Law Seminars International Presents

A Comprehensive Two-Day Conference on

Negotiating Telecommunications User Deals

April 15 & 16, 2004
Crowne Plaza - Dallas Market Center in Dallas, TX
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Who Should Order Homestudy

Attorneys; telecommunications, cable, and electric utilities industry executives, representatives of local government and large telecommunications users

Why Order

"Convergence in technologies and consolidation in the telecommnications and networking industries have created an environment in which corporations, financial institutions, and state and local governments ("enterprise customers") are acquiring telecommunications and network outsourcing services from a shrinking pool of services providers. In this seminar, leading professionals identify and explain the legal, operational and business issues that services providers and enterprise customers must consider and address in connection with these procurements. The seminar is structured to explain both generally applicable concepts and important service-specific topics and issues. Current regulatory developments will be highlighted. The content and format have been designed to benefit legal, procurement, telecommunications and IT professionals. The experienced faculty includes representatives of major service providers and enterprise customers." ~ Program Co-Chairs: C. Douglas Jarrett, Esq., Walt Sapronov, Esq. and Ruth A. Sears, Esq.

What Attendees Said

"Completely worth the trip!" "Excellent materials." "Outstanding content." "A good CLE is hard to find and this one is excellent." "An excellent seminar overall, with a good balance of background and history with practical drafting advice. I was impressed by the uniformly high quality of the speakers, a feat rarely achieved ."Really benefitted and enjoyed the mock negotiation."

Agenda

Thursday, April 15, 2004

8:30 am Introduction & Overview
  Ruth A. Sears, Esq., Program Co-Chair
SBC Communications, Inc. / Dallas, TX
8:45 am An Overview of Major Service Packages and the Best Contract Structure and User Deals
  Transition from regulation and the importance of service categories: services typically aggregated in these agreements: the impact of IP-Services and network management services on negotiations; the distinctions between agreements
  C. Douglas Jarrett, Esq., Program Co-Chair
Keller and Heckman LLP / Washington, DC
9:45 am Regulatory Framework for User Deals
  Overview of FCC initiatives on broadband services; RBOC Section 271 authorizations; VoIP regulation; Wireless Number Portability; interstate access service regulation; assessment of detariffing and CPE bundling policies
  Russell P. Hanser, Esq., Wireline Competition Bureau
Federal Communications Commission / Washington, DC
10:30 am Break
10:45 am Additional Regulatory and Transactional Considerations for Services Outside the US
  Global providers what they can and cannot do; on-net v. offnet coverage; dealing with PTOs; alternative carriers; security considerations
  Jonathan R. Spencer, Esq.
Gordon & Barnett Attorneys at Law / Washington, DC
11:30 am Acquisition and Use of Customer Software-based CPE
  The legal risk and contracting strategies associated with procuring sophisticated CPE, addressing licenses, warranties, vendor bankruptcy risks, UCC issues, leases v. purchases, maintenance and support agreements and indemnities
  Randall E. Colson, Esq.
Haynes and Boone, LLP / Dallas, TX
12:15 pm Lunch (on your own)
1:30 pm An Overview of the Contract Structural Minefield for Enterprise Agreements
  The legal risk and contracting strategies associated with procuring sophisticated User and carrier perspectives on key deal points stressing both business and legal issues; legal issues raised by new technologies; performance measurements and remedies
  Walt Sapronov, Esq., Program Co-Chair
Gerry & Sapronov LLP / Atlanta, GA
  Services agreements dealing with disparate state regulation; "master agreement" v. state-specific deals; import of state tariffs; ability to bundle with interLATA services
  Janine F. Goodman, Esq.
Levine Blaszak Block & Boothby / Washington, DC
3:30 pm Break
3:45 pm The Business Side of the Deal - How Carriers Put Deals Together
  The impact of volume and perception of competi-tive threats; mix of services; issues that arise from aggregating services
  John Toivonen, Executive Director
SBC Communications, Inc. / Richardson, TX
  User interests and strategies for maximizing flexibility in commitment levels
  Anton Freund, Founder & Co-President
Union Square Associates, Inc / Stamford, CT
  An overview of proven approaches for maximizing flexibility in commitment levels; price optimization strategies in negotiating with carriers that value deals differently
  Lawrence S. York
TechCaliber, LLC / Alpharetta, GA
5:30 pm Adjourn

Friday, April 16, 2004

8:30 am Structures for Wireless Deals and CLEC’s
  Additional considerations for dealing with wireless carriers issues in the retail, business, distribution and wholesale channels
  Brian T. Ashby, Esq., Legal Counsel
Verizon Wireless / Warren, NJ
  Additional considerations for dealing with CLEC's
  Diane M. Barlow, Esq.
Casey & Gentz LLP / Austin, TX
9:45 am VPN and Hosting Agreements
  QOS, SLA, SLA reporting; security issues; VPNs and E-Commerce; hosting arrangements in general; bundling hosting and Internet access/ VPN services
  Mark Del Bianco, Esq.
Law Offices of Mark Del Bianco / Kensington, MD
10:15 am Break
10:30 am Major Issues in Integrating Managed Services in Telecom Agreements
  Carrier and user perspective on managed services, the need for standards and metrics (SLAs) and re-porting; CPE support issues; the major issues in integrating managed services
  Nancy K. Haberkorn, Esq.
Southern Company / Atlanta, GA
  Richard D. Harris, Esq.
Day, Berry & Howard LLP / Hartford, CT
12:15 pm Lunch (on your own)
1:30 pm Mock Negotiation
  Issues raised throughout the two-day conference will be presented in the context of the mock negotiation as panelists negotiate a number of important points, highlighting the basic interests and positions of enterprise customers and carriers
  Ruth A. Sears, Esq., Moderator, Program Co-Chair
SBC Communications, Inc. / Dallas, TX
  C. Douglas Jarrett, Esq., Program Co-Chair
Keller and Heckman LLP / Washington, DC
  Walt Sapronov, Esq., Program Co-Chair
Gerry & Sapronov LLP / Atlanta, GA
  Richard D. Harris, Esq.
Day, Berry & Howard LLP / Hartford, CT
  Jonathan R. Spencer, Esq.
Gordon & Barnett Attorneys at Law / Washington, DC
3:30 pm Adjourn

Cancellation

There is a $25 cancellation fee for Course Materials orders and $50 for Homestudy orders

Continuing Education Credits

Law Seminars International self-certifies CLE credits for Washington, California, and Alaska. For other locations, we automatically seek CLE credit approval for the state in which a seminar is held. On request, we will apply for credits from other bar associations or the accrediting bodies for other professions. The current credits status for this program is TX CLE12.5 (#000060598) | CA MCLE 12.75 | NY CLE 15 (0 ethics; nontransitional) | OH CLE 12.5 (#000141073) | WA CLE 12.5 (#118406)

Cost

Our complete Homestudy Course, consisting of a VHS or DVD recording and the written course materials, is available for $905. The course materials alone are available for $100. We will ship your homestudy order via UPS ground within two weeks after the seminar or the date we receive payment (which ever is later).
Order Homestudy

Faculty Bios

C. Douglas Jarrett, a partnerl at Keller and Heckman LLP, is expert on the domestic regulation of broadband offerings and the related legal and business issues in deploying infrastructure to provide broadband services.

Walter Sapronov, Program Co-Chair, is a partner at Gerry & Sapronov LLP. Mr. Sapronov concentrates his practice on telecommunications law and regulation and transactions involving regulated communications carriers. He represents numerous clients before the Georgia Public Service Commission, the FCC, and the Georgia State Legislature.

Ruth A. Sears is General Attorney - Sales for SBC in Dallas. She negotiates, drafts and reviews contracts with SBC’s top "global" tier of large customers encompassing both regulated and deregulated services. She has been with SBC since 1980 in Topeka, Ks., St. Louis, Mo. and Dallas handling litigation, regulatory, procurement, environmental and now sales issues.

Brian T. Ashby, is Legal Counsel for Verizon Wireless. In that role, he has played an integral role in the launch of many of Verizon Wireless’ data services, including TXT Messaging, Get It Now, Picture Messaging, Push to Talk, Blackberry, International Traveler, NationalAccess, Broadband Access and Wi-Fi, and negotiates application, content and service agreements with the vendors used by Verizon Wireless. He also provides legal support on related issues like local number portability, privacy and electronic commerce.

Diane M. Barlow is partner at Casey & Gentz LLP where she focuses on litigation and bankruptcy issues and specializes in serving telecommunications and cable clients.

Randall E. Colson is the Head of Haynes and Boone, LLP’s technology transactions practice group and has extensive experience in the preparation and negotiation of various licensing, development, distribution, outsourcing and other technology-related agreements.

Mark Del Bianco's telecommunications practice includes transactional, regulatory and legislative work, focusing on emerging technologies. In eleven years at Skadden, Arps, Slate, Meagher & Flom, LLP, he provided advice and negotiating assistance to Fortune 500 companies and trade associations negotiating voice, data and converged services agreements with national and international carriers. He also advised financial institutions, competitive and incumbent local exchange carriers and telecom equipment manufacturers in connection with loans, debt placements and equity offerings.

Anton Freund is a Founder and Co-President of Union Square Associates, Inc., a Connecticut based firm providing specialized telecommunications procurement counseling services to major corporations. Mr. Freund has concluded agreements with all major U.S. based carriers.

Janine F. Goodman is a partner in Levine, Blaszak, Block & Boothby, LLP. Ms. Goodman represents large telecommunications users in all stages of contract negotiations from development of procurement strategy and vendor selection through contract negotiation. The contracts have involved both domestic and global voice and data telecommunications services, managed Internet and hosting services and wireless services.

Nancy K. Haberkorn is a senior attorney with Southern Company, representing Southern LINC. Her current responsibilities include providing legal support for Southern LINC’s Marketing, Regulatory and Sales organizations.

Russ Hanser is an attorney in the FCC’s Wireline Competition Bureau, where he is currently leading a team of attorneys examining issues relating to voice over IP. He has also worked on the Triennial Review Order and a variety of section 271 applications. Prior to joining the Commission, he worked at the Washington law firm Wilmer, Cutler & Pickering, where he represented carriers before federal courts, the FCC, and state utility commissions.

Richard D. Harris, is the chair of the Day, Berry & Howard's Technology and IP Business Law practice group. His practice includes structuring, negotiating and documenting the acquisition, disposition and recapitalization of technology-related business enterprises and assisting clients in the implementation of a broad range of strategic outsourcing arrangements. A significant part of his practice is focused on representation of large user of telecommunications services in connection with the structuring and negotiation of domestic and international service arrangements for implementation, operation, maintenance and expansion of their data and voice networks.

Jonathan Spencer is currently Of Counsel with the firm of Gordon and Barnett. His areas of practice include technology law, outsourcings, acquisitions and general business law. Previously, he was Vice President and Associate General Counsel of Cable & Wireless plc, where he managed global legal support for Operations, Marketing, Intellectual Property and Procurement matters.

John Toivonen is an Executive Director with SBC Solutions. He leads a national team providing pre-bid program management and deal architecture for complex sales opportunities across all SBC sales channels. This team currently manages a funnel exceeding $6B and is responsible for winning more than $800M in complex sales opportunities.

Lawrence S. York is a TechCaliber, LLC consultant specializing in complex national and global contracts. Mr. York’s experience focuses on telecommunications negotiation, performing traffic analysis, assessing pricing trends and negotiating contracts for brand name firms in the retail, manufacturing and consumer goods arenas.