The Notice was sent to you pursuant to an Order of a U.S. Federal Court because you may have purchased Credentials for the 2020 South by Southwest festival in Austin, Texas, pursuant to the Participant and Credentials Terms and Conditions (PCT&C).

The Notice explains the class action lawsuit, the Settlement, the Class Members’ legal rights in connection with the Settlement, what benefits are available, who is eligible for them, and how to get them.

The Court in charge of this Litigation is the United States District Court for the Western District of Texas (the “Court”), and the case is known as Maria Bromley, et al. v. SXSW LLC and SXSW Holdings, Inc., Civil Action No. 1:20-CV-439-LY.  The case has been assigned to the Honorable Lee Yeakel. The Class Representatives are Maria Bromley and Kleber Pauta.

The Notice does not imply that there has been or would be a finding of a violation of the law or that recovery could be had in any amount if the Litigation were not settled.

This Litigation is currently pending in the United States District Court for the Western District of Texas (the “Court”).  The initial complaint in this action was filed on April 24, 2020.

Class Representatives’ Complaint (the “Complaint”) alleges that SXSW improperly withheld monies paid by Class Representatives and the Class for wristbands, tickets, passes, and badges to the 2020 South by Southwest Conference and Festivals after the City of Austin cancelled the event due to the COVID-19 pandemic, and asserts claims: (a) that SXSW breached its contracts with the Class Representatives and the Class; (b) for conversion; and (c) for unjust enrichment.  SXSW denies these allegations and contends, among other things, that its express no-refund policy is legally enforceable, that it did not breach its contracts with the Class Representatives or Class members, that the City’s cancellation of SXSW 2020 made performance impossible, and that it was not unjustly enriched.

SXSW produced extensive informal discovery and Class Counsel and SXSW’s counsel met and conferred several times regarding the Class Representatives’ allegations, SXSW’s defenses, and potential resolution of the Litigation.

Class Counsel, SXSW’s counsel, and a SXSW corporate representative engaged in a full-day mediation on December 17, 2020, with the assistance of mediator Dean M. Kilgore, at which time they reached a settlement in principle to resolve all claims that were, or could have been, alleged in the Litigation on a class-wide basis.

The Court has not decided in favor of SXSW or in favor of the Class Representatives.  Instead, both sides agreed to the Settlement to avoid the costs and risks of further litigation, and Class Representatives agreed to the Settlement in order to ensure that Class Members will receive compensation.

The Court directed that everyone who fits this description is a Class Member:  All persons, wherever located, who purchased Credentials for the 2020 South by Southwest Conference and Festivals in Austin, Texas, pursuant to the PCT&C.  The Class includes both the Deferral Class and the Non-Deferral Class.

Excluded from the Class are:  all claims for death, personal injury, property damage, and subrogation.  Also excluded from the Class are all purchasers of Credentials who pursued and won a chargeback through their credit card company and received a refund of their payments to SXSW for such Credentials; businesses or government agencies that obtained Credentials from SXSW’s Sales, Special Projects, and/or Sponsorship departments as part of their purchase of exhibition, trade, marketing, and/or sponsorship packages; SXSW; any affiliate, parent, or subsidiary of SXSW; any entity in which SXSW has a controlling interest; any officer, director, or employee of SXSW; any successor or assign of SXSW; any judge to whom this Action¹ is assigned, his or her spouse, and all persons within the third degree of relationship to either of them, as well as the spouses of such persons.

¹ “Action” refers to all claims that were, or could have been, alleged on a class-wide basis in the Lawsuit, Bromley et al. v. SXSW, LLC et al., No. 1:20-cv-439 (W.D. Tex.).

The Settlement provides that, in exchange for the release of the Released Claims (defined in Question 10) and dismissal of the Litigation, SXSW has agreed to provide Class Members who have not submitted an appropriate and timely written request for exclusion the benefits described in Question 6.  The Plan for Benefit Distribution is described in more detail at the end of the Notice.

Benefits to the Deferral Class

Within sixty (60) days following the Effective Date, SXSW will issue a payment of $30.00 to each member of the Deferral Class (the “Deferral Class Payments”) per Credential purchased.  Members of the Deferral Class will also have a right to change their currently selected deferral year to either 2022, 2023, or 2024, but must give notice of such change no later than January 15 of the year of their currently selected deferral year.  Members of the Deferral Class will also have the right to purchase one additional credential per Credential purchased, of the same type as their 2020 Credential, at 50% off the walk-up price at the time of purchase, to attend the 2022, 2023, or 2024 festival in person for a year other than the year to which they deferred their Credential.

Within sixty (60) days following the Effective Date, SXSW also will e-mail the Deferral Class Members instructions on how to change their deferral date, if they choose, and how to redeem their 50% discount.

Benefits to the Non-Deferral Class

Members of the Non-Deferral Class who have not effectively elected to be excluded from the Settlement may choose either to (a) receive a refund of 40% of the total amount they paid to SXSW for Credential(s) (the “Non-Deferral Class Payments”); or (b) join the Deferral Class and obtain the benefits to the Deferral Class described above.

Members of the Non-Deferral Class will have until thirty (30) days after the Effective Date to notify SXSW whether they choose to remain in the Non-Deferral Class or join the Deferral Class.  After the thirty-day election period elapses, any Members of the Non-Deferral Class shall be treated as if they elected to remain in the Non-Deferral Class. 

To be eligible to receive benefits from the Settlement, you must be a member of the Class. You must also have submitted, mailed, or emailed a claim by December 20, 2021. The time to file a claim form has passed.

Yes. In order to obtain the benefits detailed in the SXSW class action settlement you will need to complete the claim form.

The Settlement was approved and is considered effective as of February 22, 2022. If there are no appeals, payments to Class Members who filed timely Claim Forms will be made on April 22, 2022.

Unless you timely and validly exclude yourself, you will remain a Class Member, and that means you cannot sue, continue to sue, or be part of any other lawsuit against SXSW about the Released Claims (as defined below) in this case.  It also means that all of the Court’s order will apply to you and legally bind you.  If you remain a Class Member, and if the Settlement is approved, you will give up all Released Claims (as defined below), including Unknown Claims (as defined below) against the Released Defendant Parties (as defined below):

• “Released Claims” means any and all claims that were, or could have been asserted in the Action, including any and all past, present, and future liabilities, complaints, claims, actions, causes of action, obligations, legal claims, damages, costs, attorneys’ fees, losses, penalties, fees of any kind, or demands that have been brought or could have been brought, whether known or unknown, existing or potential, suspected or unsuspected, directly or indirectly relating to the 2020 South by Southwest Conference and Festival, as against Releasees, whether or not specifically named herein, asserted or unasserted, under or pursuant to any statute, regulation, common law, or equitable principle, based on the facts alleged in the complaint filed in the Action and all legal claims of whatever type or description arising out of, that may have arisen as a result of, or which could have been brought based on, any of the facts, acts, events, transactions, occurrences, courses of conduct, representations, omissions, circumstances or other matters pleaded in complaints filed in the Action. This release also extends to any claims relating to cancellations, postponements or modifications of future festivals to which Deferral Class members elected to defer their 2020 Credentials where the cancellations, postponements or modifications occur  because of the COVID-19 pandemic or other events outside of the control of SXSW, including, without limitation, resulting from government shut down, venue capacity limitation, or stay at home orders, future event attendance, size, or scope, or where SXSW reasonably concludes that the health and/or safety of Deferral Class members would otherwise be jeopardized. The Settlement Agreement and release do not release claims for (i) death, (ii) personal injury, (iii) damage to tangible property, or (iv) subrogation that were, or could have been, alleged on a class-wide basis in the Lawsuit.  “Released Claims” does not include any claims to enforce the Settlement. “Released Claims” includes “Unknown Claims” (as defined below).
   
• “Released Defendant Parties” means SXSW, SXSW’s counsel, and each of their respective future, present, and former direct and indirect parents, subsidiaries, affiliates, divisions, predecessors, successors, assigns, distributors, agents, principals, suppliers, vendors, sponsors, issuers, licensees, and joint ventures, and each of their respective future, present, and former officers, directors, employees, partners, general partners, limited partners, members, managers, agents, shareholders (in their capacity as shareholders), legal representatives and anyone acting on their behalf, and the predecessors, successors, heirs, executors, administrators, and assigns of each of the foregoing. 
   
• “Releasing Plaintiff Party” or “Releasing Plaintiff Parties” means each and every Class member, Class Representative and Class Counsel, and their respective future, present, and former direct and indirect parents, subsidiaries, affiliates, divisions, predecessors, successors, and assigns, and each of their respective future, present, and former officers, directors, employees, partners, general partners, limited partners, members, managers, agents, shareholders (in their capacity as shareholders) and legal representatives and anyone acting on their behalf, and the predecessors, successors, heirs, executors, administrators, and assigns of each of the foregoing. Releasing Plaintiff Parties do not include any Person who timely and validly seeks exclusion from the Class.
   
• “Unknown Claims” means (a) any and all Released Claims directly or indirectly relating to the 2020 South by Southwest Conference and Festivals which the Releasing Plaintiff Parties do not know or suspect to exist in his, her, or its favor at the time of the release of the Released Defendant Parties, which, if known by him, her, or it, might have affected his, her, or its settlement with and release of the Released Defendant Parties, or might have affected his, her, or its decision(s) with respect to the Settlement, including but not limited to, whether or not to object to this Settlement or seek exclusion from the Class; and (b) any and all Released Defendants’ Claims that the Released Defendant Parties do not know or suspect to exist in his, her, or its favor at the time of the release of the Class Representative, Class Counsel, or any Class Members, which, if known by him, her, or it, might have affected his, her, or its settlement and release of Class Representatives, Class Counsel, or Class Members. 
   
• With respect to any and all Released Claims, the Settling Parties stipulate and agree that, upon the Effective Date, the Settling Parties shall expressly waive, and each Releasing Plaintiff Party shall be deemed to have, and by operation of the Judgment shall have expressly waived and relinquished to the fullest extent permitted by law, the rights provided by California Civil Code § 1542, which provides:
  
  A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.
  
  The Settling Parties shall expressly waive and each Releasing Plaintiff Party shall be deemed to have, and by operation of the Judgment shall have, expressly waived the benefit of any law of any state or territory of the United States, federal law or principle of common law, or of international or foreign law, which is similar, comparable, or equivalent to California Civil Code § 1542. The Releasing Plaintiff Parties recognize that, even if they later discover facts in addition to or different from those which he, she, it, or their counsel now knows or believes to be true the Releasing Plaintiff Parties nevertheless agree that, upon entry of the final approval order and judgement, Releasing Plaintiff Parties fully, finally, and forever settle, and release any and all Released Claims against Released Defendant Parties. The Settling Parties acknowledge, and the Releasing Plaintiff Parties shall be deemed by operation of the Judgment to have acknowledged, that the foregoing waiver and release were bargained for, and are material elements of the Settlement. 

The deadline to exclude yourself from the settlement was December 20, 2021. If you did not mail a written exclusion letter postmarked by December 20, 2021, you can no longer opt out of the settlement.

No.  Unless you excluded yourself, you have given up any rights you may potentially have had to sue SXSW for any and all Released Claims.  If you have a pending lawsuit against SXSW, speak to your lawyer in that case immediately.  You must have excluded yourself from the Class in this Litigation to continue your own Lawsuit.  The deadline to exclude yourself passed on December 20, 2021.

No.

The Court ordered that the law firms Sauder Schelkopf LLC, Cafferty Clobes Meriwether & Sprengel LLP, and Howry Breen & Herman LLP represent the Class Members, including you.  These lawyers are called Class Counsel.  If you want to be represented by your own lawyer, you may hire one at your own expense.

Class Counsel will apply to the Court within sixty-six (66) days of the entry of the Order Granting Preliminary Approval of the Settlement for an award of attorneys’ fees and costs.  Any award of attorneys’ fees and costs by the Court will not reduce the benefits to the Class members in this proposed settlement. 

If you wished to object to the Settlement, your comments or objection must have been filed with the Court and mailed or delivered to each of the following addresses such that it was postmarked no later than December 20, 2021.

COURT

UNITED STATES DISTRICT COURT
FOR THE WESTERN DISTRICT OF TEXAS
Clerk of the Court
United States Courthouse
501 West 5th Street, Suite 1100
Austin, TX 78701

CLASS COUNSEL

SXSW’S COUNSEL

GRAVES, DOUGHERTY, HEARON & MOODY, P.C.
Peter D. Kennedy
401 Congress Avenue, Suite 2700
Austin, TX 78701

Any person who fails to comply with the requirements for objecting to the Settlement will be deemed to have waived all such objections and will be foreclosed from raising any objections to the proposed Settlement or to any part thereof.

Objecting is simply telling the Court that you do not like something about the Settlement.  You can object only if you stay in the Class.

Excluding yourself is telling the Court that you do not want to be paid and do not want to release any claims you think you may have against SXSW.  If you exclude yourself, you cannot object to the Settlement because it does not affect you.

The Court held a Fairness Hearing at February 18, 2022, at 9:30am CT in the Courtroom of the Honorable Lee Yeakel at the United States District Court for the Western District of Texas, United States Courthouse, 501 West 5th Street, Austin, Texas  78701 and approved the Settlement. If there are no appeals, payments to Class Members who filed timely Claim Forms will be made on April 22, 2022.

No.  Class Counsel will answer questions the Court may have.  But you are welcome to come at your own expense.  If you send an objection, you do not have to come to Court to talk about it.  As long as you mailed your written objection on time, the Court will consider it.  You may also pay your own lawyer to attend, but that is not necessary.  Class Members do not need to appear at the hearing or take any other action to indicate their approval.

If you wished to speak at the hearing, your notice of intention to appear must have been postmarked no later than December 20, 2021, and addressed to the Clerk of the Court, Class Counsel, and SXSW’s Counsel.

You cannot speak at the hearing if you have excluded yourself from the Class.

You must submit a timely claim form to receive Class benefits, in exchange for which you will release your claims against SXSW arising from the cancellation of SXSW 2020.  If you do not timely exclude yourself from the Class, you will not be able to start a lawsuit, continue with a lawsuit, or be part of any other lawsuit against SXSW about the Released Claims in this case ever again.

For even more detailed information concerning the matters involved in this Litigation, you can obtain answers to common questions regarding the proposed Settlement by visiting this website or contacting Class Counsel, who may refer some of your questions to SXSW.  Reference is also made to the pleadings in support of the Settlement, to the Orders entered by the Court, and to other Settlement-related papers filed in the Litigation, which may be inspected at the Office of the Clerk of the United States District Court for the Western District of Texas, United States Courthouse, 501 West 5th Street, Suite 1100, Austin, Texas 78701, during regular business hours.  For a fee, all papers filed in this Litigation are available at www.pacer.gov.  DO NOT CALL OR WRITE THE COURT, THE OFFICE OF THE CLERK OF THE COURT, SXSW, OR SXSW’S COUNSEL REGARDING THE NOTICE.

1. If the Settlement is approved by the Court, benefits to the Class will be distributed in accordance with this proposed Plan for Benefit Distribution or such other plan as the Court may approve.  The Court may approve this proposed Plan for Benefit Distribution, or modify it, without additional notice to the Class. 
    
2. Deferral Class Payments:  SXSW shall make Deferral Class Payments according to the method designated by each Class Member in their Claim Form.  Class Members will have the option of electing to receive payments through PayPal, or Automated Clearing House (“ACH”) bank payment. 
    
3. Non-Deferral Class Payments:  SXSW shall make Non-Deferral Class Payments according to the method designated by each Class Member in their Claim Form.  Class Members will have the option of electing to receive payments through PayPal, or Automated Clearing House (“ACH”) bank payment.