Zeidel & Associates Negotiates Integrated Facility Services Agreement for Premier National Sports and Hospitality Venue

Situation

Zeidel & Associates represented a national sporting governing body in connection with the management of its approximately 161-acre, membership-based sports and hospitality venue in South Florida. The property includes multiple competition fields, spectator seating, food and beverage outlets, a spa and fitness center, a pool, tennis courts, and a variety of event spaces. The facility is widely recognized within the sport and serves as the host site for many of its highest‑profile competitions.

After years of self-managing the facility through multiple affiliated entities, the client decided to transition to a third‑party management model to enhance operational efficiency and long‑term profitability. The client would retain control over the competition fields, support facilities, and related areas, while the manager would oversee the balance of the property.

The manager’s scope was broad and operationally complex. It included technical services for the client’s infrastructure assets, including preventive, corrective, and reactive maintenance, cleaning services, food and beverage operations, special event services, spa, fitness center and other amenity operations and special projects.

The engagement also raised important transition and regulatory issues, which were made more complex by the client’s entity structure. Most of the client’s existing employees were expected to be hired by the manager, and liquor licensing issues had to be addressed in connection with the transfer of operational control over alcohol sales. The client also considered member and public feedback, together with improving the quality of the food and beverage program, to be essential to enhancing the overall venue experience. Another key consideration was the format, level of detail, and consistency of the manager’s financial reporting, including its integration with the client’s existing financial reporting systems, which was critical to the client’s oversight of operations and performance.

The client was unfamiliar with management contracts and had already been presented with the manager’s form of agreement.

Approach

Given the complexity of the engagement, Zeidel & Associates first negotiated a detailed term sheet to align the parties on the material commercial, operational, and governance terms and to support the client’s internal approval process.

The term sheet distilled a complex operational relationship into a clear framework, allowing stakeholders within the client organization to evaluate the transaction as a whole before committing to definitive documentation. Due to the need for the manager to commence operations in advance of the club’s high season, the parties agreed that the term sheet would be binding. Zeidel & Associates structured the term sheet accordingly to protect the client’s interests while preserving flexibility for the negotiation of a comprehensive master integrated facility services agreement.

Once the term sheet was executed and the manager commenced operations, additional operational details and practical challenges emerged in real time. Zeidel & Associates responded by addressing these on‑the‑ground learnings through the negotiation of the long‑form management agreement, ensuring that the definitive documentation accurately reflected the evolving operational realities while remaining consistent with the agreed framework.

We worked closely with the client to define the manager’s responsibilities. We also negotiated a detailed framework for each service category, with particular attention to employee transition issues, liquor licensing matters, service quality, the manager’s financial reporting obligations, and the client’s emphasis on member and guest satisfaction.

To support the relationship over time, a governance protocol and dispute resolution escalation process was developed to promote transparency, accountability, and efficient resolution of operational issues.

Most importantly to the client, Zeidel & Associates negotiated meaningful and detailed key performance standards tied directly to the client’s operational and financial priorities. The agreement required the manager to forfeit a portion of its fees if it failed to meet agreed performance standards, directly aligning compensation with service quality and operational results.

Zeidel & Associates also coordinated closely with liquor counsel to implement a supplemental side letter addressing regulatory concerns related to operational control. The firm negotiated the document to minimize client exposure and to preserve the primacy of the management agreement to the greatest extent possible.

When the manager disclosed that it was subject to a labor neutrality agreement, Zeidel & Associates identified the resulting labor considerations as a potential risk and engaged experienced union counsel. Together, the team advised the client on union‑related risks and negotiated satisfactory protections in the management agreement.

Result

Zeidel & Associates delivered a comprehensive integrated facility services agreement that gave the client a sophisticated outsourcing framework for its South Florida venue.

The agreement addressed a wide range of operational, transition, regulatory, and reporting issues, established clear service standards and performance metrics, and implemented a governance and escalation structure suited to a complex membership-based facility. It also reflected the client’s emphasis on service quality, food and beverage standards, financial transparency, and responsiveness to member and public feedback.