983; Articles Editor, Law Review); Pennsylvania State University (B.A. 1979) BAR ADMISSIONS Ohio, U.S. District Courts for the Northern and Southern Districts of Ohio, and U.S. Court of Appeals for the Sixth Circuit Confidential 55 STEPHEN G. SOZIO EXPERIENCE Hospital system resolves U.S. Attorney and Office of Inspector General investigation regarding Medicare billing procedures Jones Day represented the client, who was investigated by a U.S. Attorney's office and the Office of Inspector General of the Department of Health and Human Services, regarding its billing practices in the transfer and discharge of patients. Hospital resolves U.S. Attorney's office and HHS OIG investigation for alleged overcharges Jones Day represented a hospital in an investigation by a U.S. Attorney's office and the Office of Inspector General of the Department of Health and Human Services for alleged overcharges in connection with transfusion therapy services. Medical device company conducts internal investigation and defends DOJ criminal investigation Jones Day conducted an internal investigation for the Board of Directors and then represented the medical device company in a related investigation by the U.S. Department of Justice Office of Consumer Litigation for potential violations of the Food, Drug, and Cosmetic Act. Medtronic obtains dismissal in False Claims Act action In this False Claims Act case, Jones Day represented Medtronic Inc., a device manufacturer accused of fraudulently obtaining FDA marketing approval for certain pacemaker leads, and causing health care providers to fraudulently bill Medicare for the devices. Durable medical equipment manufacturer defends Grand Jury and civil False Claims Act investigations regarding marketing and billing practices Jones Day represented the client and their employees through a Grand Jury and civil False Claims Act investigation. Major teaching, research and clinical hospital obtains dismissal of federal and state class actions challenging its not-for-profit status and billing practices Jones Day represented a major teaching, research and clinical hospital system in class actions in federal and state courts challenging its not-for-profit status and billing practices. Physician researcher testifies before House of Representatives subcommittee Jones Day represented a physician researcher at a major academic medical center in connection with testimony before a House of Representatives subcommittee that was investigating the results of his published analysis; also advised the client in connection with FDA panel presentation. U.S. Air Force parts supplier resolves criminal and civil investigation resulting from a qui tam complaint Jones Day represented a manufacturer of parts for the U.S. Air Force in a sealed qui tam action under the False Claims Act brought by a former employee, alleging that the product sold did not meet contract specifications, contrary to the certifications provided with shipment. Navy material supplier conducts internal investigation and resolves DOJ and U.S. Attorney's Office inquiries Jones Day represented a manufacturer of materials for the U.S. Navy and its subcontractors. Helicopter parts manufacturer resolves qui tam action Jones Day represented a manufacturer of parts for helicopters used by all branches of the U.S. armed services and the Coast Guard. Research scientists defend allegations of possible defense contractor fraud Jones Day represented several scientists who were developing defense technology pursuant to a contract between their employer and the U.S. Air Force. International broker/dealer defends DOJ investigations regarding embezzlement of funds Jones Day represented an international broker/dealer in a high profile investigation by both the U.S. Department of Justice and the state prosecutor in what was at the time the largest broker embezzlement of client funds. National bank resolves Department of Justice federal criminal investigation regarding alleged failure to comply with anti-money laundering regulations Jones Day represented a national bank in a federal criminal investigation by the U.S. Department of Justice and the Internal Revenue Service's Criminal Investigation Division regarding whether the bank and its employees facilitated an investment adviser's embezzlement of $40 million of client funds. Confidential 56 STEPHEN G. SOZIO Electronic components manufacturer conducts internal investigation involving cost accounting issues and avoids action by SEC Jones Day conducted an internal investigation, with the assistance of a forensic accounting firm, on behalf of the audit committee of a public electronic components manufacturer. Ceramic parts manufacturer avoids action by U.S. Department of Commerce regarding compliance with export laws Jones Day represented a ceramic parts manufacturer who exports ceramic parts to Europe and Asia in an investigation by the U.S. Department of Commerce for possibly exporting products without the proper authorization from the State and Commerce Departments. Engine parts manufacturer resolves DOJ, FBI and Department of Commerce investigations regarding shipments to prohibited countries Jones Day represented a manufacturer and distributor of engine parts that was the subject of an intense investigation by the U.S. Department of Justice, FBI, and the Department of Commerce. Metals manufacturer resolves grand jury investigation of employee deaths related to alleged workplace contamination Jones Day represented a long-established manufacturing business whose employees claimed that employee injuries and deaths were related to contaminants at the client's manufacturing facility that they were exposed to over many years. Public retail company obtains declination of action by SEC after investigation of the company and its audit committee Jones Day represented a NYSE public retail company and the audit committee of its Board in an investigation by the Enforcement Division Staff following a restatement of three years of financial statements largely involving reserve issues. Property and casualty insurance company obtains declination of all possible actions in claims-handling investigation Jones Day represented a large property and casualty insurance company that was the subject of an investigation by the FBI, the Inspector General of the Department of Homeland Security, a U.S. Attorney's Office and a congressional sub-committee in connection with the processing of property insurance claims following a natural catastrophe. Public construction company obtains termination of SEC investigation Jones Day represented a public construction company that was the subject of an investigation by the Enforcement Division of the SEC. PUBLICATIONS June 2015 Supreme Court Affirms Narrow Scope of Wartime Suspension of Limitations Act, Interprets False Claims Act First to File Rule February 2015 FCPA Year in Review: 2014 November 2014 2015 HHS OIG Work Plan Focuses on Payment Accuracy, Privacy Concerns, and Insurance Marketplaces November 2014 Once The Whistle Has Sounded: Courts Should Aggressively Enforce The False Claims Act's First-To-File Bar October 2014 OIG Seeks Comment on Recently Published Proposed Rule Expanding Anti-Kickback Safe Harbors September 2014 Once the Whistle Has Sounded: Courts Should Aggressively Enforce the False Claims Act's First-to-File Bar 57 STEPHEN G. SOZIO July 2014 In re: Kellogg Brown & Root, Inc., et al.: D.C. Circuit Grants Petition for Mandamus and Protects Attorney–Client Privilege of Internal Investigation in False Claims Act Case June 2014 Time Running Out to File Comments on OIG Proposed Rulemaking That Gives OIG Limitless Time to Exclude Providers March 2014 Considerations of Volume or Value in Health Care Operations, Fraud & Abuse, A Publication of the American Health Lawyers Association Fraud & Abuse Practice Group March 2014 Recent Order from D.C. District Court Forces Defendants to Produce Results of Internal Investigations Finding Attorney-Client and Attorney Work Product Privileges Not Applicable December 5, 2013 Continued Focus on Medical Necessity of Interventional Cardiology Procedures: Reactive and Proactive Strategies for Hospitals, BNA's Health Law Reporter, 22 HLR 47 2013 Amendments to the False Claims Act Expand Exposure to the Health Care Industry, Bar Journal Feature. Cleveland Metropolitan Bar Association April 2013 OIG Publishes Revised Provider Self-Disclosure Protocol March 2013 District Court Rules FCPA Jurisdiction Has Limits January 2013 Corporate Internal Investigations: Best Practices, Pitfalls to Avoid December 2012 DOJ/SEC's Resource Guide to the U.S. Foreign Corrupt Practices Act: Jones Day Summary and Analysis March 2012 Trends in Health Care Enforcement and Compliance, Cleveland Metropolitan Law Journal February 2012 CMS Publishes Long-Awaited 60-Day Repayment Proposed Rule for Identified Overpayments April 2011 Health Care Compliance and Enforcement Update April 2010 Health Care Reform Includes Aggressive Fraud Initiative: HHS OIG, DoJ, and Congress Ramp Up Enforcement and Prevention Efforts April 2010 Legal: Raising the Stakes, Inside Healthcare March 2010 Provena Covenant Medical Center v. Department of Revenue: Illinois Supreme Court Suggests New, Narrow Tests for Charity Care May 2009 Conducting an Effective Internal Corporate Investigation: Best Practices, Pitfalls to Avoid 58 STEPHEN G. SOZIO March 2009 2009 Sunshine Act Reflects Congressional Intent to Regulate Drug, Device Industry Aggressively January 2009 Increased Scrutiny of Interactions Between Health Care Providers and Pharmaceutical and Device Companies August 22, 2008 Era of Scrutiny has Businesses on Notice, Calls for Better Internal Controls, Business First of Columbus June 30 - July 2008 Legal Affairs, Crain's Cleveland Business, Vol. 29, No. 26 SPEAKING ENGAGEMENTS April 9-10, 2013 Jones Day 2013 Chicago Health Care Conference Chicago, Illinois Glenview, Illinois April 17-21, 2012 Jones Day Sponsors the ABA Section of International Law Spring Meeting in New York New York, New York April 19, 2012 Qui Tam Litigation: When Private Parties Pursue Claims for the Government Pittsburgh, Pennsylvania April 5, 2012 Healthcare Fraud and Abuse Bootcamp Series, Part IV: Federal Civil False Claims Act, AHLA webinar Webinar March 28, 2012 Health Care 2012: Issues and Answers for a Complex Industry Boston, Massachusetts March 28, 2012 Healthcare 2012: Issues & Answers For A Complex Industry Boston, Massachusetts February 24, 2012 Doing Business in Asia: Risk Management and Mitigation Strategies Pittsburgh, Pennsylvania October 19, 2011 Trends in Compliance and Government Enforcement, 15th Annual Health Care Compliance Forum Phoenix, Arizona March 15, 2011 Counsel in the Cross Hairs? Lessons Learned From Recent Prosecutions, Health Care Compliance and Enforcement Forum Chicago, Illinois June 11, 2010 2010 Speaker Series: Responding to Government Investigations Pittsburgh, Pennsylvania 59 . RICHARD H. DEANE JR. PARTNER rhdeane@jonesday.com Corporate Criminal Investigations Business & Tort Litigation Global Disputes Securities Litigation & SEC Enforcement Health Care Atlanta (T) 1.404.581.8502 Rick Deane represents clients who are facing all types of criminal or civil investigations by the United States Department of Justice and other investigative agencies. He has extensive experience in dealing with federal grand jury investigations. In addition to his criminal trial work, Rick handles general litigation matters. Rick has broad experience trying cases in state and federal courts and has gained extensive experience appearing before the Fifth and Eleventh Circuit Courts of Appeal. He recently served as lead counsel in defending criminal charges against a major design-build company. All charges against the company were dismissed and the company paid a civil assessment. He also recently served as lead counsel in a month-long personal injury case tried in state court to a complete defense verdict. Representative clients include the Atlanta School Board, The Facilities Group, the Fulton County District Attorney's Office, The Public Warehousing Company K.S.C., The Sherwin-Williams Company, and numerous others. Rick is Partner-in-Charge of the Atlanta Office and heads the litigation group in Atlanta. He is a member of the American College of Trial Lawyers. Rick was recently chosen by the State Bar of Georgia's bench and bar committee as the attorney recipient of the 12th Annual Chief Justice Thomas O. Marshall Professionalism Award. The award honors "one lawyer and one judge who have demonstrated the highest professional conduct and paramount reputation for professionals." Rick is also the past president of the National Association of Former United States Attorneys (NAFUSA). HONORS & DISTINCTIONS Winner — Georgia: "Commercial Litigation Department of the Year" (April 23, 2014) and "General Litigation Department of the Year" (April 25, 2013), The Daily Report Listed in Best Lawyers in America (2015) Named by Time Magazine in 2001 to the "Time 100 List of Innovators" featured in the Georgia edition of Super Lawyers magazine Listed in Chambers USA and Georgia Trend magazine's "Legal Elite" EDUCATION University of Michigan (LL.M. 1979); The University of Georgia (J.D. 1977; Earl Warren Scholar; B.A. cum laude 1974) BAR ADMISSIONS Georgia Confidential 60 RICHARD H. DEANE JR. EXPERIENCE Health care services company wins partial summary judgment in commercial dispute Jones Day represented a health care services company in a commercial dispute over invoices with a former freight, pay, and audit service provider. Major university undergoes internal investigation involving graduate business school student selectivity data As publicly reported, Jones Day conducted an independent investigation into the external misreporting of certain graduate business school student selectivity data by a major University. Major university undergoes internal investigation involving undergraduate student selectivity data As publicly reported, Jones Day conducted an independent investigation into the external misreporting of certain undergraduate student selectivity data by a major university. Jones Day advises the government of the Seychelles how to amend its penal code to support prosecution of pirate financiers A team of Jones Day lawyers researched and drafted a legal memorandum to provide recommendations to the Seychellois government as to how to amend the Seychelles Penal Code to support the prosecution of financiers of piracy who reside outside the Seychelles. Former Atlanta School Superintendent Beverly Hall defends allegations of cheating on standardized tests Jones Day represents former Atlanta School Superintendent Beverly Hall in connection with allegations of cheating on standardized tests by school system personnel. Jones Day obtains reversal and remand for civil detainee in Fourth Amendment case A team from Jones Day Atlanta including Rick Deane, Rob Schmoll, Garrett Bradford and Hillary Keith prevailed in the Eleventh Circuit on behalf of a civil detainee held by the State of Florida pursuant to that state's Jimmy Ryce Act. Jones Day develops a pro bono practice in the Eleventh Circuit Court of Appeals Atlanta partners David Monde, Rick Deane and Ken Smith, along with Pittsburgh partner Tom Jones and Columbus partner Chad Readler supervise teams of Jones Day associates in appellate case work. County government conducts investigation Jones Day was retained by the Fulton County Attorney's office to conduct an investigation of allegations of theft and misuse of county funds. Defense contractor charged in multi-million dollar fraud Jones Day is representing a global firm accused of fraud and submitting false claims in connection with its performance on government defense contracts. State of Georgia appeals adverse ruling involving constitutional right to speedy trial Jones Day partner Rick Deane was appointed as a Special Assistant District Attorney to represent the State and argue on its behalf in two separate appeals to the Georgia Supreme Court. CFO of major corporation defends federal investigation alleging accounting fraud Jones Day represented the CFO of a major corporation during the course of a federal investigation into allegations of accounting fraud. Criminal and administrative proceedings were initiated against other officers but not against the Firm client. College student defends against federal criminal charges In 2008, at the request of a federal judge, Rick Deane, Jean-Paul Boulee, and Garrett Bradford agreed to represent a local college student indicted by a federal grand jury for a Hobbs Act robbery, burglary of a number of federal firearms licensees, and possession of a firearm during commission of a crime. Principal target represented in antitrust grand jury investigation Jones Day is representing the principal target of a New York based antitrust grand jury investigation into a sector of the financial services industry. Sherwin-Williams persuades the Mississippi Supreme Court that plaintiff failed to prove injury from lead paint Jones Day successfully defended The Sherwin-Williams Company against a teenager's claim that he ingested Sherwin-Williams' lead paint as a toddler and was permanently injured. Confidential 61 RICHARD H. DEANE JR. Fortune 500 company defends commercial dispute regarding terms of contract obligations Jones Day represented a Fortune 500 company in a major commercial dispute with one of its customers regarding the terms of their contractual obligations. Manufacturing company conducts internal investigation On behalf of a manufacturing company, Jones Day conducted an internal investigation into a whistleblower complaint alleging Sarbanes-Oxley violations. Attorney defends allegations of mortgage fraud Jones Day represented a lawyer in an investigation involving allegations of mortgage fraud. Physician defends federal investigation alleging Medicare fraud Jones Day represented a physician in a federal investigation involving allegations of Medicare fraud. UAG defends against Tennessee and Mississippi class action involving "dealer reserve" revenues relating to automobile financing Jones Day represented United Auto Group, Inc. in a multijurisdictional (Tennessee and Mississippi) class action settlement involving "dealer reserve" revenues relating to dealer-assisted automobile financing. CEO of Fortune 500 company defends Department of Justice investigation Jones Day represented the CEO of a major healthcare provider in connection with a Justice Department investigation of alleged accounting fraud. PUBLICATIONS February 2015 FCPA Year in Review: 2014 October 2014 OIG Seeks Comment on Recently Published Proposed Rule Expanding Anti-Kickback Safe Harbors May 2014 Federal Appellate Court Rules that the FCPA Prohibits Corrupt Payments to Certain Foreign Government-Owned Businesses August 2013 A Lei Anticorrupção Empresarial Brasileira - Novos Riscos para Empresas que Operam no Brasil August 2013 Brazil's Clean Company Law: New Risks for Companies Doing Business in Brazil July 2013 False Claims Act Recent Developments July 2013 Best Practices to Avoid Misreporting University Data to External Sources March 2013 District Court Rules FCPA Jurisdiction Has Limits January 2013 Corporate Internal Investigations: Best Practices, Pitfalls to Avoid December 2012 DOJ/SEC's Resource Guide to the U.S. Foreign Corrupt Practices Act: Jones Day Summary and Analysis July 2012 Georgia's New False Claims Act Part II: How This New Act May Apply To You May 2012 The Other Half of False Claims Liability: State False Claims Acts 62 RICHARD H. DEANE JR. May 2012 FCPA and International Anticorruption Enforcement May 2012 Georgia's New False Claims Act: It's Not Just For Health Care Anymore February 2012 CMS Publishes Long-Awaited 60-Day Repayment Proposed Rule for Identified Overpayments April 2011 Health Care Compliance and Enforcement Update April 2011 Criminal Actions Against Failed Bank Executives SPEAKING ENGAGEMENTS July 28, 2014 Atlanta Office sponsors rededication of the newly restored WWI memorial in Pershing Point Park Atlanta, Georgia December 12, 2013 Health Care Fraud, Don't Spiral Out of Control: How to Effectively Address Problems Through Internal Investigations Atlanta, Georgia October 8, 2013 Current Issues in FCPA Compliance – Meet Our Professionals From Around the World Palo Alto, California June 6, 2013 International Business and Crimes FCPA Atlanta, Georgia June 4, 2013 Society of Corporate Compliance and Ethics' 11th Annual Higher Education Compliance Conference Atlanta, Georgia March 20, 2013 Georgia's New 2012 False Claims Act and Update on Qui Tam, SEC, and IRS Whistleblower Claims Atlanta, Georgia December 13, 2012 Health Care Fraud Institute, State Bar of Georgia Conference Atlanta, Georgia April 25, 2012 International Business and Crime, FCPA, Criminal Antitrust Atlanta, Georgia February 3, 2012 Discussion on Government Investigations, Atlanta Chapter of the Federal Bar Association Atlanta, Georgia March 2, 2011 Corporate Compliance: Recent Developments and Trends Atlanta, Georgia 63 RICHARD H. DEANE JR. January 28, 2011 White Collar Crime, Grand Jury Practice: Avoiding Missteps That Could Endanger The Client Atlanta, Georgia December 16, 2010 Southeastern Health Care Fraud Institute: Affirmative Responses to Government Action Atlanta, Georgia October 15, 2010 Sentencing in the Eleventh Circuit-In Search of a Reasonable Sentence Atlanta, Georgia October 6, 2010 Corporate Internal Investigations: Delivering the News Atlanta, Georgia September 29, 2010 18th Annual Diversity CLE and Luncheon Atlanta, Georgia September 2, 2010 Foreign Corrupt Practices Act (FCPA): International Business and Crime - An Overview, Institute of Continuing Legal Education of Georgia Atlanta, Georgia March 26-27, 2009 Corporate Compliance and Ethics Institute 2009 Atlanta, Georgia March 19, 2008 Designing The Investigation: Personnel, Scope and Audiences Atlanta, Georgia March 30, 2007 The Role of the Board, panelist, Corporate Compliance and Ethics Institute, Practicing Law Institute Atlanta, Georgia March 29-30, 2007 Director Liability/Responsibility Atlanta, Georgia April 2006 Corporate Compliance Institute 2006 September 22, 2005 Challenges to Ethics and Professionalism in White Collar Criminal Cases, White Collar Crime Seminar February 25, 2005 Prosecutional Ethics, State-wide U.S. Attorney's Conference, meeting of all districts in the state Atlanta, Georgia 64 . RASHA GERGES SHIELDS PARTNER rgergesshields@jonesday.com Business & Tort Litigation Corporate Criminal Investigations Issues & Appeals Cybersecurity, Privacy & Data Protection Los Angeles (T) 1.213.243.2719 Rasha Gerges Shields is an experienced trial and appellate lawyer who focuses on complex civil litigation, whitecollar criminal defense, and internal corporate investigations. She has been the lead trial counsel in federal court and has argued before the California Supreme Court, the Ninth Circuit Court of Appeals, the California Court of Appeal, and federal and state trial courts. Prior to rejoining Jones Day in 2014, Rasha was an Assistant United States Attorney in Los Angeles for more than seven years, where she also served as the Deputy Chief of the Organized Crime Drug Enforcement Task Force Section. As a federal prosecutor, she tried numerous criminal trials, argued appeals, and directed federal and local law enforcement agencies in dozens of federal criminal grand jury and wiretap investigations. In addition to prosecuting her own cases, Rasha supervised other prosecutors, evaluated investigations for federal prosecution, and trained law enforcement agents. Rasha is committed to public service and serving pro bono clients. She is a member of the board of directors of the California Women's Law Center, a member of the board of governors of the Arab American Lawyers of Southern California, and co-chair of LACBA's Dialogues on Freedom Committee. She also volunteers in the Teen Court program at El Rancho High School. Rasha serves on Jones Day's Firmwide Diversity, Inclusion & Advancement Committee. She and her family immigrated to the United States from Egypt when she was two years old. Rasha was the first person in her extended family to obtain a postgraduate degree. HONORS & DISTINCTIONS Recipient of governmental service commendations from the DEA, ATF, LAPD, California Narcotic Officers' Association, City of Los Angeles, and the L.A. County District Attorney's Office Named a "Rising Star" by Southern California Super Lawyers EDUCATION University of California, Los Angeles (J.D. 2001; Order of the Coif; Moot Court President; Recipient of the Law Guild of Beverly Hills Eleanor Klein Merit Award); University of California, Irvine (B.A in Political Science with honors 1997; Phi Beta Kappa) BAR ADMISSIONS California, U.S. Court of Appeals for the Ninth Circuit, and U.S. District Court for the Central, Eastern, and Southern Districts of California Confidential 65 RASHA GERGES SHIELDS EXPERIENCE Global packaging company conducts independent investigation in Netherlands of breached shipping container Jones Day conducted an independent investigation in the Netherlands arising after a global packaging company discovered that a container used to transport the company's products from the United States to Europe contained a large amount of narcotics. Federated defends employee arbitration program Federated Department Stores, Inc. retained Jones Day to enforce its nationwide voluntary employment arbitration program, including its class action waiver, in the face of multiple putative class actions involving wage-hour claims. Wrongfully convicted client seeks compensation for over 20 years of imprisonment Jones Day represented a client before the California Victim Compensation Board seeking restitution for the time he spent in prison for a murder he did not commit. U.S. company responds to bribery investigation by Chinese Government Jones Day represented a U.S. company in connection with requests by the Chinese government for testimony and documents, pursuant to the Mutual Legal Assistance Treaty, in a bribery investigation involving our client's business transactions with a Chinese company. Internet software company avoids criminal copyright infringement charges Jones Day represented an internet software company and its partners in a criminal investigation conducted by the FBI for allegedly selling counterfeit software. Renowned plastic surgeon defends against criminal bankruptcy prosecution Jones Day achieved a favorable disposition on behalf of a renowned plastic surgeon who was charged with concealing assets and making false statements on a bankruptcy petition. SPEAKING ENGAGEMENTS June 10, 2015 Cybersecurity for Lawyers: Understanding and Complying with Your Ethical Obligations, Arab American Lawyers Association of Southern California Los Angeles, California March 20, 2015 Cybersecurity: An In-House Primer Sherman Oaks, California January 22, 2015 Ethical Blind Spots -- Top-Rated Lawyer Shows on Television Score Poorly on Legal Ethics, Jones Day MCLE University Los Angeles, California January 14, 2015 Prosecuting and Defending Doctors & Pharmacists in Prescription Drug Cases, National Association of Criminal Defense Lawyers' 35th Annual Advanced Criminal Law Seminar Aspen, Colorado Confidential 66 PAUL F. KEPPLER, JR. 28314 Knickerbocker Road Bay Village, Ohio 44140 Cell: 440-821-5002 Email: pdkeppler@ameritech.net WORK HISTORY: October 2013 to Present: - Lecturer/Adjunct Professor, Lorain County Community College, Elyria, Ohio. - Police Academy - Consistent with Ohio Peace Officer Training Council curriculum, provide training to cadets in the areas of the law of arrest/search and seizure, civil liability concerns for police officers, and constitutional standards pertaining to the use of force and deadly force. Also, rules of evidence and testifying in court, to include conducting moot court exercises. - Introduction to Homeland Security - Spring Semester, 2015, college credit course for Transportation Security Administration personnel. July 2004 to September 2013: - Supervisory Special Agent, Chief Division Counsel (CDC), Federal Bureau of Investigation (FBI), 1501 Lakeside Avenue, Cleveland, Ohio, 44114. - Provided legal advice, guidance and training to Special Agents, support personnel and federal, state and local task force officers regarding all investigative programs and administrative operations in the FBI's Cleveland Division to ensure compliance with controlling statutory, case law, regulatory and policy guidelines. This included, in particular, applicable legal standards and Department of Justice (DOJ) policy guidelines regarding the use of force and deadly force. During my tenure as CDC, I was involved as an FBI attorney in five deadly force incidents during which a firearm was discharged in the performance of official duty. - Designated Agency Ethics Official - Provided advice, guidance and training relating to government ethics, including compliance with Office of Government Ethics Standards of Conduct regulations and applicable DOJ/FBI policies. Also, responsible for ensuring compliance with Federal financial disclosure reporting requirements. - Legal Instructor - FBI sponsored police schools regarding general legal updates, hostage negotiation and SWAT training for state and local police departments. - Legal Instructor - Lorain County Community College Police Academy - provided training to cadets in the areas of the law of arrest/search and seizure, including use of force and deadly force, rules of evidence and testifying in court, to include conducting moot court exercises.   1   September 1982 to Jun 2004: - Special Agent, FBI, case agent assigned to investigate numerous Federal criminal offenses including bank robberies, crimes on government reservations, kidnappings, foreign counterintelligence, organized crime, and public corruption. Conducted investigations in concert with law enforcement personnel from other federal, state, and local departments and agencies. Utilized complex investigative techniques including the use of electronic surveillance, physical surveillance, consensual monitoring, and confidential informant development. Participated in the execution of arrest and search and seizure warrants. Assisted in prosecutions with the United States Attorney's Office, including pretrial preparation, serving subpoenas and testifying in court. - 1987 - 1991 - Associate Counsel, Office of the General Counsel, FBI Headquarters, Washington D.C. Provided legal advice and guidance to FBI Field Offices and headquarters management personnel on general criminal investigative and government ethics matters. - 1985 – 1987 – Associate Division Counsel, FBI New York Office. During this time was involved as an FBI attorney in one deadly force incident during which a firearm was discharged in the performance of official duty. EDUCATION August 1976 to May 1979 Detroit College of Law (now the Michigan State University College of Law) 300 Law College Building, East Lansing, Michigan, 48824 Juris Doctor Degree Aug 1972 to May 1976 Capital University 1 College and Main, Columbus, Ohio, 43209 Bachelor of Arts Degree MEMBERSHIPS State Bar of Michigan - Active member in good standing, membership number P31370. Certified Legal Instructor - Ohio Peace Officers Training Council. Certificate number BAS10719. REFERENCES Available upon request.     2