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Contract for Third
Party Logistics
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Prepared for:
[Customer Name]


Prepared by:
[Company Name]

Contract for Third Party Logistics

This Contract for Third Party Logistics (hereinafter referred to as "Contract) entered into and shall be effective as on [Effective Date] (hereinafter referred to as the "Effective Date"),

by and between

[Customer Name] (hereinafter referred to as the "Shipper"), with a principal place of business at [Customer Address], and;

[Company Name] (hereinafter referred to as the "Carrier"), with a principal place of business at [Company Address].

The Shipper and the Carrier shall be collectively referred to as "Parties" and individually as "Party".

WHEREAS the Shipper is in the business of manufacturing and/or commercializing [specify goods] (hereinafter referred to as the "Goods") and requires transportation logistic services in order to meet its needs,

AND WHEREAS the Carrier is engaged as a Third-Party Logistics (3PL) in the business of arranging and providing for the transport of property for compensation and has agreed to provide aforementioned services to the Shipper on the terms and conditions hereinafter set forth.
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Terms and Conditions

1. Definitions

For all purposes of this Contract, the following terms shall have the following meanings. Such meanings to be equally applicable to both the singular and plural forms of the terms defined, even if not so noted below.

  1. The Shipper: The Party which entrusts the Carrier for Third-Party logistics service.
  1. The Carrier: The Party provides the Third-Party logistics service to the Shipper.
  1. Bill of Lading: A bill of lading is a legal document issued by a Carrier to a Shipper that lists the type, quantity, and destination of the goods being carried. It also works as a shipment receipt for the shipment.

2. Services

During the term of this Contract, the Carrier agrees to provide to the Shipper the transportation logistics services and transportation services in accordance with the specifications set forth in Exhibit [List Exhibit Letter].

3. Characteristics of Goods

The Goods that shall be subject to the Services are described in Exhibit [List Exhibit Letter].

The Shipper shall notify the Carrier in writing about the specifications and precautions required by the Goods. The Carrier shall not be responsible for any loss, injury, or damage of the Goods if the Shipper fails to notify the Carrier about the care and special precautions required by the Goods.

4. Carrier's Obligations

The Carrier hereby agrees to provide all the aforementioned transportation logistics services and transportation services to the Shipper during the term of this Contract as requested from time to time by the Shipper.

In fulfillment of its obligations to the Shipper hereunder, the Carrier shall:

  1. Arrange for and carry out not less than [0.00]% of the transportation services associated with the shipment of products and goods from and to each [Specify Locations].
  1. Arrange for and carry out the transportation services associated with the shipment of products and goods from and to any secondary location, but only to the extent specifically requested for specific shipments by the Shipper. It is understood and agreed any secondary locations shall be primarily serviced by another Third-Party logistics provider.
  1. Arrange for a safe and timely shipment of products and other goods throughout the [Country] to, from, and between primary location, customers, suppliers, and any other authorized recipients of the products, and any secondary location if so requested by the Shipper.
  1. As time is of the essence with respect to the shipment of products, the Carrier accepts that it will not give any other Party higher priority than the given Shipper with regard to equipment availability.

5. Shipper's Obligations

The Shipper shall provide all the information as reasonably required by the Carrier to provide services and complete its obligations hereunder.

The Shipper shall have the right at any time to approve or request a change of any of the Carrier personnel or representatives to be located at any Shipper's facility or any other location such as [specify locations].

In no event shall the Carrier's personnel or representatives located at the Shipper's locations be considered employees, representatives, or agents of the Shipper for any purpose whatsoever.

6. Payments

The Carrier shall provide a monthly invoice for services to the Shipper. The Shipper shall make the payment to the Carrier within [number of days] days from the date of invoice.

Please find below the rates of the services:
Description
Quantity/No. of Hours
Price/Hourly Rate
Subtotal
[Description of Service]
[0]
$[0.00]
$[0.00]
[Description of Service]
[0]
$[0.00]
$[0.00]



Grand Total: $[0.00]
(Inclusive of All Taxes)

Date: [Invoice Date]

7. Term and Termination

This Contract shall commence on [Effective Date] and shall continue in effect until terminated pursuant to the following provisions.

Either Party may terminate this Contract if there is a material breach of the terms of this Contract by the other Party and that Party doesn't cure such breach within [Number of days] days of the date of the written notice.

The Carrier shall have the right to terminate this Contract on [Number of Days] days prior written notice if the Shipper fails to pay the amount due within [Number of days] days of the date of the written notice.

The Shipper shall have the right to terminate this Contract immediately on [Number of Days] days prior written notice to the Carrier, if, in the reasonable judgment of the Shipper, the Carrier has failed to provide transportation logistics services in accordance with the required standards, and such failure(s) continues for [Number of Days] days after written notice to the Carrier.

8. Bill of Lading

The Shipper or any other authorized representatives shall issue a bill of lading for each shipment. Any bill of lading shall contain the Shipper name and address, description of the goods, number of packages, and weight. The terms therein are to be incorporated herein, except to the extent that such terms are contrary to the provisions of this Contract. In the event of any such conflict, the terms of this Contract shall prevail. The Carrier shall retain bills of lading and delivery receipts for a period of at least [Number of Years].

9. Insurance

The Carrier shall purchase and maintain, at no cost to the Shipper, and with reputable and financially responsible insurance underwriters, the following insurance coverage:
  1. Comprehensive general liability insurance in an amount not less than $[0.00] combined single limit per occurrence, $[0.00] aggregate;
  1. Employer’s liability insurance with a minimum coverage limit of $[0.00] for each accident;
  1. Worker’s compensation insurance as required by applicable law.

10. Title and Risk of Loss; Limitation of Liability

The Shipper shall retain the title to the Goods while under the Carrier's custody or control.

The Shipper and the Carrier acknowledge and agree that the risk of loss to goods during transit shall be borne by the Carrier once the Carrier's truck leaves the Shipper's dock. The Carrier shall have the right to inspect each shipment for damage prior to leaving the loading dock and shall have the right to refuse damaged goods tendered for delivery. In case that damage occurs to goods prior to leaving the loading dock, the Carrier shall note such damage on the bill of lading and provide this bill of lading to the Party that is receiving the shipment at the ultimate destination.

The Carrier shall be liable to the Shipper for any loss or damage to goods caused by the negligence or omissions or failure to act of the Carrier.

The Carrier's liability under this Contract shall be limited to $[0.00]. In no event shall the Carrier or its affiliates, partners or agents, will be responsible for any indirect, incidental, special, punitive, or consequential damages or any loss of revenues or profits arising out of or related to this Contract. The Carrier shall not be liable for any loss or damage to the extent such is due to a force majeure event set forth in this Contract, or an act or default of the Shipper.

11. Service Level Metrics

The Shipper shall promptly receive all Goods delivered at the ultimate destinations with service level targets as set forth in Exhibit [List Exhibit Letter]. [Here mention same-day delivery, standard delivery service targets]

12. Indemnification by Carrier

The Carrier agrees to defend, indemnify and hold harmless the Shipper, from any claims, liabilities, damages, demands, losses, or injuries arising out of this Contract, whether caused by any act or omission to act by the Shipper.

13. Warranties

The Carrier warrants that:
  1. it shall perform the Services mentioned in this Contract in a professional and efficient manner;
  1. it shall comply with all the applicable laws;
  1. it has all the rights, power, and authority to enter into this Contract.

The Shipper also warrants that it shall provide the Carrier with the information and assistance required for the Carrier to render the Services.

14. Confidentiality

Both parties accept to maintain in strict confidence, and not to disclose to any unauthorized Third Party, or otherwise use or license any proprietary or confidential information of the other Party during the term of this Contract, without the other Party's prior written consent.

15. Arbitration

In the event of any dispute arising in and out of this Contract between the Parties, it shall be resolved by Arbitration. There shall be [Number of Arbitrators] which shall be appointed by [Party(s) Name(s)]. The place of Arbitration shall be [Place/Venue of Arbitration] and Seat shall be [State]. The Arbitrators’ decision shall be final and will be binding upon both Parties.

16. Trademarks

The Carrier is hereby granted the right to use the trademarks, trade names, service marks, or logos owned by the Shipper (collectively, the "trademarks"), solely to the extent required specifically in the performance of its duties under this Contract, including the right to permit Carriers to affix the trademarks to the vehicles when carrying Goods.

17. Miscellaneous

  1. Assignability: Neither Party may assign this Contract or the rights and obligations thereunder to any Third Party without the prior express written approval of the other Party which shall not be unreasonably withheld.
  1. Notices: Any notice required to be given to any of the Parties under this Contract shall be delivered by certified mail, personal delivery, or overnight delivery.
  1. Governing Law: This Contract hereto shall be governed and interpreted following the laws of [State].
  1. Amendments: No amendment, change, or modification of any of the terms, provisions, or conditions of this Contract shall be effective unless made in writing and signed on behalf of the parties hereto by their duly authorized representatives.
  1. Entirety: This Contract represents the entire understanding of the parties superseding all prior agreements, understandings, and discussions whether conveyed orally or in writing, and there are no other warranties, commitments, understandings, or representations with respect to this Contract.
  1. Severability: If any clause or provision of this Contract is illegal or unenforceable under present or future laws, then such clause or provision shall be deemed separable and shall not affect the validity of any other provision.
  1. Force Majeure: Neither of the Partners shall be liable for any failure in performance of any obligation under this Agreement due to causes beyond that Partner's reasonable control (including and not limited to any pandemic, fire, strike, act, or order of public authority and other acts of God) during the pendency of such event.
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Acceptance and Signature

IN WITNESS WHEREOF, the undersigned parties have duly executed the terms as proposed herein the Contract as of the aforementioned date.
[Customer Name]

[Company Name]
Signature
Assign signer 1
Name
Assign signer 1
Date
Assign signer 1
Signature
Assign signer 2
Name
Assign signer 2
Date
Assign signer 2
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THANK YOU

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