CREDIT APPLICATION & AGREEMENT – TERMS AND CONDITIONS1. AUTHORIZATION FOR CREDIT REVIEW – Applicant hereby authorizes MC Carrier LLC to obtain any information pertaining to Applicant that MC Carrier LLC deems appropriate from any sources or references given by Applicant to MC Carrier LLC and from any national credit bureaus, creditors of Applicant, banks or other financial institutions and any other available source; and Applicant authorizes each such source to provide information to MC Carrier LLC in connection with this Credit Application & Agreement (“Agreement”).
2. NO OBLIGATION TO EXTEND CREDIT – Applicant understands that MC Carrier LLC has no obligation to extend credit to Applicant and that MC Carrier LLC, in its sole and absolute discretion, may terminate the extension of any account accommodations or credit to Applicant at any time for any reason or for no reason whatsoever. 3. PAYMENT TERMS – If credit is extended, Applicant agrees to pay in full the invoice price for all services provided by MC Carrier LLC promptly within fifteen (15) days of the invoice date or in accordance with the terms provided on the invoice, if any, and to not offset alleged claim amounts against freight charges. All quoted pricing reflects a 3.5% discount for cash (or cash equivalent) payment. If a credit card is used to make payment, the cash discount will be removed, and the invoiced price will be adjusted accordingly. Applicant agrees that if an invoice is not timely paid on or before its due date, that interest will accrue on the amount owing at the rate of one and on half percent (1.5%) per month on all past due amounts. Applicant agrees and acknowledges that the payment of freight charges may not be delayed due to alleged loss of or damage to a shipment or delay in delivery of the same. Applicant agrees to notify MC Carrier LLC, in writing, of any error or dispute in any invoice within thirty (30) days from the invoice date. If the Applicant fails to give MC Carrier LLC notice of an error or dispute of charges encompassed in an invoice, then the invoice shall be deemed to be correct, and Applicant deemed to have agreed to pay without dispute. MC Carrier LLC does not provide original paperwork (bills of lading, delivery receipts, etc.) with its invoices; however, scanned copies may be provided upon request. 4. COLLECTION COSTS AND ATTORNEY FEE – Applicant agrees to pay in full all costs and expenses incurred by MC Carrier LLC in collecting the amounts owed by Applicant under this Agreement, including any and all costs and reasonable attorneys’ fees. 5. GOVERNING LAW/VENUE/JURISDICTION – This Agreement shall be interpreted, construed, and enforced in accordance with and governed by the laws of the State of Nevada without giving effect to any conflict of law provisions. Any litigation between Applicant and MC Carrier LLC shall take place in the state and federal courts situated in Las Vegas, Nevada. Applicant hereby consents to that venue and waives and agrees not to assert any claim that it is not personally subject to such jurisdiction in Las Vegas, Nevada or that any action or other proceeding brought in compliance with this section is brought in an inconvenient forum. 6. DEFAULT – The occurrence of any of the following events shall constitute a default under this Agreement and any other agreements between Applicant and MC Carrier LLC: (a) Applicant fails to perform any obligation, or other undertaking, required by this Agreement or any other agreement between Applicant and MC Carrier LLC; (b) Applicant dies; dissolves; ceases operations; abandons its business; becomes insolvent; becomes the subject of bankruptcy, receivership, insolvency, or similar proceedings; or, makes an assignment for the benefit of its creditors; (c) Any information or other representation now or hereafter made or furnished to MC Carrier LLC by Applicant or at Applicant’s request or instruction is, or is believed in good faith by MC Carrier LLC to be, inaccurate, incomplete, or false in any material respect; or (d) Any other event which causes MC Carrier LLC, in good faith, to believe that the prospect of performance of any provision of this Agreement by Applicant is impaired. 7. NO LIABILITY/LIMITATION OF LIABILITY – Applicant recognizes that MC Carrier LLC has authority to act as common carrier of property. In the event of loss or damage to cargo, while the cargo is transported by MC Carrier LLC, unless Applicant declares a higher value for cargo in writing to MC Carrier LLC (additional liability coverage charges will apply to MC Carrier LLC’s service rates), MC Carrier LLC’s cargo liability is limited to $2.00 per pound per lost or damaged article, the manufacturer’s cost, or $20,000, whichever is less. (Any single claim for less than $100 will not be considered.) Regardless of the declared value of the cargo, MC Carrier LLC’s liability for loss, damage, delay, misdelivery, or nondelivery, will not exceed the $2.00 per pound per lost or damaged article, manufacturer’s cost, cargo’s repair cost, depreciated value, or its replacement cost, or $20,000, whichever is less, unless there is a specific writing in which MC Carrier LLC agrees to a greater amount of liability. Applicant should contact an insurance broker if Applicant desires insurance applicable to cargo that MC Carrier LLC arranges to be transported. MC Carrier LLC DOES NOT PROVIDE INSURANCE COVERAGE OF ANY KIND. MC Carrier LLC does not guarantee service delivery times and is not liable for “loss of sales,” consequential or indirect damages associated to the loss, damage, or delay of any shipment. This paragraph does not waive or otherwise impair MC Carrier LLC’s rights and defenses with regard to whether MC Carrier LLC is liable for cargo loss or damage. Notwithstanding any other term or conditions of the Agreement, MC Carrier LLC shall have no liability for temperature or altitude related damage to ice cream.
8. WAIVER – MC Carrier LLC may, at its option, permit Applicant to remedy any default under this Agreement without waiving any of its rights or remedies related to such default or any subsequent or prior default by Applicant. Applicant waives any right to notice from MC Carrier LLC of Applicant’s default of this Agreement. 9. ADDITIONONAL SERVICE TERMS AND CONDITIONS – Applicant further agrees to the Terms and Conditions of MC Carrier LLC arranging for the transportation of freight. Such Terms and Conditions are available upon request and prevail over all bills of lading or other agreements or documents. Such Terms and Conditions may be changed by MC Carrier LLC from time-to-time and the Terms and Conditions as posted on MC Carrier LLC’s website as of the day that a load is picked up by an MC Carrier LLC truck shall apply to such load. Such Terms and Conditions posted on MC Carrier LLC’s website are hereby incorporated by reference and made part hereof. 10. AUTHORITY – Any person signing this Agreement warrants and represents that he/she/it has authority to enter this Agreement and that he/she/it has been duly authorized to execute this Agreement as, or on behalf of, Applicant. 11. ACCURACY OF INFORMATION – Applicant certifies that any and all information now or hereafter supplied to MC Carrier LLC by Applicant, or at Applicant’s request or instruction, is both accurate and complete and Applicant will, upon request, establish the accuracy and completeness of any such information. Applicant shall promptly notify MC Carrier LLC of any adverse change in such information supplied, and of any change in Applicant’s residence, chief place of business or billing address. 12. MODIFICATION – The terms of this Agreement may be modified or amended by MC Carrier LLC at any time upon thirty (30) days’ notice, effective as to all credit extended after the effective date of the modification. 13. ADDITIONAL PROVISIONS – The rights and remedies of MC Carrier LLC stated in this Agreement are cumulative and are in addition to any other rights or remedies provided by law. Any account exceeding the credit terms extended will automatically become a CASH ONLY account at MC Carrier LLC’s election and will require payment in full to reestablish the original terms of this Agreement. INITIAL ____________ DATE _____________For and in consideration of MC Carrier LLC extending credit to the Applicant herein, the undersigned (“Guarantor”), jointly and severally, unconditionally, irrevocably, and absolutely guaranties and promises to pay MC Carrier LLC any and all indebtedness of the Applicant owed to MC Carrier LLC. MC Carrier LLC may, without notice, proceed directly against Guarantor to collect the full amount or any portion of Applicant’s liability to MC Carrier LLC whether or not any action is commenced against the Applicant. Guarantor’s obligations and liability hereunder are joint and several with the obligations of the Applicant. MC Carrier LLC may, without notice to or further consent by Guarantor, and without affecting Guarantor’s liability hereunder, from time to time in whole or in part: (a) alter, compromise, renew, extend, accelerate or otherwise change the time for payment of, or the terms of, the indebtedness of applicant or any part thereof; (b) take and hold collateral for the payment of this guaranty or the indebtedness, and exchange, surrender, compromise, release, enforce, waive, fail to perfect or deal with such collateral in any manner MC Carrier LLC deems necessary, whether such collateral was provided by Applicant or Guarantor; (c) release or substitute any one or more of the endorsers or Guarantor or Applicant; and (d) determine how, when and what application of payments shall be made on the indebtedness. Guarantor waives any right or claim of right: (a) to notice of action/nonaction on the part of Applicant, MC Carrier LLC or Guarantor; (b) to notice of acceptance of this Guaranty; (c) to notice of the creation, renewal, extension or accruals of any present or future indebtedness of Applicant; (d) to notice of default or nonpayment and notice of dishonor to Guarantors, Applicant or any other party liable for any of Applicant’s indebtedness; (e) to notice of any sale, exchange, compromise or other disposition of any or all collateral; (f) to all other notices to which Guarantors might otherwise be entitled in connection with this guaranty or any indebtedness or obligations hereby guarantied; (g) to make any defense arising by reason of any disability or other defense of Applicant or by reason of the cessation from any cause whatsoever of Applicant’s liability; and (j) to participate in any collateral now or hereafter held by MC Carrier LLC securing these obligations. Guarantor shall pay all reasonable attorneys’ fees, and other costs and expenses incurred by MC Carrier LLC enforcing its rights hereunder, including those incurred before and during any legal proceedings or appeals. This Guaranty shall be interpreted in accordance with the laws of the State of Nevada and Guarantor submits to the jurisdiction of the courts located in Las Vegas, NV.
Signed by Guarantor ____________ Name of Guarantor _____________