Broker Agreement.PDF

GENERAL INFORMATIONFederal l.D # 45-5036162

Orqanization

Operations Manaqer:

Loqistics Specialist:

Loqistics Specialist:

Loqisiics Specialist:

Accounts Pavable

51300 Danview Technology Ct, Shetby TWp, Mt 48[tibT_el:586-731-3401 Fax: (8BB) 61'1-8849

wvwv. riandsons log istics. com

MC # 7E3663-B

Michigan 0orporation

Frndy [email protected]

Jill Ruhlman

i.!l | @ rj a ndrio ns I oeistics.com

,Aaron Barrowman

a ba r rqw man @ ri a nd so ns I ogistics.com

Lauren Belfiori

l=a149!@d$ d so n s I osi st i cs. co m

Bianca ShVti

Phone: 586-731 -3401#1 06

Phone: F86-7 31 -3401#104

Phone: 586-73 1 -.340 1#1 02

[email protected]

Bank and CreditorsChase Bank45303 Van DykeUtica. MI 48317

Contact:Madelin fllrubiTel: 586-726-3375

5 I 3 00 Danv iew Technology Court, Shelby Townsh ip, MI 483 t 5 Phone (5 86) 731-340r Fax (888)61 1-8849 Email:opelations(@rjarndsonslogisrics.c.m

Credit References

JP Graham TransportP.O Box 390Rochester, PA 15074Contact: Ward/VicTel: 3'13-945-9600

Moonraker Express,LLC3100 Niles Rd SEWarren,OH 44484Contact: JerryTel: 330-373-6666

Logiticize, LTD356 W. Wall StreetPauling, OH 45879Contact: HeatherTel: 419-399-3900

Selman Transport{tion7170 E. McNichc,ls

Detroit, Ml482121.

Contact: GeraldTel: 313-365-173

Surprreme Express14201 Prospect StDearborn, Ml 48120Contact: NicoleTel: 313-584-6061

Modular Transportftion393 Mart StWyoming, Ml 49€'09Contact: DrewTel: 616-241-2060

U.S. Department of TransportationFederal Motor Carrier Safety Administration

'1200 New Jersey Ave., S.E

Washington, DC:20590

SEI1VICE DAT[:May 08,2A12

LICENSEMC-783663-B

U.S. DOT No.2301970RJ LOGISTICS LLC

SHELBY TOWNSHIP, MI

This License is eviden<;e of the applicant's authority to engage in operations, in iriterstate or foreigncommerce, as a broker, arranging for transportation oitr"ignt (except trouseholJgoods) by motgrvehicle.

maintains insurance coveragb for the protection ofpon whom process may be serve<j (49 CFRous and adequate senrice kr the rrublic. Failurefor revocation of this authoritv.

'-l*/ A'o:yJeffrey L. Secrist, ChiefInformation Technology Opqratiions Division

BPO

FORM BMC.85 Revisect 09/26,/2013OllM$ No.:2t126.O017

United States Departtnent of TransportationFederal Motor Garrier Safety Administration

Broker's or Freight Forwarder's Trust Fund Agreement under 49 u,s.c. 13q06or Notice of Cancellation of the Agreement

Licenrse No. MC- 783(t63

(Nlne oJ Broliet ot Frcight Forwartler)

of 50830 CENTRAL INDUSTRIAL SHELBY TOWNISHIP Mi.[tgg, ____ 48315(Stntc)

as I RUSI.EE (hereinafter caller,C Trustee)

(Street)(City)

as TRUSiTOR (hereinafter called Trustor), and

a financial institution created and existing underthe laws of the state of Qio(Statc)

hold and firmly bind ourselves and our heirs, executors, administrators, successorsr and as3igns, jointly and severally, lirrnly by l:hesepresents.

wHEREAS' the Trustor is or intends to become either a Broker or a Freight Forwarder pursuant to the provisions of the Title 49 t-,,s.c,13904' and the rules and regulations of arrier safety Administration (FMcsA) rerating to insurance of other:;ecurityfor the protection of motor carriers and ected to file with the Federal lVllotor carrier Safety Admini:;tration such a TrustFund Agreement as will ensure financia he supplying of transportatio4 suhject to the lcC fermination Ar:t of 19g5 inaccordance with contracts, agreements erefor, andvvFlrrlE/{5, written to assure e Trusto d Broker or a licensed Frr-.ight

i:til,Xt,l ehicle with 49 U-5 he rules the Federat Motor carrierr safetyanvandail "Jiffil:1'J,:?: ffJff il:,"ff1ffi'"*"J'"'ii"jNow THEREFORE, the trustor and trustee, to accomprish the above, agree as foilows:

1' Trusteeagreesthatpaymentsmadepursuanttothesecurityprovidedhereintosfrippersandmotorcarrierspuft;uant-tothisAgn:ement will be made exclusively and directly to shippers or motor carriers that are parties to contracts, agreenrents orarrangements with Trustor,

2' Trustee agrees that the prolection afforded to shippers and motor carriers hereby will qontinue until any and all r:lairns nrade byshippers or nlotor carriers for which Trustor may be legally liable have been settlecl or tLntil thelunJs JJpori*d byTrustor pursuantto this Agreement have been exhausted, whichever comes first,

4, TrusteeacknowledgesthereceiptofthesumofSeventyFiveThousandDollars(S75,00Q) foraBrokerorFreightForwarderr,tobeheldin trust under the terms and condltions set forth herein,t

lftlil;li}tJ;:Xi::ff:."rt,"iiscretion, invest the runds comprisins the corpus orthis trr:rst rund corrsistent with its fiduciary

FORM BMC.85Filer FMCSA Account Number: 24886

KNOW ALL MEN BY THESE PRESENTS, that we, RJ LOGISTICS LLC

Ist Sectrlity Financial Co(Nnnrc of Tustec)

FORM BMC,8S pa!,e t of 2

FORM BMC-85 Revised 09/26/2013OMf Ncr.: 2L26-OOL7

7. Intheeventthatthetrustfundisdrawnuponandth tfundisasumlessthanSeventyFiveThousarrdUrollars(575,000)BrokersorFreightForwarders,Trustorshall, ays,replenisfr thetrustfundupto5eventyFlveTl_rousand

Dollars (57S,000) Brokers or Freight Forwarders by pa a sum equal to the difference between the existing corpusof thetrustfundandSeventyFiveThousandDollars( FreightForwarders.

B Trustee shall immediately give wtitten notice to the FMCSA of all lawsuits filed, judgrhents rendered, ancl payments made under thistrust agreement and of any failure byTrustor to replenish the trust fund as required herein.9' Thisagreementmaybecanceledatanytimeuponthirty(30) dayswrittennoticeby{heliusteeorTrustort0theFlvlcsAo[the

form printed at the bottom of this agreement.The thirty (30) day notice period shallgommence upon actual receipt of a copyof thetrust fund agreement with the completed notice of cancellation at the FMCSA's Washington, DC office, The Trustee and/or Trustorspecifically agrees to file such written notice of cancellation,

10' AllsumsduetheTrusteeasaresult,directlyorindirectly,oftheadministrationofthetrustfundr.rnderthisagreem,!nt:;hall bebilleddirectly to Trustor and in tro event slrall said sums be p jid from the corpus of the trust fund herein established,

11' Trusteeshall maintainarecordof all financial transactionsconcerningtheFund,whjchwill beavailableloTrustc,rrrponrequestandreasonable notice and to the FMCSA upon request.

12, This agreementshall be governed bythe laws in the State ofand regulations of the FMCSA,

This trust fund agreement is effective thg lst day of October' , 2013 _,12:01 a,m,, standar<j time at theaddress of theTrustoi as itbted hut"i^ und ,hulkontinub in force until terminatedas herdinprovidetj,Trustee shall not be liable for payments of any of the damages hereinbefore described which arise as the result of any contraci:s,agreements, undertakings, or arrangements made bytheTrustor forthe supplying of transportation afterthe cancellation of thisAgreement, as herein provided, but such cancellation shall not affect the liauillty of the rrustee for the payment of any suclr damagesarising as the resultofcontracts, agreements, or arrangements made by theTruitor forthe supplying oftiansportation pric,rt. the datesuch c.rncellation becomes effective.

COMPAI{Y NAfuIE

50830 (]ENTRAL INDUSTRIAL

Ohio, to the extent not inconsistent with the rules

TRUSTEE

_E-s:glE itnggglcotpCOMPANY NAME

3929 Noe Bixby Rd ColurlrbLrs

TRUSTOR

RJ LOGISTICS LLC

STREET ADDRESS

Y4'g":_--STATE

BIANCA

SHELBY TOWNSL|CITY

586-131-3401STREET ADDRESS

Ohio48315

ZIP CODE4323'2

C]TY

614.8:.\4-8141TELEPHONE NUNIBER S'fATE

T Perr'.r,Z]P CODE TELEPH.ON]] NIJT\,IBTR

t rf le)

,*-\ oa's hatne)

Onl1, frtarrcial institutiotls as under 49 CFR 387.307(c) uay r1ualifl,e sigtnture, ccrtiJies tltot il is t fnonci

t.o ict os Trustee, Trusteel; by the nbove signature, ccrtiJies tlnt i.l is n fino,7iintit,lstitutiolt and hns legal,aitltority to asstutrc tlte obtifations of'frustee andtlrc.littncittl obility to dischwge them.

lNW|TNEsSWHEREOF,thesaidPrincipalandSuretyhaveexecutedthisinstrumentonll.1" IOth 6!uo1

SHYTI, \4ANAGER(typc or print

(witnbss's signnhne)

NOTICE OF CANCELLATION

This is to advise that the above Trust Fund Agreement executed on the

is hereby cancelled assecurity in compliance with the FMCSA security requirements under 49 U.S,C.

1 3906(b) and 49 CFR 387 .307, effective as of the _-- day of

t Z:Ot a,m., standard time at the addressoI the trustor, provided such date is not less than thirty (30) days after theactual receipt of this notice by the FMCSA.

S ign at u re of Aulh or i zed Re p resen t ot i t, eoJ lrL$tee or liLtstor

Lalson,

FORM BMC.85 PaEe 2 of 2

fr' , f_,r$i S"B*,,C

51300 Danview Technotogy Ct, Shetby TWp, Ml 4891STel:586-73'1-3401 Fax: (888) 61 1-8849

www. riandsonslog istics. co m

Attention: R,J. Logistics, LLC. Carrier packet Recipient

First of all we look fonruard to working with your company in the handling of our custorper's freight. In order Lo expediteyour set-up, please be sure to return the following documents:

Carrier Contract Sheet

Pleasie complete this document to the best of your ability. The more information you provide on tfris documentthe better we will be able to match our customer,s freight to your needs.Be sure to ittclude three (3) references & phone numbers of these references, These references shor:ld becompanies or other brokers you have done business within the past.Please include your physical address and the addresses of your main office or remittance address (if difi'erent). lfyou utilize the services of a factoring company, please be sure to include a cgpy of your "Notice of ,Assignntent,,.

Complete -Carrier Broker Ag reement

A satisfactory (c or above) safety Rating from the FMCSA/Internet rruckstoo

Comprlete W-9 for income reporting purposes

Liability and Cargo insurance (AcoRD Form: minimum insured lirnits: 1,000,00 USD, liability and $i.100,000

USD t3apgs;

Signed RJ Logistics Rateiload Confirmation

once we have you cr:mpleted packet on file, we will be able to send your firm a rate confirmation and dispatch your truck.

should you have any questions regarding the carrier packet or any of the documents cbntained in this packert, pteasecontact our Compliance Department at: (5g6) 731_3401

5l300DanviewTechnologycourt,ShelbyTownship,MI4S3l5Phone(586) 73r-3401Fax(88g)611-8849Email:operations(@rjandsonslogistics.com

R;J.51300 Danview Technology, Shelby TWP, Ml 48315

Tel:586-731-3401 Fax: (888) 61'1-8849www. fjandsons log istics. com

CARRIER PROFILE

DBA (if applicable)Carrier Name

MC# DOT # Federal Tax lD #

Remittance Address

Physical Address (if different)

City State Zp

Phone

Fax

Cell Toll Free

Email

Dispatcher Safety Manager

Accounting Traffic Manager

Authority rypu: IIJ contract l) co'nron [-i Broker ilf ruon" scAC

lJ Y", ilJ r'ro oD Permits' ffiy", il-l r.ro

CAD Bond #

States Permitted

Hazmat:

US Bond # CSA l\pproverd

Factoring cornpany [f y", [J ruo Please list if checked "Yes"

Please Send Letter of Assignment with packet

Trailer Comnrodity: Flatbed-stepdeck-specialized_DryVans CargoVerns_ Straight

S/L_ Sprinter_ Reefer_ Other_

5 I 3 00 Danv iew Technology Court, Shelby Townsh ip, MI 483 15 Phone (5 86) 731-3401Fax (888)61 1 -8849 Email:opdrations(@rjandsonslogistics.com

RJ Logistics, LLC51300 Danview Technology Court

Shelby Township, Ml 48315

CARRIER:

INSURANCE FAX NUMBER:

LIABILITY, CARGO, AUTO

CERTIFICATE HOLDER: RJ LOGIST|CS, LLC

5].300 DANVIEW TECHNOLOGY COURTSHELBY TOWNSHIP, MI 48315

Aaronr BarrowmanPH: 586-731-3401 ex 104FX: 888-611-8849EMAI L: operations@ rjandsonslogistics.com

Please provide.

. Copy of commercial liability and o?rgoInsurance naming RJ. Logistics, LL-C.certificate holder

. Copy of DOT contract authority

. FMCSA safety rating documentation

Completed carrier profile

SCAC information

Completed and signed W-g

Signed Carrier Agreement

asa

5l300DanviewTechnologycourt,SherlbyTownship,Ml 48315Phone(586) 73r-34olFax(888)611-8849Email:[email protected]

ftJ, f.,u$i si-Bf,e51300 Danview Technology Court, Shelby TWp, Ml 48315

Tel:586-731-3401 Fax: (888) 61 1-8849www. riandsonsloqistics.com

Vendor ACH Authorization Form ***This fonm MUST be accompanied by a Printgd Voiideld Gheck or Bank Letter***

New Authorization il Cancelation l]]

Name

Change/Modification to Account

Address

City State Zp

Funds Settlement Information

Bank Name

Account Owner

Account Name

Address

City State Zp

Routing # (9digit)

Account type

Account #

Savings Checking

(hereinafter referred to as Vendor) allows RJ Logistics fo initiate ACI-I transfer entries andto credit the account identified herein for charges relating to services rendered. This atrthorization shall remiain in ei.fectunless and until RJ Logistics has received a written notification from Vendor that this authorization has been terminilted insuch time and manner to allow RJ Logistics to act. Undersigned represents and warrahts RJ Logistics that the perrson

executing this release is an authorized signatory on the Account referenced above and all informatipn regarding theAccount and Account Owner is true and correct.

Account Owner Signature Date

Print Name and Title

ATTACH PRE-PRINTED VOIDED CHECK OR BANK LET]IER

51300 Danview Technologv court, shetby Township, MI 48315 Phone (586) 73r-3401Fax (888)611-gg49 Email:[email protected]

R.J LOGISTICS'S QUICK PAY PROGRANL

overview: A carrier may request to be paid more quickly than the standard Net 30 dais from rr:ceipt of the origirral Bill ofLading. Upon request by the carrier and approval from R.J Logistics, LLC, Quick paylwill be granterd and a carrir-=r irvill bepaid within 3 to 5 business days after RJL receives the original Bill of Lading and suiporting dpcuments. R;L wi1 chargethe carrier 3% of the gross amount agreed to be paid to the c arrier.

Requirements to receive euick pav on a specific load:1. Carrier in Good Standing2, complete and original proof of Delivery Documents delivered to RJL3. Carrier Pre-Approved for euick pav4. Carrier must have Quick pay documented on their invoice5. Copy of Quick Pay Approval on file at RJL

Carrier Quick Pay Request: MC# requests Quick Pay from RJL on

Date

I understand that by signing below I agree to a 3% charge for participating in RJL,s errrick pay program.

Carrier Srgnature

Title

R.J Loqistics, LLC Approval for Carrier euick pav:

CarrierDrate

Proof of delivery documents should be forwarded to:

R.J Logistics, LLCATTN: Accounts Payable51300 Danview Technology CourtShelby Township, Mt 483is

Bianca ShytiController, R.J Logistics, LLC

5 l3 00 Danview Technology court, Shelby Township, MI 483 1 5 Phone (5 86) 731-3401Fax (8 gg)61 1-88 49 Email:opeiations@rjandsons logistics.corn

Broker- Carrier Aq reement

THIS BROKER-CARRtER AGREEMENT (,,Agreement',) is made this _ day of , 2D_, by anri betw,een F{.,,Logistics, LLC, a Michigan corporation (RJL), andunder the following terms and conditions:

a(n) __type of entity ("r:arrier")

A Carrier is in the business and had legal authority to provide contract transportation senrir;es and des,irers tofurnish such services to meet the distinct needs of RJL and its customerS:

B. RJL is licensed as a broker and it is authorized to arrange for the transportation of property by auth.riz:edcarriers in interstate commerce:

C' RJL anrl carrier wish to set forth the terms and conditions which apply to transportation cluring the te,rm of theAgreement.

THEREFORE, in consideration of the mutual promises and covenants set forth herein, it is agreed ,as follovus;

1. Transportation Services. Carriershall provide services to meetthe distinct need of RJL and its customers as identifiedin RJL's Confirmation Sheet, and the general terms and conditions of this Agreement shall apply to all serrvicesrendered by Carrier to RJL while this agreernent is in effect. This agreem"nt is for $pecified serviices under specifiedrates and c;onditions pursuant to 49 USC $14'101 (b), to the extent that the terms ahd r:onditions contained herein arein constituent with Part B of Subtitle lV of Title 49 US 49 code (the ICC Termination Act of i()9S), the parties herebyexpressly waive any or all rights a d part. Terms and conditions contained in bill of larJing crr inother documents slrall not apply e y establish the delivery of cargo. Nothing; herein shall prreventRJL, at its option, from obtaining t cr vered by this Agreement from other prior to the effc:ctivedate of terrnination.

2' Terms and Termination. This agreement slrall be effective from the first above written and sfrall oontinue untilwritten notice. Notwithstanding thre pr,eceding sentenc;e, RJLnotice to carrier if such ternrination is for cause, inc;lurlingCarrier, and (b) receipt by carrier, at any time dr.rring the

Satisfactory". Carrier pursuant to .Lhis l\greemernt shrallation.

3 Rates and Charqes. Carrier shall be compensated for its services in the amount identified in the lRate Confirmiatirrnsheet issued to carrier by R'J. Logistics. Each such Rate Confirmation Sheet issued by R.J [-ogisitics for each rshrpmentshall be deemed to be.a part of this Agreernent and incorporated by reference herein. Oarrier's tarriffs or rate srohr:rlulesshall not aprply to this Agreement, as carrier's Signature on Rate Confirmation Sheet shall ber deemed to inr:lu6e allaccessorial tolls or any other costs, charges or fees of any type or description. For purposers ofthis section miles, si(;ned by authorized personnelof Carrieiand R.J. l-ogis;tics, willsuffirre krevidence th rates and charoes.

RJL reservesRJL when RJ arrier by the actual amount o1' additional cost incurred by

2nrr r^ cor nrr replace or supplement services promised l:y c;arrier,ovr v" ment or any other cqntract betweeln RJL and its; al'filiatesand Carrier fr

4 status carrier' carrier represents and warrants that is lawfully licensed operator with requirerl insurance, pro{less;ag rrier re Federal Hig rcier tts ownce t(s), rmits governin apf€,elileflttuu r an resentative, jo tatsoever; it0e wee rat carrier is to authori;red tomake any contract agency, warranty, or reprresentation on lti or inrpliedon behalf o1' RJL. lt is expressly agreed and understood in y R,Jt- kl itsemployees carrier furthermore agrees, as its own expense, to make all payments qnd prepare all reportsi concer.nrngits business, income, or employees required by any social security under the Income Tax Act, Workers Compensiation

5 I 3 00 Danview Ter:hnology court' Shelby Townsh ip, MI 483 I 5 Phone (5 86) 731-3401Fax (8 88)61 1-8849 Email:[email protected]

Act, Business or License Tax Act, or other similar revenues or regulator acts, whether federal, state, or lgcal, an6particularly, RJL assumes responsibility for making any paymentJ required under the Lerms of such acts. Carrier shall,at its expense, pay any and all license or permit fees, highway use taxes, fuel mileage, and revenue taxes, inconnection with the transportation services performed by Cariier under this agreement.

5. Standard qrlerrtgr pefqCIerce. Carrier agrees to comply with all applicable laws; requirernents, rules, andregulations of anV federal, state, local governmental authority having appropriate jurisdiction or gloverninl; the servicesprovided by Carrier' Carrier shall defend, indemnify, and hold RJL harmless from-against anry and all finers, penatties,judgments and costs arising from Carriet''s failure to comply with such laws, rules alrd regulations. Carrier shall ;:,erfornrall transportation services under this Agreement in a first-class, efficient and workmanlike mannerr and Ciarrieracknowledges th;rt the services to RJL in a first-class condition and in conformity with all applicable safety and c,therregulations. Carrier's trailers shall be cleian, free of debris or any hazardous or dangerrcus materials, and shall bestructurally souncl and sealed from all elelments. Carrier's employees and agents sfiall be properly licensecl arrd shallconduct themselves is a safe, courteous and businesslike manner.

a) Carrier agrees to use either company owned equipment or permanently leased equipmernt to trans;portproducts under this Agreement. Carrier agrees not to broker loads or to use trip-lease equipment without priorwritten approval from Broker

b) Carrrier represents that, as of the date of this Agreement, it has U.S. transportation (,Do-f,,) safety rating"Satisfactory". Carrier agrees to notify RJL of any change in such rating aftei the date irf this Agreeinent within 3days of receiving notice of such chiange from ,,DOT',

6' Payment of Servirses, Within 7 days of completion of each of its shipments, Carrier shall submit trc RJL documenl.sshowing ccrmplete performance of each s;hipment tendered hereunder, including an invoice, clear rjelivery receipt, bill oflading and such documents required by ttJL. RJL shall pay carrier within 30 dafs of receipt rrf all of such paperruruork lfcarrierdoes not invoice RJL within g0 days; of the date of ihipment, then Carriershall be prercluded collecting pa,lmentfor the transportation charges related to shipment

Carrier agrees to look solely to RJL fror any payment of freight and other charges under this Agreement, anrJagrees that its sole recourse in the event of nonpayment shall be against RJL, and nol urrder any circumstances aglarnsrShipper, Consignee or any of their customers. Carrier waives any anO all claims carrier may have against RJL,scustomers for paymu'nt of charges for services rendered by carrier hereunder. This underlakingl by rjiarrier shall surrrive ofthis Agreement.

7' Insurance. Carrier will procure and keep in force continuously through the term of Agreement, the following tyrpes, ofrpensation laws of the state in whir:h the transoortation

and its employees in such amounts as are required brv suchthe performance of services hererund,er, not oihe^,l,isr.irocure and rnaintain either Work ,{cci<ient insurancrs or

ile in the performance of servic;,es uncier this agreerrenr.amount of $100,000 combined single limit per occurrence

(ii) Contprehensive general liability insurance, including blanketcontractuatcoverage, for bodily injury iandproperty damage in the amount of $1,000,000 combined single limit per occurrence

(iii) Automobile bodily injury and property damage insurance, including blanket cor.ltractual coverzrgeprotecting against claims for bodily in.iury including aicidental death, and iroper-ty damiage in the anrcrunt oi,$1,000,000 r:ombined single limit per occurrence.

(iv) Cargo insurance in an amourrt sufficient to cover carrier's liability hereunder, but not less thian $100,000per shipment,

(iii) & (iv) shall name RJL as an atjditional insured. (larrierRJL regarding Work,er'sr by reputable insrurance'endt-.red andl shall providetnewal or ca ncellerticln

5l300DanviewTechnologvcourt,shelbyTownship,Ml 48315Phone(586) 731-340rFax(88g)611-8g49Email:operations(@rjandsonslogistics,com

8 Freiqht Loss or Damaqe' Carrier agrees to assure full liability for the prompt, safe transportation of all shipment$ underthis Agreement and agrees to be responsible for all loss, damage, delay, deductior;r, theft or liability of wlratsoevr:r

's failure to perfcrrm th,e setvices, whetheror in the custody or control of any r:ther parrty toinvolved shipper , ernd any involverj Custclmer of

a n ce o r " ":

il,?: l'J ;: :'li'# ?;5 iL"Jil,S$n il:: li:f;ili' "'retail price or invoiced value whicfrev,er is greater, of anyproducts lclst or damaged while under the care, custody or control of carrier. Carrier's maxinrum liability per shipmentunderthis section 8 shall be $'100,000. lt,lo othersuch limitations shallapply, whethercontained in oarrierr,s iarifl,s orotherwise' Signatures on bill of ladings or receipts issued by Carrier strait not constitute pJl-'s written acceptarnc;e ofcarrier's liability limitation or other chanEes in the terms and conditions.

In the event of loss or damage, RJI- shall file a claim with carrier within 120 days, and Carrier shall setler suchclatm within €i0 days of receipt of the claim. Carrier herby assumes all other terms and conditions set lbrth in Secti.rr11707 of Title 49 of the United States Coder as in effect on the date of this Agreement. In addition, lR.tL is entilecl h offset:the amount of any claims which remain unpraid or unresolved after such 60 dly period agailst amounts frorn RJI_ trcCarrier hereunder, provided claim was not denied from reasonable cause in writing to RJL by Carri,er, Carrier shiall benotified in writing prior to taking any action to offset.

9 lndemnific:ltion. Carrier shall indemnify and hold harmless RJL, along with its officers, dirr:ctors ernd employeers(hereinafter referred to as "lndemnitees") frorn an against all liabilities, obligations, lospes, taLxes, ac;tions, suits, costs,charges and expense, including without limitation aitorney's fees and e*pe-nses, which may be imposed upr)n or inr:;urredor asserted against Indemnitees, or any of them , by reason of actual alleged (i) injury if death to perrsons iirrcludin5lwithout limitations, employees of one or more of the Indemnitees or of Cairier and'emptoyees of its contracllors,

(including without limitations the property of on,e or rnore ofvendors, agents or emprloyees) or (iii) violation or anytal authority, by Oarrier,or its contractors,

or arising out of any or ail of the services provided ibr underg agreement to Indemnify and hold RJL harmless shall not

sses, damages, taxes, fines, penalties, claims, actions, suits,igence of RJL. Notwithstanding thre forg.ing, c'rrier shrarlall claims, damages, losses and expenses, includinrg bit moty injury to, or sickness, diseaser or death of, any agent,ors, regardless of whether such Lrodily injury, rjir:knresr:;,e partial or sole negligepce of any Indemnities;. lt is the

a claim arises, carrier is to defend, indemnify ancl holdharmless from the consequences of their own negligence, whether it is the sole or concurring cause of the brorJily in.jurydisease or death. The provision of this Section g il'ralt survive termination Agreement.

11' Aslbtc irqIar. Caffier shall provide transportation for shipments provided usipg its own equiprment. Carrieragrees it will not 'Double Broker" or hire the services of another carrier under any circumstance f.rconsideratiion of transportation agreements entered into with Broker. lf carrier cannot provide servic;es agrered towithin the specific time constraints provided, it is to immediately notify Broker upon which time the obligations of Carrierare remove(i. When'Double Brokering" occurs and Broker is notified, carrier forfeits any and all rights to any nronretiary payment.

12' Notices' Any and all notices required or permitted to be given under this Agreement s;harll be in writing and shallbe delivered to the party entitled to receive the same by hand-or by u s. certifie'd ,Ji, ';;;;;";il,;d;",,,".,,

crr it byfax, upon receipt of a derivery acknowredgment, addressed to the ioilowing,

5 1300 Danview Technologv court, shelby Township, MI 48315 Phone (586) 731-340t Fax (888)61 1.8849 Email:opeiations@rjanclsonslogistics com

Or to such other address as the party shall from time to time advise the other party.

l3 Force Majeure. Neither party hereto shall be liable to the other for default in the performance of any of 1he te,rms andprovisions under this Agreement for any clelay or damage, if caused by an act of god, public enemies riots, sitrike,other work stoppage or labor unrest, a defect or inherent vice in the goods, acts oi public eruthorities, acts oromissions of customs officials, authoritv of law, quarantines, civil commotion on war, or other contingency belygrrd thecontrolofthe respective parties; provide<i however, thatnothing contained in this parag.7,ptlll2shalirelieve carlerfrom its liability for the loss, damage or injury to the goods shipped as provided in paragraph g.

14. Confidential Information. Carriershall not, withoutfirstobtaining thewritten consentof FIJL. in anv manner, advr=rtise,publish, or disclose to any third party atty information supplied to Carrier pursuant to this; Agreement, including withoutlimitation, rates, charges or discounts, except as required by law for completion of this A,gr,Jement.

15. Attorney Fees. lf RJL becomes involverl in litigation by reason of any act or omisdion of Carrier and/or its authqrizedrepresentatives, Carrier shall be liable to RJL for RJL's reasonable attorney fees and court costs incurrr:d by it inlitigation.

16. No Liens. Carrier shall not have any rights, title, interest, ownership, or claim in the goocls tendered for transportationservices by or for Shipper under this Agreement. Carrier will not in any way encurpber or qthenrvise impair SSippe/sright to possession of such goods, including, but not limited to, asserting any lien or withholding any goods on aceountof any dispute as to prices or alleged failure of Shipper or its customerJto pay any charl;es incurred under thisAgreement. Carrier waives and releases any lien or right to a lien Carrier mig-trt nive as to products transpolecrhereunder.

17. Applicable Law. The rights, duties and obligations of the parties shall be construed and l3overned byfecleral law and,to the extent not in conflict therewith, b)r the procedural and substantive laws of thg Statr: of Michigin e:xclusiver of itsconflicts of law provisions.

18. Severabilitv. lf any term or provisions o1'this Agreement or any application thereof shall 5e held to be in'uali<j orunenforceable, the remainder of this Agreement shall not be affected thereby and shall renrain in full force and effect.

19 Entire Aqreement. This Agreement represents the entire Agreement between the parties with respect tg the servicescovered by this Agreement, and superse<ies any other oral or written Agreement betweern the parties cgncerning thissubject matter. This agreement may only be altered or modified pursuant to a written dor:ument executerd ovauthorized representatives of both parties;.

20. Successors and Assiqns. Neither party may assign this Agreement without the prior c;onsent of the other pan:y.

R.J Logistics, LLG CARRIER:

Signature:

Name:

Signature:

Name:

Title:

Date: Date:

Tte

5l300DanviewTechnologycourt,shelbyTownship,Ml 4B315Phone(586) 731-3401Fa,r(88s)6il-gg4gEmail:operations@rjandsonslogisticsccrm

Name (as shown on you- inoome taxEiilii

Euslness name/disregarded entity name, if difforent from above

Chock appropriate box for tederal tax olasslfication:

f]lndividual/soleproprletor ! ccorporation nscorporation ! partnership !Trust/edtate

f] Limited liability company, Entef the tax olassification (c=c corporation, s=s oorporation, p=pafinershtp) >

f] Oti.t (see Instructions) )Address , street, and apt, or suitg no,)

Clty, state, and ZIP code

Llst account numbe(s) here loptionarl

Ta cation

Sjgnature otU,S, person )

,",.. lllf-g(F€v, DecBnrber 2011)Department of the TreasurvIntefnal Revonue Servlo€

Request for Taxpayerldentlflcatlon Number and eerilficatlon

Give Forrn tro therequeste,', Elo notsend to the IRS.

Exompt payeo

Note. If a requester gives you a iorm other I Form W-9 to requreslif it is substantially similar

Definition of a U.S, persoh. For ferJeral taxconsidered a U,S. person if you are:

ent alien,

n created orof the lJnitecl States,

. A domestic trust (as definpd in Regulirtlon serction 301.7701 -7),

thert conduct a trade orto pay a withholding

taxon any ioreiln parlners' share ot liom such business,Fudher, in cerlain cases where a Form W_9 not been receivecl, apartnership is required to ptesume i.hat a is a foreign person,

are a U.S. porson th;at is abusiness in the Unit,:d

to establish your U,Spartnership income

NOJo)(!

c@;:<.Y

IE'tr:

o

00

Q

Enter yourTlN in tfre appropriate box. TheTlN provicled must match the name given on the,'Name,, line::A:iq !,?.Irf yi!lh"l9ins. For individuats, this is your sociat security numUeilsslt;, Hou/ever, for aresident.alien, sole proprletor, or.disregarded.entity, see the Parl I instiuctions oi' puj" S, For otherenJjties, it is your employer identification number 1eiN1, tt you do not have a number, lee How to get aI/N on page 3,

Note' lf the account is in more than ono name, see the chart on page 4 for guidelines on whosenumber to enter.

Under penalties of perjury, I cerlify that:l The nunrber shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued rre), and

by the lnternal Flevernuehas notified me tfrat I am

3, I am a U.S, citizen or other U,S. person (defined below),

to backup withholdingapply. For mongage

generally, payments other than interest and dividends, you are not required to .ign if'u ";ri;;;ii;il,ji ;il;ffi ;;;;;j;instructions on page 4, ' '-arrangement (litA), and

correct TlN. See lhe

SignHere

General InstructionsSection relerences are to th6 Internal Revenue Code unless otherwisenoted,

Purpose of Form

certification instructions' You must cross out item 2 above if you have been notified by the IRS that yoLl are currenlybecause you have failed 10 roport all Interest and divtdends on io* i.i -t.tu;;,

i;; ;; esrare transacrionq, item 2 doesinterest,paid, acquisition or abandonment of se,cured p.ropedy, cancellaiion of debt, contributions to an indiviclual rerrre

urn withr the IRS must ' A citizen or U.S.,r filN) to report, for r I company, or ,tons, martgage interest org s or under thepropeny, cancollation . a ign estate), or

,,Use.Forrn W-9 only if you are a U.S. person (incluclino a resroentarenl, to provide your correct TIN to the person requesting it (therequester) irnd, when applicable, to:

-..1:9.r]it1 that the TtN you are giving is correct (or you are waiting for anumber to be issued).

2, Certify that you are not subject to backup withholcling, or3. Claim exemptlon from backup wJthholdjng if yor"r are a U.S, exempt

l,?Il:lll:tt|j:{to, you are atso certifyins thai as a U.s, person, yourlroc:ol: :nlrg ol any partnership incomo lrom a U.S. trade or buiinessis_not.subject to the withholdjng iax on foreign partnr:rsl share ofetfectively c;onnected income.

yourTlN, you must use the requester,s 1

to this Form W-9,

Special rules for partnersfips. partnershibusiness in the United States are gernerally

and pay the withholding ta4. Therefr:re, if y,panner in a partnership corlducting a tradeSlales, provlde Form W-9 tp the p;nnershistatus and avoid withholding on your share

-9 1Rev.