Revised 2.9.16 New Carrier Profile

4280 SE MILE HILL DR. STE 206 PORT ORCHARD WA 98366

PHONE: (360) 876-5568 – FAX: (360) 876-7143 / (206) 202-1607

NEW CARRIER PROFILE & CONTRACT PACKET COMPANY NAME

PHYSICAL ADDRESS

CITY, STATE, ZIP

MAIN PHONE №

MAIN FAX №

REMIT TO If a Factor Company, Signed NOA must be provided

MAILING ADDRESS

CITY, STATE, ZIP

WILL YOU REQUIRE A 1099 AT THE END OF THE YEAR? YES NO

CONTACTS DISPATCH NAME

PHONE №

FAX №

CELL №

EMAIL ADDRESS

ACCOUNTING NAME

PHONE №

FAX №

CELL №

EMAIL ADDRESS

POD REQUESTS NAME

PHONE №

FAX №

CELL №

EMAIL ADDRESS

MUST FILL OUT ALL THAT ARE APPLICABLE

SCAC CODE MC DOCKET №

TAX ID № DOT DOCKET №

US BOND № CAD BOND №

HAZ-MAT? YES NO TRU/ARB REG. №

TWIC CARD? YES NO GREEN TRUCK? YES NO

REQUIRED - MUST FILL OUT ALL THOROUGHLY → WCCS OFFERS QUICK PAY ←

LANES OF TRAVEL CANADA? UNITED STATES? MEXICO? 10 % OF TOTAL PAYMENT

CANADA UNITED STATES COMPANY EQUIPMENT $150.00 MINIMUM + $50.00 WIRE TRANSFER FEE

AB CT, ME, MA, NJ, NH, RI, VT VAN 48’ 53’ REQUEST FOR QUICK PAY MUST BE SUBMITED NO LATER THAN 11 AM PST FOR SAMEDAY PAYMENT

(COMPLETED LOAD - DELIVERY DATE). BC DE, NY, PA REEFER 48’ 53’

MB MD, NC, SC, CA, WV FLATBED 48’ 53’

NE AL, FL, GA, MS, TN STEP DECK 48’ 53’ WOULD YOU LIKE TO PARTICIPATE IN QUICK PAY?

NF IN, KY, MI, OH CURTAIN VAN 48’ 53’ FACTORING Is the Signed ‘Notice of Assignment’ attached (NOA)?

NS IA, MN, MT, ND, SD, WI CONESTOGA 48’ 53’ COMPANY

ON IL, KS, MO, NE STRAIGHT TRUCK? CONTACT NAME

PE AR, LA, OK, TX HOT SHOT SIZE? PH. № FAX №

PQ AZ, CO, ID, NV, NM, UT, WY MAXI? CURRENT FACTORING RATE:

SK CA, OR, WA, AK TEAMS? AIR RIDE? HOW MANY LOADS DO YOU FACTOR A MONTH?

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1 AGREED TO BY:_____________

4280 SE MILE HILL DR, STE 206 – PORT ORCHARD WA 98366

PHONE: (360) 876-5568 – FAX: (360) 876-7143

CARRIER/BROKER AGREEMENT

This CONTRACT AGREEMENT is made and entered into on this _____ day of ____________________, 20___, by and between WEST COAST CARRIERS

LLC (“BROKER”) and_______________________________________________________(“CARRIER”), (collectively, the “PARTIES”).

I

Recitals

Whereas BROKER is licensed as a property broker by the Federal Motor Carrier Safety Administration (“FMCSA”), or by appropriate State

agencies, and as a licensed broker, arranges for freight transportation; and whereas CARRIER is authorized to operate in inter-provincial, interstate

and/or intrastate commerce and is qualified, competent and available to provide for the transportation services required by BROKER; and NOW

THEREFORE, intending to be legally bound, BROKER and CARRIER agree as follows:

II

Agreement

TERM AND TERMINATION

The Term of this Agreement shall be for one (1) year and shall automatically renew for successive one (1) year periods; provided, however, that

either PARTY may terminate this Agreement at any time by giving thirty (30) days prior written notice. BROKER may additionally terminate this

Agreement immediately upon written notice in any of the following events: CARRIER loses its operating authority or otherwise becomes disqualified

to perform its obligations under this Agreement; CARRIER breaches any covenant, obligation, condition, or requirement imposed by this

Agreement, and such breach continues for a period of (10) days after written notice thereof from BROKER to CARRIER; CARRIER becomes

insolvent or becomes unable to pay its debts in a timely manner; CARRIER fails to comply with any performance metrics or selection criteria

imposed by BROKER at any time; CARRIER fails to procure and maintain any of the insurance coverages required by this Agreement; or CARRIER

utilizes the services of any brokers or subcontracts transportation of freight tendered by BROKER hereunder to any third party motor carrier or

other transportation provider, or transports part and/or all of the load from one trailer to another without preauthorized written consent from

BROKER, or utilizes a third party logistics provider to perform its obligations under this Agreement without prior written consent from BROKER.

CARRIER may additionally terminate this Agreement immediately upon written notice if BROKER breaches any covenant, obligation, condition,

or requirement imposed by this Agreement, and such breach continues for a period of thirty (30) days after written notice thereof from CARRIER.

CARRIER’S OPERATING AUTHORITY AND COMPLIANCE WITH LAW

CARRIER represents and warrants that it is duly and legally qualified in accordance with all federal, state, provincial, territorial, and local laws,

statutes, regulations, rules, and ordinances (collectively, “Applicable Law”) to provide, as a contract carrier, the transportation services

contemplated herein. CARRIER further represents and warrants that it does not have an unsatisfactory or unfit safety rating issued by any

regulatory authority with jurisdiction over CARRIER operations, including, but not limited to, the Federal Motor Carrier Safety Administration

(“FMCSA”) of the U.S. Department of Transportation (“DOT”). CARRIER further agrees to comply with all Applicable Law in the performance of

its service under this Agreement. BROKER may, in its sole discretion, implement a motor carrier selection protocol which may be revised from

time to time. If CARRIER fails to meet the requirements of any such protocol, BROKER may, in addition to any other rights and remedies available,

including, but not limited to termination, disqualify CARRIER from providing service to BROKER until such time as CARRIER is re-qualified in

accordance with the provisions of the protocol. BROKER may, in its sole discretion, discontinue use of CARRIER to provide any services until

such time as CARRIER operates acceptably to BROKER discretion. In the event that CARRIER receives an unsatisfactory safety rating, is notified

that it may receive an unsatisfactory safety rating, fails to maintain insurance required hereunder, is notified that such insurance may become

ineffective or is otherwise prohibited by Applicable Law from performing services hereunder, CARRIER shall immediately notify BROKER of such

fact and shall not carry any loads or goods tendered to CARRIER by BROKER until such prohibition on operations is removed.

PERFORMANCE OF SERVICES

CARRIER services under this Agreement are designed to meet the needs of BROKER under the specified rates and conditions set forth herein.

CARRIER agrees that the terms and conditions of this Agreement apply to all shipments handled by CARRIER for BROKER and that the terms of

this Agreement controls the relationship between the PARTIES. In no event shall any provisions of CARRIER tariff, terms and conditions, service

guide, bill of lading, or relevant documentation substitute or apply to services provided under this Agreement. CARRIER shall transport all

shipments provided under this Agreement without delay, and all occurrences which would be probable or certain to cause delay MUST be

immediately communicated to BROKER by CARRIER. This Agreement does not grant CARRIER an exclusive right to perform any transportation

2 AGREED TO BY:_____________

related services for BROKER or its Customer. CARRIER is in no way hired as an employee of BROKER, CARRIER is strictly a contracted

CARRIER. CARRIER is strictly prohibited from transferring part and/or all of the shipment from one trailer to another trailer without written pre-

authorization from BROKER. CARRIER must confirm all pieces are loaded in accordance with the Load Confirmation, Addendum “A” labeled as

Load Confirmation. In the event CARRIER does not load all pieces as described in the load confirmation, BROKER will contract another carrier

at its own choosing and transport the remaining cargo solely at the CARRIER’S expense by reducing the amount from the load confirmation.

RECEIPTS AND BILLS OF LADING

Each shipment hereunder shall be evidenced by a bill of lading acceptable to BROKER naming CARRIER as the transporting carrier. The fact that

BROKER is named as a “carrier” upon any applicable bill of lading shall not affect its status as a property broker. Upon delivery of each shipment

made hereunder, CARRIER shall obtain a signed and dated BOL (Bill Of Lading) showing the kind and quantity of product delivered to the

consignee of such shipment at the destination specified by BROKER or the Customer, and CARRIER shall guarantee such receipt to be signed

with legible date and signature by the consignee. No terms, conditions and provisions of the bill of lading, manifest or other form of receipt or

contract shall apply to services provided under this Agreement. CARRIER’s failure to issue a bill of lading shall not affect its liability hereunder

and agrees to forfeit payment in its entirety. CARRIER shall notify BROKER immediately of any exception made on the bill of lading or delivery

receipt. BOL must be received from CARRIER to BROKER within 48 hours of delivery.

CARRIER OPERATIONS

CARRIER shall, at its sole cost and expense:

Furnish all equipment necessary or required for the performance of its obligations hereunder (the “Equipment”); pay all expenses related, in any

way, with the use and operation of the Equipment; and Maintain the Equipment in good repair, mechanical condition and appearance. CARRIER

shall utilize only competent, able and legally employed and licensed personnel in the performance of services hereunder. All such personnel must

be fully authorized to work in the United States, and they must have no prior criminal history. When hauling government loads drivers must be a

US Citizen. CARRIER shall have full control of such personnel. CARRIER shall be solely responsible for ensuring, and will ensure at CARRIER’s

cost and expense, that such personnel are fully qualified to perform services hereunder, and that such personnel have access to all locations in

which access is necessary to perform services under this Agreement. CARRIER shall perform the services hereunder as an independent contractor,

and assumes complete responsibility for all state and federal taxes, assessments, insurance (including, but not limited to, workers’ compensation,

unemployment compensation, disability, pension and social security insurance) and any other financial obligations arising out of the transportation

performed hereunder. CARRIER is not hired as an employee of BROKER. CARRIER shall be solely responsible for compliance with all provisions

of Applicable Law regarding over dimension and overweight loads. CARRIER shall be solely responsible for its day to day operations including, but

not limited to, setting appropriate routes to ensure that transportation of shipments is accomplished in accordance with all Applicable Laws and

to otherwise ensure shipments are not damaged in transit. CARRIER shall maintain appropriate security infrastructure to ensure the physical

security of shipments and Equipment handled under the terms of this Agreement.

RATES & PAYMENTS

CARRIER will invoice BROKER with legibly dated and signed BOL and a copy of the signed Load Confirmation Agreement. BROKER will pay the

rates and charges set forth in the signed load confirmation for transportation services performed under this Agreement. CARRIER will send invoices

to BROKER within 60 days of delivery. After 60 days of delivery, invoices are forfeited by CARRIER and will be accepted as completed. CARRIER

represents and warrants that there are no other applicable rates or charges except those established in this Agreement or in the Load Confirmation

Sheet entered in accordance with this Agreement. The Load Confirmation Agreement shall be signed by CARRIER before each shipment to which

such Load Confirmation Agreement applies. The foregoing notwithstanding, if CARRIER fails to provide a signed copy of the Load Confirmation

Agreement, but nevertheless picks-up a load designated in a Load Confirmation Agreement provided by BROKER, CARRIER’s act of picking up

the load will evidence CARRIER’s consent to all terms of the Load Confirmation Agreement and CARRIER will be bound thereby as if it has signed

and agreed to the terms of the Load Confirmation Agreement. In the event service is provided and it is subsequently discovered that there was

no applicable or understood rate listed in the Load Confirmation Agreement, the PARTIES agree that the rate paid by BROKER and collected by

CARRIER shall be the agreed upon in writing prior to CARRIER loading any cargo or freight on behalf of BROKER. Payment to CARRIER will be

made within thirty (30) days upon BROKER’s receipt of CARRIER’s dated and legibly signed bill of lading with in and out times clearly recorded,

and any other necessary original billing documents which will enable BROKER to ascertain that service has been provided at the agreed upon

charge. CARRIER’s failure to provide BROKER with the legible bill of lading will result in CARRIER being held responsible for any and all revenues

that are uncollected by BROKER because of CARRIER’s failure to provide original supporting paperwork to BROKER. CARRIER agrees that

BROKER has the exclusive right to handle all billing of freight charges to the Customer for the transportation services provided herein, and, as

such, CARRIER agrees to refrain from making any attempts to collect compensation from the shipper, receiver, or the Customer unless BROKER

notifies CARRIER that the Customer has not paid BROKER, in which case, the CARRIER’s sole recourse will be against the Customer. CARRIER

further agrees that BROKER has the discretionary right to offset any payments owed to CARRIER hereunder for liability incurred by CARRIER,

including, but not limited to, not transporting freight as described in load confirmation claims for freight, not using 8’ drop tarps, loss, damage, or

delay. CARRIER shall submit a legible copy of the proof of delivery with the freight bill via fax or email within 48 hours of the time in which

CARRIER delivers the shipment that is dated and signed by the CARRIER and the consignee. CARRIER shall submit all freight bills within sixty

3 AGREED TO BY:_____________

(60) days of delivery or waive its right to payment for services rendered with respect to such overdue invoice submissions. Regardless of whether

the freight bill is received within sixty (60) days of delivery; CARRIER waives any and all right to payment if CARRIER does not submit the freight

bill with a legible copy of the proof of delivery to BROKER within (2) days superseding the date of delivery; or if the Customer refuses BROKER’s

invoice as untimely filed where BROKER has submitted to the Customer within ten (10) days upon receipt of CARRIER freight bill. Claims for

undercharges must be filed within 30 days of BROKER’s receipt of the original invoice giving rise to such undercharge claim. Assuming CARRIER

has complied with the foregoing invoicing obligations, CARRIER shall bring suit related to unpaid freight charges or undercharges within 3 months

of the date of delivery or its right to sue or otherwise seek payment shall be waived.

WAIVER OF CARRIER’S LIEN

CARRIER shall not withhold any goods transported under this Agreement on account of any dispute as to rates or any alleged failure of BROKER

to pay charges incurred under this Agreement. CARRIER is relying upon the general credit of BROKER and hereby waives and releases all liens

which CARRIER might otherwise have to any goods of BROKER or its Customer in the possession or control of CARRIER.

FREIGHT LOSS, DAMAGE OR DELAY

Unless otherwise set forth in Appendix A, CARRIER shall have the sole and exclusive care, custody and control of the cargo tendered hereunder

from the time it is delivered to CARRIER for transportation until delivery to the consignee is completed and accompanied by the appropriate

receipts. CARRIER shall notify BROKER immediately in the event any such cargo is lost (including stolen), damaged or destroyed, or in the event

CARRIER becomes aware that applicable delivery schedules will not be met. CARRIER assumes sole liability of a motor carrier under the Carmack

Amendment as currently codified at 49 U.S.C. § 14706 for loss, delay, damage to or destruction of any and all goods or property tendered to

CARRIER pursuant to this Agreement from the time the shipment is tendered to CARRIER until delivery. CARRIER shall be solely liable for the

full invoice value of the cargo lost, damaged, delayed, or destroyed, as well as any additional costs or fees imposed upon BROKER by the cargo

claimant. No limitation of liability shall apply. CARRIER acknowledges and agrees that, except to the extent of any dispute with the provisions

herein, the provisions of 49 C.F.R. Part 370 will govern processing of cargo claims. CARRIER shall pay to BROKER, or allow BROKER to deduct

from the amount BROKER owes CARRIER, Customer’s full actual loss for the kind and quantity of any and all commodities lost, delayed, damaged

or destroyed. CARRIER shall fully assist BROKER in investigating any claim for cargo loss, damage, delay, or destruction. CARRIER waives any

and all right to salvage goods subject to this provision, as well as any/all right to claim an offset for the value of salvage. Exclusions from coverage

contained in CARRIER’s Cargo Insurance as required herein shall not affect CARRIER’s liability for freight loss, damage, or delay. CARRIER

agrees that it will look solely to BROKER for the payment of its charges and that it will not contact or pursue BROKER’s customers or the shipper

or consignee for payment of freight, accessorial or any other charges owed to CARRIER, unless otherwise agreed to in writing. CARRIER will

submit freight charges with a bill of lading within 60 days of delivery, and CARRIER will be paid by BROKER within 30 days of receipt of legibly

dated and signed freight bill, original signed bill of lading, and/or signed delivery receipt. CARRIER will be solely responsible for verifying piece

counts at the time of pickup and delivery. Discrepancies will be reported immediately (prior to leaving the origin or destination facility). Concealed

damage or missing cartons must be noted on delivery receipt to release carrier from liability. Notations such as STC (said to contain) and SWP

(shrink wrap pallet) will not insulate CARRIER from liability in the event of a cargo claim. If temperature requirements are not set forth on the

shipping documents, CARRIER shall request instructions prior to transporting the shipment. BROKER and or its customers may reject any load

as a total loss without any salvage if CARRIER fails to maintain and monitor temperature requirements en-route. CARRIER agrees to ensure all

temperature products are maintained as agreed to on the load confirmation and that the carrier is solely liable for all loss due to CARRIER

negligence such as running out of fuel, improper fueling of trailer or delivering cargo at temperatures not listed on load confirmation. CARRIER

agrees to provide cargo insurance in the amount listed in paragraph 10c and a minimum of $100,000 to compensate owner of property in the event

of loss or damage. CARRIER also agrees to provide a current certificate of cargo insurance with BROKER listed as the certificate holder. In the

event of a cargo claim, CARRIER will be solely liable for the full invoice value of the loss. CARRIER specifically agrees that all freight tendered to

it under this agreement shall be transported on equipment operated only under the authority of the CARRIER and shall not in any manner sub

contract, re-broker, or in any other form arrange for the freight to be transported by a third party. If CARRIER allows any third party to transport

or arrange for transport of the shipment herein, CARRIER will be solely responsible as if it transported the shipment directly, and further, CARRIER

waives any and all claim to payment related to shipments transported in violation of this provision. CARRIER will deliver shipment on a non-

revenue bill, and in no case will freight charges be disclosed to anyone other than BROKER. CARRIER will not pick up or deliver cargo by using

the load confirmation and agrees to only use the BOL provided. In the event no BOL is provided CARRIER will contact BROKER and request the

BOL for transport. CARRIER will not transport or accept freight from the shipper or consignee of this shipment contemplated herein for a period

of eighteen (18) months. In the event CARRIER accepts freight from shipper or consignee whereas CARRIER became first aware of shipper or

consignee, CARRIER agrees to pay BROKER thirty five (35%) of gross revenues of shipment(s) hauled and for their duration. CARRIER will consent

to pick up shipment, and upon doing so CARRIER acknowledges and constitutes acceptance of the terms and conditions outlined both herein and

on the Load Confirmation. CARRIER agrees to acknowledge and respond to claims in accordance with 49 C.F.R. Part 370. Concealed damage

claims reported to the CARRIER within 15 days of delivery will be treated as if notice of damage was inserted on the bill of lading at delivery.

CARRIER agrees to deliver freight and adhere to transit times requested herein. In the event of delay, CARRIER will notify in writing of any

anticipated service failures 24 hours in advance of the original delivery date erected. Service failures may be subject to a rate deduction at BROKER

discretion. The venue and jurisdiction for any dispute arising from this agreement and/or relationship between other parties to this agreement,

including but not limited to disputes over individual shipments, shall be brought in the courts serving Kitsap County in Port Orchard, Washington.

4 AGREED TO BY:_____________

FOOD / GROCERY

For shipments of goods comprised of food or food products, the following additional terms shall also apply:

CARRIER shall use only trailers or other vehicles which have not been used to transport refuse, garbage, or solid/liquid waste of any kind

whatsoever, whether hazardous or non-hazardous. CARRIER shall comply with all applicable laws and regulations pertaining to transportation of

food and food related products at all times. CARRIER assures that vehicle and delivery trailer doors shall continuously be sealed and locked when

not in use, and trailer doors shall have a bolt seal that matches the seal number recorded on the bill of lading. If the equipment does not

accommodate bolt seals then the shipper shall use other seals and CARRIER agrees to ensure seal number is correctly written on the BOL.

CARRIER agrees not to break the seal at any time once seal is locked and during transport. CARRIER agrees that shipper, customer or receiver

can break the seal but must approved by BROKER in writing and notated on the BOL along with new seal number when applicable. CARRIER

assures that drivers shall be required to minimize stops en-route. Line haul movements that originate with a supplier and have several destination

points shall require a new seal between each stop and will be recorded as such on the BOL. In the event CARRIER needs/must stop in route,

CARRIER agrees to stop in secured area and assures the safety of cargo at all times. CARRIER shall provide and require personnel security

training at least semiannually, which shall emphasize employee responsibility to securely lock all immobile trailers, verify seal numbers on shipping

documents, and immediately notify CARRIER’s dispatch department and hold both trailer and shipment for further instruction from BROKER

upon event of any of the following:

a) The seal on a trailer shows signs of tampering.

b) A case shows signs of being opened and resealed.

c) No seal is in place and no documentation is available or does not match seal. d) DOT enforcement of load weight compliance requires that a seal be broken.

CARRIER acknowledges that consignee may reject any trailer, shipment or case in possession of the CARRIER when seal is not intact, shows

evidence of tampering, temperature variances other than listed on load confirmation or reflects any variance within seal-to-document identification.

CARRIER understands that any rejected load shall be destroyed in accordance with the shipper’s specific instructions, on a load by load basis.

CARRIER shall be held solely liable for losses associated with transportation loss/cost of goods, and disposal due to failure to observe the terms

of this confirmation contemplated herein, and in this existing Agreement between CARRIER and BROKER. CARRIER understands that all handling

& accessorial charges related to each shipment must be reported to BROKER immediately (prior to occurrences and prior to leaving the origin or

destination facility). CARRIER agrees to have in and out times listed on the BOL and to have shipper, customer or consignee sign BOL agreeing

to times in and out of all facilities. Failure to do so will result in non-payment at BROKER discretion. CARRIER shall defend, hold harmless and

indemnify BROKER for any loss, damage, claims, demands or suits caused by or resulting from CARRIER negligence, acts or omissions, or failure

to observe and/or enforce any of the duties and responsibilities set forth in this confirmation contemplated herein, and in this existing Agreement

between CARRIER and BROKER. To the fullest extent allowed by law, CARRIER shall indemnify, defend and hold harmless BROKER, its agents,

officers, directors, employees, customers, shippers, consignee’s or loading facilities from and against any and all liability, loss cost, or claims by

third parties that directly arise from CARRIER performance or failure to perform services under this confirmation contemplated herein, and in this

existing Agreement between CARRIER and BROKER with the exception to the extent arising out of, or resulting from the gross negligence of

BROKER, its members, agents or employees, customers, shippers, consignee’s or loading facilities. CARRIER agrees to comply with any and all

varying dispute resolutions protocol set forth by BROKER’s customers.

INSURANCE

CARRIER shall procure and maintain, at its sole cost and expense, the following insurance coverages: Public liability and property damage (“AL”)

insurance covering all owned, non-owned, and hired vehicles (including any trailers provided by BROKER or its Customer as addressed below)

with a reputable and financially responsible insurance company insuring CARRIER in an amount not less than $1,000,000.00 (U.S. Dollars) per

occurrence, or such larger amount as required by applicable law. Commercial General Liability (“CGL”) insurance covering the transportation of

shipments and other operations under this Agreement, in an amount not less than $1,000,000.00 (U.S. Dollars) per occurrence; such insurance

shall also cover CARRIER contractual liability under this Agreement. All Risk Broad Form Motor Truck Cargo Legal Liability (“Cargo”) insurance

in an amount not less than $100,000.00 (U.S. Dollars) per occurrence; the coverage provided under the policy shall have no exclusions or

restrictions of any type that would foreseeably preclude coverage relating to cargo claims including, but not limited to, exclusions for unattended

or unattached trailers, theft, commodities transported under this Agreement, refrigerator breakdown or lack of refrigerator fuel. Statutory Workers’

Compensation Insurance coverage shall be provided in such amounts and in such form as required by applicable state law. All insurance policies

required by this Agreement shall, as applicable, be primary and shall waive subrogation and contribution against BROKER. CARRIER shall furnish

to BROKER written certificates obtained from the insurance producer showing that such insurance has been procured, is being properly maintained,

displays the expiration date, and specifies that written notice of cancellation or modification of the policies shall be given to BROKER at least

thirty (30) days prior to such cancellation or modification. In addition, BROKER shall be named as an additional insured on CARRIER CGL and

AL policies, and as a loss payee on the Cargo policy as evidenced by an endorsement on the certificates of insurance. Upon request of BROKER

or its designated insurance consultant, CARRIER shall provide BROKER or its Customer with copies of the applicable insurance policies.

USE OF BROKER’S TRAILER(S) BY CARRIER

5 AGREED TO BY:_____________

In the event that CARRIER utilizes a trailer, container, chassis or other equipment owned by or leased to BROKER or its Customer, or otherwise

provided to CARRIER by BROKER or its Customer “trailer(s)” for the performance of the services contemplated hereunder, CARRIER shall be

solely liable for any damage to trailers, destruction of trailers, theft from trailers, theft of any contents of trailers, and for any claims for bodily

injury (including death) or property damage caused by any trailer(s) regardless of whether such damage, injury, destruction, or theft is caused or

occurs while the trailer is attached or unattached to any power unit operated by CARRIER, except to the extent such damage, destruction, or

theft is caused by the negligence, recklessness, or willful misconduct of BROKER or the Customer. The initial burden of proving such damage,

injury, destruction, or theft as the result of the negligence, recklessness, or willful misconduct of BROKER or the Customer in any proceeding

brought pursuant to this Agreement shall rest on CARRIER. In the event that applicable state law does not allow waiver of liability to the extent

contained in this provision, the PARTIES expressly agree that BROKER’s and Customer’s liability will be waived to the fullest extent allowed by

applicable state law. In no event will any such trailer be used for any purpose other than performing services hereunder, and in no event will

CARRIER allow any third party or any power unit not operating under CARRIER’s for-hire motor carrier authority to operate any such trailer,

unless expressly authorized to do so in writing, in which written notice must be specific to the movement at issue. CARRIER ACKNOWLEDGES

AND AGREES THAT NEITHER BROKER NOR THE CUSTOMER MAKE ANY WARRANTIES, WHETHER EXPRESSED OR IMPLIED,

REGARDING THE TRAILER, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR

PARTICULAR USE.

INDEMNITY

CARRIER shall defend, indemnify, and hold BROKER and its employees, contractors, agents, shippers, customers harmless from and against all

loss, liability, damage, claim, fine, cost or expense, including reasonable attorney’s fees, arising out of or in any way related to the performance

or breach of this Agreement by CARRIER, its employees or independent contractors working for CARRIER (collectively, the “Claims”), including,

but not limited to, Claims for or related to personal injury (including death), property damage and CARRIER’s possession, use, maintenance,

custody or operation of the equipment; provided, however, that CARRIER’s indemnification and ‘hold harmless’ obligations under this paragraph

will not apply to the prorated extent that any Claim is attributable to the negligence or other wrongful conduct of BROKER or its Customers.

CARRIER’s liability for cargo loss or damage under this provision is limited to the liability and amounts set forth in Paragraph 8.

CONFIDENTIALITY AND NON-SOLICITATION

Unless otherwise set forth in Appendix A, neither party may disclose the terms of this Agreement to a third party without the written consent of

the other party except as required by law or regulation; (2) disclosure is made to its parent, subsidiary or affiliate company; or (3) to facilitate

rating or auditing of transportation charges by an authorized agent and such agent agrees to keep the terms of the Agreement confidential.

CARRIER will not accept traffic, either directly or indirectly, from any shipper, consignor, consignee, or customer of BROKER where: (1) the

availability of such traffic first became known to CARRIER as a result of BROKER’s efforts; or (2) the traffic of the shipper, consignor, consignee

or customer of BROKER was first tendered to CARRIER by BROKER. If CARRIER breaches this Agreement and moves shipments obtained from

such parties during the term of this Agreement without utilizing the services of BROKER, CARRIER shall be obligated to pay BROKER, for a

period of twenty four (24) months thereafter, commissions in the amount of thirty-five percent (35%) of the gross transportation revenue resulting

from traffic transported in violation of this provision, and CARRIER shall provide BROKER with all documentation requested by BROKER to verify

such transportation revenue. CARRIER shall not utilize BROKER’s or its Customers’ name or identity in any advertising or promotional

communications without written confirmation of BROKER consent.

SUB-CONTRACT PROHIBITION

CARRIER specifically agrees that all freight tendered by BROKER shall be transported on equipment operated only under the authority of

CARRIER, and that CARRIER shall not in any manner sub-contract, broker, or in any other form arrange for the freight to be transported by a

third party without the prior written consent of BROKER. In the event that CARRIER breaches this provision, CARRIER shall remain directly

liable to BROKER as if CARRIER transported such freight under its own authority in accordance with this provision, and shall further hold harmless

and indemnify BROKER from any and all loss, liability, damage, claim, fine, cost or expense, including reasonable attorney’s fees, arising out of

or in any way related to the use of any subcontractor in violation of this provision regardless of whether arising from the conduct or omissions of

CARRIER, the subcontractor, or any other third party. The foregoing notwithstanding, if CARRIER breaches this provision, CARRIER waives any

and all right to payment for the load tendered in violation of this provision.

BROKER’S RECORDS

To the extent allowable under applicable law, CARRIER hereby waives its right to obtain copies of BROKER’s records as provided within 49

C.F.R. Part 371. Notwithstanding the foregoing, to the extent that CARRIER obtains records set forth in 49 C.F.R. § 371.3 by any means

whatsoever, CARRIER agrees to refrain from utilizing such records in negotiating for the provision of services with any third party, including but

not limited to existing customers of BROKER. CARRIER further agrees and understands that all such records comprise BROKER’s confidential

information and trade-secrets. Nothing in this section is intended to relieve CARRIER of any other obligations imposed by this Agreement, or to

limit any rights of BROKER to enforce such obligations.

6 AGREED TO BY:_____________

ASSIGNMENT/MODIFICATION/BENEFIT OF AGREEMENT

This Agreement may not be assigned or transferred in whole or in part by CARRIER absent the prior written consent of BROKER, and supersedes

all other agreements and all tariffs, rates, classifications and schedules published, filed or otherwise maintained by CARRIER. This Agreement shall

be binding upon and inure to the benefit of the parties hereto.

SEVERABILITY - In the event that the operation of any portion of this Agreement results in a violation of any law, the parties agree that such

portion shall be severable and that the remaining provisions of this Agreement shall continue in full force and effect.

WAIVER - CARRIER and BROKER expressly waive any and all rights and remedies allowed under 49 U.S.C. § 14101 to the extent that such

rights and remedies conflict with this Agreement. Failure of BROKER to insist upon CARRIER’s performance under this Agreement or to exercise

any right or privilege arising hereunder shall not be a waiver of any BROKER’s rights or privileges herein.

DISPUTE RESOLUTION - This Agreement shall be deemed to have been drawn in accordance with the statutes and laws of the state of

Washington. In the event of any disagreement or dispute, the laws of Washington State shall apply. All such disagreements or disputes shall be

submitted to the Superior Court of Kitsap County in Port Orchard, WA. and the PARTIES hereby agree to the exclusive jurisdiction of the courts

located in Port Orchard, Washington.

COMPLETE AGREEMENT

This Agreement constitutes the entire agreement of the Parties with reference to the subject matters herein, and may not be changed, waived, or

modified except in writing signed by both Parties. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in

their respective names by their duly authorized representatives as of the date first above written.

SIGNATURE PAGE

BROKER: CARRIER:

WEST COAST CARRIERS LLC ___________________________________________________________________________

Print Name and Position: Print Name and Position (Office of Company):

BRIAN SCHUSTER – PRESIDENT – CEO ___________________________________________________________________________

Sign and date: Sign and date by Officer of the Company:

_________________________________________________________ ____________________________________________________________________________

On this __________________day of_________, 20_____ On this______________________ day of __________, 20_____

Address: 4280 SE MILE HILL DR. STE 206 Physical Address:____________________________________________________

PORT ORCHARD, WA 98366 ____________________________________________________

Phone #: (360) 876-5568 Phone #:________________________________________________________________

Fax #: (360) 876-7143 Cell Phone #:__________________________________________________________

Email:____________________________________________________________________

Fax #:____________________________________________________________________

TAX ID #: