Federal Communications Commission DA 14-1865
Before the
Federal Communications Commission
Washington, D.C. 20554
In the Matter of
Reexamination of Roaming Obligations of 
Commercial Mobile Radio Service Providers and 
Other Providers of Mobile Data Services
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WT Docket No. 05-265
DECLARATORY RULING
Adopted:  December 18, 2014 Released: December 18, 2014
By the Chief, Wireless Telecommunications Bureau:
I. INTRODUCTION
1. In this Declaratory Ruling, we grant, as set out below, a T-Mobile USA, Inc. (“T-
Mobile”) petition for an expedited declaratory ruling (“Petition”),
1
in order to provide additional guidance 
on how to evaluate data roaming agreements under the standard set forth in Section 20.12(e) of the 
Commission’s rules.  This rule obligates facilities-based providers to offer data roaming arrangements to 
other such providers on “commercially reasonable terms and conditions.”
2
  Specifically, the Petition 
requests guidance that, in evaluating data roaming disputes, the Commission will consider as potentially 
relevant whether proffered data roaming rates are substantially in excess of retail rates, international rates, 
and mobile virtual network operator (MVNO)/resale rates, as well as how proffered data roaming rates 
compare to domestic data roaming rates charged by other providers.  Additionally, the Petition argues
that: (i) the presumption in the Data Roaming Order
3
that the terms of an existing roaming agreement are 
commercially reasonable should be interpreted to apply only with respect to challenges to the terms of 
that agreement, and not to future agreements; and (ii) the inclusion of the extent and nature of providers’ 
build-out as a relevant factor should not be interpreted to allow a host provider to deny roaming or charge 
commercially unreasonable rates for roaming in a particular area where the otherwise built-out requesting 
provider has not built out in that area.
4
  
II. BACKGROUND
2. Roaming arrangements between wireless service providers enable customers of one 
provider to receive services from another provider’s network when they are in areas that their provider’s 
network does not cover.  The Commission has previously determined that the availability of both voice 
                                                     
1
See Petition for Expedited Declaratory Ruling of T-Mobile USA, Inc., WT Docket No. 05-265 (filed May 27, 
2014) (“T-Mobile Petition”).
2
47 C.F.R. § 20.12(e)(1).
3
See Reexamination of Roaming Obligations of Commercial Mobile Radio Service Providers and Other Providers 
of Mobile Data Services, WT Docket No. 05-265, Second Report and Order, 26 FCC Rcd 5411, 5451 ¶ 81 (2011)
(“Data Roaming Order”), aff’d sub nom. Cellco Partnership v. FCC, 700 F.3d 534 (D.C. Cir. 2012).
4
See T-Mobile Petition at 16-23.
Federal Communications Commission DA 14-1865
2
and data roaming arrangements is critical to promoting seamless consumer access to mobile services 
nationwide, to promoting innovation and investment, and to promoting facilities-based competition 
among multiple service providers.
5
  The Commission found that data roaming is “particularly important 
for consumers in rural areas – where mobile data services may be solely available from small rural 
providers.”
6
  Further, the Commission noted, additional consolidation in the mobile wireless marketplace
may have reduced the incentives of the largest providers to enter into agreements with other providers 
because of their reduced need for reciprocal roaming.
7
3. In the Data Roaming Order, the Commission adopted a rule that requires facilities-based 
providers of commercial mobile data services to offer data roaming arrangements to other such providers 
on commercially reasonable terms and conditions, subject to certain limitations.
8
  Under the data roaming 
rule, the Commission determines the commercial reasonableness of data roaming terms and conditions
and resolves disputes thereunder on a case-by-case basis, taking into consideration the totality of 
circumstances of the individual negotiations.
9
  The requirement that providers offer data roaming 
arrangements on commercially reasonable terms and conditions allows service providers the flexibility to 
negotiate different terms and conditions, including prices, with different parties based on the 
circumstances in each case.
10
  The Commission concluded that the data roaming rule would promote 
consumer access to seamless mobile data coverage nationwide, appropriately balance the incentives for 
new entrants and incumbent providers to invest in and deploy advanced networks across the country, as
well as foster competition among multiple service providers in the mobile wireless marketplace.
11
4. In 2012, the D.C. Circuit upheld the Commission’s data roaming rule and concluded that 
the rule did not impose per se common carrier requirements.  While it observed that the rule “plainly 
bears some marks of common carriage,” the court declined to conclude that such marks “so predominate 
as to ‘relegate[]’ mobile-internet providers ‘to common-carrier status.’”
12
  In the court’s view, a key 
distinction is whether a provider “make[s] individualized decisions in particular cases whether and on 
what terms to serve.”
13
  The court noted that the rule “spells out sixteen different factors plus a catch-all 
‘other special or extenuating circumstances’ factor that the Commission must take into account.”
14
  Given 
                                                     
5
See Data Roaming Order, 26 FCC Rcd at 5411-12 ¶ 1; Reexamination of Roaming Obligations of Commercial 
Mobile Radio Service Providers and Other Providers of Mobile Data Services, WT Docket No. 05-265, Order on 
Reconsideration and Second Further Notice of Proposed Rulemaking, 25 FCC Rcd 4181, 4182 ¶ 2 (2010) (“Voice 
Roaming Order on Reconsideration”).
6
Data Roaming Order, 28 FCC Rcd at 5418-19 ¶ 15; id. at 5425-26 ¶ 26 (“We note again the importance of 
roaming to consumers in rural areas, where mobile data services may be solely available from small rural providers, 
and therefore the past difficulties of rural providers in obtaining data roaming presents a serious concern.”) and at 
5442-43 ¶ 64 (“Data roaming will encourage service providers to invest in and upgrade their networks and to deploy 
advanced mobile services ubiquitously, including in rural areas.”).
7
See id. at 5426-27 ¶ 27.
8
Id. at 5411-12 ¶¶ 1-2. 
9
See id. at 5452-53 ¶¶ 85-86; see also 47 C.F.R. § 20.12(e).
10
See Data Roaming Order, 26 FCC Rcd at 5452 ¶ 85.  This means that service providers can adapt roaming 
arrangements to individualized circumstances without having to serve all comers indiscriminately on the same or 
standardized terms.  See id. at 5433 ¶ 45.
11
Id. at 5418 ¶ 13.  
12
Cellco Partnership v. FCC, 700 F.3d 534, 545, 548 (D.C. Cir. 2012).
13
Id. at 546.  The court also noted that there is a “gray area in which although a given regulation might be applied to 
common carriers, the obligations imposed are not common carriage per se.”  In this realm, “the Commission’s 
determination that a regulation does or does not confer common carrier status warrants deference.”  Id. at 547.
14
Id. at 548.
Federal Communications Commission DA 14-1865
3
that the Commission’s “commercially reasonable” standard “leaves substantial room for individualized 
bargaining and discrimination in terms” and allows for “considerable flexibility for providers to respond 
to the competitive forces at play in the mobile-data market,” the D.C. Circuit upheld the data roaming rule
against Verizon’s claim that it constituted impermissible common carriage regulation.
15
  The court 
cautioned the Commission against applying the rule in such a manner as to effectively relegate mobile-
data providers to common carrier status, stating that the Commission “would thus do well to ensure that 
the discretion carved out in the rule’s text remains carved out in fact.”
16
  
5. T-Mobile filed its Petition on May 27, 2014.  The Petition asks the Commission to 
provide guidance for determining whether the terms of any given data roaming agreement meet the 
“commercially reasonable” standard adopted in the Data Roaming Order.
17
  T-Mobile asserts that the data 
roaming marketplace is not working and that providers face difficulties negotiating data roaming 
agreements due in part to uncertainties in the commercially reasonable standard.  It argues that “must 
have” roaming partners have exploited ambiguity in the rules to deny roaming requests, and that 
difficulties in negotiations have led to substantial delays in the process.
18
  Specifically, T-Mobile proposes 
four “benchmarks” that it asserts would be relevant for assessing the commercial reasonableness of data 
roaming rates: (i) retail rates; (ii) international roaming rates; (iii) MVNO/resale rates; and (iv) roaming 
rates charged by other providers.
19
  T-Mobile asserts that the Commission should consider whether a
proffered data roaming rate “substantially exceeds” the first three of these benchmarks, and also “how 
[that rate] compares” to the fourth benchmark, as part of the totality of the circumstances approach in 
deciding whether a proffered data roaming rate is commercially reasonable.
20
  T-Mobile also asserts that 
the Commission should consider the relevance of such other rates in conjunction with one another, and 
with an analysis of competitive risks.
21
6. In addition, T-Mobile requests clarification that: (i) the presumption in the Data Roaming
Order that the terms of an existing roaming agreement are commercially reasonable applies only with 
respect to challenges to the terms of that agreement, and not to future agreements or proposed 
agreements; and (ii) inclusion of the extent and nature of providers’ build-out as a factor was not intended 
to allow a host provider to deny roaming or charge commercially unreasonable rates for roaming in a 
particular area where the otherwise built-out requesting provider has not built out.
22
7. On June 10, 2014, the Wireless Telecommunications Bureau (“WTB”) sought comment 
on the T-Mobile Petition.
23
  Nineteen parties filed comments and/or reply comments.  The majority of 
commenters support the Petition and argue that further guidance on the commercial reasonableness 
standard could help relieve some of the difficulties faced by smaller service providers in roaming 
agreement negotiations, which smaller providers argue have often been protracted, excessively expensive, 
                                                     
15
Id. at 537, 548.
16
Id. at 549.
17
T-Mobile Petition at i, 1-2; Exhibits 1-2.
18
Id. at 2, 6.
19
Id. at ii, 11-16, Exhibit 2, Farrell Declaration at ¶¶ 10-13.
20
Id. at ii, 11-16, Exhibit 2, Farrell Declaration at ¶¶ 8-13; T-Mobile Reply Comments at 10-15.
21
T-Mobile Petition, Exhibit 2, Farrell Declaration at ¶ 8; T-Mobile Reply Comments, Exhibit 2, Farrell Declaration 
at ¶¶ 46, 48.  
22
T-Mobile Petition at ii-iii, 16-23.
23
See Wireless Telecommunications Bureau Seeks Comment on Petition For Expedited Declaratory Ruling Filed by 
T-Mobile USA, Inc. Regarding Data Roaming Obligations, WT Docket No. 05-265, Public Notice, 28 FCC Rcd 
6035 (WTB 2014).
Federal Communications Commission DA 14-1865
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and one-sided.
24
  By contrast, AT&T and Verizon oppose T-Mobile’s Petition and argue that the data 
roaming marketplace is functioning well as evidenced by the steady and significant decline in data 
roaming rates, and that the Commission’s data roaming rule, along with the Commission’s mediation and 
complaint procedures, is sufficient to resolve any roaming disputes.
25
  Further, they contend that T-
Mobile’s proposal would radically change the commercial reasonableness standard by linking roaming 
rates to other rates, which would function as a de facto price cap and reduce negotiating freedom.
26
They 
also argue that T-Mobile’s principal proposal would “convert the existing data roaming rules into an 
intrusive rate regulation regime”
27
and “unlawful common carrier regulation.”
28
  In contrast to other 
smaller providers, Cellular One opposes the Petition, arguing that it would decrease roaming rates 
indiscriminately for all providers, including smaller providers receiving roaming revenues who are least 
equipped to negotiate for rates that depart from any benchmarks.
29
III. DISCUSSION
8. Based on the record before us, we grant T-Mobile’s request to the extent we provide 
guidance on the Data Roaming Order’s standard for evaluating the commercial reasonableness of 
proffered data roaming terms and conditions under Section 20.12(e) of the Commission’s rules.  We also 
grant T-Mobile’s additional requests by providing the guidance set forth below with respect to the order’s 
presumption regarding existing agreements and its consideration of the build-out factor.  In both respects, 
we provide guidance on what the Commission intended to achieve in the Data Roaming Order, in a 
manner that should lessen any ambiguity over the meaning of that order.
A. Request for Guidance on Consideration of Other Rates
9. In our view, the data roaming rule was intended to permit consideration of the totality of 
the facts and therefore to permit a complaining party to adduce evidence in any individual case as to
whether proffered roaming rates are substantially in excess of retail rates, international rates, and 
MVNO/resale rates, as well as a comparison of proffered roaming rates to domestic roaming rates as 
charged by other providers.  As noted below, the probative value of these other rates as reference points 
will depend on the facts and circumstances of any particular case, including all of the factors set forth in 
the Data Roaming Order, and these other rates should be considered in conjunction with one another 
rather than in isolation.
                                                     
24
See, e.g., T-Mobile Reply Comments at i-ii, 1-4; Rural Wireless Association (RWA) Comments at 6-7; NTCA
Comments at 2-4; PinPoint Comments at 2-3; NTCH, Flat Wireless and Buffalo-Lake Erie Wireless Systems (“Blue 
Wireless”) Comments at 2, 4; Letter from Donald J. Evans, Counsel, Blue Wireless, to Marlene Dortch, Secretary, 
FCC, WT Docket No. 05-265, filed Dec. 4, 2014 at 2; Competitive Carriers Association (CCA) Reply Comments at 
2, 5-6; Sprint Reply Comments at 1; C Spire Wireless Comments at 3-5; Letter from Beverly Jones Heydinger, 
Chair, Minnesota Public Utilities Commission, to Marlene H. Dortch, Secretary, FCC, WT Docket No. 05-265, filed 
Dec. 5, 2014 at 1-2; Letter from Steven V. King, Executive Director and Secretary, Washington Utilities and 
Transportation Commission, to Marlene H. Dortch, Secretary, FCC, WT Docket No. 05-265, filed Oct. 24, 2014 at 
3; Letter from Thomas L. Welch, Chairman, et al., Maine Public Utilities Commission, to Marlene H. Dortch, 
Secretary, FCC, WT Docket No. 05-265, filed Oct. 14, 2014 at 2; Letter from Elin Swanson Katz, Consumer 
Counsel, Connecticut Office of Consumer Counsel, to Marlene H. Dortch, Secretary, FCC, WT Docket No. 05-265, 
filed Sept. 23, 2014 at 1-2.
25
See Verizon Comments at 8-9; AT&T Opposition at 10-14; see also Letter from David L. Lawson, Attorney, 
AT&T, to Marlene H. Dortch, Secretary, FCC, WT Docket No. 05-265, filed Dec. 10, 2014 (AT&T Dec. 10 Ex 
Parte).  
26
See AT&T Opposition at 34-36; AT&T Reply Comments at 12; Verizon Comments at 10, Verizon Reply 
Comments at 3-4.
27
Verizon Comments at 16.
28
AT&T Opposition at 32-36; see also AT&T Dec. 10 Ex Parte at 8-9.
29
See Cellular One Reply Comments at 1-2.
Federal Communications Commission DA 14-1865
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10. We agree with the majority of commenters that additional guidance will benefit 
negotiating parties as to the application of the commercial reasonableness standard in the data roaming 
rule, as well as to the totality of the circumstances approach for resolving disputes between negotiating 
parties.
30
  Providers are currently negotiating new data roaming agreements, many of which are replacing 
agreements that predate the new rule.
31
  Our interpretation of the scope of the Data Roaming Order and 
the rule may help alleviate any concerns resulting from disputes between negotiating parties by lessening
ambiguity in the application of the commercial reasonableness standard and totality of the circumstances 
approach for resolving disputes.
32
  
11. T-Mobile asserts that real-world experience since the adoption of the data roaming rule 
over three years ago shows that providers continue to be stymied in their efforts to negotiate data roaming 
agreements on commercially reasonable terms and further, that these problems are due in large part to 
ambiguities in the commercially reasonable standard.
33
  T-Mobile contends that because it cannot 
negotiate roaming at commercially reasonable rates, it “has been forced to throttle and cap” roaming by 
its subscribers,
34
and that “this is precisely the type of impact on consumers that the ‘commercially 
reasonable’ standard should be interpreted to prevent.”
35
  Specifically, T-Mobile argues that clarification 
will help parties better understand their data roaming rights and obligations, narrow issues in dispute, and 
allow parties to negotiate terms more consistently and quickly.
36
  Likewise, smaller providers assert that 
negotiations are extremely difficult and often they are offered unreasonable data roaming rates, terms, and 
conditions.
37
12. In light of these concerns about current negotiations, CCA argues that the guidance T-
Mobile requests would establish more predictable criteria and would expedite roaming negotiations by 
narrowing the issues concerning the scope of the Commission’s requirements and enabling parties to 
arrive at commercially reasonable terms in a more efficient manner.
38
  Sprint asserts that without further 
guidance on the commercial reasonableness standard, it is unclear what it would take to file a viable 
complaint for the Commission’s review and consideration.
39
13. In our view, it would serve the purposes of the data roaming rule for us to provide this 
guidance.  The need for such guidance is underscored by increasing consumer demand for data services 
which is driving significantly more intensive use of mobile networks,
40
and by differences among mobile 
                                                     
30
See 47 C.F.R. § 20.12(e)(1), (2). 
31
See Letter from Andrew W. Levin, T-Mobile, to Marlene H. Dortch, Secretary, FCC, WT Docket No. 05-265, 
filed Nov. 13, 2014, at 1-2.
32
See, e.g., Sprint Comments at 2-3; T-Mobile Petition at 6, n. 25.
33
See T-Mobile Petition at i.
34
Id. at 13; Exhibit 1, Mosa Declaration at ¶ 10.
35
Id. at 13.
36
See id. at 10; see also T-Mobile Reply Comments at 1-2.
37
See, e.g., CCA Comments at 5; NTELOS Comments at 7-14; Limitless Comments at 3-4; Letter from Daryl A. 
Zakov, Assistant General Counsel, RWA, to Marlene H. Dortch, Secretary, FCC, WT Docket No. 05-265, filed Dec. 
5, 2014 at 3 (RWA Dec. 5 Ex Parte); NTCA Comments at 2-3; Blooston Comments at 3; NTCH, Flat Wireless and 
Blue Wireless Comments at 2.
38
See CCA Comments at 7; see also Letter from Rebecca Murphy Thompson, General Counsel, CCA, to Marlene 
H. Dortch, Secretary, FCC, WT Docket No. 05-265, filed Nov. 21, 2014 at 1-2 (CCA Ex Parte).
39
Sprint Reply Comments at 20-21.
40
See Policies Regarding Mobile Spectrum Holdings; Expanding the Economic and Innovation Opportunities of 
Spectrum Through Incentive Auctions, WT Docket No. 12-269, Docket No. 12-268, Report and Order, 29 FCC Rcd
6133, 6146, ¶ 23 (2014) (“Mobile Spectrum Holdings Report and Order”).
Federal Communications Commission DA 14-1865
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broadband service providers in terms of spectrum holdings and network coverage.
41
  The availability of 
roaming capabilities is and will continue to be a critical component enabling consumers to have a 
competitive choice of facilities-based providers offering nationwide access to mobile data services.
42
  We 
believe that issuing guidance can facilitate the achievement of these objectives and is thus an appropriate 
exercise of the Commission’s broad discretion in conducting its proceedings so as to “best conduce to the 
proper dispatch of business and to the ends of justice.”
43
14. We also believe, contrary to the positions of AT&T and Verizon Wireless, that this 
guidance is consistent with the Data Roaming Order, where the Commission made clear that, in resolving 
disputes under its commercially reasonable standard, “each case will be decided based on the totality of 
the circumstances.”
44
  The Commission concluded that as a “guide” it “may consider” seventeen specified 
factors, including “other special or extenuating circumstances,” as well as other factors.
45
  It then 
emphasized – again – that “these factors are not exclusive or exhaustive” and that “providers may argue 
that the Commission should consider other relevant factors” in determining commercial reasonableness of 
proffered terms and conditions, “including the prices.”
46
15. This language clearly reflects a broad view of what could be relevant in determining 
commercial reasonableness, and a determination not to circumscribe the Commission’s consideration of 
potentially relevant factors.  The Commission adopted this broad view with respect to its consideration of 
all terms and conditions of proffered roaming arrangements – “including the prices.”
47
  Thus, in applying 
the terms of the Data Roaming Order to disputes involving price, parties would be free to argue that other 
price-related facts (including, as specifically noted below, prices charged in other contexts) are relevant 
factors that the Commission should consider in assessing the commercial reasonableness of the price at 
issue.
16. Further, we see nothing in the Commission’s expansive approach as intending to 
foreclose, as a per se rule, such potentially relevant evidence designed to inform the inquiry into whether 
a rate is commercially reasonable.  Indeed, two of the seventeen listed factors -- “whether the parties have 
any roaming arrangements with each other…and the terms of such arrangements” and “whether the 
providers involved have had previous data roaming arrangements with similar terms” -- expressly
contemplate that the terms of other data roaming agreements (which, as noted above, include prices) 
could be relevant in the analysis.
48
  Any other reading of the Data Roaming Order would deprive parties 
of a meaningful opportunity to challenge price terms under the commercially reasonable standard because 
they would be unable to provide evidence as to such comparative reference points.
                                                     
41
As of July 2014, the top two nationwide providers, Verizon Wireless and AT&T, covered approximately 96% and 
91% of the population respectively, and approximately 57% and 30% of the land area with 4G LTE.  The two
smaller nationwide providers, Sprint and T-Mobile, covered approximately 73% and 70% of the population 
respectively, and approximately 17% and 8% of the land area with 4G LTE.  The largest of the local or regional 
service providers, US Cellular, covered only 7% of the population and 6% of the land area with LTE, and 10% of 
the population and 13% of the land area with 3G.  Estimates based on census block analysis of provider coverage 
maps, using ©2013-2014 Mosaik Solutions, LLC, July 2014 CoverageRight. Population and area data are from the 
2010 Census, and include the United States (50 states plus the District of Columbia) and Puerto Rico.
42
See Data Roaming Order, 26 FCC Rcd at 5419-20 ¶ 16.
43
FCC v. Schreiber, 381 U.S. 279, 289 (1965), quoting 47 U.S.C. § 154(j).
44
Data Roaming Order, 26 FCC Rcd at 5452-53 ¶ 86.
45
Id.
46
Id. at 5453 ¶ 87.
47
Id. at 5452-53 ¶ 86; see also id. at 5453 ¶ 87 (analysis applies to all “terms and conditions of the proffered data 
roaming arrangements, including the prices”).
48
Id. at 5452-53 ¶ 86.
Federal Communications Commission DA 14-1865
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17. Verizon and AT&T assert that it is not appropriate to base data roaming rates on retail, 
MVNO, or international roaming rates because these other rates are based on markedly different factors.
49
  
In this guidance, we provide only, as requested by T-Mobile, that substantial differences from these other 
rates are potentially relevant reference points in determining commercial reasonableness.  We do not 
expect that these other rates will be probative factors in every case or that they will be relevant to the 
same degree.  Further, just as the Commission would consider a provider’s arguments as to why certain 
other rates would be relevant as reference points, it also would consider a party’s arguments as to why 
they would not be relevant, based on the facts and circumstances of a particular case.
50
18. Verizon and AT&T also argue that the Commission has already considered and rejected 
requests to use wholesale and/or retail rates as a benchmark and that T-Mobile’s request is therefore 
inconsistent with the Data Roaming Order.
51
  Verizon also asserts that the Commission was asked to
include other rates as a listed factor when it adopted the data roaming rule but did not do so.
52
  Contrary to 
Verizon’s and AT&T’s assertions, the guidance we provide in this ruling is consistent with the Data 
Roaming Order because the rates T-Mobile identifies as “benchmarks” are merely reference points to 
help inform the Commission and negotiating parties.  These reference points do not function as a ceiling 
or as a cap on prices.  As explained above, the consideration of differences from other rates as reference 
points is consistent with the approach set forth in the Data Roaming Order, which recognizes that a broad 
range of information could have a bearing on commercial reasonableness and that the parties and 
Commission should determine the probative value of such information on a case-by-case basis. In 
addition, nothing in the Data Roaming Order indicates that the Commission intended to exclude other 
rates from consideration, and some of the listed factors, as discussed above, specifically contemplate 
consideration of terms and conditions in other agreements (which would include other rates).
53
19. For these reasons, the guidance we provide is also consistent with the D.C. Circuit’s 
decision in Cellco Partnership v. FCC.  We disagree with AT&T and Verizon that the use of these 
reference points as proposed by T-Mobile would turn the data roaming rule into a common carrier 
requirement by curtailing or eliminating the ability to offer discrimination in terms.
54
  In granting the T-
Mobile Petition, we are providing guidance that these other rates can be considered, along with other data 
from the listed factors, under the totality of the circumstances approach. The degree of relevance of other 
rates will depend on the facts and circumstances of the individual case, including other terms and 
conditions of the proposal.  In accordance with the court’s decision, this approach allows host providers 
substantial room for individualized bargaining and discrimination in terms without changing the 
underlying legal standard.
55
  
                                                     
49
Verizon Comments at 11-14; AT&T Opposition at 28-32; Letter from Kathleen Grillo, Senior Vice President, 
Verizon, to Marlene H. Dortch, Secretary, FCC, WT Docket No. 05-265, filed Dec. 17, 2014 at 11 (Verizon Ex 
Parte).
50
To the extent other rates are confidential or proprietary, there are well-established procedures for protecting that 
information from disclosure in Commission proceedings.  See 47 C.F.R. § 20.12(e)(2), citing 47 C.F.R. § 1.731
(confidentiality of information exchanged by parties in formal complaint proceedings); see generally FCC v. 
Schreiber, 381 U.S. 279 (1965); Examination of Current Policy Concerning the Treatment of Confidential 
Information Submitted to the Commission, GC Docket No. 96-55, Report and Order, 13 FCC Rcd 24816 (1998);
see also, e.g., Application of Cellco Partnership d/b/a Verizon Wireless and SpectrumCo LLC for Consent to Assign 
Licenses, WT Docket No. 12-2, Second Protective Order, 27 FCC Rcd 289 (WTB 2012).  We expect parties to use 
similar means to protect the confidentiality of information during negotiations.  
51
See Verizon Comments at 10-11; AT&T Opposition at 26-29; Verizon Ex Parte at 5-6.
52
See Verizon Comments at 6-7; see also Data Roaming Order, 26 FCC Rcd at 5422-23, 5448 ¶¶ 21, 73. 
53
See supra ¶ 15.
54
See AT&T Reply Comments at 15; Verizon Reply Comments at 3-4; AT&T Dec. 10 Ex Parte at 8-9.
55
Cellco Partnership, 700 F.3d at 548.
Federal Communications Commission DA 14-1865
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20. Other objections to T-Mobile’s request for guidance are not persuasive in our view.  For 
example, AT&T claims that the marketplace is quickly transitioning to LTE and as a result, any further 
guidance based on the experience with roaming on GSM or CDMA networks is short-sighted.
56
  The full 
migration to LTE, however, is not immediate, and providers will continue to need “fallback” roaming for 
2G and 3G services.
57
  Further, as T-Mobile notes, many customers are slow to migrate to more modern 
handsets that are LTE compatible, and providers continue to experience challenges in the development of 
multi-mode handsets that access LTE networks.
58
  AT&T also asserts that the relief requested by T-
Mobile will imply that roaming rates in “dozens if not hundreds” of existing agreements are commercially 
unreasonable by an order of magnitude.
59
  We disagree.  Under the Commission’s standard, consideration 
of whether there is a substantial difference between proffered roaming rates and retail, international, and 
MVNO/resale rates, as well as a comparison of proffered rates and rates in other domestic roaming 
agreements, must be undertaken within the totality of circumstances of a particular case.  This includes a 
host of other factors -- those identified in the Data Roaming Order “as well as others.”
60
  In addition, the 
four reference points should be considered in conjunction with each other and not in isolation.  
21. Verizon also objects to T-Mobile’s request for guidance on grounds that the current 
dispute resolution process is working and that T-Mobile and other providers should use these remedies to 
address concerns with data roaming rates.
61
  The guidance we provide today is not an indication that the 
complaint process is not working.  Rather, we grant T-Mobile’s requested relief to address commenters’ 
concerns over the difficulties that providers are experiencing in negotiating data roaming agreements.  
This guidance will allow providers to better gauge the commercial reasonableness of data roaming terms, 
which in turn will facilitate the successful negotiation of future data roaming arrangements.
22. Further, Cellular One argues that benchmarking data roaming rates to retail, MVNO, or 
international rates would put significant downward pressure on all roaming rates indiscriminately and 
would disadvantage smaller service providers in their negotiations with larger service providers.
62
  AT&T 
also asserts that “it is reasonable to see higher rates for rural roaming than for urban roaming” due to the 
unique economic challenges faced by service providers in rural markets.
63
  As discussed above, we are 
here providing guidance that, under the terms of the Data Roaming Order, these other rates can be 
considered in any given case. The degree of relevance will depend on the facts and circumstances of the 
specific case.
64
  This approach, therefore, will continue to allow host providers substantial room for 
individualized bargaining.
                                                     
56
AT&T Opposition at 14-16.
57
See T-Mobile Petition, Exhibit 1, Mosa Declaration at ¶ 22; T-Mobile Reply Comments at 21-22; see also Sprint 
Reply Comments at 6 (explaining how LTE handsets will continue to revert to 2G/3G for voice and data service
where the LTE signal is unavailable even after deployment of VoLTE).
58
T-Mobile Reply Comments at 21-22.
59
AT&T Reply Comments at 12.
60
Data Roaming Order, 26 FCC Rcd at 5452-53 ¶ 86.
61
Verizon Comments at 2-3; Verizon Reply Comments at 5-7.
62
See Cellular One Reply Comments at 1.
63
Letter from Joan Marsh, AT&T, to Marlene H. Dortch, Secretary, FCC, WT Docket No. 05-265, filed Nov. 2, 
2014 at 1-2 (AT&T Ex Parte).
64
See Letter from Andrew W. Levin, T-Mobile, to Marlene H. Dortch, Secretary, FCC, WT Docket No. 05-265, 
filed Nov. 21, 2014 at 6 (T-Mobile Nov. 21 Ex Parte) (asserting that nothing in the T-Mobile requested guidance 
would prohibit rural providers from negotiating roaming rates that reflect the particular circumstances of their 
service areas).
Federal Communications Commission DA 14-1865
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23. Commenters in this proceeding also make various arguments about whether the data 
roaming marketplace is functioning properly and whether AT&T and Verizon have the incentive and 
ability to raise data roaming costs.
65
  As noted above, we are granting the Petition to the extent set out 
herein because T-Mobile and the majority of commenters raise concerns about how to apply the 
commercial reasonableness standard, and we believe that providing guidance as to our views of the scope 
of the Data Roaming Order will help to facilitate the successful negotiation of data roaming arrangements
on a more expeditious and less costly basis.  We do not need to address arguments about whether service 
providers have the incentive and the ability to raise their rivals’ costs, or whether these arguments have 
already been addressed in the Data Roaming Order, and we decline to do so in this declaratory ruling.
B. Additional Requests For Guidance
24. T-Mobile also seeks guidance that: (i) the presumption in the Data Roaming Order that 
the terms of an existing roaming agreement are commercially reasonable applies only with respect to 
challenges to the terms of that agreement, and not to the reasonableness of future agreements or proposed 
agreements; and (ii) inclusion of the extent and nature of providers’ build-out as a relevant factor was not 
intended to allow a host provider to deny roaming in a particular area where the otherwise built-out 
requesting provider has not built out.
66
  Commenters disagree as to the intent and purpose of these 
provisions,
67
and we believe that guidance as to our views of the application of the Data Roaming Order 
will help resolve any future disputes among roaming partners and facilitate data roaming arrangements.   
25. Presumption of Reasonableness of Existing Agreements.  The Commission stated in the 
Data Roaming Order that “[b]ecause the standard of commercial reasonableness is one that we expect to 
accommodate a variety of terms and conditions in data roaming, and to discourage frivolous claims 
regarding the reasonableness of the terms and conditions in a signed agreement, we will presume in such 
cases that the terms of a signed agreement meet the reasonableness standard and will require a party 
challenging the reasonableness of any term in the agreement to rebut that presumption.”
68
  In our view, 
the Commission intended for this presumption to apply only when a party challenges the terms and 
conditions of a signed agreement.  The Commission’s discussion of the presumption was in the context of 
a statement that “the terms of the agreement generally will govern the data roaming rights and obligations 
of the parties,” pursuant to “relevant contract law.”
69
  Such contract rights and obligations extend only 
with respect to the terms of the existing agreement, and the parties that signed it.  Thus, while applying 
the presumption to any collateral attack on those terms by either of those parties seeking to obtain 
different terms to the same agreement under the data roaming rule, the Commission did not intend for the 
presumption to apply to subsequent negotiation of another agreement (including extension or renewal of 
an existing agreement) that is not yet signed.
70
26. Further, we note that applying the presumption to subsequent negotiations would not be 
consistent with the overall purpose of the data roaming rule because, as T-Mobile and commenters note, it 
                                                     
65
See supra ¶¶ 7, 10; T-Mobile Reply Comments at 18-20; RWA Dec. 5 Ex Parte at 2-3; CCA Ex Parte at 2-3; 
AT&T Opposition at 10-16; Verizon Comments at 7-9.
66
See T-Mobile Petition at 16-23.
67
See, e.g., T-Mobile Petition at 19-23; Sprint Comments at 5-6; RWA Comments at 4-5; but see AT&T Opposition 
at 18-23; Verizon Comments at 14-16.
68
Data Roaming Order, 26 FCC Rcd at 5451 ¶ 81.
69
Id.
70
AT&T argues that the presumption of reasonableness attaches to any agreements “negotiated after the issuance of 
the data roaming rules and that were never challenged.”  AT&T Opposition at 18; AT&T Ex Parte at 2.  To the 
extent that the terms in such an agreement are the subject of negotiation of a subsequent agreement, they would not 
be presumed to be reasonable.  
Federal Communications Commission DA 14-1865
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could have the effect of perpetuating terms negotiated in prior years.
71
  A rate negotiated a year ago might 
have been commercially reasonable at that time but may no longer reflect current marketplace conditions, 
which is why the Commission limited this presumption to existing agreements and not to future 
negotiations.
72
  As discussed above, however, the seventeen listed factors in the Data Roaming Order
include “whether the parties have any roaming arrangements with each other…and the terms of such 
arrangements.”
73
  As a result, the terms of prior agreements between the parties may be relevant for
determining the commercial reasonableness of terms in a subsequent negotiation, depending on the 
circumstances of the individual case (e.g., the length of time since the prior negotiation and the existence 
of subsequent changes in marketplace conditions, technologies, and consumer demand).
74
27. To the extent a requesting provider requires data roaming services but believes a would-
be host provider’s proffered terms and conditions are commercially unreasonable, we remind such 
providers that the Commission staff may, in appropriate circumstances, order a would-be host provider to 
provide data roaming services on its proffered terms during pendency of a dispute.
75
  Such services would 
be subject to possible true-up once a roaming agreement is in place.
76
28. Build-out Factor.  To guide the Commission and the parties in determining the 
commercial reasonableness of proposed data roaming terms and conditions, “including the prices,”
77
the 
Data Roaming Order set forth a non-exclusive list of factors, including the extent and nature of providers’ 
build-out. In our view, the Commission’s inclusion of this factor was not intended to allow a host 
provider to deny roaming, or to charge commercially unreasonable roaming rates, in a particular area
simply because the otherwise built-out requesting provider has not built out in that area.
78
  Any other 
interpretation of the Commission’s order would be inconsistent with the order itself, which made clear 
that one of the primary public interest benefits of roaming is that it can allow a provider without a 
presence in any given market to provide a competitive level of local coverage during the early period of 
investment and build-out.
79
  The Commission also recognized that providers with local or regional service 
areas need roaming arrangements to offer nationwide coverage, and that there may be areas where 
expanding a provider’s network may be economically infeasible or unrealistic.
80
  The level of a requesting 
provider’s build-out is a factor in determining the commercial reasonableness of a host provider’s 
proffered terms, and we believe the Commission intended to review the matter under the case-by-case, 
totality of the circumstances approach.
81
                                                     
71
See, e.g., T-Mobile Petition at 21; Sprint Comments at 5-6; C Spire Comments at 8-9.  
72
Of course, an agreement signed prior to the effective date of the new rule would not have been negotiated 
pursuant to “the standard of commercial reasonableness” upon which the Data Roaming Order relied in establishing 
its presumption.  Thus, it would not appear to be consistent with the Commission’s intent to attach any such 
presumption to its terms in evaluating later proposed terms and conditions.
73
Data Roaming Order, 26 FCC Rcd at 5452-53 ¶ 86. 
74
See also id. (explaining how the Commission will consider as one of the listed factors “whether the providers 
involved have had previous data roaming arrangements with similar terms”). 
75
See id. at 5450-51 ¶ 80.
76
See id.
77
See supra ¶¶ 13-14.  
78
T-Mobile Petition at 22.
79
See Data Roaming Order, 26 FCC Rcd at 5421 ¶ 18; see also id. at 5435-36 ¶ 51 (declining AT&T’s request for a 
“substantial network” requirement and noting the role of roaming in build-out).
80
See id. at 5419 n.51.
81
See id. at 5452-53 ¶¶ 85-86.
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29. AT&T argues that T-Mobile is asking the Commission to ignore build-out concerns when 
providers face increased costs to build-out because of their licensed frequencies in that area and that T-
Mobile has a track record of avoiding investment in rural areas.
82
  The Commission, however, has found 
that, in some areas of the country, it is uneconomical for several providers to build-out and that some 
providers may face significantly increased costs to build-out using higher spectrum frequencies.
83
  The 
Commission will consider such build-out concerns on a case-by-case basis under the totality of the 
circumstances approach and will apply this factor to both larger and smaller providers.
84
30. Finally, some commenters ask the Commission to take additional steps, such as 
imposition of a cap or ceiling on data roaming rates,
85
endorsement of a model data roaming agreement,
86
filing of agreements with the Commission,
87
and imposition of a “shot clock” that would apply to 
negotiations.
88
  These requests are beyond the scope of the relief sought by T-Mobile, and we do not 
address them in this declaratory ruling.
89
IV. CONCLUSION
31. For the reasons set forth above, we grant the Petition and issue this Declaratory Ruling to 
provide guidance on the application of the commercial reasonableness standard, as well as the totality of 
the circumstances approach for resolving disputes between negotiating parties, set forth in the Data
Roaming Order and Section 20.12(e).  In the Data Roaming Order, the Commission concluded that the 
data roaming rule would promote consumer access to seamless mobile data coverage nationwide, 
appropriately balance the incentives for new entrants and incumbent providers to invest in and deploy 
advanced networks across the country, as well as foster competition among multiple service providers in 
the mobile wireless marketplace.  In our view, the additional guidance we provide under the standard set 
forth in Section 20.12(e) will facilitate the ability of parties to negotiate successful data roaming 
agreements, which in turn will promote the provision of high quality advanced broadband services by 
multiple service providers in urban, suburban and rural areas to the benefit of American consumers.
                                                     
82
AT&T Opposition at 22-23.
83
See Data Roaming Order, 26 FCC Rcd at 5419 n.51; see also Mobile Spectrum Holdings Report and Order, 29 
FCC Rcd at 6146 ¶ 60.
84
The Commission took a similar approach in the voice roaming context when it modified its rules with respect to 
automatic roaming by eliminating the home roaming exclusion that had excluded from the automatic roaming 
obligation any request for roaming in a location where the requesting party held spectrum suitable for the provision 
of CMRS service.  Voice Roaming Order on Reconsideration, 25 FCC Rcd at 4190, 4197 ¶¶ 18, 31.  
85
See, e.g., RWA Comments at 7-8 (arguing that the Commission should find that a data roaming rate is per se
commercially unreasonable if it exceeds the retail data rate the requesting provider charges its retail customers); 
Pinpoint Comments at 3-5, 10 (arguing that the Commission should find that a data roaming rate is de facto
commercially unreasonable if it exceeds retail or MVNO rates or rates charged to foreign providers).
86
See, e.g., RWA Comments at 9 (arguing that the Commission should endorse the RWA Model Roaming 
Agreement). 
87
See, e.g., RWA Comments at 9-10; NTCH, Flat Wireless and Blue Wireless Comments at 2-3; Pinpoint 
Comments at 8-9.
88
See, e.g., NTCA Comments at 6-8; Blooston Comments at 1-3.  
89
Under our delegated authority pursuant to 47 C.F.R. § 1.429(l), we also have already denied a petition for 
reconsideration of the Commission’s determination in the Data Roaming Order to reject such a shot clock on the 
basis that the data roaming rule allows “individual providers to seek expedited intervention by the Commission 
when a provider is unduly delaying the course of a data roaming negotiation” irrespective of any specific time frame 
for negotiations.  See Reexamination of Roaming Obligations of Commercial Mobile Radio Service Providers and 
Other Providers of Mobile Data Services, Order on Reconsideration, 29 FCC Rcd 7515, 7520 ¶ 12 (WTB 2014).
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V. ORDERING CLAUSES
32. Accordingly, IT IS ORDERED that, pursuant to the authority contained in sections 4(i), 
4(j), 5(c), and 303(r) of the Communications Act, 47 U.S.C. §§ 154(i), 154(j), 155(c), and 303(r); section 
5 of the Administrative Procedure Act, 5 U.S.C. § 554(e); sections 0.131, 0.331(a)(2), and 1.2 of the 
Commission’s rules, 47 C.F.R. §§ 0.131, 0.331, and 1.2; and paragraph 82 of the Data Roaming Order,
90
T-Mobile’s petition is HEREBY GRANTED, to the extent set forth in this Declaratory Ruling.
91
FEDERAL COMMUNICATIONS COMMISSION
Roger C. Sherman
Chief
Wireless Telecommunications Bureau
                                                     
90
Data Roaming Order, 26 FCC Rcd at 5451 ¶ 82 (“delegated authority to resolve . . . disputes with respect to the 
data roaming rule”).
91
See also Charles County Broadcasting Co., 25 R.R. 903, 906-07 (1963) (confirming Review Board’s authority 
with respect to “consideration or interpretation of existing Commission policy,” and “consider[ation of] the 
extension of present policies to include new factual situations without making new, or changing old, policy”).  See 
generally R. Pierce, Administrative Law Treatise § 2.7 (2010), quoting 107 Cong. Rec. 5847, 5849 (1961) (remarks 
of President Kennedy) (need for “reduction of existing delays in our regulatory agencies” through subdelegation, 
leading to enactment of 47 U.S.C. § 155(c)).