Legal background of CEO Payne aids navigation of Port Canaveral

By DONNA BALANCIA
CFLJ Editor

     Stan Payne is putting his legal background to good use.

     As chief executive officer of Canaveral Port Authority, Payne oversees everything from the Disney Cruise Line ship terminal build-out, to negotiations with unions and first-responders. He handles human resources issues as well as port tenant negotiations.

     In the five years Payne has been on board, Port Canaveral has grown into an economic driver for Central Florida.  And when time is of the essence in a demanding environment, Payne relies on experience to be his guide.

     “In law you’ve learned time management,” Payne said. “Or you should have. And in practicing law you’ve developed professionalism that is something that’s appreciated here at the port by the major customers. Another thing is, they know I’ve spent most of my life in private sector, so I understand.”

     Port Canaveral’s growth continues. Carnival Cruise Lines, Royal Caribbean Cruise Lines and Disney have established a permanent presence and are placing larger ships at Port Canaveral. They bring with them jobs and passengers to the second-busiest  passenger port in the state. Cargo ships export diverse products, ranging from citrus to automobiles, and much of what is imported goes from port, then to rail, then to distributors throughout the state.

     It is no coincidence big changes commenced since Payne’s arrival in 2004. But it didn’t start out easy. Just six weeks after he took the new job, Payne had to deal with an unprecedented three hurricanes that pounded Port Canaveral.

     “We put procedures and practices in place that we rely on every year,” Payne said. “We know hurricane season is coming and we’re prepared. We have generators in all the buildings. Before, there were none.”

     Stan guided the creation of the Sand Deposition Pit, where excess sand and material flows during hurricanes. It was designed to prevent blockage of the port entrance

     However, Payne’s life hadn’t always been about emergency management. He graduated from University of Virginia with a degree in economics and went to the School of Law at William and Mary before taking an interest in the field of transportation. After law school, he joined a Washington DC law firm that represented commuter airlines.

     After a year of that, an opportunity arose at the Virginia Port Authority, covering the Port of Hampton Roads.  There, at age 26, Payne did everything from run a 120-person police department to running task forces and project teams. He followed that up with two consecutive stints at Virginia-based furniture corporations.

     “A lot of people go to law school not intending to practice law, that’s not the case with me, I did practice law,” Payne said. “It gave me a lot of experience in how to handle conflict. Working for corporations, you deal with enough controversies and management decisions that have led to the controversy. If you’re perceptive enough, it’s like an MBA course. You’re learning management from your clients.”

     In the five years since Payne has been at the port, some of the accomplishments include:

· Spearheading the Seaport Canaveral tank farm, a project that brought in $120 to $130 million in private investment, and could bring eight to 10 new barges a month in new business and double cargo revenues.

· Negotiating the permanent placement of the cruise lines. That includes a 15-year contract with Disney, including that Disney would pay for expansion of its own terminal and with the commitment of bringing two brand new ships to Port Canaveral.

· Establishing the first contract with Carnival in the history of the cruise line’s relationship with Port Canaveral.  Royal Caribbean made the commitment to bring Freedom of the Seas.

· Canaveral Port Authority moved into new headquarters and there is a proposal for GSA to buy the former Port Authority headquarters and working with GSA to develop a new customs building on site of old building.

     Several other projects are underway. The main thoroughfare through Port Canaveral is being widened and that creates jobs. Payne is also working with the port authority commissioners to create the first port police force in Florida.

    “I’m very hands on and the reason I am is I have had experience with everything I’ve seen at the port,” Payne said. “The legal training I’ve had has played a huge role in how I handle management issues. It all comes together in the job I have right now.”

What is the value of my company?

By DONNA BALANCIA, CFLJ Editor

As closely held businesses make decisions, it is more important than ever to get accurate valuations before any acquisition or divestiture takes place, experts say.

"Businesses are being affected indirectly by the economy," said Randall Wilson, audit manager with Averett Warmus Durkee, a certified public accounting firm in Orlando. "There may be a company looking to sell and the economy may dictate the timing.  Indirectly, a company may have needed valuation but sometimes bad times bring changes."

Wilson said there are many things to consider in today's economy, and those doing business valuations today, should take a whole new approach.

"Back in the day people may have said, 'Take five times revenue,' for example," Wilson said. "Depending on the industry, there were different rules of thumb.

"But today, it's important to look at a business piece by piece rather than as a whole. Many companies have more complicated assets and those assets are affected differently by the economy. For instance, accounts receivable collections may be down, but the company may have a division that can be more valuable." 

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Multi-Tasking key in tough market
By DOTTIE PARIS
CFLJ Features Editor

ORLANDO -- Orlando real estate specialist Debi Rumph said in a tough real estate market, attorneys and their clients need to be ready to shift gears at a moment’s notice.
 

"You have to be flexible when you are in this field," Rumph said. "And your clients need to be ready to make a move based on your advice.
 

At a time when developers, builders, sellers and buyers are nervous about the real estate industry, it’s more critical than ever to have an attorney present in the dealings, Rumph said. There are a variety of traps that can befall the unsuspecting client, as developers and builders are pressured to squeeze.
 

"Everyone is in a tough spot today and I don’t think we’ve hit bottom yet with the housing market," Rumph said. "That causes a lot of problems. For example, the developers are engaging in ‘I got you’ -type of deals with the consumer. That’s where the developers are walking away with deposits and there’s nothing a lot of people can do. That’s because they take out the contract contingent on financing and put in a creative mechanism to pre-approve a consumer. And once they set this up, the developer is entitled to the deposit. At the end of the day people have to close whether they can afford to or not."
 

Rumph said some of the sales techniques evolved as a result of tough competition.
 

"The developer has no choice, but now in a position competing with developer, they overpaid and the developer is selling at current market price. I have a lot of people they can do, to won’t eat up the savings.

"Then a developer will often put in an arbitration clause, where if a problem arises, you’ll go to the construction arbitrator," Rumph said. " "There’s also a statute that requires the developer to put the deposit in an escrow account. It usually requires a 10 percent deposit, on $300,000 to $500,000 so you’re looking at $30,000 to $50,000 and the developer’s covered.

Then they sell the house. This is a big problem."

"Most people don’t think you don’t need an attorney to buy a piece of real estate," Rumph said. "The only way you can help is get to them pre-contract.  I had a client come in and say, ‘Please represent me through closing.’ Well, there were things I would have tried to advise her to renegotiate. I read the contract, she’s supposed to get a certain interest rate, and refunds, they don’t get her refund, or credit for down payment, they didn’t send HUD papers in advance, even. So I’m advising her. ‘You might not want to close on this because they’re not giving us documents, I want you to be ready to walk away if you have to.’"

"Well, they have her down at the title company, they’re asking her ‘Why did you get an attorney?’ She ended up not signing. They put in her deed a provision that provided that if she sold house within three years, she would owe the developer 15 percent of the sales price."

How can these practices exist?

"Developers get the nerve because, number one, an attorney is not representing the consumer," Rumph said. "No. 2 the attorney may come in too late, the consumer will say ‘Get me out of this,’ but by this point they’re looking at losing their $30,000 to $40,000 deposit and you have to pay for the arbitrators, and that’s a very expensive endeavor and they count on that. Chances are just you’ll pay the 15 percent."

"It’s a great time to start looking around, the risk is, is that you have to be sure we’re at the bottom of the curve," Rumph said. " If we’re at the bottom, this is the time. This is the time I would start looking. I’m starting to hear realtors talk about being able to buy a 3500 square foot home in Poinciana for $180,000. Or you can rent a 3500 square foot home for half of what the mortgage is. The market is starting to bottom out."
 

"The investors are about the only group out there buying anything," Rumph said. "I’m seeing a lot more short sales. Realtors are getting into short sales and find their specialty in short selling. I don’t see a sign of it rebounding, personally. We’re going to wait it out a few more months and let’s see."

"As far as real estate specialists, Rumph said things are rough out there. "I’m getting resumes from title-closers who had their own businesses looking for work," Rumph said. "The closings aren’t happening. My underwriter when I do AMS attorney mort; I got one resume with extensive title experience. They’re laying off people. I’m hearing about people who are having to make those decisions to lay people off."

"To survive, look elsewhere, but keep it similar, Rumph said. "One of the things that goes hand in hand is probate, and that business is not slowing down, it’s pretty steady," Rumph said. "If I were in that situation, I’d focus more in probate and guardianships. We’re real property and probate the way the Florida Bar has it set up. I would head into that direction. Yes it’s litigation, but it’s uncontested."

"Litigation almost never goes out of style," Rumph said. "When transactions are good, people will fall out and litigate, when they go bad they will fall out and litigate. With a trial attorney, you’re learning new subject matter all the time and the trial skills make you marketable. Litigators tend to be more flexible in the types of cases they take. Also you get burned out pretty quickly. It’s high turnover. Even though I have a litigation background, I enjoy transactional work. I do both, so I get some litigation and transactional work. You have to balance and know how to get away from it."
 

"One of the things, I take every possible holiday, presidents day we’ll be closed," Rumph said. "On Fridays we represent to people we’re closed, mostly catch up and administration, we take half a day. Also we’re not afraid to turn away a difficult client. You can’t be afraid to sniff these things out and even though I’d like the revenue the problems make it not worth it for me."

" I limited myself to residential real estate," Rumph said. "I like it, and do mostly landlord tenant, I may find myself teaching at the same time as having the firm. If I found myself. We opened the firm, the things we initially did, sign up with the local bar and take on the low-cost case and do the attorney referral program and that sustains you, that will get people through the door, I have good clients to this day referred through the Orange County Bar Association. You also have to be very creative. We don’t ask the tenants for money, we wait, we win and get the money from the landlord. In the beginning we got paid on some, didn’t get paid on some." Rumph said she has found it challenging but rewarding keeping her professional and personal life together. She’s married to tax manager Daniel McRae, has a 14 y old, and two little ones. Rumph was born and raised in Orlando.  Went to UCF and then the University of Florida Law School. She worked at Foley and Lartner and then FAMU. In her few spare vacation moments she has a distinct destination.

“We learned quickly that our vacations must revolve around relaxation, because of the nature of our jobs. We don’t want to come back needing a vacation.

"There are some challenges when you work for someone else, you’re going to have challenges," Rumph said. "Any time you work with someone evaluating you for billable hours, you have challenges. And for the most part, you’re competing with males who have stay-at-home wives. They don’t’ have the same concerns, they have someone home with mommy duty. You’d see fathers bring children to bond. That’s what you’re competing with, and when you say, ‘No I’m going to my child’s kindergarten graduation, by the same time you feel like a failure."

"And then any time you’re in a situation where there is no centralized process in distributing work. Any time you’re different than the majority, you’re going to suffer, people gravitate toward people who are most like them. If you don’t have a way of evenly distributing work, if the majority of the partners are blue, they’ll give the majority of work to blue associates, they’ll invite blue associates to smoke cigars, to happy hour, your chances if you’re not blue are severely diminished."

"Go to the big firm and recognize your experience for what it is," Rumph said. "Theres’s a reason the firms want to hire diverse attorneys and that’s to keep the lawsuits at bay.

Recently the clients have been putting pressure. it’s good there’s a hiring initiative, the bad part is there’s no accountability for keeping and retaining, the employees. Rumph said.

Rumph said a retention mandate is needed at the firms.

    "People are victimized by being pulled in and then kicked out," Rumph said. "Go to the big firm, recognize it’s an opportunity to gain experience and then hang out your own shingle. It’s a lot more scary to come out on your own, but once you do, it you’ll enjoy more profits than a partner would sitting in some law firm. Once you’re pushed into this direction, you’ll wonder why you ever wanted to join a big law firm, when you can have your own autonomy and more satisfaction, you don’t have to put up with certain people, employees or clients. You have the freedom." �

By Donna Balancia, CFLJ Editor

     Reports of the death of pro bono work in Florida have been greatly exaggerated, at least according to attorneys recently interviewed by the Central Florida Law Journal.

     “We find that our pro bono initiative helps us retain high quality attorneys,” said Orlando-based Ed Baxa, chairman of the National Pro Bono Committee for Foley & Lardner LLP.  “Lawyers are not used to being idle. We work hard to match the skill sets of lawyers to pro bono projects.”

     Foley & Lardner has made great strides over the years in its pro bono initiave. The firm says the increase in the number of attorneys putting in pro bono work has enabled the firm to from 23,000 hours in 2006 to more than 40,000 in 2008. 

The goal is 50,000, Baxa said.

     But while Foley & Lardner’s success in its pro bono initiative continues to grow, that rate of achievement is not typical in law today. A recent survey commissioned by the Florida Bar, called Pro Bono: Looking Back, Moving Forward, shows a 30 percent decline in lawyers doing free work.

     The Rules of Professional Conduct for Florida include that attorneys have a goal to each year to provide 20 hours of pro bono legal services for the poor or contribute $350 to a legal aid organization in lieu of service.  A variety of reasons undermine the ability to reach the goals.

     According to the study, from 2000-2006 the percentage of attorneys reporting pro bono legal services was stagnant at 52 percent. During the same time period, the Florida pro bono programs for the poor reported a 30 percent decline in the number of attorneys who provided pro bono legal services through the programs.

     But the study indicates there are varying reasons for the decline.  Those interviewing with Central Florida Law Journal cited mainly time constraints.

     “There is no shortage of altruism among our attorneys,” Baxa said. “And we are aware that there is an increasing need for pro bono work, for instance in the area of foreclosures.  But we also know that the increase in foreclosure work won’t last forever.”

     Lonnie Groot, of counsel with Stenstrom, McIntosh, Colbert, Whigham & Partlow PA, reckons his management of pro bono work to a popular athletic slogan.

     “I don’t want to sound trite, but you ‘Just do it,’” he said. “Especially in the area of family law, if you have a widow or someone in need, you have to help.  Also, I participate in Florida Law-Related Education, where you teach school students about the legal system. I feel that, basically, everyone has time constraints, but you just get it done. You don’t take your foot off the gas.”

     The Florida bar recently honored 22 lawyers for their pro bono work.

New Deals for Entertainment Law
Protection of IP critical in Internet age

By DONNA BALANCIA
CFLJ Editor
 

     ORLANDO - Independent filmmakers, musicians and artists may see opportunity from posting their works on the Internet, but more than ever it’s important to have a good attorney on hand making the deals.

     While stories abound that tell of unknowns suddenly springing to fame by getting their big break on YouTube, for every star there is a broken promise in Cyberland.

      “Using the Internet is a balance between publicity and profits,” said Nick Nanton, senior partner of Dicks & Nanton, a multi-faceted law firm in Orlando. “There are two schools of thought: You want to keep your rights and put people on notice.  The newer model is ‘No publicity is bad publicity.’”

     With the advent of sharing and posting content across the Internet -- and therefore with  everyone who has a computer
in the entire world -- promises of glory, as well as copyright infringement cases abound.

     The Internet is something that can’t be overlooked as a content distribution tool, its value can be priceless, and surprising as many can attest. One of those who has received results beyond expectations is Nanton’s client, Central Florida pastor Wintley Phipps. He has grown a worldwide following based on a YouTube clip of his moving rendition of “Amazing Grace.”  Phipps’ YouTube clip has amassed more than 2.9 million hits.  And there are plans in the works for Phipps, Nanton said.

     Getting an attorney in early is the key to preventing problems even among those on the same team, said Joe Tamborello, entertainment lawyer at Fisher Rushmer Werrenrath Dickson Talley & Dunlap PA in Orlando.  It’s important to have someone drawing up contracts and pointing out possible strategies as talent emerges, people partner up and when profits appear to be on the horizon.

     Tamborello said it is one of the costliest mistakes – and most disappointing – when two “pals” from school or associates end up suing each other over a script, story idea or other film property. 

     “Entertainment clients come to me and mostly where they go wrong is they didn’t get an attorney involved early enough,” said Tamborello, a theatre major undergrad who went on to get his J.D. from Florida State in 1999. “The client will say, ‘I don’t need an agreement, I know him from high school.’ But it doesn’t matter, you still need to have a formal agreement. Never sit there and assume you don’t need something in writing. If you’re collaborating, you need an agreement.”

     In the era of the Internet, it seems almost anyone has a shot at fame.  But what you don’t want is someone to take an unprotected idea and run with it as if it’s their own, Tamborello said.

    “You need to understand how to protect intellectual property,” Tamborello said. “That needs to be done before anything.”

     For TV and film, the standard old approach of going to the studio, may one day be a thing of the past as more executives turn to the Internet for content.

     Also, writers, producers and directors may be able to stay closer to the project, or select the areas where they want to remain involved if a project takes off.

     “More and more today, people are looking to do their own thing,” Tamborello said. “They have the sense they can get more creative control by remaining independent.” 

     But if you do have to go into a meeting, remember to cover yourself, Tamborello said.

     “Remember, you can’t go in and just pitch an idea,” he said. “Protect the idea. And people you’re pitching to want to know they’re protected from a lawsuit.”

     Tamborello said that most attorneys are open-minded about representation.  For example, he said he would be willing to forgo an up-front fee if a project has potential for the long term.

     “I’ll work with people,” Tamborello said. “I think a lot of attorneys would do the same.”

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.Com Marketing makes case for law

By DOTTIE PARIS
Features Editor

     Internet marketing must play an important part of the promotional strategy for any law firm. But how you get the clients to the Web site is as important as what is on your site, a Web expert recently told a group of legal industry marketers.
     “When we work with the clients, nowadays, we tell them getting people to your site is about what you do off the site as what you do on your site,” said Sharon Swendner, president of .Com Marketing of Winter Park. Swendner addressed the Orlando chapter of the Legal Marketing Association.
     “It’s important to get your brand out on the Web where people are,” Swendner said. “That’s where the use of ‘backlinking’ comes in, using articles and ways of engagement in other places on the Web. Plan a strategy using keywords to get visitors to your site.”
     Have a game plan when designing a Web destination, Swendner said.
     “Two of the most important things are understanding the segments of people who are going to engage, or, who is your target customer, and what are they going to do when they get to your site?” Swendner said. “And second is, what are your business goals and how will you carry them out?”
     But those tactics go beyond simply having a Web site.  Today, social networking is almost a medium unto itself, with millions of active participants. Social neworking sites are those like Facebook and MySpace.
     “The fun things are the social media networks and video, and those are things that are easy to do,” Swendner said.  “You need to be aware of the point of engaging in some of the consumer-generated marketing and content venues, that’s where everyone is. You need to engage consumers where they are.”
     Some members of Legal Marketing Association said there is trepidation about having attorneys represent on the Internet, but still maintain the position that they are not giving legal advice.
     “It’s not about giving legal advice,” Swendner said. “It’s about having a presence. And  it’s about when consumers need legal representation, you’re already there, and people in your networks trust you.”
  Sharon Swendner, president of .Com Marketing can be reached at 407-774-4606. The Web site is
www.commarketing.com.