Pruitt et al v. Act Fast Delivery, Inc. et al

Western District of Texas, txwd-5:2019-cv-00049

Exhibit A

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12 IN THE UNITED STATES DISTRICT COURT FOR THE WESTERN DISTRICT OF TEXAS SAN ANTONIO DIVISION SANDRA PRUITT, JASMINE HUNTSBERRY, YUVANNDA WATSON, AYAN NUR, and KAREN LAWSON, Individually and On Behalf of All Others Similarly Situated, Plaintiffs, C.A. No. 5:19-CV-00049-DAE ACT FAST DELIVERY, INC.; ACT FAST COURIER OF TEXAS, INC.; ACT FAST DELIVERY OF HOUSTON, INC.; ACT FAST OF COASTAL BEND, INC.; ACT FAST DELIVERY OF S.A., INC.; ACT FAST DELIVERY OF TYLER, INC.; ACT FAST DELIVERY OF TRAVIS COUNTY, INC., and MIKE MILLER; Defendants coses con concoscos con concos con conoscono concosconcoscascascos DECLARATION OF JOHN JACKSON "My name is John Jackson. I am over the age of eighteen (18) years old and am duly qualified, authorized and competent to make this Declaration. The following facts are within my personal knowledge and are true and correct. 1. I am the General Counsel for Defendants Act Fast Delivery, Inc.; Act Fast Courier of Texas, Inc., Act Fast Delivery of Houston, Inc.; Act Fast of Coastal Bend, Inc.; Act Fast Delivery of S.A., Inc., Act Fast Delivery of Tyler, Inc., and Act Fast Delivery of Travis County, Inc. (collectively the "Defendants"). 2. I make this Declaration in my capacity as a corporate representative of Defendants. I am also one of the custodians of the records of Defendants. Attached hereto as Exhibits A-1 to A-10 and B-1 to B-10 (the "Records") which are documents or records kept in the regular course of business of Defendants, and the information contained in the Records was made at or near the time of the events reflected thereon. It was in the regular course of business of Defendants for its agent or employees, with personal knowledge of the facts, events, conditions and other information contained in the Records to make such records or to transmit information to be included in such records. As custodian of records, I have reviewed the contents of the Records, and I have determined that they are accurate and there Declaration of John Jackson Page 1 of 3 EXHIBIT A 12 is nothing about the source of information or method or circumstances of their preparation that indicates any lack of trustworthiness. 3. Defendants are logistics companies which focus primarily on making medical deliveries from pharmacies to senior homes and hospices. Defendants also deliver other goods including paint and auto parts. Defendants provide these same-day and next-day delivery services to various businesses in Texas. Defendants do make some limited deliveries to Oklahoma. 4. Defendants are all affiliated entities. Mike Miller is a principal of Defendants. 5. Defendants outsource the actual delivery of the goods to independent contractors under an arrangement whereby the contractors perform their services in exchange for forty percent of the gross revenue for the delivery, less any rental charges. 6. Defendants hired Sandra Pruitt, Karen Lawson, Ayan Nur, Jasmine Huntsberry, Charmane Nash, Fernando Cabrera, Sheila Chew, Keith Green, Denetria Penfield, and Yuvannda Watson (collectively, the "Plaintiffs") as independent contractors to make deliveries on behalf of Defendants. 7. At the time of Plaintiffs' hiring, each of the plaintiffs signed multiple documents which typically included an application for contract services, an employment eligibility verification, a tax form W-9, a scanner agreement, an independent contractor agreement, an arbitration agreement, and a drug screen testing form. All these documents including the arbitration agreements signed by the Plaintiffs were (a) signed in Texas, (b) negotiated in Texas, (c) performed in Texas, (d) concerned services to be performed in Texas, and (e) involved parties domiciled, incorporated and having their places of business in Texas. 8. Occasionally, if an independent contractor has worked for Defendants for a few years one or more of these documents would be updated and Defendants would require the independent contractor to sign a new document. It appears that Karen Lawson and Fernando Cabrera each signed an arbitration agreement a few years after signing their original application documents. 9. Defendants directed Plaintiffs, as their independent contractors, to pick up goods from locations within Texas and to deliver the goods to other locations within Texas. To Defendants' knowledge, in the last three years, all of Plaintiffs' deliveries were in Texas and none of the plaintiffs crossed state lines while delivering goods for Defendants. 10. Defendants have no control of the goods prior to pick up and do not know whether the goods originate in Texas or if they have travelled in from out of state. Defendants presume at least some of these goods Plaintiffs delivered crossed state lines before they were placed with Plaintiffs for delivery within Texas. 11. As independent contractors, Plaintiffs used their own tools (in this case their own vehicle) to perform the delivery service. The vehicles used by the Plaintiffs to perform the delivery service were not property of Defendants. Declaration of John Jackson Page 2 of 3 EXHIBIT A 12 ACT FAST DELIVERY OF TRAVIS COUNTY, INC. INDEPENDENT CONTRACTOR AGREEMENT Executed and effective on the 24th day of OCTOBER, 2018 CONTRACTOR: CONTRACTOR Perfield (Company Name) n sa punton Plagich Byx Name: Sentruffeurias Name; Title: Owner/Operator COMPANY: ACT FAST DELIVERY OF TRAVIS COUNTY, INC. By: Home The Name: Body Carmine hael General Mar Title: EXHIBIT B-9 12 EXHIBIT 1 EQUIPMENT DESCRIPTION Vehicle No. 1 ✓ MAKE: NISSAN MODEL: ALIMA TYPE: _4 Door SEDAN SERIAL NO.: _/N4AL 3.APUC/13792 ENGINE SERIAL NO.: Vehicle No. 2 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: Vehicle No. 3 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: EXHIBIT B-9 12 INDEPENDENT CONTRACTOR AGREEMENT It is understood that I am fully aware and understand that my services at Act Fast Delivery of Travis Co., Inc. are as an independent contractor and not as an employee. Therefore, I will be responsible for all real or personal taxes, federal taxes, state taxes, social security withholding taxes, and any and all other taxes that may arise. There are no unemployment insurance benefits, workman compensation benefits, or any other types of benefits or insurance that I may be entitled to receive. I fully understand and agree to the following statement and that I am self- employed and an independent contractor, DENETRA K ANHELS. NAME OF SELF-EMPLOYED / INDEPENDENT CONTRACTOR SIGNATURE Austriak papulek [24/16 Dahl 12.4.18 ACT FAST DELIVERY OF TRAVIS COUNTY, INC. DATE EXHIBIT B-9 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT State of TEXAS County of Independent Contractor Agreement This Agreement made this 43/1Z day of 2, 2017 between Act Fast Delivery of Texas, Inc., 2100 N Hwy 360 Ste. 1005, Grand Prairie, Texas 75050 ("Company") and whose address is ("Contractor"). hta2.ZN A IC Company Name Q3/2 Lidacón Lluch IC Company Address Zilhar IC Signature Contractor Whereas, Company is a delivery service, operating in the Dallas/Fort Worth Commercial Zone, Whereas, Contractor is engaged in the business of making deliveries in the Dallas/Fort Worth Commercial Zone; Now, therefore, in consideration of the mutual agreements contained herein, the parties hereby agree as follows: 1. Agreement. Contractor agrees to furnish the equipment more specifically described in Exhibit 1, C'Equipment"), together with drivers and all necessary labor, to pick-up, transport, and deliver, such cargo as Company may frorn time to time make available to Contractor. 2. Term. This agreement shall be effective on this date, and shall continue for periods of one (1) year each from the date hereof, until terminated by either party pursuant to this Agreement. 3. Equipment Usage. A. Contractor is not required to purchase or rent any products, equipment or services from Company. B. Company must always approve all drivers. Company may charge a reasonable fee for the cost of investigating, testing, and processing the driver. 4. Compensation of Contractor. A. In consideration for Contractor's performance, Company agrees to pay Contractor the compensation set forth in Exhibit 2. B. Contractor shall be paid for each delivery made by contractor. Payment shall be made six (6) working days after the 15th of each month and six (6) working days after the last working day of each month, after company receives all required documents. C. Company is authorized to withhold payment to Contractor until Company has received all required documents for each delivery. D. Required documents means the following; all signed receipts; bill of lading; documentation required by shipper; copies of manifest for all work performed; evidence of proper delivery; and such other documents as may be required by the Interstate Commerce Commission, the Department of Transportation, or other governmental authority. IC Signature: 10 Date: 41 Date EXHIBIT B-10 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT 5. Advances. Company shall make NO advances to Contractor or Contractor's authorized agent or employees. 6. Right to Offset. A. Company may withhold sums necessary to reimburse Company for expenses paid by Company for which Contractor is liable or responsible, including without limitation, the cost of licenses, permits of all types, costs, damages, services, and, if applicable, insurance coverage provided through Company. B. Company may withhold an amount sufficient to pay Company for loss due to delay, shortage, damage, or other losses or damages as noted on delivery receipts, or other information available to Company. C. Any shorts and/or damages as a result of Contractor's negligence or driver failure to obtain proper notations will be charged back to Contractor. D. Company will provide Contractor with a written explanation and itemization of any such deductions, prior to the tirne that they are made. 7. Failure to Complete Delivery. A. If, for any reason, Contractor fails to complete any delivery, abandons any cargo, or otherwise subjects Company to any liability from shippers or government agencies because of the acts and omissions of Contractor, Company shall have the right to complete the delivery, and to hold Contractor, liable for any and all costs and other damages. B. Contractor hereby waives any recourse against Company for such action and agrees to indemnify and hold Company harmless for all costs and expenses to complete the transportation, and to pay Company any damages for which company may be liable to shipper arising out of such breach. 8. Contractor's Obligation. A. Contractor recognizes that company's business is subject to regulation by various state and local government authorities. Contractor shall be solely responsible for satisfying these regulatory requirements, subject at all times to verification by company by: I. Maintaining the Equipment in the state of repair required by all applicable regulations. II. Operating the Equipment in conformation with all applicable regulations. III. Only using approved drivers, qualified under all applicable regulations, to operate the Equipment. IV. Preparing and maintaining, all documents required under all applicable regulations. V. Conducting delivery services in accordance with all applicable regulations. B. Contractor shall solely determine the means and methods of performance of all services under this Agreement, including without limitations: 1. Obtaining, setting of wages, hours, and working conditions; adjusting grievance; supervising, training, disciplining, and dismissal of all drivers, driver's helper and others necessary for the performance of Contractor's obligations under this Agreement. All drivers, driver's helpers, and others are not the employees of Company. II. Providing, selecting, purchasing, financing, and maintaining the Equipment; and III. Selecting routes to be used in making the deliveries. C. Contractor shall pay all costs and expenses associated with the operation of the Equipment, including, without limitations; I. The cost of fuel) Equipment maintenance and lubrication; permits and licenses; and all ferries, fines, and tolls, IC Signature: UL Date: 31/2 EXHIBIT B-10 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT II. All taxes including, but not limited to, withholding taxes, social security taxes, unemployment insurance, fuel taxes, mileage taxes, road taxes, Equipment taxes, federal highway use taxes, and any and all other local, state, or federal taxes which may be assessed on account for contractor's drivers, driver's helpers or others, or on the account of the Equipment or any operation thereof; III. All dock charges, pick-up and delivery charges, storage charges, cartage charges and all other charges incident to the transfer of any cargo from the Equipment to any other Equipment regardless of the cause or reason for such transfer. IV. All expenses incidents to accidents, mechanical breakdowns, or any other charges incurred in connection with making delivery of cargo following an accident or mechanical breakdown, including the cost of hiring replacement Equipment; V. All fines; and VI. The cost of loading and unloading of cargo to and from the Equipment. D. It is Contractor's responsibility to inspect all Equipment and cargo on each trip. It is Contractor's responsibility to get notations on the freight bills, and/or dock delivery receipts as to any damages to any Equipment and cargo. E. In the event of an accident related to work as an independent contractor, no matter how minor, Contractor and driver must notify Company's dispatch or safety department immediately. Contractor shall prepare a formal written report immediately after an accident, and further agrees to make those involved in such accident available to Company for assistance in the preparation of any claims or reports required by the Company. F. When requested to do so by the Company, Contractor shall collect for all charges due from all shippers or consignees for deliveries made, and shall properly account for and pay them over to Company? Contractor shall return to Company all cargo for which Contractor cannot collect. Contractor shall accept only cash, or cashier's check, unless authorized in writing by Company G. Contractor shall promptly report any overage, shortage, or damage to, or undelivered cargo and shall dispose of such cargo as directed by Company. 9. Termination. A. This Agreement shall continue in effect for the period specified above unless cancelled by either party by giving five (5) days prior written notice. B. In the event either party commits a breach of any term of this Agreement, the other party shall have the right to terminate this Agreement immediately and to hold the party committing the breach liable for damages, including the attorney's fees and court costs. C. Company may immediately terminate this Agreement in the event Contractor, its employees, agents, or servants, violates the safety rules or regulations of any government agency. 10. Insurance. A. Contractor, at its expense, shall maintain vehicle liability and property damage insurance in amounts no less than that required by law. B. Contractor shall pay, at its expense, and cargo coverage. C. Contractor will provide company with proof of insurance once a year. D, If contractor fails to obtain or keep required insurance in force, or if Contractor fails to furnish evidence of such coverage as required, Company shall have the right to obtain such coverage on Contractor's behalf. Charges for such insurance may be deducted from any compensation due to Contractor. IC Signature: Kakog Date: Date: 1312 ارا EXHIBIT B-10 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT E. Contractor hereby authorizes Company, or its insurers, to act as Contractor's exclusive agent for the purpose of settling any and all claims made against Company arising out of the operation of the Equipment. 11. Indemnification Clause. A. In further consideration, Contractor will indemnify and save harmless Company, and its agents, employees, officers, directors, shareholders, and insurance carriers against any and all liability, loss damages, cost and medical expenses, and all other experises of any kind or description, including attorney's fees and investigative costs, which company and its agents, employees, officers, directors, shareholders, and insurance carriers may incur, or be required to pay, and against any and all claims or suits for damages, personal injuries (including death) or claims which may be asserted against Company and its agents, employees, officers, directors, shareholders, and insurance carriers by any persons, firm or corporation, including claims which may be asserted against Company's either by its own employees of Contractor or others whether for workman's compensation, in tort or otherwise in any manner resulting from or arising out of the operations of Contractor. B. Contractor shall indemnify and be liable to company for any loss or damage to third persons or property, which results from the operations of Contractor. C. Contractor agrees to further indemnify and save Company harmless against any liability for premiums, contributions, or taxes payable under any workman's compensation, disability benefits, old age benefits, or tax withholding for which company shall be finally adjudged as an employer with respect to any employees or Contractor or incurred as a result of the acts of Contractor or the acts of employees of Contractor, D. Contractor shall be responsible for any claims for shortage, loss, delay in delivery of, or damage to cargo transported by Contractor where an insurance claim for such loss is denicd because of actions taken or not taken by contractor, or where such loss occurs as a result of Contractor's negligent or willful misconduct or failure to act. Contractor shall be solely liable for all damages as a result of any dishonesty by Contractor or its employees. 12. Contractor's Payment of Taxes. A. Contractor has sole responsibility for all withholding and employment taxes due to federal, state, or local governments on account of drivers, driver's helpers, and others used by Contractor. B. Contractor shall File all federal, state, and local income, withholding, employment, and federal highway use tax forms and returns which may be required on account of its operations as required, and to pay all taxes and contributions owed as required. C. Contractor shall furnish Company with evidence of compliance with all applicable tax upon request. 13. Confidentiality. A. Contractor acknowledges that all information concerning the business practices and procedures of Company, the names and addresses of Company's customers, and any other information made known by Company to Contractor pursuant to the terms of this Agreement is of a confidential nature, and any disclosure or use by Contractor, except for the purpose of fulfilling this Agreement, may involve serious harm or damage to Company. B. Contractor agrees that it will not use or employ such information, either whole or in part, or transmit any such information through or to any other party. IC Signature: U LATOR Date: - Date: 43/12 EXHIBIT B-10 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT C. This duty of confidentiality will not apply to information which is or becomes publicly available through any source other than Company, as disclosed to Company by any other party, or which Company is required to disclose pursuant to any law, regulation, or court order. D. Upon request, Contractor will return any records, documents, or memoranda furnished to it by Company, will neither make nor retain any copy, reproduction, or record thereof. This duty will continue for a period of one (1) year from date of termination, 14. Entire Agreement. A. This Agreement, including all exhibits, constitutes the entire agreement and understanding between the parties. B. This Agreement shall not be modified, altered, changed, or amended in any respect unless in writing and signed by both parties. C. This Agreement supersedes any other agreement between the parties in force on the date of execution of this Agreement. 15. Relationship of Parties. A. This Agreement does not establish an employee-employer relationship between you and company or between any of your personnel and the company, You are an independent contractor and you alone are responsible for the supervision, compensation, and other benefits of your personnel and yourself. B. Neither Contractor, nor its employees, is to be considered employees of Company at any time under any circumstances for any purpose. C. Neither party is an agent of the other and neither party shall have the right to bind the other except as herein specifically providec. D. Contractor may provide similar services to others during the term of this Agreement. E. Company may use others to provide similar services during the terms of this Agreement. 16. Assignment. This Agreement may not be assigned to any other party without the express written consent of all parties. 17. Notices. Any notice to be given shall be in writing, and delivered either by hand, facsimile, e-mail, or by certifled mail return receipt requested at the addresses of both notice is effected upon actual receipt. 18. Governing Law. This Agreement shall be governed by the laws of the State of Ohio, both as to interpretation and performance, IC Signature: L to) Date: 413/17 EXHIBIT B-10 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT Executed and effective on the _ 3 _ day of Asch, 2017. CONTRACTOR: (Compeny Names that are to (Company Name) SignedBy: iseret Label Name r Sullando Intbou Name: (Block Print) Title: Owner/Operator COMPANY: ACT FAST DELIVERY OF TEXAS, INC. or Nalanda fisket Name Yolanda Robere Title: Office Manager Name: EXHIBIT B-10 12 EXHIBIT 1 EQUIPMENT DESCRIPTION Vehicle No. 1 MAKE: _BMW MODEL: TYPE: SERIAL NO.: _LUBHUMIC5 20/53349 ENGINE SERIAL NO.: Vehicle No. 2 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: Vehicle No. 3 MAKE: MODEL: - TYPE: SERIAL NO.: ENGINE SERIAL NO.: IC Signature; Date EXHIBIT B-10 12 The Arbitrator shall have the authority to award any and all damages otherwise recoverable in a court of law. The Arbitrator shall not have the authority to add to, subtract from or modify any of the terms of this Agreement. Judgment on any award rendered by the Arbitrator may be entered and enforced by any court having jurisdiction thereof. The Company shall be responsible for the Arbitrator's fees and expenses. Each party shall be responsible for paying its own other costs for the arbitration, including, but not limited to, attorneys' fees, witness fees, transcript fees, or other litigation expenses that would otherwise be required in a court action. I shall not be required to pay any type or amount of expense if such requirement would invalidate this agreement or would otherwise be contrary to the law as it exists at the time of the arbitration. In addition to any other requirements imposed by law, the Arbitrator selected shall be a qualified individual to whom the parties mutually agree, and shall be subject to disqualification on the same grounds as would apply to a judge of a court in the jurisdiction in which the arbitration takes place. All rules of pleading including the right of demurrer and motion to dismiss), all rules of evidence, all rights to resolution of the dispute by means of motions for summary judgment, and judgment on the pleadings, shall apply and be observed. Resolution of the dispute shall be based solely upon the law governing the claims and defenses pleaded, and the Arbitrator may not invoke any basis (including but not limited to, notions of "just cause") other than such controlling law. The Arbitrator shall have the immunity of a judicial officer from civil liability when acting in the capacity of an Arbitrator, which immunity supplements any other existing immunity. Likewise, all communications during or in connection with the arbitration proceedings are privileged in accordance with the applicable rule in the jurisdiction in which the arbitration takes place. Awards shall include the Arbitrator's written reasoned opinion. I understand and agree that all claims against the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) must be brought in my individual capacity and not as a plaintiff or class member in any purported class, collective or representative proceeding. I understand that there is no right or authority for any dispute to be heard or arbitrated on a collective action basis, class action basis, representative action basis, as a private attorney general, or on bases involving claims or disputes brought in a representative capacity on behalf of the general public, on behalf of other Company employees (or any of them) or on behalf of other persons alleged to similarly situated. I understand that there are no bench or jury trials and no class actions or representative actions permitted under this Agreement. The Arbitrator shall not consolidate claims of different employees into one proceeding, nor shall the Arbitrator have the power to hear arbitration as a class action, collective action, or representative action. I understand and agree to this binding arbitration provision, and both I and the Company give up our right to trial by jury of any claim I or the Company may have against each other. I agree that I have been given the opportunity to fully review the terms of this Agreement. I understand the terms of this Agreement and freely and voluntarily sign it. This Agreement shall survive the termination of any independent contractor relationship or any other relationship with the Company for any reason. It can only be revoked or modified in writing signed by both parties that specifically states intent to revoke or modify this Agreement. EXHIBIT A-3 12 - INDEPENDENT CONTRACTOR: COMPANY Signed By: 4 2 sleme weke leptirak tana fer lined by cu Are Signed By IC: Andy Perez Print Name: _AYAH NUR Date: _ 214/2015 Act Fast Delivery of Texas Ops. Manager Date: 12-7-16 EXHIBIT A-3 12 EXHIBIT 2 COMPENSATION SCHEDULE 1. Company shall pay Contractor forty percent (40%) of the gross revenue obtained by Company for the delivery by Contractor per delivery, less any charges for rental equipment. 2. Contractor is responsible for payment of drivers and others used in its operation; and 3. Under no circumstances will any check be issued in the name of any person or entity other than Contractor. NEGOTIATED, READ, UNDERSTOOD, AND AGREED to this the day of 2017. CONTRACTOR: (Company Name) xlubkou Zuzenpuisies Byx 4. Wabon Neme: Uwaisce Title: Owner/Operator EXHIBIT B-10 12 INDEPENDENT CONTRACTOR AGREEMENT It is understood that I am fully aware and understand that my services at Act Fast Delivery of Texas, Inc. are as an independent contractor and not as an employee. Therefore, I will be responsible for all real or personal taxes, federal taxes, state taxes, social security withholding taxes, and any and all other taxes that may arise. There are no unemployment insurance benefits, workman compensation benefits, or any other types of benefits or insurance that I may be entitled to receive. I fully understand and agree to the following statement and that I am self- employed and an independent contractor. NAYE OF SELF-EMPLOYED/ INDEPENDENT CONTRACTOR identa) 13/12 SIGMATURE ACT FAST DELIVERY OF TEXAS, INC. DATE DATE EXHIBIT B-10 12 485958 Arbitration Agreement Any and all claims or controversies arising out of or relating to my employment, the termination thereof, or otherwise arising between me and Act Fast Delivery of Texas and/or any of its subsidiaries or affiliations (collectively the "Company") shall, in lieu of a jury or other civil trial, be settled by final and binding arbitration before a neutral arbitrator (the "Arbitrator"). This agreement to arbitrate includes any claim, dispute, or controversy that either I may have against the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) or the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) may have against me, arising from, related to, or having any relationship or connection whatsoever with my independent contractor agreement or relationship with the Company, or any other association or relationship with the Company. Except as noted below, included within the scope of this Agreement are all disputes, whether based on tort, contract (express or implied), statute (including, but not limited to, any claims of breach of contract, wrongful termination, discrimination and harassment, unpaid compensation of any kind, whether they be based on applicable state law or federal law, including any laws prohibiting discrimination, the Fair Labor Standards Act, or any other state or federal law or regulation, equitable law, or otherwise. The parties also agree to submit claims to the Arbitrator regarding issues of arbitrarily, the validity, scope, and enforceability of this Agreement, the arbitrator's jurisdiction, as well as any gateway, threshold, or any other challenges to this Agreement, including claims that this Agreement is unconscionable. Claims not covered under this Agreement are claims: (1) for workers' compensation under applicable state law; (2) arising under the National Labor Relations Act which are brought before the National Labor Relations Board; or (3) as otherwise required by state or federal law. Nothing herein shall prevent me from filing a claim or charge with a federal, state, or local administrative agency such as the Equal Employment Opportunity Commission, National Labor Relations Board, Department of Labor, or similar agency (although if I choose to pursue a claim following the exhaustion of such administrative remedies, that claim would be subject to the provisions of this Agreement). Pending resolution of any claim covered by this Agreement, any party may request that a court of competent jurisdiction grant interim measures of protection: (1) to preserve the status quo pending resolution of such claim; (2) to prevent the destruction of documents and other information or things related to the claim; (3) to prevent the transfer, dissipation or hiding of assets; and/or (4) in aid of arbitration. A request for such interim relief to a judicial authority shall not be deemed incompatible with or a waiver of the right to arbitrate. The Arbitrator shall, once appointed, have the authority to modify any interim relief granted by a court. Any arbitration under this Agreement shall be in accordance with the National rules for the Resolution of Disputes of the American Arbitration Association ("AAA") in effect at the time of the hearing. EXHIBIT A-4 12 485958 The Arbitrator shall have the authority to award any and all damages otherwise recoverable in a court of law. The Arbitrator shall not have the authority to add to, subtract from or modify any of the terms of this Agreement. Judgment on any award rendered by the Arbitrator may be entered and enforced by any court having jurisdiction thereof. The Company shall be responsible for the Arbitrator's fees and expenses. Each party shall be responsible for paying its own other costs for the arbitration, including, but not limited to, attorneys' fees, witness fees, transcript fees, or other litigation expenses that would otherwise be required in a court action. I shall not be required to pay any type or amount of expense if such requirement would invalidate this agreement or would otherwise be contrary to the law as it exists at the time of the arbitration. In addition to any other requirements imposed by law, the Arbitrator selected shall be a qualified individual to whom the parties mutually agree, and shall be subject to disqualification on the same grounds as would apply to a judge of a court in the jurisdiction in which the arbitration takes place. All rules of pleading (including the right of demurrer and motion to dismiss), all rules of evidence, all rights to resolution of the dispute by means of motions for summary judgment, and judgment on the pleadings, shall apply and be observed. Resolution of the dispute shall be based solely upon the law governing the claims and defenses pleaded, and the Arbitrator may not invoke any basis (including but not limited to, notions of "just cause") other than such controlling law. The Arbitrator shall have the immunity of a judicial officer from civil liability when acting in the capacity of an Arbitrator, which immunity supplements any other existing immunity. Likewise, all communications during or in connection with the arbitration proceedings are privileged in accordance with the applicable rule in the jurisdiction in which the arbitration takes place. Awards shall include the Arbitrator's written reasoned opinion. I understand and agree that all claims against the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) must be brought in my individual capacity and not as a plaintiff or class member in any purported class, collective or representative proceeding. I understand that there is no right or authority for any dispute to be heard or arbitrated on a collective action basis, class action basis, representative action basis, as a private attorney general, or on bases involving claims or disputes brought in a representative capacity on behalf of the general public, on behalf of other Company employees (or any of them) or on behalf of other persons alleged to similarly situated. I understand that there are no bench or jury trials and no class actions or representative actions permitted under this Agreement. The Arbitrator shall not consolidate claims of different employees into one proceeding, nor shall the Arbitrator have the power to hear arbitration as a class action, collective action, or representative action. I understand and agree to this binding arbitration provision, and both I and the Company give up our right to trial by jury of any claim I or the Company may have against each other. I agree that I have been given the opportunity to fully review the terms of this Agreement. I understand the terms of this Agreement and freely and voluntarily sign it. This Agreement shall survive the termination of any independent contractor relationship or any other relationship with the Company for any reason. It can only be revoked or modified in writing signed by both parties that specifically states intent to revoke or modify this Agreement. EXHIBIT A-4 12 485955 COMPANY: INDEPENDENT CONTRACTOR: Signed By: Opalonda Beled Signed By IC: A Signed By 10:44 Print Name: Proinine furgere ry Date: 037650/17 Date: Date: _03-31-2012 EXHIBIT A-4 12 Arbitration Agreement Any and all claims or controversies arising out of or relating to my employment, the termination thereof, or otherwise arising between me and Act Fast Delivery of Texas and/or any of its subsidiaries or affiliations (collectively the "Company") shall, in lieu of a jury or other civil trial, be settled by final and binding arbitration before a neutral arbitrator (the "Arbitrator"). This agreement to arbitrate includes any claim, dispute, or controversy that either I may have against the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) or the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) may have against me, arising from, related to, or having any relationship or connection whatsoever with my independent contractor agreement or relationship with the Company, or any other association or relationship with the Company. Except as noted below, included within the scope of this Agreement are all disputes, whether based on tort, contract (express or implied), statute (including, but not limited to, any claims of breach of contract, wrongful termination, discrimination and harassment, unpaid compensation of any kind, whether they be based on applicable state law or federal law, including any laws prohibiting discrimination, the Fair Labor Standards Act, or any other state or federal law or regulation, equitable law, or otherwise. The parties also agree to submit claims to the Arbitrator regarding issues of arbitrarily, the validity, scope, and enforceability of this Agreement, the arbitrator's jurisdiction, as well as any gateway, threshold, or any other challenges to this Agreement, including claims that this Agreement is unconscionable. Claims not covered under this Agreement are claims: (1) for workers' compensation under applicable state law; (2) arising under the National Labor Relations Act which are brought before the National Labor Relations Board; or (3) as otherwise required by state or federal law. Nothing herein shall prevent me from filing a claim or charge with a federal, state, or local administrative agency such as the Equal Employment Opportunity Commission, National Labor Relations Board, Department of Labor, or similar agency (although if I choose to pursue a claim following the exhaustion of such administrative remedies, that claim would be subject to the provisions of this Agreement). Pending resolution of any claim covered by this Agreement, any party may request that a court of competent jurisdiction grant interim measures of protection: (1) to preserve the status quo pending resolution of such claim; (2) to prevent the destruction of documents and other information or things related to the claim; (3) to prevent the transfer, dissipation or hiding of assets; and/or (4) in aid of arbitration. A request for such interim relief to a judicial authority shall not be deemed incompatible with or a waiver of the right to arbitrate. The Arbitrator shall, once appointed, have the authority to modify any interim relief granted by a court. Any arbitration under this Agreement shall be in accordance with the National rules for the Resolution of Disputes of the American Arbitration Association ("AAA") in effect at the time of the hearing. EXHIBIT A-5 12 The Arbitrator shall have the authority to award any and all damages otherwise recoverable in a court of law. The Arbitrator shall not have the authority to add to, subtract from or modify any of the terms of this Agreement. Judgment on any award rendered by the Arbitrator may be entered and enforced by any court having jurisdiction thereof. The Company shall be responsible for the Arbitrator's fees and expenses. Each party shall be responsible for paying its own other costs for the arbitration, including, but not limited to, attorneys' fees, witness fees, transcript fees, or other litigation expenses that would otherwise be required in a court action. I shall not be required to pay any type or amount of expense if such requirement would invalidate this agreement or would otherwise be contrary to the law as it exists at the time of the arbitration. In addition to any other requirements imposed by law, the Arbitrator selected shall be a qualified individual to whom the parties mutually agree, and shall be subject to disqualification on the same grounds as would apply to a judge of a court in the jurisdiction in which the arbitration takes place. All rules of pleading (including the right of demurter and motion to dismiss), all rules of evidence, all rights to resolution of the dispute by means of motions for summary judgment, and judgment on the pleadings, shall apply and be observed. Resolution of the dispute shall be based solely upon the law governing the claims and defenses pleaded, and the Arbitrator may not invoke any basis (including but not limited to, notions of "just cause") other than such controlling law. The Arbitrator shall have the immunity of a judicial officer from civil liability when acting in the capacity of an Arbitrator, which immunity supplements any other existing immunity. Likewise, all communications during or in connection with the arbitration proceedings are privileged in accordance with the applicable rule in the jurisdiction in which the arbitration takes place. Awards shall include the Arbitrator's written reasoned opinion. I understand and agree that all claims against the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) must be brought in my individual capacity and not as a plaintiff or class member in any purported class, collective or representative proceeding. I understand that there is no right or authority for any dispute to be heard or arbitrated on a collective action basis, class action basis, representative action basis, as a private attorney general, or on bases involving claims or disputes brought in a representative capacity on behalf of the general public, on behalf of other Company employees (or any of them) or on behalf of other persons alleged to similarly situated. I understand that there are no bench or jury trials and no class actions or representative actions permitted under this Agreement. The Arbitrator shall not consolidate claims of different employees into one proceeding, nor shall the Arbitrator have the power to hear arbitration as a class action, collective action, or representative action. I understand and agree to this binding arbitration provision, and both I and the Company give up our right to trial by jury of any claim I or the Company may have against cach other. I agree that I have been given the opportunity to fully review the terms of this Agreement. I understand the terms of this Agreement and freely and voluntarily sign it. This Agreement shall survive the termination of any independent contractor relationship or any other relationship with the Company for any reason. It can only be revoked or modified in writing signed by both parties that specifically states intent to revoke or modify this Agreement. EXHIBIT A-5 12 COMPANY: INDEPENDENT CONTRACTOR: Signed By: Signed By IcChamcue chosh Print Name: Charmane Nosh Date:_8/09/17 Date: Date: EXHIBIT A-5 12 485 262 Arbitration Agreement Any and all claims or controversies arising out of or relating to my employment, the termination thereof, or otherwise arising between me and Act Fast Delivery of Texas and/or any of its subsidiaries or affiliations (collectively the "Company") shall, in lieu of a jury or other civil trial, be settled by final and binding arbitration before a neutral arbitrator (the "Arbitrator"). This agreement to arbitrate includes any claim, dispute, or controversy that either I may have against the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) or the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) may have against me, arising from, related to, or having any relationship or connection whatsoever with my independent contractor agreement or relationship with the Company, or any other association or relationship with the Company. Except as noted below, included within the scope of this Agreement are all disputes, whether based on tort, contract (express or implied), statute (including, but not limited to, any claims of breach of contract, wrongful termination, discrimination and harassment, unpaid compensation of any kind, whether they be based on applicable state law or federal law, including any laws prohibiting discrimination, the Fair Labor Standards Act, or any other state or federal law or regulation, equitable law, or otherwise. The parties also agree to submit claims to the Arbitrator regarding issues of arbitrability, the validity, scope, and enforceability of this Agreement, the arbitrator's jurisdiction, as well as any gateway, threshold, or any other challenges to this Agreement, including claims that this Agreement is unconscionable. Claims not covered under this Agreement are claims: (1) for workers' compensation under applicable state law; (2) arising under the National Labor Relations Act which are brought before the National Labor Relations Board; or (3) as otherwise required by state or federal law. Nothing herein shall prevent me from filing a claim or charge with a federal, state, or local administrative agency such as the Equal Employment Opportunity Commission, National Labor Relations Board, Department of Labor, or similar agency (although if I choose to pursue a claim following the exhaustion of such administrative remedies, that claim would be subject to the provisions of this Agreement). Pending resolution of any claim covered by this Agreement, any party may request that a court of competent jurisdiction grant interim measures of protection: (1) to preserve the status quo pending resolution of such claim; (2) to prevent the destruction of documents and other information or things related to the claim; (3) to prevent the transfer, dissipation or hiding of assets; and/or (4) in aid of arbitration. A request for such interim relief to a judicial authority shall not be deemed incompatible with or a waiver of the right to arbitrate. The Arbitrator shall, once appointed, have the authority to modify any interim relief granted by a court. Any arbitration under this Agreement shall be in accordance with the National rules for the Resolution of Disputes of the American Arbitration Association ("AAA") in effect at the time of the hearing. EXHIBIT A-6 12 The Arbitrator shall have the authority to award any and all damages otherwise recoverable in a court of law. The Arbitrator shall not have the authority to add to, subtract from or modify any of the terms of this Agreement. Judgment on any award rendered by the Arbitrator may be entered and enforced by any court having jurisdiction thereof. The Company shall be responsible for the Arbitrator's fees and expenses. Each party shall be responsible for paying its own other costs for the arbitration, including, but not limited to, attorneys' fees, witness fees, transcript fees, or other litigation expenses that would otherwise be required in a court action. I shall not be required to pay any type or amount of expense if such requirement would invalidate this agreement or would otherwise be contrary to the law as it exists at the time of the arbitration. In addition to any other requirements imposed by law, the Arbitrator selected shall be a qualified individual to whom the parties mutually agree, and shall be subject to disqualification on the same grounds as would apply to a judge of a court in the jurisdiction in which the arbitration takes place. All rules of pleading (including the right of demurrer and motion to dismiss), all rules of evidence, all rights to resolution of the dispute by means of motions for summary judgment, and judgment on the pleadings, shall apply and be observed. Resolution of the dispute shall be based solely upon the law governing the claims and defenses pleaded, and the Arbitrator may not invoke any basis (including but not limited to, notions of "just cause") other than such controlling law. The Arbitrator shall have the immunity of a judicial officer from civil liability when acting in the capacity of an Arbitrator, which immunity supplements any other existing immunity. Likewise, all communications during or in connection with the arbitration proceedings are privileged in accordance with the applicable rule in the jurisdiction in which the arbitration takes place. Awards shall include the Arbitrator's written reasoned opinion. I understand and agree that all claims against the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) must be brought in my individual capacity and not as a plaintiff or class member in any purported class, collective or representative proceeding. I understand that there is no right or authority for any dispute to be heard or arbitrated on a collective action basis, class action basis, representative action basis, as a private attorney general, or on bases involving claims or disputes brought in a representative capacity on behalf of the general public, on behalf of other Company employees (or any of them) or on behalf of other persons alleged to similarly situated. I understand that there are no bench or jury trials and no class actions or representative actions permitted under this Agreement. The Arbitrator shall not consolidate claims of different employees into one proceeding, nor shall the Arbitrator have the power to hear arbitration as a class action, collective action, or representative action. I understand and agree to this binding arbitration provision, and both I and the Company give up our right to trial by jury of any claim I or the Company may have against each other. I agree that I have been given the opportunity to fully review the terms of this Agreement. I understand the terms of this Agreement and freely and voluntarily sign it, This Agreement shall survive the termination of any independent contractor relationship or any other relationship with the Company for any reason. It can only be revoked or modified in writing signed by both parties that specifically states intent to revoke or modify this Agreement. EXHIBIT A-6 12 Company: Act Fast Delivery of Wexas By: Gerard St Jean Branch Manager-DFW Act Fast Delivery of Texas, Date: _ 06/11 ATT Independent Contractor By: Fevendulo serce Print Name: Lernwoo Labrene Date: ohutha #262 EXHIBIT A-6 12 Arbitration Agreement Any and all claims or controversies arising out of or relating to my employment, the termination thereof, or otherwise arising between me and Act Fast Delivery of Texas and/or any of its subsidiaries or affiliations (collectively the "Company") shall, in lieu of a jury or other civil trial, be settled by final and binding arbitration before a neutral arbitrator (the "Arbitrator"). This agreement to arbitrate includes any claim, dispute, or controversy that either I may have against the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) or the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) may have against me, arising from, related to, or having any relationship or connection whatsoever with my independent contractor agreement or relationship with the Company, or any other association or relationship with the Company. Except as noted below, included within the scope of this Agreement are all disputes, whether based on tort, contract (express or implied), statute (including, but not limited to, any claims of breach of contract, wrongful termination, discrimination and harassment, unpaid compensation of any kind, whether they be based on applicable state law or federal law, including any laws prohibiting discrimination, the Fair Labor Standards Act, or any other state or federal law or regulation, equitable law, or otherwise. The parties also agree to submit claims to the Arbitrator regarding issues of arbitrarily, the validity, scope, and enforceability of this Agreement, the arbitrator's jurisdiction, as well as any gateway, threshold, or any other challenges to this Agreement, including claims that this Agreement is unconscionable. Claims not covered under this Agreement are claims: (1) for workers' compensation under applicable state law; (2) arising under the National Labor Relations Act which are brought before the National Labor Relations Board; or (3) as otherwise required by state or federal law. Nothing herein shall prevent me from filing a claim or charge with a federal, state, or local administrative agency such as the Equal Employment Opportunity Commission, National Labor Relations Board, Department of Labor, or similar agency (although if I choose to pursue a claim following the exhaustion of such administrative remedies, that claim would be subject to the provisions of this Agreement). Pending resolution of any claim covered by this Agreement, any party may request that a court of competent jurisdiction grant interim measures of protection: (1) to preserve the status quo pending resolution of such claim; (2) to prevent the destruction of documents and other information or things related to the claim; (3) to prevent the transfer, dissipation or hiding of assets; and/or (4) in aid of arbitration. A request for such interim relief to a judicial authority shall not be deemed incompatible with or a waiver of the right to arbitrate. The Arbitrator shall, once appointed, have the authority to modify any interim relief granted by a court. Any arbitration under this Agreement shall be in accordance with the National rules for the Resolution of Disputes of the American Arbitration Association ("AAA") in effect at the time of the hearing. EXHIBIT A-7 12 The Arbitrator shall have the authority to award any and all damages otherwise recoverable in a court of law. The Arbitrator shall not have the authority to add to, subtract from or modify any of the terms of this Agreement. Judgment on any award rendered by the Arbitrator may be entered and enforced by any court having jurisdiction thereof. The Company shall be responsible for the Arbitrator's fees and expenses. Each party shall be responsible for paying its own other costs for the arbitration, including, but not limited to, attomeys' fees, witness fees, transcript fees, or other litigation expenses that would otherwise be required in a court action. I shall not be required to pay any type or amount of expense if such requirement would invalidate this agreement or would otherwise be contrary to the law as it exists at the time of the arbitration. In addition to any other requirements imposed by law, the Arbitrator selected shall be a qualified individual to whom the parties mutually agree, and shall be subject to disqualification on the same grounds as would apply to a judge of a court in the jurisdiction in which the arbitration takes place. All rules of pleading (including the right of demurrer and motion to dismiss), all rules of evidence, all rights to resolution of the dispute by means of motions for summary judgment, and judgment on the pleadings, shall apply and be observed. Resolution of the dispute shall be based solely upon the law governing the claims and defenses pleaded, and the Arbitrator may not invoke any basis (including but not limited to, notions of "just cause") other than such controlling law. The Arbitrator shall have the immunity of a judicial officer from civil liability when acting in the capacity of an Arbitrator, which immunity supplements any other existing immunity. Likewise, all communications during or in connection with the arbitration proceedings are privileged in accordance with the applicable rule in the jurisdiction in which the arbitration takes place. Awards shall include the Arbitrator's written reasoned opinion. I understand and agree that all claims against the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) must be brought in my individual capacity and not as a plaintiff or class member in any purported class, collective or representative proceeding. I understand that there is no right or authority for any dispute to be heard or arbitrated on a collective action basis, class action basis, representative action basis, as a private attorney general, or on bases involving claims or disputes brought in a representative capacity on behalf of the general public, on behalf of other Company employees (or any of them) or on behalf of other persons alleged to similarly situated. I understand that there are no bench or jury trials and no class actions or representative actions permitted under this Agreement. The Arbitrator shall not consolidate claims of different employees into one proceeding, nor shall the Arbitrator have the power to hear arbitration as a class action, collective action, or representative action. I understand and agree to this binding arbitration provision, and both I and the Company give up our right to trial by jury of any claim I or the Company may have against each other. I agree that I have been given the opportunity to fully review the terms of this Agreement. I understand the terms of this Agreement and freely and voluntarily sign it. This Agreement shall survive the termination of any independent contractor relationship or any other relationship with the Company for any reason. It can only be revoked or modified in writing signed by both parties that specifically states intent to revoke or modify this Agreement. EXHIBIT A-7 12 COMPANY: INDEPENDENT CONTRACTOR: Signed By: Signed By IC: Shed Print Name: Sheila J. Chew Date: 16/06/2017 Date: EXHIBIT A-7 12 Arbitration Agreement Any and all claims or controversies arising out of or relating to my employment, the termination thereof, or otherwise arising between me and Act Fast Delivery of Texas and/or any of its subsidiaries or affiliations (collectively the "Company") shall, in lieu of a jury or other civil trial, be settled by final and binding arbitration before a neutral arbitrator (the "Arbitrator"). This agreement to arbitrate includes any claim, dispute, or controversy that either I may have against the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) or the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) may have against me, arising from, related to, or having any relationship or connection whatsoever with my independent contractor agreement or relationship with the Company, or any other association or relationship with the Company. Except as noted below, included within the scope of this Agreement are all disputes, whether based on tort, contract (express or implied), statute (including, but not limited to, any claims of breach of contract, wrongful termination, discrimination and harassment, unpaid compensation of any kind, whether they be based on applicable state law or federal law, including any laws prohibiting discrimination, the Fair Labor Standards Act, or any other state or federal law or regulation, equitable law, or otherwise. The parties also agree to submit claims to the Arbitrator regarding issues of arbitrarily, the validity, scope, and enforceability of this Agreement, the arbitrator's jurisdiction, as well as any gateway, threshold, or any other challenges to this Agreement, including claims that this Agreement is unconscionable. Claims not covered under this Agreement are claims: (1) for workers' compensation under applicable state law; (2) arising under the National Labor Relations Act which are brought before the National Labor Relations Board; or (3) as otherwise required by state or federal law. Nothing herein shall prevent me from filing a claim or charge with a federal, state, or local administrative agency such as the Equal Employment Opportunity Commission, National Labor Relations Board, Department of Labor, or similar agency (although if I choose to pursue a claim following the exhaustion of such administrative remedies, that claim would be subject to the provisions of this Agreement). Pending resolution of any claim covered by this Agreement, any party may request that a court of competent jurisdiction grant interim measures of protection: (1) to preserve the status quo pending resolution of such claim; (2) to prevent the destruction of documents and other information or things related to the claim; (3) to prevent the transfer, dissipation or hiding of assets; and/or (4) in aid of arbitration. A request for such interim relief to a judicial authority shall not be deemed incompatible with or a waiver of the right to arbitrate. The Arbitrator shall, once appointed, have the authority to modify any interim relief granted by a court. Any arbitration under this Agreement shall be in accordance with the National rules for the Resolution of Disputes of the American Arbitration Association ("AAA") in effect at the time of the hearing. EXHIBIT A-8 12 The Arbitrator shall have the authority to award any and all damages otherwise recoverable in a court of law. The Arbitrator shall not have the authority to add to, subtract from or modify any of the terms of this Agreement. Judgment on any award rendered by the Arbitrator may be entered and enforced by any court having jurisdiction thereof. The Company shall be responsible for the Arbitrator's fees and expenses. Each party shall be responsible for paying its own other costs for the arbitration, including, but not limited to, attorneys' fees, witness fees, transcript fees, or other litigation expenses that would otherwise be required in a court action. I shall not be required to pay any type or amount of expense if such requirement would invalidate this agreement or would otherwise be contrary to the law as it exists at the time of the arbitration. In addition to any other requirements imposed by law, the Arbitrator selected shall be a qualified individual to whom the parties mutually agree, and shall be subject to disqualification on the same grounds as would apply to a judge of a court in the jurisdiction in which the arbitration takes place. All rules of pleading (including the right of demurrer and motion to dismiss), all rules of evidence, all rights to resolution of the dispute by means of motions for summary judgment, and judgment on the pleadings, shall apply and be observed. Resolution of the dispute shall be based solely upon the law governing the claims and defenses pleaded, and the Arbitrator may not invoke any basis (including but not limited to, notions of "just cause") other than such controlling law. The Arbitrator shall have the immunity of a judicial officer from civil liability when acting in the capacity of an Arbitrator, which immunity supplements any other existing immunity. Likewise, all communications during or in connection with the arbitration proceedings are privileged in accordance with the applicable rule in the jurisdiction in which the arbitration takes place. Awards shall include the Arbitrator's written reasoned opinion. I understand and agree that all claims against the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) must be brought in my individual capacity and not as a plaintiff or class member in any purported class, collective or representative proceeding. I understand that there is no right or authority for any dispute to be heard or arbitrated on a collective action basis, class action basis, representative action basis, as a private attorney general, or on bases involving claims or disputes brought in a representative capacity on behalf of the general public, on behalf of other Company employees (or any of them) or on behalf of other persons alleged to similarly situated. I understand that there are no bench or jury trials and no class actions or representative actions permitted under this Agreement. The Arbitrator shall not consolidate claims of different employees into one proceeding, nor shall the Arbitrator have the power to hear arbitration as a class action, collective action, or representative action. I understand and agree to this binding arbitration provision, and both I and the Company give up our right to trial by jury of any claim I or the Company may have against each other. I agree that I have been given the opportunity to fully review the terms of this Agreement. I understand the terms of this Agreement and freely and voluntarily sign it. This Agreement shall survive the termination of any independent contractor relationship or any other relationship with the Company for any reason. It can only be revoked or modified in writing signed by both parties that specifically states intent to revoke or modify this Agreement. EXHIBIT A-8 12 COMPANY:; Signed By: 4 puble INDEPENDENT CONTRACTOR: Signed By ICR Print Name: Isort D GEDOM Date: 615117 po Date: EXHIBIT A-8 12 AJIENOT Àgreement Any and all claims or controversies arising out of or relating to 1177 cnploynient, tlle Terminaton thereof, or oilet wise arising between me and Act Fast Delivery of Travis Co., Ilic and/or any of its subsidiaries or affiliations (collectively tie "Company". shall. in lieu of a jury or other civil trial, be settied by final and binding arbitration beiore a lleutnal arbitrator (ille "Arbitrator'). This agreement to arbitrate includes any clairn LISPUITE, or com\OVETSY that eitler I may have against tie Company (or its owners, directors, officers, managers, anuplovees, agents, and parties affiliated with its employee benefit and healih plans) or the Company (or its owners, direcīOIS, Oficers, managers, anıployees, agents, and parties affiliated with its cilpioyee benefit and health plaus) may have againıst me, arising from, related to, or having any relationship or connecžion Watsoever witīt my incependent contractor agreement or relalionship with the Company - or any other association or relationsind wid the Company law Bxcept as noted below, included within the scope of this Agacement are all uspulcs, whether based on LOIt contract (express or implied), statute (including: DLL DOL limited to, any claims of breach of contract, wrongful temination, discriminadon and arassment, unipaid compensation of any land whether they be based on applicable state W or cederal law, including any laws prolibiáng disaiminacion, the Fair Labor Standards Act, or any other state or federal law or regulation, cquitable law, OL OTOCIWISC. 112€ parties also agree to submit clairus to the Arbitrator regarding issues of arbīwability. tite validity. scope, and enforceability of this Agreement tie arbitrator's JW'Isdicion, as well as any gateway, tvasitold, or any other challenges to this Agreement, inclading olaims that this Agreement is conscionable. Claims not coverei under this Agreement are claims: (I) for workers' compensation undar applicable state lawe 2) arising under the National Labor Relations AC! Wijch are brought before the National Labor Relations Board; or (3) as oherwise required by state or federal law. Nothing herein sizsil prevent me thon Tilme a bike charge with a federal, state, or local aciministrative agency such as the loss o Opportunity Commission. Nariezel Labor Rent similar agency (although I choose to pursue a claim following the exhaustion of such adininistrativa Temedies, that claim would be subject to the PTOVISIODS O mis Agiecnie). Pending resolution of any claim covered by this Agreenient, any party may lequest that a court of competent jurisdiction grant interini measures of protection: (to proseive the status quo panding resoluñon of such clainı; (2) to prevent de destrucion of dacudicats and other information or things related to the claiii: (3) to prevent cite transfer. dissipation or luiding of assets: andiar (4) in aid of arbitration. A request 201 3uch interim relief to a judicial authority shall not be cicemed inconipatible with or a waiver of the right to arbitate. The Arbitrator shall once appointed lave ille anilzority l'o modify any interim relief granted by a couTL Any arbitration under this Agreemeni sīail be in accordance with the Nadoda! rules for tīze Resolution of Disputes of the American Arbitration Associacion ("AAA") in =čaci at ilze tine of ile bearing. EXHIBIT A-9 12 The AIDILATCI shall have the authority to award any and all daniages oïhcmwise TECOverable in a cout of law. The Atlit'alar shall not have the authority to add to SLIOTECT Tom or modify any of the terms of this Agreement. Judgment on any award cendered by the Arbitator may be chisted and enforced by any cont having jurisdiction TIETOI. The Company shall be responsible for the Arbitrator's fees and expenses. Each party shall be responsible for paying its own other costs for the arbitration, including, bui zlotaired to, aitomneys' fees, witness ides, transCTIDL fces, or other liūgaiion CapeNSES that would otherwise be required in a couri acúom. I salī not be required to pay any type OT anaount of skuense if sucha teguTEMEII would invalidate itīs agreemIT OT would otharwise be contrary to ille law as eisis at the time of the abiman0D- m. 2ddiccn ia any other regnarements imposed by law, the ArbIitator selected shall be a qualified individual to whom he parties tautually agize, and shall be subject to disqualitīcañon on the same gomds as would apply to a judgs of a Com I The jurisdiction in waich the arbitration talces place. ATI Tules of pleading (michuding the night OT (Sumer and motion to äsmiss), all rules of svidence, alī nghis to Tesolution of the LISpuie by means of motions for summary judgment, and judgment on the pleadings, shall apply and be observed Resolution of ine dispats shall be based solely upon the law COTsining the claims and defenses pleaded and the Arbitrator may not invoice any basis inciding but not limited to, motions of just cazse") other than such controlling lani. The AIVITATOR Slialſ have the immimity of a judicial oficer com civil liabilīty when acing.in illa capacity of an Arbitrator, which immunity supplements any other existing immunity. Lillswise, all communications during or in connecãon with the arbitation proceedings U8 pulvileged in accordance with ihe applicable inie in the jurisdiction in which the arbitration taites place. Awards shall include the ArdiaTOI'S WIILLED Teasoned ODMIOD. Saborai, o On Dasos inolvitas set 09118PELOS OROLOM I mderstand and agree that all claims against the Company (or S OWDGI'S, directors, of cos, managers, employees, agents, and parties afiliated with its employee bsnait and Izealth plans) must be brought in my individual capacity and not as a plainifi no 1 any purported class, collective or representative proceeding. I Wuasan Thaí iliere is no right or anotiv for anv disintie to be heard o arbitzated OLS OGLLECTVS action basis, class accoz basis disnes brorchi in a agcoacta master basis as 2 private toon presentative capachy om baizait of the general public, on behalf of owner Company employees (o any of them) OP on behalf of oilast Dousons alleged to similarly situated. I wderstand that there are no bgach or jury trials and no class actions of IEPIessatative actions peu de 5 Agicoment The Arbitrator shall not consolidate claims of different employees into one proceeding, nor shall the Arbitrator have the power to hear arbitration as a class action, collective action. Or LAPTESSiative action. I zderstand and agres D e Bathug arbitration provision, amoi ih I and ihe Corgany give up our right is what by rury Di 2my siaim I an* tãe Comagamy say have against sasii olie.. 2 42LEA LLALL I agree that I have been given the opportunity to fly lovícW the terms of illis Agreement. I understand the terms of this Agreement and freely and voluntarily sąT TT This Agreement słali su vive the termination of any indapeadent contractor CLALORSTUP or any other relationsinip with the Company for any zeason. I can only be evolved or modified in Wöng signed by both panies that specifically states inicnt to LEVOLE OT modify this Agreement EXHIBIT A-9 12 Approval FOC Arlitation Agreement COMPANY INDEPENDENT CONTRACT ACT FAST DELIVERY OF TRAVIS CODBA LE Local Signature Print Red Carmichael Ponte Senenea R READICE) Debo 1089/18 Date Date 12.4.18 Date EXHIBIT A-9 12 12. Plaintiffs Yuvannda Watson and Karen Lawson's primary duty was to supervise or otherwise manage other independent contractors making local deliveries. 13. A strike by the Plaintiffs would be an inconvenience for the Defendants and for Defendants' customers. However, a strike would not disrupt interstate commerce as Plaintiffs only make local deliveries for the Defendants. Further, Defendants use many other independent contractors and are not reliant on any one group of independent contractors. As a logistics company, having to find replacement couriers or subcontracting work to another delivery company is a regular and common part of Defendants' business. I declare under penalty of perjury that the foregoing is true and correct. Executed on October 2, 2019. 28 U.S.C. § 1746. Chi en Act Fast Delivery, Inc. By: John Jackson, General Counsel Declaration of John Jackson Page 3 of 3 EXHIBIT A 12 #485626 Arbitration Agreement Any and all claims or controversies arising out of or relating to my employment, the termination thereof, or otherwise arising between me and Act Fast Delivery of Texas and/or any of its subsidiaries or affiliations (collectively the "Company") shall, in lieu of a jury or other civil trial, be settled by final and binding arbitration before a neutral arbitrator (the "Arbitrator"). This agreement to arbitrate includes any claim, dispute, or controversy that either I may have against the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) or the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) may have against me, arising from, related to, or having any relationship or connection whatsoever with my independent contractor agreement or relationship with the Company, or any other association or relationship with the Company Except as noted below, included within the scope of this Agreement are all disputes, whether based on tort, contract (express or implied), statute (including, but not limited to, any claims of breach of contract, wrongful termination, discrimination and harassment, unpaid compensation of any kind, whether they be based on applicable state law or federal law, including any laws prohibiting discrimination, the Fair Labor Standards Act, or any other state or federal law or regulation, equitable law, or otherwise. The parties also agree to submit claims to the Arbitrator regarding issues of arbitrability, the validity, scope, and enforceability of this Agreement, the arbitrator's jurisdiction, as well as any gateway, threshold, or any other challenges to this Agreement, including claims that this Agreement is unconscionable. Claims not covered under this Agreement are claims: (1) for workers' compensation under applicable state law; (2) arising under the National Labor Relations Act which are brought before the National Labor Relations Board; or (3) as otherwise required by state or federal law. Nothing herein shall prevent me from filing a claim or charge with a federal, state, or local administrative agency such as thc Equal Employment Opportunity Commission, National Labor Relations Board, Department of Labor, or similar agency (although if I choose to pursue a claim following the exhaustion of such administrative remedies, that claim would be subject to the provisions of this Agreement). Pending resolution of any claim covered by this Agreement, any party may request that a court of competent jurisdiction grant interim measures of protection: (1) to preserve the status quo pending resolution of such claim; (2) to prevent the destruction of documents and other information or things related to the claim; (3) to prevent the transfer, dissipation or hiding of assets, and/or (4) in aid of arbitration. A request for such interim relief to a judicial authority shall not be deemed incompatible with or a waiver of the right to arbitrate. The Arbitrator shall, once appointed, have the authority to modify any interim relief granted by a court. Any arbitration under this Agreement shall be in accordance with the National rules for the Resolution of Disputes of the American Arbitration Association ("AAA") in effect at the time of the hearing. EXHIBIT A-1 12 Arbitration Agreement Any and all claims or controversies arising out of or relating to my employment, the termination thereof, or otherwise arising between me and Act Fast Delivery of Texas and/or any of its subsidiaries or affiliations (collectively the "Company") shall, in lieu of a jury or other civil trial, be settled by final and binding arbitration before a neutral arbitrator (the "Arbitrator"). This agreement to arbitrate includes any claim, dispute, or controversy that either I may have against the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) or the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) may have against me, arising from, related to, or having any relationship or connection whatsoever with my independent contractor agreement or relationship with the Company, or any other association or relationship with the Corrpany. Except as noted below, incluced within the scope of this Agreement are all disputes, whether based on tort, contract (express or implied), statute (including, but not limited to, any claims of breach of contract, wrongful termination, discrimination and harassment, unpaid compensation of any kind, whether they be based on applicable state law or federal law, including any laws prohibiting discrimination, the Fair Labor Standards Act, or any other state or federal law or regulation, equitable law, or otherwise. The parties also agree to submit claims to the Arbitrator regarding issues of arbitrarily, the validity, scope, and enforceability of this Agreeinent, the arbitrator's jurisdiction, as well as any gateway, threshold, or any other challenges to this Agreement, including claims that this Agreement is unconscionable. Claims not covered under tus Agreement are claims: (1) for workers' compensation under applicable state law; (2) arising under the National Labor Relations Act which are brought before the National Labor Relations Board; or (3) as otherwise required by state or federal law. Nothing herein shall prevent me from filing a claim or charge with a federal, state, or local administrative agency such as the Equal Employment Opportunity Commission, National Labor Relations Board, Department of Labor, or similar agency (although if I choose to pursue a claim following the exhaustion of such administrative remedies, that claim would be subject to the provisions of this Agreement). Pending resolution of any clain covered by this Agreement, any party may request that a court of competent jurisdiction grant interim measures of protection: (1) to preserve the status quo pending resolution of such claim; (2) to prevent the destruction of documents and other information or things related to the claim; (3) to prevent the transfer, dissipation or hiding of assets; and/or (4) in aid of arbitration. A request for such interim relief to a judicial authority shall not be deemed incompatible with or a waiver of the right to arbitrate. The Arbitrator shall, once appointed, have the authority to modify any interim relief granted by a court. Any arbitration under this Agreement shall be in accordance with the National rules for the Resolution of Disputes of the American Arbitration Association ("AAA") in effect at the time of the hearing- EXHIBIT A-10 12 The Arbitrator shall have the authority to award any and all damages otherwise recoverable in a court of law. The Arbitrator shall not have the authority to add to, subtract from or modify any of the terms of this Agreement. Judgment on any award rendered by the Arbitrator may be entered and enforced by any court having jurisdiction thereof. The Company shall be responsible for the Arbitrator's fees and expenses. Each party shall be responsible for paying its own other costs for the arbitration, including, but not limited to, attorneys' fees, witness fees, transcript fees, or other litigation expenses that would otherwise be required in a court action. I shall not be required to pay any type or amount of expense if such requirement would invalidate this agreement or would otherwise be contrary to the law as it exists at the time of the arbitration. In addition to any other requirements imposed by law, the Arbitrator selected shall be a qualified individual to whom the parties mutually agree, and shall be subject to disqualification on the same grounds as would apply to a judge of a court in the jurisdiction in which the arbitration takes place. All rules of pleading (including the right of demurrer and motion to dismiss), all rules of evidence, all rights to resolution of the dispute by means of motions for summary judgment, and judgment on the pleadings, shall apply and be observed. Resolution of the dispute shall be based solely upon the law governing the claims and defenses pleaded, and the Arbitrator may not invoke any basis (including but not limited to, notions of "just cause") other than such controlling law. The Arbitrator shall have the immunity of a judicial officer from civil liability when acting in the capacity of an Arbitrator, which immunity supplements any other existing immunity. Likewise, all communications during or in connection with the arbitration proceedings are privileged in accordance with the applicable rule in the jurisdiction in which the arbitration takes place. Awards shall include the Arbitrator's written reasoned opinion. I understand and agree that all claims against the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) must be brought in my individual capacity and not as a plaintiff or class member in any purported class, collective or representative proceeding. I understand that there is no right or authority for any dispute to be heard or arbitrated on a collective action basis, class action basis, representative action basis, as a private attorney general, or on bases involving claims or disputes brought in a representative capacity on behalf of the general public, on behalf of other Company employees (or any of them) or on behalf of other persons alleged to similarly situated. I understand that there are no bench or jury trials and no class actions or representative actions permitted under this Agreement. The Arbitrator shall not consolidate claims of different employees into one proceeding, nor shall the Arbitrator have the power to hear arbitration as a class action, collective action, or representative action. I understand and agree to this binding arbitration provision, and both I and the Company give up our right to trial by jury of any claim I or the Company may have against each other. I agree that I have been given the opportunity to fully review the terms of this Agreement. I understand the terms of this Agreement and freely and voluntarily sign it. This Agreement shall survive the termination of any independent contractor relationship or any other relationship with the Company for any reason. It can only be revoked or modified in writing signed by both parties that specifically states intent to revoke or modify this Agreement. EXHIBIT A-10 12 COMPANY: 2 Signed By R oberts INDEPENDENT CONTRACTOR; Signed By IC: //illachliate Print Name: Linah I bo Date:_413112 Date: _437 EXHIBIT A-10 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT State of TEXAS County of Independent Contractor Agreement This Agreement made this day of June, 2014 between Act Fast Delivery of Texas, Inc., PO Box 65199, San Antonio, Texas 78265 ("Company'') and Dandru pruh whose address is Oksicle R. Cedar Hill TX 75704 ("Contractor'). Whereas, Company is a delivery service, operating in the Dallas/Ft. Worth Commercial Zone. Whereas, Contractor is engaged in the business of making deliveries in the Dallas/Ft. Worth Commercial Zone; Now, therefore, in consideration of the mutual agreements contained herein, the parties hereby agree as follows: 1. Agreement. Contractor agrees to furnish the equipment more specifically described in Exhibit 1, ("Equipment"), together with drivers and all necessary labor, to pick-up, transport, and deliver, such cargo as Company may from time to time make available to Contractor. 2. Term. This agreement shall be effective on this date, and shall continue for periods of one (1) year each from the date hereof, until terminated by either party pursuant to this Agreement. 3. Equipment Usage. A. Contractor is not required to purchase or rent any products, equipment or services from Company, B. Company must always approve all drivers. Company may charge a reasonable fee for the cost of investigating, testing, and processing the driver. 4. Compensation of Contractor. A. In consideration for Contractor's performance, Company agrees to pay Contractor the compensation set forth in Exhibit 2. B. Contractor shall be paid for each delivery made by contractor. Payment shall be made six (6) working days after the 15th of each month and six (6) working days after the last working day of each month, after company receives all required documents. C. Company is authorized to withhold payment to Contractor until Company has received all required documents for each delivery. D. Required documents means the following: all signed receipts; bill of lading; documentation required by shipper; copies of manifest for all work performed; evidence of proper delivery; and such other documents as may be required by the Interstate Commerce Commission, the Department of Transportation, or other governmental authority. EXHIBIT B-1 12 ACT FAST DELIVERY OF TEXS, INC. INDEPENDENT CONTRACTOR AGREEMENT Executed and effective on the 19 day of June 2014. CONTRACTOR: (Company Name) Baker Delivery Service Br. Sandra Pruitt Name: Sandra Print Title: Owner/Operator COMPANY: ACT FAST DELIVERY OF TEXAS, INC. By: ___ Name: Gerard St Jean Title: Branch Manager EXHIBIT B-1 12 EXHIBIT 1 EQUIPMENT DESCRIPTION Vehicle No. 1 MAKE: Chevrolet MODEL: venture TYPE: SERIAL NO.: ENGINE SERIAL NO.: Vehicle No. 2 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: Vehicle No. 3 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: EXHIBIT B-1 12 EXHIBIT 2 COMPENSATION SCHEDULE 1. Company shall pay Contractor forty percent (40%) of the gross revenue obtained by Company for the delivery by Contractor per delivery, less any charges for rental equipment. 2. Contractor is responsible for payment of drivers and others used in its operation; and 3. Under no circumstances will any check be issued in the name of any person or entity other than Contractor. NEGOTIATED, READ, UNDERSTOOD, AND AGREED to this the 19 day of OW, 2014, cerebralker Deliveny Service (Company Name) Dr. Sandra Pruit Name: Sandra Prullat Title: Owner/Operator EXHIBIT B-1 12 INDEPENDENT CONTRACTOR AGREEMENT It is understood that I am fully aware and understand that my services at Act Fast Delivery of Texas, Inc. are as an independent contractor and not as an employee. Therefore, I will be responsible for all real or personal taxes, federal taxes, state taxes, social security withholding taxes, and any and all other taxes that may arise. There are no unemployment insurance benefits, workman compensation benefits, or any other types of benefits or insurance that I may be entitled to receive. I fully understand and agree to the following statement and that I am self- employed and an independent contractor. Baker Delivery Service Sandra Pruitt NAME OF SELF-EMPLOYED/ INDEPENDENT CONTRACTOR andra Imas SIGNATURE 6 1914 6-190 ACT FAST DELIVERY OF TEXAS, INC. DATE EXHIBIT B-1 12 ACT FAST DELIVERY OF TYLER, INC. INDEPENDENT CONTRACTOR AGREEMENT State of TEXAS County of Smith Independent Contractor Agreement This Agreement made this 128 day of February, 2012 between Act Fast Delivery of Tyler, Inc., PO Box 34276, San Antonio, Texas 78265 ("Company") and Lawson's Delivery Service _whose address is 2802 Calloway Pd Tyler TX 75707 ("Contractor"). Whereas, Company is a delivery service, operating in the State of Texas. Whereas, Contractor is engaged in the business of making deliveries in the State of Texas; Now, therefore, in consideration of the mutual agreements contained herein, the parties hereby agree as follows: 1. Agreement. Contractor agrees to furnish the equipment more specifically described in Exhibit 1, ("Equipment"), together with drivers and all necessary labor, to pick-up, transport, and deliver, such cargo as Company may from time to time make available to Contractor. 2. Term. This agreement shall be effective on this date, and shall continue for periods of one (1) year each from the date hereof, until terminated by either party pursuant to this Agreement. 3. Equipment Usage. A. Contractor is not required to purchase or rent any products, equipment or services from Company. B. Company must always approve all drivers. Company may charge a reasonable fee for the cost of investigating, testing, and processing the driver. 4. Compensation of Contractor. A. In consideration for Contractor's performance, Company agrees to pay Contractor the compensation set forth in Exhibit 2. B. Contractor shall be paid for each delivery made by contractor. Payment shall be made six (6) working days after the 15th of each month and six (6) working days after the last working day of each month, after company receives all required documents. C. Company is authorized to withhold payment to Contractor until Company has received all required documents for each delivery. D. Required documents means the following: all signed receipts; bill of lading; documentation required by shipper; copies of manifest for all work performed; evidence of proper delivery; and such other documents as may be required by the Interstate Commerce Commission, the Department of Transportation, or other governmental authority. EXHIBIT B-2 12 ACT FAST DELIVERY OF TYLER, INC. INDEPENDENT CONTRACTOR AGREEMENT 5. Advances. Company shall make NQ advances to Contractor or Contractor's authorized agent or employees. 6. Right to Offset. A. Company may withhold sums necessary to reimburse Company for expenses paid by Company for which Contractor is liable or responsible, including without limitation, the cost of licenses, permits of all types, costs, damages, services, and, if applicable, insurance coverage provided through Company. B. Company may withhold an amount sufficient to pay Company for loss due to delay, shortage, damage, or other losses or damages as noted on delivery receipts, or other information available to Company. C. Any shorts and/or damages as a result of Contractor's negligence or driver failure to obtain proper notations will be charged back to Contractor. D. Company will provide Contractor with a written explanation and itemization of any such deductions, prior to the time that they are made. 7. Failure to Complete Delivery. A. If, for any reason, Contractor fails to complete any delivery, abandons any cargo, or otherwise subjects Company to any liability from shippers or government agencies because of the acts and omissions of Contractor, Company shall have the right to complete the delivery, and to hold Contractor, liable for any and all costs and other damages. B. Contractor hereby waives any recourse against Company for such action and agrees to indemnify and hold Company harmless for all costs and expenses to complete the transportation, and to pay Company any damages for which company may be liable to shipper arising out of such breach. 8. Contractor's Obligation. A. Contractor recognizes that Company's business is subject to regulation by various state and local government authorities. Contractor shall be solely responsible for satisfying these regulatory requirements, subject at all times to verification by company by: I. Maintaining the Equipment in the state of repair required by all applicable regulations. II. Operating the Equipment in conformation with all applicable regulations. III. Only using approved drivers, qualified under all applicable regulations, to operate the Equipment. IV. Preparing and maintaining, all documents required under all applicable regulations. V. Conducting delivery services in accordance with all applicable regulations. B. Contractor shall solely determine the means and methods of performance of all services under this Agreement, including without limitations: 1. Obtaining, setting of wages, hours, and working conditions; adjusting grievance; supervising, training, disciplining, and dismissal of all drivers, driver's helper and others necessary for the performance of Contractor's obligations under this Agreement. All drivers, driver's helpers, and others are not the employees of Company. II. Providing, selecting, purchasing, financing, and maintaining the Equipment; and III. Selecting routes to be used in making the deliveries. C. Contractor shall pay all costs and expenses associated with the operation of the Equipment, including, without limitations: I. The cost of fuel, Equipment maintenance and lubrication; permits and licenses; and all ferries, fines, and tolls; EXHIBIT B-2 12 ACT FAST DELIVERY OF TYLER, INC. INDEPENDENT CONTRACTOR AGREEMENT II. All taxes including, but not limited to, withholding taxes, social security taxes, unemployment insurance, fuel taxes, mileage taxes, road taxes, Equipment taxes, federal highway use taxes, and any and all other local, state, or federal taxes which may be assessed on account for contractor's drivers, driver's helpers or others, or on the account of the Equipment or any operation thereof; III. All dock charges, pick-up and delivery charges, storage charges, cartage charges and all other charges incident to the transfer of any cargo from the Equipment to any other Equipment regardless of the cause or reason for such transfer. IV. All expenses incidents to accidents, mechanical breakdowns, or any other charges incurred in connection with making delivery of cargo following an accident or mechanical breakdown, including the cost of hiring replacement Equipment; V. All fines; and VI. The cost of loading and unloading of cargo to and from the Equipment. D. It is Contractor's responsibility to inspect all Equipment and cargo on each trip. It is Contractor's responsibility to get notations on the freight bills, and/or dock delivery receipts as to any damages to any Equipment and cargo. E. In the event of an accident related to work as an independent contractor, no matter how minor, Contractor and driver must notify Company's dispatch or safety department immediately. Contractor shall prepare a formal written report immediately after an accident, and further agrees to make those involved in such accident available to Company for assistance in the preparation of any claims or reports required by the Company. F. When requested to do so by the Company, Contractor shall collect for all charges due from all shippers or consignees for deliveries made, and shall properly account for and pay them over to Company. Contractor shall return to Company all cargo for which Contractor cannot collect. Contractor shall accept only cash, or cashier's check, unless authorized in writing by Company. G. Contractor shall promptly report any overage, shortage, or damage to, or undelivered cargo and shall dispose of such cargo as directed by Company. 9. Termination. A. This Agreement shall continue in effect for the period specified above unless cancelled by either party by giving five (5) days prior written notice. B. In the event either party commits a breach of any term of this Agreement, the other party shall have the right to terminate this Agreement immediately and to hold the party committing the breach liable for damages, including the attorney's fees and court costs. C. Company may immediately terminate this Agreement in the event Contractor, its employees, agents, or servants, violates the safety rules or regulations of any government agency. 10. Insurance. A. Contractor, at its expense, shall maintain vehicle liability and property damage insurance in amounts no less than that required by law. B. Contractor shall pay, at its expense, and cargo coverage. C. Contractor will provide Company with proof of insurance once a year. D. If contractor fails to obtain or keep required insurance in force, or if Contractor fails to furnish evidence of such coverage as required, Company shall have the right to obtain such coverage on Contractor's behalf. Charges for such insurance may be deducted from any compensation due to Contractor. EXHIBIT B-2 12 ACT FAST DELIVERY OF TYLER, INC. INDEPENDENT CONTRACTOR AGREEMENT E. Contractor hereby authorizes Company, or its insurers, to act as Contractor's exclusive agent for the purpose of settling any and all claims made against Company arising out of the operation of the Equipment. 11. Indemnification Clause. A. In further consideration, Contractor will indemnify and save harmless Company, and its agents, employees, officers, directors, shareholders, and insurance carriers against any and all liability, loss damages, cost and medical expenses, and all other expenses of any kind or description, including attorney's fees and investigative costs, which company and its agents, employees, officers, directors, shareholders, and insurance carriers may incur, or be required to pay, and against any and all claims or suits for damages, personal injuries (including death) or claims which may be asserted against Company and its agents, employees, officers, directors, shareholders, and insurance carriers by any persons, firm or corporation, including claims which may be asserted against Company's either by its own employees of Contractor or others whether for workman's compensation, in tort or otherwise in any manner resulting from or arising out of the operations of Contractor. B. Contractor shall indemnify and be liable to company for any loss or damage to third persons or property, which results from the operations of Contractor. C. Contractor agrees to further indemnify and save Company harmless against any liability for premiums, contributions, or taxes payable under any workman's compensation, disability benefits, old age benefits, or tax withholding for which Company shall be finally adjudged as an employer with respect to any employees or Contractor or incurred as a result of the acts of Contractor or the acts of employees of Contractor. D. Contractor shall be responsible for any claims for shortage, loss, delay in delivery of, or damage to cargo transported by Contractor where an insurance claim for such loss is denied because of actions taken or not taken by Contractor, or where such loss occurs as a result of Contractor's negligent or willful misconduct or failure to act. Contractor shall be solely liable for all damages as a result of any dishonesty by Contractor or its employees. 12. Contractor's Payment of Taxes. A. Contractor has sole responsibility for all withholding and employment taxes due to federal, state, or local governments on account of drivers, driver's helpers, and others used by Contractor. B. Contractor shall file all federal, state, and local income, withholding, employment, and federal highway use tax forms and returns which may be required on account of its operations as required, and to pay all taxes and contributions owed as required. C. Contractor shall furnish Company with evidence of compliance with all applicable tax upon request. 13. Confidentiality. A. Contractor acknowledges that all information concerning the business practices and procedures of Company, the names and addresses of Company's customers, and any other information made known by Company to Contractor pursuant to the terms of this Agreement is of a confidential nature, and any disclosure or use by Contractor, except for the purpose of fulfilling this Agreement, may involve serious harm or damage to Company. B. Contractor agrees that it will not use or employ such information, either whole or in part, or transmit any such information through or to any other party. EXHIBIT B-2 12 ACT FAST DELIVERY OF TYLER, INC. INDEPENDENT CONTRACTOR AGREEMENT C. This duty of confidentiality will not apply to information which is or becomes publicly available through any source other than Company, as disclosed to Company by any other party, or which Company is required to disclose pursuant to any law, regulation, or court order. D. Upon request, Contractor will return any records, documents, or memoranda furnished to it by Company, will neither make nor retain any copy, reproduction, or record thereof. This duty will continue for a period of one (1) year from date of termination. 14. Entire Agreement. A. This Agreement, including all exhibits, constitutes the entire agreement and understanding between the parties. B. This Agreement shall not be modified, altered, changed, or amended in any respect unless in writing and signed by both parties. C. This Agreement supersedes any other agreement between the parties in force on the date of execution of this Agreement. 15. Relationship of Parties. A. This Agreement does not establish an employee-employer relationship between you and company or between any of your personnel and the company. You are an independent contractor and you alone are responsible for the supervision, compensation, and other benefits of your personnel and yourself. B. Neither Contractor, nor its employees, is to be considered employees of Company at any time under any circumstances for any purpose. C. Neither party is an agent of the other and neither party shall have the right to bind the other except as herein specifically provided. D. Contractor may provide similar services to others during the term of this Agreement. E. Company may use others to provide similar services during the terms of this Agreement. 16. Assignment. This Agreement may not be assigned to any other party without the express written consent of all parties. 17. Notices. Any notice to be given shall be in writing, and delivered either by hand, facsimile, e-mail, or by certified mail return receipt requested at the addresses of both notice is effected upon actual receipt. 18. Governing Law. This Agreement shall be governed by the laws of the State of Texas, both as to interpretation and performance. EXHIBIT B-2 12 ACT FAST DELIVERY OF TYLER, INC. INDEPENDENT CONTRACTOR AGREEMENT Executed and effective on the 28th day of Febriand, 2012. CONTRACTOR: (Company Name) Lawson's Delivery Service By: Karen Lawson Name: Karen Kauron BY Name on Title: Owner/Operator COMPAN IST D: COMPANY: ACT FAST DELIVERY OF TYLER, INC. Dr. Ronnie Obull Name: Ronnie ARNOLD т. ба. балалары Name: Title: EXHIBIT B-2 12 EXHIBIT 1 EQUIPMENT DESCRIPTION Vehicle No. 1 MAKE: "Toyota MODEL: Haris TYPE: Sedan SERIAL NO.: ENGINE SERIAL NO.: Vehicle No. 2 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: Vehicle No. 3 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: EXHIBIT B-2 12 EXHIBIT 2 COMPENSATION SCHEDULE 1. Company shall pay Contractor fifty percent (50%) of the gross revenue obtained by Company for the delivery by Contractor per delivery, less any charges for rental equipment. 2. Contractor is responsible for payment of drivers and others used in its operation; and 3. Under no circumstances will any check be issued in the name of any person or entity other than Contractor. NEGOTIATED, READ, UNDERSTOOD, AND AGREED to this the 28** day of Febuar, 2012. CONTRACTOR: (Company Name) Lawson's Delivery Service By: Karen Lauson nomer Karia Lawson Nam Title: Owner/Operator EXHIBIT B-2 12 INDEPENDENT CONTRACTOR AGREEMENT It is understood that I am fully aware and understand that my services at Act Fast Delivery of Tyler, Inc. are as an independent contractor and not as an employee. Therefore, I will be responsible for all real or personal taxes, federal taxes, state taxes, social security withholding taxes, and any and all other taxes that may arise. There are no unemployment insurance benefits, workman compensation benefits, or any other types of benefits or insurance that I may be entitled to receive. I fully understand and agree to the following statement and that I am self- employed and an independent contractor. haven Lawson NAME OF SELF-EMPLOYED/ INDEPENDENT CONTRACTOR Aaren SIGNATURE aurson 2-28 12 DATE 2/29/2012 Lonno ACT FAST DELIVERY OF TYLER, INC. DATE EXHIBIT B-2 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT State of TEXAS County of Independent Contractor Agreement This Agreement made this _A-M day of 12/4 2015 between Act Fast Delivery of Texas, Inc., 2100 N. Hwy 360 Ste.1005, Grand Prairie, Texas 75050 ("Company") and whose address is ("Contractor'). IC Company Name ÄYAN NUR 4955 SHORTHORX - Axlu Ct #435 Grandpavie Tx 75052 IC Company Address, IC Signature Contractor Whereas, Company is a delivery service, operating in the Dallas/Fort Worth Commercial Zone. Whereas, Contractor is engaged in the business of making deliveries in the Dallas/ Ft. Worth Commercial Zone; Now, therefore, in consideration of the mutual agreements contained herein, the parties hereby agree as follows: 1. Agreement. Contractor agrees to furnish the equipment more specifically described in Exhibit 1, ("Equipment"), together with drivers and all necessary labor, to pick-up, transport, and deliver, such cargo as Company may from time to time make available to Contractor. 2. Term. This agreement shall be effective on this date, and shall continue for periods of one (1) year each from the date hereof, until terminated by either party pursuant to this Agreement. 3. Equipment Usage. A. Contractor is not required to purchase or rent any products, equipment or services from Company. B. Company must always approve all drivers. Company may charge a reasonable fee for the cost of investigating, testing, and processing the driver. 4. Compensation of Contractor. A. In consideration for Contractor's performance, Company agrees to pay Contractor the compensation set forth in Exhibit 2. B. Contractor shall be paid for each delivery made by contractor. Payment shall be made six (6) working days after the 15th of each month and six (6) working days after the last working day of each month, after company receives all required documents. C. Company is authorized to withhold payment to Contractor until Company has received all required documents for each delivery. D. Required documents means the following: all signed receipts; bill of lading; documentation required by shipper; copies of manifest for all work performed; evidence of proper delivery; and such other documents as may be required by the Interstate Commerce Commission, the Department of Transportation, or other governmental authority, Axle IC Signature: - Date: 12/4/15 EXHIBIT B-3 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT 5. Advances. Company shall make NO advances to Contractor or Contractor's authorized agent or employees. 6. Right to Offset. A. Company may withhold sums necessary to reimburse Company for expenses paid by Company for which Contractor is liable or responsible, including without limitation, the cost of licenses, permits of all types, costs, damages, services, and, if applicable, insurance coverage provided through Company. B. Company may withhold an amount sufficient to pay Company for loss due to delay, shortage, damage, or other losses or damages as noted on delivery receipts, or other information available to Company. C. Any shorts and/or damages as a result of Contractor's negligence or driver failure to obtain proper notations will be charged back to Contractor. D. Company will provide Contractor with a written explanation and itemization of any such deductions, prior to the time that they are made. 7. Failure to Complete Delivery. A. If, for any reason, Contractor fails to complete any delivery, abandons any cargo, or otherwise subjects Company to any liability from shippers or government agencies because of the acts and omissions of Contractor, Company shall have the right to complete the delivery, and to hold Contractor, liable for any and all costs and other damages. B. Contractor hereby waives any recourse against Company for such action and agrees to indemnify and hold Company harmless for all costs and expenses to complete the transportation, and to pay Company any damages for which Company may be liable to shipper arising out of such breach. 8. Contractor's Obligation. A. Contractor recognizes that company's business is subject to regulation by various state and local government authorities. Contractor shall be solely responsible for satisfying these regulatory requirements, subject at all times to verification by company by: I. Maintaining the Equipment in the state of repair required by all applicable regulations. II. Operating the Equipment in conformation with all applicable regulations. III. Only using approved drivers, qualified under all applicable regulations, to operate the Equipment. IV. Preparing and maintaining, all documents required under all applicable regulations, V. Conducting delivery services in accordance with all applicable regulations. B. Contractor shall solely determine the means and methods of performance of all services under this Agreement, including without limitations: 1. Obtaining, setting of wages, hours, and working conditions; adjusting grievance; supervising, training, disciplining, and dismissal of all drivers, driver's helper and others necessary for the performance of Contractor's obligations under this Agreement. All drivers, driver's helpers, and others are not the employees of Company. II. Providing, selecting, purchasing, financing, and maintaining the Equipment; and III. Selecting routes to be used in making the deliveries. C. Contractor shall pay all costs and expenses associated with the operation of the Equipment, including, without limitations: 1. The cost of fuel, Equipment maintenance and lubrication; permits and licenses; and all ferries, fines, and tolls; - Axle IC Signature: _ / Date: 12/4/15 Date: EXHIBIT B-3 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT II. All taxes including, but not limited to, withholding taxes, social security taxes, unemployment insurance, fuel taxes, mileage taxes, road taxes, Equipment taxes, federal highway use taxes, and any and all other local, state, or federal taxes which may be assessed on account for contractor's drivers, driver's helpers or others, or on the account of the Equipment or any operation thereof; III. All dock charges, pick-up and delivery charges, storage charges, cartage charges and all other charges incident to the transfer of any cargo from the Equipment to any other Equipment regardless of the cause or reason for such transfer. IV. All expenses incidents to accidents, mechanical breakdowns, or any other charges incurred in connection with making delivery of cargo following an accident or mechanical breakdown, including the cost of hiring replacement Equipment; V. All fines; and VI. The cost of loading and unloading of cargo to and from the Equipment. D. It is Contractor's responsibility to inspect all Equipment and cargo on each trip. It is Contractor's responsibility to get notations on the freight bills, and/or dock delivery receipts as to any damages to any Equipment and cargo. E. In the event of an accident related to work as an independent contractor, no matter how minor, Contractor and driver must notify Company's dispatch or safety department immediately. Contractor shall prepare a formal written report immediately after an accident, and further agrees to make those involved in such accident available to Company for assistance in the preparation of any claims or reports required by the Company. F. When requested to do so by the Company, Contractor shall collect for all charges due from all shippers or consignees for deliveries made, and shall properly account for and pay them over to Company? Contractor shall return to Company all cargo for which contractor cannot collect. Contractor shall accept only cash, or cashier's check, unless authorized in writing by Company. G. Contractor shall promptly report any overage, shortage, or damage to, or undelivered cargo and shall dispose of such cargo as directed by Company. 9. Termination. A. This Agreement shall continue in effect for the period specified above unless cancelled by either party by giving five (5) days prior written notice. B. In the event either party commits a breach of any term of this Agreement, the other party shall have the right to terminate this Agreement immediately and to hold the party committing the breach liable for damages, including the attorney's fees and court costs. C. Company may immediately terminate this Agreement in the event Contractor, its employees, agents, or servants, violates the safety rules or regulations of any government agency. 10. Insurance. A. Contractor, at its expense, shall maintain vehicle liability and property damage insurance in amounts no less than that required by law. B. Contractor shall pay, at its expense, and cargo coverage. C. Contractor will provide company with proof of Insurance once a year. D. If contractor fails to obtain or keep required insurance in force, or if Contractor fails to furnish evidence of such coverage as required, Company shall have the right to obtain such coverage on Contractor's behalf. Charges for such insurance may be deducted from any compensation due to Contractor. IC Signature: IC Signature: _Alle Date: Date: 12/4/15 EXHIBIT B-3 12 The Arbitrator shall have the authority to award any and all damages otherwise recoverable in a court of law. The Arbitrator shall not have the authority to add to, subtract from or modify any of the terms of this Agreement. Judgment on any award rendered by the Arbitrator may be entered and enforced by any court having jurisdiction thereof. The Company shall be responsible for the Arbitrator's fees and expenses. Each party shall be responsible for paying its own other costs for the arbitration, including, but not limited to, attorneys' fees, witness fees, transcript fees, or other litigation expenses that would otherwise be required in a court action. I shall not be required to pay any type or amount of expense if such requirement would invalidate this agreement or would otherwise be contrary to the law as it exists at the time of the arbitration, In addition to any other requirements imposed by law, the Arbitrator selected shall be a qualified individual to whom the parties mutually agree, and shall be subject to disqualification on the same grounds as would apply to a judge of a court in the jurisdiction in which the arbitration takes place. All rules of pleading (including the right of demurrer and motion to dismiss), all rules of evidence, all rights to resolution of the dispute by means of motions for summary judgment, and judgment on the pleadings, shall apply and be observed. Resolution of the dispute shall be based solely upon the law governing the claims and defenses pleaded, and the Arbitrator may not invoke any basis (including but not limited to, notions of "just cause") other than such controlling law. The Arbitrator shall have the immunity of a judicial officer from civil liability when acting in the capacity of an Arbitrator, which immunity supplements any other existing immunity, Likewise, all communications during or in connection with the arbitration proceedings are privileged in accordance with the applicable rule in the jurisdiction in which the arbitration takes place. Awards shall include the Arbitrator's written reasoned opinion. I understand and agree that all claims against the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) must be brought in my individual capacity and not as a plaintiff or class member in any purported class, collective or representative proceeding. I understand that there is no right or authority for any dispute to be heard or arbitrated on a collective action basis, class action basis, representative action basis, as a private attorney general, or on bases involving claims or disputes brought in a representative capacity on behalf of the general public, on behalf of other Company employees (or any of them) or on behalf of other persons alleged to similarly situated. I understand that there are no bench or jury trials and no class actions or representative actions permitted under this Agreement. The Arbitrator shall not consolidate claims of different employees into one proceeding, nor shall the Arbitrator have the power to hear arbitration as a class action, collective action, or representative action. I understand and agree to this binding arbitration provision, and both I and the Company give up our right to trial by jury of any claim I or the Company may have against each other. Te I agree that I have been given the opportunity to fully review the terms of this Agreement. I understand the terms of this Agreement and freely and voluntarily sign it. This Agreement shall survive the termination of any independent contractor relationship or any other relationship with the Company for any reason. It can only be revoked or modified in writing signed by both parties that specifically states intent to revoke or modify this Agreement. EXHIBIT A-1 12 Company: Act Fast Delivery of Texas By: ZGOK Gerard St Jean Branch Manager-DFW Act Fast Delivery of Texas Date: 6-79 Independent Contractor By: Sandra ut Print Name: Sandra Prutt Date: 6-19-14 #626 EXHIBIT A-1 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT E. Contractor hereby authorizes Company, or its insurers, to act as Contractor's exclusive agent for the purpose of settling any and all claims made against Company arising out of the operation of the Equipment 11. Indemnification Clause. A. In further consideration, Contractor will indemnify and save harmless Company, and its agents, employees, officers, directors, shareholders, and insurance carriers against any and all liability, loss damages, cost and medical expenses, and all other expenses of any kind or description, including attorney's fees and investigative costs, which company and its agents, employees, officers, directors, shareholders, and insurance carriers may incur, or be required to pay, and against any and all claims or suits for damages, personal injuries (including death) or claims which may be asserted against Company and its agents, employees, officers, directors, shareholders, and insurance carriers by any persons, firm or corporation, including claims which may be asserted against Company's either by its own employees of Contractor or others whether for workman's compensation, in tort or otherwise in any manner resulting from or arising out of the operations of Contractor. B. Contractor shall indemnify and be liable to company for any loss or damage to third persons or property, which results from the operations of Contractor. C. Contractor agrees to further indemnify and save Company harmless against any liability for premiums, contributions, or taxes payable under any workman's compensation, disability benefits, old age benefits, or tax withholding for which Company shall be finally adjudged as an employer with respect to any employees or Contractor or incurred as a result of the acts of Contractor or the acts of employees of Contractor. D. Contractor shall be responsible for any claims for shortage, loss, delay in delivery of, or damage to cargo transported by Contractor where an insurance claim for such loss is denied because of actions taken or not taken by Contractor, or where such loss occurs as a result of Contractor's negligent or willful misconduct or failure to act. Contractor shall be solely liable for all damages as a result of any dishonesty by Contractor or its employees. 12. Contractor's Payment of Taxes. A. Contractor has sole responsibility for all withholding and employment taxes due to federal, state, or local governments on account of drivers, driver's helpers, and others used by Contractor. B. Contractor shall file all federal, state, and local income, withholding, employment, and federal highway use tax forms and returns which may be required on account of its operations as required, and to pay all taxes and contributions owed as required. C Contractor shall furnish Company with evidence of compliance with all applicable tax upon request. 13. Confidentiality, A. Contractor acknowledges that all information concerning the business practices and procedures of Company, the names and addresses of Company's customers, and any other Information made known by Company to Contractor pursuant to the terms of this Agreement is of a confidential nature, and any disclosure or use by Contractor, except for the purpose of fulfilling this Agreement, may involve serious harm or damage to Company B. Contractor agrees that it will not use or employ such information, either whole or in part, or transmit any such information through or to any other party. IC Signature: - - Date: 12/4/15 EXHIBIT B-3 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT C. This duty of confidentiality will not apply to information which is or becomes publicly available through any source other than Company, as disclosed to Company by any other party, or which Company is required to disclose pursuant to any law, regulation, or court order. D. Upon request, Contractor will return any records, documents, or memoranda furnished to it by Company, will neither make nor retain any copy, reproduction, or record thereof. This duty will continue for a period of one (1) year from date of termination. 14. Entire Agreement. A. This Agreement, including all exhibits, constitutes the entire agreement and understanding between the parties. B. This Agreement shall not be modified, altered, changed, or amended in any respect unless in writing and signed by both parties. C. This Agreement supersedes any other agreement between the parties in force on the date of execution of this Agreement. 15. Relationship of Parties. A. This Agreement does not establish an employee-employer relationship between you and company or between any of your personnel and the company. You are an independent contractor and you alone are responsible for the supervision, compensation, and other benefits of your personnel and yourself, B. Neither Contractor, nor its employees, is to be considered employees of Company at any time under any circumstances for any purpose. C. Neither party is an agent of the other and neither party shall have the right to bind the other except as herein specifically provided. D. Contractor may provide similar services to others during the term of this Agreement. E. Company may use others to provide similar services during the terms of this Agreement. 16. Assignment. This Agreement may not be assigned to any other party without the express written consent of all parties. 17. Notices. Any notice to be given shall be in writing, and delivered either by hand, facsimile, e-mail, or by certified mail return receipt requested at the addresses of both notice is effected upon actual receipt. 18. Governing Law. This Agreement shall be governed by the laws of the State of Texas, both as to interpretation and performance. Ane Date: 12/14/15 IC Signature: - Date: EXHIBIT B-3 12 ACT FAST DELIVERY OF TEXS, INC. INDEPENDENT CONTRACTOR AGREEMENT Executed and effective on the _12__ _ day of_4_, 2015. CONTRACTOR: IC (Company Name) AYAM limited IC Signed By: _ Ate Axle IC Name: Ayarl XUR By: IC Name: (Block Print) Title: Owner/Operator COMPANY: ACT FAST DELIVERY OF TEXAS, INC. some, Elegalace Parone for Signed Name: Andy Perez Title: Operations Manager EXHIBIT B-3 12 EXHIBIT 1 EQUIPMENT DESCRIPTION Vehicle No. 1 MAKE: _HOXYDA MODEL: _Accord TYPE: SERIAL NO.: ENGINE SERIAL NO.: Vehicle No. 2 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: Vehicle No. 3 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: IC Signature: - Date: 12/4/15 EXHIBIT B-3 12 EXHIBIT 2 COMPENSATION SCHEDULE 1. Company shall pay Contractor forty percent (40%) of the gross revenue obtained by Company for the delivery by Contractor per delivery, less any charges for rental equipment 2. Contractor is responsible for payment of drivers and others used in its operation; and 3. Under no circumstances will any check be issued in the name of any person or entity other than Contractor. NEGOT NEGOTJATED, READ, UNDERSTOOD, AND AGREED to this the INDES AND AGREED 12 day of _, 2015. CONTRACTOR: IC (Company Name) - AYAXI limited IC Sig. By:_ Atle IC Sig. By: - e: AYAN NUR IC Name: (Block Print) Title: Owner/Operator EXHIBIT B-3 12 INDEPENDENT CONTRACTOR AGREEMENT It is understood that I am fully aware and understand that my services at Act Fast Delivery of Texas, Inc. are as an independent contractor and not as an employee. Therefore, I will be responsible for all real or personal taxes, federal taxes, state taxes, social security withholding taxes, and any and all other taxes that may arise. There are no unemployment insurance benefits, workman compensation benefits, or any other types of benefits or insurance that I may be entitled to receive. I fully understand and agree to the following statement and that I am self-employed and an independent contractor. AYANI HUR NAME OF SELF-EMPLOYED/ INDEPENDENT CONTRACTOR - Axle 12/4/15 IC SIGNATURE DATE Eliobak Pene for ارس ja-7-15 DATE ACT FAST DELIVERY OF TEXAS INC. Operations Manager: Andy Perez EXHIBIT B-3 12 485958 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT State of TEXAS County of Independent Contractor Agreement This Agreement made this day of 2017 between Act Fast Delivery of Texas, Inc., 2100 N Hwy 360 Ste. 1005, Grand Prairie, Texas 75050 ("Company') and whose address is ("Contractor'). ICC IC Company Name GAUDERS Livino ル, Aadress 16tlo S. WESTMORE AND RD #1604 6047 IC Signature Contractor / DALES TO -75237 Whereas, Company is a delivery service, operating in the Dallas/Fort Worth Commercial Zone. Whereas, Contractor is engaged in the business of making deliveries in the Dallas/Fort Worth Commercial Zone; Now, therefore, in consideration of the mutual agreements contained herein, the parties hereby agree as follows: 1. Agreement. Contractor agrees to furnish the equipment more specifically described in Exhibit 1, ("Equipment"), together with drivers and all necessary labor, to pick-up, transport, and deliver, such cargo as Company may from time to time make available to Contractor. 2. Term. This agreement shall be effective on this date, and shall continue for periods of one (1) year each from the date hereof, until terminated by either party pursuant to this Agreement. 3. Equipment Usage. A. Contractor is not required to purchase or rent any products, equipment or services from Company. B. Company must always approve all drivers. Company may charge a reasonable fee for the cost of investigating, testing, and processing the driver. 4. Compensation of Contractor. A. In consideration for Contractor's performance, Company agrees to pay Contractor the compensation set forth in Exhibit 2. B. Contractor shall be paid for each delivery made by contractor. Payment shall be made six (6) working days after the 15th of each month and six (6) working days after the last working day of each month, after company receives all required documents. C. Company is authorized to withhold payment to Contractor until Company has received all required documents for each delivery. D. Required documents means the following: all signed receipts; bill of lading; documentation required by shipper; copies of manifest for all work performed; evidence of proper delivery; and such other documents as may be required by the Interstate Commerce Commission, the Department of Transportation, or pther governmental authority. IC Signature: Date: Date: 3/30/17 EXHIBIT B-4 12 485958 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT 5. Advances. Company shall make NO advances to Contractor or Contractor's authorized agent or employees. 6. Right to Offset. A. Company may withhold sums necessary to reimburse Company for expenses paid by Company for which Contractor is liable or responsible, including without limitation, the cost of licenses, permits of all types, costs, damages, services, and, if applicable, insurance coverage provided through Company. B. Company may withhold an amount sufficient to pay Company for loss due to delay, shortage, damage, or other losses or damages as noted on delivery receipts, or other information available to Company. C. Any shorts and/or damages as a result of Contractor's negligence or driver failure to obtain proper notations will be charged back to Contractor. D. Company will provide Contractor with a written explanation and temization of any such deductions, prior to the time that they are made. 7. Failure to Complete Delivery. A. If, for any reason, Contractor fails to complete any delivery, abandons any cargo, or otherwise subjects Company to any liability from shippers or government agencies because of the acts and omissions of Contractor, Company shall have the right to complete the delivery, and to hold Contractor, liable for any and all costs and other damages. B. Contractor hereby waives any recourse against Company for such action and agrees to indemnify and hold Company harmless for all costs and expenses to complete the transportation, and to pay Company any damages for which Company may be liable to shipper arising out of such breach. 8. Contractor's Obligation. A, Contractor recognizes that company's business is subject to regulation by various state and local government authorities. Contractor shall be solely responsible for satisfying these regulatory requirements, subject at all times to verification by company by: 1. Maintaining the Equipment in the state of repair required by all applicable regulations. II. Operating the Equipment in conformation with all applicable regulations. III. Only using approved drivers, qualified under all applicable regulations, to operate the Equipment. IV. Preparing and maintaining, all documents required under all applicable regulations. V. Conducting delivery services in accordance with all applicable regulations. B. Contractor shall solely determine the means and methods of performance of all services under this Agreement, including without limitations: I. Obtaining, setting of wages, hours, and working conditions; adjusting grievance; supervising, training, disciplining, and dismissal of all drivers, driver's helper and others necessary for the performance of Contractor's obligations under this Agreement. All drivers, driver's helpers, and others are not the employees of Company. II. Providing, selecting, purchasing, financing, and maintaining the Equipment; and III. Selecting routes to be used in making the deliveries, C. Contractor shall pay all costs and expenses associated with the operation of the Equipment, including, without limitations: I. The cost of fuel, Equipment maintenance and lubrication; permits and licenses; and all ferries, fines, and tolls; IC Signature: 4 Date:_3139414 Date: EXHIBIT B-4 124 485158 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT II. All taxes including, but not limited to, withholding taxes, social security taxes, unemployment insurance, fuel taxes, mileage taxes, road taxes, Equipment taxes, federal highway use taxes, and any and all other local, state, or federal taxes which may be assessed on account for contractor's drivers, driver's helpers or others, or on the account of the Equipment or any operation thereof; III. All dock charges, pick-up and delivery charges, storage charges, cartage charges and all other charges incident to the transfer of any cargo from the Equipment to any other Equipment regardless of the cause or reason for such transfer, IV. All expenses incidents to accidents, mechanical breakdowns, or any other charges incurred in connection with making delivery of cargo following an accident or mechanical breakdown, including the cost of hiring replacement Equipment; V. All fines; and VI. The cost of loading and unloading of cargo to and from the Equipment. D. It is Contractor's responsibility to inspect all Equipment and cargo on each trip. It is Contractor's responsibility to get notations on the freight bills, and/or dock delivery receipts as to any damages to any Equipment and cargo. E. In the event of an accident related to work as an independent contractor, no matter how minor, Contractor and driver must notify Company's dispatch or safety department immediately. Contractor shall prepare a formal written report immediately after an accident, and further agrees to make those involved in such accident available to Company for assistance in the preparation of any claims or reports required by the Company. F. When requested to do so by the Company, Contractor shall collect for all charges due from all shippers or consignees for deliveries made, and shall properly account for and pay them over to Company? Contractor shall return to Company all cargo for which Contractor cannot collect. Contractor shall accept only cash, or cashier's check, unless authorized in writing by Company, G. Contractor shall promptly report any overage, shortage, or damage to, or undelivered cargo and shall dispose of such cargo as directed by Company. 9. Termination. A. This Agreement shall continue in effect for the perlod specified above unless cancelled by either party by giving five (5) days prior written notice. B. In the event either party commits a breach of any term of this Agreement, the other party shall have the right to terminate this Agreement Immediately and to hold the party committing the breach liable for damages, including the attorney's fees and court costs. C. Company may immediately terminate this Agreement in the event Contractor, its employees, agents, or servants, violates the safety rules or regulations of any government agency. 10. Insurance. A. Contractor, at its expense, shall maintain vehicle liability and property damage insurance In amounts no less than that required by law. B. Contractor shall pay, at its expense, and cargo coverage. C. Contractor will provide company with proof of insurance once a year. D. If contractor fails to obtain or keep required insurance in force, or if Contractor fails to furnish evidence of such coverage as required, Company shall have the right to obtain such coverage on Contractor's behalf. Charges for such insurance may be deducted from any compensation due to Contractor. IC Signature: A Date: EXHIBIT B-4 12 495958 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT E. Contractor hereby authorizes Company, or its insurers, to act as Contractor's exclusive agent for the purpose of settling any and all claims made against Company arising out of the operation of the Equipment. 11. Indemnification Clause. A. In further consideration, Contractor will indemnify and save harmless Company, and its agents, employees, officers, directors, shareholders, and insurance carriers against any and all liability, loss damages, cost and medical expenses, and all other expenses of any kind or description, including attorney's fees and investigative costs, which Company and its agents, employees, officers, directors, shareholders, and insurance carriers may incur, or be required to pay, and against any and all claims or suits for damages, personal injuries (including death) or claims which may be asserted against Company and its agents, employees, officers, directors, shareholders, and insurance carriers by any persons, firm or corporation, including claims which may be asserted against Company's either by its own employees of Contractor or others whether for workman's compensation, in tort or otherwise in any manner resulting from or arising out of the operations of Contractor. B. Contractor shall indemnify and be liable to Company for any loss or damage to third persons or property, which results from the operations of Contractor. C. Contractor agrees to further indemnify and save Company harmless against any liability for premiums, contributions, or taxes payable under any workman's compensation, disability benefits, old age benefits, or tax withholding for which Company shall be finally adjudged as an employer with respect to any employees or Contractor or incurred as a result of the acts of Contractor or the acts of employees of Contractor. D. Contractor shall be responsible for any claims for shortage, loss, delay in delivery of, or damage to cargo transported by Contractor where an insurance claim for such loss Is denied because of actions taken or not taken by Contractor, or where such loss occurs as a result of Contractor's negligent or willful misconduct or failure to act. Contractor shall be solely liable for all damages as a result of any dishonesty by Contractor or its employees. 12. Contractor's Payment of Taxes. A. Contractor has sole responsibility for all withholding and employment taxes due to federal, state, or local governments on account of drivers, driver's helpers, and others used by Contractor. B. Contractor shall file all federal, state, and local income, withholding, employment, and federal highway use tax forms and returns which may be required on account of its operations as required, and to pay all taxes and contributions owed as required. C. Contractor shall furnish Company with evidence of compliance with all applicable tax upon request. 13. Confidentiality. A. Contractor acknowledges that all information concerning the business practices and procedures of Company, the names and addresses of Company's customers, and any other information made known by Company to Contractor pursuant to the terms of this Agreement is of a confidential nature, and any disclosure or use by Contractor, except for the purpose of fulfilling this Agreement, may involve serious harm or damage to Company. B. Contractor agrees that it will not use or employ such information, either whole or in part, or transmit any such information through or to any other party. 3/30/17 IC Signature; Date: _ EXHIBIT B-4 12 485958 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT C. This duty of confidentiality will not apply to information which is or becomes publicly available through any source other than Company, as disclosed to Company by any other party, or which Company is required to disclose pursuant to any law, regulation, or court order. D. Upon request, Contractor will return any records, documents, or memoranda furnished to it by Company, will neither make nor retain any copy, reproduction, or record thereof. This duty will continue for a period of one (1) year from date of termination. 14. Entire Agreement. A. This Agreement, including all exhibits, constitutes the entire agreement and understanding between the parties. B. This Agreement shall not be modified, altered, changed, or amended in any respect unless in writing and signed by both parties. C. This Agreement supersedes any other agreement between the parties in force on the date of execution of this Agreement. 15. Relationship of Parties. A. This Agreement does not establish an employee-employer relationship between you and company or between any of your personnel and the company. You are an independent contractor and you alone are responsible for the supervision, compensation, and other benefits of your personnel and yourself. B. Neither Contractor, nor its employees, is to be considered employees of Company at any time under any circumstances for any purpose. C. Neither party is an agent of the other and neither party shall have the right to bind the other except as herein specifically provided. D. Contractor may provide similar services to others during the term of this Agreement. E. Company may use others to provide similar services during the terms of this Agreement. 16. Assignment. This Agreement may not be assigned to any other party without the express written consent of all parties. 17. Notices. Any notice to be given shall be in writing, and delivered either by hand, facsimile, e-mail, or by certified mail return receipt requested at the addresses of both notice is effected upon actual receipt. 18. Governing Law. This Agreement shall be governed by the laws of the State of Ohio, both as to interpretation and performance. IC Signature Date: - Date: 3/30/17 EXHIBIT B-4 12 485958 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT Executed and effective on the _ _day of_3 _, 2017: CONTRACTOR: SANDERS tumato Liringan (Company Name) SignedBy: A UUNTÓBERRY Name: ASMINE (Block Print) Title: Owner/Operator COMPANY: ACT FAST DELIVERY OF TEXAS, INC. By:_Atalanala Abolics Name: Yolanda Roberto Title: _Office Manager EXHIBIT B-4 12 485958 EXHIBIT 1 EQUIPMENT DESCRIPTION Vehicle No. 1 MAKE: TOYOTA MODEL: CAMRY TYPE: Sudaja SERIAL NO.: ENGINE SERIAL NO.: Vehicle No. 2 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: Vehicle No. 3 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: IC Signature: Date EXHIBIT B-4 12 485958 EXHIBIT 2 COMPENSATION SCHEDULE 1. Company shall pay Contractor forty percent (40%) of the gross revenue obtained by Company for the delivery by Contractor per delivery, less any charges for rental equipment. 2. Contractor is responsible for payment of drivers and others used in its operation; and 3. Under no circumstances will any check be issued in the name of any person or entity other than Contractor. NEGOTIATED, READ, UNDERSTOOD, AND AGREED to this the 30 day of 3, 2017 CONTRACTOR: SANDERS (Company Name) Living By: Jaming Hemssoney y: A UNISBERR Name: H Title: Owner/Operator EXHIBIT B-4 12 485958 INDEPENDENT CONTRACTOR AGREEMENT It is understood that I am fully aware and understand that my services at Act Fast Delivery of Texas, Inc. are as an independent contractor and not as an employee. Therefore, I will be responsible for all real or personal taxes, federal taxes, state taxes, social security withholding taxes, and any and all other taxes that may arise. There are no unemployment insurance benefits, workman compensation benefits, or any other types of benefits or insurance that I may be entitled to receive. self- I fully understand and agree to the following statement and that I am employed and an independent contractor. TAMNE HUNTSBORRY NAME OF SELF-EMPLOYED/ INDEPENDENT CONTRACTOR DATE CSÍGNATURE Halamela Males ACH FAST DELIVERY OF TEXAS, INC. DATE EXHIBIT B-4 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT State of TEXAS County of Independent Contractor Agreement This Agreement made this 19th day of Clagust, 2017 between Act Fast Delivery of Texas, Inc., 2100 N Hwy 360 Ste. 100 Grand Prairie, Texas 75050 ('Company') and whose address is ("Contractor) IC Company Name IC company Address LULLAMC IC Signature Contractor Whereas, Company is a delivery service, operating in the Dallas/Fort Worth Commercial Zone. Whereas, Contractor is engaged in the business of making deliveries in the Dallas/Fort Worth Commercial Zone; Now, therefore, in consideration of the mutual agreements contained herein, the parties hereby agree as follows: 1. Agreement. Contractor agrees to furnish the equipment more specifically described in Exhibit 1, ("Equipment"), together with drivers and all necessary labor, to pick-up, transport, and deliver, such cargo as Company may from time to time make avallable to Contractor. 2. Term. This agreement shall be effective on this date, and shall continue for periods of one (1) year each from the date hereof, until terminated by either party pursuant to this Agreement. 3. Equipment Usage. A. Contractor is not required to purchase or rent any products, equipment or services from Company B. Company must always approve all drivers. Company may charge a reasonable fee for the cost of investigating, testing, and processing the driver. 4. Compensation of Contractor. A. In consideration for Contractor's performance, Company agrees to pay Contractor the compensation set forth in Exhibit 2. B. Contractor shall be paid for each delivery made by contractor. Payment shall be made six (6) working days after the 15th of each month and six (6) working days after the last working day of each month, after company receives all required documents. C. Company is authorized to withhold payment to Contractor until Company has received all required documents for each delivery. D. Required documents means the following: all signed receipts; bill of lading; documentation required by shipper; copies of manifest for all work performed; evidence of proper delivery; and such other documents as may be required by the Interstate Commerce Commission, the Department of Transportation, or other governmental authority. IC Signature:Cheun oue Nah Date: 8/21/17 EXHIBIT B-5 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT 5. Advances. Company shall make NO advances to Contractor or Contractor's authorized agent or employees 6. Right to Offset. A. Company may withhold sums necessary to reimburse Company for expenses paid by Company for which Contractor is liable or responsible, including without limitation, the cost of licenses, permits of all types, costs, damages, services, and, if applicable, insurance coverage provided through Company. B. Company may withhold an amount sufficient to pay Company for loss due to delay, shortage, damage, or other losses or damages as noted on delivery receipts, or other information available to Company. C. Any shorts and/or damages as a result of Contractor's negligence or driver failure to obtain proper notations will be charged back to Contractor. D. Company will provide Contractor with a written explanation and itemization of any such deductions, prior to the time that they are made. 7. Failure to Complete Delivery. A. If, for any reason, Contractor fails to complete any delivery, abandons any cargo, or otherwise subjects Company to any liability from shippers or government agencies because of the acts and omissions of Contractor, Company shall have the right to complete the delivery, and to hold Contractor, liable for any and all costs and other damages. B. Contractor hereby waives any recourse against Company for such action and agrees to Indemnify and hold Company harmless for all costs and expenses to complete the transportation, and to pay Company any damages for which company may be liable to shipper arising out of such breach. 8. Contractor's Obligation. A. Contractor recognizes that company's business is subject to regulation by various state and local government authorities. Contractor shall be solely responsible for satisfying these regulatory requirements, subject at all times to verification by company by: I. Maintaining the Equipment in the state of repair required by all applicable regulations. II. Operating the Equipment in conformation with all applicable regulations. III. Only using approved drivers, qualified under all applicable regulations, to operate the Equipment. IV. Preparing and maintaining, all documents required under all applicable regulations. V. Conducting delivery services in accordance with all applicable regulations. B. Contractor shall solely determine the means and methods of performance of all services under this Agreement, including without limitations: I. Obtaining, setting of wages, hours, and working conditions; adjusting grievance; supervising, training, disciplining, and dismissal of all drivers, driver's helper and others necessary for the performance of Contractor's obligations under this Agreement. All drivers, driver's helpers, and others are not the employees of Company, II. Providing, selecting, purchasing, financing, and maintaining the Equipment; and III. Selecting routes to be used in making the deliveries. C. Contractor shall pay all costs and expenses associated with the operation of the Equipment, including, without limitations: 1. The cost of fuel, Equipment maintenance and lubrication; permits and licenses; and all ferries, fines, and tolls IC Signature: helmae Date: 3/29/17 EXHIBIT B-5 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT II. All taxes including, but not limited to, withholding taxes, social security taxes, unemployment insurance, fuel taxes, mileage taxes, road taxes, Equipment taxes, federal highway use taxes, and any and all other local, state, or federal taxes which may be assessed on account for contractor's drivers, driver's helpers or others, or on the account of the Equipment or any operation thereof; III. All dock charges, pick-up and delivery charges, storage charges, cartage charges and all other charges incident to the transfer of any cargo from the Equipment to any other Equipment regardless of the cause or reason for such transfer. IV. All expenses incidents to accidents, mechanical breakdowns, or any other charges incurred in connection with making delivery of cargo following an accident or mechanical breakdown, including the cost of hiring replacement Equipment; V. All fines; and VI. The cost of loading and unloading of cargo to and from the Equipment. D. It is Contractor's responsibility to inspect all Equipment and cargo on each trip. It is Contractor's responsibility to get notations on the freight bills, and/or dock delivery receipts as to any damages to any Equipment and cargo. E. In the event of an accident related to work as an independent contractor, no matter how minor, Contractor and driver must notify Company's dispatch or safety department immediately. Contractor shall prepare a formal written report immediately after an accident, and further agrees to make those involved in such accident available to Company for assistance in the preparation of any claims or reports required by the Company. F. When requested to do so by the Company, Contractor shall collect for all charges due from all shippers or consignees for deliveries made, and shall properly account for and pay them over to Company? Contractor shall return to Company all cargo for which Contractor cannot collect. Contractor shall accept only cash, or cashier's check, unless authorized in writing by Company. G. Contractor shall promptly report any overage, shortage, or damage to, or undelivered cargo and shall dispose of such cargo as directed by Company. 9. Termination, A. This Agreement shall continue in effect for the period specified above unless cancelled by either party by giving five (5) days prior written notice. B. In the event either party commits a breach of any term of this Agreement, the other party shall have the right to terminate this Agreement immediately and to hold the party committing the breach liable for damages, including the attorney's fees and court costs. C. Company may immediately terminate this Agreement in the event Contractor, its employees, agents, or servants, violates the safety rules or regulations of any government agency. 10. Insurance. A. Contractor, at its expense, shall maintain vehicle liability and property damage insurance in amounts no less than that required by law. B. Contractor shall pay, at its expense, and cargo coverage C. Contractor will provide company with proof of insurance once a year. D. If contractor fails to obtain or keep required insurance in force, or if Contractor fails to furnish evidence of such coverage as required, Company shall have the right to obtain such coverage on Contractor's behalf. Charges for such insurance may be deducted from any compensation due to Contractor. / IC Signature: hom die Date: Date: 3/29/17 EXHIBIT B-5 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT E. Contractor hereby authorizes Company, or its insurers, to act as Contractor's exclusive agent for the purpose of settling any and all claims made against Company arising out of the operation of the Equipment. 11, Indemnification Clause. A. In further consideration, Contractor will indemnify and save harmless Company, and its agents, employees, officers, directors, shareholders, and insurance carriers against any and all liability, loss damages, cost and medical expenses, and all other expenses of any kind or description, including attorney's fees and investigative costs, which Company and its agents, employees, officers, directors, shareholders, and insurance carriers may incur, or be required to pay, and against any and all claims or suits for damages, personal injuries (including death) or claims which may be asserted against Company and its agents, employees, officers, directors, shareholders, and insurance carriers by any persons, firm or corporation, including claims which may be asserted against Company's either by its own employees of Contractor or others whether for workman's compensation, in tort or otherwise in any manner resulting from or arising out of the operations of Contractor. B. Contractor shall indemnify and be liable to Company for any loss or damage to third persons or property, which results from the operations of Contractor. C. Contractor agrees to further indemnify and save Company harmless against any liability for premiums, contributions, or taxes payable under any workman's compensation, disability benefits, old age benefits, or tax withholding for which Company shall be finally adjudged as an employer with respect to any employees or Contractor or incurred as a result of the acts of Contractor or the acts of employees of Contractor. D. Contractor shall be responsible for any claims for shortage, loss, delay in delivery of, or damage to cargo transported by Contractor where an insurance claim for such loss is denied because of actions taken or not taken by Contractor, or where such loss occurs as a result of Contractor's negligent or willful misconduct or failure to act. Contractor shall be solely liable for all damages as a result of any dishonesty by Contractor or its employees. 12. Contractor's Payment of Taxes. A. Contractor has sole responsibilty for all withholding and employment taxes due to federal, state, or local governments on account of drivers, driver's helpers, and others used by Contractor. B. Contractor shall file all federal, state, and local income, withholding, employment, and federal highway use tax forms and returns which may be required on account of its operations as required, and to pay all taxes and contributions owed as required. C. Contractor shall furnish Company with evidence of compliance with all applicable tax upon request. 13. Confidentiality. A. Contractor acknowledges that all information concerning the business practices and procedures of Company, the names and addresses of Company's customers, and any other Information made known by Company to Contractor pursuant to the terms of this Agreement is of a confidential nature, and any disclosure or use by Contractor, except for the purpose of fulfilling this Agreement, may involve serious harm or damage to Company. B. Contractor agrees that it will not use or employ such information, either whole or in part, or transmit any such information through or to any other party. IC Signature.Chumde hal Date: 3/29/17 EXHIBIT B-5 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT C. This duty of confidentiality will not apply to information which is or becomes publicly available through any source other than Company, as disclosed to Company by any other party, or which Company is required to disclose pursuant to any law, regulation, or court order. D. Upon request, Contractor will return any records, documents, or memoranda furnished to it by Company, will neither make nor retain any copy, reproduction, or record thereof. This duty will continue for a period of one (1) year from date of termination. 14. Entire Agreement, A. This Agreement, including all exhibits, constitutes the entire agreement and understanding between the parties, B. This Agreement shall not be modified, altered, changed, or amended in any respect unless in writing and signed by both parties. C. This Agreement supersedes any other agreement between the parties in force on the date of execution of this Agreement, 15. Relationship of Parties. A. This Agreement does not establish an employee-employer relationship between you and company or between any of your personnel and the company. You are an independent contractor and you alone are responsible for the supervision, compensation, and other benefits of your personnel and yourself. B. Neither Contractor, nor its employees, is to be considered employees of Company at any time under any circumstances for any purpose. C. Neither party is an agent of the other and neither party shall have the right to bind the other except as herein specifically provided. D. Contractor may provide similar services to others during the term of this Agreement. E. Company may use others to provide similar services during the terms of this Agreement. 16. Assignment. This Agreement may not be assigned to any other party without the express written consent of all parties. 17. Notices. Any notice to be given shall be in writing, and dellvered either by hand, facsimile, e-mail, or by certified mail return receipt requested at the addresses of both notice is effected upon actual receipt. 18. Governing Law. This Agreement shall be governed by the laws of the State of Ohio, both as to interpretation and performancer IC Signature:ha ne Date: 6/29/17 EXHIBIT B-5 12 Lawson 380215 Arbitration Agreement Any and all claims or controversies arising out of or relating to my employment, the termination thereof, or otherwise arising between me and Act Fast Delivery of Tyler and/or any of its subsidiaries or affiliations (collectively the "Company") shall, in lieu of a jury or other civil trial, be settled by final and binding arbitration before a neutral arbitrator (the "Arbitrator"). This agreement to arbitrate includes any claim, dispute, or controversy that either I may have against the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) or the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) may have against me, arising from, related to, or having any relationship or connection whatsoever with my independent contractor agreement or relationship with the Company, or any other association or relationship with the Company. Except as noted below, included within the scope of this Agreement are all disputes, whether based on tort, contract (express or implied), statute (including, but not limited to, any claims of breach of contract, wrongful termination, discrimination and harassment, unpaid compensation of any kind, whether they be based on applicable state law or federal law, including any laws prohibiting discrimination, the Fair Labor Standards Act, or any other state or federal law or regulation, equitable law, or otherwise. The parties also agree to submit claims to the Arbitrator regarding issues of arbitrarily, the validity, scope, and enforceability of this Agreement, the arbitrator's jurisdiction, as well as any gateway, threshold, or any other challenges to this Agreement, including claims that this Agreement is unconscionable. Claims not covered under this Agreement are claims: (1) for workers' compensation under applicable state law; (2) arising under the National Labor Relations Act which are brought before the National Labor Relations Board; or (3) as otherwise required by state or federal law. Nothing herein shall prevent me from filing a claim or charge with a federal, state, or local administrative agency such as the Equal Employment Opportunity Commission, National Labor Relations Board, Department of Labor, or similar agency (although if I choose to pursue a claim following the exhaustion of such administrative remedies, that claim would be subject to the provisions of this Agreement). Pending resolution of any claim covered by this Agreement, any party may request that a court of competent jurisdiction grant interim measures of protection: (1) to preserve the status quo pending resolution of such claim; (2) to prevent the destruction of documents and other information or things related to the claim; (3) to prevent the transfer, dissipation or hiding of assets; and/or (4) in aid of arbitration. A request for such interim relief to a judicial authority shall not be deemed incompatible with or a waiver of the right to arbitrate. The Arbitrator shall, once appointed, have the authority to modify any interim relief granted by a court. Any arbitration under this Agreement shall be in accordance with the National rules for the Resolution of Disputes of the American Arbitration Association ("AAA") in effect at the time of the hearing. EXHIBIT A-2 12 The Arbitrator shall have the authority to award any and all damages otherwise recoverable in a court of law. The Arbitrator shall not have the authority to add to, subtract from or modify any of the terms of this Agreement. Judgment on any award rendered by the Arbitrator may be entered and enforced by any court having jurisdiction thereof. The Company shall be responsible for the Arbitrator's fees and expenses. Each party shall be responsible for paying its own other costs for the arbitration, including, but not limited to, attorneys' fees, witness fees, transcript fees, or other litigation expenses that would otherwise be required in a court action. I shall not be required to pay any type or amount of expense if such requirement would invalidate this agreement or would otherwise be contrary to the law as it exists at the time of the arbitration. In addition to any other requirements imposed by law, the Arbitrator selected shall be a qualified individual to whom the parties mutually agree, and shall be subject to disqualification on the same grounds as would apply to a judge of a court in the jurisdiction in which the arbitration takes place. All rules of pleading (including the right of demurrer and motion to dismiss), all rules of evidence, all rights to resolution of the dispute by means of motions for summary judgment, and judgment on the pleadings, shall apply and be observed. Resolution of the dispute shall be based solely upon the law governing the claims and defenses pleaded, and the Arbitrator may not invoke any basis (including but not limited to, notions of "just cause") other than such controlling law. The Arbitrator shall have the immunity of a judicial officer from civil liability when acting in the capacity of an Arbitrator, which immunity supplements any other existing immunity. Likewise, all communications during or in connection with the arbitration proceedings are privileged in accordance with the applicable rule in the jurisdiction in which the arbitration takes place. Awards shall include the Arbitrator's written reasoned opinion. I understand and agree that all claims against the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) must be brought in my individual capacity and not as a plaintiff or class member in any purported class, collective or representative proceeding. I understand that there is no right or authority for any dispute to be heard or arbitrated on a collective action basis, class action basis, representative action basis, as a private attorney general, or on bases involving claims or disputes brought in a representative capacity on behalf of the general public, on behalf of other Company employees (or any of them) or on behalf of other persons alleged to similarly situated. I understand that there are no bench or jury trials and no class actions or representative actions permitted under this Agreement. The Arbitrator shall not consolidate claims of different employees into one proceeding, nor shall the Arbitrator have the power to hear arbitration as a class action, collective action, or representative action. I understand and agree to this binding arbitration provision, and both I and the Company give up our right to trial by jury of any claim I or the Company may have against each other. I agree that I have been given the opportunity to fully review the terms of this Agreement. I understand the terms of this Agreement and freely and voluntarily sign it. This Agreement shall survive the termination of any independent contractor relationship or any other relationship with the Company for any reason. It can only be revoked or modified in writing signed by both parties that specifically states intent to revoke or modify this Agreement. EXHIBIT A-2 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT Executed and effective on the Oy day of Ulagust, 2017 CONTRACTOR: (Company Name) Signed By: haunail damer Charmane Nash (Block Print) Title: Owner/Operator COMPANY: ACT FAST DELIVERY OF TEXAS, INC. Hey hest lliceret Memet 4 luhetes m Diffice mas Name: Title: EXHIBIT B-5 12 EXHIBIT 1 EQUIPMENT DESCRIPTION Vehicle No. 1 MAKE MODEL: _ TYPE: SERIAL NO.: ENGINE SERIAL NO.: Vehicle No. 2 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: Vehicle No. 3 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: Ic Signature Chendue huse IC Signature:_wem Date: 3/29/17 EXHIBIT B-5 12 EXHIBIT 2 COMPENSATION SCHEDULE 1. Company shall pay Contractor forty percent (40%) of the gross revenue obtained by Company for the delivery by Contractor per delivery, less any charges for rental equipment. 2. Contractor is responsible for payment of drivers and others used in its operation; and 3. Under no circumstances will any check be issued in the name of any person or entity other than Contractor. NEGOTIATED, READ, UNDERSTOOD, AND AGREED to this the X7 day of ooth UMAUSL, 2017. CONTRACTOR: (Company Name) Ak Ausbe By: Channau hal Name: CHAKMANE NASH Title: Owner/Operator EXHIBIT B-5 12 INDEPENDENT CONTRACTOR AGREEMENT It is understood that I am fully aware and understand that my services at Act Fast Delivery of Texas, Inc. are as an independent contractor and not as an employee. Therefore, I will be responsible for all real or personal taxes, federal taxes, state taxes, social security withholding taxes, and any and all other taxes that may arise. There are no unemployment insurance benefits, workman compensation benefits, or any other types of benefits or insurance that I may be entitled to receive. I fully understand and agree to the following statement and that I am self- employed and an independent contractor. NAME OF SELF-EMPLOYED) INDEPENDENT CONTRACTOR Naumowe Misk 8/29/17 SIGNATURE DATE ulchatos ACA/FAST DELIVERY OF TEXAS, INC. DATE EXHIBIT B-5 12 #485262 ternando Act Fast Delivery of Texas, Inc. Independent Contractor Agreement State of Texas County of Tarrant Independent Contractor Agreement This Agreement made this l _day of Lect, 72 between Act Fast Delivery of Tennessee, Inc., PO Box 33276, San Antonio, Texas 78265 ("Company") and RINO HORIZONTE Business name - ("Contractor") Owner's name han fernando Caleras me 1 4055 N Beltin Red Sieille 2034 City, State and 21BVINÓ 75038 Address Whereas, Company is a Transportation Broker, operating in the State of Texas Commercial Zone. Whereas, Contractor is engaged in the business of making deliveries in the State of Tennessee Commercial Zone; Now, therefore, in consideration of the mutual agreements contained herein, the parties hereby agree as follows: 1. Agreement. Contractor agrees to furnish the equipment more specifically described in Exhibit 1, ("Equipment"), together with drivers and all necessary labor, to pick-up, transport, and deliver, such cargo as Company may from time to time make available to Contractor. 2. Term. This agreement shall be effective on this date, and shall continue for periods of one (1) year each from the date hereof, until terminated by either party pursuant to this Agreement. 3. Equipment Usage. A. Contractor is not required to purchase or rent any products, equipment or services from Company. B. Company must always approve all drivers. Company may charge a reasonable fee for the cost of investigating, testing, and processing the driver. EXHIBIT B-6 12 Act Fast Delivery of Texas, Inc. Independent Contractor Agreement Executed and effective on the Il day of Mu CONTRACTOR: RINO Holizoare (Company Name) tomando Cabrescu By (print name): Name talenature: fermudo (dheeco 11 Title: Owner/Operator COMPANY; ACT FAST DELIVERY OF TEXAS, INC. By: A Name: Normes Senando Cebreczep Title: _DRIVER Tit EXHIBIT 1 EXHIBIT B-6 12 EQUIPMENT DESCRIPTION Vehicle No. 1 MAKE: _Powrite - MODEL: _Solstics TYPE: - MITSUBISH MPANG 4 doors SERIAL NO.: ENGINE SERIAL NO.: Vehicle No. 2 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: Vehicle No. 3 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: EXHIBIT 2 EXHIBIT B-6 12 COMPENSATION SCHEDULE 1. Company shall pay Contractor Sixty percent (40%) of the gross revenue obtained by Company for the delivery by Contractor per delivery, less any charges for necessary equipment. 2. Contractor is responsible for payment of drivers and others used in its operation; and 3. Under no circumstances will any check be issued in the name of any person or entity other than Business and or Contractor. NEGOTIATED, READ, UNDERSTOOD, AND AGREED to this the_ day of CONTRACTOR: RINO HORIZOLIE (Company Name) By: tu Name: _IC Name: _ -fernando Cabrese - Title: Owner/Operator EXHIBIT B-6 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT State of TEXAS County of Independent Contractor Agreement This Agreement made this 01 day of 1 5, 2017 between Act Fast Delivery of Texas, Inc., 2100 N Hwy 360 Ste. 1005, Grand Prairie, Texas 75050 ("Company') and whose address is ("Contractor'). Touch of Elegance Enterprise IC Company Name Lumban Are Dallas Txas 15 ad? IC Company Address hid IC Signature Contractor Whereas, Company is a delivery service, operating in the Dallas/Fort Worth Commercial Zone. Whereas, Contractor is engaged in the business of making deliveries in the Dallas/Fort Worth Commercial Zone; Now, therefore, in consideration of the mutual agreements contained herein, the parties hereby agree as follows: 1. Agreement. Contractor agrees to furnish the equipment more specifically described in Exhibit 1, ("Equipment'), together with drivers and all necessary labor, to pick-up, transport, and deliver, such cargo as Company may from time to time make available to Contractor. 2. Term. This agreement shall be effective on this date, and shall continue for periods of one (1) year each from the date hereof, until terminated by either party pursuant to this Agreement. 3. Equipment Usage. A. Contractor is not required to purchase or rent any products, equipment or services from Company B. Company must always approve all drivers. Company may charge a reasonable fee for the cost of investigating, testing, and processing the driver. 4. Compensation of Contractor. A. In consideration for Contractor's performance, Company agrees to pay Contractor the compensation set forth in Exhibit 2. B. Contractor shall be paid for each delivery made by contractor. Payment shall be made six (6) working days after the 15th of each month and six (6) working days after the last working day of each month, after company receives all required documents. C. Company is authorized to withhold payment to Contractor until Company has received all required documents for each delivery. D. Required documents means the following: all signed receipts, bill of lading; documentation required by shipper; copies of manifest for all work performed; evidence of proper delivery; and such other documents as may be required by the Interstate Commerce Commission, the Department of Transportation, or other governmental authority. IC Signature: Date: 11/7/2012 EXHIBIT B-7 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT 5. Advances. Company shall make NO advances to Contractor or Contractor's authorized agent or employees, 6. Right to Offset. A. Company may withhold sums necessary to reimburse Company for expenses paid by Company for which Contractor is liable or responsible, including without limitation, the cost of licenses, permits of all types, costs, damages, services, and, if applicable, insurance coverage provided through Company. B. Company may withhold an amount sufficient to pay Company for loss due to delay, shortage, damage, or other losses or damages as noted on delivery receipts, or other information available to Company. C. Any shorts and/or damages as a result of Contractor's negligence or driver failure to obtain proper notations will be charged back to Contractor. D. Company will provide Contractor with a written explanation and itemization of any such deductions, prior to the time that they are made. 7. Failure to Complete Delivery. A. If, for any reason, Contractor fails to complete any delivery, abandons any cargo, or otherwise subjects Company to any liability from shippers or government agencies because of the acts and omissions of Contractor, Company shall have the right to complete the delivery, and to hold Contractor, Ilable for any and all costs and other damages. B. Contractor hereby waives any recourse against Company for such action and agrees to indemnify and hold Company harmless for all costs and expenses to complete the transportation, and to pay Company any damages for which Company may be liable to shipper arising out of such breach. 8. Contractor's Obligation. A. Contractor recognizes that company's business is subject to regulation by various state and local government authorities. Contractor shall be solely responsible for satisfying these regulatory requirements, subject at all times to verification by company by: I. Maintaining the Equipment in the state of repair required by all applicable regulations. II, Operating the Equipment in conformation with all applicable regulations. III. Only using approved drivers, qualified under all applicable regulations, to operate the Equipment. IV. Preparing and maintaining, all documents required under all applicable regulations. V. Conducting delivery services in accordance with all applicable regulations. B. Contractor shall solely determine the means and methods of performance of all services under this Agreement, including without limitations: I. Obtaining, setting of wages, hours, and working conditions; adjusting grievance; supervising, training, disciplining, and dismissal of all drivers, driver's helper and others necessary for the performance of Contractor's obligations under this Agreement. All drivers, driver's helpers, and others are not the employees of Company. II. Providing, selecting, purchasing, financing, and maintaining the Equipment; and III. Selecting routes to be used in making the deliveries. C. Contractor shall pay all costs and expenses associated with the operation of the Equipment, including, without limitations: I. The cost of fuel, Equipment maintenance and lubrication; permits and licenses; and all ferries, fines, and tolls; IC Signature: nee Date: 14/09/2017 EXHIBIT B-7 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT II. All taxes Including, but not limited to, withholding taxes, social security taxes, unemployment insurance, fuel taxes, mileage taxes, road taxes, Equipment taxes, federal highway use taxes, and any and all other local, state, or federal taxes which may be assessed on account for contractor's drivers, driver's helpers or others, or on the account of the Equipment or any operation thereof; III. All dock charges, pick-up and dellvery charges, storage charges, cartage charges and all other charges incident to the transfer of any cargo from the Equipment to any other Equipment regardless of the cause or reason for such transfer. IV. All expenses incidents to accidents, mechanical breakdowns, or any other charges Incurred in connection with making delivery of cargo following an accident or mechanical breakdown, including the cost of hiring replacement Equipment; V. All fines, and VI. The cost of loading and unloading of cargo to and from the Equipment. D. It is Contractor's responsibility to inspect all Equipment and cargo on each trip. It is Contractor's responsibility to get notations on the freight bills, and/or dock delivery receipts as to any damages to any Equipment and cargo. E. In the event of an accident related to work as an independent contractor, no matter how minor, Contractor and driver must notify Company's dispatch or safety department immediately. Contractor shall prepare a formal written report Immediately after an accident, and further agrees to make those involved in such accident available to Company for assistance in the preparation of any claims or reports required by the Company. F. When requested to do so by the Company, Contractor shall collect for all charges due from all shippers or consignees for deliveries made, and shall properly account for and pay them over to Company? Contractor shall return to Company all cargo for which Contractor cannot collect. Contractor shall accept only cash, or cashier's check, unless authorized in writing by Company. G. Contractor shall promptly report any overage, shortage, or damage to, or undelivered cargo and shall dispose of such cargo as directed by Company. 9. Termination. A. This Agreement shall continue in effect for the period specified above unless cancelled by either party by giving five (5) days prior written notice. B. In the event either party commits a breach of any term of this Agreement, the other party shall have the right to terminate this Agreement immediately and to hold the party committing the breach liable for damages, including the attorney's fees and court costs. C. Company may immediately terminate this Agreement in the event Contractor, its employees, agents, or servants, violates the safety rules or regulations of any government agency. 10. Insurance. A. Contractor, at its expense, shall maintain vehicle liability and property damage insurance in amounts no less than that required by law. B. Contractor shall pay, at its expense, and cargo coverage. C. Contractor will provide company with proof of insurance once a year, D. If contractor fails to obtain or keep required insurance in force, or if Contractor fails to furnish evidence of such coverage as required, Company shall have the right to obtain such coverage on Contractor's behalf. Charges for such insurance may be deducted from any compensation due to Contractor. IC Signature: Date: 14/7/2017 EXHIBIT B-7 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT E. Contractor hereby authorizes Company, or its insurers, to act as Contractor's exclusive agent for the purpose of settling any and all claims made against Company arising out of the operation of the Equipment. 11. Indemnification Clause. A. In further consideration, Contractor will indemnify and save harmless Company, and its agents, employees, officers, directors, shareholders, and insurance carriers against any and all liability, loss damages, cost and medical expenses, and all other expenses of any kind or description, including attorney's fees and investigative costs, which company and its agents, employees, officers, directors, shareholders, and insurance carriers may incur, or be required to pay, and against any and all claims or suits for damages, personal injuries (including death) or claims which may be asserted against Company and its agents, employees, officers, directors, shareholders, and insurance carriers by any persons, firm or corporation, including claims which may be asserted against Company's either by its own employees of Contractor or others whether for workman's compensation, in tort or otherwise in any manner resulting from or arising out of the operations of Contractor. B. Contractor shall indemnify and be liable to Company for any loss or damage to third persons or property, which results from the operations of Contractor. C. Contractor agrees to further indemnify and save Company harmless against any liability for premiums, contributions, or taxes payable under any workman's compensation, disability benefits, old age benefits, or tax withholding for which Company shall be finally adjudged as an employer with respect to any employees or Contractor or incurred as a result of the acts of Contractor or the acts of employees of Contractor. D. Contractor shall be responsible for any claims for shortage, loss, delay in delivery of, or damage to cargo transported by Contractor where an insurance claim for such loss is denied because of actions taken or not taken by contractor, or where such loss occurs as a result of Contractor's negligent or willful misconduct or failure to act. Contractor shall be solely liable for all damages as a result of any dishonesty by Contractor or its employees. 12. Contractor's Payment of Taxes. A. Contractor has sole responsibility for all withholding and employment taxes due to federal, state, or local governments on account of drivers, driver's helpers, and others used by Contractor. B. Contractor shall file all federal, state, and local income, withholding, employment, and federal highway use tax forms and returns which may be required on account of its operations as required, and to pay all taxes and contributions owed as required. C. Contractor shall furnish Company with evidence of compliance with all applicable tax upon request. 13. Confidentiality. A. Contractor acknowledges that all information concerning the business practices and procedures of Company, the names and addresses of Company's customers, and any other information made known by Company to Contractor pursuant to the terms of this Agreement is of a confidential nature, and any disclosure or use by Contractor, except for the purpose of fulfilling this Agreement, may involve serious harm or damage to Company. B. Contractor agrees that it will not use or employ such information, either whole or in part, or transmit any such information through or to any other party. IC Signature: Date: 14/7/2017 EXHIBIT B-7 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT C. This duty of confidentiality will not apply to information which is or becomes publicly available through any source other than Company, as disclosed to Company by any other party, or which Company is required to disclose pursuant to any law, regulation, or court order. D. Upon request, Contractor will return any records, documents, or memoranda furnished to it by Company, will neither make nor retain any copy, reproduction, or record thereof. This duty will continue for a period of one (1) year from date of termination. 14. Entire Agreement, A. This Agreement, including all exhibits, constitutes the entire agreement and understanding between the parties. B. This Agreement shall not be modified, altered, changed, or amended in any respect unless in writing and signed by both parties. C. This Agreement supersedes any other agreement between the parties in force on the date of execution of this Agreement. 15. Relationship of Parties. A. This Agreement does not establish an employee-employer relationship between you and company or between any of your personnel and the company. You are an independent contractor and you alone are responsible for the supervision, compensation, and other benefits of your personnel and yourself. B. Neither Contractor, nor its employees, is to be considered employees of Company at any time under any circumstances for any purpose. C. Neither party is an agent of the other and neither party shall have the right to bind the other except as herein specifically provided. D. Contractor may provide similar services to others during the term of this Agreement. E. Company may use others to provide similar services during the terms of this Agreement. 16. Assignment. This Agreement may not be assigned to any other party without the express written consent of all parties. 17. Notices. Any notice to be given shall be in writing, and delivered either by hand, facsimile, e-mail, or by certified mail return receipt requested at the addresses of both notice is effected upon actual receipt. 18. Governing Law. This Agreement shall be governed by the laws of the State of Ohio, both as to interpretation and performance.) IC Signature: Date: 11/7/2017 EXHIBIT B-7 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT Executed and effective on the 18, 2017 CONTRACTOR: (Company Name) Touch of Elegance Enterprise Signedby: Sá Name: Sheila CHEW SignedBy: (Block Print) Title: Owner/Operator COMPANY: ACT FAST DELIVERY OF TEXAS, INC. By: _ Name: Title: EXHIBIT B-7 12 EXHIBIT 1 EQUIPMENT DESCRIPTION Vehicle No. 1 MAKE: 2006 Capillas MODEL_C75 TYPE: Car SERIAL NO.: ENGINE SERIAL NO.: Vehicle No. 2 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: Vehicle No. 3 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: IC Signature: the Date: 11/2/2017 EXHIBIT B-7 12 EXHIBIT 2 COMPENSATION SCHEDULE 1. Company shall pay Contractor forty percent (40%) of the gross revenue obtained by Company for the delivery by Contractor per delivery, less any charges for rental equipment. 2. Contractor is responsible for payment of drivers and others used in its operation; and 3. Under no circumstances will any check be issued in the name of any person or entity other than Contractor. NEGOTIATED, READ, UNDERSTOOD, AND AGREED to this the, 2017. day of CONTRACTOR: Touch DE Elegance Enterprise (Company Name) By: _ Name: Sheila Chew Title: Owner/Operator EXHIBIT B-7 12 INDEPENDENT CONTRACTOR AGREEMENT It is understood that I am fully aware and understand that my services at Act Fast Delivery of Texas, Inc. are as an independent contractor and not as an employee. Therefore, I will be responsible for all real or personal taxes, federal taxes, state taxes, social security withholding taxes, and any and all other taxes that may arise. There are no unemployment insurance benefits, workman compensation benefits, or any other types of benefits or insurance that I may be entitled to receive. I fully understand and agree to the following statement and that I am self- employed and an independent contractor. Sheila hew NAME OF SELF-EMPLOYED/ INDEPENDENT CONTRACTOR 11/7/2017 DATE SIGNATURE ACT FAST DELIVERY OF TEXAS, INC. DATE EXHIBIT B-7 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT State of TEXAS County of Independent Contractor Agreement This Agreement made this 5" day of JUNE 2017 between Act Fast Delivery of Texas, Inc., 2100 N Hwy 360 Ste. 1005, Grand Prairie, Texas 75050 ("Company') and whose address is ("Contractor"). **** GREEN Move IC Company Name IC Company Address IC Signature Contractor Whereas, Company is a delivery service, operating in the Dallas/Fort Worth Commercial Zone, Whereas, Contractor is engaged in the business of making deliveries in the Dallas/Fort Worth Commercial Zone; Now, therefore, in consideration of the mutual agreements contained herein, the parties hereby agree as follows: 1. Agreement. Contractor agrees to furnish the equipment more specifically described in Exhibit 1, ("Equipment"), together with drivers and all necessary labor, to pick-up, transport, and deliver, such cargo as Company may from time to time make available to Contractor. 2. Term. This agreement shall be effective on this date, and shall continue for periods of one (1) year each from the date hereof, until terminated by either party pursuant to this Agreement. 3. Equipment Usage. A. Contractor is not required to purchase or rent any products, equipment or services from Company. B. Company must always approve all drivers. Company may charge a reasonable fee for the cost of Investigating, testing, and processing the driver. 4. Compensation of Contractor. A. In consideration for Contractor's performance, Company agrees to pay Contractor the compensation set forth in Exhibit 2. B. Contractor shall be paid for each delivery made by contractor. Payment shall be made six (6) working days after the 15th of each month and six (6) working days after the last working day of each month, after company receives all required documents. C. Company is authorized to withhold payment to Contractor until Company has received all required documents for each delivery. D. Required documents means the following: all signed receipts; bill of lading; documentation required by shipper; copies of manifest for all work performed; evidence of proper delivery; and such other documents as may be required by the Interstate Commerce Commission, the Department of Transportation, or other governmental authority. IC Signature: Date: 6151 EXHIBIT B-8 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT 5. Advances. Company shall make NO advances to Contractor or Contractor's authorized agent or employees. 6. Right to Offset A. Company may withhold sums necessary to reimburse Company for expenses paid by Company for which Contractor is liable or responsible, including without limitation, the cost of licenses, permits of all types, costs, damages, services, and, if applicable, insurance coverage provided through Company. B. Company may withhold an amount sufficient to pay Company for loss due to delay, shortage, damage, or other losses or damages as noted on delivery receipts, or other information available to Company. C. Any shorts and/or damages as a result of Contractor's negligence or driver failure to obtain proper notations will be charged back to Contractor. D. Company will provide Contractor with a written explanation and itemization of any such deductions, prior to the time that they are made. 7. Failure to Complete Delivery. A. If, for any reason, Contractor fails to complete any delivery, abandons any cargo, or otherwise subjects Company to any liability from shippers or government agencies because of the acts and omissions of Contractor, Company shall have the right to complete the delivery, and to hold Contractor, liable for any and all costs and other damages. B. Contractor hereby waives any recourse against Company for such action and agrees to indemnify and hold Company harmless for all costs and expenses to complete the transportation, and to pay Company any damages for which company may be liable to shipper arising out of such breach, 8. Contractor's Obligation. A. Contractor recognizes that company's business is subject to regulation by various state and local government authorities. Contractor shall be solely responsible for satisfying these regulatory requirements, subject at all times to verification by company by: I. Maintaining the Equipment in the state of repair required by all applicable regulations. II. Operating the Equipment in conformation with all applicable regulations. III. Only using approved drivers, qualified under all applicable regulations, to operate the Equipment. IV. Preparing and maintaining, all documents required under all applicable regulations. V. Conducting delivery services in accordance with all applicable regulations. B. Contractor shall solely determine the means and methods of performance of all services under this Agreement, including without limitations: 1. Obtaining, setting of wages, hours, and working conditions; adjusting grievance; supervising, training, disciplining, and dismissal of all drivers, driver's helper and others necessary for the performance of Contractor's obligations under this Agreement. All drivers, driver's helpers, and others are not the employees of Company. II. Providing, selecting, purchasing, financing, and maintaining the Equipment; and III. Selecting routes to be used in making the deliveries. C. Contractor shall pay all costs and expenses associated with the operation of the Equipment, including, without limitations: I. The cost of fuel, Equipment maintenance and lubrication; permits and licenses; and all ferries, fines, and tolls; IC Signature: Date: 615117 EXHIBIT B-8 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT II. All taxes including, but not limited to, withholding taxes, social security taxes, unemployment insurance, fuel taxes, mileage taxes, road taxes, Equipment taxes, federal highway use taxes, and any and all other local, state, or federal taxes which may be assessed on account for contractor's drivers, driver's helpers or others, or on the account of the Equipment or any operation thereof; III. All dock charges, pick-up and dellvery charges, storage charges, cartage charges and all other charges incident to the transfer of any cargo from the Equipment to any other Equipment regardless of the cause or reason for such transfer. IV. All expenses incidents to accidents, mechanical breakdowns, or any other charges incurred in connection with making delivery of cargo following an accident or mechanical breakdown, including the cost of hiring replacement Equipment; V. All fines; and VI. The cost of loading and unloading of cargo to and from the Equipment. D. It is Contractor's responsibility to inspect all Equipment and cargo on each trip. It is Contractor's responsibility to get notations on the freight bills, and/or dock delivery receipts as to any damages to any Equipment and cargo. E. In the event of an accident related to work as an independent contractor, no matter how minor, Contractor and driver must notify Company's dispatch or safety department immediately. Contractor shall prepare a formal written report immediately after an accident, and further agrees to make those Involved in such accident available to Company for assistance in the preparation of any claims or reports required by the Company F. When requested to do so by the Company, Contractor shall collect for all charges due from all shippers or consignees for deliveries made, and shall properly account for and pay them over to Company? Contractor shall return to Company all cargo for which Contractor cannot collect. Contractor shall accept only cash, or cashier's check, unless authorized in writing by Company. G. Contractor shall promptly report any overage, shortage, or damage to, or undelivered cargo and shall dispose of such cargo as directed by Company. 9. Termination A. This Agreement shall continue in effect for the period specified above unless cancelled by either party by giving five (5) days prior written notice. B. In the event either party commits a breach of any term of this Agreement, the other party shall have the right to terminate this Agreement immediately and to hold the party committing the breach liable for damages, including the attorney's fees and court costs, C. Company may immediately terminate this Agreement in the event Contractor, its employees, agents, or servants, violates the safety rules or regulations of any government agency. 10. Insurance. A. Contractor, at its expense, shall maintain vehicle liability and property damage insurance in amounts no less than that required by law. B. Contractor shall pay, at its expense, and cargo coverage. C. Contractor will provide company with proof of insurance once a year. D. If contractor fails to obtain or keep required insurance in force, or if Contractor fails to furnish evidence of such coverage as required, Company shall have the right to obtain such coverage on Contractor's behalf. Charges for such insurance may be deducted from any compensation due to Contractor IC Signature: Date: 615117 EXHIBIT B-8 12 KL COMPANY: Signed By: INDEPENDENT CONTRACTOR: Signed By IC: Karen Sawson Print Name: Karen Lawson Date: August 12, 2015 Act Fast Delivery of Tyler Date: 8-12-15 EXHIBIT A-2 12 Arbitration Agreement Any and all claims or controversies arising out of or relating to my employment, the termination thereof, or otherwise arising between me and Act Fast Delivery of Texas and/or any of its subsidiaries or affiliations (collectively the "Company") shall, in lieu of a jury or other civil trial, be settled by final and binding arbitration before a neutral arbitrator (the "Arbitrator"). This agreement to arbitrate includes any claim, dispute, or controversy that either I may have against the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) or the Company (or its owners, directors, officers, managers, employees, agents, and parties affiliated with its employee benefit and health plans) may have against me, arising from, related to, or having any relationship or connection whatsoever with my independent contractor agreement or relationship with the Company, or any other association or relationship with the Company. Except as noted below, included within the scope of this Agreement are all disputes, whether based on tort, contract (express or implied), statute (including, but not limited to, any claims of breach of contract, wrongful termination, discrimination and harassment, unpaid compensation of any kind, whether they be based on applicable state law or federal law, including any laws prohibiting discrimination, the Fair Labor Standards Act, or any other state or federal law or regulation, equitable law, or otherwise. The parties also agree to submit claims to the Arbitrator regarding issues of arbitrarily, the validity, scope, and enforceability of this Agreement, the arbitrator's jurisdiction, as well as any gateway, threshold, or any other challenges to this Agreement, including claims that this Agreement is unconscionable. Claims not covered under this Agreement are claims: (1) for workers' compensation under applicable state law; (2) arising under the National Labor Relations Act which are brought before the National Labor Relations Board; or (3) as otherwise required by state or federal law. Nothing herein shall prevent me from filing a claim or charge with a federal, state, or local administrative agency such as the Equal Employment Opportunity Commission, National Labor Relations Board, Department of Labor, or similar agency (although if I choose to pursue a claim following the exhaustion of such administrative remedies, that claim would be subject to the provisions of this Agreement). Pending resolution of any claim covered by this Agreement, any party may request that a court of competent jurisdiction grant interim measures of protection: (1) to preserve the status quo pending resolution of such claim; (2) to prevent the destruction of documents and other information or things related to the claim; (3) to prevent the transfer, dissipation or hiding of assets; and/or (4) in aid of arbitration. A request for such interim relief to a judicial authority shall not be deemed incompatible with or a waiver of the right to arbitrate. The Arbitrator shall, once appointed, have the authority to modify any interim relief granted by a court. Any arbitration under this Agreement shall be in accordance with the National rules for the Resolution of Disputes of the American Arbitration Association ("AAA") in effect at the time of the hearing. EXHIBIT A-3 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT E. Contractor hereby authorizes Company, or its insurers, to act as Contractor's exclusive agent for the purpose of settling any and all claims made against Company arising out of the operation of the Equipment. 11. Indemnification Clause, A. In further consideration, Contractor will indemnify and save harmless Company, and its agents, employees, officers, directors, shareholders, and insurance carriers against any and all liability, loss damages, cost and medical expenses, and all other expenses of any kind or description, including attorney's fees and investigative costs, which Company and its agents, employees, officers, directors, shareholders, and insurance carriers may incur, or be required to pay, and against any and all claims or suits for damages, personal injuries (including death) or claims which may be asserted against Company and its agents, employees, officers, directors, shareholders, and insurance carriers by any persons, firm or corporation, including claims which may be asserted against Company's either by its own employees of Contractor or others whether for workman's compensation, in tort or otherwise in any manner resulting from or arising out of the operations of Contractor. B. Contractor shall indemnify and be liable to Company for any loss or damage to third persons or property, which results from the operations of Contractor. C. Contractor agrees to further indemnify and save Company harmless against any liability for premiums, contributions, or taxes payable under any workman's compensation, disability benefits, old age benefits, or tax withholding for which Company shall be finally adjudged as an employer with respect to any employees or Contractor or incurred as a result of the acts of Contractor or the acts of employees of Contractor. D. Contractor shall be responsible for any claims for shortage, loss, delay in delivery of, or damage to cargo transported by Contractor where an insurance cla because of actions taken or not taken by Contractor, or where such loss occurs as a result of Contractor's negligent or willful misconduct or failure to act. Contractor shall be solely liable for all damages as a result of any dishonesty by Contractor or its employees. 12. Contractor's Payment of Taxes. A. Contractor has sole responsibility for all withholding and employment taxes due to federal, state, or local governments on account of drivers, driver's helpers, and others used by Contractor. B. Contractor shall file all federal, state, and local income, withholding, employment, and federal highway use tax forms and returns which may be required on account of its operations as required, and to pay all taxes and contributions owed as required. C. Contractor shall furnish Company with evidence of compliance with all applicable tax upon request. 13. Confidentiality, A. Contractor acknowledges that all information concerning the business practices and procedures of Company, the names and addresses of Company's customers, and any other information made known by Company to Contractor pursuant to the terms of this Agreement is of a confidential nature, and any disclosure or use by Contractor, except for the purpose of fulfilling this Agreement, may involve serious harm or damage to Company B. Contractor agrees that it will not use or employ such information, either whole or in part, or transmit any such information through or to any other party. IC Signature: - ab Date: 615117 EXHIBIT B-8 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT C. This duty of confidentiality will not apply to information which is or becomes publicly available through any source other than Company, as disclosed to Company by any other party, or which Company is required to disclose pursuant to any law, regulation, or court order. D. Upon request, Contractor will return any records, documents, or memoranda furnished to it by Company, will neither make nor retain any copy, reproduction, or record thereof. This duty will continue for a period of one (1) year from date of termination. 14. Entire Agreement, A. This Agreement, including all exhibits, constitutes the entire agreement and understanding between the parties. B. This Agreement shall not be modified, altered, changed, or amended in any respect unless in writing and signed by both parties. C. This Agreement supersedes any other agreement between the parties in force on the date of execution of this Agreement. 15. Relationship of Parties. A. This Agreement does not establish an employee-employer relationship between you and company or between any of your personnel and the company. You are an independent contractor and you alone are responsible for the supervision, compensation, and other benefits of your personnel and yourself. B. Nelther Contractor, nor its employees, is to be considered employees of Company at any time under any circumstances for any purpose. C. Neither party is an agent of the other and neither party shall have the right to bind the other except as herein specifically provided. D. Contractor may provide similar services to others during the term of this Agreement. E. Company may use others to provide simllar services during the terms of this Agreement. 16. Assignment. This Agreernent may not be assigned to any other party without the express written consent of all parties. 17. Notices. Any notice to be given shall be in writing, and delivered either by hand, facsimile, e-mail, or by certified mail return receipt requested at the addresses of both notice is effected upon actual receipt. 18. Governing Law. This Agreement shall be governed by the laws of the State of Ohio, both as to interpretation and performance. Date: 615117 IC Signature: R C EXHIBIT B-8 12 ACT FAST DELIVERY OF TEXAS, INC. INDEPENDENT CONTRACTOR AGREEMENT Executed and effective on the ___ 5 day of Jule_, 2017: CONTRACTOR: KEITH DGREEM TRINITY COURIERS (Company Name) SignedBy: N Name: (Block Print) Title: Owner/Operator COMPANY: ACT FAST DELIVERY OF TEXAS, INC. Name: ne Vlach Wato The Offer Mes. Title: EXHIBIT B-8 12 EXHIBIT 1 EQUIPMENT DESCRIPTION Vehicle No. 1 MAKE DODGE MODEL: CHALLENGER TYPE: SRT SERIAL NO.: ENGINE SERIAL NO.: Vehicle No. 2 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: 12 NO. Vehicle No. 3 MAKE: MODEL: TYPE: SERIAL NO.: ENGINE SERIAL NO.: IC Signature R IC Signature: A O Date: 615117 EXHIBIT B-8 12 INDEPENDENT CONTRACTOR AGREEMENT It is understood that I am fully aware and understand that my services at Act Fast Delivery of Texas, Inc. are as an independent contractor and not as an employee. Therefore, I will be responsible for all real or personal taxes, federal taxes, state taxes, social security withholding taxes, and any and all other taxes that may arise. There are no unemployment insurance benefits, workman compensation benefits, or any other types of benefits or insurance that I may be entitled to receive. I fully understand and agree to the following statement and that I am self- employed and an independent contractor. KEITH D GROOH NAME OF SELF-EMPLOYED/ INDEPENDENT CONTRACTOR 61511 SIGNATURE DATE ACT FAST DELIVERY OF TEXAS, INC. DATE! EXHIBIT B-8 12 ACT FAST DELIVERY OF TRAVIS COUNTY, INC. INDEPENDENT CONTRACTOR AGREEMENT State of TEXAS County of TRAVIS Independent Contractor Agreement This Agreement made this 29 day of La OBER2018 between Act Fast Delivery of Travis County, Inc., 8801 S 15 St. #203 Austi, TX. 78748 Box 34164, ("Company") and DENEDIA PENFILED _whose address is Dez Apat TRAN CHIN SPRING 2 72633__ ("Contractor"). Whereas, Company is a delivery service, operating in the Austin Commercial Zone, Whereas, Contractor is engaged in the business of making deliveries in the Austin Commercial Zone; Now, therefore, in consideration of the mutual agreements contained herein, the parties hereby agree as follows: 1. Agreemeni. Contractor agrees to furnish the equipment more specifically described in Exhibič 2, C'Equipment"), together with drivers and all necessary labor, to pick-up, transport, and deliver, such cargo as Company may from time to time make available to Contractor. 2. Term. This agreement shall be effective on this date, and shall continue for periods of one (1) year each from the date hereof, until terminated by either party pursuant to this Agreemerit, 3. Equipment Usage. A. Contractor is not required to purchase or rent any products, equipment or services from B. Company must always approve all drivers. Company may charge a reasonable fee for the cost of investigating, testing, and processing the driver. 4. Compensation of Contractor. A. In consideration for Contractor's performance, Company agrees to pay Contractor the compensation set forth in Exhibit 2 B. Contractor shall be paid for each delivery made by contractor. Payment shall be made six (6) working days after the 15th of each month and six (6) working days after the last working day of each month, after company receives all required documents. C. Company is authorized to withhold payment to Contractor until Company has received all required documents for each delivery. D. Required documents means the following: all signed receipts; bill of lading; documentation required by shipper; copies of manifest for all work performed; evidence of proper delivery; and such other documents as may be required by the Interstate Commerce Commission, the Department of Transportation, or other governmental authority, EXHIBIT B-9 12 ACT FAST DELIVERY OF TRAVIS COUNTY, INC. INDEPENDENT CONTRACTOR AGREEMENT 5. Advances. Company shall make NO advances to Contractor or Contractor's authorized agent or employees, 6. Right to Offset. A. Company may withhold sums necessary to reimburse Company for expenses paid by Company for which contractor is llable or responsible, including without limitation, the cost of licenses, permits of all types, costs, damages, services, and, if applicable, insurance coverage provided through Company. B. Company may withhold an amount sufficient to pay Company for loss due to delay, shortage, damage, or other losses or damages as noted on delivery receipts, or other Information available to Company. C. Any shorts and/or damages as a result of Contractor's negligence or driver failure to obtain proper notations will be charged back to Contractor. D. Company will provide Contractor with a written explanation and itemization of any such deductions, prior to the time that they are made. 7. Failure to Complete Delivery. A. If, for any reason, Contractor fails to complete any delivery, abandons any cargo, or otherwise subjects Company to any liability from shippers or government agencies because of the acis and omissions of Contractor, Company shall have the right to complete the delivery, and to hold Contractor, liable for any and all costs and other damages. B. Contractor hereby waives any recourse against Company for such action and agrees to indemnify and hold Company harmless for all costs and expenses to complete the transportation, and to pay Company any damages for which company may be liable to shipper arising out of such breach. 8. Contractor's Obligation, A. Contractor recognizes that Company's business is subject to regulation by various state and local government authorities. Contractor shall be solely responsible for satisfying these regulatory requirements, subject at all times to verification by company by: e Equipment in the state of repair required by all applicable regulations II, Operating the Equipment in conformation with all applicable regulations. III. Only using approved drivers, qualified under all applicable regulations, to operate the. Equipment. IV. Preparing and maintaining, all documents required under all applicable regulations. V. Conducting delivery services in accordance with all applicable regulations. B. Contractor shall solely determine the means and methods of performance of all services under this Agreement, including without limitations: I. Obtaining, setting of wages, hours, and working conditions; adjusting grievance; supervising, training, disciplining, and dismissal of all drivers, driver's helper and others necessary for the performance of Contractor's obligations under this Agreement. All drivers, driver's helpers, and others are not the employees of Company. II. Providing, selecting, purchasing, financing, and maintaining the Equipment; and III. Selecting routes to be used in making the deliveries. C. Contractor shall pay all costs and expenses associated with the operation of the Equipment, including, without limitations: 1. The cost of fuel, Equipment maintenance and lubrication; permits and licenses; and all ferries, fines, and tolls; EXHIBIT B-9 12 ACT FAST DELIVERY OF TRAVIS COUNTY, INC. INDEPENDENT CONTRACTOR AGREEMENT II. All taxes including, but not limited to, withholding taxes, social security taxes, unemployment Insurance, fuel taxes, mileage taxes, road taxes, Equipment taxes, federal highway use taxes, and any and all other local, state, or federal taxes which may be assessed on account for contractor's drivers, driver's helpers or others, or on the account of the Equipment or any operation thereof; III. All dock charges, pick-up and delivery charges, storage charges, cartage charges and all other charges incident to the transfer of any cargo from the Equipment to any other Equipment regardless of the cause or reason for such transfer. IV. All expenses incidents to accidents, mechanical breakdowns, or any other charges incurred in connection with making delivery of cargo following an accident or mechanical breakdown, including the cost of hiring replacement Equipment; V. All fines; and VI. The cost of loading and unloading of cargo to and from the Equipment. D. It is Contractor's responsibility to inspect all Equipment and cargo on each trip. It is Contractor's responsibility to get notations on the freight bills, and/or dock delivery receipts as to any damages to any Equipment and carao. E. In the event of an accident related to work as an independent contractor, no matter how minor, Contractor and driver must notify Company's dispatch or safety department immediately. Contractor shall prepare a formal written report immediately after an accident, and further agrees to make those involved in such accident available to Company for assistance in the preparation of any claims or reports required by the Company. F. When requested to do so by the Company, Contractor shall collect for all charges due from all shippers or consignees for deliveries made, and shall properly account for and pay thern over to Company. Contractor shall return to Company all cargo for which Contractor cannot collect. Contractor shall accept only cash, or cashier's check, unless authorized in writing by Company. G. Contractor shall promptly report any overage, shortage, or damage to, or undelivered cargo and shall dispose of such cargo as directed by Company. yo, 9. Termination A. This Agreement shall continue in effect for the period specified above unless cancelled by either party by giving five (5) days prior written notice. B. In the event either party commits a breach of any term of this Agreement, the other party shall have the right to terminate this Agreement immediately and to hold the party committing the breach liable for damages, including the attorney's fees and court costs. C. Company may immediately terminate this Agreement in the event Contractor, its employees, agents, or servants, violates the safety rules or regulations of any government agency. 10. Insurance, A. Contractor, at its expense, shall maintain vehicle liability and property damage Insurance in amounts no less than that required by law. B. Contractor shall pay, at its expense, and cargo coverage. C. Contractor will provide Company with proof of insurance once a year. D. If contractor fails to obtain or keep required insurance in force, or if Contractor fails to furnish evidence of such coverage as required, Company shall have the right to obtain such coverage on Contractor's behalf. Charges for such insurance may be deducted from any compensation due to Contractor. EXHIBIT B-9 12 ACT FAST DELIVERY OF TRAVIS COUNTY, INC. INDEPENDENT CONTRACTOR AGREEMENT E. Contractor hereby authorizes Company, or its Insurers, to act as Contractor's exclusive agent for the purpose of settling any and all claims made against Company arising out of the operation of the Equipment 11. Indemnification Clause. A. in further consideration, Contractor will indemnify and save harmless Company, and its agents, employees, officers, directors, shareholders, and insurance carriers against any and all lability, loss damages, cost and medical expenses, and all other expenses of any kind or description, including attorney's fees and investigative costs, which company and its agents, employees, officers, directors, shareholders, and insurance carriers may incur, or be required to pay, and against any and all claims or suits for damages, personal Injurles (including death) or claims which may be asserted against Company and its agents, employees, officers, directors, shareholders, and insurance carriers by any persons, firm or corporation, including claims which may be asserted against Company's either by its own employees of Contractor or others whether for workman's compensation, in tort or otherwise in any manner resulting from or arising out of the operations of Contractor. B. Contractor shall indemnify and be liable to Company for any loss or damage to third persons or property, which results from the operations of Contractor. C. Contractor agrees to further indemnify and save Company harmless against any liability for premiums, contributions, or taxes payable under any workman's compensation, disability benefits, old age benefits, or tax withholding for which company shall be finally adjudged as an employer with respect to any employees or Contractor or incurred as a result of the acts of Contractor or the acts of employees of Contractor. . D. Contractor shall be responsible for any claims for shortage, loss, delay in delivery of, or damage to cargo transported by Contractor where an insurance claim for such loss is denied because of actions taken or not taken by Contractor, or where such loss occurs as a result of Contractor's negligent or willful misconduct or failure to act. Contractor shall be solely liable for all darnages as a result of any dishonesty by Contractor or its employees. 12. Contractor's Payment of Taxes. A Contractor has cola rocponsibility for all withholding and employment taxes due to federal, state, or local governments on account of drivers, driver's helpers, and others used by Contractor. B. Contractor shall file all federal, state, and local income, withholding, employment, and federal highway use tax forms and returns which may be required on account of its operations as required, and to pay all taxes and contributions owed as required. C. Contractor shall furnish Company with evidence of compliance with all applicable tax upon request, 13. Confidentiality. A. Contractor acknowledges that all information concerning the business practices and procedures of Company, the names and addresses of Company's customers, and any other information made known by Company to Contractor pursuant to the terms of this Agreement is of a confidential nature, and any disclosure or use by Contractor, except for the purpose of fulfilling this Agreement, may involve serious harm or damage to Company. 8. Contractor agrees that it will not use or employ such information, either whole or in part, or transmit any such information through or to any other party, EXHIBIT B-9 12 ACT FAST DELIVERY OF TRAVIS COUNTY, INC. INDEPENDENT CONTRACTOR AGREEMENT C. This duty of confidentiality will not apply to information which is or becomes publicly available through any source other than Company, as disclosed to Company by any other party, or which company is required to disclose pursuant to any law, regulation, or court order. D. Upon request, Contractor will return any records, documents, or memoranda furnished to It by Company, will neither make nor retain any copy, reproduction, or record thereof. This duty will continue for a period of one (1) year from date of termination. 14. Entire Agreement. A. This Agreement, including all exhibits, constitutes the entire agreement and understanding between the parties. B. This Agreement shall not be modified, altered, changed, or amended in any respect unless In writing and signed by both parties. C. This Agreement supersedes any other agreement between the parties in force on the date of execution of this Agreement. 15. Relationship of Parties. A. This Agreement does not establish an employee-employer relationship between you and company or between any of your personnel and the company. You are an independent contractor and you alone are responsible for the supervision, compensation, and other benefits of your personnel and yourself. B. Neither Contractor, nor its employees, is to be considered employees of Company at any time under any circumstances for any purpose. C. Neither party is an agent of the other and neither party shall have the right to bind the other except as herein specifically provided, D. Contractor may provide similar services to others during the term of this Agreement. E. Company may use others to provide similar services during the terms of this Agreement. 16. Assignment. This Agreement may not be assigned to any other party without the express written consent of all parties. 17. Notices. Any notice to be given shall be in writing, and delivered either by hand, facsimile, e-mail, or by certified mall return receipt requested at the addresses of both notice is effected upon actual recelpt. 18. Governing Law. This Agreement shall be governed by the laws of the State of Texas, both as to interpretation and performance, EXHIBIT B-9