US, Department of Justice Andrew E, Lelling United States Attorney District of Massachusetts ‘Main Reception: (617) 748-3100 John Joseph bloakley United States Courthouse 1 Courthouse Way Suite 9200 Boston, Massachusetts 02210 October 25, 2019 Kenneth B, Julian, Esq. Manatt, Phelps and Phillips, LLP 695 Town Center Drive, 14" Floor Costa Mesa, CA 92626 Re: United States Dear Mr. Julian: ‘The United States Attorney for the District of Massachusetts (“the U.S. Attorney”) and your client, Karen Littlefair (“Defendant”), agree as follows, pursuant to Federal Rule of Criminal Procedure 11(c)(1)(B): 1. Change of Plea No leter than January 17, 2020, Defendant will plead guilty to Count One of the Information charging her with conspiracy to commit wire fraud, in violation of Title 18, United States Code, Section 1349. Defendant admits that she committed the crime specified in that count and is in fact guilty of that crime. Defendant also agrecs to waive venue, fo waive any applicable statute of limitations, and to waive any legal or procedural defects in the Information. Defendant agrees not to dispute the accuracy of the facts alleged in the Information. ‘The US. Attorney agrees not to charge Defendant with further criminal offenses based on the conduct underiying the crime charged in this case that is known to the U.S. Attorney at this time, ‘2. Penalties Defendant faces the following maximum penalties: incarceration for 20 years; supervised release for three years; a fine of $250,000, or twice the gross gain or loss, whichever is greater; a mandatory special assessment of $100; restitution; and forfeiture to the extent charged in the Information,3. Sentencing Guidelines ‘The US. Attorney agrees, based on the following calculations, that Defendant's total “offense level” under the Guidelines is 7: a) Defendant's base offense level is 7 because the offense of conviction is conspiracy to commit mail fraud (USSG § 2B1.1); b) Defendants offense level is increased by 2, because the loss or gain from the offense is more $6,500 and less than $15,000 (USSG § 2B1.1(6)(1)(B)); and ©) Defendant's offense level is decreased by 2, because Defendant has accepted responsibility for Defendant's crime (USSG § 3E1.1), Defendant agrees that the base offense level is seven, but reserves the right to argue that her offense level should not be increased pursuant to USSG § 2B1.1(b)(1)(B) because there was no gain or loss. This would result in a total offense level under the Guidelines of 5, after adjusting for acceptance of responsibility. Defendant understands that the Court is not required to follow this calculation, and that Defendant may not withdraw her guilty plea if Defendant disagrees with how the Court calculates the Guidelines or with the sentence the Court imposes, Defendant also understands that the government will object to any reduction in her sentence based on acceptance of responsibility if: (a) at sentencing, Defendant (her or through counsel) indicates that she does not fully accept responsibility for the crime she is pleading guilty to committing; or (b) by the time of sentencing, Defendant has committed a new federal or state offense, or has in any way obstructed justice. ‘Nothing in this Plea Agreement affects the U.S. Attomey's obligation to provide the Court and the U.S, Probation Office with accurate and complete information regarding this case, 4, Sentence Recommendation ‘The U.S, Attorney agrees to recommend the following sentence to the Court: ) Incarceration for a petiod of four months; b) a fine of $9,500, unless the Court finds that Defendant is not able, and is not likely to become able, to pay « fine; ©) 2 months of supervised release; 4) amandatory special assessment of $100, which Defendant must pay to the Clerk of the Court by the date of sentencing; 2©), restitution in an amount to be determined by the Coutt at sentencing; and, 4) forfeiture as set forth in Paragraph 6. Jn addition, the parties agree jointly to recommend the following special. condition of any term of supervised release or probation: ‘Waiver of Appellate Rights and Challenges to Conviction or Sentence Defendant has the right to challenge her conviction and sentence on “direct appeal.” This ‘means that Defendant has the right to ask a higher court (the “appeals court”) to Jook at what happened in this case and; if the appeals court finds that the trial court or the parties made certain mistakes, overturn Defendant’s conviction ot sentence. Also, in some instances, Defendant has the right to file a separate civil lawsuit claiming that serious mistakes were made in this case and ‘that her conviction or sentence should be overtumeed. Defendant understands that she has these rights, but now agrees to give them up. Specifically, Defendant agrees that: a) She will not challenge her con n on direct appeal or in any other proceeding, including in a separate civil lawsuit; and, b) She will not challenge any prison sentence of 6 months or less or any court orders relating to forfeiture, restitution, fines or supervised. release, This provision is binding even if the Court’s Guidelines analysis is different than the one in this Agreement. The US. Attomey agrees that, regardless of how the Court: calculates Defendants sentence, the U.S. Attorney will not appeal any sentence of imprisonment of 4 months or more, Defendant understands that, by agreeing to the above, she is agreeing that her conviction and sentence (to the extent set forth in subparagraph (b), above) will be final when the Court issues a written judgment after the sentencing heating in this case. Thats, after the Court issues a written Judgment, Defendant will lose the right to appeal_or otherwise challenge her convietion and sentence (fo the extent set forth in subparagraph (b), above), regardless of whether she later ‘changes his mind or finds new information that would have led her not to agree to gi é rights in the first place, Defendant acknowledges that she is agreeing to give up these rights at least partly in exchange for concessions the U.S. Attomey is making in this Agreement. ‘The parties agree that, despite giving up thesc rights, Defendant keeps the right to Inter claim that her lawyer rendered ineffective assistance of counsel, ot that the prosecutor engaged in ‘misconduct serious enough to entitle Defendant to have his conviction or sentence overturned. 36 Forfeiture Defendant hereby waives and releases any claims Defendant may have to any vehicles, ‘currency, or other personal property seized by the United States, or seized by any state or local law enforcement agency and turned over to the United States, during the investigation and prosecution of this case, and consents to the forfeiture of all such assets. ‘This Plea Agreement does not affect any civil liability, including any tax liability, Defendant has incurred or may later incur due to her criminal conduct and guilty plea to the charges specified in Paragraph 1 of this Agreement, 8. Breach of Plea Agreement Defendant understands that if she breaches any provision of this Agreement, Defendant cannot use that breach as a reason to withdraw her guilty plea, Defendant's breach, however, would give the U.S, Attorney the right to be released from his commitmeits under this Agreement, and would allow the U.S, Attomey to pursue any charges that were, or are to be, dismissed under this Agreement. If Defendant breaches any provision of this Agreement, the U.S. Attomey would also have the right to use against Defendant any of Defendant's statements, and any information or materials she provided to the government during investigation ot prosecution of her case. The U.S. Attorney would have this right even if the parties had entered any earlier written or oral agreements or ‘understandings about this issue. Finally, if Defendant breaches any provision of this Agreement, she thereby waives any defenses based on the statute of limitations, constitutional protections against pre-indictmentdelay, ‘and the Speedy Trial Act, that Defendant otherwise may have had to any charges based on conduct occurring before the date of this Agreement, 9. Who is Bound by Plea Agreement ‘This Agreement is only between Defendant and the U.S. Attorney for the District of Massachusetts, It does not bind the Attorney General of the United States or any other federal, state, or local prosecuting authorities. 10. Modifications to Plea Agreement ‘This Agreement can be modified or supplemented only in a written memorandum signed by both parties, or through proceedings in open court,* 8 8 If this letter accurately reflects the agreement between the U.S. Attomey and Defendant, please have Defendant sign the Acknowledgment of Plea Agreement below. Please also sign below as Witness, Retum the original of this letter to Assistant U.S, Attorney Erie S. Rosen, Sincerely, ANDREW B, LELLING United Sigtes Attorney By: STEPHEN E. FRANK Chicf, Securities and Financial Fraud Unit JORDI DE LLANO Deyphity Chief, Securities and Financial Fraud Unit TUSTIN D. O'CONNELL LESLIE A. WRIGHT KRISTEN A. KEARNEY Assistant U.S, AttorneysACKNOWLEDGMENT OF PLEA AGREEMENT 1 have read this letter and discussed it with my attomey. The letter accurately presents my agreement with the United States Attomey’s Office for the District of Massachusetts, There aré no unwritten agreements between me and the United States Attomey’s Office, and no United States government official has made any unwritten promises or representations to me in connection with ‘my guilty plea. I have received no prior offers to resolve this case. Tunderstand the crime I am pleading guilty to, and the maximum penalties for that crime. Thave discussed the Sentencing Guidelines with my lawyer and I understand the sentencing ranges ‘that may apply. Tam satisfied with the legal representation my lawyer has given me and wre have had enough time to meet and discuss my case. We have discussed the charge against’ me, possible defenses I might have, the terms of this Agreement and whether I should go to trial. Tam entering into this Agreement freely and voluntarily and because I am in fact guilty of the offense, I believe this Agreement is in my best interest, te A) n Littlefair Defend ‘Date: Sbe. u, 0/9 I certify that Karen Littlefair has read this Agreement and that we have discussed what it ‘means. I believe Karen Littlefair understands the Agreement and is entering into it freely, voluntarily, and knowingly. [also certify that the U.S. Attomney has not extended any other offers regarding a change of plea in this case, i Kenneth Julia, Bs ‘Manatt, Phelps & Phillips, LLP Attomey for Defendant ats 1) [2014UNITED STATES DISTRICT COURT DISTRICT OF MASSACHUSETTS. » oni UNITED STATES OF AMERICA 5) aml Ne ) Violation: v. } KARE ) Count One: Conspiracy to Commit NN MITLEFAIR, ; Wire Fraud (18 U.S.C. § 1349) Defendant ) ) ) INFORMATION Atal times relevant to this Information: General Allegations 1, The defendant, KAREN LITTLEFAIR (“LITTLEFAIR”), was a resident of ‘Newport Beach, California. 2. The Edge College & Career Network, LLC, also known as “The Key,” was a for- profit college counseling and preparation business based in Newport Beach, California that was established in or about 2007 and registered in California in or about 2012. 3. The Key Worldwide Foundation (“KW”) was non-profit corporation founded in or about 2012 and based in Newport Beach, California. 4, William “Rick” Singer was a resident, variously, of Sacramento and Newport Beach, California, Singer founded and, together with others, operated The Key and KWF. 5. Mikaela Sanford was a resident of Sacramento, California, Sanford was employed in various capacities for The Key and KWF. 6. Georgetown University (“Georgetown”) was a highly sele private university located in Washington, D.C.‘The Conspiracy, 7. Beginning in or about 2017 through in or about April 2018, the defendant, KAREN LITTLEFAIR, conspired with others known and unknown to the United States Attomey to hire individuals to secretly take classes on behalf of her son to facilitate her son’s graduation from Georgetown. Specifically, LITTLEFAIR agreed with Singer and Sanford to pay an amount, ultimately totaling $9,000, to have a Key employee (“Key Associate 1”) take online classes in place of her son and submit the credits for those classes to Georgetown to facilitate his graduation. Object and Purpose of the Conspiracy. 8. The principal object of the conspiracy was to commit wire fraud, in violation of Title 18, United States Code, Section 1343. The principal purpose of the conspiracy was to help LITTLEFAIR’s son graduate from Georgetown. ‘Manner and Means of the Conspiracy ‘Among the manner and means by which the defendant and others known and unknown to the United States Attorney carried out the conspiracy were the following: a. Having a third party take online classes offered by Georgetown in place of LITTLEFAIR’s son; b, Having a third party take an online class offered by another university in place of LITTLEFAIR’s son; and c. Submitting the fraudulently obtained online class grades to Georgetown so that LITTLEFAIR’s son could to ean the academic credits required to graduate from Georgetown.Acts in Furtherance of the Conspiracy 10. On various dates from in or about 2017 through in or about April 2018, the defendant and others known to the United States Attorney committed and caused to be committed the following acts, among others, in furtherance of the conspiracy: On or about June 1, 2017, Singer wrote in an e-mail to LITTLEFAIR that “we have someone to take the classes” and that he would “let you know ‘what it will take to complete so we can bill.” On or about June 4, 2017, LITTLEFAIR sent an e-mail to Sanford with the subject line “Classes start today.” In the e-mail, LITTLEFAIR asked Sanford, “Will you be creating a new email address to submit work to the Prof? Maybe we can talk live tomorrow. I need to better understand how this works.” Sanford replied, “Yes, a new email account was created ... During the summer of 2017, Key Associate 1 secretly took two online classes offered by Georgetown in place of LITTLEFAIR’s son. On or about August 4, 2017, LITTLEFAIR paid $6,197 to The Key for the two online classes completed by Key Associate 1 on behalf of LITTLEFAIR’s son, In or about the fall of 2017, Key Associate 1 began secretly taking a third online class offered by Georgetown in place of LITTLEFAIR’s son. On or about October 15, 2017, LITTLEFAIR e-mailed Sanford and Key Associate 1 regarding requirements for the class being taken by Key Associate 1, ‘The class required video conferences with the professor. Inthe e-mail, LITTLEFAIR wrote that, because her son would be out of the country, Key Associate 1 “should have a stand in for [my son] that is highly briefed by [Key Associate 1]. Probably sitting next to [Key Associate 1] at this appointment.” Key Associate 1 confirmed that if LITTLEFAIR’s son was unavailable for the meeting with the professor then she would “take care of the meeting” with the professor by using a “fellow male colleague” to stand in for LITTLEFAIR’s son. On or about January 3, 2018, LITTLEFAIR sent an e-mail to Singer and Sanford, In the e-mail, LITTLEFAIR wrote that they needed to do “one ‘more online course in Spring 2018” for credit at Georgetown, and she asked Singer if he had any “proven [h]istory courses” from a “public school” that she could present to Georgetown for credit. LITTLEFAIR added that she ‘was “[g]oing to need help for sure with one more course.” In January and February 2018, Key Associate 1 secretly took an online class offered by Arizona State University in place of LITTLEPAIR’s son. ‘The credits eamed at Arizona State University were then sent to Georgetown and credited to LITTLEFAIR’s son on his academic transcript. On or about April 9, 2018, The Key sent LITTLEFAIR an invoice for $3,000, which was for the classes taken by Key Associate | in the fall of 2017 and the spring of 2018, LITTELFAIR responded that she thought she would be given a “discount” because the “grade [Key Associate 1 earned] ‘was a C and the experience was a nightmare!”Singer replied that he would not discount the invoice because the “process was a nightmare for all.” On or about April 18, 2018, LITTLEFAIR paid $3,000 to The Key for the classes completed by Key Associate 1 on behalf of LITTLEFAIR’s son, On or about May 19, 2018, LITTLEFAIR’s son graduated from Georgetown based, in part, on the academic credits fraudulently earned by Key Associate 1 on his behalf.COUNT ONE Conspiracy to Commit Wire Fraud (I8U.S.C. § 1349) ‘The United States Attorney charges: 11. The United States Attomey re-alleges and incorporates by reference paragraphs 1- 10 of this Information. 12. From in or about 2017 through in or about April 2018, in the Central Distri California and elsewhere the defendant, KAREN LITTLEFAIR, conspired with others known and unknown to the United States Attorney to commit wire fraud, that is, having devised and intending to devise a scheme and artifice to deftaud and to obtain money and property, to wit, an undergraduate degree from Georgetown, by means of materially false and fraudulent pretenses, representations, and promises, for the purpose of executing and attempting to execute the scheme, to transmit and cause to be transmitted by means of wire communications in interstate and foreign commerce, writings, signs, signals, pictures, and sounds, in violation of Title 18, United States Code, Section 1343. All in violation of Title 18, United States Code, Section 1349.ANDREW B. LELLING UNITED STAFES ATTORNEY i 9 By: A ERIC 8, ROSEN JUSTIN D. 0°CONNELL KRISTEN A. KEARNEY LESLIE A. WRIGH™ Assistant United States Attorneys Date: December 4, 2019