Running a Business
Hotel/Resort/Hospitality Industry
The firm has a preeminent hotel/resort industry practice. Our attorneys represent owners, investors, developers, lenders and operators throughout the world with respect to due diligence, acquisition, development, redevelopment, financing, operation and disposition of hotels, resorts, casinos, spas, golf courses and sports and entertainment arenas and facilities.
Our experience includes counseling high-profile clients in challenging negotiations related to hotel/resort management and technical service agreements; golf course, spa, casino and condominium hotel management agreements; and condominium marketing and licensing agreement for branded condominium hotels and hotels with condominium components. Because our attorneys have represented owners, developers and operators, they know and understand the current market terms and trends for such agreements. They have extensive experience in structuring and documenting hotel projects.
This practice group includes the former general counsel to a company that designed, constructed and managed several Tribal-owned casino resorts in various areas of Indian Country, and which developed, owned and operated both land and water-based non-Tribal casino resorts.
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Legislative and Regulatory Expertise/Lobbying
Given the nature of the issues Tribes face, our legislative and regulatory presence at the local, state and federal level is of huge import to the representation of our Tribal clients.
With over 50 attorneys and policy professionals in the firm’s Public Law & Policy Strategies Group, we are able to draw on their significant expertise, practical knowledge, political connections and relationships to effectively represent our Tribal clients. Integrating legal counsel with unparalleled political judgment, we can handle a variety of legislative and regulatory matters for our Tribal clients, including issues involving taxation, employee benefit plans, gaming and casino regulation, development and construction of Casino resorts, land claims and real estate, and environmental regulation.
The group has deep relationships with members of both political parties. Our Washington-based lawyers and policy professionals possess specific strengths to protect and advance our clients’ interests before Congress and the Executive Branch. Members of our team include:
- Over two dozen former senior Democratic and Republican Congressional staff with strong ties to Senate and House Leadership and virtually every Congressional Committee, and with particularly strong relationships with Committees possessing principal jurisdiction over matters of importance to Tribes and Tribal organizations, including the Senate Indian Affairs and Finance Committees, the House Resources and Ways and Means Committees, and the Senate and House Interior appropriations Subcommittees;
- Colleagues with substantial Executive Branch experience and relationships, including relevant substantive experience at the White House and with the U.S. Departments of Interior (at the Secretary level, in the Bureau of Indian Affairs, the Indian Health Services, and other relevant divisions and programs), the National Indian Gaming Commission, and the Department of Justice;
- The former head of White House Legislative Affairs in the first Bush Administration and lead Senate lobbyist in the White House Legislative Affairs during the Reagan Administration; and
- The former Chairman of the Democratic National Committee.
Additionally, our attorneys and policy professionals in San Francisco, Los Angeles, Chicago and other offices have advised Tribal clients on state and local issues throughout the country.
Click here to read more about our Public Law & Policy Strategies Group's Tribal Legislative and Regulatory Expertise.
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Labor/Employment/Unions
Sonnenschein has extensive experience in labor and employment law including representing Tribes and Tribal enterprises in developing labor strategies and in negotiations with unions. Our lawyers represent clients across the country on a broad range of legal and regulatory issues affecting their employment planning, policies, procedures and practices, including many human resources issues not strictly subject to legislative, regulatory or court supervision. Our work ranges from counseling and training on the full range of matters related to the employment relationship, to the defense or pursuit of employment litigation, to the oversight of investigations into workplace misconduct, particularly issues relating to harassment, theft, embezzlement, "illegal kickbacks," and the sale, use or possession of drugs and illegal substances.
We have experience in the representation of hotels in the employment law context, including representation in various employment related disputes. Given the general inapplicability of state regulatory laws to sovereign lands, and recent assertion of jurisdiction by the NLRB over Tribal gaming operations, Tribes confront unique employment law issues. Based on our experience and team approach, we are positioned to provide our Tribal clients the sophisticated advice they need in the face of the jurisdictional complexities created by recent court rulings, gaming compacts and Public Law 280.
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Best Practices/Internal Controls
Usually as the result of rapid growth, we often find that Tribal enterprises have policies and procedures that are not "normal" or are no longer appropriate. Clients typically want to institute "best practices" but need help in identifying practices that are not optimal, developing a best practice, implementing changes and monitoring to make sure the new practices are followed. As a result of our experience in analyzing suspicious transactions, we believe that "an ounce of prevention is worth a pound of cure" and work with clients and their accountants and other advisors to improve internal controls and develop policies and procedures to reduce exposure to fraud and wrongdoing.
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Taxation
Our attorneys are sensitive to the unique tax ramifications of sovereignty for a Tribe and its members. We therefore provide tax counsel as an integrated part of our other services related to transactions, developments, and governmental functions generally, rather than as a separate discipline.
Consequently, we routinely identify and examine federal and state tax issues in connection with transactions in which Tribes, their affiliated entities and members are engaged. We pay special care to protect sovereign tax immunity in dealings with contractors, subcontractors, and in structuring investments on and off Tribal lands, and we have crafted and revised tax indemnity provisions, and structured other transaction terms and details in ways that maximize or protect the tax benefits of sovereignty. Where necessary, we have advised on the ramifications of waiver of immunity so that informed tax choices can be made.
Our attorneys have counseled Tribes in negotiations with State authorities, crafting the provisions of intergovernmental tax agreements concerning sales, motor fuel, and tobacco taxes, and even provided counsel on whether and how to impose and administer Tribal taxes. We have counseled Tribal governments regarding the tax implications to Tribe members of distributions, payments, or other benefits the Tribe may consider, and we have assisted Tribes, Tribal enterprises, and Tribal members in examinations by federal and state taxing authorities.
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Compensation and Benefits
Several attorneys in our Employee Benefits and Executive Compensation Practice have experience representing Tribes and Tribal-affiliated entities. Our projects have involved both private and governmental pension plans (including multi-employer plans) and welfare benefit plans, including underlying vendor agreements.
We have experience with casino executive employment contracts and deferred compensation, including the attendant tax issues. Many of these projects have involved sovereign immunity issues. Our compensation and benefits attorneys, working with Sonnenschein’s Public Law and Policy Strategies Group, actively track legislative and regulatory developments affecting Tribes and their commercial enterprises.
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Real Estate/Project Development
Sonnenschein has in-depth experience in all aspects of real estate development, including initial due diligence, environmental investigation and risk management, zoning and other governmental approvals, financing, design, construction, leasing, management and sales and other dispositions.
The firm has been involved in real estate transactions in virtually every state in the country. We have represented not only buyers and sellers, but also designers, architects, engineers, contractors, investors, lenders and property managers. This gives us a well-rounded sense of the practicalities of development, as well as how transactions should be put together and documented.
We have represented Tribes and their business enterprises, and have worked closely with their other consultants in the development of both urban and rural gaming ventures, and in diversifying those ventures into related areas, such as destination resorts and entertainment facilities. Members of our practice group have been responsible for major mixed use projects, many of which involved participation by both the public and private sectors.
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Construction
Our construction law group is an inter-office, multi-disciplinary team with a broad knowledge of all areas of construction law and the ability to provide timely, responsive and practical answers and advice in an industry which is fast-moving and involves complex contracts and arrangements with tiers of lenders, owners, architects, engineers, contractors and subcontractors.
Our attorneys have represented Tribes, major corporations, owners, developers, cultural institutions, hospitals and others in connection with the establishment, negotiation and documentation of construction, design, engineering and design/build agreements for more than $10 billion of new commercial and industrial design and construction during the last ten years.
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Gaming/Indian Gaming Regulatory Act
The Indian Gaming Regulatory Act (IGRA) is of obvious import to our gaming Tribal clients, and we have repeatedly advised our Tribal clients as to their rights and obligations under the statute, as well as its scope and methods for compliance. We also have represented Tribes in defense of challenges brought under IGRA, and we provide regular advice on gaming issues that go beyond the IGRA.
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Environmental
Tribal entities face a wide range of challenges and regulatory matters involving environmental issues, and our lawyers regularly advise Tribal clients on matters related to the permitting and development of commercial, industrial, gaming, energy, and infrastructure projects on Tribal lands, including compliance with the National Environmental Policy Act (NEPA), the Clean Air Act, the Clean Water Act, the Endangered Species Act, and the California Environmental Quality Act.
Our Environmental Practice Group possesses unparalleled NEPA expertise. Indeed, no court has ever overturned a NEPA document our lawyers have prepared. Our team includes the lead draftsperson of the federal government’s NEPA regulations, who also is a former General Counsel of the President’s Council on Environmental Quality (CEQ), the former Associate Director for Natural Resources for the CEQ, and the attorney responsible for drafting and implementing of the Department of Energy’s NEPA procedures.
Our environmental group’s preeminence is particularly evident in its success in assisting Tribes throughout the United States to establish gaming ventures. This success results from a coordinated, team-centric approach to our Tribal clients’ projects. Through this approach, Sonnenschein’s attorneys prepare the environmental documents necessary for approval of every aspect of each project, lobby the necessary government agencies for the needed approvals, and defend in court any challenges to the project. The result of this approach has consistently been the same: Every environmental document for which our firm was responsible has been upheld in court, allowing our Tribal clients to then proceed with the projects necessary to assure their financial well-being.
Our environmental lawyers also have served Tribes in many other projects. For example, we have assisted Tribes to prepare their own Environmental Impact Assessment legislation and ordinances, and have represented Tribes on numerous energy development matters, including hydropower project licensing before the Federal Energy Regulatory Commission and negotiation of development agreements for Tribal-owned gas-fired power plants. Our team also is adept at protecting or securing water and fishing rights for Tribes. We are in the midst of assisting one Tribal client exercise it sovereignty by establishing its own environmental regulatory program, though which the Tribe will develop and enforce its own environmental laws to Tribal operations.
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Negotiation and Review of Contracts
On behalf of Tribes and their business enterprises, we regularly negotiate and review contracts with vendors, key employees and business partners. Here our work melds our substantive experience in the specialized issues important to Tribal clients (such as sovereign immunity and taxation) with our firm’s substantial corporate and transactional practice and other areas of expertise such as labor and employment, intellectual property, technology, executive compensation and outsourcing.
Through access to all the resources of a full service national law firm serving large and sophisticated business entities, Tribal clients are assured that their vendor and business relationships will be negotiated and documented with sophistication and efficiency. For example, transactions involving gaming equipment often involve complex software license issues, telecommunications contracts involve complex technology and regulatory issues and construction contracts are highly specialized.
Our approach is to team our lawyers experienced in the underlying specialized area of law with lawyers familiar with transactions involving Tribes and Tribal enterprises to ensure that our work product embodies transaction-appropriate substantive expertise and experience in the unique environment of Indian Law and Tribal priorities.
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Agency Contacts and Interface
Our attorneys and policy professionals are experienced in dealing with the federal agencies of central importance to our Tribal clients. Of particular significance are the Bureau of Indian Affairs and National Indian Gaming Commission, two federal agencies with whom we interface regularly in our work on behalf of Tribes.
We routinely work with either or both agencies in the development of Tribal projects requiring federal approvals. For example, we have worked with the BIA on behalf of the Tribes applying to the United States to take Tribal fee-owned lands into trust for the Tribe’s benefit; we have drafted and successfully shepherded gaming ordinances through the approval process at the NIGC; and we have worked with officials in both agencies in the preparation of environmental documentation necessary for Tribal development projects. We also have represented a Tribe in connection with an NIGC investigation of its gaming operations.
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Natural Resources and Water Rights
Sonnenschein lawyers have extensive experience in the area of natural resources, including water, mineral and oil and gas rights. We believe that, because of climate change and population growth, competition for water supply will intensify and Tribal rights are going to be both more valuable and more vulnerable. Sonnenschein’s team includes attorneys who have been at the heart of water resource planning and development throughout the country, including numerous settlements of Tribal water rights claims and establishment of on-reservation water supply systems.
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Energy
Our attorneys have represented Tribes in numerous energy development matters, including hydropower project licensing before the Federal Energy Regulatory Commission and negotiation of development agreements for Tribally-owned gas-fired power plants. We have substantial experience with wind energy development, including representation of land owners and project developers on regulatory and transactional matters. We also have nationwide expertise in siting of energy pipelines and electric transmission lines, including the negotiation and documentation of easements over both fee and trust lands.
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