Welcome to A & A Logistixs! We are pleased that you have decided to grant us the permission to act as your dispatching service provider representing your company in the arena of covering your truck(s) and/or delivering the administrative functions, which is no small deal or transaction. We understand how important your business is to you. You have made a wise decision; we will represent you with integrity, professionalism and pride in all that we do!

To get enrolled in our program, please complete, sign and return the following items by email to aaalogistixsllc@gmail.com

• Dispatch Agreement
• Limited Power of Attorney
• Company Profile Sheet
• Truck Operation Form
• Copy of Carrier's Authority
• Copy of your DOT#
• Non-Compete Agreement
• Copy of your W-9
• Copy of insurance certificate. (We require $100,000 in Cargo and $1,000,000 in Liability)

Once your paperwork is processed you will be contacted promptly with all pertinent
information and your Customer ID.

For questions/concerns regarding A & A Logistixs requirements please contact us at
aalogistixsllc@gmail.com or 312-878-8003

Thank you for choosing A & A Logistixs !

RECITALS

1. This Agreement form completed, dated and signed.
2. A COMPLETED & signed Limited Power of Attorney form.
3. A COMPLETED Company Profile Sheet.
4. Truck Operation Form.
5. A COMPLETED & Signed noncompete agreement.
6. Copy of Client's Authority.
7. Copy of DOT#.
8. A signed W-9.
9. Proof of Insurance Certificates**.

**We require at least $1,000,000 and at least $100,000 in Cargo Coverage.

EFFECTIVE DATE

The Agreement shall be in effect upon the date signed by both parties to this Agreement and shall be in effect until the revocation of the Limited Power of Attorney or until notice is given by A & A Logistixs. Clients must send notification by mailing said Revocation Notice to: Business Email: aalogistixsllc@gmail.com

STATEMENT OF WORK

A & A Logistixs will:

1. Find freight that best matches the profile for the Client.

2. Contact Client with load matches and go over options.

3. Fax to shipper/broker the Client’s Authority, W-9, proof of insurance, and order insurance certificates if required, along with any other required supporting documentation upon the Client agreeing to take a load.

4. Handle the setting of appointments if necessary.

5. Provide the driver with all dispatch instructions for pickup, transit and delivery.

6. Assist with any problems that arise in the transit of the load when necessary if within our capabilities. The Client is responsible for own equipment. We can try to direct clients to a service that might be of help.

7. Hold on to the dispatch, accessorial information, etc. until the load is completed. Once completed A & A Logistixs will mail or fax all documents to the Client.

8. Forward the final load confirmation and mail all documentation to the Client, concluding that all services have been performed in full.

CONSIDERATION

The client agrees to pay A & A Logistixs as per the agreed quotes and terms, as stated in Section 2 of this agreement. This agreed term rates will be required to be paid to A & A Logistixs as per the conditions of the agreement. A five (5) day grace period will be allowed before the account becomes overdue. At ten (10) days the
account will be suspended and a reactivation fee of $50 will apply in addition to any overdue fees. After 30 days the account may be placed for collection A & A Logistixs will invoice the Client as per the terms of the agreement via Email, U.S. Mail or faxing said invoice. Payment can be made to Business Name by PayPal, Apple Wallet, Cash App and bank transfer (Zelle).

ADDITIONAL PROVISIONS

Once service has concluded per Page 2 of Section 4 line 8 it will be the responsibility of the Client to handle directly with the shipping party any overages, shortages, damages, or billing and collections issues.

In no event will A & A Logistixs be liable for any incidental, consequential, or indirect damages for the loss of profits, or business interruption arising out of the use of the service.

Client agrees to hold harmless, before, during and after the contract, all direct or indirect damages resulting from Client hauling of shipper's freight. This includes, but is not limited to loading and unloading problems or issues, delays, overages, shortages, damages, and billing and collection issues and hours of services.

Clients will be responsible for notifying A & A Logistixs of changes to authority, insurance, client profile or ownership.

A & A Logistixs will work within the established parameters of the Clients Company/Carrier Profile. A & A Logistixs will notify Clients of best-matched loads for approval prior to making a haul commitment.

Business Name will fax/email all necessary documentation to the broker/shipper directly, along with final approval once the Client or designated representative has approved load.

A & A Logistixs will notify Clients of load required qualifications or additional insurance necessary. A & A Logistixs will furnish to Client necessary information for qualification of insurance required.

In the event that A & A Logistixs books a load with the Client’s approval and/or matching the Client's truck posting, the Client agrees to pay A & A Logistixs as agreed in Section 2 of this Agreement for services rendered. NOTE: To avoid charges for unavailable equipment, it is imperative to notify A & A Logistixs immediately if the truck is loaded from another source or no longer available for any reason. If Client does not give the proper notice that the truck is no longer available, Client may be subject to a $50 fine that MUST be paid BEFORE we can accept any further opportunities for the truck.

Client agrees that if a higher line haul rate is needed for the shipment, they will notify A & A Logistixs BEFORE the load is secured. Once the Client tells the A & A Logistixs they will accept the shipment at a specific rate, this is verbal acceptance and the load is secured. Should the carrier back out or ask for more money after the load has
been secured, there will be a penalty of $100 for the first occurrence and $200 for the second

occurrence that MUST be paid before we can accept another load on the Client’s behalf. If this happens more than twice (2), A & A Logistixs has the right to terminate the agreement between A & A Logistixs and the Client.

Client agrees that they will advise A & A Logistixs in a timely fashion should the Client not be available for dispatch more than one (1) day at a time. (If Client is not working for any amount of time, please let us know ASAP so that we do not plan any loads for Client’s truck.)

DISCLAIMER

A & A Logistixs is NOT responsible for:

1. Billing Issues.

2. Load problems.

3. Advances. (All advances will have to be handled directly between Client and shipper/broker unless requested by Client.)

4. Handling and storage of paperwork. (All documents will be sent to Client unless other arrangements are made)

5. DOT compliance issues.

6. SPIKE INSURANCE

GOVERNING LAW

This agreement shall be governed by and construed in accordance with laws of the State of Illinois without giving effect to any choice of law or conflict of laws provision or rule (whether of the State of Illinois or state any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the State of Illinois

JURISDICTIONS AND VENUE

A & A Logistixs and Client hereby consent to and agree to submit to the jurisdiction of the Federal and state courts located in Chicago, Illinois

in connection with any claims or controversies arising out of the Agreement

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as the first date written

Percentage Rate Agreement: This plan is detailed as a percentage of gross revenue rate plan, which is for services provided. This plan includes all services listed on Page 1 Section 4 line items 1 – 9 of this agreement. The cost of this plan is the percentage chosen of the gross revenue (excluding accessorials) per truck enrolled with A & A Logistixs. Invoices will be sent out weekly. Payment for this plan is to be made in full within 3 days of the invoice date. Payment can be made according to Page 2 Section 5 of this agreement.

OTHER PROVISIONS: Nonpayment pertaining to all service plans. There is a built-in grace period of 5 days after the due date. Clients will then be notified on the outstanding payment. After 10 days past due the account is subject to suspension. If an account is suspended, the account must be paid current and is subject to a reinstatement fee of $150.00 prior to the account being reactivated.

WITNESS

Instructions: Please complete this form giving us all the information that pertains to you and your Company. The better informed we arethe better we will be able to assist you. This form should be updated at any time by notifying us. This information is for our use only andwill not be released to any third party without your express written permission.

PART 1: CARRIER INFORMATION SECTION

PART 2: EQUIPMENT SECTION

TRAILER SIZES:

Rate of Haul information: Please give us your minimum rate information. We understand that many factors will change this information, but this will give us a starting point.

PART 4: FACTORING INFORMATION SECTION

If you use a factoring service, please provide us the following information. This will ensure that we only use brokers that are approved by your factoring company

PART 5: INSURANCE INFORMATION SECTION

To protect all Intellectual Property and Business Ideas presented in discussions of potential joint venture endeavors.

1. NON-COMPETE COVENANT. For a period of 2 years after the effective date of this Agreement, Carrier will not directly or indirectly engage in any business that competes with A&A Logistixs LLC. This covenant shall apply to the geographical area that includes anywhere in the United States. Directly or indirectly engaging in any competitive business includes, but is not limited to: (i) engaging in a business as owner, partner, or agent, (ii) becoming an employee of any third party that is engaged in such business, (iii) becoming interested directly or indirectly in any such business, or (iv) soliciting any customer of A & A Logistixs LLC for the benefit of a third party that is engaged in such business. Carrier agrees that this non-compete agreement will not adversely affect Carrier livelihood.

2. NON-SOLICITATION COVENANT. For a period of two years after the effective date of this Agreement, Carrier will not directly or indirectly solicit business from, or attempt to sell, license or provide the same or similar products or services as are now provided to, any customer or client of A & A Logistixs LLC, nor shall Carrier use A & A Logistixs LLC existing client's demographic and confidential information to solicit and provide quotes and/or transfer business to any competing entity. Further, for a period of two years after the effective date of this Agreement, Carrier will not directly or indirectly solicit, induce or attempt to induce any employee of A & A Logistixs LLC to terminate his or her employment with A & A Logistixs LLC.

3. CONFIDENTIALITY. Carrier will not at any time or in any manner, either directly or indirectly, use for the personal benefit of Carrier or divulge, disclose, or communicate in any manner any information that is proprietary to A & A Logistixs LLC. The nature of the information and the manner of disclosure are such that a reasonable person would understand it to be confidential. Carrier will protect such information and treat it as strictly confidential. The obligation of Carrier not to disclose confidential information shall continue for a period of twenty-five years after the effective date of this Agreement.

4. ENTIRE AGREEMENT. This Agreement contains the entire agreement of the parties regarding the subject matter of this Agreement, and there are no other promises or conditions in any other agreement whether oral or written.

5. SEVERABILITY. The parties have attempted to limit the non-compete provision so that it applies only to the extent necessary to protect legitimate business and property interests. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.

6. INJUNCTION. It is agreed that if Carrier violates the terms of this Agreement irreparable harm will occur, and money damages will be insufficient to compensate A & A Logistixs LLC. Therefore, A & A Logistixs LLC will be entitled to seek injunctive relief (i.e., a court order that requires Carrier to comply with this Agreement) to enforce the terms of this Agreement. The prevailing party shall have the right to collect from the other party its reasonable costs and necessary disbursements and attorneys' fees incurred in enforcing this Agreement.

7. APPLICABLE LAW. This Agreement shall be governed by the laws of the State of Illinois.

8. CONFLICT RESOLUTION. In the event of a dispute between the parties, the parties hereby agree to use the Illinois Superior Court as the venue. The parties hereby also agree that the prevailing party shall be entitled to reasonable attorney fees and costs incurred as a result of the dispute.

9. SIGNATORIES. This Agreement shall be signed by Carrier and by Tonisa James, CEO, on behalf of A & A Logistixs LLC. This Agreement is effective as of the date first above written.