ATA Unveils Model Carrier/Broker Agreements

admin · ATA Unveils Model Carrier/Broker Agreements

American Trucking Associations has released its model carrier/broker agreements, the trade organization said Tuesday in a statement.

The models are designed to provide a starting point for negotiations between carriers and brokers, ATA said.

The release of the model contracts follows an August 10 statement from the Department of Justice which ATA said indicates the government’s position that creating and publicizing the model agreements does not raise antitrust concerns.

ATA said the model agreements cover such contractual terms as the legal status of the parties, freight documentation, insurance coverage and cargo liability.

The trucking organization developed the model contracts in cooperation with its motor carrier members and incorporated comments from the Transportation Intermediaries Association.

TIA developed its own carrier/broker agreements earlier this summer, which ATA believes favor the interests of brokers and shippers over those of motor carriers

admin · SHORT-FORM MODEL

1111/2006 7i01 M I~i In 3 V 1 TOl 17752543159 P~i 001 CI 002

SHORT-FORM MODEL

MOTOR CARRIER/BROKER AGREEMENT

TIIIS MOTOR CARRIER/BROKER AGREEMENT (“Agreement”) is effective as of ____________,20 (the
“Effectivc Date”). Thc parties to this Agrecmcnt (thc “Parties”) are _________________________________________________________
________________ organized under the laws of_____________________ (“Carrier”), and ____________________________________
_______________________ a _____________________ organized under the laws of_____________________ (“Broker”). The
purpose of this Agreement is to specify the terms and conditions under which Broker will engage Carrier to perform motor contract
carriage and related services for Shippers (the “Services”), and under which Carrier will render those Services.

TERMS AND CONDITIONS

The Parties hereby agree to adopt and incorporate by reference the Terms and Conditions of the Model Motor Carrier/Broker
Agreement (“Model Agreement”) developed by the American Trncking Associations, Inc. and the exhibits and attachments thereto
which are published and available to the public on the Associations’ web site, the internet address of which is: www.tnackline.com.
To the extent there is any conflict between the terms of this Agreement and those of the Model Agreement, the terms of this
Agreement shall he controlling.

I. Contract Carriage. All Services by Carrier as a motor carrier of property in United States interstate or foreign commerce shall
be rendered as contract carriage within the meanmg of 49 U.S.C. §~ 13102(4)(B) and 14101(b). In connection with contract carriage
Services, Broker and Carrier hereby expressly waive all provisions of Chapters 137 and 147 and any other provisions of Subtitle IV,
Part B of Title 49, United States Code, to the extent that such provisions are in conflict with express provisions of this
Agreement. The
Parties do not, however, waive the provisions of that subtitle relating to registration, insurance, or safety fitness.

{Comment: if limiting the scope of the services to which this Agreement shall apply, the Parties should include the following
paragraph:

The geographic and commodity scope of the Services shall be as follows:

[INSERTDESCR[PTION OF GEOGRAPHIC ANL) COMMODITY SCOPE OF SEP VI CESJ}

2. Relationship of Parties. The relationship of Carrier to Broker is that of an independent contractor. Under no circumstances
shall employees or agents of Caffier be deemed employees or agents of Broker or Shipper, nor shall Broker or Shipper be liable for
any wages, fees, payroll taxes, assessments or other expenses relating to employees or agents of Carrier.

3. Subcontracting. Carrier shall not subcontract any Services to third parties without giving prior notice to Broker and obtaining
Broker’s consent. Any such subcontractmg, with or without notice and consent, shall not affect Carrier’s responsibilities or
liabilities
to Broker under tIns Agreement. As between Broker and Carrier, all costs of rendering the Services (including compensation of
subcontractors as well as payment of all taxes or other governmental assessments imposed on Carrier) shall be borne solely and
exclusively by Caffier. The prohibition against subcontracting does not apply to a person leased to the Carrier pursuant to the
provisions of 49 C.F.R. Part 376.

4. Due Diligence. By arrangmg for transportation of shipments by Carrier pursuant to this Agreement, Broker represents and
warrants that it has conducted due diligence with regard to the creditworthiness of Shippers tendering such shipments, and that it
vouches for same.

5. Non-Exclusivity of Services. Neither Party intends to give the other Party any exclusive rights or privileges under this
Agreement. Except as otherwise stated in this Agreement, either party may contract with or otherwise provide service to any other
motor carrier, broker, other intermediary or shipper.

6. Rates and Charges.

Option 1. Carrier shall be entitled to the rates and charges set forth in Attachment I as its sole and exclusive compensation for
rendering the Services (including any Services subcontracted to third parties or performed in a capacity other than as a motor
carrier, with or without the notices and consents required under paragraph 3. No shipment tendered under thisAgreement to Carrier

Telephone:
Facsimile:
SF1912006 7i01 M I~, In 3 V S TOl 17752543159 PMII 002 01 002 -2-

shall be subject to rates or charges set forth in any tarff or rate schedule maintained by Carrier, unless those rates and charges
are
specificolly setforth in Attachment I. Rates and charges set forth in Attachment] on the effective date of this Agreement shall not
be
changed except by the mutual written agreement oftheRarties.

Option 2. The following rates and charges shall apply to all shipments tendered to carrier onder thisAgreement:

[INSERT TABLE OFRA iFS AM) CHARGES]

7. Jnvoicma and Payment Carrier shall invoice Broker for all Services and fees. Broker shall mvoice Shippers for Carrier’s
freight charges and Broker’s cosmnissions or other fees, and to take necessary measures to collect such mvoices. Broker shall remit
freight charges owed to Carrier within [insert credit period] days of the date of Carrier’s mvoice regardless of any late payment
or non-payment to Broker by Shippers.

8. Nsurance~ Broker bond

8.1 Broker shall at all times maintam a surety bond/trust in an amount no less than __________. The form and terms of the bond
shall be consistent with the provisions ofFMCSA Form BMC 34 as that form was in effect on January 1, 2005.

8.2 Carrier shall mamtam cargo liability insurance m the amount of $____________ per occurrence.

9. Cargo Liability. The rules and procedures govemmg Carrier’s liability for loss or damage to goods in Carrier’s possession or
control as a motor carrier in connection with the Services and the 61mg and disposition of claims are set foith m Exhibit 6 of the
Model Agreement and are herby mcorporated herein, except that

Option]: the Carrier’s liabilityfor loss or damage to goods shall be governed by 49 USC. § ]4706.

Option 2: the Carrier’s liability for loss or damage to goods shall be limited to [insert amount] per pound

10 Govemmg Law. Except to the extent that such laws are preempted by reason of 49 U.S.C. * 14501(c) or other federal law, this
Agreement shall be interpreted m accordance with the laws of the State of _______________________, disregarding any choice-of-law
principle under which that State would look to the laws of another jurisdiction.

11. Notices. Pursuant to the provisions of the Model Agreement notices shall be sent to the Parties at the addresses first stated
above to the attention of the respective signatory of this Agreement.

12. Back-Solicitation

Except upon a material breach of this Agreement by Broker, Carrier shall refram from directly soliciting freight business during the
term of this Agreement, or for months thereafter, from any entity which (i) was not solicited by Carrier prior to the Effective Date
and (ii) actually tenders at least shipments to Carrier during the term of this Agreement

WHEREFORE, the Parties have executed this instrmnent as their legally binding agreement as of the Effective Date first written
above.
_________________________(Broker) _______________________(Carrier)
By its Designated Contact: By its Designated Contact:

Signature: ________________________ Signature:
Printed Name: ___________________ Frinted Name:
Title: ________________________________ Title: _________
Address: Address:

Telephone:
Facsimile:
_t

(0 American Trncking Associations, Inc. All rights reserved. Reproduction and redistribution in a manner inconsistent with the
General Instructions for the Completion of the ATA Model Motor Carrier/Broker Agreement is prohibited.)