Transportation, Logistics & Supply Chain Management

Transfix—Sale of freight brokerage business unit

Represented Transfix, a digital freight management and logistics company, in the sale of its freight brokerage business to strategic buyer NFI Industries. Transfix will now operate as a technology developer and supplier offering its proprietary transportation management system and other logistics software.  

Freight platform—Financing, SPAC

Represented a major domestic freight platform in business and operational issues and assisted it in document preparation, review, and negotiation in its $50 million senior revolving credit facility from MidCap Financial for go forward capital needs as well as in its business combination with a major financing entity, and a special purpose acquisition company (SPAC) sponsored by affiliates of that company. 

Logistics clients—Compliance

Advised numerous clients on compliance matters, such as the California Air Resources Board’s truck and bus regulations, including for trailer refrigeration units, and its application to in-state and out-of-state shippers, carriers, and brokers, the Federal Motor Carrier Safety Regulations, AB5, the Carriage of Goods by Sea Act, the Food Safety Modernization Act, and the Final Rule on the Sanitary Transportation of Human and Animal Food, OSHA and State level warehouse safety regulations. Also handled matters involving C-TPAT regulations, the Robinson Patman Act, and the Pacific Agricultural Commodities Act.

Consumer products retailer—Distribution solutions

Advised a major North American consumer products retailer regarding the negotiation of warehousing and port drayage contracts with service providers in New Jersey and Virginia and a wind-down agreement with a New Jersey regional distribution warehouse as part of the shut down of the company’s Northeast distribution center and consolidation of the two facilities into a single distribution center, and in regard to a Midwest U.S. intermodal/truck crossdock facility with a major Chicago-based 3PL. 

Importers and exporters—Ocean port issues

Advised various importers and exporters regarding workarounds for obtaining ocean and drayage carriage capacity and related containers and chassis, including the use of chartered services, and strategies to eliminate or minimize roadblocks to picking up and delivering containers at foreign and domestic ports due to congestion issues, including for appointment scheduling, and in regard to obtaining refunds and/or eliminating related ocean carrier detention and demurrage charges. Negotiated ocean freight and international freight forwarding agreement for 2022 shipping season and on a long-term basis. 

Retailers and manufacturers—Outsourcing agreements

Represented a significant North American retailer in the strategic planning, drafting, and negotiating of five-year agreements for the outsourcing of all warehousing and distribution functions at two new one-million-square-foot distribution centers in Pennsylvania and California to international major 3PL. In addition, participated in carrier selection, drafted and negotiated a five-year agreement with large national motor carriers to supply dedicated store delivery services from facilities. Also advised and represented an international mobility manufacturer and an international tooling and security manufacturer regarding 3PL bidding and selection for the outsourcing of, respectively, the companies’ North American and worldwide multi-modal transportation needs, and drafted and negotiated related Master Service Agreements and related statements of work. 

Transportation clients—Supply chain services

Advised various multi-national, national, and regional clients, including retailers, wholesalers distributors and manufacturers, in regards to supply chain rationalization and redundancy strategies, including service provider selection and the drafting and negotiation of modal (for-hire and dedicated) contracts for motor, ocean, air and rail transportation, third party logistics services, warehousing, and equipment purchases and leasing. 

Digital freight management provider—Contracts and strategic guidance

Advised a leading digital freight management provider on the drafting and negotiation of modal and customer contracts; development of TMS and FMS packages; and implementation of a reverse logistics offering, carrier marketing programs, insurance and bonding programs, data and personal privacy, contract employment issues, sales strategy, and strategic day-to-day and long term financial and operational planning. 

Food & beverage industry client—Warehouse and property advice

Negotiated a lease of an ambient and refrigerated warehouse facility in Arizona as well as various warehouse and logistics services agreements with food manufacturers. We also advised and assisted our client regarding obtaining a property broker permit and operating as a broker, and on various disputes regarding client payments, loss and damage claims, and UCC lien rights.

Autonomous vehicle industry client—Agreements

Negotiated agreements on behalf of an autonomous vehicle software developer/motor carrier with online and traditional retailers, motor carriers, freight brokers, and governmental agencies; for beta testing its autonomous vehicles in the Southwestern U.S.; and regarding the installation and maintenance of its hardware and software in vehicles. We also provide strategic advice on growth strategy and motor carrier statutory compliance issues. 

Retailer-owned cooperative—Negotiation with electric vehicle OEM

Negotiated a demonstration agreement on behalf of the largest retailer-owned cooperative in the U.S. with Orange EV for the testing of its electrically powered trailer switching tractors at the client’s distribution centers.