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Legal Strategies in Hotel Branding and Lending: Franchise Agreements and Comfort Letters

Master the legal strategies that determine whether hotel collateral value survives a default or disappears when brand leverage controls the outcome.

2026-03-11 13:00:00

Program Details

2026-03-11 13:00:00

Program Details

2026-03-11 13:00:00

Over 1,000+ webinars

2026-03-11 13:00:00

Course Overview

Legal Strategies in Hotel Branding and Lending: Franchise Agreements and Comfort Letters

2026-03-11 13:00:00

This program explains how hotel branding choices directly shape financing risk, control, valuation stability, and exit flexibility. It breaks down the major branding structures and spotlights the franchise agreement provisions that most affect underwriting, defaults, foreclosure, and resale. It then focuses on distress scenarios where termination rights, PIP obligations, transfer approvals, and system access can determine who controls the flag.

Format

CLE Credit

2h CLE Credits

Level

Intermediate

Length

2

Key topics that will be covered

01
Branding structures
Managed, franchised, soft-brand, and independent models each shift control and default risk.
02
Franchise risk map
Identifies agreement clauses most affecting underwriting and foreclosure outcomes for lenders.
03
Control dynamics
Hotel branding decisions function as core ownership and lending strategy choices.
04
Comfort letters
Poorly negotiated letters leave lenders without cure rights or flag continuity post-foreclosure.
05
Distress scenarios
Termination rights, PIPs, and transfer approvals determine whether collateral value is preserved.
06
Exit flexibility
Loan structuring and comfort letter terms support foreclosure, resale, and brand continuity.

Program schedule

clock 1:00 pm - 2:00 pm EST

Branding Models Demystified: Basic Structures and How they Work

This session examines how managed, franchised, soft-brand, collection, and independent hotel models each shift control, default risk, valuation stability, and exit flexibility, and introduces a practical franchise risk map previewing how comfort letters address these risks before distress begins.

Nelson F. MigdalNelson F. Migdal
Jeffrey T. MyersJeffrey T. Myers
clock 2:10 pm - 3:10 pm EST

Who Controls the Flag in a Default? Brand Leverage, Comfort Letters and Protecting Hotel Collateral

This session delivers a deal-driven roadmap for negotiating comfort letters and loan provisions that preserve the franchise flag, protect lender enforcement rights, and maintain resale value when termination rights, PIPs, and transfer approvals threaten collateral in distress scenarios.

Nelson F. MigdalNelson F. Migdal
Jeffrey T. MyersJeffrey T. Myers
Nelson F. Migdal

Nelson F. Migdal

Greenberg Traurig, LLP

Jeffrey T. Myers

Jeffrey T. Myers

Blank Rome LLP

Nelson F. Migdal

Nelson F. Migdal

Greenberg Traurig, LLP

Nelson F. Migdal is a Shareholder in Greenberg Traurig’s Washington, D.C. office and Co-Chair of the firm’s Hospitality Practice, concentrating on hotel acquisitions and dispositions, hotel operations and management, franchising, licensing and branding, and hotel-related development and finance. He regularly prepares and negotiates key deal documents for hotels and resorts, including management and franchise agreements, purchase and sale agreements, and financing and leasing-related instruments tied to hotel and other real estate transactions. His practice experience is reflected in a wide range of representative matters involving major hotel and resort acquisitions, developments, and brand-related transactions.

Education & Credentials

He earned a J.D., cum laude, from Albany Law School in 1978 and a B.A., cum laude, from Hofstra University in 1975, and he is admitted to practice in the District of Columbia and New York.

Recognition & Leadership

His recognitions include listings in The Best Lawyers in America for Real Estate Law and Leisure and Hospitality Law across many years, a Chambers USA designation as “Senior Statespeople” in Leisure & Hospitality, and inclusion in Who’s Who Legal for Hospitality. He also holds an AV Preeminent rating from Martindale-Hubbell, and his firm biography notes team recognitions from Law360 in hospitality and real estate categories.

Professional Involvement

His professional involvement includes membership in the AHLA Hospitality Investment Roundtable and the International Society of Hospitality Consultants. He has served in leadership roles with the Academy of Hospitality Industry Attorneys, including as Past President and Treasurer, and he served as Adjunct Faculty at American University Washington College of Law teaching Hospitality and Tourism Law from 2013–2020. His biography also reflects ongoing industry engagement through advisory and program roles, speaking, and authorship, including Hotel Law: transactions, management and franchising.

Experience

His practice centers on hospitality and related real estate transactions, including acquisitions and dispositions, operational and management matters, franchising, licensing and branding, development, and finance. The firm biography describes representative matters spanning major hotel and resort deals and brand-related engagements, including work for owners and franchisees in connection with transactions and operational agreements.
Jeffrey T. Myers

Jeffrey T. Myers

Blank Rome LLP

Jeffrey T. Myers is a partner in Blank Rome’s Los Angeles office whose practice focuses on hospitality transactions involving hotels, resorts, restaurants, and mixed-use hospitality assets worldwide, advising owners, developers, investors, and operators across the full lifecycle of hospitality projects. He regularly works on acquisitions and dispositions, development and joint ventures, EB-5 and traditional financing, and operation and branding agreements, with a particular focus on negotiating management agreements for luxury and lifestyle hotels and destination resorts, along with related franchise, branding, and licensing arrangements.

Education & Credentials

He is admitted to practice in California and earned a B.S. from Pennsylvania State University and a J.D. from Brooklyn Law School.

Recognition & Leadership

He is listed in Best Lawyers in America for 2026, was recognized in Chambers USA for Leisure & Hospitality Law from 2022–2025 and was named among the “Top 15 Corporate Attorneys” by EB5 Investors Magazine in 2024.

Professional Involvement

His professional affiliations include membership in the American Bar Association, and his profile also highlights speaking engagement activity through 2026.

Experience

His experience includes representing clients in high-end hospitality transactions and operational agreements, including the acquisition, financing, and management of The New York EDITION by Marriott, described in his profile as the largest price-per-key transaction in 2025, and the acquisition and financing of Montage Laguna Beach, described as the highest-valued hotel sale in California history. His representative matters also include international repositioning and ultra-luxury developments, REIT portfolio acquisition/financing/management work, complex food-and-beverage and celebrity chef arrangements, and involvement in a major mixed-use destination resort and large-scale development work tied to Las Vegas CityCenter.
Nelson F. Migdal

Nelson F. Migdal

Greenberg Traurig, LLP

Nelson F. Migdal is a Shareholder in Greenberg Traurig’s Washington, D.C. office and Co-Chair of the firm’s Hospitality Practice, concentrating on hotel acquisitions and dispositions, hotel operations and management, franchising, licensing and branding, and hotel-related development and finance. He regularly prepares and negotiates key deal documents for hotels and resorts, including management and franchise agreements, purchase and sale agreements, and financing and leasing-related instruments tied to hotel and other real estate transactions. His practice experience is reflected in a wide range of representative matters involving major hotel and resort acquisitions, developments, and brand-related transactions.

Education & Credentials

He earned a J.D., cum laude, from Albany Law School in 1978 and a B.A., cum laude, from Hofstra University in 1975, and he is admitted to practice in the District of Columbia and New York.

Recognition & Leadership

His recognitions include listings in The Best Lawyers in America for Real Estate Law and Leisure and Hospitality Law across many years, a Chambers USA designation as “Senior Statespeople” in Leisure & Hospitality, and inclusion in Who’s Who Legal for Hospitality. He also holds an AV Preeminent rating from Martindale-Hubbell, and his firm biography notes team recognitions from Law360 in hospitality and real estate categories.

Professional Involvement

His professional involvement includes membership in the AHLA Hospitality Investment Roundtable and the International Society of Hospitality Consultants. He has served in leadership roles with the Academy of Hospitality Industry Attorneys, including as Past President and Treasurer, and he served as Adjunct Faculty at American University Washington College of Law teaching Hospitality and Tourism Law from 2013–2020. His biography also reflects ongoing industry engagement through advisory and program roles, speaking, and authorship, including Hotel Law: transactions, management and franchising.

Experience

His practice centers on hospitality and related real estate transactions, including acquisitions and dispositions, operational and management matters, franchising, licensing and branding, development, and finance. The firm biography describes representative matters spanning major hotel and resort deals and brand-related engagements, including work for owners and franchisees in connection with transactions and operational agreements.
Jeffrey T. Myers

Jeffrey T. Myers

Blank Rome LLP

Jeffrey T. Myers is a partner in Blank Rome’s Los Angeles office whose practice focuses on hospitality transactions involving hotels, resorts, restaurants, and mixed-use hospitality assets worldwide, advising owners, developers, investors, and operators across the full lifecycle of hospitality projects. He regularly works on acquisitions and dispositions, development and joint ventures, EB-5 and traditional financing, and operation and branding agreements, with a particular focus on negotiating management agreements for luxury and lifestyle hotels and destination resorts, along with related franchise, branding, and licensing arrangements.

Education & Credentials

He is admitted to practice in California and earned a B.S. from Pennsylvania State University and a J.D. from Brooklyn Law School.

Recognition & Leadership

He is listed in Best Lawyers in America for 2026, was recognized in Chambers USA for Leisure & Hospitality Law from 2022–2025 and was named among the “Top 15 Corporate Attorneys” by EB5 Investors Magazine in 2024.

Professional Involvement

His professional affiliations include membership in the American Bar Association, and his profile also highlights speaking engagement activity through 2026.

Experience

His experience includes representing clients in high-end hospitality transactions and operational agreements, including the acquisition, financing, and management of The New York EDITION by Marriott, described in his profile as the largest price-per-key transaction in 2025, and the acquisition and financing of Montage Laguna Beach, described as the highest-valued hotel sale in California history. His representative matters also include international repositioning and ultra-luxury developments, REIT portfolio acquisition/financing/management work, complex food-and-beverage and celebrity chef arrangements, and involvement in a major mixed-use destination resort and large-scale development work tied to Las Vegas CityCenter.

Credits by state

AK2.0
AL2.0
AR2.0
AZ2.0
CA2.0
CO2.0
CT2.0
DC2.0
DE2.0
FL2.0
GA2.0
HI2.0
IA2.0
ID2.0
IL2.0
IN2.0
KS2.0
KY2.0
LA2.0
MA2.0
MD2.0
ME2.0
MI2.0
MN2.0
MO2.4
MS2.0
MT2.0
NC2.0
ND2.0
NE2.0
NH120.0
NJ2.4
NM2.0
NV2.0
NY2.0
OH2.0
OK2.5
OR2.0
PA2.0
RI2.5
SC2.0
SD2.0
TN2.0
TX2.0
UT2.0
VA2.0
VT2.0
WA2.0
WI2.0
WV2.4
WY2.0

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Trusted by Legal Professionals

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Live stream programs

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70,000+

Trusted by Legal Professionals

MCLE Credits

Alabama
Approved
Alaska
Approved
Arizona
Approved
Arkansas
Approved
California
Approved
Colorado
Pending
Connecticut
Approved
Delaware
Pending
District of Columbia
No Required
Florida
Approved
Georgia
Approved
Hawaii
Approved
Idaho
Pending
Illinois
Approved
Indiana
Pending
Iowa
Pending
Kansas
Pending
Kentucky
Pending
Louisiana
Pending
Maine
Pending
Maryland
No Required
Massachusetts
No Required
Michigan
No Required
Minnesota
Approved
Mississippi
Pending
Missouri
Approved
Montana
Pending
Nebraska
Pending
Nevada
Pending
New Hampshire
Approved
New Jersey
Approved
New Mexico
Approved
New York
Approved
North Carolina
Pending
North Dakota
Approved
Ohio
Approved
Oklahoma
Pending
Oregon
Pending
Pennsylvania
Approved
Rhode Island
Pending
South Carolina
Pending
South Dakota
No Required
Tennessee
Approved
Texas
Approved
Utah
Pending
Vermont
Approved
Virginia
Not Eligible
Washington
Approved
West Virginia
Pending
Wisconsin
Approved
Wyoming
Pending

Alabama

Requirements

The Alabama State Bar MCLE Commission requires attorneys to complete 12 credits, including 1 ethics, by December 31 of each year. All credits must be reported by February 15 of the following year. A maximum of 12 credits, including 1 ethics credit, may be carried over for 1 year only.  

Formats

  • Attorneys can earn unlimited “live” credit through live seminars, live webcasts, and co-sponsored locations with MyLAWCLE-Alabama approved programs
  • Attorneys are limited to 6 credits per compliance period of “online” programs through MyLAwCLE On-Demand programs