Equipment Lease

PURSUANT TO 49 C.F.R. PART 376 (Applies to Driver Partners of Spruce Transport Operations, LLC)

Driver Partner agrees to provide Company with the exclusive possession, control and use of the auto identified in the Platform (“Auto”) and all labor, including driver(s), necessary to operate the Auto and perform all of the Delivery Services as contemplated herein consistent with 49 C.F.R. § 376. The receipt requirement of 49 C.F.R. § 376.11(b) is satisfied through the Driver Partner’s identification of the Auto in the Platform and for the time period Driver Partner is providing Delivery Services. Driver Partner represents and warrants that Driver Partner is the Auto’s owner under 49 C.F.R. § 376.2(d).  Exclusive possession, use and control of the Auto neither relinquishes ownership of the Auto nor affects Driver Partner’s status as an independent contractor consistent with 49 C.F.R. § 376.312(c)(4). Driver Partner is not required to purchase or rent any products, Auto, equipment, or services from Company as a condition of entering into this Equipment Lease.

A.  Gross Compensation

A.1 In General:

Driver Partner's gross compensation is set forth in Section D.2 and constitutes the total compensation for the use of the Auto and for everything furnished, done by, or required of Driver Partner in connection with this Equipment Lease. Driver Partner is providing services as an independent contractor and is responsible for paying all operating expenses. Company will provide Driver Partner with an electronic proposal containing any change to Driver Partner's gross compensation prior to any trip for which such changes would apply.

A.2  Compensation:

Compensation is based on the Company's pay model as set forth in Section 7 of the Agreement. The minimum rate for each route shall be set forth in the Platform at the time the route is offered.

A.3  Settlement:

Company will settle with and pay gross compensation to Driver Partner within fifteen (15) days after Driver Partner's submission to Company of driver logs (if any) required by the 

A.4  Adjustments to Compensation:

Where a Driver Partner has elected to purchase occupational accident insurance through Company, total compensation due to Driver Partner will be less the cost of such coverage. The current rates for occupational accident coverage will be clearly specified in the enrollment form. Other than adjustments related to occupational accident insurance and as explained in Section 9 of the Agreement, Company shall not deduct or charge back any monies from the compensation due to Driver Partner unless required by law.

B.  Driver Partner's Operating Expenses

Driver Partner, at Driver Partner’s expense, agrees to provide the Auto ready to operate and fully roadworthy, including the necessary licenses, permits, cab cards, and state base plates or license plates, and will furnish all lubricants, fuel, tires, and other parts, supplies, equipment, and repairs necessary for the safe and efficient operation and maintenance of the Auto. Driver Partner agrees to pay all expenses incident to the operation of the Auto, including fuel taxes, registration fees, license and registration, Native American tribal fees and other permits of all types, ferry, bridge, tunnel, and road tolls, and detention and accessorial charges not collected by Company because of Driver Partner’s failure to provide required documentation.

C.  Cargo Claims

Unless prohibited by law, Driver Partner shall be liable for each cargo claim, including but not limited to delay, shortages, mis-delivery, and any direct damage claim relating to lost, damaged, or contaminated loads arising out of or relating to Driver Partner's services. Driver Partner authorizes Company to recover any such amounts.