Cargo Transport Agreement

CARGO TRANSPORT AGREEMENT

This Cargo Transport Agreement (the "Agreement") is entered into as of Effective Date: by and between Carrier Name: with principal place of business at Carrier Address: and Shipper Name: with principal place of business at Shipper Address: .

RECITALS

WHEREAS, Carrier is duly licensed and authorized to perform cargo transport and related services by motor vehicle, rail, vessel or intermodal conveyance and maintains such personnel, equipment and facilities as are necessary to perform carriage of goods in the ordinary course of business; and

WHEREAS, Shipper desires Carrier to transport certain goods described herein from agreed origin to agreed destination on the terms, conditions and rates set forth in this Agreement; and

WHEREAS, the parties intend for this Agreement to govern the rights, duties and liabilities of the parties with respect to the carriage, storage and handling of the cargo identified below.

NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth below, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. DEFINITIONS

1.1 "Carrier" means the party identified as Carrier in this Agreement and any subcontractor engaged by Carrier to perform carriage hereunder. 1.2 "Shipper" means the party identified as Shipper in this Agreement. 1.3 "Consignment" or "Cargo" means the goods described in Section 3, together with any packaging, pallets or ancillary materials. 1.4 "Bill of Lading" means the document issued by Carrier or its agent evidencing receipt of the Cargo for carriage.

2. SCOPE OF SERVICES

Carrier shall provide transportation services for the Cargo from the Origin to the Destination in accordance with the schedules, routing and handling instructions agreed between the parties. Carrier shall exercise due care in the custody, handling and carriage of the Cargo and shall comply with all applicable laws, regulations and industry standards.

3. CARGO DESCRIPTION

4. PICKUP, HANDLING AND DELIVERY

Pickup Location: ; Pickup Date: .

Delivery Location: ; Estimated Delivery Date: .

Carrier is authorized to arrange transshipment, remove cargo from vehicles for consolidation, and to employ subcontractors as necessary, provided Carrier shall remain responsible for the performance of its subcontractors to the same extent it would be for its own employees.

5. RATES, INVOICING AND PAYMENT

Carrier shall invoice Shipper upon delivery or as otherwise agreed. Invoices not disputed in writing within days shall be deemed accepted. Late payments shall accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law.

6. ACCESSORIALS AND ADDITIONAL CHARGES

The following accessorial services may be charged in addition to the freight rate as applicable:

7. INSURANCE AND LIMITATION OF LIABILITY

Carrier shall maintain cargo insurance and public liability insurance in amounts customary in the industry. Carrier's minimum cargo liability shall be declared value coverage of unless a higher declared value is agreed in writing and additional premium paid by Shipper.

Absent an agreed declared value, Carrier's liability for loss or damage to Cargo shall be limited to the lesser of the declared value or actual invoice value of the goods at the time and place of shipment. Carrier shall not be liable for consequential, incidental or punitive damages, including loss of market or profits, except to the extent such limitation is prohibited by applicable law.

8. INDEMNIFICATION

Shipper shall defend, indemnify and hold Carrier harmless from and against any claims, losses, damages, liabilities, costs and expenses (including reasonable attorneys' fees) arising out of Shipper's negligence, breach of this Agreement, improper packing, misdescription of Cargo, or shipment of hazardous or regulated materials without prior written notice and appropriate documentation.

9. CLAIM PROCEDURE

Notice of any claim for loss, damage or delay must be given to Carrier in writing within days of delivery (or, in the case of non-delivery, within days of the scheduled delivery). Failure to provide timely written notice shall bar recovery to the extent permitted by law.

All claims must be supported by the Bill of Lading, invoice for the Cargo and such other documentation as Carrier may reasonably request.

10. BILL OF LADING AND DOCUMENTATION

Carrier shall issue a Bill of Lading or such other receipt as required by applicable law. The Bill of Lading shall govern the rights and obligations of the parties with respect to each Consignment, except as expressly modified by this Agreement.

11. COMPLIANCE WITH LAW

Each party shall comply with all applicable laws, rules and regulations in the performance of its obligations under this Agreement, including but not limited to transportation, customs, export control, hazardous materials and safety regulations. Shipper shall provide all necessary shipping papers and permits.

12. FORCE MAJEURE

Neither party shall be liable for delays or failures in performance resulting from causes beyond its reasonable control, including acts of God, strikes, pandemics, governmental actions, civil unrest, fire, flood or other natural disaster. The affected party shall give prompt notice and shall use commercially reasonable efforts to resume performance.

13. TERMINATION

Either party may terminate this Agreement for material breach by the other party which remains uncured thirty (30) days after written notice specifying the breach. Termination shall not relieve either party of liability for obligations accruing prior to termination.

14. NOTICES

All notices required or permitted under this Agreement shall be in writing and delivered to the addresses set forth below (or to such other address as a party may specify in writing). Notices shall be deemed given when delivered in person, by nationally recognized overnight courier, or by certified mail, return receipt requested.

15. AMENDMENTS, WAIVER, COUNTERPARTS

This Agreement may be amended only by a written instrument signed by both parties. No waiver shall be effective unless in writing signed by the waiving party. This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

16. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

This Agreement shall be governed by and construed in accordance with the laws chosen by the parties: Governing State: . This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.

17. MISCELLANEOUS PROVISIONS

The parties acknowledge that their respective carriers' tariffs, rules and limitation of liability statutes may apply to the carriage and shall be considered incorporated where applicable unless expressly superseded by an agreed declared value or written amendment executed by both parties.

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