GreatWide Transportation Management Services, LLC Dba: AC Logistics A Cardinal Logistics Company Truckload * Less-than-truckload (LTL) ¢ Van ¢ Flatbed * Temp Control * Intermodal Expedited * Managed Transportation Services Optimizing Transportationco W-9 Request for Taxpayer efor to the Sea Identiiication Number and Certification ee Seats ‘aro fs soon ancora |GREATWIDE TRANSPORTATION MANAGEMENT SERVICES, LLC ‘Business namo, diferent trom above ~ lac Locistics rece appease CI SZ} comerten ) ratnesn COE neenenene |] Sumatran bac “res fbr, Se ad apo ae nay Tague name od eds ona PO BOX 750 ‘iy, to, nd 2 code |ANDERSON, S¢, 29622 _ Tat acount umber Ree nay Sea eect pair bala witoldg, For indvicu, tls your eovll security number (SSN). However, for aresidont ti eleeplt ot Sarsuaed oat Se eae oto ies rae ae Yor oor tion vane OF Weasels Gia sats ae or None account is rma tn xe nae ts hecho pag fie ons RTO bart . Siovolsia/e/o19[oL TEM Centfication ‘Under penatos of por, catty that 41. The numbor shown on this form s my core taxpayer Ketitation number (or | rm wang for a rarer tobe sued o me, ene 2, am not subject o backup witthoting becas: fa) lam axempt fom baclop vito, ob | have not bean nia by th intra Reverwo Service (F3) tat am subject fo baclp willing a revs of fale to sorta Wares of dicen, oho IRS has noted me that ar ne fonger subjet o bale witshang, ard 8. Lama US, person frcting US, resident ale), Certication instructions. You must cose cut tam 2 shove I yu have boon noted by the RS thal you aro curonty subject o backup \wioldng Because you have fale to reper al intrest snd venison our tax et, F fe ele ansarlons, tem 2 doesnot apply, For mortgage interest pall, acultion or abandonment of snore property, cancellation of cet, conto an indica eemart rangement (RA), and general, payrnts ober tha rest and evden, you are not equed 10 sgn ho Certain, but You must prove your correct TIN. (Se tha\nstractons on page) Print or type ‘See Speciti Instruction on page 2 EXERT Taxpayer Identiicaton Number (NT Enter your TWN in the appropriate box. Tho TN provided must match ho namo glvon on Liha fo avot Sign | sonatue ot “4 Here _| us" parson > nm ‘4 Purpose of Form ‘A person who is requied to fle an information return wih the JAS, must obtain your correct taxpayer Identieation number (TiN to report, for example, income pald to you, real estate ‘transactions, morgage Interest you pad, acquistion or ‘abandonment of secured propery, cancellation of debt, or ‘contibutions you made to an FRA U.S, person, Use Form W-9 ony if you are a US. person (including a resident alien), to provide your correct TIN tothe Person requesting It tha requester) and, when applicable, to: 4. Certiy thatthe TIN you are giving is comrect (or you are walling for a number to Bo issu0d), 2, Certly that you are not subloct to backup withholding, or 3, Claim exemption from backup withholding f you are a US. exempt payec. In above, If applicable, you ate also certifying that as U.S. person, your allocable share of any partnership incoms| from @ US. trade or business is not subject to the ‘witaholding tax on foreign partners’ share of effectively connected Income, Note. fa requester gives you a form other than Form W-9 to request your TIN, you must use the requester's form its substantialy similar to this Form W-S. For federal tax purposes, you ave considered a person if you are: car 1735-2013 «An Indvial wh is a cizen or resident ofthe United ‘Stats, © A partnership, corporation, company, or assoclation Created or organized in the United States or under the laws Of the United Sais, or ‘Any estate (other than a foreign estate) or trust. See RRagulations seciens 901,7701-6@) and 7() for eddllonal Information Special rules fr partnerships, Pernerships that conduct a ‘ade or business the United Stats are ganorallyrecued to pay a withhotng tax on ay foreign partners’ share of Income trom such business. Further, in certain e3b8s where @ Form W-9 has nol been recehed, a partnership Is required 10 presume that a parner i ferejh person, and pay the withholding tax. Therefore if you ae a U.S. person that is a partner Ina parnership conducting a trade or business in the United States, nivel Form W919 the partnership to establish your US. satus and avold wittholding on your share of parineship noome, ‘The person wo gives Form W-29 tothe partnership for purposes of exebshing ts US. elatus and avorlng \withnolding on ts efocable stare of nel income fom the partnership conducting a rage or busines In the United ‘Sates isin the folowing cases: © The U.S. ovmerot a dsrgarded ently and not the ent Teen WB Fie 1085)ca2n016 CERTIFICATE OF LIABILITY INSURANCE THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. ACORD Ce IMPORTANT: Ifthe cerlficate Holder is an ADDITIONAL INSURED, the polly{ies) must be endorsed._W SUBROGATION IS WAIVED, subject to ‘the terms and conditions ofthe policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsements). Marsh USA I. alte ag $03 Conesen Gow Toner Die cu Ton nia ea hae ha Ta-267 bi dls cena con Fer 220-59 — men) APFORDWG COVERAGE [mies | ‘een Ga GAWAME'G IT _ insure 9 ACE Ane sane Company per SURE ste upton vane tnsonen tlw Fo ae sano bore Saec ‘suer ¢; ACE Fe Undewites Caray loro aan Laptes numero il Ane EBS nza Corny bese fant don 820822 sue: AGCS Manca Company bast COVERAGES CERTIFICATE NUMBER: HOUMA REVISION NUMBE THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW RAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIRENENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, {CLUSIONS AND CONDITIONS OF SUCH POLICIES, LIMITS SHOWN MAY HAVE BEEN REDUCED BY {TYPEOF moURANCE (eso en] Pouey NUMBER sine wens 7 [eoamanciat Severe unwary Fa caer anes — J cuamroe [X ] occur | PEWS tess. 7 | eo ex? on anon x] roucr(_] 588 [|e fees canna on fs 7 [auronoai asi a TRRNDTTS — [NDOT — | RED RE TT a X] mer auto Sooky MUR wren) | Agere [)graggueo OORY RAURY erases [| owanacacae |X Toco ALOUD | aac ana OH excess une ciane-woe AL SAT 800 | |accncaxte ae) eo | _[nerewnons s 7 ones comessaron TTR TO aT NO — PX TEER TX TST © |i momerronrurcpexcoume Mi C0001 (49) fscoro1s oscoror7 Tes exc acooenr |e ‘moat o |GirngsemaeeR excLUDEDr 4) casrisenexEL SiR s2s0000 owsnani6 fosaror7 fe pisense- excwrvoved s 1000000 SG on OF OPERATIONS teow E1 ojsease nowy unr | § 4.900000 [amp teoiy aes Joo16 oB007077 — [per one orm cote “oo ter eameca ‘ESCTRPTION OF OPERATIONS) LOCATIONS VERELES(ACORO 1, halos Remar eho may For seca fan sly. (CERTIFICATE HOLDER ‘CANCELLATION. Gest Tarsprston Managemen ‘SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Sarees LC THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN AAC Logs [ACCORDANCE WITH THE POLICY PROVISIONS. 0,750 Paterson, $0 20822 otaran Sh ne Manast Mule Masons yatensajee ACORD 26 (2014/01) ‘© 1088-2014 ACORD CORPORATION, All rights resorved. ‘The ACORD name and logo are registered marks of ACORDUS" DeparimentofTanspotaton ‘ooten Sassy Ave, SE Federal Motor Caner Safely Administration Wasingon, 00 20590 ‘SERVICE DATE Febuary 27,2009 DECISION Mc-sso02f GREATWIDE TRANSPORTATION MANAGEMENT SERVES, LLC DALLAS, TX REENTITLED GREATWIDE TRANSPORTATION MANAGEMENT SERVICES LLC DIBIA A-C LOGISTICS (On February 28, 2009, applicant fed a roquest to have the Federal Meer Cater Safety ‘Administrations records changed to reflect a name-change, ltis ordered: . The Federal Motor Carir Safety Adi name as GREATWIDE TRANSPORTATION MANAGEMENT SERVICESLLC, DIBIA AC Within 30 days aftr this decision Is servod, the applicant must estelsh hat ts infill eomptiance wih the statute and the insurarice regulatons by having amended flings on posorbed FMCSA forms (EMC94 or 91% oF 82 for bodily injury and property damage liabity, BMC 24 o 83 for cargo aly a [BMC 84 or 85 for property broker securily and BOC-2 for designation of agents upon whom process may be Served) sutiitted on its behalf. Copies of Ferm MOS-0 or ote ‘seis of insurance” ae. nol acceptable evidence of insurance compliance. Insurance. end BOC-S figs shoud bo sent to Fedoral Motor Carror Safety Administration, 1200 New Jersey Ave., &., Wasiron, DC 20580. tha aur o comply with he terms ofthis dion shal esl in 3b days tom the eve dt o ls decison ralion's records are amended to refloct the cartle’s LoGIsTi¢s. The applicant is notie -revocation of ts operating rights registration, effect To verlty thatthe applicant isin fll compliance, cll (202)368-7000 ovis ou web ste a the action taken shouldbe directed to fttp/Mi-publiesmesa.dot.gov. Any other questions regarding (202)366-9806. Decided: February 24, 2009 By the Federal Motor Carrier Safety Administration Kathy Weiner, Cet Information Systems Division Noa, HHHartford pire Inourence Conpany He Date: pecember 9, 2013 Agency Code: 46 04289 MONDICS INSURANCE GROUP INC opLieEE: 6900 N DALLAS PKWY SUITE 425 INTERSTATE COMMERCE COMMISSION PLANO, TX 75024 1200 New Jersey Ave SE Washington, Dc 20590 Attn: Bond Department Insured / Principal: creatwiae transportation Management Services, LLC Policy/Bond#: — aossar14515 Account Name/Number: creatwias togiatice Services, Inc. asmooesoaer Policy Term: February 17, 2014 - February 17, 2015 Type of Policy: Surety - License & Permit Billing Term: Annual, Billing Type: Agency Bill Transaction Type: Renewal Transaction Effective Date: rebruary 17, 2014 Bond Limit: $75,000Greatwide Transportation Management Services, LLC Dba: AC Logistics CARRIER INFORMATION Date ‘Company Name: Mailing Address: Street Address: City / State / Zip: Phone: Fax: Email: FEDERAL ID# McH SCAC code E PROVIDE REMIT TO ADDRESS INCLU NGA INFORMATION — Name: Address: City / State / Zip: Dispatch Contact Fax: After Hours Phone: Watts: TYPE OF EQUIPMENT :. FLATBED REEFER VAN EDI Capable Yes No Ifyes, please provide EDI contact name. And phone number.Greatwide Transportation Management Services, LLC Dba: AC Logistics REQUIRED INFORMATION: (All information shown is mandatory ) ~--Copy of your current SMS scores +-~-Certificate of Insurance Listing A-C Logistics as the certificate holder for your automobile liability and cargo insurance. noe Signed Broker - Carrier Agreement. We will need all six pages faxed back, signed and dated. ---Copy of your W-9 Please list / check the appropriate box for type of company. Sole Proprietor, Corporation, Partnership or Individual ~---Copy of your MC / Authority Thank you, Janice Campbell, Ext 285141 Allison Gerrald, Ext 285140 Phone 800-937-6838, Fax 864-375-1790Dba: AC Logi Greatwide Transportation Management Services, LLC | Our standard terms for payment are net 30 days from the date we receive your invoice with the original BOL and original POD. Copies of PODs may be accepted upon approval from our accounting department, Our accounting department cuts checks every Tuesday. Accounting phone number is: 800-937-6838 Janice Campbell — ext 285141 E-mail: Janice.Campbell@greatwide.com Allison Gerrald — ext 285140 E-mail: agerrald@cardlog.com Fax; 864-375-1292 or 864-375-1790Greatwide Transportation Management Services, LLC Dba: AC Logisti Credit References: Bah Express 800-852-6641 — Wayman Hemmings P.O. Box 16862 Atlanta, GA 30321 H&W Trucking P.O, Box 1545 Mount Airy, NC 27030 800-334-9181 Gary Crotts C&L Express 864-505-5377 Clay Jones 1200 Edwards Rd. Greenville, SC 29615 Bank References: Bank of Am Fax 415-343-9301 Charlotte Whitaker / Account ValidationGreatwide Transportation Management Services, LLC Dba: AC Logistics Physical Address: 330 Webb Rd. Williamston, SC 29697 Mailing Address: P.O. Box 750 Anderson, SC 29622 Phone: 800-937-6838 Fax: 864-375-1292 Charlotte, NC Office-Tina Ficco: (P) 704-391-6594 (Fax) 704-392-7083 D.U.N.S, Number: 01-347-8482 ICC Brokerage Authority: MC 650021 Federal ID Number: 30-0520090 Contacts: Derrell Kinley Ops. Manager Derrell.Kinley@greatwide.com Tina Ficco Ops. Manager- NC Tina.Ficco@greatwide.com Janice Campbell Customer Account Specialist Janice.Campbell@greatwide.com Lois Burdette Customer Account Specialist Lois. Lichfield@greatwide.com Allison Gerrald Customer Account Specialist | AGerrald@cardlog.comBROKER - CARRIER AGREEMENT ‘This agreement is entered into this _day of. 20___,by and between _Greatwide Transportation Management Services LLC dba A-C Logistics (“BROKER”), a Registered Property Broker, Lic. No. MC-__650021___, and. «a Registered Motor Cartier, Permit/Certficate No. DOT- CCARRIER’); collectively, the “Parties”. Registered” means operated under authority issued by the Federal Motor Carrier Safety Administration (or its predecessors) within the U.S. Department of ‘Transportation,) 1) CARRIER REPRESENTS AND WARRANTS THAT IT: Ts Registered Motor Carrier of Property authorized to provide transportation of property under contracts with shippers and receivers and/or brokers of general commodities; Shall transport the property, under its own operating authority and subject tothe terms ofthis ‘Agreement; “Makes the representations herein for the purpose of inducing BROKER to enter into this ‘Agreement; ‘Agrees that a Shippers insertion of BROKER’s name as the cartier on a bill of lading shall be for the SHIPPER’s convenience only and shall not change BROKER's status as a property broker nor CCARRIER's status 35 a motor cartier. E, Willnotre-broker, assign or interline the shipments hereunder, without prior written consent of BROKER, If CARRIER breaches this provision, BROKER shall have the right of paying the monies it owes CARRIER directly tothe delivering carrer, in liew of payment to CARRIER. Upon BROKER’ payment to delivering carrier, CARRIER shall not be released from any liability © BROKER under this Agreement. In addition tothe indemnity obligation in Par LH CARRIER will be lisble for consequential damages for violation of this Paragraph. F. [6 in, and shall maintain compliance during the term ofthis Agreement, with all applicable federal, state and local laws relating tothe provision of its serviees including, but not limited to transportation of Hazardous Materials, (including the licensing and traning of drivers), as defined in 49 CFR. §172.800, §173, and §397 et seq, to the extent that any shipments hereunder ‘constitute Hazardous Materials; security regulations, owner/operator lease regulations; loading land securement of freight regulations; implementation and maintenance of driver safety regulations including, but not limited to, hiring, controlled substances, and hours of service regulations; sanitation, temperature, and contamination requirements for transporting food, perishable, and other products, qualification and licensing and training of drivers; implementation ‘and maintenance of equipment safety regulations; maintenance and control ofthe means and ‘method of transportation including, but not limited to, performance of its drivers. G, CARRIER will notify BROKER iramediatelyifits federal Operating Authority is revoked, suspended or rendered inactive for any reason; and/or i it is sold, or if there isa change in control of ownership, andor any insurance required hereunder i threatened to be or is terminated, cancelled, suspended, or revoked for any reason. poo Bm > i Subject to the express monetary insurance limits in Par 3.D as to CARRIER, and BROKER’S monetary insurance limits for public liability, $_1,000,000 __, and property damage, $100,000 _ or such other amounts as mutually agreed by the Parties in writing, CARRIER shall defend, indemnify and hold BROKER and ils shipper customer harmless from any claims, actions or damages, arising out of its performance under this, Agreement, including cargo loss and damage, thef, delay, damage to property, and personal injury or death, and BROKER shall defend, indemnify, and hold CARRIER harmless from any claims, actions, or damages, including cargo foss and damage, theft, delay, damage to property, personal injury or death, arising our of its performance hereunder. Neither Party shall be liable to the other for any claims, actions or damages due to negligence of the other Party, or shipper. The obligation to defend shall include all cost of defense as they averue.ii, Except for CARRIER’s liability under Par 1E, unless otherwise agreed in writing, and regardless of whether the Parties insurance as referred to in sub par i) above, is valid or provides coverage, the Parties indemnity obligations shall not excoed the monetary insurance limits reerred to in sub par) Does not have an “Unsatisfactory” safety rating issued by the Federal Motor Cartier Safety Administration (FMCSA), U.S, Department of Transportation, and will notify BROKER in ‘writing immediately ifits safety rating is changed to “Unsatisfactory” or “Conditional” Authorizes BROKER to invoice CARRIER’ freight charges to shipper, consignee, or third parties responsible for payment. Has investigated, monitors, and agrees to conduct business hereunder based on the credit- worthiness of BROKER and is granting BROKER credit terms accordingly 2) BROKER RESPONSIBILITIES: A. ‘SHIPMENT. BILLING, & RATES: BROKER agrees to solicit and obtain freight transportation business for CARRIER to the mutual benefit of CARRIER and BROKER, BROKER stall informa CARRIER of (a) place of origin and destination of all shipments; and (b) if applicable, any special shipping instructions or special equipment requirements, of which BROKER has been timely notified. BROKER agrees to conduct all billing services to shippers. CARRIER shall invoice BROKER, for its (CARRIER’s) charges, as mutually agreed in writing, by fax, or by eleetronie means, contained in BROKER’ Load Confirmation Sheet(s) incorporated herein by reference (Exhibit A, et seq). Additional rates for truckload or LTL shipments, or modifications or amendments of the above rates, or additional rates, may be established to meet changing market conditions, shipper requirements, BROKER requirements, and/or specific shipping schedules as mutually agreed ‘upon, and shal be confirmed in writing (or by fax) by both Parties. Any such additional, modified, or amended rates, changes in rates shall automatically be incorporated herein by reference as part of Exhibit A, Amendment 1, et seq, RATES: Additionally, any rates, which may be verbally agreed upon, shall be deemed confirmed in writing where CARRIER has billed the agreed rate and BROKER has paid it, All writen confirmations of rates, including confirmations by billing and payment, shall be incorporated herein by reference as part of Exhibit A, Amendment 1, et seq. Rates or charges, including but not limited to stop-off', detention, loading or unloading, uel surcharges, or other accessorial charges, released rates or values, or tariff rules or circulars, shall only be valid wien specifically agreed to ina signed writing by the Parties. PAYMENT: ‘The Parties agree that BROKER is the sole party responsible for payment of CARRIER’ charges. Failure of BROKER to collect payment from its customer shall not exonerate BROKER or its obligation to pay CARRIER. BROKER agrees to pay CARRIER’s invoice within _30_days of receipt of te bill of lading or proof of delivery, provided CARRIER is notin default under the terms of this Agreement. CARRIER shall not seek payment from Shipper or Consignee. ii, Payment and other disputes are subject to the terms of Par 4.D, which provided in part that prevailing parties are entitles to recovery of costs, expenses and reasonable attomey inva surety bond/trust fund as agreed to in the amount ‘of __75,000_and on file withthe Federal Motor Carrier Safety Administration (FMCSA) inthe form and amount not less than that required by that agency's regulations. BROKER will notify CARRIER immediately i ts federal Operating Authority is revoked, suspended or rendered inactive for any reason; andor its i sold, or if there isa change in control of ownership, and/or any insurance required hereunder is threatened tobe or is terminated, cancelled, suspended, or revoked for any reason.3) CARRIER RESPONSIBILITIES: ‘A. EQUIPMENT: Subject to its representations and warranties in Paragraph 1 above, CARRIER agrees to provide the necessary equipment and qualified personnel for completion of the transportation services required for BROKER andior its customers. CARRIER will not supply equipment that has been used to transport hazardous wastes, solid or liquid regardless of whether they meet the definition in 40 C.F.R, §261.1 et. seq. CARRIER agroes that al shipments will be transported and delivered with reasonable dispatch, or as otherwise agreed in writing B, BILLS OF LADING: CARRIER shall issue a bill of lading in compliance with 49 U.S.C. §80101 etseq., 49 CER. §373.101 (and any amendments thereto), for the property it receives for transportation under the Agreement. Unless otherwise agreed in writing, CARRIER shall become fully responsible/iabe forthe freight when it take/receives possession thereof, and the traile(s) is loaded, regardless of whether a bill of lading has been issued, andor signed, and/or delivered to CARRIER, and which responsbiltyliability shall continue until delivery ofthe shipment tothe consignee and the consignee signs the bill of lading or delivery receipt. ‘Any terms of the bill of lading (including but not limited to payment terms) inconsistent withthe tems ofthis Agreement shall be controlled by the terms ofthis Agreement. Failure to issue a bill of lading, or signa bill of lading acknowledging receipt ofthe cargo, by CARRIER, shall not affect the liability of CARRIER. C. LOSS & DAMAGE CLAIMS: i. CARRIER shall comply with 49 C-F.R. §370.1 et seq. and any amendments and/or any other applicable regulations adopted by the Federal Motor Carrer Safety Administration, US. Department of Transportation, or any applicable state regulatory agency, for processing all loss and damage of Transportation, or any applicable stat regulatory agency, for processing all oss and damage elnims and salvage and ‘CARRIER's lability for any cargo damage, loss, or theft from any cause shall be determined under the Carmack Amendment, 49 U.S.C. §14706; and Special Damages: CARRIERS indemnification ibility (Par I.H) for freight loss and «damage claims under this sub par C (ji shall inelude legal fees which shall constitute special damages, te risk of which is expressed assumed by CARRIER, and which shall not be limited by any liability of CARRIER under sub par (i) above. iv. Except as provided in Par ILE above, neither Party shall be lable to the other for consequential damages without prior written notification ofthe risk of loss and its approximate financial amount, and agreement to assume such responsibilty in writing. vy. Notwithstanding the terms of 49 CFR 370.9, CARRIER shall pay, decline or make settlement offer in writing on all cargo loss or damage claims within_60__ days of receipt ofthe claim, Failure of CARRIER to pay, dectine or offer settlement within this 60 day period shall be deemed admission by CARRIER of full liability forthe amount claimed and a material breach of this Agreement. vi. CARRIER's liability for eargo damage, loss, or theft from any cause for any one shipment, under sub par b) above, shall not exceed $__100,000 unless CARRIER is notified by BROKER or Shipper of the increased value 1 day prior to shipment pick w. D. INSURANCE: CARRIER shal furnish BROKER with Certificate(s) of Insurance, or insurance policies providing thirty (30) days advance written notice of cancellation or termination, and Unless otherwise agreed, subject tothe following minimum limits: Public lability $_1,000,000_ 5 motor vehicle (including hired and non-owned vehicles), property damage, and personal injury liability $1,000,000 _~ Except for the higher coverage limits which may be specified above, the insurance poliies shall comply with minimum requirements of the Federal Motor Carrier Safety Administration and any other applicable regulatory state agency. Nothing in tis ‘Agreement shall be construed to avoid CARRIERS liability due to any exclusion or deductible in any insurance policy. E, ASSIGNMENT OF RIGHTS: CARRIER automaticaly assigns to BROKER all collec freight charges from Shipper or any responsible third party on receipt of payment from BROKER.4) MISCELLANEOUS: A INDEPENDENT CONTRACTORS: It is understood and agreed that the relationship between BROKER and CARRIER is that of independent contractor and that no employer/employee relationship exists, or is intended, BROKER has no control of any kind over CARRIER, including but not limited to routing of freight, and nothing contained herein shall be construed to be inconsistent with this provision. NON-EXCLUSIVE AGREEMENT: CARRIER and BROKER acknowledge and agree that this contract does not bind the respective Parties to exclusive services to each other. Either party may enter into similar agreements with other cariers, brokers, or freight forwarders. Failure of either Party to enforce a breach or waiver of any provision or term of this, Agreement shall not be deemed to constitute a waiver of any subsequent failure or breach, and shall not affect or limit the right of either Party to thereafter enforce such a term or provision. ‘This Agreement is for specified services pursuant to 49 U.S.C. §14101(b). To the extent that terms and conditions herein are inconsistent with Part (b), Subtitle IV, of Tite 49 US.C. (ICC Termination Act of 1995), the Parties expressly waive any or all rights and remedies they may have under the Act. DISPUTES: In the event ofa dispute arising out ofthis Agreement, including but not limited to Federal or State statutory claims, the Party's sole recourse (except as provided below) shall be to arbitration. Proceedings shall be conducted under the rules of the (select one): © Transportation “Arbitration and Mediation PLLC (TAM), o American Arbitration Association (AAA), ‘© Transportation ADR Couneil, Inc. (ADR), © DRC (Fruit and Vegetable Dispute Resolution Corp) for fresh produce related claims, upon mutual agreement of the Parties, or if no agreement, then at BROKER’ sole discretion, Arbitration proceedings shal be started within eighteen (18) ‘months from the date of delivery or scheduled date of delivery ofthe freight, whichever is late. ‘Upon agreement ofthe Parties, arbitration proceedings may be conducted outside of the ‘administrative control of the TAM, AAA, ADR, or DRC. The decision of the arbitrators shall be binding and final and the award ofthe arbitrator may be entered as judgment in any court of ‘competent jurisdiction, ‘The prevailing party shal be entitled to recovery of cost, expenses and reasonable attomey fees as well as those incurred in any action for injunctive relief, or inthe event further legal action is taken to enforce the award of arbitrators. Arbitration proceedings shall be conducted at the office of the AAA, ADR, DRC, or TAM nearest ___Anderson, SC ‘or such other place as mutually agreed upon in writing or directed by the acting arbitration assox Provided, however, either Party may apply to a court of competent jurisdiction for the injunctive relief. Venue for any such action shall be in (state) South Carolina. Unless preempted or controlled by federal transportation law and regulations, the laws of the State of _South Carolina shall be controlling. ‘The arbitration provisions ofthis paragraph shall not apply o enforcement ofthe award arbitration, NO BACK SOLICITATION: i, Unless otherwise agreed in writing, CARRIER shall not knowingly solicit freight shipments for a period of _12_month(s) following termination ofthis agreement for any reason, from any shipper, consignor, consignee, or other customer of BROKER, when such shipments of shipper customers were first tendered to CARRIER by BROKER. (OPTIONAL) ii, Inthe event of breach of this provision, BROKER shall be entitled, for a period ‘of _12__months following delivery ofthe last shipment transported by CARRIER ‘under this Agreement, toa commission of __twenty percent (_20__%) of the ‘ross transportation revenue (as evidenced by freight bills) received by CARRIER for the ‘transportation of said freight a liquidated damages. Additionally, BROKER may seek injunctive relief and inthe event its successful, CARRIER shall be liable for all cost and expenses incurred by BROKER, including, but not limited to, reasonable attorney's feesCONFIDENTIALITY: i Tnaddition to Confidential Information protect by law, statutory or otherwise, the Parties agree that all of their financial information and that of their customers, including but not limited to freight and brokerage rated, amounts received for brokerage services, amounts of freight charges collected, freight volume requirements, as well as personal customer information, customer shipping or other logistics requirements share or leaned between the Parties and their customer, shall be treated as Confidential, and shall not be disclosed (or used for any reason without prior written consent. fi, Inthe event of violation ofthe Confidentiality paragraph, the Parties and agree that the remedy at law, including monetary damages, may be inadequate and that the Parties shall be entitled, in addition to any other remedy they may have, to an injunction restraining the violating Party from further violation ofthis Agreement in which case the prevailing Paty shall be liable forall cost and expenses incurred, including but not limited to reasonable attorney's fees. The limitations of liability for cargo loss and damage as well as other liabilities, arising out of the transportation of shipments, which or the United States of America, may be subject to the laws of the country or origination MODIFICATION OF AGREEMENT; This Agreement and Exhibit A et. seq. attached may not be amended, except by mutual written agreement, or the procedures set forth above (Pars 2.B and 2.C). notices: All notices provided or required by this Agreement, shall be made in writing and delivered, return receipt requested, tothe addresses shown herein with postage prepaid; ot by confirmed (electronically acknowledged on paper) fax. ii, THE.PARTIES shall promptly notify cach other of any claim that is asserted against either of them by anyone arising out of the Parties performance of this Agreement, iii, Notices sent as required hereunder, to the addresses shown in this Agreement shall be deemed sent tothe correct address, unless the Parties are notified in writing of any changes in adress. CONTRACT TERM: The term of this Agreement shall be one year from the date hereof and thereafter it shall automatically be renewed for successive one (1) year periods, unless terminated, upon thirty (0) days prior written notice, with or without cause, by either Party at any time, {including the initial term, In the event of termination of this Agreement for any’ reason, the Patties, shall be obligated to complete performance of any work in progress in accordance with the terms of this Agreement. SERVANCE: SURVIVAL: In the event any ofthe terms ofthis Agreement are determined to be invalid or unenforceable, no other terms shall be affected and the unaffected terms shall remain valid and enforceable as written. The representations, and rights and obligations of the parties, hercunder shall survive termination of this Agreement for any reason. This Agreement may be executed in any number of counterparts each of ‘which shall be deemed to be a duplicate original hereof. EAX CONSENT: The Parties to this Agreement are authorized to fax each other at the numbers shown herein, (or otherwise modified in writing for time to time) shipment availabilities, equipment and rate promotions, or any advertisements of new services. |. ENTIRE AGREEMENT: Except for Exhibit A and its amendments, and unless otherwise agreed in writing, this Agreement contains the entire understanding of the Parties and supersedes all ‘verbal or writen prior agreements, arangements, and understandings of the Parties relating tothe subject matter stated herein. ‘The Parties further intend that this Agreement constitutes the complete and exclusive statement of its terms, and that no extrinsic evidence may be introduced to reform this Agreement in any judicial or arbitration proceeding involving this Agreement.IN WITNESS WHEREOF, we have signed this Agreement the date and year first shown above. (BROKER) ‘Company Name: Greatwide ration Management Services, LLC dba A-C Loxisties Authorized Signature: Printed Name: Derrell Kinley Title:__Operations Manager Company Address: 330 Webb Road City: Williamston State: SC_Zip:29697 Couniry: United States of America Phone:_800-937-6838 Pax:__ 864-375-1292 E-Mail: Deel Kinley@zreanwide.com (CARRIER) Company Name: Authorized Signature: Printed Name: Title: Company Address: City: State County