Terms and Conditions
Last updated: November 13, 2023
These Customer Terms and Conditions (the “Agreement”) constitute a legally binding contract between the company accepting this Agreement as further described below (the “Customer” or “you”) and SD Transport LLC . (“SD Transport LLC ” “SD Transport LLC” or “we” or “our”).
SD Transport LLC offers access to an online shipper platform via a website located at app.SD Transport LLC and any associated mobile application (the “SD Transport LLC Platform”). The SD Transport LLC Platform allows shippers and/or consignees of cargo to connect with motor carriers for the transportation of such cargo. SD Transport LLC also provides transportation intermediary services as a property broker under Docket Number MC33945, whereby SD Transport LLC arranges for the transportation of cargo for shippers. SD Transport LLC does not provide the actual transportation of cargo, which is instead provided by third-party motor carriers (each, a “Carrier” and collectively, “Carriers”). The “Services” are SD Transport LLC property brokerage and logistics services plus any other services, software, or platform offered by SD Transport LLC related thereto, including the SD Transport LLC Platform.
This Agreement sets forth the terms and conditions governing any of the Services provided by SD Transport LLC to Customer. By accessing or using the SD Transport LLC Platform or Services, you are (i) accepting this Agreement on behalf of yourself and the Customer company, entity, or organization you represent and (ii) representing and warranting that you have the right, authority, and capacity to enter into this Agreement on behalf of yourself and the Customer company, entity or organization you represent.
Customer may not access or use the SD Transport LLC Platform or Services if Customer does not agree with all provisions in this Agreement. This Agreement is subject to occasional revision by SD Transport LLC . If an update will materially affect your use of the Services or legal rights, SD Transport LLC will notify you prior to the update’s effective date (except for changes due to legal or regulatory reasons, which may be effective immediately). Otherwise, updates will be effective as of the date posted on the website containing this Agreement. By continuing to use the Services after the changes become effective, you agree to be bound by the modified Terms. If SD Transport LLC and Customer have fully executed a separate written, valid contract that governs all or part of the Services, this Agreement shall still govern to the extent it does not conflict with the terms of such other contract.
1.Description of Services.SD Transport LLC will provide Customer access to the SD Transport LLC Platform via an account, which may be accessed by one or more Customer users authorized to use the account. Customer, through a Customer user or SD Transport LLC account representative, may submit a request for SD Transport LLC to arrange for the transportation of a shipment via a Carrier. Customer may cancel a shipment request at any time prior to acceptance by SD Transport LLC . SD Transport LLC may reject or decline a shipment request for any reason in its sole discretion. Customer represents and warrants that all shipment information it submits to the SD Transport LLC Platform will be truthful, complete, and accurate. Customer agrees that SD Transport LLC has sole discretion to select the Carriers who perform transportation services, and the Carrier shall select the means, route, and procedure to be followed in the handling, transportation, clearance, consolidation, deconsolidation, and delivery of the shipment. Customer agrees that SD Transport LLC may arrange with Carriers or other third-parties for the consolidation and/or deconsolidation of Customer’s cargo on less-than-truckload, shared truckload, or full truckload shipments, which may be shipped with cargo of other SD Transport LLC customers.
2. Payment Terms.
The Company may use Your Personal Data for the following business purposes:
(a) General. In consideration of SD Transport LLC provision of the Services, Customer shall pay to SD Transport LLC all applicable charges (collectively, the “Fees”) without offset on the terms set forth below and in the SD Transport LLC Platform. Customer will pay to SD Transport LLC the amount of any shipment booked, tendered, or otherwise purchased by Customer on the Platform or through any other means (e.g., by working directly with a representative of SD Transport LLC to book shipments) and any other amounts otherwise agreed between the parties. In addition, Customer agrees to pay SD Transport LLC the minimum accessorial rates set forth on Schedule A, attached to this Agreement, when any accessorial event occurs on Customer shipments. SD Transport LLC may, in its sole discretion, charge Customer more than the stated accessorial rate in such circumstances where charges from the Carrier exceed the minimum rates. Any initial price quote offered by SD Transport LLC through the SD Transport LLC Platform or otherwise communicated to Customer by SD Transport LLC is based on the shipment information provided by Customer. If such shipment information is changed, SD Transport LLC reserves the right to change the price to reflect the actual shipment characteristics, and Customer agrees to any such changes.
(b) Invoices. Customer will accept SD Transport LLC invoices via email or other electronic means; and upon request, SD Transport LLC may mail Customer invoices via US mail. Customer will accept electronic versions of proofs of delivery and other shipping documents. Customer will pay SD Transport LLC all Fees without offset within 30 days of the invoice date.
(c) Credit Card Payments; ACH. If Customer provides SD Transport LLC with credit card or bank account information for payment, Customer authorizes SD Transport LLC to charge the credit card or bank account for the Fees. SD Transport LLC uses a third party payment processor for payment by credit card and Customer’s use of the payment processing service will be subject to the payment processor’s terms and conditions and privacy policy. All information you provide to SD Transport LLC’s third-party payment processor or to SD Transport LLC must be accurate, current and complete. You agree to immediately notify SD Transport LLC of any change in your billing address or the credit card or bank account used for payment. If you have provided credit card information in the SD Transport LLC Platform to book shipments via SD Transport LLC’s self-managed shipper tool, then you are electing to pay by credit card only; and an invoice will be sent 3 business days after delivery of a shipment, and Fees will be charged to Customer’s credit card within 1 business day of the invoice date. In certain circumstances, SD Transport LLC may require that Customer pre-pay for shipments, and in such case, Customer will receive an invoice and its card will be charged same-day for linehaul fees; accessorials will be charged upon load delivery. Customer may elect an autopay arrangement either by credit card or ACH, and in such case, SD Transport LLC will invoice and charge the credit card and/or bank account per the terms of the autopay arrangement.
(d) Disputes.Customer shall also be liable for any expenses, including attorney’s fees, SD Transport LLC incurs in collecting its rates and charges. Any amount that is not paid when due will accrue interest at twelve percent (12%) per annum or the maximum rate permitted by applicable law, whichever is less, from the due date until paid. To dispute an invoice amount, Customer must provide written notice to SD Transport LLC by sending an email to ar@SD Transport LLC within 3 business days of invoice receipt. Such notice must include the invoice number, amount being disputed, and the basis for such dispute. If Customer fails to notify SD Transport LLC of any invoice dispute within such time period, Customer waives its right to dispute the invoice and must pay the full amount. In any event, Customer must still pay the undisputed portion of each invoice in accordance with the terms set forth herein. SD Transport LLC shall have a general and continuing lien on any and all property and documents relating thereto of Customer coming into SD Transport LLC , or its Carrier’s, actual or constructive possession, custody or control or en route, which lien shall survive delivery, for all charges (including but not limited to storage charges incurred in order to preserve the property until sale), expenses or advances owed to SD Transport LLC with regard to the shipment against which the lien is asserted or on any other shipment(s) for Customer. To protect its lien rights, SD Transport LLC reserves the right to require advance payment of all due charges prior to shipment or release of Customer’s goods.
(e). Credit Checks; Reporting. . Customer consents to SD Transport LLC performing credit and background searches on Customer’s business as SD Transport LLC deems necessary. Payment terms and credit limits are subject to the sole and absolute discretion of SD Transport LLC and may be increased, decreased, or wholly revoked at any time.
SD Transport LLC may submit Customer’s contact information and billing information related to the timeliness of Customer’s payments to credit rating, credit reporting, or similar agencies. Notwithstanding the foregoing, SD Transport LLC does not sell any Customer data to third parties and does not share any Customer data in any manner that is not otherwise permitted for the business reasons provided herein and in SD Transport LLC’s Privacy Policy.
In no event will SD Transport LLC have any responsibility for, and Customer will defend, indemnify, and hold SD Transport LLC harmless from, and will pay and reimburse, any charges imposed by third parties with respect to use of equipment in which cargo tendered by, to or on behalf of Customer is or has been laden, or for charges assessed with respect to storage or handling of any such equipment, including, but not limited to, charges assessed by steamship lines, rail carriers, rail terminal operators, marine terminal operators or port authorities.
3.Term and Termination.The term of this Agreement shall commence when Customer first accesses or uses the SD Transport LLC Platform or Services and shall continue for so long as such access or use by Customer continues. SD Transport LLC may at any time terminate this Agreement in its sole discretion with or without cause. Upon termination of this Agreement, your account and right to access and use the Services will terminate immediately.
4.Carriers and Intermediaries. SD Transport LLC will evaluate and select Carriers to provide the transportation services in accordance with reasonable industry practices. From time to time, SD Transport LLC may also tender loads to other intermediaries to arrange for transportation of Customer’s shipment. In such case, the other intermediary will be responsible for the selection and engagement of Carrier (in which case any obligations assumed by SD Transport LLC to Customer in this Agreement with respect to selection or engagement of Carriers will be deemed to have been complied with if the underlying intermediary engaged by SD Transport LLC agrees to impose on the Carrier provisions materially similar to those assumed by SD Transport LLC herein). Each Carrier shall be solely responsible for (i) controlling the method, manner, and means of accomplishing Carrier’s services; (ii) the acts and omissions of each of its employees, agents, contractors, independent contractors, subcontractors and other service providers; and (iii) complying with all laws and regulations applicable to the Carrier. Customer acknowledges and agrees that Carrier services are subject to the Carrier’s terms and conditions of service (to the extent not in conflict with this Agreement), including but not limited to each carrier’s published tariff(s) and/or rules circular(s) and accessorial service charges.SD Transport LLC IS NOT A MOTOR CARRIER OR FORWARDER. NO ORAL REMARKS, WRITINGS, SHIPPING PAPERS, OR OTHER DOCUMENTS SHALL BE CONSTRUED TO IMPLY THAT SD Transport LLC IS, OR IS HOLDING ITSELF OUT AS, A MOTOR CARRIER OR FORWARDER. SD Transport LLC HAS NO LIABILITY FOR ANY MOTOR CARRIER’S OR MOTOR CARRIER’S DRIVERS’ TRANSPORTATION SERVICES PROVIDED TO ANY CUSTOMER OR ANY OTHER PARTY USING THE SD Transport LLC PLATFORM OR SERVICES.Customer agrees that the amount SD Transport LLC pays to any Carrier or intermediary is proprietary business information of SD Transport LLC that will not be provided to Customer. Customer expressly waives any rights it may have under 49 CFR 371.3 to require such information from SD Transport LLC .
5.Co-Brokerage Services. If Customer is a property broker or forwarder that is utilizing the Services to arrange for transportation of cargo on behalf of Customer’s shipper or receiver customers, then Customer represents and warrants that it: (a) will at all times hold valid operating authority from the FMCSA as a property broker or forwarder, as applicable; (b) will at all times maintain the surety bond or trust fund required by the FMCSA to perform its services; (c) will immediately notify SD Transport LLC in writing if its operating authority is suspended or revoked, or if its surety bond / trust fund expires or is otherwise impaired; (d) will at all times operate in compliance with all applicable laws, regulations, and rules; and (e) has the legal authority to ship the cargo that it tenders and to contract with SD Transport LLC for services relating to the cargo. Customer shall be responsible for payment to SD Transport LLC as set forth in this Agreement, regardless of whether Customer has received payment from its customer.
6.Customer’s Obligations.Customer represents and warrants that all cargo it tenders pursuant to this Agreement, and its acts and omissions incident to such tender, shall comply at all times with applicable laws, regulations, and ordinances, including those related to the tender for transportation of hazardous materials as defined in 49 CFR §§ 172.800 and 173 et seq. Customer represents and warrants that it has all necessary consents and authorizations from its suppliers, customers or other parties, as applicable, to tender shipments tendered under this Agreement. Customer shall ensure that any shipments loaded outside of the presence of the Carrier, tendered in a sealed trailer, or otherwise tendered as “shipper load and count” are stowed, packed, labeled, loaded, blocked, braced, and sealed in accordance with applicable laws, regulations, and industry standards. Customer agrees that in no event will SD Transport LLC be responsible for securing for transportation. Customer shall not in any way designate SD Transport LLC as the “carrier” on any receipt, bill of lading (“BOL”), manifest, or other shipping document. Such insertion shall be deemed to be for Customer’s convenience and shall not alter SD Transport LLC status as a property broker.Customer is solely responsible for verifying and ensuring that the Carrier which picks up Customer’s is the Carrier that was selected and assigned by SD Transport LLC as described in the bill of lading, rate confirmation, or quotation. Customer shall indemnify and hold SD Transport LLC and Carrier harmless from any theft, loss, or liability arising from Customer tendering its to any motor carrier other than the Carrier designated by SD Transport LLC .
7.SD Transport LLC Insurance. SD Transport LLC will procure and maintain the following types and amounts of insurance: (a) Commercial General Liability Insurance with a combined single limit of $1,000,000 per occurrence; (b) Worker’s Compensation Insurance in accordance with statutory requirements; and (c) Employer’s Liability Insurance with limits no less than $1,000,000 each accident, disease, and employee.SD Transport LLC has no obligation to arrange for insurance on Customer’s behalf unless (i) Customer requests Excess Insurance in its shipment quote request, (ii) SD Transport LLC accepts such request and provides a quote for Excess Insurance in writing, and (iii) Customer pays the insurance premium and other charges quoted by SD Transport LLC . Any insurance arranged by SD Transport LLC on Customer’s behalf is Excess Insurance only. “Excess Insurance” means insurance that only covers the portion of a cargo loss/damage claim that exceeds $100,000 per trailer, up to the applicable insurance limit. Excess Insurance does not cover any portion of a cargo loss/damage claim below $100,000.The Excess Insurance is subject to the terms and conditions of the insurance policy. No coverage will be provided for loss or damage caused by an inherent vice, act of God, delay, improper packaging, or an act or omission of the shipper. Other exclusions also apply. A full copy of the policy will be provided upon request. Requests must be sent to legal@SD Transport LLC. SD Transport LLC is not an insurance company and does not act as Customer’s insurance broker or agent. Customer is responsible for all insurance premiums and for SD Transport LLC charges to arrange for insurance. SD Transport LLC liability arising from or related to a Customer’s request for Excess Insurance shall be limited to $500 per occurrence.
8.Claims. Customer agrees that SD Transport LLC shall have no liability whatsoever, including in contract, in tort (including negligence or strict liability) or otherwise, for cargo loss, damage, theft, destruction, or delay. At the Customer’s request, SD Transport LLC may facilitate processing of cargo claims with Carriers on Customer’s behalf; provided, however, that SD Transport LLC shall have no liability for such cargo claim notwithstanding its assistance. Carriers will agree to be liable for loss or damage to cargo pursuant to 49 USC § 14706 (the “Carmack Amendment”), but only with respect to cargo while moving within the United States or Canada, and then subject to the following limitations: (i) for a truckload shipment, $100,000 per trailer or conveyance; (ii) for a less-than-truckload or “LTL” shipment, the limit per pound for the applicable class set forth in the Carrier’s tariff, but in any case not to exceed $25.00 per pound of lost or damaged cargo up to $100,000 per trailer or conveyance; and (iii) for shipments containing household goods, $0.60 per pound of goods lost or damaged, up to a maximum of $100,000 per truckload; and (iv) for a shared truckload shipment, $100,000 in the aggregate per trailer or conveyance, provided that liability to each shipper will be prorated based on the linear feet of the trailer or container utilized by the shipper. Customer must file cargo claims directly with the Carrier within nine (9) months following the date of delivery (or the shipment date if completely lost) and any civil action within two (2) years from the date of the Carrier’s disallowance of all or a portion of the respective claim. This Section will survive any termination of this Agreement. In no event will any Carrier have any liability for cargo loss, damage, or destruction arising in Mexico, and if cargo has moved to, from or within Mexico, there will be a presumption that loss, damage or destruction occurred in Mexico unless overcome by clear and convincing evidence to the contrary. Customer acknowledges and agrees that failure or alleged failure by the Carrier to comply with shipment handling instructions, or a broken, missing or unreadable trailer seal, shall not result in any presumption that food has been adulterated, contaminated, or otherwise rendered unfit for its intended purpose, nor otherwise be grounds for rejection of a shipment or filing of a claim for cargo loss and damage without proof of actual loss or damage. Customer acknowledges and agrees that SD Transport LLC and Carriers will bear no liability for delay in delivery of cargo.
Contact Us
If you have any questions about our terms and conditions, you can contact us:
- By emailsales@sdtransportservice.com
- By mail: 8930 Antioch Rd, Baton Rouge, LA 70817-6420
SCHEDULE A
Accessorials
Lumper charges will apply based on the actual charges incurred from the Carrier.
Layover is charged at $250 per day.
Driver assist rates are as follows: $150 for any labor, including but not limited to moving pallets and loading or unloading services.
Detention is charged at $60 per hour after 2 hours of waiting time at any loading or unloading facilities and charges will be rounded up to the nearest per minute increment.
Truck order not used (TONU) is charged at $250 if the load is not canceled at least 24 hours prior to pickup.
Out of Route Miles charge of $1.50 per mile applies when the actual mileage exceeds the planned mileage.
Stop-Off charges will apply based on the number of additional stops. An additional stop is defined as a pickup or delivery point not including the original origin and final destination. The schedule is as follows: $75 (1st), $100 (2nd), $125 (3+).
Any other accessorial or similar charges, including but not limited to TWIC escort fees, scale ticket costs, toll charges, late fees, trailer wash fees, pinwheeling costs, permit costs, etc. that are incurred by the Carrier on the Customer’s shipment will be charged to and paid by Customer.
