Carrier Onboarding Application.

1. Parties and Effective Date

This Broker-Carrier Agreement (the “Agreement”) is between NTA Logistics LLC (“Broker”) and the motor carrier identified in this application (“Carrier”). This Agreement becomes effective on the date Carrier electronically signs it and NTA accepts the Carrier for onboarding or otherwise begins tendering freight under this Agreement.

2. Carrier Authority and Status

Carrier represents that it is a duly authorized motor carrier and will maintain all operating authority, registrations, permits, licenses, safety qualifications, and financial responsibility required for the transportation services it performs. Carrier acts as an independent contractor and retains exclusive control over its drivers, employees, equipment, routes, and methods of operation.

3. Transportation Services

Carrier may accept or decline shipment tenders. Each accepted shipment may be documented by a rate confirmation, dispatch record, bill of lading, email, portal record, or other shipment-specific writing. Carrier will transport accepted freight safely, lawfully, and in accordance with shipment instructions that Carrier accepts.

4. No Re-Brokering or Unauthorized Subcontracting

Carrier will not broker, re-broker, assign, interline, subcontract, or otherwise tender an NTA shipment to another carrier or transportation intermediary without NTA’s prior written authorization. Unauthorized re-brokering is a material breach of this Agreement.

5. Equipment, Drivers, and Safety

Carrier is solely responsible for providing safe, suitable, legally compliant equipment and properly qualified drivers. Carrier will comply with applicable hours-of-service, drug and alcohol, vehicle maintenance, cargo securement, hazardous materials, and other federal, state, and local safety requirements.

6. Insurance

Carrier will maintain insurance required by law and any additional insurance requirements accepted for a shipment. Carrier will provide certificates of insurance and other reasonable evidence of coverage upon request and will promptly notify NTA of cancellation, non-renewal, material reduction, or other significant change in coverage.

7. Rates and Payment

Compensation for a shipment will be the amount shown on the applicable rate confirmation or other written rate agreement. Carrier will submit the documentation reasonably required for payment, including proof of delivery when applicable. Payment instructions supplied through this carrier application or later authorized updates will control remittance unless NTA receives verified replacement instructions.

8. Cargo Responsibility and Claims

Carrier is responsible for cargo while in its possession or control to the extent provided by applicable law and any written shipment-specific agreement. Carrier will promptly report loss, damage, shortage, theft, accident, seal discrepancy, temperature deviation, delay, or other event that may affect cargo or delivery.

9. Bills of Lading and Records

Carrier will issue, sign, retain, and provide transportation documents and records as required by law and ordinary industry practice. Carrier will not alter material shipment information without authorization from the party responsible for that information.

10. Compliance and Prohibited Conduct

Carrier will not knowingly engage in fraud, identity misrepresentation, double brokering, cargo theft, unlawful cargo handling, falsification of records, or unsafe transportation practices. Carrier will notify NTA promptly of any material change in ownership, authority, safety status, insurance, or contact information.

11. Indemnification

To the extent permitted by law, Carrier will defend and indemnify NTA from third-party claims, losses, liabilities, penalties, or reasonable costs to the extent caused by Carrier’s negligence, willful misconduct, violation of law, breach of this Agreement, or performance of transportation services. NTA will remain responsible for its own independently proven negligence or willful misconduct.

12. Confidentiality and Data

Carrier will use non-public shipment, customer, pricing, facility, and operational information only for performing transportation services and legitimate business administration. Neither party will knowingly misuse the other party’s confidential information.

13. Term and Termination

This Agreement continues until terminated. Either party may discontinue future business upon written notice. NTA may immediately suspend tenders for safety concerns, loss of authority or insurance, suspected fraud, material nonpayment obligations, unauthorized re-brokering, or other material breach. Obligations relating to completed shipments, payment, claims, confidentiality, and indemnification survive termination as appropriate.

14. Governing Law and Disputes

The parties will first attempt in good faith to resolve disputes through business representatives. Unless federal transportation law controls or requires otherwise, this Agreement is governed by South Carolina law. Venue for disputes arising from this Agreement will lie in a court of competent jurisdiction serving Richland County, South Carolina, unless mandatory law requires another forum.

15. Electronic Records and Signatures

The parties may conduct business electronically. Typed names, click acceptance, electronic signatures, rate confirmations, email records, and other electronic business records may be treated as originals to the extent permitted by applicable law.

16. Entire Agreement and Shipment-Specific Terms

This Agreement, together with accepted rate confirmations and written amendments, states the parties’ general brokerage-carrier relationship. A shipment-specific written term may modify these general terms only for that shipment and only to the extent of the conflict.