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Broker-Shipper Agreement

The contract that defines how a freight broker arranges transportation for a shipper. Download the blank template, or paste your company info into the form below for a personalized PDF — both options free.

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The basics

What is a broker-shipper agreement?

A broker-shipper agreement is the master contract a freight broker signs with a shipper (the customer whose freight is being moved) before arranging transportation on their behalf. It's the counterpart to the broker-carrier contract — same broker, opposite side of the relationship.

The agreement clarifies three things every shipper relationship hinges on: who the broker is (a licensed property broker, not a motor carrier), how rates and payments work (per-shipment rate confirmations, payment terms, accessorials), and where liability sits (cargo claims go to the carrier under the Carmack Amendment, not the broker; the broker's own liability is capped at the brokerage fee). Without it, shippers occasionally assume the broker is on the hook for cargo claims — and that mistake gets expensive fast.

The template we provide below is a generic Broker-Shipper Transportation Agreement covering twelve clauses brokers typically include. As with any legal template: review with your own counsel before using it.

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Get the Broker-Shipper Agreement template

Two ways to get the template. Download it blank and fill it in offline, or paste your company info into the form below and we'll merge it into a PDF for you. Either way, free.

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We'll merge your company details into the agreement and generate a downloadable PDF. Your info appears in the parties block and the broker signature block — the rest of the template stays generic.

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Brokerage legal name

Mailing address (one line per row)

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Contact email (shown on agreement)

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Just need the blank version? Skip the form — download the blank Broker-Shipper Agreement template (PDF) directly and fill it in by hand or in your PDF editor.

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What's in the agreement

The twelve clauses every broker-shipper agreement should include

Our template covers all twelve below. Each clause exists to defuse a specific failure mode in the broker-shipper relationship — payment disputes, cargo-claim confusion, rate disagreements, or scope-of-service overreach.

1 Scope of services

Clarifies the broker is a property broker (49 U.S.C. § 13102(2)), arranges transportation through motor carriers, and does not perform transportation directly.

2 Rates and rate confirmations

Rates are set per-shipment via rate confirmation. Accessorials (detention, layover, lumper, reconsignment) are billed as incurred consistent with each rate con.

3 Carrier selection and qualification

Broker commits to using motor carriers with active FMCSA authority and minimum insurance coverages — the assurance the shipper relies on for due-diligence purposes.

4 Payment terms

Shipper pays the broker within net 30 of invoice receipt. Disputed-charge window (30 days written notice) and late-payment interest (typically 1.5%/month) cap the dispute period.

5 Carrier insurance requirements

Lists the minimum insurance coverages the broker requires of every motor carrier — auto liability, motor truck cargo, general liability, workers' comp. Higher limits for specialized cargo go on the rate confirmation.

6 Cargo claims

Carrier (not broker) is liable for cargo claims under the Carmack Amendment. Shipper files claims directly with the carrier. Broker reasonably assists but is not financially responsible for cargo claims.

7 Limitation of broker liability

No consequential / incidental / indirect damages. Broker's total liability under the agreement is capped at the brokerage fee earned on the disputed shipment.

8 Indemnification

Mutual — each party defends the other against claims arising from its own negligence, willful misconduct, or breach of the agreement.

9 Confidentiality

Non-public business information (rates, customer information, lane data) stays confidential. Standard for an industry where rate transparency can move accounts.

10 Termination

Either party can terminate on 30 days' notice. Outstanding obligations (payments due, claims open) survive termination.

11 Governing law & venue

Names the state whose laws apply and where disputes are litigated — typically the broker's home state.

12 Entire agreement

The agreement plus rate confirmations are the complete deal. Verbal commitments and side emails don't override the written agreement without a signed amendment.

The shipper-side template covers half the relationship

The other half is your carrier network. CarrierPacket.Link gives you broker-branded onboarding, real-time FMCSA verification, and a signed packet from every carrier in minutes — try the full platform free for 30 days.

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FAQ

Frequently asked questions

Do I need a broker-shipper agreement, or is the rate confirmation enough?

The rate confirmation handles one load. The broker-shipper agreement is the umbrella that governs every load you'll ever do for that shipper — payment terms, insurance representations, claims allocation, dispute resolution. Without the master agreement, every load is governed by whatever was on that load's rate confirmation, which leaves a lot of important terms unaddressed. Most established shippers will ask for (or insist on signing) the master agreement before tendering their first load.

Why does the agreement cap broker liability at the brokerage fee?

Because under the Carmack Amendment (49 U.S.C. § 14706), motor carriers — not brokers — are liable for cargo loss or damage. The broker's job is to arrange transportation, not to perform it. If a load is stolen or damaged, the shipper files a Carmack claim against the carrier. The broker's contingent cargo insurance kicks in only if the carrier's primary coverage fails. The agreement codifies this allocation by capping the broker's direct liability at the brokerage fee on the disputed shipment — which is the appropriate level for the broker's actual exposure.

Should I use a different agreement for different shippers?

Generally, no — the master agreement is the same per brokerage, applied to every shipper. The shipper-specific terms (lane pricing, accessorial rates, special insurance requirements for hazmat / high-value cargo) go on each load's rate confirmation. Some shippers (big-box retailers, Fortune-500 manufacturers) will insist on their own broker-shipper agreement template; in that case, your counsel reviews their terms and you sign theirs.

Why do you collect my email for the customizer?

Two reasons. First, we send a copy of the generated PDF to the email address so you have a backup outside the browser download. Second, we save your email so we can follow up with tips on running a brokerage — and, if you want, try our carrier-onboarding software free for 30 days. We don't share your email, and you can unsubscribe any time. If you just want the contract without giving us your email, download the blank version: Broker-Shipper Agreement (blank PDF).

Can I attach my insurance certificates to this agreement?

Yes — many brokers attach their own broker's contingent cargo COI and their general liability COI to the executed master agreement, so the shipper has those on file. The COIs themselves aren't part of the legal template (you get those from your insurance agent), but appending them to the signed PDF is normal practice.