Lathrop & Gage represents every major sector of the telecommunications industry locally, regionally, nationally and internationally in a wide range of corporate and regulatory matters affecting cable and telecommunications service providers.
As the traditional lines between services blur, we offer a breadth of expertise to meet the diverse needs of our clients. Many of our attorneys have industry experience in-house with leading service providers or with the government. We understand the business, including the technological changes and the competitive issues that impact our clients. Our established relationships with local, state and federal regulators, together with our understanding of the political nuances at each level of government, make us effective advocates for our clients. Because our practice includes a unique combination of experience in cable and broadband, traditional telephone and wireless services, few firms are as qualified to advise service providers on the broad array of issues they face as consolidation continues within the industry.
CABLE TELEVISION & BROADBAND SERVICES
Effective representation of cable television and broadband providers demands a thorough understanding of the underlying business, as well as the legal framework and processes that shape regulatory policy. Our expertise includes operations experience in the industry, giving our attorneys a unique business approach to legal problem solving.
As industry insiders, our attorneys lobbied members of Congress during consideration and passage of both the Cable Television Consumer Protection and Competition Act of 1992 and the Telecommunications Act of 1996 and played an active role in developing strategies to help our clients comply with new regulatory requirements while maximizing business opportunities. As DBS, broadband and OVS competitors emerge, we work side by side with our clients, competitors and regulators to ensure that competition is fair. From traditional cable franchising and FCC compliance issues to the provision of advanced services like telephony, high-speed Internet access and video on demand, we are uniquely positioned to counsel providers on all aspects of the industry.
Franchise Renewals, Franchise Transfers and Local Regulatory Matters
Our attorneys are recognized for their expertise in handling matters with local franchising authorities and have helped clients obtain authority to provide cable services from small and large municipalities, county governments, the Department of the Army and the U.S. Marine Corps. We are well acquainted with the tactics practiced by local franchising authorities and their consultants, including the formation of municipal consortia and attempts to expand local regulatory authority, and have negotiated numerous franchises with many of the most difficult ones. Our work has earned us a reputation as candid and fair, but tough when we need to be. As a result, franchise language drafted by our attorneys is used as model language by cable operators and franchising authorities throughout the country, including the model cable and telecommunications ordinances we recently negotiated with the Kansas City Regional Telecommunications Consortium.
While we have successfully negotiated numerous franchises under the informal process, our attorneys are well versed in the formal renewal process and in preparing for and conducting administrative hearings required under the Cable Act. In addition, we have expertise in interpreting obligations arising under cable franchises and defending related business practices, such as the provision of public, educational and government access channels, institutional network requirements, and the payment of franchise fees.
Our attorneys also have played a key role in ensuring the successful completion of countless franchise transfers, ranging from small system acquisitions to nationwide mergers. Key transactions include mergers and/or system acquisitions among Time Warner, TCI, Galaxy Cablevision and Western Tech and the AOL/Time Warner merger. Other work at the local level includes franchise compliance audits and tracking and compliance with ordinances of general applicability, including rights-of-way management, solicitation and consumer protection matters.
Pole Attachments, Land Use and Access to MDUs
Many of our cable clients have found that those who control access to the poles are now direct competitors. We help our clients negotiate favorable pole attachment agreements with electric cooperatives and utilities, including those that are municipally owned, and help them gain access to essential poles and conduits on fair terms. Similarly, we assist clients with securing and recording private easements and represent them in disputes with property owners regarding the use of compatible easements. Our attorneys are well-versed in state underground plant damage prevention legislation and have represented clients in a variety of disputes, including litigation resulting from the alleged non-performance of locates and the pursuit of underground plant damage claims.
Our attorneys know the issues regarding access to MDUs, having negotiated numerous MDU access agreements, and we were one of the first firms to successfully litigate against a major satellite provider regarding the application of the FCC's home wiring rules to MDUs.
Federal Regulatory Matters
Our attorneys regularly counsel our cable clients concerning the best means to implement and comply with federal regulations, including customer service standards, annual and periodic subscriber notifications, public inspection files, record keeping requirements, and privacy matters. In addition to helping cable clients obtain state certification to provide telecommunications services, we help them secure status as eligible providers for federal Universal Service Fund purposes and coordinate related telecommunications filings on an ongoing basis.
Competitive Issues
As the cable industry faces increased competition from DBS, OVS and other multi-channel video programming distributors, our attorneys help clients ensure that such competition remains fair. Our representation includes assisting clients and state trade associations in drafting level playing field legislation and ordinances, appearing before local franchising authorities to ensure that competing franchises are granted on similar terms, gathering information about competitors and monitoring competitive activity, reviewing and revising existing operations agreements to address competitive issues, developing cooperation agreements among competitors governing make-ready and joint use of poles and conduits, and pursuing successful litigation against those who tamper with equipment and steal signals.
At the same time, telecommunications providers face increased competition from cable operators providing telephony and high-speed Internet services. With the uncertainty created by laws that have yet to catch up to technology, our decades of experience in both cable and telecommunications is invaluable to our cable clients as they navigate unfamiliar waters in a political arena in which they are significantly out-manned and out-financed by traditional telecommunications providers.
TRADITIONAL TELECOMMUNICATIONS SERVICES
Lathrop & Gage represents numerous local exchange carriers and interexchange carriers in regulatory matters before state public service commissions, as well as in a variety of transactional matters.
State & Federal Regulatory Matters
We routinely assist clients in obtaining certificates of convenience and authority and in developing tariffs setting forth the terms, conditions and rates at which telecommunications services are provided. Since passage of the Telecommunications Act of 1996, we have negotiated and arbitrated countless interconnection agreements with incumbent local exchange carriers, and, when necessary, we have participated in the federal appellate process to defend or challenge state public service commission decisions regarding these agreements. Our attorneys have significant experience in handling rulemaking, rate making and general litigation concerning tariffs and contracts related to the provision of telecommunications services. In addition, we routinely advise our clients on matters related to state and federal Universal Service Fund obligations and eligibility and assist them with the preparation of their NECA, USAC and other state and federal telecommunications filings.
As cable operators expand their business to include services traditionally provided by telephone companies, they are subject to a new tier of regulation and heightened efforts from state legislatures to increase state authority over new technologies and services. Our attorneys work with cable and telecommunications industry trade associations on a number of matters, including the development of level playing field legislation and model rights-of-way management ordinances. We frequently lobby state officials or provide testimony regarding forced access, competition, rights-of-way management and telecommunications regulatory issues.
Transactional Practice
Our attorneys have considerable experience in efficiently handling all issues related to the merger or acquisition of regulated telecommunications companies. We regularly participate in the negotiation and documentation of the lease, sale or acquisition of both facilities and assets.
WIRELESS COMMUNICATIONS SERVICES
Lathrop & Gage attorneys have been involved in the wireless communications business since its inception. We represent almost every national wireless communications carrier and have developed industry-specific expertise in practically every practice area.
Strategic Alliances
Our attorneys helped Sprint PCS design, develop and implement its Sprint PCS Network Partner program. Under this program, Sprint PCS entered into strategic alliances with 20 independent companies, providing for their build-out and management using the Sprint PCS brand and technology of the nationwide digital network in specific geographic regions. The territories of the network partners represent approximately 50 million covered pops. After the program was launched, we represented the interests of Sprint PCS in the financing obtained by the network partners. To date, six of the network partners have completed initial public offerings of equity or debt and all of them have obtained financing. These companies have obtained an aggregate of more than $2 billion in financing. We also represented Sprint PCS in the consolidation of these network partners and their territory expansion.
Acquisitions and Divestitures
Lathrop & Gage attorneys frequently represent Sprint PCS in its acquisitions and divestitures. We represented Sprint PCS when it acquired from its partner that partner’s interest in the digital PCS business in the Washington, D.C./Baltimore area. We also represented Sprint PCS in its sale to Omnipoint Corporation of the GSM network that operated a digital PCS business in the Washington, D.C./Baltimore area.
Procurement of Products and Services
Our attorneys represent wireless carriers in their procurement of products and services. We have negotiated and drafted master purchase agreements, master service agreements and all ancillary documents.
Tower Siting
Our attorneys have represented VoiceStream Wireless Corporation and its predecessor since its entry into the Kansas City market. Their acquisition of Aerial Communications, a digital PCS telephone company that has expanded throughout Missouri, presented opportunities for us to provide legal services in connection with the installation of numerous communications towers and with the acquisition of VoiceStream's new call center located in Lenexa, Kansas.
Our attorneys have represented various providers of telecommunication services and owners of telecommunication towers in connection with local zoning approvals for tower and antenna installations in Kansas and Missouri. Our engagement for one such provider included over 45 applications in a seven-county, two-state area with the initial antenna/tower build out for such provider. Our attorneys also represented this same provider in the lease of a regional call center (including obtaining local and state incentives).
FCC License Swaps
Our attorneys have assisted our wireless carrier clients in the exchange of PCS licenses with other wireless carrier entities. The license exchange allows our clients to increase and improve the efficiency of their PCS networks without expending any funds or incurring any tax liability. Our expertise includes the negotiation and drafting of license exchange agreements and transition assistance agreements, as well as the negotiation of issues relating to microwave clearing, build-out obligations and those issues regarding the necessary filings with the Antitrust Division of the Department of Justice, the FTC and the FCC.
International Matters
Our attorneys have assisted our wireless carrier clients in establishing international partnerships and alliances in Europe, Asia, South and Central America, the Middle East and Canada. These partnerships are designed to allow U.S. wireless customers to access foreign networks, using their existing handsets, when traveling abroad. Our expertise includes the negotiation and drafting of interconnection agreements with foreign carriers, vendor agreements with foreign suppliers, sales agent agreements with foreign agents and billing-on-behalf-of arrangements to provide U.S. customers with easy billing alternatives. Additionally, we have assisted our clients in providing reciprocal arrangements with their foreign partners, allowing the foreign carrier's customers to access U.S.-based networks while traveling in this country.