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  • videocam Live Online with Live Q&A
  • calendar_month December 16, 2025 @ 1:00 p.m. ET./10:00 a.m. PT
  • signal_cellular_alt Intermediate
  • card_travel Real Property - Finance
  • schedule 90 minutes

Hotel Franchise Agreements and Comfort Letters: Legal Challenges for Real Estate Lenders

Negotiating Comfort Letters, Addressing Franchise Provisions in Hotel Lending Documents

$347.00

This course is $0 with these passes:

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Description

Listen as our authoritative panel discusses why specific provisions in franchise agreements are particularly relevant to lenders and how PIP and other conditions might be reflected in the loan's reserves and other structural features. The panel will also take an in-depth look at the provisions to include in all comfort letters, which are critical to many lenders.

Before reviewing and negotiating the franchise agreement and comfort letter, counsel must confirm that the franchise agreement would otherwise be acceptable to the lender as a successor franchisee. Lender's counsel must be able to evaluate the critical provisions in the franchise agreement from the perspective of a franchisee, with particular focus on the remaining term of the deal, termination and liquidated damages provisions, purchase options and ROFRs, property improvement obligations, property management, and area of protection provisions.

The franchise comfort letter is critically important to real estate lenders when financing hotel properties. Most lenders must have assurances from the franchisor that it will be permitted to assume the franchise agreement (at its option) if the lender forecloses on the property and continues with the hotel brand with access to the reservation and other services afforded the franchisee.

The comfort letter also addresses related concerns such as the subordination of the franchise agreement to the loan, notice and cure rights concerning franchisee defaults, and the ability to assign the contract to an assignee of the loan or a subsequent property owner after foreclosure.



Presented By

Jonathan Falik
Founder and CEO
JF Capital Advisors

Mr. Falik leads the firm's hospitality business, which includes equity and debt placement, asset acquisitions and dispositions, portfolio transactions, JV structuring, asset management, management company and brand evaluation, and strategic and capital markets advisory services. Previously, he was a Senior Managing Director and the Head of Hospitality Capital Markets at BGC Real Estate Capital Markets. Simultaneously, Mr. Falik was the Head of Hotel Investment Sales for Newmark Grubb Knight Frank. Prior to that, he was a Managing Director and Head of the Lodging and Leisure Investment Banking group at Cantor Fitzgerald & Co. Prior to joining Cantor Fitzgerald, Mr. Falik was the founder and CEO of JF Capital Advisors, a lodging advisory and principal investment firm.

Tara K. Gorman
Partner
Womble Bond Dickinson

Ms. Gorman focuses her practice on hospitality law, advising clients domestically and internationally on a broad spectrum of matters, including hotel acquisitions, licensing, branding, financings, operation, and development. She has extensive experience in management, licensing, and branding agreements for hotels, restaurants, water parks, and casinos. Ms. Gorman has represented a range of institutional investors in connection with their real estate investments, as well as governmental and quasi-governmental agencies with respect to their real estate holdings. In addition to her practice, Ms. Gorman is the Chair of the Timesharing and Interval Use Committee of the Hospitality Group of the Real Property and Probate Section of the ABA; Professor in Residence (Adjunct) at the Washington College of Law of American University in Washington, D.C., as part of the Hospitality and Tourism Law Program; and on the Board of Advisors of the Georgetown University Law Center’s Hotel & Lodging Legal Summit. She regularly speaks at conferences and seminars on real estate and hospitality topics and is the author of The Law Goddess Blueprint and a contributing writer to the textbook Hotel Law – Transactions, Management and Franchising.

Guy Maisnik
Partner, Vice Chair, Global Hospitality Group
Jeffer Mangels Butler & Mitchell LLP

Mr. Maisnik has over four decades of commercial real estate transactions with a strong expertise in hotels and finance. A partner and Vice Chair of the JMBM Global Hospitality Group®, he is a senior member of the JMBM Chinese Investment Group, and a partner in the JMBM Real Estate Department. Mr. Maisnik advises clients on hospitality transactions, with both a practical business and legal focus, representing buyers, sellers, lenders, opportunity funds, special servicers, REITs and developers in hotel transactions, joint ventures, hotel management agreements and franchise agreements, buying, selling and ground leasing of hotels, hotel management companies, and complex mixed used development, fractional and timeshare structuring. He assists lenders and mezzanine lenders with the structuring of their hotel lending programs and the workout of their problem loans and portfolios. Mr. Maisnik's  practice is equally national and foreign, where Guy advises on matters throughout the United States, Mexico, Canada, South America, Caribbean, Eastern and Western Europe, Australia, Middle East and Asia.

Credit Information
  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.


  • Live Online


    On Demand

Date + Time

  • event

    Tuesday, December 16, 2025

  • schedule

    1:00 p.m. ET./10:00 a.m. PT

I. Franchise agreement: key provisions

A. Fees, fee reductions

B. Remaining term/termination and liquidated damages provisions

C. Right of first offer and right of first refusal

D. Property management rights

E. Area of protection

F. Guaranty: ability to assign

G. Property improvement plan

II. Loan document provisions to address PIP, termination, and other franchise issues

III. Comfort letters: key provisions

A. Notice and cure: monetary and non-monetary

B. Acquisition and assumption by a lender: option to terminate

C. Subsequent sale/assignment by a lender after a foreclosure

D. Subordination of franchise agreement

E. Consent to a collateral assignment

F. Assignment of loan by a lender: portfolio and CMBS lenders

The panel will review these and other key issues:

  • Which provisions in the franchise agreement are most important to the lender?
  • What provisions should be included in loan documents to address early termination, PIP, and other issues?
  • What are the critical elements of the franchise comfort letter in hotel finance, and what lender protections should be included?