Business Carrier Document

BUSINESS CARRIER AGREEMENT

Parties and Recitals

This Business Carrier Agreement (the Agreement) is entered into between Client Name: and Carrier Name: (collectively, the Parties).

WHEREAS, Client engages Carrier to transport, deliver and otherwise handle goods described herein in accordance with the terms and conditions set forth below;

WHEREAS, Carrier represents that it is duly authorized, licensed and insured to perform carriage and logistics services and will perform those services in a commercially reasonable and lawful manner;

WHEREAS, the Parties desire to set forth their respective obligations, payment terms, confidentiality requirements, and other terms governing the transport services to be performed under this Agreement effective as of Effective Date:

Contact and Operational Information

Scope of Work

Carrier shall provide transportation, handling, loading, unloading, and delivery services for goods tendered by Client in accordance with the terms of this Agreement. Services shall include pickup from Client-designated locations, custody of goods in transit, and delivery to the consignee or other locations specified by Client. Carrier shall perform services in compliance with all applicable laws, regulations, and industry standards.

Payment Terms

Compensation: Client shall pay Carrier the agreed service fee in the amount of USD per as consideration for the services rendered.

Invoicing and Schedule: Carrier shall submit invoices describing services rendered, dates of service, route information, and supporting documentation. Invoices are due and payable within days of invoice receipt.

Late Payment: Any past due amount shall accrue interest at a rate of on the outstanding balance, and Client shall also be responsible for collection costs and reasonable attorneys' fees incurred by Carrier in collecting overdue amounts.

Insurance, Liability and Indemnity

Insurance: Carrier shall maintain, at its expense, cargo insurance, liability insurance, and other policies as required by law and customary in the trade. Carrier shall provide certificates of insurance evidencing coverage upon Client request.

Liability: Except to the extent otherwise required by controlling statutory law governing motor carriage, Carrier's liability for loss or damage to goods shall be limited to direct damages not exceeding the lesser of the actual value of the lost or damaged goods or the amount recoverable under Carrier's cargo insurance. In no event shall either Party be liable for consequential, incidental, special or punitive damages.

Indemnity: Each Party shall indemnify, defend and hold harmless the other Party and its officers, directors and employees from and against any claims, losses, damages, liabilities and expenses (including reasonable attorneys' fees) arising out of the indemnifying Party's negligence, willful misconduct, or breach of this Agreement.

Term and Termination

Term: This Agreement shall commence on Start Date: and shall continue in effect until End Date: unless earlier terminated in accordance with this section.

Termination for Convenience: Either Party may terminate this Agreement without cause by delivering written notice to the other Party not less than days prior to the effective termination date. Termination shall not relieve either Party of obligations incurred prior to the effective date of termination.

Termination for Cause: Either Party may terminate this Agreement immediately upon written notice if the other Party materially breaches any provision of this Agreement and fails to cure such breach within thirty (30) days after receipt of written notice specifying the breach.

Confidentiality

Definition: For purposes of this Agreement, Confidential Information means non-public business, technical, financial, operational, and pricing information disclosed by one Party to the other, whether disclosed orally, visually or in writing, and that is designated as confidential or that a reasonable person would understand to be confidential under the circumstances.

Obligations: Receiving Party shall keep Confidential Information confidential, shall not use it except to perform obligations under this Agreement, and shall not disclose it to third parties except to employees, agents, and subcontractors who have a need to know and who are bound to maintain confidentiality at least as restrictive as this Agreement. Receiving Party shall exercise at least the same degree of care in protecting Confidential Information as it uses to protect its own confidential information, but in no event less than reasonable care.

Exceptions: Confidential Information shall not include information that is or becomes publicly available through no breach of this Agreement, is already known to the Receiving Party without obligation of confidentiality, is rightfully received from a third party without restriction, or is independently developed without reference to the Confidential Information.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of Governing State: without regard to its conflicts of law principles. Venue for any dispute arising out of this Agreement shall lie exclusively in the state or federal courts located in the county mutually agreed by the Parties.

Entire Agreement and Miscellaneous

Entire Agreement: This Agreement, including any attachments and written rate confirmations expressly incorporated herein, constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, proposals, and representations, whether written or oral. Any amendments or modifications must be made in writing and executed by authorized representatives of both Parties.

Assignment: Neither Party may assign its rights or delegate its duties under this Agreement without the prior written consent of the other Party, except that either Party may assign this Agreement in connection with a merger, sale of substantially all assets, or change of control provided the assignee assumes all obligations hereunder.

Severability: If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect and the Parties shall negotiate in good faith to replace the invalid or unenforceable provision with a valid and enforceable provision that achieves, to the extent possible, the original economic or legal intent of the invalid or unenforceable provision.

Additional Provisions

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