Hotel Management Agreements: Key Topics and New Frontiers

Navigating Fees, Exclusivity, Approval Rights, Finance Provisions, Brand Management and More

Recording of a 90-minute CLE webinar with Q&A

Conducted on Wednesday, June 7, 2017
Recorded event now available

This CLE webinar will cover topics of central importance to counsel preparing or reviewing hotel management agreements from a range of perspectives—whether as counsel to owner, operator, lender or potential acquiror.


In the world of hotel company M&As and IPOs, the perception is that hotel management agreements are annuities for operators and a yoke for owners to endure. How does the traditional perception square with how lawyers think through and negotiate management agreements on behalf of owners and operators?

Understanding the particulars of hotel management agreements is essential to gauging hotel value and hotel financing. Whether representing owners or operators, counsel must understand the dynamic that gives rise to the bargain embodied in a hotel management agreement and how recent case law impacts an owner’s ability to terminate a management agreement.

Listen as our authoritative panel of practitioners analyzes evolving trends in hotel management agreements and key terms such as duration, exclusivity, termination and finance provisions. The panel will discuss the core topics and will impart best practices for negotiating the agreement.


  1. The Base Fee, the Incentive Fees and All Those Other Charges
  2. Key Money
  3. Financing: Lender hot buttons
  4. Approval Rights Every Owner Should Have
  5. Performance Tests: Make It Meaningful
  6. The Brand Management Agreement - Technical Services and Pre-Opening Agreements


The panel will review these and other key issues:

  • How can counsel best balance incentives for owners and operators?
  • How are the fees structured to achieve the objectives of both parties?
  • How do counsel for lenders think through management agreement risks?
  • What kinds of criteria are most relevant for gauging performance?
  • How might one-off purchasers and bulk purchasers in leveraged buyouts conduct due diligence of in-place hotel management agreements?


Albert J. Pucciarelli, Partner
McElroy Deutsch Mulvaney & Carpenter, Ridgewood, N.J.

Mr. Pucciarelli's practice is concentrated in the areas of hotel and resort development and operations and real estate law. His experience extends to all aspects of hotel and commercial real estate development and financing. He previously was Executive Vice President, General Counsel and Secretary of Inter-Continental Hotels with over 200 hotels in 70 countries. His clients include the owners and developers of Marriott, Courtyard, Ritz-Carlton, Fairmont, Mandarin-Oriental, Park Hyatt, Andaz, St. Regis, Westin, Crown Plaza and Indigo hotel and resort projects, various hotel management companies and several closely held companies.

Ormend G. Yeilding, Shareholder
Lowndes Drosdick Doster Kantor & Reed, Orlando, Fla.

Mr. Yeilding's practice concentrates on hotel and resort development and commercial leasing, specializing in negotiating hotel management agreements with the hotel brands and with independent 3rd party managers. He routinely represents developers and institutional investors in the acquisition, financing, restructuring and disposition of resorts, hotels, golf courses and other leisure assets. He almost exclusively represents hotel owners, and negotiates hotel management agreements on behalf of REITS, hotel developers and private equity owners.


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Real Estate Law Advisory Board

David A. Barksdale


Ballard Spahr

Jacob Bart


Stroock & Stroock & Lavan

Brian W. Blaesser


Robinson & Cole

Ronald B. Grais


Sugar Felsenthal Grais & Hammer

Ren R. Hayhurst


Bryan Cave

Thomas C. Homburger

Of Counsel

K&L Gates

Susan C. Tarnower


Kilpatrick Townsend & Stockton

Clark T. Thiel


Pillsbury Winthrop Shaw Pittman

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