Let’s Roll Together

OWNER INFORMATION

DRIVER INFORMATION

VEHICLE INFORMATION

CARGO DIMENSIONS (IN)

DOOR DIMENSIONS (IN)

PLEASE ATTACH COPIES

BILLING INFORMATION

AGREEMENT

THIS AGREEMENT (Consolidated), including Appendix A and any subsequent appendices, addenda, exhibits or schedules (together, the “Agreement”), is made and entered by and among {text-2} (“OWNER-OPERATOR”), on the one hand, and on the other, one or more of the following distinct corporate entities: GIOMATE LLC, and said executing parties individually and collectively referred to as (“CARRIER”).

Whereas, CARRIER is licensed as a property Carrier by the Federal Motor Carrier Safety Administration (“FMCSA”) GIOMATE LLC (MC-1448073); and Whereas, OWNER-OPERATOR is an independent contractor in interstate, intrastate, and/or foreign commerce and is in all respects qualified to transport freight as required by CARRIER;

Whereas, CARRIER desires to engage OWNER-OPERATOR to perform transportation within the limits of OWNER-OPERATOR’s contract operating authorities according to this Agreement’s terms and conditions, and OWNER-OPERATOR desires to perform such transportation.

NOW THEREFORE, intending to be legally bound, the parties agree as follows:

1. This Agreement’s term shall be one year, subject to earlier termination by either party with at least ten (10) days’ written notice. Absent such notice, this Agreement shall automatically renew for successive one-year periods.

2. OWNER-OPERATOR warrants that all equipment and personnel shall meet all requirements and be in compliance with all laws and regulations of the DOT and other relevant agencies. OWNER-OPERATOR will immediately notify CARRIER of any change in its safety rating.

3. There is no minimum volume of freight. CARRIER may tender freight to others; OWNER-OPERATOR may perform transportation for third parties.

4. OWNER-OPERATOR shall obtain and submit signed delivery receipts and bills of lading to CARRIER within one hour of delivery; physical paperwork must be sent within one week.

5. For hazardous materials shipments, Appendix A shall apply, including additional insurance requirements.

6. Each shipment shall be evidenced by a Bill of Lading naming CARRIER as “Carrier” and OWNER-OPERATOR as “Owner-Operator.” Incorrectly worded documents will be treated accordingly. OWNER-OPERATOR shall indemnify CARRIER from losses arising from documentation errors.

7. OWNER-OPERATOR is fully responsible for transportation costs, equipment, maintenance, and personnel. OWNER-OPERATOR shall use only qualified personnel and maintain equipment properly.

8. OWNER-OPERATOR shall indemnify and hold CARRIER harmless from any claims arising from OWNER-OPERATOR’s actions or breaches.

9. OWNER-OPERATOR shall maintain the following insurance at all times:

   • Auto liability: Minimum $1 million per occurrence

   • Cargo insurance: Minimum $100,000 per occurrence

   • Workers’ compensation: Statutory minimums

   • Notify CARRIER 30 days prior to any policy changes or cancellation.

10. Insurance limits do not limit OWNER-OPERATOR’s liability to CARRIER.

11. OWNER-OPERATOR shall be liable for loss, damage, or delay, measured as the lesser of replacement or repair cost, up to $1 million. OWNER-OPERATOR also indemnifies CARRIER for consequential damages.

• Freight claims must be paid within 30 days of notice.

• Liability includes reckless, dishonest, or illegal acts of OWNER-OPERATOR’s personnel.

12. OWNER-OPERATOR shall not withhold freight for disputes. OWNER-OPERATOR waives all liens and agrees CARRIER has exclusive billing rights.

13. Rates shall be only those accepted per Load prior to shipment. Electronic dispatch constitutes binding acceptance.

14. CARRIER shall pay OWNER-OPERATOR within 10 days of receiving required documents. BILL of LADING must be submitted within 2 hours post-delivery. OWNER-OPERATOR must provide W9 and voided check.

15. OWNER-OPERATOR may not subcontract or reassign freight without prior written consent from CARRIER.

16. OWNER-OPERATOR is an independent contractor and is fully responsible for wages, taxes, insurance, and other operational costs.

17. OWNER-OPERATOR shall not circumvent CARRIER’s customers or back solicit for one year post-termination. Confidentiality must be maintained.

18. This Agreement supersedes all prior agreements. Amendments must be in writing, signed by all parties.

19. If any provision is found unenforceable, the remainder shall remain in full force.

20. This Agreement shall be governed by the laws of the State of North Carolina.

21. The parties submit to the exclusive jurisdiction of the courts of Monroe, North Carolina, for any disputes.

22. Notices shall be sent by certified mail or overnight courier to the addresses listed or updated in writing.

23. OWNER-OPERATOR may not drop freight at unauthorized locations. Breach requires indemnification.

24. This Agreement is enforceable only by the OWNER-OPERATOR and the performing CARRIER party(ies).

25. Truck Order Not Used (TONU):

• Sprinters: $75

• Box Trucks: $100

26. Detention Pay (after 2 hours):

• $25/hour for Sprinters and Box Trucks

27. Layover Pay:

• Sprinters: $75/night

• Box Trucks: $100/night

Driver Obligations & Penalties:

• Driver must follow through once rate is confirmed.

• Driver must not leave pickup without dispatcher’s permission.

• Detention/load cancellation instructions come only from GIOMATE LLC dispatchers.

• Driver must submit photo of freight & BOL upon loading and unloading, and retain POD until payment is received.

• Violation of these terms results in a $15,000 fine, payable within 30 days. Legal action under North Carolina law applies if unpaid.

By executing this agreement, the OWNER-OPERATOR agrees to the terms outlined herein. The electronic signature shall have the same legal effect as a physical signature.

I ACKNOWLEDGE THAT I HAVE READ AND UNDERSTAND THE AGREEMENT AND AGREE TO THE ENTIRETY OF THE TERMS & CONDITIONS CONTAINED THEREIN. THE AGREEMENT SHALL BE BINDING ON THE OWNER-OPERATOR.