Valued Carrier, Thank you for taking the time to fill
Transcription
Valued Carrier, Thank you for taking the time to fill
Valued Carrier, Thank you for taking the time to fill out these necessary documents so that we can begin a great working relationship together. Everyone at Syfan Logistics knows how important it is that we take care of our carriers and make your job as easy as possible. We will consistently focus on providing the highest level of service and expertise in supplying your team with a vast number of loads in the lanes you like to run. As part of our commitment to a cleaner, healthier environment, Syfan Logistics, Inc. is proud to announce that we are an approved SmartWay Partner as of July 2012, We invite you to visit the SmartWay website http://www.epa.gov/smartwaylogistics/partnerlists/partner-list.htm to verify our status. We are looking to partner with carriers who share our commitment. Please indicate your SmartWay participation in the space provided on the Carrier Information sheet. If you have any questions about the attached/enclosed documents, or would like to offer your suggestions for how we can serve you better, please feel free to contact me personally. I look forward to working together. Syfan Logistics, Inc. P. O. Box 1294 Gainesville, GA 30503 855-287-8485 770-287-8485 770-533-6330 Fax (Carrier Services) [email protected] 1 CREDIT INFORMATION Business Started in 2011 Incorporated in 2011 Mailing & Remit to Address: PO Box 1294 Gainesville, GA 30503 Physical Address: 2037 Old Candler Rd, Ste. A Gainesville, GA 30507 Phone: (770) 287-8485 Fax: (770) 533-6330 Principals: James K Syfan, CEO Greg J Syfan, President Stephen J Syfan, VP Denise E Nix, Controller BANK REFERENCE: South State Bank 450 E. E. Butler Parkway Gainesville, GA 30501 Federal ID # 45-2664830 Surety Bond 898371 SCAC Code SYFN DUNS 969010235 Contact: Doug Patterson Phone (678) 717-1914 ICC Contract Carrier Authority MC-756730 ICC Broker Authority MC-583906 Terms of Payments 25 Days from Receipt of Carrier Invoice 2 TRANSPORTATION REFERENCES SEATTLE FREIGHT SERVICE INC MC: 171191 RUPP CUNNINGHAM 8025 10TH AVE SOUTH SEATTLE, WA 98108 (206) 767-9004 [email protected] ARLON GARDNER TRUCKING INC MC: 276589 ARLON GARDNER 682 RISER ROAD FOREST, MS 39074 (800) 264-4410 [email protected] EXPLORE TRANSPORT INC MC: 474850 MILAN BOGDAN 16W520 LAKE DR # 207 MC COOK, IL 60525 (630) 908-7387 x227 [email protected] S & B SWAFFORDS TRUCKING INC MC: 668383 BOBBY SWAFFORD 843 POTOMAC PLACE WINDER, GA 30680 770-605-6312 [email protected] ZDL EXPRESS INC MC: 780170 RUBIKA (RUBY) KOVACEVIC 6848 PARKSIDE AVE COUNTRYSIDE, IL 60525 (708) 639-4550 [email protected] GREENLIGHT C & TLLC MC: 680724 MARK MARSHALL 4033 SMITHFIELD TRAIL ELLENWOOD, GA 30294 (404) 952-9602 [email protected] MOB CARRIERS INC MC: 725880 ADEANA SHEPHERD 1201 N. WATSON ROAD STE 147 ARLINGTON, TX 76011 (817) 633-5433 [email protected] DS CARGO, LLC MC: 761010 JANIE ORTIZ 12375 MINES ROAD LAREDO, TX 78045 (956) 717-3222 [email protected] LAKE STATE TRANSPORT, INC MC: 134645 DON SMUDE 4125 ROOSEVELT ROAD SAINT CLOUD, MN 56302 SNA TRANSPORTATION INC MC: 683486 MICHAEL PETERSON 9375 ARCHIBALD AVE # 303 RANCHO CUCAMONGA, CA 91730 (320) 253-2261 [email protected] (909) 483-9634 [email protected] 3 4 5 6 7 8 FOR CARRIERS HOW TO RECEIVE PAYMENT 1. SEND Invoices & Supporting Documentation: What to SEND: 1. An invoice from you. It must include our Order Number and Rate Confirmation 2. POD/BOL 3. Any Lumper Receipts How to SEND: 1. Email: billing @syfancorp.com ~ Attachments must be a PDF ~ Put SLI Order # in the Subject Line of Email (One Load per email) 2. Fax to Billing: (770) 533-6323 3. TRANSFLO$Velocity or TRANSFLO Mobile ~ Free to download & Free to Use! ~ You need a smart phone or a PC and scanner Visit your smart phone store, or Go to www.transflovelocity.com/download. Use the Broker ID of SYFNV 4. US Mail: Syfan Logistics, Inc. P.O. Box 1294 Gainesville, GA 30503 or Physical Address: Syfan Logistics, Inc. 2037 Old Candler Rd Gainesville, GA 30507 ** We pay 25 days from receipt, so options 1, 2 & 3 will deliver your payment faster! See next page for information to SIGN UP for PAYMENT 9 Page 2 2. SIGN UP for PAYMENT: RECEIVE Payment in One of 3 Ways ** Syfan Logistics strongly encourages the use of electronic payments via ACH or Quick Pay. ACH & Quick Pay payments provide both the sender and receiver with the advantages of better cash management, reduced bank fees, and fewer chances of fraud. 1. ACH Direct Deposit (FREE) – Net 25 Days ~ Complete the ACH Remittance Authorization ~ Attach a VOIDED CHECK ~ Email: [email protected] ~ Fax to Quick Pay: (770) 533-6322 ~ All carrier compliance documentation must be received (i.e. contract, W-9) 2. Quick Pay – Net 72 Hours from receipt of invoice & supporting documents. ~ Minimal 3% fee ~ Must be signed up for ACH Direct Deposit: Complete the ACH Remittance Authorization Attach a VOIDED CHECK Email: [email protected] Fax to Quick Pay: (770) 533-6322 ~ All carrier compliance documentation must be received (i.e. contract, W-9) ~ Payments are processed on Tuesdays and Thursdays, only. ~ Paperwork must be received by 1:00pm on Monday to be paid on Tuesday, and must be received by 1:00 pm on Wednesday to be paid on Thursday. ~ We do NOT offer wire transfers or T-Chek advances for Quick Pay. ~ Once paperwork is received and there are no problems with the paperwork (shortages, damages, lumper receipts missing, illegible copies) we will set your payment up to pay in 72 hours. ** Note: If you are factoring with a company and/or have received an advance on a load, you will not be able to use the Quick Pay program. If you have used a factoring company in the past, we must have a release letter sent to us from the factoring company before the Quick Pay program can be established. 3. Paper Check – US Mail – Net 25 Days ~ All carrier compliance documentation must be received (i.e. contract, W-9) **Please see the attached information to Sign Up for ACH Direct Deposit / Quick Pay 10 ACH REMITTANCE AUTHORIZATION Company Information Company Name: ____________________________________________D/B/A_________________________ Contact & Phone Number:___________________________________________________________________ MC#: Address: _________________________________________________________________________ _________________________________________________________________________ Email address for remittance advice:__________________________________________________________ ACH Direct Payment Bank Name: ________________________________________________________________________ Bank Address: ________________________________________________________________________ ________________________________________________________________________ Name on Bank Account: ___________________________________________________________________ Routing/ABA#: _________________________________________________________________________ Account Number: ________________________________________________________________________ Account Type: ☐ Checking ☐ Savings * Please Include a VOIDED CHECK. Payment Terms Please Select One Payment Term: ☐ Quick Pay (3 Days) * ☐ Regular Pay (25 Days) No Fee * A 3% fee will be charged on all Quick Pay loads.* Authorization I hereby authorize Syfan Logistics, Inc. to submit ACH payments to the above referenced account and financial institution both specified above on this Remittance Information document. Carrier payments will be issued via ACH as outlined above unless Carrier provides Syfan Logistics, Inc. written notification. Changes will have a 25 day grace period. ________________________________________ SIGNATURE DATE ________________________________________ PRINT NAME _______________________________ _______________________________ TITLE Remit Completed FORM and VOIDED CHECK to: Fax (770) 533-6322 or Email [email protected] 11 Date: Carrier Code: Syfan Logistics Carrier Information Company Full Name: d/b/a: Years in Business: Mailing Address: SmartWay Certified: ☐Yes ☐No Street Address: SmartWay Score: City: State: Zip Code: If different from above NAME OF WHOM TO PAY MAILING ADDRESS CITY, STATE, ZIP CODE TELEPHONE FAX Dispatch Contact: Operations Mgr: Telephone Number: Night: Toll Free Number: Fax: e-mail address: Federal ID#: SCAC Code: REFERENCES: Company MC#: Telephone Contact 1. 2. 3. Insurance Agency/Contact: Telephone: Cargo Ins. Name: Policy #: Amount: Expires: Liability Ins. Name: Policy #: Amount: Expires: Equipment Type: Number of: Tractors Do you carry pallets? Vans Reefer Flats Is Syfan authorized to advance your drivers?* ☐Yes ☐No *A 5% fee will be deducted on all advances. Please list the current lanes you like to run on the back in the space provided. Do you perform criminal background checks on your drivers? SaferStat: Status Rating 12 Please list your most frequent lanes you like to run: (Including Canada & Mexico) Are you willing to run different lanes? Yes_____ No______ 13 If you have less than 5 power units, please list your equipment below: TRACTORS Make Model Year TRAILERS Make Model Year 14 15 GOOD FAITH AND FAIR DEALING AGREEMENT NOT TO UTILIZE CONFIDENTIAL INFORMATION TO BACK-SOLICIT SHIPPERS WHEREAS, Syfan Logistics (BROKER) is a duly-licensed motor carrier broker, authorized to arrange for the transportation of property by motor vehicle under license number MC–583906 with an address at 2037 Old Candler Road, Gainesville, Georgia 30507, and _____________________________________________________________________________________________ (CARRIER) is a motor common and/or contract carrier of property authorized by certificates and/or permits under Docket Number MC-_________ to transport shipments for shippers including transportation brokers, and is located at ______________________________________ ______________________________________________________________________________________________________. WHEREFORE, the parties herein agree as follows: The CARRIER shall not solicit traffic 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) where the traffic of the shipper, consignor, consignee, or customer of BROKER was first tendered to the Carrier by the Broker, 3) nor shall it accept traffic from any such shipper, consignor, consignee, or customer of BROKER. If CARRIER breaches this agreement and back-solicits the BROKER’s customers and obtains traffic from such a customer, or if the customer solicits the CARRIER directly, and the CARRIER obtains traffic from this solicitation of the customer, the BROKER then is entitled, for a period of 18 months after the involved traffic first begins to move, to the same commission from the CARRIER that it had received on the movement of the traffic prior to that date. IN WITNESS WHEREOF, the parties have set their hands and seals this ______ day of _______________, 20______. CARRIER:___________________________________ BROKER: SYFAN LOGISTICS, INC. BY:_________________________________________ BY:_________ _____________________________ J. Greg Syfan TITLE: President TITLE:______________________________________ 16 Controlled Substance Program This serves as confirmation from your company that you have programs to prevent the driving of your commercial motor vehicles by any driver while under the influence of a controlled substance as defined under §102(6) of the Controlled Substance Act, (21 U.S.C. 802(6)). We also request confirmation from your company that in compliance with 49 C.F.R. 383.21 none of your drivers who operate motor vehicles shall at any time have more than one driver’s license. Please sign the bottom of the page and return it to Syfan Logistics for our records. This company hereby confirms that it has programs designated and procedures in place so that none of its motor vehicles shall be operated by a driver while under the influence of a controlled substance as defined in §102(6) of the Controlled Substance Act, 21 U.S.C.802(6). Furthermore, all drivers who operate commercial motor vehicles for this company are required to have no more than one driver’s license in compliance with 49 C.F.R. 383.21. Company Name: Signature: Operations or Safety Manager: Date: 17 CERTIFICATE OF COMPLIANCE Carrier Name: City, State: Owner/Lessee: The undersigned, as owner, lessee or authorized representative of owner or lessee of the carrier identified above, hereby certifies that all vehicles furnished for transportation of shipments of any food, food additive, drug, cosmetic or device will not have been used for the transportation of Hazardous Materials within the meaning of 49 U.S.C §1802 or Solid Waste within the meaning of 42 U.S.C. §6903 and that all such vehicles will be fully suitable for use in the transportation of any Food, Food Additive, Drug, Cosmetic or Device within the meaning of those terms as used in 21 U.S.C. §321. Signature: Date: Print Name: Title: “Hazardous material” means a substance or material in a quantity and form which may pose an unreasonable risk to health and safety or property when transported in commerce; The term “solid waste” means any garbage, refuse, sludge from a waste treatment plant, water supply treatment plant, or air pollution control facility and other discarded material, including solid, liquid, semi-solid, or contained gaseous material resulting from industrial, commercial, mining and agricultural operations, and from community activities, but does not include solid or dissolved material in domestic sewage, or solid or dissolved materials in irrigation return flows or industrial distances which are point sources subject to permits under §1342 of Title 33, or source, special nuclear, or byproduct material as defined by the Atomic Energy Act of 1954, as amended {68 Stat.923)[42 U.S.C.A. et seq]. The term “food” means (1) articles used for food or drink for man or other animals, (2) chewing gum, and (3) articles used for components of any such article. The term “food additive” means any substance the intended use of which results or may reasonably be expected to result, directly or indirectly, in its becoming a component or otherwise affecting the characteristics of any food (including any substance intended for use in producing , manufacturing, packing, processing, preparing, treating, packaging, transporting, or holding food; and including any source of radiation intended for such use), if such substance is not generally recognized among experts qualified by scientific training and experience to evaluate its safety as having been adequately used in food prior to January 1, 1958, through either scientific procedures or experienced based on common use in food to be safe under the conditions of tis intended use; except that such term does not include; (1) a pesticide chemical in or on a raw agricultural commodity; (2) a pesticide chemical to the extent that it is intended for use or is used in the production, storage or transportation of any raw agricultural commodity; (3) a color additive, (4) any substance used in accordance with a sanction or approval granted prior to September 6, 1958, pursuant to this chapter, the Poultry Product Inspection Act (21 U.S.C. 451 and the following) or the Meat Inspection Act of March 4, 1907, as amended and extended; or (5) a new animal drug. The term “drug” means (A) articles recognized in the official Untied States Pharmacopoeia, official Homeopathic Pharmacopeia of the United States, or official National Formulary, or any supplement to any of them; and (B) articles intended for use in the diagnosis, cure, mitigation, treatment, or prevention of disease in many or other animals; and (C) articles (other than food) intended to affect the structure or any function of the body of man or other animals; and (D) articles intended for use as a component of any article specified in clauses (A), (B), or (C) of this paragraph; but does not include devices or their components, parts or accessories. The term “cosmetic” means (1) articles intended to be rubbed, poured, sprinkled, or sprayed on, introduced into, or otherwise applied to the human body or any part thereof for cleansing, beautifying, promoting attractiveness, or altering the appearance and (2) articles intended for use as a component of any such articles; except that such term shall not include soap. 18 To all Syfan Logistics Carriers: In an ongoing effort to comply with Federal contract requirements and improve our business relationships, Syfan Logistics is striving to support minority owned and/or women owned businesses. We are conducting an internal audit and in order to comply, we need your assistance. Participation in this survey is voluntary. We thank you for your ongoing support and hard work. Company Name: Address: Phone: Contact: Is your company a minority owned business? ____Yes ____No If yes, please specify ethnicity: _____ African-American _____ Asian-American _____ Hispanic-American _____ Native- American _____ Other (please specify)______________________________________________ Is your company a woman-owned business? ____ Yes ____ No If you checked “yes” to either of the above, is your company certified diverse (minority or woman owned)? If yes, please list the names of the issuing organization and your expiration date. _______________________________________________________________________________ If you have any questions please feel free to contact our Carrier Services Team. We can be contacted at 855-287-8485 extension 2008 or at [email protected] Thank you in advance for your cooperation and your expeditious response. Definition of terms: Woman-Owned Business: A woman-owned business is a concern, at least 51 percent of which is owned by a woman (women) who is a U.S. Citizen, controls the firm by exercising the power to make policy decisions, and operates the business by being actively involved in the day-to-day management. Minority Owned Business: A minority business is a concern that is at least 51 percent owned by and whose management and daily operations are controlled by, one or more members of a socially and economically disadvantaged minority group, namely U.S. Citizens who are Black Americans, Native Americans or Asian Americans (Native Americans are American Indians, Eskimos, Aleuts, and Native Hawaiians. Asian Americans are U.S. citizens whose origins are Japanese, Chinese, Filipino, Vietnamese, Korean, Samoan, Laotian, Kampuchea (Cambodian), Taiwanese, in the U.S. Territories of the Pacific Islands or in the Indian subcontinent) 19 CARRIER TRANSPORTATION AGREEMENT THIS AGREEMENT is made and executed at Gainesville, Georgia, this _______ day of ______________________, _________, by and between SYFAN LOGISTICS, INC., ("Broker") of 2037 Old Candler Rd., Gainesville, Ga., 30507 and _______________________________________ ("Carrier") of _______________________________________________________. RECITALS WHEREAS, Carrier is a licensed motor carrier pursuant to authority issued by the Federal Motor Carrier Safety Administration in Docket No MC-. _________; Broker desires to utilize the contract carrier services of Carrier designed to meet Broker's distinct needs. NOW THEREFORE, the parties hereto mutually covenant and agree as follows: 1. Shipments: This Agreement is non-exclusive, and contemplates a series of shipments without commitment as to number. Except as otherwise specifically stated, this Agreement is governed by 49 U.S.C 14706. 2. Term: This Agreement is effective on the date first written above, shall continue in effect for a period of one (1) year; thereafter on a month-to-month basis. It is subject to cancellation by either party at any time upon fourteen (14) days written notice. 3. Carrier Warranties and Responsibilities: Carrier shall meet the distinct needs of Broker through transportation of Broker's traffic at agreed upon rates to the destination or destinations set forth in Rate and Load Confirmation agreements which by this reference are incorporated in this Agreement. Carrier shall invoice Broker ONLY, and appoints Broker as its agent for receipt of charges for services rendered in the movement of shipments handled by Carrier. Carrier must submit original proof(s) of delivery, any receipts that may be considered for reimbursement, and an invoice to Broker. Carrier agrees that Broker is the sole party responsible for payment of Carrier’s invoices and that, under no circumstance, will Carrier seek payment from any shipper(s), consignee(s) or other party. Carrier will verify that it is named as the “carrier of record” on bill(s) of lading at the time of shipment, and if not, make the necessary corrections. Broker’s name remaining on any bill of lading is convenience only and shall not affect Broker’s status as a licensed Property Broker or Carrier’s status as the Carrier. Under no circumstance shall Carrier double-broker or tender a shipment to a third party for delivery without the express written consent of Broker. Carrier shall maintain no less than a “satisfactory” or “Continue to Operate” US DOT safety rating and shall be in full and strict compliance with all applicable statutes, rules and regulations, and shall not perform service that would require Carrier, its employees or contractors to exceed or violate applicable laws or safety regulations.. 4. Equipment and Costs: Carrier shall provide, operate and properly maintain suitable equipment at its own expense for transportation under this Agreement. Carrier shall assume and pay all costs and expenses incident to the transportation of commodities and goods tendered under this Agreement. All Carrier equipment shall be clean, odor free, dry, leak proof and free of contamination and infestation. No vehicle that transports goods for Broker under this Agreement shall ever have been knowingly used to transport refuse, garbage, trash or solid or liquid waste, whether hazardous or non-hazardous. Carrier shall maintain and inspect any refrigeration or heating unit(s) in accordance with manufacturer’s specifications and its insurance policy requirements at a minimum, and retain any records of such maintenance and inspections for at least one (1) year. 5. Payment: Carrier shall invoice Broker at the agreed upon rate, inclusive of fuel surcharge and any other charge, no more than 15 days after delivery of the shipment, accompanied by those shipping documents specified by Broker. Payment terms shall be no more than 30 days following receipt of Carrier billing and appropriate documentation, barring disputes or discrepancies. Quick Pay may be offered upon terms separately set forth which by this reference are incorporated herein. 6. Back Solicitation: (i) CARRIER shall not knowingly solicit any shipper or payor of freight and transport or arrange for the transportation of such freight directly for such shipper or payor of freight 1 of 3 20 who first was introduced by BROKER to CARRIER. This restrictive covenant relates only to the type traffic and in traffic lanes or territories served by CARRRIER on behalf of BROKER and relates only to customers of BROKER with whom CARRIER had substantial business contact during the 12 months immediately preceding termination of this Agreement. The term of the prohibited solicitation and transportation shall be during the term of this agreement and for one (1) year thereafter; and (ii) directly or indirectly employ, hire or otherwise engage the services of or associate in any business with any person who is or has been employed by Broker during the term hereof, unless such participant or other person shall have ceased to be employed by Broker for at least one (1) year. 7. Liability for Loss, Damage or Delay: Except as otherwise provided, the provisions of 49 CFR § 370 are by this reference incorporated herein. Carrier assumes liability as a common carrier for loss, damage to, or destruction of any and all cargo while under Carrier’s possession, custody or control. Carrier shall inspect each load at the time it is tendered to assure its condition. If Carrier is tendered a load which is not in suitable condition, it shall notify Broker immediately. Cargo which has been tendered to Carrier intact and without exception, and delivered in a damaged condition, or lost or destroyed prior to delivery by Carrier shall be conclusively presumed to have been lost, damaged, or destroyed by Carrier. Claims will be filed with Carrier by the owner of the cargo, or its agent, or by Broker. The owner of the cargo is a third party beneficiary of this Agreement. Claims will be assessed at invoice value or destination market value as applicable; special or consequential damages may be assessed where applicable and appropriate. Broker may deduct the full actual loss of a claim from any amount otherwise owed Carrier. In the event of a loss, damage or delay, Carrier shall notify Broker immediately for further instructions. Carrier shall return all undelivered shipments at the expense of the responsible party (as determined by outcome of claim) to the point of origin or to other points as instructed. Carrier shall waive any and all right of salvage or resale of any cargo, and shall not under any circumstance allow cargo to be sold, made available for sale, or otherwise disposed of in any salvage markets or any other secondary outlets, unless otherwise authorized in writing. In the event that cargo is returned and salvaged by the owner, Carrier shall receive full credit for the actual salvage value of such cargo. Carrier’s liability hereunder shall include legal fees reasonably incurred by Broker in the handling and prosecution of such claims. 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 120 days of receipt of such claim. Failure of Carrier to pay, decline or offer settlement within this 120 day period shall be conclusively deemed an admission by Carrier of full liability for the claim amount. 8. Insurance: Carrier will procure and maintain in force continuously throughout the term of this Agreement, the following types of insurance: (i) Comprehensive General Liability Insurance, in no event less than one million dollars ($1,000,000.00) as; (ii) Public Liability Insurance in the amount of not less than one million dollars ($1,000,000.00) as required by federal regulation (BMC-91) on file; (iii) All-Risk, non-scheduled vehicle Cargo Insurance with a per unit minimum liability limit of one hundred thousand dollars ($100,000.00); (iv) Employer’s Liability and Workers Compensation Insurance with limits at or above statutory requirements for states in which Carrier shall operate, in an amount not less than five hundred thousand dollars ($500,000.00). All insurance required by this Agreement must be written by an insurance company having an A.M. Best rating of “B+” or better, and must be authorized to do business under the laws of the state(s) or province(s) in which Carrier provides transportation and related services. Carrier’s insurance shall be primary, and required to respond and pay prior to any other available coverage. Carrier agrees that it, its insurer(s), or anyone claiming by, through, or under Carrier shall have no claim, right of action, or right of subrogation against Broker, its affiliates, or its customers based on any loss or liability insured under the foregoing insurance. Carrier shall, prior to providing transportation and related services pursuant to this Agreement, name Broker as a certificate holder on each of the foregoing insurance policies, and shall cause its insurance company or agent to issue a certificate to Broker evidencing the foregoing coverage. Carrier represents and warrants that it will continuously fulfill the requirements of this section throughout the duration of this Agreement. Broker shall be notified in writing by Carrier’s insurance company at least ten (10) days prior to the cancellation, change, or non-renewal of the submitted insurance policies. If Carrier is selfinsured, a certificate of the state in which the transportation services are to be performed must be furnished by such state agencies directly to Broker. Self-insured Insurance will meet or exceed the requirements of federal and state regulatory bodies having jurisdiction over Carrier’s performances 2 of 3 21 9. 10. 11. 12. pursuant to this Agreement. It is expressly understood that Broker does not represent that the types or minimum limits of the insurance set forth herein are adequate to protect Broker’s interests, and do not constitute limits of liability. Status of Carrier: In the performance of the transportation services, Carrier shall be an independent for-hire contract carrier and shall not be nor act as either agent or employee of Broker. Carrier understands it has exclusive control and direction of the work it performs pursuant to this Agreement. Carrier assumes full responsibility for the payment of all local, state, federal and intra-provincial payroll taxes, and contributions or taxes for unemployment insurance, worker’s compensation insurance, pensions, and other social security or related protection with respect to the persons engaged by Carrier for its performance of transportation and related services. Carrier shall provide its Federal Tax Identification Number either by IRS Form W-9, or an alternative form given by Broker prior to commencing any transportation or related services under this Agreement. Applicable Law/Jurisdiction and Venue: The terms of this Agreement shall be governed by the laws of the State of Georgia. Any controversy or claim arising out of, or relating to this Agreement, or the breach thereof, shall be resolved in a court having jurisdiction in the county of Hall, in the state of Georgia. The parties waive the right to jury. All costs, including reasonable attorney fees shall be assessed against the losing party. Indemnification: Carrier shall indemnify, save, defend, and hold harmless Broker, its customers, and the subsidiaries and respective officers, directors, employees, and contractors of Broker and its Customers, from and against all liabilities, obligations, losses, damages, penalties, claims, actions, suits, costs, charges and expenses, including without limitation, fees and expenses of legal counsel and expert witnesses, which are the result of or arising out of any or all of the work or services performed under this Agreement by Carrier, its employees, or its contractors, except claims resulting from the sole negligence of Broker. Entire Agreement: This Agreement, together with the Rate and Load Confirmation constitutes the entire agreement between the parties. This Agreement may only be modified by a separate written agreement, signed by both parties. If any provision of this Agreement is held to be invalid, the remainder of this Agreement shall remain in force and effect with the offensive term or condition being stricken to the extent necessary to comply with any conflicting law. IN WITNESS WHEREOF, the parties have executed this Transportation Agreement by their duly authorized representatives on the date above first written. . BROKER: Syfan Logistics, Inc. CARRIER: SIGN: SIGN: BY: J. Greg Syfan BY: ITS: President ITS: 3 of 3 22