Legal Agreement
Dispatch Service Agreement
Between: Taurus Freight Solutions ("Dispatcher") and the undersigned Carrier ("Carrier")
1. Parties and Purpose
This Dispatch Service Agreement ("Agreement") is entered into between Taurus Freight Solutions, a freight dispatch company ("Dispatcher"), and the Carrier identified in the accompanying Carrier Profile Form ("Carrier"). The purpose of this Agreement is to define the terms under which Dispatcher will provide load-finding, rate negotiation, and administrative dispatch services to Carrier. Dispatcher is not a motor carrier, freight broker, or freight forwarder. Dispatcher acts solely as an agent of Carrier for the purpose of arranging transportation services on Carrier's behalf.
2. Services Provided
Dispatcher agrees to provide the following services to Carrier: (a) Load sourcing and booking on Carrier's behalf through load boards, direct broker relationships, and Dispatcher's network; (b) Rate negotiation with shippers and brokers to maximize Carrier's revenue per mile; (c) Review and execution of rate confirmations on Carrier's behalf; (d) Check calls, delivery confirmations, and load tracking coordination; (e) Document management including rate confirmations, bills of lading, and proof of delivery; (f) Broker credit checks and payment history review prior to booking; (g) 24/7 dispatcher availability for load-related issues, breakdowns, and emergencies.
3. Dispatcher Fee
In consideration for the services provided under this Agreement, Carrier agrees to pay Dispatcher a fee equal to ten percent (10%) of the gross linehaul rate for each load dispatched. This fee is calculated on the linehaul portion of the rate only and expressly excludes fuel surcharges (FSC), detention pay, layover pay, TONU (truck ordered not used) pay, and any other accessorial charges. Carrier retains one hundred percent (100%) of all fuel surcharges and accessorial charges collected. The dispatch fee is earned upon Carrier's acceptance of a load and is due upon Carrier's receipt of payment from the broker or shipper.
4. Fuel Surcharge (FSC) Rights
Carrier retains full and exclusive rights to all fuel surcharge revenue collected on any load dispatched under this Agreement. Dispatcher shall not deduct, withhold, or claim any portion of fuel surcharge revenue under any circumstances. This provision is a material term of this Agreement and may not be waived or modified except by written amendment signed by both parties.
5. Payment Terms
Dispatcher's fee shall be collected via ACH debit from Carrier's designated bank account upon Carrier's receipt of payment from the broker or shipper, or within five (5) business days of delivery confirmation, whichever occurs first. Carrier authorizes Dispatcher to debit the dispatch fee from the account designated in the ACH Authorization Form. Carrier is responsible for ensuring sufficient funds are available. Returned ACH transactions may be subject to a $25 returned payment fee.
6. Carrier Responsibilities
Carrier agrees to: (a) Maintain active MC authority and DOT registration in good standing throughout the term of this Agreement; (b) Maintain minimum insurance coverage of $1,000,000 auto liability and $100,000 cargo insurance, naming Taurus Freight Solutions as certificate holder; (c) Notify Dispatcher immediately of any changes to authority status, insurance coverage, or equipment availability; (d) Operate in compliance with all applicable federal, state, and local regulations including FMCSA Hours of Service rules; (e) Communicate promptly with Dispatcher regarding load status, delays, and any issues affecting delivery; (f) Not contact brokers or shippers directly to renegotiate rates on loads booked by Dispatcher without Dispatcher's prior written consent.
7. Independent Contractor Status
Carrier is an independent contractor and not an employee, partner, or joint venture partner of Dispatcher. Dispatcher has no control over Carrier's operations, routes, driving hours, or methods of transportation. Carrier is solely responsible for all operating costs including fuel, maintenance, tolls, permits, and driver compensation. Nothing in this Agreement shall be construed to create an employment relationship between the parties.
8. Limitation of Liability
Dispatcher's liability under this Agreement is limited to the dispatch fees paid by Carrier in the thirty (30) days preceding any claim. Dispatcher is not liable for: (a) Cargo loss, damage, or delay; (b) Broker non-payment or insolvency; (c) Load cancellations or TONU situations; (d) Carrier's failure to comply with applicable regulations; (e) Any indirect, consequential, or punitive damages. Carrier is solely responsible for cargo liability and all claims arising from transportation operations.
9. Confidentiality
Both parties agree to keep confidential all rate information, broker relationships, and business information disclosed during the term of this Agreement. Carrier agrees not to contact brokers introduced by Dispatcher directly for a period of twelve (12) months following termination of this Agreement, except for loads already in progress at the time of termination.
10. Term and Termination
This Agreement commences on the date of execution and continues on a month-to-month basis until terminated. Either party may terminate this Agreement with seven (7) days written notice. Dispatcher may terminate immediately upon Carrier's loss of MC authority, insurance lapse, or material breach of this Agreement. Upon termination, Carrier remains obligated to pay all fees for loads dispatched prior to the termination date.
11. Governing Law and Dispute Resolution
This Agreement shall be governed by the laws of the State of Ohio. Any disputes arising under this Agreement shall first be submitted to good-faith mediation. If mediation is unsuccessful, disputes shall be resolved by binding arbitration in accordance with the rules of the American Arbitration Association. The prevailing party shall be entitled to recover reasonable attorney's fees and costs.
12. Entire Agreement
This Agreement, together with the Carrier Profile Form and ACH Authorization Form, constitutes the entire agreement between the parties with respect to dispatch services and supersedes all prior negotiations, representations, and agreements. This Agreement may be amended only by written instrument signed by both parties. If any provision of this Agreement is found to be unenforceable, the remaining provisions shall remain in full force and effect.
Questions about this agreement? Contact us before signing.