TERMS AND CONDITIONS FOR BROKER SERVICES (BUSINESS SHIPPERS)
1. INTRODUCTION AND ACCEPTANCE
These Terms and Conditions for Freight Broker Services (“Terms”) govern all brokerage services (“Services”) provided by TFI Trans Inc. (“Broker”) to any shipper, consignor, consignee, broker, forwarder, or any party engaging Broker to arrange transportation of property, goods, or motor vehicles (each a “Shipper”). Broker and Shipper may be referred to individually as a “Party” and collectively as the “Parties.”
Broker operates solely as a BROKER, registered with the FMCSA under USDOT 2430736 / MC 837905, authorized to arrange transportation with third-party motor carriers (“Motor Carriers”). Broker does not act as a motor carrier and never assumes care, custody, or control of Shipper’s freight.
By requesting Services, Shipper acknowledges and agrees to these Terms. These Terms override all conflicting terms contained in any Shipper documentation.
2. BROKER SERVICES
2.1 Scope of Services
Broker agrees, as an independent contractor, to arrange transportation of Shipper’s freight using qualified, authorized Motor Carriers. Shipper acknowledges that Broker does not take possession of cargo.
2.2 Not a Motor Carrier
Any reference to Broker as a “carrier” is deemed a clerical error and does not alter Broker’s legal status.
2.3 Motor Carrier Qualification
Broker will utilize Motor Carriers that:
- Hold valid FMCSA operating authority
- Maintain required insurance levels
- Do not have a rating of “Unsatisfactory”
- Comply with all federal and state laws
3. ORDER TRANSMISSION
Shipper may place orders electronically, via written communication, or via an approved API or portal. Broker reserves the right to accept or decline any order.
4. COMPENSATION AND PAYMENT TERMS
4.1 Freight Charges
Rates may be established by written quote, rate schedule, tariff, or spot rate confirmation. All rates include Broker’s commission.
4.2 Accessorial Charges
Shipper is responsible for additional charges including, but not limited to:
- Detention
- Layover
- Reconsignment
- Storage
- Special equipment
4.3 Payment Terms
Invoices are due within 15 days unless disputed in writing. Wrongfully withheld funds accrue interest at 1.5% per month.
5. FREIGHT OPERATIONS AND CARRIER REQUIREMENTS
Broker requires each Motor Carrier to agree to:
- Maintain \$1,000,000 automotive liability insurance
- Maintain minimum \$250,000 cargo insurance
- Comply with safety and operational regulations
- Waive all liens on cargo
- Follow Bills of Lading procedures
6. DRIVE-AWAY SERVICES
Upon request and acceptance, Broker may arrange licensed Motor Carriers to perform drive-away services. Shipper must provide accurate vehicle identification and documentation.
7. BILLS OF LADING AND DOCUMENTATION
A Bill of Lading (“BOL”) or electronic proof of delivery serves as receipt of goods and record of condition upon pickup and delivery. Documentation may not supersede these Terms.
8. INSPECTION AND CLAIMS PROCESS
8.1 Origin and Destination Inspection
Motor Carriers will perform a visual inspection at pickup and document any observable damage. Shipper’s agent must inspect freight at delivery.
8.2 STI (Subject to Inspection)
If delivery occurs after hours, Shipper has 2 business days to submit a Letter of Notification (LON) including:
- VIN
- Photos
- Location and type of damage
- Description and size of damage
8.3 Shipper Responsibilities
Shipper agrees that:
- Vehicles tendered must be operable and safe
- No personal property may remain inside vehicles
- Broker and Motor Carrier are not liable for interior damage, mechanical issues, pre-existing issues, or road-related wear
8.4 Cargo Claim Filing
Shipper must file claims:
- Within 3 months of delivery
- Provide all documentation per VIN
- Allow Motor Carrier/Broker to inspect and investigate
- Understand Carmack Amendment governs Motor Carrier liability
8.5 Salvage
If total loss occurs, salvage rights transfer to the paying party.
9. INSURANCE
Broker maintains:
- Contingent Cargo: \$1,000,000
- Third-Party Liability: \$1,000,000
- Contingent Broker Auto Liability: \$1,000,000
- Commercial General Liability: \$2,000,000
10. LIMITATION OF LIABILITY
Broker is not liable for cargo loss except when caused by Broker’s direct negligence. Liability is capped at the lesser of:
- Total fees paid to Broker in the last 12 months, or \$150,000
Broker is not liable for:
- Consequential or punitive damages
- Identity fraud by third parties
- Force majeure events
11. INDEMNIFICATION
Shipper shall indemnify Broker for claims arising from:
- Shipper’s negligence
- Incorrect documentation
- Improper vehicle preparation
- Misrepresentation of cargo condition
Broker will indemnify Shipper for Motor Carrier payment claims when Shipper has paid Broker in full.
12. CONFIDENTIALITY
Both Parties shall protect confidential information, including business practices, pricing, customer data, and communications.
13. DATA PRIVACY AND SECURITY
Both Parties must maintain high standards of data protection, including encryption and breach notification.
14. ASSIGNMENT
Neither Party may assign obligations without written consent.
15. SEVERABILITY
Invalid provisions do not negate the remaining Terms.
16. INDEPENDENT CONTRACTOR STATUS
Broker and Motor Carriers operate independently from Shipper.
17. ELECTRONIC SIGNATURES
Electronic documents and signatures are fully enforceable.
18. FORCE MAJEURE
Performance is excused during events beyond a Party’s control.
19. GOVERNING LAW
These Terms are governed by the laws of the State of California, with venue in Los Angeles County.
20. PUBLICITY
Broker will not use Shipper’s name without explicit permission.
21. WAIVER
Failure to enforce rights is not a waiver.
22. NO THIRD-PARTY BENEFICIARIES
These Terms create obligations only for the Parties.
23. COMPLETE AGREEMENT
These Terms supersede all previous agreements.
24. NOTICE
All legal notices shall be sent to:
TFI Trans Inc.
3250 Wilshire Blvd, Suite 708
Los Angeles, CA 90010
Email: info@tfitrans.com