MCS-150 Legal Form

MCS-150 Legal Form

This MCS-150 Legal Form (the "Agreement") is entered into on this day of by and between Carrier Name: , USDOT Number: , with principal place of business at (\"Carrier\"), and Registrant Name: , contact , located at (\"Registrant\").

RECITALS

WHEREAS, Carrier operates commercial motor vehicles as defined by applicable regulatory standards and is required to prepare and maintain accurate reporting data commonly reflected in a form titled MCS-150 (the \"MCS-150 Data\"); and

WHEREAS, Registrant has the capability to assist with collection, preparation and submission of Carrier's MCS-150 Data and related attestations, and Carrier desires to engage Registrant to prepare, review and submit such information on the terms set forth herein; and

WHEREAS, the parties intend by this Agreement to establish respective responsibilities for accuracy, certification, record retention, audit cooperation and indemnity relating to preparation and submission of the MCS-150 Data.

NOW, THEREFORE

In consideration of the mutual covenants set forth herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. DEFINITIONS

1.1. \"MCS-150 Data\" means the information required for the MCS-150 filing including, without limitation, Carrier identification, vehicle counts, driver counts, operation classification, cargo description, and contact information. "Effective Date" means the date set forth above.

2. CARRIER REPRESENTATIONS AND WARRANTIES

Carrier represents and warrants that all information provided to Registrant for preparation of the MCS-150 Data will be true, complete and accurate as of the Effective Date and that Carrier has full authority to disclose and certify such information. Carrier shall notify Registrant promptly of any material change in information provided prior to submission.

3. REGISTRANT OBLIGATIONS

Registrant shall (a) prepare and review the MCS-150 Data based on information provided by Carrier; (b) submit the MCS-150 Data to the appropriate recipient as directed by Carrier; and (c) exercise commercially reasonable care and professional diligence in the preparation and submission process. Registrant is not responsible for errors resulting from Carrier's incomplete or inaccurate information.

4. CARRIER DATA (TO BE COMPLETED)

5. CERTIFICATION AND ATTESTATION

Carrier certifies that, to the best of its knowledge and belief, the MCS-150 Data provided to Registrant for preparation and submission is true, correct and complete. Carrier acknowledges that the MCS-150 Data is subject to penalties for intentional falsification as provided under applicable law and that Carrier remains solely responsible for certification of the final submitted data.

Carrier acknowledges that Registrant will rely on Carrier-supplied information and that Registrant's role is limited to preparation and submission services unless otherwise expressly agreed in writing.

6. RECORDS; AUDIT COOPERATION

Carrier shall maintain, for a period of not less than four (4) years after submission, records supporting the MCS-150 Data, including payroll records, vehicle inventories, maintenance logs and other documentation. Registrant shall cooperate with any reasonable audit or inquiry concerning the accuracy of the submitted MCS-150 Data and provide copies of submissions upon request.

7. INDEMNIFICATION

Carrier agrees to indemnify, defend and hold harmless Registrant and its affiliates, officers and employees from and against any and all claims, losses, liabilities, damages, costs and expenses (including reasonable attorneys' fees) arising out of or resulting from Carrier's negligent or willful provision of false or incomplete information, or from Carrier's failure to perform any obligation under this Agreement.

8. LIMITATION OF LIABILITY

EXCEPT FOR LIABILITY ARISING OUT OF GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR INDEMNIFICATION OBLIGATIONS SET FORTH HEREIN, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR CONSEQUENTIAL, SPECIAL, INCIDENTAL OR PUNITIVE DAMAGES, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9. NOTICES

All notices required or permitted under this Agreement shall be in writing and delivered by personal delivery, nationally recognized overnight courier, or certified mail, return receipt requested, to the addresses stated above or to such other address as a party may designate by notice in accordance with this section.

10. AMENDMENTS; WAIVER

No amendment or modification of this Agreement shall be effective unless in writing and signed by both parties. No failure or delay by either party to exercise any right under this Agreement shall constitute a waiver of that right.

11. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the substantive laws of the state selected by the parties below, without regard to conflict of law principles.

12. ENTIRE AGREEMENT; SEVERABILITY

This Agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements and understandings, whether written or oral. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

13. COUNTERPARTS

This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Signatures transmitted by electronic means shall be deemed binding.

Sign Now