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.
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.
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What Will You Learn
Attendees will learn how hotel branding structures change control, default exposure, valuation stability, and exit flexibility in ways that directly affect underwriting and enforcement. They will learn to spot the franchise agreement provisions most likely to drive defaults, foreclosure outcomes, and resale constraints, and to understand where brand leverage sits in distress. They will also learn how termination rights, PIPs, transfer approvals, and system access can determine whether collateral value is preserved or lost.
What Will You Gain
Attendees will gain a practical framework for analyzing branding and lending as a single legal risk problem, plus an issue-spotting “risk map” they can use in diligence and negotiation. They will gain deal-driven strategies for negotiating comfort letters and loan provisions that protect enforcement rights and preserve the flag through workouts, foreclosure, and resale. They will leave with drafting approaches designed for when the deal breaks, not just when it closes.
Key topics to be discussed:
Date / Time: March 11, 2026
Closed-captioning available
Nelson F. Migdal, Shareholder | 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.
Jeffrey T. Myers, Partner | 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.
I. Branding Models Demystified: Basic Structures and How they Work | 1:00pm – 2:00pm
This session frames hotel branding as a key ownership and lending strategy, showing how management agreements, franchise, soft-brand, collections and independent models change the risk profile of a hotel deal. It explains the legal and economic tradeoffs among these structures, especially around control, compliance defaults, valuation stability, and exit flexibility. The session then introduces a “franchise risk map,” highlighting the franchise agreement clauses that most directly affect underwriting and foreclosure outcomes. It closes by previewing how comfort letters and loan structuring are used to manage those risks before distress hits.
This session explains how hotel branding choices function as core ownership and lending decisions, with managed, franchised, soft-brand, collection, and independent models each shifting control, default risk, valuation stability, and exit flexibility. It then introduces a practical “franchise risk map” of the agreement clauses that most affect underwriting and foreclosure outcomes, and previews how comfort letters and loan structuring can address these risks before distress begins.
Break | 2:00pm – 2:10pm
II. Who Controls the Flag in a Default? Brand Leverage, Comfort Letters and Protecting Hotel Collateral | 2:10pm – 3:10pm
In hotel finance, the flag is often the collateral. When a hotel loan goes into distress, the question isn’t just who controls the asset, its who controls the flag. Brand termination rights, PIP obligations, and transfer approvals can quickly determine whether value is preserved or lost. Unless the deal is negotiated correctly upfront, lenders and owners may discover that brand discretion not lender remedies controls the outcome. This session provides a practical, deal-driven roadmap for negotiating comfort letters and loan-document provisions that preserve the flag, protect enforcement rights and maintain resale value when a deal breaks.
This session focuses on distress scenarios where the key question is not just who controls the hotel, but who controls the flag. It shows how termination rights, PIPs, transfer approvals, and system access can drive value preservation or loss, and provides a deal-driven roadmap for negotiating comfort letters and loan terms that protect enforcement rights and support foreclosure and resale. In short, it equips counsel to draft for the break, not just the closing.
Approved for CLE Credits
2 General
Pending CLE Approval
2 General
Approved for CLE Credits
2 General
Approved for CLE Credits
2 General
Approved for CLE Credits
2 General
Pending CLE Approval
2 General
Approved for CLE Credits
2 General
No MCLE Required
2 CLE Hour(s)
Pending CLE Approval
2 General
Approved via Attorney Submission
2.5 General Hours
Pending CLE Approval
2 General
Approved for CLE Credits
2 General
Pending CLE Approval
2 General
Pending CLE Approval
2 General
Pending CLE Approval
2 General
Pending CLE Approval
2 General
Pending CLE Approval
2 Substantive
Pending CLE Approval
2 General
Pending CLE Approval
2 General
No MCLE Required
2 CLE Hour(s)
No MCLE Required
2 CLE Hour(s)
Pending CLE Approval
2 General
No MCLE Required
2 CLE Hour(s)
Pending CLE Approval
2 General
Approved for CLE Credits
2.4 General
Pending CLE Approval
2 General
Pending CLE Approval
2 General
Pending CLE Approval
2 General
Approved for CLE Credits
2 General
Pending CLE Approval
2 General
Approved for CLE Credits
120 General minutes
Approved for CLE Credits
2.4 General
Approved for CLE Credits
2 General
Pending CLE Approval
2 General
Approved for CLE Credits
2.4 General
Pending CLE Approval
2 General
Pending CLE Approval
2.5 General
Pending CLE Approval
2 General
Approved for CLE Credits
2 General
Pending CLE Approval
2.5 General
Pending CLE Approval
2 General
No MCLE Required
2 CLE Hour(s)
Pending CLE Approval
2 General
Approved for CLE Credits
2 General
Pending CLE Approval
2 General
Not Eligible
2 General Hours
Approved for CLE Credits
2 General
Approved via Attorney Submission
2 Law & Legal Hours
Pending CLE Approval
2 General
Pending CLE Approval
2.4 General
Pending CLE Approval
2 General
only $395 yearly
only $395 yearly