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CONFIDENTIAL CONTRACT FOR LOGISTICS SERVICES

This Confidential Contract for Logistic Services (the “Agreement”) is effective [DATE],

BETWEEN: [LOGISTIC SERVICE PROVIDER] (the "Logistic Service Provider"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at:

[YOUR COMPLETE ADDRESS]

AND: [COMPANY NAME] (the"Company"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at:

[COMPLETE ADDRESS]

RECITALS:

WHEREAS, [COMPANY NAME] imports goods from overseas and has need of a Logistics Service Provider to help manage and coordinate the importing process; and

WHEREAS, Logistics Service Provider has expertise and experience inproviding these services; and

WHEREAS, [COMPANY NAME] wishes to utilize Logistics Service Provider’s services in connection with the importation of [COMPANY NAME]’s goods;

NOW, THEREFORE, in consideration of the premises and the mutual agreements set forth herein and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the [COMPANY NAME]agree as follows:

1. RECITALS

The recitals set forth above are integral to and made a part of this Agreement by reference.

2. TERM

This Agreement shall remain in force from the date first set forth above for a period of [NUMBER] year(s) and shall be automatically renewed thereafter on a year-by-year basis. This term shall always be subject to the termination provisions set forth herein.3. APPOINTMENT OF LOGISTICS SERVICE PROVIDER

(a) [COMPANY NAME] agrees to employ Logistics Service Provider to perform the services set forth herein and Logistics Service Provider agrees to perform these services. The scope of this employment will be as follows:

[Describe scope of the agreement in geographical terms; e.g., “From [COUNTRY] to [COUNTRY]”]

These services will encompassall modes of transportation.

(b) This is a non-exclusive agreement. Logistics Service Provider is free to perform services for other shippers and [COMPANY NAME] is free to employ other providers to perform services covered by this Agreement.

Notwithstanding the foregoing, Logistics Service Provider shall not provide like services for direct competitors of [COMPANY NAME] in same geographicscope as described in Section 3 (a).

4. LOGISTICS SERVICES

Logistics Service Provider shall have the following responsibilities:

(a) Receipt, management, and transmission of [COMPANY NAME] shipping data;

(b) Management of [COMPANY NAME]’s import program on a Purchase Order basis;

(c) Management of [COMPANY NAME] vendors;

(d) Receiving, booking, routing and dispatch of [COMPANYNAME]’s cargo;

(e) Warehousing, cargo consolidation and LCL services;

(f) Preparation and management of shipping documentation, including documentation necessary to effect importation into the destination countries and release of cargo;

(g) Preparation of reports to [COMPANY NAME];

(h) Coordination with other [COMPANY NAME] service providers in the importation process; and

(i) Such othertasks as may be reasonably necessary to effectuate the safe, expeditious, and efficient flow of [COMPANY NAME]’s import goods and related documentation.

The specific tasks encompassed by these services shall be set forth in the Standard Operating Procedures (“SOP”) for this Agreement, which are attached hereto as Exhibit A [Note: Exhibit A already used for [COMPANY NAME] affiliate listings]and made a part hereof by reference, and/or in written instructions from [COMPANY NAME]. Logistics Service Provider agrees to perform all tasks reasonably related to the services set forth above.

5. AGREEMENT ADMINISTRATION

(a) Account Management. Logistics Service Provider shall designate a senior level executive to be the Account Manager responsible for overseeing [COMPANY NAME]’s...