Structuring Liquor License and Other Permit Clauses in Hotel Purchase and Sale Agreements

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

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Conducted on Thursday, September 27, 2018

Recorded event now available

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Course Materials

This CLE course will cover the negotiation and structure of permit and license clauses in hotel purchase sale agreements, with an emphasis on liquor licenses. Our panel will discuss pitfalls in drafting and high priority considerations for practitioners addressing the transfer of liquor licenses and permits as part of a hotel’s change in ownership.


Efficient hotel purchase and sales require thoughtful drafting of the agreement and considerable due diligence by the buyer and the seller. Often, however, inadequate consideration is given to the language transferring the necessary licenses and permits that allow the new owner’s lawful operation of the venture.

Most practitioners are aware of the strict regulatory environment that governs the issuance and transfer of liquor licenses for hospitality businesses and the wide variations between jurisdictions. Failure to consider timing when applying for license and permit transfers can cause otherwise competent counsel to unwittingly allow clients to violate the law by conducting business without the required interim licenses and permits for operating during the transfer application’s pendency.

Paying careful attention to the clauses addressing the potential gaps can mean the difference in whether a deal pencils out or falls apart.

Listen as our panel of seasoned real estate attorneys discusses how to draft tight permit and license clauses that help clients avoid costly pitfalls in negotiating and closing hotel purchase and sale agreements.



  1. Overview of hotel PSAs
  2. Permit and license clauses
    1. Crucial terms
    2. Interplay with other contract provisions
    3. Timing issues
    4. Regulatory considerations
    5. Jurisdictional considerations


The panel will review these and other high priority issues:

  • How can counsel use permit and license clauses to avoid potentially deal-killing errors and delays?
  • What impact does the hotel management agreement have on the terms of permit and license clauses?
  • What are the red flags for counsel in discussions with clients regarding licenses and permits? What steps can counsel take to resolve those issues efficiently?


Marre, Daniel
Daniel G.M. Marre

Perkins Coie

Mr. Marre's practice focuses on real estate transactions and development, with an emphasis on the hotel...  |  Read More

Newman, Michael
Michael Brill Newman

Holland & Knight

Mr. Newman is a partner in Holland & Knight's San Francisco office and head of the firm's Alcohol Beverage...  |  Read More

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