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Program Details
2025-10-03 13:00:00
Over 1,000+ webinars
Course Overview
2025-10-03 13:00:00
1.5h CLE Credits
Intermediate
1.5
This session introduces the three primary parties in hotel SNDA negotiations: hotel owners, lenders, and hotel managers. Participants will learn how private equity firms, REITs, and family offices interact with banks, private credit sources, and both branded and third-party managers in sophisticated hotel transactions.
Diana Ovsepian
Allison McCarthyThis session examines what makes SNDAs unique tri-party agreements that define rights and obligations during loan defaults or foreclosures. Participants will explore the three foundational components—subordination, non-disturbance, and attornment—and why each element is critical to protecting party interests.
Diana Ovsepian
Allison McCarthyThis session provides deep analysis of subordination mechanics, attornment obligations, and why non-disturbance is paramount for hotel operators whose primary asset is the management agreement itself. Participants will also examine prohibited party provisions, springback concepts, cash control issues, and consent rights over amendments.
Diana Ovsepian
Allison McCarthyThis session contrasts branded management arrangements with third-party management structures and their significantly different SNDA treatments. Participants will learn why branded managers receive non-disturbance protection while third-party managers typically face termination rights, and how cash management concerns differ between these arrangements.
Diana Ovsepian
Allison McCarthyThis session explores why mezzanine lenders receive recognition agreements rather than full SNDAs, with fundamentally different rights and protections. Participants will understand the competitor approval process, liability cutoff limitations, and critical drafting considerations when senior loans include both mortgage and mezzanine components.
Diana Ovsepian
Allison McCarthyThis session examines the distinct priorities each party brings to SNDA negotiations, from lender liability limitations to manager cash access requirements. Participants will explore financial enhancement structures including key money mechanics and operating profit guarantees that increasingly complicate modern hotel SNDA negotiations.
Diana Ovsepian
Allison McCarthy
Sidley Austin LLP

Holland & Knight LLP

Sidley Austin LLP
Diana Ovsepian is a strategic advisor to clients in all aspects of commercial real estate, finance and hospitality, counseling private equity firms, REITs, hedge funds, lenders, financial institutions, and other real estate investors in domestic and cross-border real estate, hospitality and finance transactions.

Holland & Knight LLP
Allison McCarthy is a commercial real estate and hospitality lawyer who has advised owners, investors and hotel companies with respect to sophisticated hospitality transactions for nearly two decades, developing insight and understanding of the legal intricacies that affect the hospitality industry.

Sidley Austin LLP
Diana Ovsepian is a strategic advisor to clients in all aspects of commercial real estate, finance and hospitality, counseling private equity firms, REITs, hedge funds, lenders, financial institutions, and other real estate investors in domestic and cross-border real estate, hospitality and finance transactions.

Holland & Knight LLP
Allison McCarthy is a commercial real estate and hospitality lawyer who has advised owners, investors and hotel companies with respect to sophisticated hospitality transactions for nearly two decades, developing insight and understanding of the legal intricacies that affect the hospitality industry.
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.
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