Drafting Transportation Contracts: Negotiating Key Terms in Shipper, Carrier, and Intermediary Agreements
Ensuring performance and managing risk exposure in the transport and delivery of goods
A live 90-minute CLE video webinar with interactive Q&A
This CLE webinar will guide counsel in drafting complex transportation agreements governing containerized commercial goods shipping from manufacturers to distributors to retailers both domestically and internationally. The panel will discuss best practices for negotiating contract terms on behalf of carriers, shippers, and brokers and other intermediaries such as freight forwarders and non-vessel operating common carriers, to ensure contract performance and manage risk exposure.
- Critical provisions in transportation contracts
- The role of a written contract
- Shipping documents: bills of lading, waybills, receipts
- Limitation of liability
- Statutory restraints on carrier liability limitations: COGSA, Hague-Visby, and the Carmack Amendment
- "Himalaya" clauses extending liability limitations to subcontractors indemnity
- Additional insured
- Waiver of subrogation
- Limitation or extension of carrier's possessory lien rights
- Damages: limitations and exclusions
- Rates and payment terms
- Minimum volume commitments
- Delay provisions and performance indicators (KPIs)
- Disputes resolution, choice of law, and forum
- Special arrangements for high-value shipments or for commodities that require special handling
- Force majeure
- Best efforts
- Key regulatory provisions
- Claims handling procedures
- Carrier safety standards
- MAP-21 and the role of the intermediary
- International considerations
- Contract negotiation considerations and best practices for carriers, shippers, and intermediaries
- Historical evolution and transformation of domestic property brokers to today's complex 3PL and 4PL logistics industry
- Evolution and transformation of international 3PLs such as NVOCCs and their ability to offer and enter into contracts
The panel will review these and other priority issues:
- What federal, state, and international laws and conventions govern transportation contracts?
- What are the critical provisions that counsel should carefully negotiate when drafting transportation agreements?
- What are some common contracting pitfalls with transportation contracts, and how can they be avoided or overcome?
Andrew M. Danas
Grove Jaskiewicz & Cobert
Mr. Danas represents clients on a wide variety of general commercial and regulatory issues. He has a specialized... | Read More
Mr. Danas represents clients on a wide variety of general commercial and regulatory issues. He has a specialized knowledge of legal issues involving companies engaged in international trade and transportation. Mr. Danas regularly counsels companies on the corporate, commercial, and regulatory obligations they may have both in the U.S. and abroad. He regularly advises and represents clients in their dealings with federal agencies of the U.S. government. He assists clients in obtaining government licenses and bonds and has represented them in government investigations and litigation. He has also assisted clients on legislative matters and has testified before the U.S. Congress on their behalf. A frequent speaker on business matters related to international commerce, Mr. Danas publishes regularly in professional and academic journals. He is also active in a number of professional organizations in a leadership capacity. Mr. Danas currently serves as Co-Chair of the International Contracts Committee of the American Bar Association Section on International Law and has previously served three consecutive terms as the Co-Chair of the ABA SIL International Transportation Committee. He is also Co-Chair of the Antitrust and Unfair Trade Practices Committee of the Transportation Lawyers Association and is the Co-Chair of the Management Committee of the Euro-American Lawyers Group.Close
Andrew B. Kolesar, III
Slover & Loftus
Mr. Kolesar represents clients in a wide variety of disputes pertaining to railroad transportation, intermodal... | Read More
Mr. Kolesar represents clients in a wide variety of disputes pertaining to railroad transportation, intermodal transportation, and motor carrier transportation. He also counsels clients on matters related to the negotiation of rail transportation contracts and on matters related to rail project development. The clients that he has represented include coal-shipping electric utilities, major intermodal service providers, and a number of exempt commodity rail shippers. His regulatory practice encompasses a number of technical and highly specialized railroad transportation matters before the Surface Transportation Board including maximum rate reasonableness complaint proceedings filed by coal shippers against Class I rail carriers (i.e., “stand-alone cost” cases), unreasonable practice proceedings, STB rulemakings, and matters related to railroad licensing and abandonment. In addition to these regulatory matters, Mr. Kolesar’s practice also focuses upon transportation-related contract disputes both in the courts and before private arbitration panels. These litigation matters have related to the rail transportation of coal (both in terms of rail pricing and rail service issues), intermodal rail service, motor carrier service, and tariff-based demurrage collection proceedings.Close
Jameson B. Rice
Holland & Knight
Mr. Rice focuses his practice primarily on matters pertaining to the transportation industry, with experience in rail,... | Read More
Mr. Rice focuses his practice primarily on matters pertaining to the transportation industry, with experience in rail, intermodal (multimodal), and road transportation, as well as unmanned aircraft systems (UAS or drones). His experience includes transactional and regulatory matters as well as litigation and dispute resolution. Mr. Rice is a frequent author and lecturer on emerging UAS issues, among others.Close
Early Discount (through 04/23/21)
Cannot Attend May 18?
Early Discount (through 04/23/21)
You may pre-order a recording to listen at your convenience. Recordings are available 48 hours after the webinar. Strafford will process CLE credit for one person on each recording. All formats include program handouts.