Shipping Conditions of Carriage

SHIPPING CONDITIONS OF CARRIAGE

Parties

Carrier Name:    Carrier Address:

Shipper Name:    Shipper Address:

Recitals

WHEREAS, Carrier is duly authorized to provide transportation and related services for goods, and maintains operating authority, equipment and personnel to perform carriage under the terms set forth herein;

WHEREAS, Shipper desires Carrier to transport certain shipments described below and to accept and perform carriage under these Shipping Conditions of Carriage; and

WHEREAS, the parties agree that these Shipping Conditions of Carriage set forth the full terms governing transport of goods, including limitations of liability, payment terms, and claims procedures.

Scope of Work

Goods, Packaging and Documentation

Shipper warrants that all goods tendered are properly described, packaged, marked and labeled for carriage, and that all required documentation, permits and declarations have been furnished. Description of goods:

Payment Terms

Contracted Freight Amount:    Currency:

Payment Due: within days of invoice.    Late Payment Fee: per month or the maximum permitted by law, whichever is less.

Term and Termination

Term Commencement Date:    Term Expiration Date:

Either party may terminate this Agreement for convenience upon days' prior written notice. Termination for cause is permitted immediately upon written notice for material breach that remains uncured after ten (10) days' notice unless otherwise stated in this Agreement.

Liability, Insurance and Indemnity

Carrier's liability for loss, damage or delay to goods shall be limited to the lesser of: (a) declared value as shown on the transport document; (b) per shipment; or (c) applicable statutory limits. Claims for concealed damage must be reported in accordance with the Claims Procedure below.

Insurance: . If Carrier procures insurance, premium shall be charged to Shipper unless otherwise agreed in writing.

Indemnity: Shipper shall indemnify and hold Carrier harmless from claims, fines, penalties and expenses arising from Shipper's negligent or willful acts, misdeclaration of goods, insufficient packaging, or failure to provide required documents.

Dangerous and Regulated Goods

Shipper represents and warrants that no goods tendered are hazardous unless fully declared and accompanied by required documentation and packaging. Shipper must provide a written declaration for dangerous goods:   Declaration attached:

Claims Procedure and Time Limits

All claims for loss, damage or delay must be presented in writing to Carrier within days of delivery (or, in the case of non-delivery, within days from the date goods were due). Legal action must be commenced within days after loss is discovered, subject to mandatory statutory limits.

Force Majeure

Neither party shall be liable for failure or delay in performance arising from causes beyond its reasonable control, including but not limited to acts of God, war, labor disputes, governmental action, pandemics, or severe weather. The affected party shall promptly notify the other and undertake reasonable efforts to mitigate the effects of the force majeure event.

Confidentiality

Each party shall keep confidential and not disclose commercial terms, pricing, customer lists or other non-public information obtained in connection with this Agreement for a period of years following termination, except as required by law or with the prior written consent of the other party.

Governing Law and Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of , without regard to its conflict of laws principles. Parties shall first attempt to resolve disputes by good faith negotiation; if unresolved, disputes shall be resolved by binding arbitration or litigation as agreed:

Entire Agreement

This document, together with any referenced schedules, bills of lading or transport documents, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior negotiations, representations and agreements, whether written or oral. Any amendment must be in writing and signed by authorized representatives of both parties.

Miscellaneous

Severability: If any provision is found invalid or unenforceable, the remainder shall remain in effect. Waiver of any breach shall not constitute a waiver of any other provision.

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