Data Centers
- Holland & Knight's Data Center Team guides clients through all real estate and corporate matters relating to the development, acquisition and ownership of a data center, such as obtaining entitlements, performing due diligence and negotiating construction contracts, purchase and sale agreements, joint venture agreements, financing documents and bond documents, merger and acquisition transactions and dispute resolution.
- Our attorneys also provide skilled counsel on the energy-related elements of data centers, including evaluating and addressing applicable requirements, interacting with regulatory agencies, negotiating power contracts and offtake agreements with utility companies, negotiating infrastructure as a service (IaaS) agreements, assisting clients with building, operating and maintaining fiber-to-the-premises networks and associated digital infrastructure and structuring self-generation projects.
- Our Data Center Team also assist clients with a broad range of regulatory, transactional and litigation matters involving data center operations, such as data center outsourcing, colocation arrangements, leases, privacy and cybersecurity matters, Health Insurance Portability and Accountability Act (HIPAA) requirements and patent litigation.
Overview
Data center developers, owners and operators, hyperscalers, technology conglomerates, digital infrastructure developers, private equity funds, real estate investment trusts (REITs), IT providers, energy suppliers and utilities, and electric cooperatives are among the clients that rely on Holland & Knight's Data Center Team for counsel throughout the full life cycle of a data center.
Representative clients: Digital Realty Trust, Equinix, Aligned Data Centers, Big Watt Digital and Cisco Systems Inc.
We have several dozen data center attorneys who share their significant experience and practical guidance with our clients as they navigate the myriad matters relating to data centers.
Real Estate and Corporate Matters
We assist clients in:
- acquiring property for data center development
- procuring the entitlements to develop a data center
- structuring data center projects to minimize tax liabilities, including through the issuance of bonds
- negotiating construction contracts and related documentation for horizontal and vertical development
- purchasing and selling existing data center facilities
- financing individual data centers and data center portfolios
- structuring joint ventures
- effectuating mergers and acquisitions of data center companies
Energy Matters
We help clients in:
- negotiating large load electric power contracts, engineering system study agreements and interconnection agreements with utility companies
- structuring data center "self-generation" projects to avoid "public utility" designation/regulation
- navigating and resolving Federal Energy Regulatory Commission matters relating to oil, gas and power
- negotiating contracts to provide hosted data center infrastructure and cloud services to data centers
- negotiating agreements for the construction, installation, operation and maintenance of fiber networks
Operational Matters
We support clients in:
- negotiating agreements for full-scope infrastructure outsourcing transactions involving data center operation and administration, managed network services (LAN/WAN), managed security services, helpdesk, desktop support and colocation agreements, among other matters
- negotiating leases
- managing privacy issues, such as developing appropriate administrative, technical and physical controls to safeguard the data, developing and testing appropriate incident response and business continuity plans, developing servers that are compliant with various programs, including the Federal Risk and Authorization Management Program (FedRAMP) and Cybersecurity Maturity Model Certification (CMMC) 2.0 and assisting with cyber insurance coverage
- handling contracts for data center equipment manufacturing and installation
- advising data centers on Health Insurance Portability and Accountability Act (HIPAA) compliance programs
- defending and resolving law enforcement activities, including with respect to the Clarifying Lawful Overseas Use of Data (CLOUD) Act, wiretap orders, subpoenas and the Communications Assistance for Law Enforcement Act (CALEA)
- litigating patent infringement disputes involving data center technology, such as below-grade fiber network systems, immersion cooling systems, virtual machines and containers, load distribution/balancing, data transmission/compression and cabinet/rack designs
Representative Engagements
- Represented Digital Realty Trust Inc. in the real estate component (1.3 million square feet of data center space in 20 facilities throughout the U.S.) of its $1.89 billion acquisition of The Telx Group Inc.
- Represented a Big Five tech company with the acquisition and development of a site for an $800 million-plus data center
- Represented a real estate investment trust (REIT) in a multi-state portfolio acquisition of data center properties
- Represented a private equity company in connection with the acquisition and financing of multiple data centers in California
- Represented a data center developer in entitling a large data center in Silicon Valley
- Represented vXchnge, a data solutions and colocation services provider, in the sale of nine data centers across the United States
- Represented Sila Realty Trust Inc., a public nontraded REIT, in its $1.32 billion sale of a 29-property data center portfolio
- Represented a large global financial services company on the sale of its equity investment in a data center solutions company
- Represented a publicly traded REIT in the mortgage and mezzanine financing of a large multistory data center
- Represented Vultr, the world's largest privately held cloud infrastructure company, in connection with a $333 million financing round led by LuminArx Capital Management and Advanced Micro Devices Inc.
- Represented CIT Bank as the lead lender in structuring, negotiating and arranging a $334.5 million syndicated financing to affiliates of Iconiq Capital
- Represented the administrative agent in a $387 million first lien/second lien financing of a data center operator
- Represented the administrative agent in a Term B loan add-on facility and the repricing of an existing $200 million secured credit facility provided to a data center facility operator
- Represented multiple private equity companies in the structuring of joint ventures to acquire data centers
- Represented a private equity fund in its sale of a data center and hybrid information technology (IT) platform to a public company
- Represented a multinational technology services company on the $100 million cross-border acquisition of a cloud modernization services partner with competencies in its cloud platform, data center, application development and data analytics, and application integration
- Represented Switch & Data Facilities Co. Inc., a premier provider of network-neutral data centers, in its $683.4 million sale to Equinix Inc., a provider of global data center services
- Represented Hubbell Industrial Controls Inc., a wholly owned subsidiary of Hubbell Inc., a leading manufacturer of utility and electrical solutions, in its acquisition of PCX Holding LLC, a leading designer and manufacturer of modular power solutions for applications to the data center, energy and commercial construction markets
- Represented Red River Technology, a leading provider of managed cybersecurity services, managed cloud solutions and IT infrastructure solutions and a portfolio company of Acacia Partners, in its acquisition of Computer Word Processing Systems Inc., a leading technology solutions provider
- Represented a private equity fund in its sale of a data center and hybrid information technology (IT) platform to a public company
- Represented a private equity firm, in its recapitalization of JDC Power Systems Inc., an electrical systems integrator specializing in mission-critical power distribution and control solutions for data centers
- Represented a private equity-backed leading provider of managed cybersecurity services, managed cloud solutions and IT infrastructure solutions in its acquisition of a company specializing in program management, financial management, technology services, logistics and training
- Represented a global energy company in the negotiation and development of a first-of-its-kind, behind-the-meter colocated data center for a utility-scale operational wind project by the Electric Reliability Council of Texas (ERCOT)
- Represented a publicly traded cryptocurrency company in negotiating its power purchase agreements
- Represented Amazon Web Services in renewable power procurements for data centers being developed in India
- Represented an American technology conglomerate in the negotiation of two solar power purchase agreements (PPAs) and one battery energy storage agreement to serve a data center
- Represented a Big Five tech company in the negotiation of a "green tariff" with the Public Service Company of New Mexico (PNM) designed to allow direct procurement of utility-scale wind and solar energy to power the company's planned $1.8 billion data center in New Mexico
- Advised a client on state electric regulatory and rate matters involving data centers and electric utilities
- Represented one of the Big Five tech companies in its first-ever purchase of wind power in the wholesale market and established a supply of a couple hundred megawatts (MW) of renewable energy to power the company's new data center in Texas
- Representing the developer of wholesale telecommunications infrastructure in negotiating a fiber network construction, operation and maintenance agreement with the real estate developer
- Represented a developer in transactions involving building, operating and maintaining fiber-to-the-premises networks and associated digital infrastructure including data center services
- Represented an infrastructure as a service (IaaS) provider in connection with negotiating transactions with data center service providers
- Represented a data center services and managed services provider in connection with hosted data center infrastructure and cloud services
- Represented the owner of fiber networks in negotiating premises access licenses with property owners to permit installation, operation and maintenance of fiber networks
- Represented a U.S.-based data center developer and operator with centers along the U.S.-Mexico border with telecommunications matters in Mexico and with the approval from the Mexican Section of the International Boundary and Water Commission (IBWC), as well as with the permits required in Mexico to deploy international fiber optic crossings
- Represented the lessee of fiber networks in negotiating bulk services agreements, marketing agreements and retail services agreements for providing fiber and cable access to residential developments and multiple-dwelling unit structures
- Represented property owners and managers in negotiating agreements for fiber, cable and internet access
- Represented a publicly traded office supply retail company in the negotiation of an agreement to outsource the administration, management and operation of certain data centers, information technology (IT) infrastructure and network services, as well as to provide a managed cloud solution to host certain software applications
- Represented a publicly traded healthcare information technology provider in negotiating an agreement to outsource administration, management and operation of certain data centers, IT infrastructure and network services
- Represented a global manufacturer of rolled aluminum in negotiating an agreement with a digital cross-connect (DXC) services provider to outsource the administration, management and operation of certain data centers, infrastructure and network services, as well as to migrate the hosting of certain software applications from a dedicated on-premises solution to a shared cloud solution
- Represented a public airline in the negotiation of an agreement to outsource IT infrastructure (data centers), network, desktop support and related services to a major technology company
- Represented a publicly traded cryptocurrency mining company on the technical aspects of large-scale data center operations
- Represented a multinational bank regarding its master data center agreements, data privacy provisions, cybersecurity and related documentation
- Represented a global cloud infrastructure provider on various privacy-related matters, including enterprise customer terms privacy disclosures and global privacy compliance reviews
- Represented a data center operator on data storage compliance matters
- Represented a large data center defendant in a copyright infringement lawsuit in the U.S. District Court for the Eastern District of Michigan related to software for managing its infrastructure and cloud hosting, colocation and website hosting services
- Represented a global technology company in patent litigation over data center technologies involving virtual machines and containers
- Represented a large quasi-governmental biomedical research organization in internal investigation and litigation over the failure of its new enterprise resource planning (ERP) data storage system
- Represented a major European bank in a federal court litigation against its computer systems data processing center provider that went to the U.S. Supreme Court
- Represented a client before regulators regarding historical and environmental clearance of data infrastructure projects under the National Historic Preservation Act (NHPA) and National Environmental Policy Act (NEPA)
- Represented a publicly traded healthcare IT provider in negotiating an agreement with a colocation company to outsource administration, management and operation of certain data centers, IT infrastructure and network services, as well as to provide maintenance and support services for certain applications
- Represented a large data center in a copyright infringement lawsuit related to software for managing its infrastructure and cloud hosting, colocation and website hosting services
- Represented a cryptocurrency mining company in a patent infringement lawsuit involving immersion cooling systems
- Represented an international equipment manufacturer in a 10-party arbitration on claims stemming from data center performance
- Represented a client advising on foreign hybrid-cloud installations under the Clarifying Lawful Overseas Use of Data (CLOUD) Act
- Represented a client in intellectual property litigation related to important aspects of below-grade fiber network systems