Thursday, November 5
8:00 - 8:30 am - Registration & Continental Breakfast
Sponsored by Sheppard, Mullin, Richter & Hampton LLP
8:30 - 8:45 am - Welcome & Overview
J. Weili Cheng, Program Co-Chair
Robert W. Lannan, Program Co-Chair
Alisha Avril, Program Attorney
8:45 - 10:15 am - Hotel Business Update: Acquisitions & Spin-Offs
Moderator: J. Weili Cheng, Senior Vice President & Deputy General Counsel, The Ritz-Carlton Hotel Company, L.L.C.
Panelists: Jay Feldman, Goodmans LLP David Mann, Senior Vice President & Associate General Counsel, Marriott International, Inc.
Judy Miles, General Counsel, KHP Capital Partners; former Executive Vice President, General Counsel & Secretary, Kimpton Hotel & Restaurant Group
Rena Hozore Reiss, Executive Vice President, General Counsel & Secretary, Hyatt Hotels Corporation
Jay H. Shah, Chief Executive Officer, Hersha Hospitality Trust
• Identify key issues in due diligence, whether chain-wide or individual hotel transactions
• Compare top priorities for targets of an acquisition or a company to be spun off
• Examine concerns of owners, franchisees, investors, and Wall Street
• Identify critical components of a successful transition, whether integration or independence is the goal
10:15 - 10:45 am - Networking Break
10:45 am - 12:15 pm - Hotel Industry General Counsels’ Panel
Moderator: Mark M. Chloupek, Executive Vice President & General Counsel, La Quinta Inns & Suites
Panelists: Brian Cameron, Senior Vice President & General Counsel, Atrium Holding Company
John R. Dent, General Counsel & Corporate Secretary, Extended Stay America, Inc.
Erica H. Hageman, Executive Vice President & General Counsel, Interstate Hotels & Resorts, Inc.
Scott J. Lynn, Senior Vice President, General Counsel & Corporate Secretary, Ryman Hospitality Properties, Inc.
• Learn about legal issues in the industry from a panel representing brand companies, hotel owners, and independent management companies
• Hear a unique legal perspective from panelists with years of experience in the industry but who are new to the position of general counsel
• Explore the challenges of assuming the role of a company’s chief legal officer
12:15 – 1:45 pm - Lunch and Address
Speaker: W. Edward Walter, President and Chief Executive Officer, Host Hotels & Resorts Inc.
1:45 – 2:45 pm - “Show Me the Money”: Adventures in the Pursuit of Equity & Debt
Moderator: John Sauter, Principal & Managing Director, CBRE Global Investors
Panelists: Glenn Alba, Managing Director, Real Estate Group, Blackstone Group, L.P.
Carol Weld King, Morris, Manning & Martin, LLP
Janis Loegering, Locke Lord LLP
David R. Sloan, Senior Vice President & General Counsel, Sunstone Hotel Investors, Inc.
• Explore legal issues related to diversified forms financing in a market with increased forms of hospitality assets
• Consider market drivers, financing characteristics, and balance of risk and reward in today’s environment of increased regulation and the hunt for yield
• Hear perspectives of representatives of REITs, providers of traditional leveraged finance, and equity investors
2:45 – 3:15 pm - Networking Break
3:15 – 4:45 pm - Crisis Management in the Hotel & Lodging Industry
Moderator: Forrest A. Hainline III, Goodwin Procter LLP
Panelists: Sean C. Griffin, Garvey Schubert Barer
Alicia Kabiri, Vice President & Senior Counsel, Hilton Worldwide, Inc.
Jeffrey L. Poston, Crowell & Moring LLP
Lin-Hua Wu, The Brunswick Group LLP
• Discuss how and why crisis management requires a unique perspective in the hotel industry
• Learn about legal issues involved when you prepare for and respond to crises, including: data security breaches, government investigations, terrorist incident, and natural disasters
• Consider the interplay between legal and public relations concerns in crisis management
4:45 – 6:15 pm - Networking Reception
Sponsored by Locke Lord LLP
Friday, November 6
7:30 – 8:00 am - Continental Breakfast
8:00 – 10:00 am - The Ethics of Addressing Latent Sources of Corporate Liability
Moderator: Robert W. Lannan, Lannan Legal PLLC
Panelists: Jennifer E. Constantinou, Vice President – Litigation & Government Relations, Wyndham Hotel Group
Michael Downey, Downey Law Group LLC; Adjunct Professor of Legal Ethics, Washington University Law School
Kevin Gallagher, Assistant General Counsel, Host Hotels & Resorts, Inc.
Jerry Kraisinger, Senior Vice President & General Counsel, Avendra LLC
Louise Nelson, Senior Vice President and Assistant General Counsel, Hilton Worldwide, Inc.
• Examine the attorney’s role in helping a client respond to a latent source of liability
• Using real crises and hypothetical examples, consider statutory and regulatory reforms, civil enforcement actions, and criminal prosecutions resulting from organizations’ failures to respond to “constituent wrongdoing”
• Discuss ABA model Rules 1.2, 1.3, 1.4, 1.6, 1.13, 1.16, 2.1, 3.3, 4.1, 5.7, and 8.4
10:00 – 10:30 am - Networking Break
10:30 am – 12:00 pm - Joint Employment, Vicarious Liability, Franchisees, & Independent Contractors
Moderator: Steven M. Goldman, Garvey Schubert Barer, Adjunct Professor, Georgetown University Law Center
Panelists: Margaret C. Egan, Senior Vice President & Associate General Counsel, Hyatt Hotels Corporation
Zachary D. Fasman, Proskauer Rose LLP
Laura E. FitzRandolph, Executive Vice President & Chief Human Resources Officer, Interstate Hotels & Resorts, Inc.
Prof. David Sherwyn, John and Melissa Ceriale Professor of Hospitality Human Resources; Director, Cornell Institute for Hospitality Labor & Employment Relations; Stephen H. Weiss Presidential Fellow
• Discuss the NLRB’s reconsideration of the “joint employment” in Browning-Ferris and the McDonald’s litigation
• Investigate whether joint employment liability is an appropriate response to today’s “fissured workplaces”
• Examine franchisor vicarious liability based on control and enterprise liability
• Learn what companies can do to minimize joint employment liability
• Identify limitations of traditional risk management tools like insurance and indemnities
• Learn whether hotel owners and independent operators can be join employers
12:00 pm – 12:15 pm - Boxed Lunch Distribution
Sponsored by First American Title Insurance Company
12:15 – 1:45 pm - Concurrent Sessions
Session A: How Counsel Should Act Now to Prepare for the Next Downturn
Moderator: Priscilla Saba, Vice President & Senior Counsel, Marriott International, Inc.
Panelists: Marcus Banks, Senior Vice President, Litigation, Government Relations & Employment Law, Wyndham Worldwide Corporation
David M. Neff, Perkins Coie LLP
David H. Smith, Senior Vice President, CWCapital Asset Management LLC
Dennis P. Talty, Dennis P. Talty & Associates
• Explore how owners, management companies, and lenders can collaborate to weather an economic storm from a legal perspective
• Discuss how parties can protect themselves when working collaboratively is not an option
• Consider the legal issues related to the economic cycles of the hotel industry and inevitable downturns
• Apply lessons from prior downturns to prepare for and minimize the impact of the next one
Session B: We Have an Agreement…Now What? Hotel Owner-Manager Dynamics
Moderator: Todd E. Soloway, Pryor Cashman LLP
Panelists: Larry J. Mundy, Deputy General Counsel, FelCor Lodging Trust Incorporated
Laura B. Mutterperl, Vice President & Associate General Counsel, Starwood hotels & Resorts Worldwide, Inc.
Timothy Q. Hudak, Echert Seamans Cherin & Mellott, LLC
• Explore the pressure points that arise when negotiating a management agreement between owners, operators, and brands
• Identify legal issues that arise in the course of operating the hotel
• Return to your office with practical insight and best practices for confronting the legal issue
1:45 – 2:00 pm - Networking Break
2:00 – 3:30 pm - Concurrent Sessions
Session A: Mini-MBA 202: Financial Literacy for Hospitality Lawyers
Speaker: Leeny Oberg, Chief Financial Officer, The Ritz-Carlton Hotel Company, L.L.C.
• Understand why basic knowledge of financial statements is crucial or every well-rounded in-house or outside counsel to provide informed recommendations to a business
• Review basic knowledge of financial statements and accounting concepts for hotel industry in-house or outside counsel building on last year’s sessions
• Obtain new insight about what a hotel operating statement tells you
• Learn how to determine how much a hotel is worth
Session B: Implications of New Union Organizing Rules
Moderator: Paul E. Wagner, Stokes Wagner Hunt Maretz & Terrell
Panelists: Celeste R. Yeager, Littler Mendelson P.C.
Paul Ades, Senior Vice President, Labor Relations & Operations Hilton Worldwide, Inc.
Harold Morgan, Senior Vice President, Human Resources, White Lodging Services Corporation
• Obtain an overview of the current state of union organizing
• Consider new ways unions support organization efforts
• Compare and contrast cooperative and contentious relationships with industry unions
• Receive examples of how different unions are reacting to new rules
• Explore options for owners and operations facing union issues
3:30 pm - Adjournment
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Bonus On-Demand Access
This add-on includes access to all recorded sessions post-program. You may receive CLE credit for new sessions online. You cannot claim credit for taking the same sessions in person and online. If you register for this option, you will receive a separate email providing you with additional information on how to access the content online.