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Monday, May 20, 2013
Today's Equipment Leasing Headlines
Balboa Capital Tagged for Stealing Corporate Trade
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Balboa Capital Tagged for Stealing Corporate Trade
By Tom McCurnin
Case Provides Rare Insight into Corporate Raiding of Trade Secrets Uncovered by computer forensic intelligent Lawyer Who Used E-Discovery to Track Emails and Cell Phone Data to Sue Balboa Capital
Having taken a number of business divorces and trade secrets cases into litigation, I’m always amazed that some people actually covet trade secrets and worse still, don’t believe they will get caught. Today’s case provides a rare glimpse into the world of trade secrets, pulling back the curtain on how corporations steal trade secrets using private emails, how they are distributed, and how a computer forensic intelligent Boston lawyer discovered and prosecuted the theft using technology only recently available—called “E-Discovery,” which lifts data, texts, emails, and other activity from cell phones and laptops which the user thought they erased.
The article is long—way too long to put in a single edition of Leasing News. Therefore, this article will be in two parts. The first part will cover how a corporation solicited a key sales person, how that sales person, once employed, hacked into her former employer’s computer system to steal confidential vendor reports and financial data, and how, once the corporation obtained that data, how it was disseminated to the upper echelons of the corporation.
The second part will cover how the lawyer for TimePayment Systems, Burlington, Massachusetts, Kent Sinclair, discovered the theft using state of the art electronic discovery, recovered files and messages thought deleted from cell phones and laptops to discover emails and text messages which the employee thought she had erased. Armed with that information, Mr. Sinclair sought, and was granted, an injunction against Balboa Capital, Newport Beach, California, which ultimately forced Balboa to quickly settle the case.
I’ll also discuss how salespersons can legally solicit former customers, what companies can to protect themselves from such theft or if accused of theft, what companies can do to protect themselves from pesky trade secret lawsuits.
How you feel about trade secrets will affect your view of this case. Some people believe if a confidential customer list falls into their lap, it’s not theft of trade secrets. Other companies take the high road and will not allow new employees to bring over trade secrets. So before this article starts, let’s find out how you, the reader, feel about the theft of trade secrets.
You are a leasing executive, interviewing or training a prospective or new employee. The employee tells you that he/she has list of his or her former employer’s customer and vendor list, contact information funding history, default rates, and interest rates and perhaps emails the list to you. The salesman’s former employer is one of your chief competitors. Is there any doubt that having this information would give you information not readily available in the open market place and give you a competitive advantage?
The list is conspicuously marked on all pages, “CONFIDENTIAL TRADE SECRETS: DO NOT DISTRIBUTE” and bears the name of your chief competitor.
You have two choices. Do you:
Now, that you’ve figured out where you and your company stand on the issue, lets plough into the case at hand, the facts of which are not far off from the hypothetical.
Lisa Gargiulo as Employee of TimePayment Systems
Lisa Gargiulo aka formerly known as Lisa Gunville, Hull, Massachusetts, started to work at TimePayment Systems, Burlington, Massachusetts, as a salesperson in 2006, where she managed the dealers and secured equipment financings. She signed a confidentiality agreement in her employee handbook. She was trained by TimePayment Systems and promoted in 2009, to an account executive. She did about $18 million in sales for TimePayment Systems and was a top producer, according to court records.
TimePayment Systems takes corporate security seriously. None of the employee’s computers, including corporate laptops have functioning USB ports, so that reports may not be downloaded to an external disk, all employees sign confidentiality agreements and the downloading of reports is monitored carefully. All reports have a footer on them which states: “CONFIDENTIAL TRADE SECRETS: DO NOT DISTRIBUTE.” All such reports also bear the source of the information, TimePayment Systems.
Gargiulo Solicited by Balboa
Lisa Gargiulo was contacted via LinkedIn by Phil Silva, President of Balboa Capital (at Balboa since 2008) to see if she was interested in working for Balboa, one of several direct competitors of TimePayment Systems and the two arranged an interview date of October 23, 2011. Gargiulo flew out to California. But before she arrived, she began an unusual pattern of downloading historical data, customer lists, funding histories, credit information and financials of vendors from TimePayment’s sales software program to her personal laptop computer, and emailing them to herself. While at her hotel in Irvine, waiting for her interview, she downloaded more reports to her personal laptop. The next day, she had her interview with Mr. Silva.
In her deposition, Lisa Gargiulo denied telling Mr. Silva anything about the reports she downloaded the night before. But she was given an offer and she accepted on that same day.
She resigned from Time Payment Systems the following Monday, October 24, 2011. She was told by TimePayment Systems to bring in her laptop and that her server access would be cut off.
Gargiulo While an Employee of Balboa, Convinces TimePayment’s Salesman to Download Reports for Her
After she resigned, and while employed by Balboa, Gargiulo tried to access the TimePayment server four times and ascertained that she was indeed locked out. She convinced a co-worker, Jonathan McBride, to download a report, containing financial and contact data. McBride downloaded the report, containing 3,000 vendor names and financial data, and he sent the report to Gargiulo through McBride’s personal email account.
Gargiulo Distributes Report to Balboa Officers
Gargiulo, in turn, forwarded the report to Balboa Capital officers, Patrick Ontal (joined Balboa, 2007 as vice-president of indirect vendor sales) and Chief Operating Officer Robert “Rob” Rasmussen (since 2004) in early November, 2011, during her training week at the company. As stated, the report was conspicuously marked “Confidential Trade Secret Information Do Not Distribute.”
After Mr. Rasmussen received the report, he reviewed it in detail and in an email to Patrick Ontal he states:
So there must have been a prior report given to Mr. Rasmussen which is unaccounted for. In any event, the report’s contents was entered into Balboa’s database with the obvious intent to solicit business from TimePayments’ dealers and move TimePayment’s business from TimePayment Systems to Balboa Capital.
Balboa Issues Press Release About Gargiulo
Balboa issued the following press release after the vendor list reports were distributed to the officers:
Balboa Solicited Jonathan McBride from TimePayment
As the reader might recall, Gargiulo enlisted Jonathan McBride to download secret reports in October. Mr. Silva, after Balboa had possession of the secret reports, contacted McBride on November 22, 2011, and requested him to join Balboa Capital. But there was one precondition, before doing so, Mr. Silva wanted specific information from Mr. McBride, including a rate sheet for various types of TimePayment credits. It is unknown whether Mr. McBride complied with this request.
The Theft of Trade Secrets is Complete.
And so, as of late November, 2011, Balboa Capital had, through its employee Lisa Gargiulo, successfully raided TimePayment Systems computer system, had in its possession, at least two reports detailing customers, vendors, rates, financial data, default information and contact information. Balboa had obtained one of TimePayment’s leading employees, and was working on another. And as of that date, Balboa was so confident that the theft was undiscovered, that it issued a press release, lauding the acquisition of Ms. Gargiulo, then known as Gunville.
In the next portion of this article, the segment will discuss:
• How TimePayment Systems discovered the theft of its trade secrets using sophisticated state of the art e-discovery
Tune in on Wednesday-- May 22, 2013!#+#!
TimePayment Systems v Balboa/Lisa Gargiulo Complaint
Lisa Gargiulo deposition
TimePayment Systems v McBride Complaint
Copy of McBride Hearing http://www.leasingnews.org/PDF/JonathanMcBrideHearing_5202013.pdf
Previous Tom McCurnin Articles:
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Top Stories May 13-May 17
Here are the top stories opened by readers:
(1) Balboa Capital, Newport Beach, California
(2) Lovely Ladies of Leasing
(3) Balboa Capital Tagged for Stealing Corporate Trade
(4) Does Your Company Have a Policy for
(5) Archives---May 15, 2003
(6) Western Equipment Finance Parent
(7) Leasing 102 by Mr. Terry Winders, CLP
(8) Several States Fail to Meet July 1, 2013 Deadline
(Tie) (9) Community Banks grow C&I loans amid 'fierce' competition
(Tie) (9) NAELB Welcomes New Board of Directors
(11) Real Estate Takes Another Bank Down in Georgia
Companies who notify lessee
These companies do not use language to confuse, perhaps to deceive, with the result an automatic continuation for an additional twelve months of payments. They do not invoke the twelve months on a $1.00 purchase option or an Equipment Finance Agreement.
In its editorial of June 30, 2011, Leasing News recommends that the equipment lessor send a certified letter with return receipt; however, at this time, the acceptance of the word of the president of the company will be accepted until proven otherwise. http://leasingnews.org/archives/Jun2011/6_30.htm#editorial
((Please Click on Bulletin Board to learn more information))
Term of Use in Sales
Selling an equipment lease requires a good knowledge of the leasing product and its implications for, or effect on, the lessee. This includes all the income tax, legal, and accounting requirements, not to mention the differences from State to State on assessed taxes and legal differences.
For many reasons a lease is not a loan, however, the ignorance of the customer base, and the eagerness of leasing companies to offer what the customer asks for, has created a leasing market that covers many types of non-leases as well as true leases. So on many occasions the lessee is not offered a lease that fits the circumstances better but, just what the Lessee is familiar with, and has requested. Selling the correct type of lease takes a professional salesperson and not just an order taker.
Many of our leases are truly disguised conditional sales contracts (installment loans). Due to the complexity of leasing and the lack of knowledge by the average agent for the Internal Revenue Service, and the average bankruptcy Judge, so many unqualified leases slip through that we are lulled into a thought process that these type leases are acceptable. The time is drawing to a close when leasing firms can rely on these type leases and they will find themselves out in the cold. The rule makers and the qualifications for leasing are under siege and we need to view how leasing is different from loans and begin presenting the differences and the effect of a real lease instead of just comparing the similarities such as: rate, term, and purchase options.
A correct lease is one that accomplishes placing the equipment’s “use” and the expense for that use into the proper period of “time.” One of the benefits of the computer age and the type of software offered today is that business can analyze their needs much sharper than before. Studies of equipment use and expenses such as insurance, labor for maintenance, spare parts, and down time have suggested shorter terms of equipment use. The old thought process of using it until it drops has given way to using it until it becomes a heavy maintenance problem or is technically outdated and then moving on to new equipment. Leasing became popular for many reasons but lost in the list was the most important reason, to match the “expense” to the term of “use”.
Installment commercial loans and sales contracts are done on a 36, 48, or 60-month basis. Straight line depreciation of the equipment cost for accounting purposes depends on the equipment’s average useful life, possibly five years, six years, or longer and Federal Income Tax depreciation is according to The Modified Accelerated Recovery System. None of these terms are in tandem. If equipment is traded early, the tax and accounting effects are not good, and, in addition, the cash required to make the loan payments usually exceeds the expense for interest and depreciation. Most financial managers and business owners want to coordinate these expense terms to improve business management. Leasing on the other hand does bring all of these expenses and terms into tandem “if” the term of lease matches the anticipated term of equipment “use”.
We also need to explain how a lease can protect profits by placing the expense next to revenue in months of high revenue and avoiding payments in periods of low revenue. Irregular payments are acceptable for all of the rules if they match the use and revenue generation of the equipment.
If you discuss the lessee’s needs and present more than one option and sell the one that matches the use and explain the differences between leasing and lending then you may be on the path of becoming a professional lease salesperson.
Mr. Terry Winders, CLP, has been a teacher, consultant, expert witness for the leasing industry for thirty years and can be reached at WindersConsulting@yahoo.com or 502-649-0448.
He invites your questions and queries.
Previous #102 Columns:
(This ad is a “trade” for the writing of this column. Opinions
“I Am Ready to Move On!”
Question: I am in the process of searching for a new career opportunity.
Approximately five years ago, I was in the process of interviewing and received two offers from competing companies. I accepted one and have remained here for the past five years – it is now time to move on.
I was interested in re-exploring the company that I received the first offer from five years ago. As such, I submitted my qualifications.
At this point, the company is not interested in re-exploring an employment relationship because I turned down the offer I received from them five years ago. Do you have some insight?
Answer: I have noted multiple times in this column to be careful of burning bridges. Did you verbally decline the offer that was presented and provide adequate follow up? If not, it was imperative that you left the door open to future opportunities.
Another possibility, they may assume you were not successful at the competing company. Make sure you are able to provide your track record of success along with sufficient explanation of why you are currently exploring new opportunities (all positive of course). If you have been there five years, that says something…
I always recommend when you turn down an offer:
"Rejection of Offer" Letter (a phone call AND an email is appropriate) may include the following:
“I enjoyed our meeting on... to discuss the possibility of my joining XYZ Company. I was impressed by your .... E.g. sales records and enthusiastic team (express what you liked about the company / division, etc...).
“Although I greatly appreciate your consideration and your confidence in my abilities, I must decline your employment offer as I have decided to accept another position more in line with my current career aspirations.
“I hope that, in the future, if circumstances allow me to cross paths with you again, that you will be open to communicating.
”Again, I appreciate your time and appreciate your consideration.”
Career Crossroads Previous Columns
Leasing Industry Help Wanted
Please see our Job Wanted section for possible new employees.
“Documentation” Fees, Semantics and a War Story
Anyone who pays attention to what is now going on Congress and a number of state legislatures knows that watchdog debtor-protection advocates are pushing for all kinds of reforms relating to fees that banks and finance companies should be allowed to charge their customers. Leasing and lending activity is at a multi-year low, and many lessors, banks and finance companies are trying to make up for decreased revenues by increasing the ancillary fees they charge their customers. “Fee rip-offs” is becoming a household expression.
Generally, the law relating to commercial leasing and lending allows a lessor or lender to charge “reasonable” fees, provided the fee is adequately disclosed to the customer beforehand. Having said that, though, the fee must be adequately described and detailed. If the right contractual language is not used, then a pitfall awaits the unwary lessor or lender.
Here’s a small war story from my days as an in-house equipment finance attorney:
A discounter charged his lessee a $349 fee described in the application simply as a “Documentation Fee.” Ten days later, he sold the transaction to my company. A few days later, we filed a UCC financing statement and charged our out-of-pocket costs to the lessee, which was permitted under the lease. Upon receiving the invoice containing the UCC charge, the lessee had had just about enough. A critical mass of perceived abuse formed in his thinking. He refused to pay the UCC filing fee and, while he was at it, questioned the legality of the $349 “documentation” fee.
A small-ticket lease documentation set takes the average broker or discounter just about four-and-a-half minutes to complete, by my estimate. The discounter fills in about ten boxes on the form, and he’s done. Meaning: this particular lessee had a valid point. From his perspective, the fee was a rip-off. When he called us to complain, we referred him back to the discounter, who agreed to refund all but $100 of the fee.
The moral of the story? You can charge your customer a reasonable fee for putting the transaction together, but you’re skating on thin ice if you call it a “documentation” fee. Use a more expansive term like “processing fee.” (Avoid “origination fee” because some states have statutes limiting what can be charged as an “origination” fee in loan transactions, and it’s possible they could apply to your “nominal” lease transactions.) In your document, disclose that the fee is intended to cover the broad panoply of work that goes into getting the deal done for the lessee. State that the fee covers a multiplicity of pre-transactional work, “including but not limited to” activities such as credit investigation time and expense, the cost to obtain credit bureau reports, and the documentation of the transaction.
In short, the law will usually charge you with the obligation to be precise in your terminology. It will hold no sympathy for your argument that, in using the term “documentation” fee, “it’s simply a matter of semantics.”
Michael Witt was Managing Counsel at Wells Fargo & Co and Senior Vice President and General Counsel of Advanta Leasing Corporation. Today he is a legal consultant for Aviva Investors North America and principal in Witt Law.
Commitment to Lease Agreements
The dollar size of the lease proposal often dictates the details and length of the commitment letter.
In small ticket lease, the actual lease payment is often given and calls for the first and last as well as the documentation fee. Often a clause contains a "documentation" fee for $495.00, which is non-refundable if the lease is not approved. The wording is different and seems to be buried and whether written originally by an attorney or taken from the use of another leasing companies form is not known.
According to ex-employees as well as complaints that have appeared in Leasing News, many companies get such proposals signed in advance knowing they will be unable to proceed with the lease due to the nature of the equipment or the proposed lessee telling them of their credit difficulties in the presentation or from running a consumer credit report.
In larger ticket size leases, often a form such as this is used, which specifically charges a fee to process the application:
Loans or “Working Capital” commitment letters are explicit and require the broker to often be licensed. This form is for use in California:
This form is one of the most widely used in the leasing industry for leases $50,000 and above and covers most of the bases. Note: Last sentences about the signatures makes this more a “proposal,” than commitment. If required, these sentences may be removed.
It is a good idea to have the form you use reviewed by an attorney with equipment leasing experience. This does not mean your college friend who became a lawyer. You wouldn't take your children to an Endodontist to get braces on their teeth, although the practitioner is a "dentist." The same with going to an attorney. You don't go to a divorce attorney to go over a lease commitment contract.
Some things to consider in your form.
#1: ACH---If you are going to require it or may require it, you should have this spelled out in the agreement. If not in the contract and becomes a requirement of the lease, the proposal is invalid.
#2 Date---It is a good idea to have a time period involved, and perhaps if not approved, from completion of all the documents and/or lease contracts. A prospect can back out after 30 days and bring this up in small claims court, unless spelled out the time begins after all documentation is complete ( attorneys will have different opinions on this and its wording, but the complaint may make it into Leasing News when it takes months before anything happens.)
#3 Personal guarantee--of all officers who own 10% or more of a privately held corporation. (This will protect if the final approval comes in with terms and conditions, but requires other guarantors who are not named on the application or in the proposal.)
This form was developed by Ken Greene now at partner at Hamrick & Evans, LLP, Universal City, California, with offices also in Northern California.
To Contact Ken Greene:
Kenneth C. Greene, Partner
The form makes it a contract between both parties, and is not one sided as appeared in this Leasing News Bulletin Board Complaint:
from this Leasing News Bulletin Board Complaint:
Leasing Association 2013 Conferences
June 6-8 2013
World Leasing Convention
Canadian Finance &
September 27-28, 2013
November 1-2, 2013
November 6-8, 2013
The History of CLP
The crux of becoming a Certified Lease Professional is passing a test that takes from six to eight hours to complete, plus recertifying every four years. Recertification does not require an examination. There are mentors who help those who want to take the test, who do not charge for their time. There are “schools,” but the main means to pass the test is to read and study “The Certified Lease Professionals' Handbook.”
The book is considered by many the “bible” of the equipment leasing industry. While there have been many books on the subject, from James M. Johnson, Ph.D. & Barry S. Marks “Power Tools for Leasing,” David G. Mayer's “Leasing for Dummies, (now out of print)” to books written by the late Peter Nevitt, or collections from Ted Parker, CLP, Shawn Halladay, Sudhir Amembal, and the legal tome by the late Jeffrey Wong, esq., the book used for study is considered the most thorough to pass the test.
HISTORY OF THE CERTIFIED LEASE PROFESSIONALS' HANDBOOK
The CLP program was started in 1984 by the members of the Broker's Committee of the Western Association of Equipment Lessors (“WAEL”). The original qualifications relied on a complex point system, which was subsequently changed to the current time-in-business standard.
At present, candidates wishing to sit for the Certification exam must have been in the equipment or commercial finance business for at least three years.
Originally, there were no study materials or courses. Then in 1990 a group of CLPs and other professionals produced the Home Study Course. This large loose-leaf manual covered the thirteen subjects treated in the Certification exam.
The authors were Ted Parker, CLP, Ken Goodman, CLP, Hal Horowitz, CLP, Jim Swander, CLP, Ron Silver, CPA, Paul Menzel, CLP, Jon Haas, CLP and Don Zaretsky, CLP.
In 1995, the Board of Directors of the United Association of Equipment Leasing (“UAEL”) (formerly WAEL) asked Ray Williams, the then Executive Director of the association, to produce a textbook for the CLP program, due to an upsurge in interest in the program. Ray asked for my assistance, as I was then Chairman of the Education Committee and therefore nominally in charge of the CLP program.
Ray and I developed the First Edition of the Leasing Professionals' Handbook, using the Home Study Guide as base material. The format was trade paperback, smaller and handier than the loose-leaf binder that preceded it. We recruited additional authors, including Ken Greene, Esq., Oren Hall, Robert Herrick, Bob Rodi, CLP, and Matt Shieman. I authored a chapter and Ray was the overall editor, giving the book a consistent look and editorial style.
The book proved popular and was republished as a Second Edition with minor changes and corrections.
Both editions retained the original format, covering the thirteen subjects of the Certification exam. The Exam has 15 sections (1). Presently a section on Insurance and Agricultural Leasing is being added to the exam because those two topics were added to the 4th Edition Handbook.
Then in 2000, the CLP Program was spun off by UAE into a free-standing foundation, the CLP Foundation. The original three groups that supported the program changed with UAEL and the Eastern Association of Equipment Lessors (“EAEL”) merging, as well as the National Association of Equipment Leasing Brokers (“NAELB”), who today continue to support the program. The foundation today is comprised of individual CLP's, rather than of companies. It has its own officers and Board of Directors, and an administrator of the CLP Program. Cindy Spurdle is retiring from the position then end of April and a new person will soon be appointed as the search committee has concluded and made its recommendations.
The Handbook was transferred to the Foundation by UAEL, and in 2004 the Handbook was completely re-written and published by the Foundation as The Certified Lease Professionals' Handbook. The book was expanded to the sixteen subjects of the current Certification exam. The Handbook is now in its second printing. The handbook now has 18 sections
The Handbook is the primary sourcebook for those people wishing to take the Certification exam. The book has gone through many changes over the years, but the editors and authors will continue to keep the text timely and relevant, as the leasing industry itself.
It is available for $59.95 plus postage and handling directly from -610-687-0213 or via email email@example.com .
Bob Teichman, CLP, Teichman Financial Training is also Chairman of the Leasing News Advisory Board
Classified Ads---Employment Web Sites
Here is a list of top internet job web sites, several specializing in financial, money, and leasing, too.
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For more information, please call, visit, or email the shelter. Buddy Dog Humane Society, Inc. Sudbury, MA (978) 443-6990 or firstname.lastname@example.org
How to Adopt:
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Commonwealth Chief Misused Leasing funds Finra Charges
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6 Things You Don't Know About Your Muscles
Baseball is a game, It has a Hall of Fame.
Baeball! Doubleday is the father of the game we know,
By the 1920's after the Black Sox scandal,
The Yankees of the 30's and 40's started to create quite a sensation,
Ruth, Gehrig, Cobb, Johnson and Young all became the names of the day,
Baseball from the late 30's to the mid 40's took a back seat to the war,
A new generation of players were around,
The 60's and 70's gave us more greats,
As we entered the 80' and 90's, more stars came around,
The Hall of Fame is where all the greats are enshrined,
Gerardo Parra’s home run leading off D-backs 1-0 win was first of its kind in 50 years
Super Bowl vote: 49ers, Bay Area prepare for NFL's decision Tuesday
Tour of California: Tejay van Garderen wins championship
Kings' new ownership group kicks off team's new era
New Kings boss Ranadive is all about winning
(Leasing News provides this ad as a trade for investigations
Palm Springs: Moguls, Mobsters and Movie Stars
Los Gatos' Bow Wowzer, Purrsnickety Closing, Owners Retiring
Feds put new rules on wineries' use of social media
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Free Mobile Wine Program
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This Day in History
1638- Dorchester, MA voted to establish a property tax to support public schools: “It is ordered the 20th of May,1639, that there shall be a rent of twenty pounds a year for ever imposed upon Tomsons Island to be paid by every person that hath property in the said island according to the proportion that any such person shall from time to time enjoy and possess there.”
1777-the first treaty between states after the Declaration of Independence was concluded between George and South Carolina at Dwitt's Corner, SC. Under its provisions, the Cherokees were forced to retire behind a line running southwest through Georgia form the straight part of Pickens County on the North to a point just below the mouth of the Tallulah at the western tip of the state. Since landing on the continent, the natives were moved further and further from their original “homeland.” From an estimated population, some say well into the millions .http://www.theatlantic.com/issues/2002/03/mann.htm , the population shrank to several hundred thousand, due primarily to disease brought from the old world to humans and animals.. 1825-Birthday of Antoinette Brown, the first woman minister in U.S. History. A graduate in theology from Oberlin College in 1850, she was refused ordination by a number of churches, but finally accepted by the Congregational Church in South Butler, New York (1852-54.) She married into the renowned Blackwell family (Elizabeth was the first woman physician in U.S. history and her sister Emily, also a physician, was one of the organizers of the first woman's hospital.)Antoinette had six children and abandoned her battles for women's rights. Later she resumed her women's rights activities to become one of the most sought after speakers in the nation. She also published a number of well received books, her last book “The Social Side of Mind and Action” (1915) was written when she was 90. She lived to 96, long enough to see women get the vote.
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