CONTRACT AGREEMENT

Select Transport LLC

CONTRACT AGREEMENT

The agreement made and entered into this ____ day of ___________________, 2018 between

Select Transport LLC

(“Company”)

-And-

_____________________________________________________________________

(“Driver”)

Whereas, the Company being a For Hire Carrier, operating under authority issued by the

Interstate Commerce Commission or applicable State Agency and Contracted through Panther Expedited Services for said Agency to utilize vehicular equipment and services in the Company’s business and to accept services under contract from Panther Expedited Services in connection with the Company’s business. Whereas, the Driver is engaged in the business of transporting freight by motor vehicle shipment as set forth in exhibit “A” on behalf of or pursuant to operating agreements with private contract, or common carrier or shippers.

1. Company does not agree to furnish any specific or minimum number of loads or pounds freight transportation by the driver at any particular time or any particular place.

2. Company warrants that any and all legal or other fees incurred by driver as a result of default of any or all terms of this agreement shall be the sole responsibility of the Driver.

3. The parties intend and agree that this agreement shall create an “Independent Contractor” relationship between the parties and not a master-servant, employer-employee, or principal agent relationship. Neither party shall have the right to bind the other by contract or otherwise except as herein specifically provided.

4. Driver recognizes that the Company’s business of providing motor carrier transportation services the public is subject to regulation by the Federal Government acting through various agencies, and by various state and local governments.

The Driver shall have a responsibility to the Company of satisfying state regulatory requirement, subject at all times to verification by the Company by;

(a) Maintaining the equipment in accordance with all applicable regulations;

(b) Operating the equipment in accordance with all applicable regulations;

(c) The hiring and training of drivers who are qualified under all applicable regulations and who meet all standards will be verified by Panther Expedited Services. The Driver is not to be considered the employees, agents, or servants of the Company at any time under any circumstances, for any purpose.

(d) Doing all other things necessary to conduct the transportation services provided in the Agreement accordance with all applicable regulations.

5. Company shall determine the method and manner of performance of transportation service by Driver under the terms of this agreement. The Company has and shall retain all responsibility for;

(a) Hiring, paying, setting wages, hours, supervising, training, discipline and firing all drivers, and other workers necessary for the performance of the Drivers obligations under the terms of the agreement. Such drivers or other workers are and shall remain the independent contractors of the Company;

(b) Selecting, purchasing, financing and maintaining the equipment;

(c) Selecting all routes;

6. Driver has and shall retain sole responsibility for all Workers Compensation benefits, all withholding and employment taxes on himself/herself, or other works necessary for the performance of the Driver’s obligations under the terms of this agreement. The Driver assumes the responsibilities of an employer for the performance of the work. Driver agrees to save and hold harmless the Company from any claim by the Driver, or other workers used by the Driver, or claims by federal, state or local governments on account of wages, industrial accident, Workers Compensation claims, withholding and employment taxes, fees, expenses, or any other actions arising from the Driver’s relationship with its employees. Driver shall furnish carrier with such evidence of compliance with all of the foregoing as carrier shall reasonably require.

(a) Further, Driver specifically agrees that if for any reason, and Legal proceeding, whether at common law or administrative tribunal, state or federal he/she or any of his/her employees is adjudged or declared to be an employee of the Company for any purpose (including but not limited to Workers Compensation, any withholding or payment of taxes, state, or federal, the Driver agrees to indemnify and hold the Company harmless from any judgment, decree, cost, or expense, including reasonable attorney’s fees, incurred by the Company, as a result of the Driver having been declared an employee.

7. Driver agrees to pay for any damages to any equipment of Company which is being used by or in the control of the Driver regardless of circumstances or time.

8. Company shall pay Driver as set forth in the attached Appendix “B” after submission by the Driver of the necessary delivery documents and other paperwork concerning a trip in the service of the records, and such other documents as may be required by governmental agencies, or carrier’s customers, not specifically mentioned herein. All freight shall be billed through the Company.

(a) All “fringe” revenue such as demurrage, diversions, returns, surcharges, etc., is payable to Driver from Company only upon collection of such revenue from the customer.

(b) The Driver recognizes that the company incurs empty or deadhead mileage in dispatching the equipment from place to place in securing loads under the agreement of Panther Expedited Services. The Driver agrees that the Company is in no way liable for any payments.

Whatsoever, to the Driver for such miles incurred under this Agreement. Company reserves the right at its discretion to compensate the Driver for empty miles without waving any of the provisions of this Agreement.

9. Company is authorized under this agreement to deduct from any payments to Driver, any amounts advanced to Driver, any amounts owing for operating supplies, or items purchased from the Company.

10. If for any reason the Driver shall fail to complete the transport of commodities, abandons a shipment, or otherwise subject the Company to liability, driver expressly agrees that the Company shall have the right to complete the shipment by other means and hold the driver liable.

Driver agrees to reimburse Company for all costs, expenses, or and damages for which company may be liable as a result of the Drivers said failure.

11. Driver agrees that if the Company is liable for loss caused by Driver, Company may deduct such loss from Driver, using any or all funds as may be due Driver.

12. Company will provide all the identification required by all governmental agencies.

13. As part of the consideration of and for this Contract, Driver agrees to refrain from operating the equipment in and for the service of the customers of the Company or its subsidiaries for a period of one year following the termination or expiration of this agreement.

The Driver hereby specifically agrees and acknowledges that these restraints in this NON-COMPETE agreement are reasonable in both its geographic scope (which is determined and Defined by reference to the Company’s customer based served by Driver) and its duration.

Further, the Driver also agrees that these restraints are necessary to protect the Company’s interests established prior to the signing of this agreement and that it would be an acknowledged interference with the Company’s business and customer base to violate the terms of this clause. Further, the Driver agrees that this NON-COMPETE clause is signed voluntarily and for full and adequate consideration.

Finally, the Driver agrees to be bound by the terms hereof under any laws of any state or the United States that would declare it valid and further agrees to pay the Company’s attorney’s fees and costs (whether the attorney enforcing the clause and agreement is an employee of the Company or is an independent contractor, or both simultaneously) necessary to enforce to terms of this NON-COMPETE clause or this agreement in general.

14. In the event either party commits a material breach of the Agreement, the other party has the right to terminate the Agreement.

15. This Agreement shall continue in effect for a period of ninety (90) days from the date written and thereafter continuously unless canceled by either party.

16. Insurance will be provided by the Company.

17. This Agreement shall be governed by the laws of the State of Ohio.

18. In the event of any clause, sentence, paragraph, or section of this Agreement is held void or unenforceable; such holding shall not affect the enforceability of any other provision of the Agreement. Either party may terminate this Agreement by sending to the other party a written notice of termination by certified mail, return receipt requested at the address shown in this Agreement. Such termination shall be 14 days after the date of the postmark of the terminating party.

19. This Agreement shall cancel and void all previous Agreements. This Agreement constitutes the entire Agreement between the parties and shall not be modified, altered, changed or amended in any respect unless in writing and signed by both parties.

20. Upon termination of this Agreement by either party the Driver shall pay the Company for the costs and expenses of transferring any licenses, abase plates, or permits issued by any State Authority in order to operate the equipment.

21. The parties hereto mutually agree to abide by the regulation of the Interstate Commerce Commission promulgated under 49 U.C. S. 10,922, and such Driver agrees to reimburse and hold the Company harmless for cargo loss, liability and property damage caused by the Driver.

22. The contracted Drivers will be subjected to a 15-day probationary period, allowing the carrier and Driver to determine compatibility. The Driver and the carrier will have the power to discontinue the relationship during this time without cause if either determines incompatibility. If notice is given and driver is on route, completion of the route will award Driver with monies owed to liability for retrieving equipment and loss of revenue, any remaining balance will be awarded Driver less liable expenses.

APPENDIX “A”

TO CONTRACT

Company: Driver:

_________________________ _________________________

By By:

_________________________ _________________________

Title: Title:

_________________________ _________________________

Select Transport LLC

Address:

2593 So Harrington Lane

Lakewood, CO 80227

Executed in Triplicate this ____ day of _____, 2018

APPENDIX “B”

TO CONTRACT

Company: Driver:

_________________________ _________________________

By By:

_________________________ _________________________

Title: Title:

_________________________ _________________________

Select Transport LLC

Address:

2593 So Harrington Lane

Lakewood, CO 80227

Executed in Triplicate this ____ day of _____, 2018

Team Drivers agree to 55% and solo Drivers 45% of gross earnings to truck plus F.S.C. As a fair.

Wage with loaded miles per week Drivers will be charged for Fuel and Occupational Insurance.

Driver will be paid 50% of the balance after deductions.

Driver’s Initials _______________ 5