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Payments is one of the most rapidly evolving areas of financial services. We represent the entire value chain of the payments industry, including financial institutions, payment networks, payment processors, payment facilitators, money transmitters, prepaid program managers, merchants, corporate payors and payees, and others. We have counseled the payments industry for many years and have advised many of the companies responsible for the recent explosion of innovation in this area.

Emerging internet, mobile, B2B and social payment regimes, as well as the growing role of bitcoin and other digital currencies, have challenged existing paradigms from both a legal and commercial perspective. In this dynamic environment, we provide a unique blend of strategic regulatory advice and transactional counseling that combines our deep and broad background in the payments industry with our insight into cutting-edge legal developments in this area.

• Investments and acquisitions, as well as joint venture and strategic relationship agreements to establish and/or distribute payment products or create new payment systems
• Payment network participation agreements
• Payment processor and other vendor agreements
• Private label, co-branded and agent bank credit card program agreements
• Prepaid card program, distribution and processing agreements
• Merchant acquiring and payment facilitator agreements
• B2B and B2C “push payment” agreements
• U.S. and international commercial (T&E and P-Card) credit card program agreements
• Internet and mobile payment agreements
• Bill presentment and payment agreements
• Gateway agreements
• Sponsorship agreements
• ATM placement and operation agreements
• Consumer/user-facing agreements related to the foregoing

Acquisitions:

• Represented PayPal (and eBay prior to the spinoff of PayPal) in connection with a series of acquisitions involving multiple disciplines, including payments regulation, telecommunications regulation and intellectual property rights, as well as support from multiple international offices, including acquisitions of TIO Networks, Xoom, Braintree/Venmo, Paydiant, Zong, and Modest. Some of these transactions involved obtaining regulatory change in control approvals on a multi-state basis.
• Represented Bill Me Later, a technology company that provides online payment services and solutions, in its sale to eBay, Inc. for approximately $945 million in cash and assumed options.
• Represented Mastercard on regulatory issues in its investment in AvidXchange.
• Represented First Data Corporation in its agreement to be taken private by Kohlberg Kravis Roberts & Co. in a transaction valued at approximately $29 billion, at the time, the second-largest leveraged buyout ever.
• Represented numerous buyers and sellers of credit card portfolios in connection with the transfer of billions of dollars of credit card assets.
• Representing private equity and venture capital funds in connection with licensing and other regulatory issues arising out of investment in entities engaged in payment-related activities.

Prepaid products:

• Represented one of the largest U.S. banks in the sale of its global prepaid card business.
• Provided full-service legal support for the development and ongoing operation of the prepaid card program for a large U.S. prepaid card program manager, including the development of commercial-facing and consumer-facing documentation, the analysis of legal and compliance issues, the negotiation of hundreds of commercial agreements with business clients/partners/resellers, and the negotiation of vendor agreements, including several for multi-national distribution.
• Assisted a national retailer in the negotiation of its prepaid card distribution relationship—with the largest provider of those services.
• Represented a leading technology company in connection with regulatory issues associated with a suite of prepaid services offered by the company in conjunction with its bank partners.

Mobile payments:

• Represented leading mobile wallet providers in connection with their relationships with bank providers of prepaid, funds transfer and financing solutions and with associated regulatory issues.
• Represented a mobile payments startup in all aspects of its novel payment product, including a soup-to-nuts evaluation of regulatory issues, state licensing, creation of cardholder documentation and disclosures and negotiation of agreements with banks and processors. We also assisted the client with the negotiation of distribution agreements with banks in India and Europe.

Bitcoin and other Virtual Currencies:

• Represented merchants and payment processors in assessing risks and compliance issues associated with acceptance and processing of bitcoin payments.
• Advised investors in entities involved in different types of bitcoin activities.
• Advised the issuer of a centrally issued virtual currency on regulatory and contract matters for the launch of its payments infrastructure.
• Advised investment advisor clients on establishment of virtual currency funds.

Social payments: Represented a social payments startup in connection with the regulation of its in-game payment services, including through crafting consumer agreements and disclosures.

Payment regulation:

• Provided guidance on a daily basis to clients on emerging issues in the payments space, including as relates to anti-money laundering compliance, economic sanctions, money transmitter and other licensing issues, disclosures, error resolution issues, interchange regulation, remittance requirements and healthcare payments, to name just a handful of the issues facing clients involved in payment services.
• Assessed the regulatory obligations of payment facilitators for “payfacs” and their processors.
• Represent clients in responding to money transmitter licensing and anti-money laundering compliance examinations.
• Assessed risks of participation in new faster payments networks.

Networks: Represent several of the leading credit, debit, faster payments and ACH networks in the United States in connection with a diverse set of regulatory and transactional matters.