SUBCONTRACTOR AGREEMENT FOR DEDICATED LANES
THIS AGREEMENT is hereby entered into on this ………………day of …….……………. Two Thousand and ……………………………
BETWEEN
- Rsc Global Trucking, a [State] corporation, having its principal place of business at [Address] hereinafter referred to as (“Rsc Global Trucking”)
AND
- Cole Deliveries LLC, a [State] corporation, having its principal place of business at 924 Hoyt Ave, Saginaw, Michigan 48607, hereinafter referred to as (“Cole Deliveries”).
WHEREAS, Rsc Global Trucking is engaged in the business of providing transportation services, and desires to contract with Cole Deliveries for the transportation of goods on a dedicated lane basis; and
WHEREAS, Cole Deliveries has the necessary equipment and personnel to provide reliable and efficient transportation services on the dedicated lanes set forth in Exhibit A attached hereto and made a part hereof (the “Lane(s)”).
NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained, the parties hereto agree as follows:
SCOPE OF WORK:
Rsc Global Trucking hereby engages Cole Deliveries to perform transportation services on the dedicated lane(s) set forth in Exhibit A. Cole Deliveries agrees to provide transportation services in accordance with Rsc Global Trucking’s standards and specifications, as set forth in this Agreement. Cole Deliveries shall use its best efforts to ensure that the goods are delivered on time and in good condition.
TERM:
The term of this Agreement shall be for a period of [Number of Months/Years] commencing on the Effective Date unless sooner terminated as provided in this Agreement. This Agreement may be extended or renewed upon written agreement of the parties.
COMPENSATION:
Rsc Global Trucking shall pay Cole Deliveries [Dollar Amount] per mile for the transportation services performed by Cole Deliveries on the Lane(s) set forth in Exhibit A. In addition to the per mile rate, Cole Deliveries shall be entitled to a fuel surcharge in accordance with industry standards. Cole Deliveries shall submit invoices to Rsc Global Trucking on a bi-weekly basis for services rendered, and Rsc Global Trucking shall pay such invoices within [Number of Days] days of receipt.
EQUIPMENT AND PERSONNEL:
Cole Deliveries shall furnish all equipment and personnel necessary to perform the transportation services required by this Agreement. All equipment and personnel shall comply with all applicable federal, state, and local laws and regulations. Cole Deliveries shall ensure that all equipment used for the transportation services is maintained in good condition and is safe to operate.
COMPLIANCE WITH LAWS:
Cole Deliveries shall comply with all applicable federal, state, and local laws and regulations, including but not limited to those related to transportation, safety, and environmental protection. Cole Deliveries shall obtain and maintain all necessary permits, licenses, and certifications required to perform the transportation services.
INSURANCE:
Cole Deliveries shall maintain, at its sole expense, insurance coverage in amounts and with insurance companies acceptable to Rsc Global Trucking. Such insurance coverage shall include, but not be limited to, automobile liability, general liability, and workers’ compensation insurance. Cole Deliveries shall provide Rsc Global Trucking with certificates of insurance upon request.
TERMINATION:
Rsc Global Trucking may terminate this Agreement at any time upon written notice to Cole Deliveries. In the event of termination, Rsc Global Trucking shall pay Cole Deliveries for all services rendered through the date of termination. Cole Deliveries may terminate this Agreement upon [Number of Days] days’ written notice to Rsc Global Trucking.
CONFIDENTIALITY:
Cole Deliveries acknowledges that it may have access to Rsc Global Trucking’s confidential and proprietary information in connection with the performance of services under this Agreement. Cole Deliveries agrees to keep such information confidential and not to disclose it to any third party, except as required by law.
INDEMNIFICATION:
Cole Deliveries shall indemnify, defend, and hold harmless Rsc Global Trucking, its officers, directors, employees, and agents, from and against any and all claims, liabilities, damages, losses, costs, expenses (including reasonable attorneys’ fees and court costs), judgments, and settlements arising out of or in connection with Cole Deliveries’ performance of services under this Agreement, including but not limited to claims for personal injury, property damage, or infringement of intellectual property rights, except to the extent caused by the negligence or willful misconduct of Rsc Global Trucking.
INTELLECTUAL PROPERTY RIGHTS:
Rsc Global Trucking shall retain all right, title, and interest in and to its intellectual property rights, including but not limited to patents, trademarks, copyrights, and trade secrets. Nothing in this Agreement shall be construed to grant Cole Deliveries any right, title, or interest in or to Rsc Global Trucking’s intellectual property rights.
INDEPENDENT CONTRACTOR:
Cole acknowledges and agrees that it is an independent contractor and not an employee or agent of Rsc. Nothing in this Agreement shall be construed to create an employment, partnership, or agency relationship between the parties.
NON-SOLICITATION:
During the term of this Agreement and for a period of [Number of Years] after its termination, Cole Deliveries shall not, without the prior written consent of Rsc Global Trucking, directly or indirectly solicit or attempt to solicit any employee, independent contractor, customer, or supplier of Rsc Global Trucking for the purpose of providing services or products that compete with those provided by Rsc Global Trucking.
NOTICES:
All notices, requests, demands, and other communications required or permitted under this Agreement shall be in writing and shall be deemed to have been duly given if delivered personally or by certified mail, return receipt requested, or by overnight courier service, to the address of the party set forth below, or such other address as may be designated in writing by such party:
If to Rsc Global Trucking:
[Address]
If to Cole Deliveries:
924 Hoyt Ave
Saginaw, Michigan 48607
ASSIGNMENT:
Cole Deliveries may not assign or transfer this Agreement, in whole or in part, without the prior written consent of Rsc Global Trucking. Any attempted assignment or transfer in violation of this provision shall be null and void.
AMENDMENT:
This Agreement may not be amended or modified except in writing signed by both parties.
GOVERNING LAW:
This Agreement shall be governed by and construed in accordance with the laws of the State of [State]. Any legal action or proceeding arising out of or relating to this Agreement shall be instituted in the courts of the State of [State].
ENTIRE AGREEMENT:
This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings, whether written or oral, relating to the subject matter of this Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.
SIGNED by the parties: )
……………………………. ) _________________
(RSC GLOBAL TRUCKING) Signature
Date: …………………………….
AND
…………………………………… )_________________
(COLE DELIVERIES LLC) Signature
Date: …………………………….
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