DISPATCH will tend to necessary load related documentation and communication over phone, fax, or email including set-up documents (carrier packet) listing DISPATCH as primary contact, rate confirmations, certificates of liability insurance with BROKER listed as Certificate Holder, Notices of Assignment (NOAs), to help tender commodity freight shipments to CARRIER for transportation in interstate commerce by CARRIER within the scope of CARRIER registered jurisdictions as per CARRIER operating authority and Carrier Profile section of this AGREEMENT. DISPATCH will seek, locate, match, bid on, negotiate rates and conditions, and bind freight quotes, contracts, or offerings to CARRIER requirements as disclosed by CARRIER in the Carrier Profile section of the AGREEMENT. DISPATCH will notify CARRIER of best-matched loads for approval prior to making a binding commitment. DISPATCH will negotiate rates on behalf of CARRIER to the best of DISPATCH ability utilizing all reasonable efforts, available resources and skills, arriving at the best possible final rate acceptable to CARRIER on a case-by-case basis. Once an order is approved by CARRIER, DISPATCH will email or fax the necessary documents to BROKER directly. DISPATCH will invoice CARRIER at time of service as well as provide CARRIER with a copy of each signed rate confirmation for CARRIER records.
DISPATCH will complete and sign all necessary documents on behalf of CARRIER with CARRIER granting such authority to DISPATCH as CARRIER'S Attorney-in-Fact and/or agent. DISPATCH will post CARRIER equipment onto online freight load board(s). DISPATCH agrees to not, in good faith, offer remuneration, favors, or kickbacks to BROKER in order to obtain loads. When necessary and within DISPATCH capabilities, DISPATCH will attempt to assist CARRIER with issues which may arise during load transit. DISPATCH agrees to have BROKER billed within 24-hours of receipt of a signed Freight Bill, Bill of Lading (BOL), or Proof of Delivery (POD) using CARRIER'S factor. If CARRIER does not have a factor, DISPATCH may recommend one. CARRIER is required to pay DISPATCH using invoice factoring services or a credit card kept on file for DISPATCH service charges. CARRIER OBLIGATIONS CARRIER agrees to factor invoices billed by DISPATCH on behalf of CARRIER unless using Quick Pay options provided by some brokers in which case CARRIER's credit card (kept on file) will be charged for services rendered. CARRIER agrees to pay DISPATCH 5% of final load pay or minimum of $25 for services rendered upon receipt of a signed Freight Bill, Bill of Lading (BOL), or Proof of Delivery (POD) using an invoice factoring service of their choice or a credit card on file. CARRIER agrees to deliver each tendered shipment to its designated destination, free of damage or loss. CARRIER agrees to fax or email all signed Freight Bills, signed Bill of Lading (BOL), or signed Proof of Delivery (POD) of all loads secured/arranged by DISPATCH and within 24 hours of signing. CARRIER agrees to maintain all proper licenses and permits as required by the USDOT and FMCSA as well as comply with all applicable State and Federal regulations pertaining to the area of intended operation, including, but not limited to California CARB compliance. This includes compliance with new laws and ensuring that any changes to laws are complied with by the CARRIER. CARRIER agrees to maintain insurance coverage of at least $750,000 in General Liability coverage ($1 Millon recommended) as well as a minimum of $100,000 in Cargo coverage. DISPATCH will be held harmless in the event of any and all claims. CARRIER is liable for all loss, damage, or liability occasioned by the transportation of property arranged by DISPATCH while in the possession of CARRIER. CARRIER shall never turn down a load and then contact the BROKER directly to accept the same load in question so as to avoid paying the earned DISPATCH fee. CARRIER agrees to never double broker any loads received by DISPATCH at any time. If this occurs, CARRIER agrees to pay DISPATCH for loss of business, both actual and estimated based on CARRIER's fraudulent and unethical actions. CARRIER agrees that the customer information being provided to CARRIER by DISPATCH is the sole and exclusive property of DISPATCH. Neither it, nor any employee, agent, or subcontractor shall back-solicit, directly or indirectly, communicate, or perform any service for compensation of any account provided by DISPATCH previously tendered to CARRIER for transportation, nor shall it pass on or reveal any customer information obtained to any other person or company. Solicitation prohibited under this AGREEMENT means participation in any conduct, whether direct or indirect, the purpose of which involves transportation and/or handling of property by CARRIER for which CARRIER
does, or did in the past, provide such service for that customer under arrangements first made or procured by DISPATCH. Solicitation includes conduct initiated or induced by CARRIER, or accepted by CARRIER, upon inducement of aforementioned DISPATCH efforts. CARRIER agrees to function under the terms of the AGREEMENT strictly as a duly permitted Contract and/or Common Carrier under ICC provisions and hereby waives any and all rate provisions, which may be contained in its published carrier tariffs. CARRIER agrees to indemnify DISPATCH and hold DISPATCH harmless for any damage to persons or property arising from CARRIER performing its duties. CARRIER agrees to understand and abide by applicable freight and transport laws including, but not limited to, MAP-21 and the Carmack Amendment. DISPATCH will take no action to ensure CARRIER compliance, and CARRIER agrees to indemnify DISPATCH against any violations of any applicable laws. Upon electronic forwarding of all load related documentation to CARRIER by DISPATCH, the DISPATCH services of Premier Dispatch Services LLC have been fully performed.
OTHER PROVISIONS DISPATCH bears NO financial or legal responsibility in transactions between BROKER and CARRIER and will not be liable for any incidental, consequential, or indirect damages for the loss of profits, or business interruption arising out of the use of the service. CARRIER agrees to hold harmless, before during and after the contract, all direct or indirect damages resulting from CARRIER hauling of shipper's freight. This includes, but is not limited to loading problems or issues, delays, overages, shortages, damages, billing and collection issues, and hours of service (HOS). DISPATCH is NOT responsible for billing or load related issues or problems nor for storing paperwork related to CARRIER completed loads. CARRIER agrees to operate under their own Motor Carrier Authority; CARRIER is responsible for complying with all USDOT and FMCSA regulations and to notify DISPATCH of changes to authority, insurance, Carrier Profile, or changes in ownership. This AGREEMENT shall be deemed effective on the first date CARRIER and DISPATCH commence business together as described in the whole of this AGREEMENT. CARRIER hereby agrees that the provisions herein properly express the complete understanding as contained in any prior agreement either written or verbal. Terms of this AGREEMENT shall be perpetual, provided that either party may terminate the AGREEMENT by giving 30 days written notice to the other.
ACCESSORIAL CHARGES DISPATCH will attempt in good faith to collect accessorial charges when possible and as per BROKER policies but with no express or implied guarantees of collection and DISPATCH will not be responsible for accessorial charges, including but not limited to detention/layover pay that remain uncollected. CARRIER agrees to hold DISPATCH harmless for any uncollected charges.
INTERPRETATION AND GOVERNING LAW
This AGREEMENT is to be interpreted as a general durable power of attorney under Utah law and shall be governed by and construed in accordance with laws of the State of Washington without giving effect to any choice of law or conflict of laws provision or rule (whether of the State of Utah or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the State of Utah.
ATTORNEY'S FEES In the event that litigation commences to enforce this AGREEMENT, the prevailing party shall be entitled to reasonable attorney's fees.
JURISDICTIONS AND VENUE DISPATCH and CARRIER hereby consent to and agree to submit to the jurisdiction of the Federal and State courts located in Clark County, Washington in connection with any claims or controversies arising out of the Dispatch Agency AGREEMENT enclosed herein.
CONSIDERATION The CARRIER agrees to pay DISPATCH as per the agreed terms, as stated in the Carrier Obligations Section of this AGREEMENT for each completed load. After 30 days the account may be placed into collection. A load is considered 'completed' once a Bill of Lading (BOL) is signed by the receiver.
DISPATCH will invoice CARRIER as per the terms of the AGREEMENT via e-Mail, or Fax only. Payment is made to DISPATCH via 5% reduction in final pay or minimum of $25 using CARRIER'S invoice factoring service of choice or charged to CARRIER's credit card kept on file. Once payment is processed CARRIER will be sent a confirmation receipt via e-Mail.
The service charge shall be deducted automatically from the amount paid by DISPATCH to CARRIER.
In the event that the broker does not pay DISPATCH, CARRIER agrees to promptly reimburse DISPATCH an amount equal to any amounts unpaid by the BROKER.
ADDITIONAL PROVISIONS DISPATCH will work within the established parameters of the Carrier Profile section of this Dispatch Agency Agreement.
In the event that DISPATCH books a load matching the CARRIER'S truck posting, the CARRIER agrees to pay DISPATCH as agreed to in the Carrier Obligations section of the AGREEMENT.
NOTE: To avoid charges for unavailable equipment, it is very important to notify DISPATCH immediately if the truck is loaded from another source.
CARRIER agrees to notify DISPATCH on the day the truck or trucks are available for dispatch and to advise DISPATCH of any immediate status change or delays.