Hotels & Resorts

Capabilities & Experience

Our firm has extensive experience representing hotel and resort owners, operators, and investors in the acquisition, sale, development and capitalization of luxury and full-service properties across the U.S. and internationally. We negotiate purchase and sale agreements, manage due diligence, address land use and zoning issues, and resolve title and environmental matters efficiently to keep deals on track. Our team has handled billions of dollars of acquisitions, dispositions, and financings for hotels and resorts worldwide including some of the most complicated and complex hotel and resort transactions in the United States, the Caribbean, Canada, Mexico, Europe, Asia, and the Middle East. We have also negotiated hundreds of management, franchise, license, and branding arrangements and have handled numerous high-profile transactions

Value to Clients

We offer deep industry knowledge that streamlines transactions, mitigates risk, and accelerates closings, enabling clients to maximize the value of their hospitality assets and portfolios.

Our key areas of focus include:

• Acquisitions – Advising on acquisitions and the real estate issues that arise in connection with hotels and resorts.
• Asset Disposition & Exit Strategies – Facilitating asset sales, leases, and restructurings to optimize returns and value preservation.
• Management, Licensing & Franchise Agreements – Structuring and negotiating hotel management, franchise, and licensing agreements with major brands and independent operators.
• Joint Ventures & Corporate Structuring – Structuring joint ventures related to the ownership of hotels and resorts on behalf of limited partners and sponsors. Advising on corporate structuring and tax efficiency unique to hotel assets.
• Financing – Advising lenders and borrowers in connection with matters related to senior loans, mezzanine loans, and preferred equity investments.
• Branded Residence Agreements & Mixed-Use Condominium Structures – Guiding clients to find the optimum structure for the mixed-use projects that encompass residences and other components. In addition, Foley counsels on residential marketing license agreements, sales and marketing agreements, and branding agreements.
• Employee Benefits, Compensation & Labor Matters – Providing guidance on employee benefits, incentive programs and labor matters, and compliance with regulatory requirements.
• Operational Continuity – Ensuring uninterrupted business operations, including managing franchise agreements, management agreements, vendor contracts, employment issues, and guest relations.
• Regulatory & Licensing Compliance – Addressing regulatory requirements and regulations applicable to hospitality assets.
• Food & Beverage Operations – Structuring agreements for restaurants, bars, celebrity chefs, and catering services.
• Crisis Management & Risk Mitigation – Providing legal guidance on liability issues, guest safety, cybersecurity, and reputational risk management.

Clientes representativos

• Advised client on how to best proceed with structure and development of future parcels of existing resort.
• Assisted successful bidder with the purchase of a resort located in Florida.
• Oversaw institution and enforcement of brand standards (including terminations), trademark enforcement, and 14 international affiliate relationships with 4,200 hotels in 70 countries.
• Represented a high net worth individual in the purchase of a Marriott Courtyard in Toledo, Ohio, including the restructure of the Marriott branding and management agreement.
• Represented a branded hotel owner in the Dallas Central Business District in connection with a master outsourcing arrangement for eight food and beverage venues.
• Represented a condominium hotel manager in agreements with a developer and an association and provided advice concerning securities issues.
• Represented an opportunistic private investor in the conversion of a junior mezzanine loan to 100% equity ownership and the restructure of the management and branding arrangements and senior debt facilities for a luxury boutique hotel in Dallas, Texas.
• Represented an owner/developer in the negotiation and documentation of management and branding agreements with a major international branded hotel management company for a luxury hotel and residential project in Winnipeg, Canada.
• Represented Cacique Hotel La Penca in negotiating the branding, management, and residential licensing agreements for the first Waldorf Astoria property in Costa Rica, part of a major mixed‑use resort development in Guanacaste. The project—which will include 190 guest rooms and 25 branded residences—required comprehensive negotiations with Hilton and a separate real estate marketing agreement to support this cross‑border joint venture.
• Represented client developing a hotel in Dallas, Texas in negotiations of Franchise Agreement with brand.
• Represented client regarding complex hotel real estate matters, including subdivision of airspace, asset allocation and transfer, maintenance obligations, and conveyance of improvements to a nonprofit. The work clarified ownership structures and responsibilities through detailed analysis of governing documents and Colorado law.
• Represented CR JW Hotel, LLC, a real estate owner and developer, in connection with the franchise and branding documents for a to-be-developed JW Marriott branded hotel and for sale residential project in Texas.
• Represented developer of 128-key resort to be built in Bradenton, Florida that will be flagged as a Margarativille Compass Resort pursuant to a Sub-License Agreement with Margaritaville. Also represented the developer in connection with negotiation of Management Agreement, and Technical Services Agreement with Hostmark.
• Represented Global Holdings Management Group in negotiation of a Hotel Management Agreement with a branded hotel management company.
• Represented hotel owner/developer in the acquisition, development, and branding of a boutique hotel in the Dallas metroplex.
• Represented Kaiya Development in connection with the negotiation and structuring of a master hotel management agreement for the to-be-developed luxury hotel, rental program, club, and food and beverage operations with CoralTree. Assisted client with creation of a new hotel and lifestyle brand.
• Represented large publicly traded hospitality company in the acquisition of the Declan Suites Hotel in downtown San Diego, California, for an aggregate purchase price of approximately $55,000,000.
• Represented multiple ownership groups in connection with the management and branding arrangements for recently developed Thompson, Virgin and Kimpton hotels in Dallas, Texas.
• Represented owner of a hotel in Chicago, Illinois in negotiations of Franchise Agreement with brand.
• Represented Provident Atlantic Resorts, Inc. in a company hotel management contract governing all of its properties.
• Represented the largest independent hotel manager in the United States on management contracts, sliver equity investments and portfolio transactions.
• Represented the owner of a luxury beach resort in Latin America in connection with the restructure of its management and branding arrangements with a major international hotel management company.
• Represented the ownership group, Caydon USA (the US subsidiary of an Australia based developer), in negotiating the hotel and branding documents with Kimpton for a branded luxury boutique hotel that will anchor a four tower mixed-use billion dollar development and service certain residential components of the development.
• Represented the receiver in connection with the receivership of a 48 hotel CMBS portfolio with hotels located throughout the United States, including restructuring franchise agreements with multiple brands, negotiating new management agreements with multiple thrid party managers, and the ultimate disposition of the entire portfolio.
• Represented TOG hotels, a hotel owner, against former guest that damaged hotel premises resulting in floor damage to multiple substantial portions of the hotel. Matter mediated to a favorable client settlement.
• Represented Capella Hotel Group (f/k/a West Paces Hotel Group) in connection with numerous domestic and international hotel management, technical services and license arrangements in the U.S., Mexico, Europe, the Caribbean and Asia, as well as sliver equity investments for their SOLIS and Capella luxury and ultra-luxury brands, numerous independent properties, and its strategic alliance with the Hotel and Restaurant Management Program at Auburn University.
• Represented KSL Partners in connection with the acquisition of the Montelucia Resort and Spa in Scottsdale, Arizona, as well as certain adjacent residential units and the negotiation of an affiliation agreement with InterContinental Hotels & Resorts.
• Represented a private real estate investment firm in its redevelopment of South Seas Island Resort. This includes advice in connection with a refurbishment program following Hurricane Ian’s nearly complete destruction of the resort.  We are also involved in the redesign of the Club and its amenities programs.
• Represented M Development, the owner of the Aman luxury hotel in Jackson Hole, in connection with a renovation of the hotel and modification of the operating agreement with Aman.
• Represented the owner of The Thompson Hotel in Dallas, Texas in the restructuring of the management and branding agreements with Thompson Hotels.
• Reviewed and analyzed international hotel management company’s form hotel management agreement and proposed updates and revisions.
• Served as lead counsel to Hilton Grand Vacations Inc. in its $50 million acquisition of a portion of the DoubleTree by Hilton Hotel Chicago−Magnificent Mile.
• Assisted and advised client with all aspects of structuring, documentation, development, sales, and marketing issues related to development of townhome community that will be operated as a hotel rental program, including preparing rental management agreements.
• Foley represented Hall Equities Group in its $225 million acquisition of 29 hotels and the corporate assets of ZMC Hotels, a nationwide operator of boutique and major‑brand properties. The firm also advised on multiple asset sales and financings—totaling over $130 million in additional transactions—to assemble the equity needed for the deal, while HEG retained ongoing management and development roles across several key properties. 
• Negotiated and advised client in connection with acquisition of existing hotel to convert to timeshare resort.
• Provided structure and securities advice to Wharf Landing, LLC regarding offering rental program for condominium units in a condotel in Margaritaville community in Orange Beach, Alabama.
• Represented an owner/developer in connection with the third-party management agreement and franchise agreement for a to-be developed hotel in Ponte Vedra, Florida.
• Represented client developing a luxury mixed use apartment and hotel development in Houston, Texas in negotiations of Hotel Management Agreement and Technical Services Agreement with brand.
• Represented developer of a successful luxury all-suite condominium hotel in Orlando.
• Represented Ryman Hospitality Properties, Inc., a lodging and hospitality real estate investment trust, in the US$275 million acquisition from Stratus Properties Inc. of Block 21 in Austin, Texas. The transaction includes the assumption of approximately US$141 million of existing indebtedness.
• Represented Aimbridge Hospitality in connection with investment in an equity venture formed with a private equity firm to acquire a portfolio of over 100 hotels out of bankruptcy, and the negotiation of a master management agreement for the portfolio effective both pre- and post-plan confirmation.
• Represented Gencom Group in the sale of a multistate portfolio of hospitality assets to a NYSE REIT for in excess of $250 million in cash, stock and partnership units.