Terms and Conditions

REVIVAL LOGISTICS, INC. (henceforth referred to as “Revival Logistics”)

BROKERAGE TERMS AND CONDITIONS OF CONTRACT

By tendering Goods to Revival Logistics, You (Shipper, Customer, or You) agree to be bound by these Terms and Conditions. In accordance with 49 U.S.C. Section 14101(b)(1) You and Revival Logistics expressly waive any and all rights and remedies that each may have under 49 U.S.C. §§ 13101 through 14914 that are contrary to specific provisions of these Terms and Conditions.

1. Parties.You are a shipper and/or consignee of certain general commodities (“Goods”) that You wish to have transported by motor carriers (“Carriers”) domestically within the United States, between locations within the United States and Mexico, and/or between locations within the United States and Canada. Revival Logistics is a transportation broker licensed by the Federal Motor Carrier Safety Administration (“FMCSA”) with MC 388552 to arrange for the transportation of Goods by Carriers. Revival Logistics is not a freight forwarder, common carrier, or contract carrier.
2. Services. Revival Logistics’ responsibility is limited to arranging for, but not actually performing, transportation of the Goods. These Terms and Conditions apply to all transportation services arranged by Revival Logistics on Your behalf.
3. Independent Contractors. The relationship between You and Revival Logistics is and will remain that of independent contractors and no employer/employee or principal-agent relationship exists or is intended.
4. Compensation. Revival Logistics will invoice You for its services based on these Terms and Conditions and negotiated rates and charges.  You agree to pay Revival Logistics within 30 calendar days of invoice date without deduction or setoff.  Revival Logistics may assess a service charge of 1 ½% per month (or the highest lawful rate, if less) on any late payments.  If You do not pay the invoiced amounts, Revival Logistics may commence a civil action to recover such invoiced amounts within 24 months of delivery or tender of delivery of the shipments involved.

 

5. Bills of Lading and Other Shipping Documents. Your insertion of Revival Logistics’ name on any bill of lading or shipping document will be for Your convenience only and will not change Revival Logistics’ status as a broker.  The terms and conditions of any documentation used by You, any shipper, or a Carrier will not supplement, alter, or modify the terms of these Terms and Conditions.
6. Loss, Damage, or Delay of the Goods
7. Revival Logistics is not liable for loss, damage, or delay in connection with the transportation of Goods.  If requested by You and agreed to by Revival Logistics, Revival Logistics may assist You in filing and/or processing claims with Carriers.
8. Carriers are not liable for the following: (1) damage to the Goods to the extent due to packaging, loading, unloading, blocking, bracing or securing of the Goods (unless Carrier has provided loading or unloading services at Your request, in which case such Carrier may be liable for cargo damage caused by such loading or unloading services), (2) inherent vice or defect in the Goods, including rusting of metals, swelling of wood caused by humidity, moisture or condensation, or deterioration of perishable products; (3) an act of God or the public enemy; (4) any act or default of any You, consignee, consignor, or beneficial owner of the Goods; (5) any act taken under authority of law; or (6) any act of war or terrorism.

C. Carrier’s liability for cargo loss, damage, and delay will be the least of the following, unless You declare a higher value with Revival Logistics prior to shipment and pay an additional charge as specified by Revival Logistics:

1. The actual value of the Goods,
2. $100,000 per shipment,
3. For shipments originating in Canada, $2CDN times the weight of the shipment, or
4. For loss or damage occurring within Mexico, an amount equal to fifteen (15) times the Unit of Measure and Update published by the Federal Government of Mexico, effective as of the date of shipment, per ton of cargo.

D. Any claim for cargo loss, damage, or delay must be filed against the responsible Carrier within the following time limits. For shipments originating in the United States and moving either domestically within the United States or from the United States to Canada, claims must be filed with the appropriate Carrier within nine (9) months of the date of delivery, or, in case of nondelivery, within nine (9) months of the date delivery should have been made.  For shipments originating in Canada and moving either domestically within Canada or between Canada and the United States, a notice of intent to claim damage or partial short must be filed in writing within sixty (60) days from the date of delivery of the shipment, or in the case of non-delivery, within nine (9) months from the date of shipment. The final claim must then be filed within nine (9) months from the date of shipment.   For shipments moving within Mexico, claims for cargo loss or damage must be filed with the appropriate Carrier, in writing, within twenty-four (24) hours of delivery or scheduled delivery.  Notice to Revival Logistics does not constitute filing of claim with a Carrier.  Any suit or other legal action to recover for cargo loss, damage, or delay, must be commenced against a Carrier no later than 2 years after declination of the cargo claim by the Carrier.  If payment of a claim is made by Revival Logistics to You, then You automatically assign Your rights and interest in the claim to Revival Logistics so as to allow Revival Logistics to subrogate its loss.

1. Consequential Damages. Under no circumstances will Revival Logistics or Carrier be liable for consequential, indirect, incidental, or punitive damages of any kind.
2. Your Obligations.

A. You are responsible for ensuring that Goods are properly and safely loaded, supported, blocked, braced, and secured.  You will be responsible for expenses arising out of any load shift that occurs during transportation due to improper or insufficient loading, blocking, or bracing.

B.You must provide necessary shipping instructions and properly identify all Goods in the bill of lading or other shipping instructions.  You must not tender any restricted commodities, including but not limited to hazardous materials and waste, oversize or overweight shipments, coiled or rolled products or commodities requiring protection from heat or cold, without properly identifying such shipments and making necessary prior arrangements for transportation.

C.Unless You have requested that Revival Logistics arrange for a Carrier to provide driver count services before dispatch and the Carrier performs such driver count services, You are responsible for properly counting and recording the number of pieces transported and applying a seal to the loaded equipment.

D.You are responsible for checking all empty containers or trailers tendered for loading and rejecting any equipment that is not in apparent suitable condition to protect and preserve the Goods during transportation.

E.If You request that Revival Logistics arrange for equipment to be dropped at a location for Your convenience and left unattended by Carrier, You and Your consignors or consignees will not lose, damage, or misuse the equipment and You will pay for loss or damage to the equipment occurring during or as a result of such custody, control, possession or use of the equipment.

F. You must comply with all applicable laws and regulations governing the safe and secure transportation of food products that will be ultimately consumed by humans or animals (“Food Shipments”), including those required by local, provincial, state and federal laws, regulations, ordinances and rules including, but not limited to, the Food Safety Modernization Act (21 U.S.C. § 2201, et. seq.), the Federal Food, Drug and Cosmetic Act (21 U.S.C. § 341, et seq.) (“FD&C Act”), the Sanitary Food Transportation Act (49 U.S.C. 5701, et seq.), the U.S. Food and Drug Administration’s Final Rule on the Sanitary Transportation of Human and Animal Food (21 C.F.R. § 1.900, et seq.) and all applicable U.S. Department of Agriculture and Food Safety and Inspection Service regulations.  If shipments are moving within Mexico, You must comply with the General Law of Health, the Regulation for the Sanitary Control of Products and Services, the Mexican Official Standard NOM-251-SSA1-2009 (Hygienic practices for processing food, beverages and dietary supplements) and any other. Shipments moving within Canada must comply with the Safe Food for Canadians Act and Safe Food for Canadians Regulations, and/or the current applicable federal and provincial food safety laws and regulations.  (All of the above regulations are referred to herein as the “Food Safety Laws”). You are responsible for the recordkeeping obligations of a ‘Shipper” under the Food Safety Laws.  You represent and warrant that any Food Shipments offered for transportation pursuant to the Agreement are tendered in safe condition for human or animal consumption, as applicable.

G. If a Food Shipment is covered under any of the Food Safety Laws that prohibit the sale or distribution of unsafe or “adulterated” food, You must specify the applicable body or bodies of law, statutes and/or regulations on the face of the governing bill of lading for the shipment.  At the time of booking, and prior to loading the goods, You must further specify in the booking request and on the face of the governing bill of lading all instructions to be followed by the motor carriers to maintain the safety of the food, including, without limitation, all temperature control requirements and temperature control documentation requirements, including an operating temperature for the transportation and, when necessary, the pre-cooling phase, all sanitation requirements and sanitation documentation requirements for the Food Shipment, including those for the motor carriers’ vehicle and transportation equipment, any design specifications and cleaning procedures (“Written Instructions”).  Broker will assist You in providing any Written Instructions to the motor carriers transporting Your food cargo.  You, including Your consignors and consignees, shall permit the Carrier to verify the temperature of Food Shipments prior to acceptance of tender and upon delivery at destination.

H. You acknowledge and agree that the definition of “adulterated” as applicable to Food Shipments shall be that provided in the FD&C Act (21 U.S.C. §§ 342(a)(i)(4), 342(i)).  In the event of apparent adulteration of any portion of a Food Shipment, You warrant that You will, at Your own expense, obtain a reliable inspection of the Food Shipment by a qualified expert as soon as possible after delivery.  You will mitigate damages whenever possible, including by salvaging all portions of a shipment for which there is a secondary market.  You acknowledge that the Carrier will bear no liability for Food Shipments wrongfully refused without a timely and documented determination by a qualified expert of adulteration.  You additionally acknowledge that if You fail to provide written instructions, as required above, the Carrier will not be liable for loss or damage to Food Shipments deemed adulterated.

I. You warrant that You will not directly or indirectly interfere with, or attempt to adversely influence, the Carrier’s safe operation of equipment including performance pursuant to the federal hours of service regulations.

J.You represent and warrant that you do and will comply at all times with all laws, rules, and regulations applicable to the cross-border movement of Goods.

1. Hazardous Materials. You must provide Revival Logistics with advance notice of the proposed shipment of any Dangerous Goods as defined in the Transportation of Dangerous Goods Act, 1992 (Canada) and/or in the Transportation of Dangerous Substances Regulations (Quebec) or hazardous material, as defined in 49 U.S.C. §5101, et seq. in the United States or in the Law of Roads and the Regulations for Land Transportation of Hazardous Materials and Waste in Mexico (“Hazardous Material”) and provide a copy of the Material Safety Data Sheet for that Hazardous Material.  You will indemnify, defend and hold harmless Carriers and Revival Logistics, their officers, employees, agents and insurers, against all claims, liabilities, losses, fines, legal fees and other expenses arising out of contact with, exposure to, or release of any Hazardous Material, including without limitation fines or expenses relating to the removal or treatment of that Hazardous Material or any other remedial action pertaining to that Hazardous Material under the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. §9601, e seq. as amended (“CERCLA”), The Resource Conservation and Recovery Act, 42 U.S.C. §6901, et seq, as amended (“RCRA”) or any comparable Canadian, Mexican, provincial, or state law.
2. Indemnification. You must defend, indemnify and hold Revival Logistics, Revival Logistics’ employees and agents, and Carriers harmless against any losses caused by or resulting from (1) Your or Your employees’ or agents’ negligence or intentional misconduct, (2) Your breach of these Terms and Conditions, or (3) Your or Your employees’ or agents’ violation of applicable laws or regulations.  You shall also indemnify Revival Logistics from any attempts to recover from Revival Logistics by Your insurance carrier or any other party in regards to claims for loss, damage, or delay to Goods.  The obligation to defend includes payment of all reasonable costs of defense, including attorney fees, as they accrue.
3. Information Systems. Any management information system or computer hardware or software used or supplied by Revival Logistics in connection with the Services is and will remain Revival Logistics’ exclusive property.  All management information systems and related computer software and documentation used or supplied by Revival Logistics are proprietary to Revival Logistics, and You will treat all such systems as confidential and not copy, use, or disclose them to third parties without Revival Logistics’ prior written consent, except as required by law.
4. Jurisdiction and Venue. These Terms and Conditions are governed by and construed in accordance with the applicable federal laws of the United States, or, alternatively, and depending on jurisdiction, the laws of the State of Idaho.  The parties agree to jurisdiction and venue in a United States Federal District Court located in Idaho, or if federal jurisdiction is not available, then in a State Court located in Idaho.

13. Force Majeure. If performance by one Party is affected by any condition beyond the reasonable control of such Party, the performance of obligations under the Terms and Conditions (other than Your obligation to pay for Services performed) affected by such condition will be suspended during the continuance of such condition.  The Carriers engaged by Revival Logistics will be permitted an extension period equal to the period of suspension in order to complete shipments adversely affected by the suspension.  Neither Party will incur any liability for damages resulting from such suspensions.
14. Notice. Any notices and other communications required or permitted under the Terms and Conditions must be in writing and be (1) delivered personally, (2) sent by facsimile or e-mail transmission if confirmed by notice sent by one of the other notice methods permitted in this paragraph, (3) sent by nationally recognized overnight courier guaranteeing next business day delivery, or (4) mailed by registered or certified mail (return receipt requested), postage prepaid, to Revival Logistics at the following addresses (or at such other addresses as are specified by like notice):

 

For USPS:
Revival Logistics, Inc.
351 E. Hudgins St, Ste 133
Grapevine, TX 76051

 

All such notices and other communications will be deemed to have been given and received (1) in the case of personal delivery, on the date of such delivery, (2) in the case of facsimile or e-mail transmission that is confirmed by notice sent on the same day by one of the other methods permitted, on the date of transmission if sent on a business day (or if sent on other than a business day, on the next business day after the date sent), (3) in the case of delivery by nationally recognized overnight courier, on the business day following dispatch if sent by guaranteed next day delivery, or (4) in the case of mailing, on the third business day following such mailing.

 

15. Confidentiality. As part of the business relationship between You and Revival Logistics, either Party may be in or come into possession of information or data that constitutes trade secrets, know-how, confidential information, marketing plans, pricing, or anything else otherwise considered proprietary or secret by the other (“Confidential Information”).  In consideration of the receipt of such Confidential Information and potential business, each Party agrees to protect and maintain such Confidential Information in the utmost confidence, to use such Confidential Information solely in connection with their business relationship, and, to take all measures reasonably necessary to protect the Confidential Information.  You agree that Revival Logistics’ costs for services is confidential and need not be disclosed to You.  You specifically waive any rights You may have under 49 CFR § 371.3.