Commercial Transactions


“ The firm’s technical and automotive industry expertise and experience, pragmatism and responsiveness, and the results achieved, have made Honigman lawyers an important partner to our in-house legal department. ”

Valeo, Inc.
Troy, Michigan

Honigman’s Commercial Transactions practice focuses on business relationships among customers, suppliers, strategic partners, financiers, and other key constituents. Our sophisticated understanding of the legal issues and business implications arising in these complex relationships enhances our ability to address problems proactively, manage risk, and react quickly and effectively to changing, often crisis-driven situations. Our clients benefit from our substantial experience and business acumen and receive pragmatic, results-driven services and cutting-edge strategic advice.

We regularly apply our experience navigating the fast-moving, global commercial landscape to a broad range of industry sectors, including our long history representing major automotive manufacturers and their key suppliers. The depth of our capabilities provides significant advantage to clients in a wide array of businesses, including light and heavy manufacturing, defense, and technology.

Commercial Law and Agreements

Honigman advises clients on matters arising under Article 2 and Article 9 of the Uniform Commercial Code (UCC), including complex long- and short-term purchase and sale agreements, financings, the creation and perfection of security interests, lease agreements, and security interest priority audits. We work collaboratively to address the full range of complex issues arising in the supply and distribution chain, including developing purchasing and sale structures; managing purchase, sale, and warranty matters; addressing breach and adequate assurance matters; and termination rights.

We regularly negotiate and prepare terms and conditions of purchase and sale; distribution agreements; bailment and warehousing agreements; tooling and specialty equipment agreements; shipping and logistics agreements; equipment leasing agreements; management agreements; outsourcing agreements; and joint venture, teaming, and strategic alliance agreements.

Troubled Supplier Management

Honigman pioneered the practice related to financially troubled suppliers and originated the unique agreements applied to this area, including customer accommodation and access and security agreements, which have been widely adopted in the automotive and other industries.

Our troubled supplier team uses a multidisciplinary approach specifically tailored to the intricacies of each situation. We counsel clients in the many aspects of their relationships with troubled suppliers to ensure continuity of supply—given the just-in-time nature of modern manufacturing operations—and apply our experience gained over decades of practice to protect the continuity of business operations.

Financing Agreements

We work with attorneys from our Finance practice to assist clients in satisfying their financing and liquidity needs. Our attorneys have broad experience in current financing transactions and knowledge of the unique and complex issues involved in, among other things, cross-border and export/import lending, acquisition financing, and tax-exempt and real estate financing. 

Distressed Mergers and Acquisitions

Honigman successfully assists clients in the acquisition and disposition of troubled companies and their assets. Our Commercial Transactions attorneys will often join with colleagues from other practice areas to form multidisciplinary, deal-specific project teams that provide the effective strategic assistance necessary to quickly and efficiently complete distressed transactions. Attorneys from our Commercial Transactions practice and our Bankruptcy, Reorganization, and Creditor Rights practice collaborate to assist clients in purchase and sale transactions under Section 363 of the Bankruptcy Code, including as so-called stalking-horse buyers and in Article 9 foreclosure proceedings.

Restructurings and Workouts

We regularly and successfully manage the most significant issues that arise in the restructuring of businesses out of court, including liquidity problems, troubled financing arrangements, supply continuity, contingency preparation, and distressed company disputes. Our practice collaborates with our Bankruptcy/Reorganization attorneys to assist clients with liquidations, receiverships, and other arrangements. We assist troubled borrowers in negotiating financing agreements, including forbearance agreements, loan amendments, and replacement financing. We also represent of purchasers of goods and services in all aspects of financing arrangements with suppliers, including negotiating inter-creditor agreements with senior lenders.

Export Compliance

Honigman advises manufacturing and technology clients from the manufacturing and defense sectors in a range of export compliance issues. We assist businesses in navigating the complex laws and regulations that govern the control and export of commercial, dual-use, and military goods and technology, including the International Traffic in Arms Regulations (ITAR) and the Export Administration Regulations (EAR). We have substantial experience in addressing economic sanctions and embargoes enforced by the U.S. Department of the Treasury’s Office of Foreign Assets Control (OFAC) and other government agencies.

We help businesses develop and implement customized export compliance programs, including in the classification of goods and technology under export-control regimes and in the preparation and submission of registration statements, commodity jurisdiction and classification requests, and export license applications and agreements. We also represent businesses in enforcement matters, including conducting internal investigations of suspected violations of the export control and economic sanctions laws and regulations; preparing voluntary disclosures of violations; and defending civil and criminal enforcement proceedings before the Commerce Department’s Bureau of Industry and Security, the Department of State’s Directorate of Defense Trade Controls, OFAC, and the Department of Justice.

Minority and Women-Owned Business Certifications

Honigman regularly counsels clients seeking to become certified business entities—including businesses owned by women, minorities, and others—to take advantage of related incentives. We assist in developing systems designed to allow businesses to operate in a manner consistent with diversity programs.

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