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Wednesday, May 22, 2013
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Lessons/Law of Trade Secrets/If a salesperson!
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Lessons/Law of Trade Secrets/If a salesperson!
Balboa Capital Tagged for Stealing Corporate Trade
[Part Two Of Two Parts]
In the last edition of Leasing News, I described how Balboa Capital, Newport Beach, California, solicited and contacted its chief competitor’s leading employee, one Lisa Gargiulo formerly known as Lisa Gunville, to ply her away from TimePayment Systems, Burlington, Massachusetts. Gargiulo, after resignation and after acceptance of employment with Balboa Capital, Newport Beach, California, convinced her former co-worker at TimePayment Systems, one Jonathan McBride, to hack into the TimePayment computer system for her and surreptitiously email secret reports to her at Balboa Capital. The reports detailed thousands of customers and vendors, financial information, default rates, interest rates and contact names. *
All of these reports were disseminated to three of Balboa’s top officers. Balboa then issued a press release for the new hire, and started to work on getting the hacker to go over to the dark side.
In this part of the article, we learn how a computer forensic intelligent Boston lawyer for TimePayment Systems, Kent Sinclair, discovered the theft using sophisticated state of the art “E-Discovery.” Sinclair, in turn, prosecuted the case obtaining an injunction against Balboa, and favorable settlement for TimePayment Systems. Finally, this part of the article will discuss the law of trade secrets and how salesmen can legally contact former contacts, what companies can do to protect themselves from the theft of trade secrets, and for those companies hiring competitor’s employees, how they can insulate themselves from a pesky trade secrets lawsuit.
In our last episode, Balboa Capital had completed the theft of the trade secrets and a key employee of its chief competitor. Now we will focus on how it was uncovered by computer forensic intelligent attorney Kent Sinclair.
TimePayment Systems Becomes Suspicious
TimePayment Systems became suspicious of Gargiulo and McBride and attorney Kent Sinclair examined Gargiulo’ s computer, and the computer activity of Gargiulo and McBride from October to December, 2011.
TimePayment noticed that right before she resigned, Gargiulo started downloading reports, including one such download the night before her interview with the president of Balboa Capital, Phil Silva. They also noticed that after she resigned, she tried to access the TimePayment Systems computer systems four times. Because she was close to TimePayment employee Jonathan McBride, they also looked at his download activity and noticed a large report downloaded and sent by his company email to his personal home email.
On December 23, 2011, TimePayment’s lawyer Kent Sinclair wrote Gargiulo a “cease and desist” letter. The letter informed Gargiulo that she had taken confidential trade secrets from TimePayment Systems, and demanded return of the information, as well as an inspection of her personal computers.
She immediately warned McBride that TimePayment Systems knew of the downloading and that he was going to get fired. In her deposition she stated:
After the cease and desist letter, and while employed at Balboa, she also deleted her text messages to and from Mr. McBride (destruction of evidence), and then emailed Balboa Capital President Phil Silva about the cease and desist letter. Mr. Silva engaged counsel to handle the issue. In her deposition, Gargiulo implausibly denies discussing the stolen trade secrets with her boss Phil Silva on December 23 when discussing the cease and desist letter:
Whether or not she took the reports would have been the first thing one would have discussed. Unless of course, Mr. Silva already had them. Certainly, Messrs. Patrick Ontal, vice-president of sales, and Chief Operating Officer Robert “Rob” Rasmussen had them, that much we do know.
While Gargiulo and Balboa Capital attempted to argue that the customer list was meaningless and “public knowledge,” that argument quickly went down the drain, with this deposition exchange between Gargiulo and TimePayment’s lawyer, Kent Sinclair:
McBride resigned from TimePayment Systems in February 3, 2012, and sought employment from Balboa, but by that time, he was too hot of a commodity for Balboa to hire.
TimePayment filed suit against McBride two weeks later. The complaint is linked below. It was mediated and settled. TimePayment then filed suit against Balboa on March 12, 2012, and the complaint is also linked below.
TimePayment Systems sought a Temporary Restraining Order and Preliminary Injunction against Balboa, which was initially opposed by Balboa (on grounds that the information was readily available to anyone). However, once Gargiulo and McBride were deposed, TimePayment had Balboa cold. The injunction was stipulated to and case was settled on May 2012, just three months after it was filed. The settlement terms were confidential except for a permanent injunction against Lisa Gargiulo, McBride, and Balboa (3).
The settlement likely included the payment of TimePayment’s attorney and forensic expert’s fees, a permanent injunction prevent Balboa from contacting those names on the list, deletion of the names on the McBride reports, and a stiff six figure damage award. The original complaint was for a minimum of $200,000 plus attorney fees. (3)
The settlement includes a “non-disclosure” agreement, so what there is to go on are the facts from documents submitted that remain unsealed.
In Balboa Capital’s response to TimePayment, there were “Defendant without knowledge sufficient to either admit or deny allegations” over 68 times, denies 50 others but no actual response, and stipulated to authenticity of all the exhibits. (4)
The TimePayment presentation with over 30 exhibits in support of preliminary injunction, including the deposition of Lisa Gargiulo was quite compelling, but the main blow was the forensic expert of retrieving documents and email, with exhibits on all that Mr. Sinclair discovered from Gargiulo’s computer. (5)
In addition, the expertise of TimePayment attorney Kent Sinclair brought the case to a very speedy conclusion. Gargiulo and Balboa parted ways a few months later. So ultimately, what did she achieve by stealing those trade secrets? Nothing, except cost Balboa Capital a boatload of money.
(Lisa Gunville LinkedIn.com)
THE LAW OF TRADE SECRETS
Most States have enacted the Uniform Trade Secrets Act, which make it illegal to steal or possess the trade secrets of another company. What is a trade secret? A trade secret is any information that possesses economic value to the holder and is kept secret. While Gargiulo and Balboa Capital argued that customer lists, approval rates, financials, default rates and other information was either public or had no value, that argument is belied by Balboa’s attempt to secure it and common knowledge that such information would give a company a competitive advantage. There is also no question that TimePayment Systems vigorously tried to keep the information secret. So, I think it goes without question that the various reports given to Balboa were trade secrets.
Violation of the act can subject the thief to compensatory damages, lost profits, royalties, punitive damages, and even attorney fees. What if, the only appropriate legal target is the disloyal ex-employee, and you cannot prove any specific market harm caused by the misappropriation? Just because the target company cannot prove lost profits or any unfair gain by a competitor doesn’t mean it hasn’t suffered damage by the misappropriation. One federal appeals court has determined that the appropriate measure of damages in such a case was $735,000! Hallmark Cards v Murley No. 11-2855 (2013) In another case, Best Buy was tagged for $22 million in damages.
In additional to severe civil exposure, the taking of trade secrets is a crime. In one of California’s most famous trade secret criminal cases, U.S. v Noral, CR: 00237-EMC-1 (2013) just came back from the jury in April, 2013, and an executive recruiter was found guilty of hacking into his former employer’s computer system and obtaining customer lists, and is facing a five year prison sentence.
This raises the question of how a salesperson can exit a company without violating the Uniform Trade Secrets Act. The answer is that the salesperson does not have to get a lobotomy, he or she can make contact with all the contacts the employee had before, assuming there is not a non-solicitation agreement. The violation is taking the list, not the contact.
The company hiring a salesperson from a competitor should adopt certain policies which will insulate it from liability. First, new employees should be instructed to be “good leavers” from their old company –meaning that they should not take anything with them. Second, because offer letters can become litigation exhibits, the offer letter should instruct new hires not to bring any trade secrets of the former employer. Third, employee handbooks should contain similar provisions which prohibiting the possession of trade secrets. Finally, having such policies will enable the company to fire the offending employee immediately. I was curious why Balboa kept Ms. Gargiulo on another 8 months after her theft of trade secrets was uncovered.
While these policies are no guaranty that a trade secret lawsuit will not be filed, the policies will certainly lower the exposure of the company hiring a competitor’s salesperson.
LESSONS OF THE TIMEPAYMENT CASE
What are the lessons here? Well, it depends on the reader’s status.
If the Reader is a Salesperson:
First, if you think you are not going to get caught taking trade secrets, think again. Computer and cell phone forensic discovery is well developed, evidenced by the great job TimePayment’s lawyer did. If the reader is interested in how this is done, I authored an article on the subject two months ago, and the link is at the end of this article.
Second, there are serious consequences to theft of trade secrets. Do you think that downloading a confidential report is worth a few thousand dollars? Both salespersons were sued personally. Her employment at Balboa, for which she sold her soul, lasted only a few months. She now works for a candy store. Was it worth it?
Third, what does taking trade secrets really say about you, as an employee? Essentially you are stealing your employer’s property, a thief. Is that what you want your reputation to be? Really?
Fourth, there are legal ways to do this. The law does not require the salesman to get a lobotomy, and the salesman is free to contact all his or her prior contacts. I can’t see any reason why contacts information in your cell phone would not be portable. Just don’t steal paper.
The bottom line for salespersons is not to take short cuts. Don’t steal from your employer.
For the Lessor Trying to Stop Trade Secret Theft
First, follow TimePayment’s protocol and make it as difficult as possible to download reports. Some of the things a company can do include:
Second, follow TimePayment’s example and be aggressive in court. They really went after their two employees and Balboa, which will teach your existing employees and your competitors that there are big consequences to stealing trade secrets.
The bottom line to companies wanting to protect trade secrets is that the company must take certain steps to make them secret, and those steps will help the company uncover trade secret theft quickly.
If The Reader is a Company Which Wants to Raid a Competitor, Legally or Otherwise:
First, if offered confidential trade secret information by a prospective employee, run! If a prospective employee has stolen trade secrets from his or her old company, it is likely that that the employee will steal them from you, too.
Second, obtaining confidential trade secret information is a big deal, and could subject the company to compensatory damages, punitive damages, lost profits, royalties, and attorney fees. Is your company willing to take that risk for a few thousand contacts? I hope not.
Third, insulate the company from liability by not only making theft of trade secrets unacceptable, document the company’s policy in offer letters and employee handbooks. Of course, this presumes that your company wants to take the high road.
Fourth, tracing the theft of confidential information has suddenly become easier with the advent of computer forensic firms and smart phones. Companies should have in place strict policies regarding “Bring Your Own Mobile Device” (“BYOD”).
Fifth, if an allegation is made, and it turns out to have merit, do what Balboa did and quickly settle the case with a confidential settlement, hopefully before suit is filed and depositions are taken and made public.
Sixth,, putting aside the practicalities of getting caught, receiving stolen trade secret reports is wrong. Is that really the culture of your company? Do you actually want that kind of reputation amongst customers, vendors, and peers? I hope not.
(Coda: Boston attorney was so successful in this case, that he went to work for one of the country’s leading computer forensic firms, Stroz Frieberg, as a managing director:
*Balboa Capital Tagged for Stealing Corporate Trade
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Commonwealth Capital Answers
The Financial Industry Regulatory Authority Inc. (Finra) filed a complaint against Commonwealth Capital Securities, Clearwater, Florida and Chadds Ford, Pennsylvania, for allegedly misusing $245,000 of investor money between December, 2008 and February, 2012. Kimberly Springsteen-Abbott, chief executive office and head of compliance, heads 22 registered representatives and conducts business in private placements and direct investments. Reportedly Commonwealth has distributed 13 equipment-leasing funds since 1978, raising more than $240 million in 12 to 36 month operating leases in 30 investment programs to thousands of investors.
According to Investment News, "The Finra complaint includes an exhibit of 27 pages of purchases from her and other company executives. It includes: $63.43 for a meal at a Hooter's restaurant in 2009; $1,971.11 for a family vacation in 2010 that included Ms. Springsteen-Abbott's husband, daughter, ex-son-in-law and two grandchildren at the Animal Kingdom Lodge in Orlando, Fla.; and $12,414 for a board meeting, also in 2010, at the Princeville St. Regis Hotel in Kauai, Hawaii.
"Last year, a sexual-discrimination suit was filed by a former Commonwealth Capital employee, Shannon Givler, who had contacted the Securities and Exchange Commission in 2010 as a whistle-blower.
"As part of the suit, which was filed in U.S. District Court in the Eastern District of Pennsylvania, she alleged that Ms. Springsteen-Abbott and other company executives “were misrepresenting investor return rates and misappropriating investor funds for lavish personal expenses.”
“Ms. Givler's attorney, William T. Wilson, said: ‘The case has been resolved,’ and Mr. Anderson, the general counsel for Commonwealth Capital, confirmed that the case had been settled.”
According to a statement issued by Commonwealth Capital Corp.:
"Ms. Springsteen-Abbott and CCSC have been and are absolutely committed to complying with all applicable statutes, rules, and regulations.
"Ms. Springsteen-Abbott and CCSC deny the allegations in the complaint concerning the misallocation of expenses. Although the FINRA staff raised questions during the examination concerning some of the expenses, in response to which Ms. Springsteen-Abbott directed that the allocation to the funds of most of those (and similar) expenses be reversed, even if she believed the expenses had been properly allocated to the funds, FINRA did not provide respondents with the list of expenses attached to the complaint, so respondents never had an opportunity to address those expenses. The list attached to the complaint includes expenses that Ms. Springsteen-Abbott believes were proper and were properly allocated to funds and expenses that had been allocated in error, but had already been adjusted and repaid to the affected funds. During the exam, based on conversations with FINRA, additional Written Supervisory Procedures were implemented to better document allocable expenses and approval procedures.
"With respect to the causes of action concerning the file memo that misdescribed the purpose of an $830.70 charge, the memo was prepared long before the FINRA audit, so clearly was not prepared for the FINRA audit. From the outset, the charge was allocated to the private parent leasing company, Commonwealth Capital Corp. ("CCC"), not to any of the funds, so there would have been no conceivable reason for Ms. Springsteen-Abbott to have falsified the memo. The misdescription was an innocent mistake, and, before FINRA filed the complaint, Ms. Springsteen-Abbott explained to the staff the circumstances she believes led to the mistake.
"In addition to the documentation Commonwealth believes it will be able to provide FINRA to support the expenses, it is important to note that the amount FINRA claims should not have been allocated to the funds pales in comparison to the self-initiated and voluntary financial support the funds received from CCC to which the Funds did not have a contractual right. Over five years, the Funds have received more than $2.6 million in financial support from CCC to which the funds were not entitled under their Operating Agreements or Limited Partnership Agreements. The voluntary financial support provided by CCC is comprised of waived fees and reimbursable expenses it was owed from the funds and capital contributions it made to the funds. In particular, since 2008, the funds have received $2,629,272 in such support as follows:
"Forgiveness of Reimbursable Expenses: $ 866,898
"In addition to the financial support listed above, CCC has and continues to absorb 10% of all reimbursable expenses in the ordinary course of business. In short, even if FINRA's allegations had merit, Ms. Springsteen-Abbott and CCC believe the funds were not injured.
"Commonwealth would like to take this opportunity to clarify a statement made with regard to a claim brought by a former employee, which stated Commonwealth declined to comment on the allegations of the case. Both parties to the case are bound by a confidentiality agreement which prohibits them from discussing publicly any aspects of the lawsuit.
"Commonwealth has always viewed regulatory exams as a method of strengthening its processes and continues to implement those changes as a result of each exam. Ms. Springsteen-Abbott and CCSC intend to vigorously defend the proceeding, provide FINRA with a clearer understanding of the expenses at issue, and look forward to a fair resolution.
Equipment Lease Finance Industry Confidence Improves in May
The Equipment Leasing & Finance Foundation reports the Equipment Finance Industry (MCI-EFI) confidence for May in the equipment finance market is 56.7, an increase from the April index of 54.0.
Many companies are becoming more aggressive, hiring more direct salesmen, as well as captive lessors compete for financing personnel in the market place. The independent broker market has not seen an influx as well-established guard their territory very tightly as well as develop more business loan connections.
Lessors are more optimistic despite the mixed economic message from Congress and the White House.
“With strong liquidity in the market we are seeing lending extended to middle market credits again," Aylin Cankardes, President, Rockwell Financial Group, said " Lessees continue to renew leases but for shorter periods of time as they are now becoming more interested in financing capital equipment to replace existing assets.”
Valerie Hayes Jester
“The industry continues to provide capital to fuel economic expansion," noted Valerie Hayes Jester, President, Brandywine Capital Associates, Inc. "We continue to think that the upswing in parts of the consumer economy will begin to impact the small businesses that have been reluctant to borrow for equipment needs.”
Russell Nelson, President
“Continuation of low interest rates, and recent strength in the financial markets, housing and manufacturing sectors are encouraging increased capex and general optimism about the U.S. economy by individual customers and corporate CFOs." commented Russell Nelson, President, CoBank Farm Credit Leasing. "Growth potential for the industry throughout the remainder of 2013 should exceed earlier forecasts and could carryover to 2014.”
There remains a growing need to train new sales and operating personnel in this changing technological and accounting marketplace.
Please see our Job Wanted section for possible new employees
Marlin Leasing Officers Exercises Stock Options
End-of-day Price ($): 23.55
Periodically, when the timing is right meaning with the availability as well as a good selling price, key officers exercise the ability to improve their compensation with stock options, standard in the industry, definitely an incentive and reward for their contribution to the success of the company
Daniel P. Dyer, Chief Executive Office
Edward Siciliano, Chief Sales Officer
There were other stock exercises in March, February, and January of this year:
(This company appears in www.leasingcomplaints.com
Specialty Funding, Albuquerque, New Mexico joins
Leasing News is proud to list Specialty Funding, Albuquerque, New Mexico, joining the "Companies who notify lessee in advance of lease expiration" group, and invites others also to join.
“As policy we notify the lessee of their options 90 days in advance of their lease term ending. We give them the last 60 days of their term to respond with their intentions. Should they fail to reach a decision or fail to respond to our request for end of term resolution we continue their contract on a month to month basis. This continues until they arrange a satisfactory termination or the FMV residual is satisfied.
“The same applies to our Vehicle Trac Lease program.”
Four New CLP's from First American Equipment Finance
First American Equipment Finance, Fairpoint, New York, a City National Bank Company, brings four new Certified Leasing Professionals who have passed the exam.
The CLP designation identifies the individual as a knowledgeable professional to employers, clients, customers, and peers in the leasing industry. There are currently 173 Certified Lease Professionals in Good Standing.
"I feel the CLP designation sets me apart from others in my field and furthers my credibility with all those whom I work with," said Mark Bearden, CLP, Assistant Vice President, Syndications, First American Equipment Finance.
“The CLP process enabled me to further dedicate myself to the broad spectrum of leasing while also demonstrating the knowledge I’ve obtained throughout my career in this industry. Continual education and professional development is critical in a competitive workplace/industry, and the CLP designation allows you to display your commitment to those values”
Leasing Company Membership Count
-CLP Foundation Count
Why I Became a CLP---
Bentsen-Gregg named to new posts
Hon. Kenneth E. Bentsen, Jr.
Former Equipment Leasing and Finance Association president and US Representative Kenneth Bentsen, Jr. (D-Texas), has been named president of the Securities Industry and Financial Markets (SIFMA). He has been acting president and CEO since February, when former president and CEO Timothy Ryan left the trade group to run JPMorgan's regulatory affairs office. Reportedly SIFMA is one of Wall Street's largest lobbying trade associations.
SIFMA former President and CEO Timothy Ryan
New Chief Executive Officer is former U.S. Senator Judd Gregg (R-N.H.)
As the onetime ranking member of the Senate Banking, Housing and Urban Affairs Committee, he was reportedly a staunch defender of Wall Street and the financial sector throughout the 2008 financial crisis, helping to author the bill that bailed out the nation's largest banks. According to campaign records, the finance, insurance and real estate sector was a top contributor to his campaigns, donating more than $1 million since the 1992 election cycle.
American Banker reports, "Gregg served three terms as a Republican senator from New Hampshire and was a chairman of the Senate Budget Committee from 2005 through 2007. In 2009, he had reportedly accepted an offer from President Obama to become the next U.S. secretary of Commerce, but Gregg withdrew his nomination shortly afterward, citing disagreements with the administration over reforms to the census administration. Gregg did not seek re-election in 2010.
"Before joining the Senate, Gregg served two terms as New Hampshire's governor and four terms as a member of the U.S. House of Representatives. After leaving the Senate, he became an advisor to Goldman Sachs (GS).
"Bentsen had been Sifma's executive vice president of public policy and advocacy since 2009, before becoming interim CEO in February. He served as a Democratic congressman from Texas from 1995 through 2003, and was president of the Equipment Leasing and Finance Association before joining Sifma."
Scania hosts Captives Forum at its Swedish HQ
Members of The Captives Forum, the equipment manufacturers’ European trade association, held their second quarterly meeting of 2013 last week at the headquarters of Scania in Södertälje, just outside of Stockholm. Holding the meeting at that location emphasized the Forum’s deep rooted links to members manufacturing and sales parentage.
The meeting was a mix of presentations, discussions, social events, a factory tour and even an opportunity for all to try their hand at driving a Scania truck or bus. Add to that a three hour dinner cruise on Lake Mälaren on a warm sunny evening the night before and the whole event was a recipe for a highly successful meeting.
Chairman Elliot Lennick, commented, “Members consider the inclusion in our programme of opportunities to mix socially extremely important since it provides an opportunity to share their thoughts and challenges with colleagues in a similar manufacturing environment. The value of that should not be underestimated, given how much difference there is to working in a bank owned finance company.” The evening gave an ideal opportunity to welcome representatives from two new member companies and also to get to know several new representatives from existing members.
An early start the next day began with Scania Finance explain their business model and how it interfaced to the parent company’s business in order to assist increase their sales of trucks and buses.
Nils Jaeger, Vice-Chairman, explained “This is part of a regular series of presentations in which members are taking it in turn to explain the business models they use for their financing business, the particular challenges they face and how they deal with them. Although some member’s parent companies may compete, the finance companies do not as their operations are restricted to financing their parent companies products. All members recognize and accept that competitive issues must never be discussed.”
This was followed by welcoming Lars Bang and Kaupo Luhaäär from Nordea Finance who talked about the specific issues relevant to leasing in the Baltic and Scandinavian countries. They were already known to a number of members who deal with them on a regular basis. With the release by IASB and FASB of the Revised Exposure Draft for Leases on the same day as the meeting, it was inevitable that some time would be spent on that topic. The Boards’ discussions and decisions had been widely publicized during the review process and on that basis Ward van den Dungen, of consultancy firm IAA-Advisory, presented the latest expected situation and the specific implications for manufacturer’s finance companies. The fourth session of the day covered a range of topics of specific relevance to manufacturers and their captives.
The afternoon started with trip to the Scania driving circuit where members were able to experience driving Scania buses and trucks, including the largest models, fully loaded, and with trailers attached. Afterwards the group moved on to a tour of the Chassis Line, to see a production line that took seven hours to assemble a completed chassis. All trucks are made only to order and assembled by hand without robots.
The Forum’s Secretary, Alan Leesmith, commented that “Members had all felt that it had been very beneficial to get close to that sector of a business without which there would be no demand for captives and finance companies. There was unanimous agreement that the meeting had been a great success and as a result, this “hands on aspect” is something that we shall now target to repeat at least once each year. Given the very wide range of equipment our members manufacture this could lead to some further very interesting meetings.”
Manufacturer owned Finance Companies with a European footprint have a dilemma as to how best to forge relationships within the Leasing and Asset Finance Industry. This is frequently done simply on a country by country basis via local Leasing Associations; however the Captives Forum solves the need for a “Pan European” solution enabling a coming together at the most senior level to discuss and express a European view. Quarterly meetings move around European capitals, reflecting the wide European membership. Meeting locations include; Brussels, London, Luxembourg, Paris and Stockholm.
The management of the Captives Forum is undertaken by IAA-Advisory. Alan Leesmith, IAA’s International Director, is the Captives Forum’s Secretary and Derek Soper is Advisor to the Captives Forum Board.
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