Bureaus Urge Neustar to Conclude NDA over LPNA Transition

January 9, 2017–The FCC’s Wireline Competition Bureau and Public Safety and Homeland Security Bureau have told outgoing local number portability administrator (LNPA) Neustar, Inc., that it is “imperative” that the parties to the LNPA transition—Neustar, industry consortium North American Portability Management LLC (NAPM), the transition oversight manager (TOM), and incoming LNPA administrator Telcordia Technologies, Inc. d/b/a iconectiv (iconectiv) — to “reach agreement on what constitutes confidential information, and how to protect it, as quickly as possible,” through the execution of a nondisclosure agreement (NDA).

In a letter Jan. 6, WC Bureau Chief Matt DelNero and PSHS Bureau Chief David Simpson told Neustar President and Chief Executive Officer Lisa Hook that “Negotiations on a reasonable NDA have thus far gone on for approximately a year, a situation we find unacceptable. Every day that the parties fail to reach agreement risks exposure of confidential information about national security and critical infrastructure and may cause delays in the transition. If the transition is delayed, service providers and their customers ultimately may bear the costs of that delay.”

The bureau chiefs added, “We have carefully reviewed the numerous NDAs proposed by the parties, along with correspondence detailing those proposals. Based on our review, it is our opinion that the draft NDA submitted by the NAPM to Neustar on November 22, 2016, presents a workable solution that appropriately balances and protects the interests of all parties, and effectively holds confidential information that clearly is such, including information of a national security nature. We believe that the NAPM proposal sets forth a reasonable definition of confidential information and a reasonable agreement for protecting that information. Should the parties not agree by January 17, 2017, to utilize the last NDA offered by the NAPM, we strongly suggest that the parties execute an NDA that precisely mirrors the definitions of confidentiality in Article 15 of the Master Services Agreement (MSA) for the current LNPA contract. As Neustar has previously agreed to the confidentiality provisions in Article 15, we would logically question its refusal to be bound by those same provisions now. We believe that either option mentioned above represents a balanced approach to resolving the issue of the confidentiality of information exchanged between the parties to the transition.”

They continued with a warning:  “Should Neustar continue to decline to enter into a reasonable NDA, it would call into question whether Neustar is attempting to intentionally cause delay to the transition, in violation of the Commission’s LNPA Selection and LNPA Approval Orders.  We further note that the NAPM has the authority to ‘determine and enforce [the] relative responsibilities of the incumbent and the incoming LNPA.’”

They also noted Neustar’s recent announcement of a definitive agreement to be acquired by a group led by San Francisco-based investment firm Golden Gate Capital (TRDaily, Dec. 14, 2016).  “We fully expect that the new entity will abide by all of Neustar’s obligations. As such, we have questions regarding the proposed acquisition and would like to understand how our concerns regarding any potential delays in the timeline and confidentiality will be addressed by the new entity.” They asked for a response to the letter by Jan. 17.  – Lynn Stanton, lynn.stanton@wolterskluwer.com

Courtesy TRDaily