Hospitality

Representative Matters

Real Estate and Finance  

• Represented FelCor Hotel Lodging Trust in connection with its acquisition of the Fairmont Copley Plaza. Representation included negotiation of purchase and sale agreement, coordination of due diligence matters and negotiation of assignment and assumption of collective bargaining agreement.  
• Represented Wells Fargo Bank, National Association in connection with $50,000,000 financing of The Sandpearl Resort in Clearwater, FL.  Representation included preparation and negotiation of loan documents, due diligence review of title and survey matters, zoning matters, organizational documents of borrower, and permits, licenses and approvals for the operation of the hotel.  
• Represented Wells Fargo Bank, National Association in connection with $11,000,000 financing of The Residence Inn Delray Beach, FL.  Representation included preparation and negotiation of loan documents, due diligence review of title and survey matters, zoning matters, organizational documents of borrower, and permits, licenses and approvals for the operation of the hotel.  
• Represented Wells Fargo Bank, National Association in connection with $60,000,000 financing of the Liberty Hotel, Boston, MA.  Representation included due diligence review of title, survey and zoning matters, permits, licensing and approvals for the operation of the property and coordination of liquor license pledge.  
• Represented the developer of the Back Bay Hotel (formerly Jurys Headquarters Hotel).  Representation included coordination of permits and licensing, drafting and negotiation of ground lease.  
• Represented Prudential Life Insurance Company in connection with $200,000,000.00 permanent financing of the Back Bay Hilton Hotel.  Representation included drafting and negotiating loan documents, negotiating comfort letter with Hilton Hotels, drafting and negotiating subordination non-disturbance and attornment agreements with space tenants and performing property due diligence.  
• Represented Bank of America in connection with construction financing of Le Meridien Hotel at University Park in Cambridge, MA.  Representation included drafting and negotiating construction loan documents, review and approval of development agreements, ground leases, franchise agreements, negotiation of comfort letter with hotel franchisee, drafting and negotiating of management subordination agreement and performing property due diligence.  
• Represented hotel owner in connection with the acquisition of Hartford Sheraton Hotel.  Representation included negotiation of purchase and sale agreement, performing property due diligence, negotiation of franchise assignment and assumption agreement with Sheraton Hotels, negotiation of acquisition financing documents and completion of 1031 tax free exchange.  
• Represented hotel owner in connection with the sale of Hartford Sheraton Hotel.  Representation included drafting and negotiating of purchase and sale agreement, negotiation of termination of franchise agreement with Sheraton Hotels, and coordination of due diligence materials.  
• Represented hotel owner in connection with the sale of Greensboro, NC Hilton.  Representation included drafting and negotiating of purchase and sale agreement, coordination of due diligence materials for purchaser, negotiation of franchise assignment and assumption agreement, and completion of 1031 tax free exchange.  
• Represented hotel owner in connection with financing of independently operated one hundred and fifty room hotel in Fort Lauderdale, FL.  Representation included negotiation of loan documents, negotiation of management agreement and subordination thereof, and coordination of due diligence materials for lender.  
• Represented hotel owner in connection with the sale of the Holiday Inn in North Miami, FL.  Representation included drafting and negotiating purchase and sale agreement, coordination of due diligence materials for buyer, negotiation of assignment and assumption agreement with Holiday Inn Hotels.  
• Represented hotel owner in connection with the sale of the Lowell Sheraton Hotel in Lowell, MA.  Representation included drafting and negotiating purchase and sale agreement, coordinating due diligence materials for buyer and negotiating assignment and assumption of franchise agreement with Sheraton Hotels.  
• Represented national hotel management company in connection with creating form management agreement and ancillary documents for the company.  Representation included drafting and negotiating multiple management contracts and multiple subordination of management contracts.  
• Represented high net worth individual and his affiliates in their investment in hotel properties in Plantation, FL, Hagerstown, MD and Portland, ME.  The property in Portland, ME was a purchase at a complex foreclosure sale involving sophisticated bidding strategies.  Our efforts included the repositioning of those hotels, their financing and the reflagging of the latter.    
• Represented the developers of a high-end, private golf club in South County area of Rhode Island.  AP&S attorneys determined the organization structure; helped assemble the land from numerous parties and arranged financing of those purchases; obtained local, state and federal permitting to address a multitude of concerns including wetlands, historic and environmental concerns; drafted and negotiated contracts with the numerous professionals and consultants necessary to develop such a facility; and developed the membership plan structure, the documents to effect that structure and the Blue Sky registration related to it.

Labor

• Advise new owners of a metropolitan hotel and assisted management with formulating a strategy for collective bargaining negotiations with the union representing the hotel’s employees.  Hotel management was able to achieve economic concessions regarding wages and benefits and was able to strengthen its management rights under the collective bargaining agreement.  
• Ongoing representation of Rhode Island Convention Center as labor counsel.  In this capacity, AP&S has negotiated all of the collective bargaining agreements reached by the Convention Center over its almost 20 year history with the six unions representing the employees at the facility.  In addition, AP&S has successfully handled a myriad of other labor and employment law matters involving the Convention Center, including grievance arbitrations, charges of discrimination, unemployment claims and wage and hour issues.  
• Successful representation of the State’s premier sports arena, the Dunkin’ Donuts Center as labor and employment law counsel.  The representation has included successful negotiation of collective bargaining agreements with the five unions representing the facility’s employees.  In addition, the representation has also included successful results in grievance arbitrations, defenses of charges of discrimination and other labor and employment law-related matters.  
• Successful defense of numerous restaurants in wage and hour investigations and complaints before the U.S. District Court.  Matters successfully defended have included wage and hour claims for minimum wage and overtime violations, including the resolution of a claim for only one-third of the original amount sought.  Other wage and hour law-related matters have included investigation and successful defense of tip pooling arrangements and a common enterprise claim against a local restaurant management company.  
• Representation of the State’s premier performing arts theater, the Providence Performing Arts Center.  Over the last 15 years, AP&S has successfully negotiated successive collective bargaining agreements with the International Alliance of Theatrical Stage Employees and the American Federation of Musicians.  In addition, AP&S has successfully handled numerous other labor and employment law matters involving Providence Performing Arts Center, including grievance arbitration, court complaints, unemployment claims and charges of discrimination before federal and state anti-discrimination agencies.  
• Ongoing representation of Twin River Casino, the State’s largest gaming and entertainment facility, as labor and employment counsel.  Over the last five years, AP&S’s representation of Twin River has included the successful handling of many matters, including grievance arbitration, court complaints, wage and hour claims, unemployment claims and various employment discrimination claims.  In addition, AP&S also actively advises Twin River with respect to various corporate and shareholder issues; contracts with vendors; lease agreements with food tenants; and legal and contractual issues regarding the licensing of the Twin River Event Center for concerts, trade shows, sporting events, and various other events.
• Represented a Rhode Island hospitality-industry employer in a matter involving employer liability for sexual harassment outside the workplace. The case tested the limits to which an employer will be liable for off-site actions of its employees.   

Litigation  

• Represented The Glynn Hospitality Group and certain of its subsidiaries in connection with the acquisition of 955 Boylston Street, Boston, Massachusetts and completion of a 1031 tax-free exchange.  Representation included litigation of a right of first refusal in favor of the client.  The firm was able to secure an ex parte lis pendens with respect to the property which ultimately compelled sale of the property to our client upon the terms and conditions set forth in the complaint filed on behalf of the client.     
• Extensive experience in liquor liability, food spoliation issues, food poisoning issues, security issues, negligent hiring, premises liability, municipal liquor and entertainment issues, insurance coverage review and advice and licensing representation.    
• In addition to representing bars in litigation, we represent an array of local and national restaurants in claims ranging from slip and fall incidents, food poisoning, allergic reactions, assault and battery, dram shop and other alleged torts.

 Government Relations

• Represented the Rhode Island Convention Center Authority in a $29 million acquisition of the Dunkin Donuts Center from the City of Providence. The firm handled the governmental relations issues for the legislative approval of bonds to fund the transaction as well as the actual purchase.