Terms and Conditions

LynnCo Supply Chain Solutions (hereinafter referred to as The “Company”) is a licensed broker by the Department of Transportation (DOT), Federal Motor Carrier Safety Administration (FMSCA) and/or other government agencies as required by law, and copies of the Company’s operating authority are available upon request. As a broker, the Company provides transportation and shipping solutions for all situations whether truckload, less-than-truckload, small package, domestic or international air, or intermodal. The Company and the enrolled Customer, Shipper, and/or Consignee (hereinafter collectively referred to as "Customer") agree to these TERMS AND CONDITIONS which no agent or employee of the Customer may alter. These TERMS AND CONDITIONS shall apply to all shipments scheduled by the Customer and/or tendered to or through the Company, unless and until these TERMS AND CONDITIONS are altered or amended by the Company. The Company reserves the right, in its sole discretion, to refuse arrangement of any shipment at any time.

THE COMPANY IS NOT A FREIGHT OR MOTOR CARRIER OR AN AGENT FOR A FREIGHT OR MOTOR CARRIER. THE COMPANY ARRANGES FOR THE TRANSPORTATION OF GOODS BY A FREIGHT OR MOTOR CARRIER.

The Tariffs (as defined below), set forth by the delivering freight or motor carrier(s), shall in every instance take precedence for each shipment and in all legal proceedings concerning a shipment, and, when applicable, will take precedence over these TERMS AND CONDITIONS. If not in conflict with the delivering freight or motor carrier’s Tariff, these TERMS AND CONDITIONS shall control. Where a Customer enters into a separate contractual agreement, which has been executed by and between both the Customer and an authorized representative of the Company, that agreement shall take precedence over these TERMS AND CONDITIONS to the extent such agreement conflicts with these TERMS AND CONDITIONS.

1. Bills of Lading

All Bills of Lading are NON-NEGOTIABLE and have been prepared by the enrolled Customer or by the Company as the Customer’s agent on behalf of the Customer and shall be deemed, conclusively, to have been prepared by the Customer and to bind the Customer. Any unauthorized alteration or use of Bills of Lading or tendering of shipments to any freight or motor carrier other than that designated by the Company, or the use of any Bill of Lading not authorized or issued by the Company shall VOID the Company’s obligations to make any payments relating to this shipment and VOID all rate quotes.

If the Customer does not complete all the documents required for carriage, or if the documents which the Customer submits are not appropriate for the Services, pick up, or destination requested, the Customer hereby instructs the Company, where permitted by law, to complete, correct or replace the documents for the Customer at the expense of the Customer. However, the Company is not obligated to do so. If a substitute form of Bill of Lading is needed to complete delivery of a shipment and the Company completes that document, the terms of that Bill of Lading will govern over any prior Bill of Lading. The Company is not liable to the Customer or to any other person for any actions taken or not taken on behalf of the Customer under this provision.

Further, Customer’s or any other shipper’s insertion of Company’s name on the Bill of Lading, rate confirmation, freight tender, or other shipping document as a motor carrier shall be for Customer’s and/ or such other shipper’s convenience only and shall not alter or amend Company’s status as a transportation broker.

2. Customer’s Warranties

The Customer is responsible for and warrants its compliance with all applicable laws, rules, and regulations including, but not limited to, customs laws, import and export laws, and governmental regulation of any country to, from, through or over which a shipment may be carried. The Customer further warrants that it is registered and in compliance with the security plan and training requirements, and any amendments related thereto, related to hazardous materials, 49 C.F.R. 172.701-704, and 49 C.F.R. 172.800-804. Customer shall be responsible for providing notice to Company no later than at the time of a shipments tender to Company for arrangement that a shipment contains any such hazardous materials. The Customer further warrants that it will immediately advise the Company in the event that its registration and/or compliance with these regulations ceases, expires or terminates. The Customer agrees to furnish such information and documentation as necessary to establish its compliance with such laws, rules and regulations. The Company assumes no liability to the Customer or to any other person for any loss or expense due to the failure of the Customer to comply with this provision. Any individual or entity acting on behalf of the Customer in scheduling shipments hereunder warrants that it has the right to act on behalf of the Customer and the right to legally bind the Customer. Customer agrees to indemnify Company for any and all claims or damages incurred as a result of Customer’s breach of this Section 2.

3. Payment

All Customers are subject to credit approval. Upon credit approval, all charges are payable in US Dollars and are due upon receipt or upon agreed-upon terms. Any payment which is past due shall be subject to an additional charge at the rate of 1.5% per month (18% per annum) of the average outstanding balance due, or the highest rate of interest permitted by applicable law, whichever is less. Overpayments do not accrue interest and are subject to Oklahoma State Law, including the Oklahoma Unclaimed Property Act, 60 O.S. § 651 et al. In the event the Company retains an attorney or collection agency to collect unpaid charges or for the enforcement of these TERMS AND CONDITIONS, all unpaid charges will be subject to the maximum amount of interest permitted by governing law and the Customer shall also be liable for all attorneys’ fees and collection agency fees incurred, together with related costs and expenses. All shippers, consignors, consignees, freight forwarders or freight brokers are jointly and severally liable for the freight charges owed to the Company relating to a shipment.

The Company reserves the right to amend or adjust the original quoted amount or re-invoice the Customer if the original quoted amount was based upon incorrect information provided by Customer at the time of the original quote, if additional Services by the freight or motor carrier were required, or as otherwise necessary for such freight or motor carrier to perform the pickup, transportation and delivery functions therein. The Customer is permitted thirty (30) business days from the date of receipt of the invoice to reasonably dispute invoiced charges. If the Company does not receive written notice of a reasonable dispute within the allowable thirty (30) business days, Customer waives the right to dispute freight charges and will pay the invoice in full. Written notices disputing freight charges must be sent to freightclaims@lynnco.com with any and all complete supporting documentation within the time frame set forth herein to be considered received by Company.

4. Limitations of Liability & Obligations in the Event of a Loss

The Company has no obligation and will not be responsible for processing claims in accordance with 49 C.F.R. 370. The Company will not be a party to any claims arising between the Customer and the freight or motor carrier and the Customer understands and agrees that the Company is not a freight or motor carrier and that the Company shall not be held liable for any loss, damage, delay, mis-delivery, or nondelivery relating to or arising from the transportation of the Customer’s property tendered to Company for arrangement hereunder.

In the event of a claim for freight loss, damage, delay, mis-delivery, or non-delivery, the Customer is to contact the Company and the Company will assist the Customer by providing contact information for the claims department of the freight or motor carrier who transported the shipment subject to the claim. The Company will use commercially reasonable efforts to assist and cooperate with the Customer in the Customer’s investigation and processing of any freight loss, damage, delay, mis-delivery, or non-delivery claim relating to or arising from the transportation of the Customer’s property tendered to Company for arrangement hereunder. However, the Company will not file, mediate, or process any such claims nor will the Company be liable for any loss, damage, delay, mis-delivery, or non-delivery. The liability for any cargo loss, damage, delay, mis-delivery, or non-delivery from any cause shall be determined under the Carmack Amendment, 49 U.S.C. § 14706. Notwithstanding the foregoing, Customer acknowledges and agrees that truckload and less-than-truckload shipments tendered to Company for arrangement hereunder may be subject to a freight or motor carrier’s rules publication or Tariff, and Customer shall comply with any and all additional or alternative rules and requirements relating to any and all freight loss, damage, or delay claims as set forth by the applicable freight or motor carrier within its Tariff. Company has no obligation to review, advise, or provide notice to Customer on the existence of or any specific term contained within any such Tariff, or to arrange the transportation of Company’s property with any freight or motor carrier based upon the existence or absence of such a Tariff.

When applicable, the Customer will use and be subject to the individual freight or motor carrier’s governing Tariff which determines the standard liability cargo insurance coverage offered by all freight or motor carriers. If the shipment contains freight with a predetermined exception value, as determined by the selected freight or motor carrier, the maximum exception liability will override the otherwise standard liability coverage. The maximum amount that Customer will receive on a claim will be that which is recoverable under the governing Tariffs. The Company will not be responsible in any way for any claims, including those claims arising out of the Customer’s negligence, the freight or motor carrier’s negligence, or the negligence of any third party.

The Customer must notify the Company of all claims within 30 days after delivery. The filing of a claim does not relieve the Customer from its obligation to pay freight charges. The Customer is responsible for paying the freight charges billed by the Company regardless of any loss, damage, delay, mis-delivery, or non-delivery claim caused by the freight or motor carrier or caused by any other party. Once the Customer pays the Company, the Customer may then file a claim directly with the freight or motor carrier’s claims department and may include in its claim the freight charges. Any negotiation of the claim or financial recourse for the claim will be solely between the Customer and the freight or motor carrier. The Customer shall not, and hereby waives any and all rights to, offset, withhold, or deduct from freight or other charges owed to the Company against any claims or potential claims for any loss, damage, delay, mis-delivery or non-delivery.

Notwithstanding anything to the contrary, in no event shall the Company’s liability for loss or damage to goods be greater than the lesser of (i) the applicable freight or motor carrier’s liability for such cargo loss, damage, delay, mis-delivery, or non-delivery and (ii)(a) $100,000 for a full truckload shipment or (b) $10 per pound for a less-than-truckload shipment (based on the weight of the subject goods and not the weight of the entire shipment). In no event shall the Company’s liability for loss or damage to used or resold goods be greater than $0.10 per pound for any shipment. Shipper’s interest cargo insurance is available to the Customer upon request to and acceptance by the Company.

5. Indemnification

The Customer shall defend, indemnify, and hold the Company harmless against any claims, actions, or damages (including reasonable attorneys’ fees and costs) arising out of the Customer’s performance under this Agreement. The obligation to defend shall include all costs of defense as they accrue.

6. Forum Selection, Choice of Law & Arbitration

If any dispute arises out of or relates to the relationship of the parties, the termination of that relationship, or this Agreement (including, but not limited to, disputes arising out of or relating to the interpretation or application of this Arbitration Provision, the scope, enforceability, revocability, or validity of the Arbitration Provision or any portion of the Arbitration Provision, the arbitrability of any claim or dispute, and the jurisdiction of the arbitrator, the jurisdiction over non-signatories to this Agreement), the parties agree to resolve such dispute exclusively through final and binding arbitration and only as described herein (hereafter the “Arbitration Provision”). Any such dispute, claim, or controversy shall be settled by arbitration administered by the American Arbitration Association (“AAA”) in accordance with its Commercial Arbitration Rules and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. This Arbitration Provision is governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. The arbitration shall be held in Tulsa, Oklahoma (or as the parties may otherwise agree). This Arbitration Provision shall remain in force after the termination of this Agreement.

Except as otherwise expressly stated herein, this Arbitration Provision is intended to apply to the resolution of any and all disputes that otherwise would be resolved in a court of law, and therefore this Arbitration Provision requires all such disputes to be resolved only by an arbitrator through final and binding arbitration and not by way of court or jury trial.

Class Action Waiver: There will be no right or authority, and each party hereby explicitly waives any such asserted right or authority, for any dispute between the parties to be brought, heard, or arbitrated as a class, collective, representative, or private attorney general action, or to be presented by either party as a member in any purported class, collective, representative, or private attorney general proceeding, including, without limitation, pending but not certified class actions (“Class Action Waiver”). Accordingly, the parties agree to bring any dispute in arbitration on an individual basis only, and not on a class, collective, or private attorney general representative basis. There shall be no joinder or consolidation of parties, except for by agreement of the parties, and the Arbitrator shall not have authority to combine or aggregate claims, conduct any class or collective action, or make an award to any person or entity who is not a party to the arbitration.

Disputes regarding the validity and enforceability of this Class Action Waiver shall be resolved exclusively by the duly appointed Arbitrator, and not by a court or other governmental administrative body. In any case in which (1) the dispute is filed as a class, collective, representative, or private attorney general action and (2) the Arbitrator finds all or part of the Class Action Waiver to be invalid or unenforceable, the class, collective, representative, and/or private attorney general action to that extent must be litigated in a civil court of competent jurisdiction, but the portion of the Class Action Waiver that is enforceable shall be enforced in arbitration, and claims falling thereunder shall be adjudicated in arbitration.

Attorneys’ Fees and Arbitration Costs: In any arbitration proceeding hereunder, the prevailing party shall be entitled to recover, in addition to any other relief awarded by the arbitrator(s), his, her or its reasonable attorneys’ and paralegals’ fees and all reasonable costs and expenses of such proceedings; moreover, the arbitrator(s) are hereby expressly authorized to determine the amount of and to tax such fees and expenses as part of any arbitration award.

Thirty-Day Opt-Out Period: If the Customer does not want to be subject to this Arbitration Provision, it may opt out of this Arbitration Provision by notifying the Company in writing of its desire to opt out of this Arbitration Provision, which writing must be dated, signed and submitted by U.S. Mail or hand delivery to 2448 E 81st St, Suite 2800, Tulsa, OK 74137. In order to be effective, the writing must clearly indicate the Customer’s intent to opt out of this Arbitration Provision and the envelope containing the signed writing must be post-marked within 30 days of the date of this Agreement. If the Customer does not opt out of this Arbitration Provision within the 30-day period, the Customer and the Company will be bound by the terms of this Arbitration Provision.

In the event the Customer’s timely opt-out of this Arbitration Provision, or with respect to any claims that, by law, cannot be compelled to arbitration pursuant to an agreement of this sort, the Customer and the Company agree to submit to the exclusive jurisdiction of the state or federal courts in Tulsa County, Oklahoma, and the parties WAIVE, AS AGAINST THE OTHER, RIGHT TO TRIAL BY JURY IN ANY SUCH JUDICIAL PROCEEDING. In any litigation proceeding hereunder, the prevailing party shall be entitled to recover, in addition to any other relief awarded by the Court, his, her or its reasonable attorneys’ and paralegals’ fees and all reasonable costs and expenses of such proceedings.

7. Rates

Less-than-truckload rates are based on the freight class as determined by the NMFC (National Motor Freight Classification) which are based on the actual description, size, and weight of the shipment. Additional fees may apply for other charges including appointment delivery, reweighs and reclassifications, liftgate services, inside delivery or various other accessorial services. All Company quotes are based solely on the accuracy of the information provided by the Customer. Customer acknowledges and agrees that a freight or motor carrier’s and/or such third-party lumper service’s customary accessorial fees, including but not limited to detention, layover, unloading fees and pallet costs, as well as LTL charges for re-weighs, re-classifications and other re-bills (collectively, the “Fees”) are the responsibility of the Customer regardless of whether such Fees (i) are included in or detailed within the quote, (ii) result from Customer’s errors, misrepresentations, or omissions within the information provided by Customer, and/or (iii) from any changes requested by Customer following acceptance of the applicable quote.

Truckload rates are based on Dock Door Pickup/Dock Door Delivery and Shipper Load/Consignee Unload and are state to state and mileage based. Additional fees may apply for charges including, but not limited to, Tractor Detention, Trailer Detention, and Driver Assistance. Once the Company has contracted with a freight or motor carrier to move a truckload shipment, the scheduled load must be tendered to the freight or motor carrier as requested on the bill of lading at the agreed upon price, or an equipment not used (EON) fee will be assessed.

Air Freight rates are based on the greater of actual or dimensional weight. If an Air Freight shipment contains oversize freight, additional charges and transit days may apply. Van Line rates are driven by state to state/mileage, weight (actual or density) and commodity/product type.

Flatbed rates are based on equipment type, state to state/mileage and weight. If a flatbed shipment contains oversize freight, additional charges and transit days may apply.

All displayed transit times are estimates only and do not include day of pickup. Pickup dates are not guaranteed.

8. Guaranteed Services

Less-than-truckload Guaranteed Services are inclusive of transit times only as noted by the freight or motor carrier selected. Guaranteed Service transit times do not include holiday and/or no service days as defined by the individual freight or motor carrier. Shipments not delivered within date/time specified on the bill of lading may not be considered a service failure when the reason for the delivery delay is deemed as no fault of the carrier. These reasons could include, but are not limited to, the following conditions: acts of God; the existence of violence, riots, military action or such possible disturbance as creating reasonable apprehension of danger; acts or omissions by: shipper, consignee, owner of goods or public authority; delays due to customs clearance or documentation required for movement of shipment; closure of Federal, State, City or local roads, streets, or highways resulting in travel delays by carrier; shipments not accepted by the consignee when offered for delivery. This Service is not a guarantee for Pickup. Pickup Day is not included in the qualification and calculation of less-than-truckload transit time. The Customer is liable for all charges related to the shipment. In the event of the freight or motor carrier’s failure to comply with the Guaranteed Service requested, the Customer is permitted ten (10) business days from the actual delivery date of shipment to file a claim request in writing with the Company. If the Company does not receive a claim request or receives the request after the allowable ten (10) business days, the Service provided by the less-than-truckload freight or motor carrier will be deemed to have met all Guaranteed Service standards and the claim request will automatically be considered invalid and denied. In the event of fright or motor carrier failure to comply with the Guaranteed Service requested and after the freight or motor carrier has agreed to liability, the Company will credit the account of the said Customer for freight charges only. In no event shall the Company be liable nor will any account be credited if the Customer does not use the Company’s Bill of Lading.

9. Definitions

(a) Customer. The term Customer, as used herein, shall refer to any person or entity enrolled in the Service. With respect to a given transaction, the Customer shall be the person or entity from whose account the order is made.

(b) Tariffs. The term Tariffs, as used herein, shall refer to the terms and conditions of carriage imposed by each freight or motor carrier with respect to shipments transported by such carrier.

(c) Service. The term Service, as used herein, shall refer to any service provided by the Company whether through this website or by other means.10. Privacy

10. Privacy

Your information will never be shared, sold or distributed to any company for the purpose of marketing. Your information is always kept private and only shared with our affiliate companies when needed to provide a service requested by you.

11. Third Party Websites

As a convenience to you, our website contains links to third-party websites. However, because the linked websites are not under the control of the Company, the Company is not responsible for the content or information contained in any linked website.

12. Modification

These TERMS AND CONDITIONS are subject to change, amendment, and revision at any time at Company’s sole discretion. Upon completing any update to these TERMS AND CONDITIONS, Company will provide notification on its website. Continued use of the Services after the effective date of any change in these TERMS AND CONDITIONS constitutes acceptance of such changes and it will signify that Customer agrees to abide by and be bound by the modified TERMS AND CONDITIONS.

13. Miscellaneous

THE COMPANY MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH REGARD TO THE SERVICES, DELIVERIES, OR WITH REGARD TO THIS WEBSITE, INFORMATION PROVIDED ON THIS WEBSITE OR SERVICES RELATED TO TRANSACTIONS CONDUCTED ON THIS WEBSITE. THE COMPANY CANNOT GUARANTEE DELIVERY BY ANY SPECIFIC TIME OR DATE. IN ANY EVENT, THE COMPANY SHALL NOT BE LIABLE FOR DAMAGES, INCLUDING BUT NOT LIMITED TO ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS OR INCOME, WHETHER OR NOT THE COMPANY HAD KNOWLEDGE THAT SUCH DAMAGES MIGHT BE INCURRED.

It is understood between the Company and the Customer that the Company is not an agent for any freight or motor carrier or for the Customer and shall remain at all times an independent contractor. The Customer does not exercise or retain any control or supervision over the Company, its operations, employees, or freight or motor carriers. The Company does not exercise or retain any control or supervision of the Customer, its operations, employees or contractors, or of any freight or motor carrier, its operations, employees or contractors.

Version: Ts & Cs v3.0 – 7.3.23