Delivery Services Agreement

DELIVERY SERVICES AGREEMENT

This Delivery Services Agreement (the Agreement) is entered into as of (Effective Date), by and between the parties identified below.

Recitals

WHEREAS, Provider operates a delivery service engaged in transporting goods, packages, and consignments in the ordinary course of its business; and

WHEREAS, Client desires to engage Provider to perform delivery services under the terms and conditions set forth in this Agreement; and

WHEREAS, Provider represents that it has the necessary licenses, insurance, equipment, and personnel to provide the services described herein.

Scope of Work

Provider shall perform delivery services as agreed in writing by the parties. Services may include scheduled pickups, point-to-point deliveries, last-mile delivery, white-glove handling, and related logistics coordination. Provider shall comply with all pickup and delivery instructions provided by Client and shall perform services in a professional manner consistent with industry standards.

Payment Terms

Client shall pay Provider for services rendered in accordance with the following terms.

Bank transfer    Check    Credit card

Term and Termination

The term of this Agreement shall commence on and shall continue until unless earlier terminated in accordance with this Agreement.

Either party may terminate this Agreement for convenience upon providing the other party with days' prior written notice.

Either party may terminate immediately for material breach if the breaching party fails to cure such breach within a reasonable cure period after receipt of written notice, or immediately if required by applicable law or regulatory action.

Confidentiality

Each party shall keep confidential all non-public business information, customer data, pricing, and other proprietary information disclosed in connection with this Agreement ("Confidential Information"). Confidential Information shall not include information that is (a) already known to the receiving party without restriction; (b) publicly available other than by breach of this Agreement; or (c) rightfully received from a third party without restriction. The receiving party shall use Confidential Information solely for performance under this Agreement and shall not disclose it except to employees, agents, or contractors who have a need to know and who are bound by confidentiality obligations at least as protective as those herein.

Insurance and Regulatory Compliance

Provider shall maintain at its own expense commercial general liability, automobile liability, and cargo liability insurance with limits adequate for the services provided and shall furnish certificates of insurance upon Client request. Provider shall comply with all applicable federal, state, and local laws, rules, and regulations governing transportation, hazardous materials (if applicable), and wage and hour obligations for Provider's employees and contractors.

Indemnification

Provider agrees to indemnify, defend, and hold harmless Client and its officers, directors, and employees from and against any claims, liabilities, losses, damages, costs, and expenses (including reasonable attorneys' fees) arising out of Provider's negligence, willful misconduct, or breach of this Agreement, including claims relating to loss or damage to goods while in Provider's custody, except to the extent caused by Client's negligence or willful misconduct.

Limitation of Liability

Except for liability arising from willful misconduct or indemnification obligations, neither party shall be liable to the other for consequential, incidental, special, or punitive damages, and the parties' aggregate liability shall be limited to amounts actually paid under this Agreement during the prior six (6) month period.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of without regard to principles of conflicts of law. Venue for any dispute arising under this Agreement shall be in the appropriate state or federal courts located in the jurisdiction selected above.

Entire Agreement; Amendments

This Agreement, including any exhibits or mutually executed work orders, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, and communications, whether written or oral. No amendment or waiver shall be effective unless in writing and signed by both parties.

Miscellaneous

Neither party shall assign this Agreement without the other party's prior written consent, except that Client may assign to an affiliate or in connection with a sale of substantially all of its assets. Notices shall be in writing and delivered to the addresses set forth above or to other addresses provided in writing. If any provision of this Agreement is found invalid or unenforceable, the remaining provisions shall continue in full force and effect.

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