Brokerage Terms and Conditions
1. APPLICABILITY. Unless superseded by a written contract signed by The 153 Group LLC (“BROKER”) and the shipper, consignor, consignee, or any other entity claiming an interest in goods for which BROKER arranges transportation (“SHIPPER”) these Terms and Conditions shall govern brokerage service provided by BROKER, including services provided pursuant to a Rate Confirmation Agreement (“RCA”).
2. BROKER’S COMPLIANCE WITH LAW. BROKER represents and warrants that it is duly and legally qualified to operate as a property BROKER and to provide the transportation services contemplated herein. BROKER agrees to comply with all federal, state and local laws regarding the provision of such brokerage services. The Parties understand and agree that BROKER functions as an independent entity, and not as a carrier, in selling, negotiating, providing and arranging for transportation for compensation, and that the actual transportation of shipments tendered to BROKER shall be performed by third-party motor carriers (“Servicing Motor Carriers”).
3. PAYMENT AND CHARGES. BROKER will charge and SHIPPER will pay the rates and charges set forth in the RCA or as otherwise agreed for services provided by BROKER. The RCA shall be signed and agreed to by BROKER and SHIPPER before each shipment to which such RCA applies. SHIPPER agrees to pay BROKER within fifteen (15) days of receiving the invoice, with interest accruing monthly at a rate of one percent (1%) per month on any unpaid balance. SHIPPER shall also be liable for any expenses, including attorney fees, BROKER incurs in collecting its rates and charges.
4. LIMITATION OF LIABILITY. In no event shall either Party be responsible for any special or consequential damages regardless of whether the party to be charged had notice of the possibility of such damages.
5. INDEPENDENT CONTRACTOR. BROKER represents and warrants that it is an independent contractor and that its employees are under BROKER’s exclusive management and control, and that SHIPPER neither exercises nor retains any control over BROKER, its operations or employees in any manner whatsoever.
6. CONTRACT CARRIERS. BROKER shall make reasonable efforts to place SHIPPER’s loads with responsible Servicing Motor Carriers authorized to perform the services required by SHIPPER for the purposes of transporting the loads with reasonable dispatch under the direction of SHIPPER. In no event will BROKER tender any goods of SHIPPER to a Servicing Motor Carrier holding an “unsatisfactory” safety rating from the U.S. Department of Transportation. BROKER also agrees to utilize only Servicing Motor Carriers that possess all insurance coverages required by applicable law, and will also ensure such coverages at least equal the amounts required by applicable law. However, the Parties understand and agree that BROKER makes no express or implied warranties or guarantees concerning delivery time or the locating of a Servicing Motor Carrier to provide the transportation services requested by SHIPPER.
7. BROKER INSURANCE. BROKER shall comply with all insurance and bonding requirements imposed upon it by law, including its obligation to maintain a surety bond to benefit the SHIPPER.
8. CARGO LOSS, DAMAGE, OR SHORTAGE. SHIPPER acknowledges that Servicing Motor Carriers may limit their liability for cargo loss, damage or delay. It will be SHIPPER’s responsibility to insure product in-transit and SHIPPER acknowledges that if SHIPPER wishes to declare excess value higher than the Servicing Motor Carrier’s limitation, BROKER will have no responsibility to do so and it will be SHIPPER’s responsibility to do so directly with the Servicing Motor Carrier. BROKER may facilitate claims filing and processing with the Servicing Motor Carrier if SHIPPER submits to BROKER, within six (6) months of the date of delivery, a written claim, fully supported by all relevant documentation, including but not limited to the signed delivery receipt, listing the nature and cause of the claim for cargo damage. BROKER may, in its sole discretion and without liability to SHIPPER, discontinue pursuit of claims with the Servicing Motor Carrier if such claim is not resolved within sixty (60) days of receipt by BROKER. BROKER shall have no liability for cargo loss, damage, or shortage except to the extent such claims are caused by BROKER’s negligent acts or omissions, in which case, BROKER’s liability shall be limited to the charges assessed by BROKER and paid by SHIPPER with respect to the goods at issue. With respect to the standard for BROKER negligence with respect to Servicing Motor Carrier’s insurance, the failure of the Servicing Motor Carrier to possess insurance required by law will be deemed a negligent act or omission on the part of BROKER. Any lawsuit arising from such claim must be commenced within two (2) years of denial of all or any part of such claim.
9. SHIPPING DOCUMENTS. Unless otherwise agreed in writing, all shipments tendered shall be accepted on a bill of lading. In the event of a conflict between the bill of lading terms and these Terms and Conditions, these Terms and Conditions shall prevail. Upon request of SHIPPER, BROKER shall require all Servicing Motor Carriers to obtain a delivery receipt from the consignee, showing the products delivered, condition of the shipment and the date and time of such delivery.
10. NOTIFICATION OF ACCIDENTS OR DELAYS. BROKER agrees to notify SHIPPER of any accident or other event of which BROKER is apprised and which prevents the motor carrier from making a timely or safe delivery.
11. DISPUTE RESOLUTION. This RCA shall be deemed to have been drawn in accordance with the statutes and laws of the state of Indiana and in the event of any disagreement or dispute, the laws of Indiana shall apply and suit must be brought in Indiana as each party specifically submits to the exclusive personal jurisdiction of such courts for disputes arising from or related to brokerage services provided by BROKER.
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