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FILED: KINGS COUNTY CLERK 06/06/2018 09:18 PM INDEX NO. 505136/2015 NYSCEF DOC. NO. 750 RECEIVED NYSCEF: 06/06/2018

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Page 1: 2018 09:18 PM

FILED: KINGS COUNTY CLERK 06/06/2018 09:18 PM INDEX NO. 505136/2015

NYSCEF DOC. NO. 750 RECEIVED NYSCEF: 06/06/2018

Page 2: 2018 09:18 PM

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[FILED : K ÏNGS COUNTY CLERK 05/26/2017 01:11 PM)INDEX NO. 505136/2015

NYSCEF DOC. NO. 371 RECEIVED NYSCEF: 05/26/2017

NUCORCORPORATION FAGE10F25MASTERTRANSPORTATION AGREEMENT

THIS MASTER TRANSPORTATION AGREEMENT(the "Master Agreement")is"I'

made as

of the day of September, 2014 (the "Effective Date"), by and between NUCOR CORPORATION

(collectively with its affiliates and subsidiaries, "Nucer") and HOaRO TRUCKING CO, INC

(collectively with its a5liates and subsidiaries, '"fransporter"). Each of Nucor and Transporter Is a

"Party", and collectively they constitute the"Partles".

W I T N E S S E T H:

WHEREAS, Nucor is engaged in the manufacturo of steel and steel products (hereinafter

"Products") and operates steel manufacturing and fabrication facilities throughout the United States

(each a"Factiltvdaa '~@++~8++ and collectively, tha"FaciHties"); and

WHEREAS, Transposter is engaged in the business of transporting property and/or is engaged in

brokeriugfreight and armng{ng for the transportation of freight shipments furnished by thhd-party motor

carriers: and

WHEREAS, Nucor and Transpotter desire to enter into this Master Agreement to govern any

engagements entered into by the Parties from time to tattle related to transportation of Products to and/or

any ofth9Facilities;

NOW, THEREEORE, for and in consideration of the mutual covenants contained hemin and

other good and valuable consideration, the receipt and suffiglency of which are hereby acknowledged, the

Partica hereto agee as follows:

1. Shipménts,

(a) Nucor may, from time to time, notify Transporter thatNi:cor requires a canierin

undertake transportation of Products for Nuoor (each, a "Shipment Notification"), Bach

shipment Notification shall include, at a minimum, the origin, destination and quantity (or .

weight) of Prodants to be shipped. Transporter acknowledges that Nucor may issue Identical

CHAR2V61639693

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NYSCEF DOC. NO. 750 RECEIVED NYSCEF: 06/06/2018

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|F I LED : K ING S COUNTY CLERK 05 / 26 / 2017 0 1: 11 PM)™DEX NO. 505136/2015

NYSCEF DOC. NO. 371 RECEIVED NYSCEF: 05/26/2017

NUCOR CORPORATION PAGE 2 OF 25MASTER TRANSPORTATION AGREEMENT

Shipment Notifidations to multiple carriers and brokers and that a Shipment Notification

an inquiry and does riot constitute a binding agreement with Transporter or an offer to

Transporter to handle the transportation of the Products described in the Shipment Notification.

If Transporter desires to undertake or broker a shipment described in a Shipment Notification,

Transporter shalt respond to the Shipnssnt Natifluation as directed by Nucor, either in the

Shipment NotificatiÈn or otherwise. Nuoor goknowledges that it shall advise Tansporter in

writing of any shipment the valueof which exceeifs $100,000(each, a"Hfth-Value Shlument").

Burther, Mueor acknowledges that it shall advise Transporter of any shipment that Nucer

a "hot-load""hot-load or that otherwise has au immediate firm deHvery date (each, a "Erot-Lead

Shinment"), in which case Transporter may agree to. transport the Hot-Luad Shipment or

otherwise not acceptthe tender of any suchHotrLoad Shipment.

(b) If the Parties mutually agee that Transporter shall undertake or arrange the

carriage of a particular shipment, the Parties shall enter into a shipping order setting orth the

terms under which 'I)ranspotter will ship, or anange shipment of, the Products described in the

Shipment Notification, Including, without limitation, the information contained in the Shipment

Notification (each, a "Shipnins Order"). Upon entering into aShipping Order, Transporter shall

transport, or arrange transportation of, the Products consistent with the tarns and requirements of

such Shipping Order. Notwithstanding the fbregoing, Nueor reserves the right to determine, in its

sole discretion, the process by which Transpotter and Nncer agree upon shipments of Products

hereunder, and Transporter acknowledges that the notifloation and crderordure' procedure set forth

hereinabove is subject to change. All Shipping Orders and all shipments carried or breveted by

Transporter, whether made pursuant to Shipping (cheer or otherwise, shall be subject to and

governed by the tecms and conditions of dais Master Agreement.

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NYSCEF DOC. NO. 750 RECEIVED NYSCEF: 06/06/2018

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F ILED : KINGS COUNTY CLERK 05 / 26 / 2017 01: 11 PM)INDEX NO. 505136/2015

NYSCEF DOC. NO. 371 RECEIVED NYSCEF: 05/26/2017

NUCOR CORPORATION PAGE 3 OF 25MASTER TRANSPORTATION AGREEMENT

(c) 'in the event Trensporter brokers or otherwise subcontracts any Shipping Order,

Transporter shall cause such end carrier ("End Carrier") to transport Products or otherwise

perform such services in accordance with this Master Agreement and as requested by Transporter.

Transporter shall inform such End Carrier of all requirements and obligations set fodh lierein and

ensure Bad Carrier fully complies herewith. Transporter shall be fully liable (inolading

indemntfication obligations pdranant to Section 1.1 hereof) for any and all acts of any End Carrier

such services on behalf of Transporter. Notwithstanding anything 10 the pontrary

contained herein, Transporter shall not broker shipments or delegate ita duties hereunder with

respect to the Shipping Orders of a Facility without the prior consent of such Factilty.

(d) Transporter shall use sound commercial judgment In selecting End Caniers end

only propose End Carriers that are allable, solvent and recognized within the

shipping/A·eighterrying industry and that otherwise satisf y the requirements setibrth herein. It

shall be a condition to Transporter's engagement of any End Carrier that such Bad Carder he a

motor carrier and not solely a brokerage agency.

(e) For purposes hereof, the party actually carrying the Products, whether

Transporter or End Carrier, shall be teferred thhorelnafter as "Carrier",

2, Scope of Shinments. Win respect.fe each Shipping Order, Transporfe.r shall pmvide, or

cause any End Carrier to provide, as applicable, ourriage of the products andrelated services as follows:

(a) carrier shall transport the Prod0cts bylap' motor vehicle as directed by Nucor.

Carrier shall provide U S. Department of.Transportation-appmved equipment suitable for the safe

transportation of protects, including¿ but not limited to, adequate and appropriate chains,

dunnage, binders, straps and tarps to be need in suchiranspottalion, Carrier's operators of motor

vehicles shall follow all of the applicable Facility's safety guidelines, including, but not limited

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NYSCEF DOC. NO. 371 RECEIVED NYSCEF: 05/26/2017

NUCOR CORPORATION PAGE 4 OF 25MASTER TRANEPORTATION AGREEMENT

to, those guidelines in the safety sheet provided to Tansporter by the applicable Facility and es

updated by Nucer from time to time via email or otherwise to Tansporter and/or End Carrier, the

ourmat versian of which Is attached hereto as fhhibit A and made a part hereof (the ¶gggg

Eggg''), and ali visibly posted Nuoor safety precedures of the partienlar Facility, including, but

not Iimited to, the proper use of hard hats, safety glasses, safbty boots, any particular loading

guidelines, and .any apacific requirements or safety guidelines of:the applicable Faeflity . . -

(collectively, the "gacility Safety Guidellmeg). To further facilitate the safety of the pmties'

personnel, all Carrier personnel involved in oprrying goods for Nueor (i) shall be skilled and

experiegood in the transport of items siptilar to thc Paducts and (ii) have such sufHoiency in

reading and speaking the English language as is necessary to comprehend and abide by the

applicable Facility Safety Guidelines. Unless otherwise notified by Nucor, Carrier shall pick up

the Products stthe relevant Facility and shall deliver the samess directed by Nucor;Nacor.'

(b) Carrier shall (i) paperly prepare such motor vehicle for loading and (ii) tarp or

otherwise cover Products ag requested by Nucor, at Carrier's sole expense, unless otherwise

on the then-qurrent Rate Sheet. Although Nucor may load Paducts onto the motor

of Carrier, Cairler shall be solely responsible for the placement and securing of Products

onto such motor vehicles.

(c) Carriet#a delivery of Paducts shall occur according to the delivery dates or

schedule given by Nucor in accordance with any Shipping Order. Such delivery dates or

scliedules are ari lapontant considetation to Nucce, and, unless expressly waived in writing by .

Nueer, time le of the essence as to each delivery of Products. Transporter shall notify the!

applicable Facility prompdy of any olmumstances of which Transporter becomes aware that may

affect Cherf½ abllity to registain such delivent schedule; provided. however. no such notice

emuceste9eva tt

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NYSCEF DOC. NO. 371 RECEIVED NYSCEF: 05/26/2017

NUCOR CORPORATION PA.GE 5 OF 25MASTER TRANSPORTATION AGREEMENT

shall constitute a waiver of on-time delivery, and time is still of the essence with respect to such

affected delivery.

(d) Notwithstanding the foregoing, neither Transporter nor Nuoor shall be liable fby

any delay In performance under this Master Agreement because of unforeseen circumstances

beyond the Panies' respective control, such er sots of God; industrial conflicts (including

without limitation strikes locketits sad work laterruptions); government rules, reguDgions,

suspensions or mquisitiona of any kind; fires; casualties or accidents. Any Party affected by a

force majoure event shall promptly upon learning of such event give notice ta the other Pedy,

stating the nature of the fbroe majeure event, its anticipated duration, and all actions being taken

to avoid or minimizeitseffect.

(a) Bach shipment hereunder shall be evidenced by a bill of lading, manifest or other

type of freight receipt in such form as specified by Nucar (a "Receipt"A which shall be signed by i

Carrier's agent or employee indicating the kind and quantity of Products received by such party at

oright. Acceptance of such Receipt shall be evidence of Carriers receipt of Products irr good

order and condition, unless otherwise noted on the face ofsuch Receipt, In the event the terms of

the Receipt ars in confHet with the terms of this Master Agrearnent, the terms of this Master

Agreementshall govern, The absence or loss of any such Rooelpt shall not relieve Transporter or

any End Carrier of Its obUgntions and asponsibilities with aspect to any shipment made

hereunder. The provisions of this Master Agreement shall apply to Nuoor and hanaporter in

freight«llect transacdonn prepaid-freight transactions, or any other transportation services

transactions provided toNucor by Transporter.

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CHARBi61699623

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NUCOR CORPORATION PAGE 6 OF 25MASTER TRANSPORTATION AGREEMENT

3. Rates: Payment

(a) During the term ef this Master Agreement, the Partles shall Bom time to time

negotiate the shipping rates that Transporter shall charge fbr the carriage of products fbr each

relevant Facility, whloh such shipping ates shall be la a form substantially similar to Exhibit B.

attached hereto and made a part hereof (the Rate Sheet"). The Rate Sheet shall apply to all

Shipping Ordu¼s entered into for a particular Pacility and shall be subject to amendment from .. -- . . J...

time to time during the term of this Master Agleement. Notwithstneding the fbregning, Nuoor

shall not he obligated to agree upon any increase in rates and, In the absence of such agreement

by Nuoor, Nucor may immediately terminate this Master Agreement In additioa to the rates set

forth In a Facility's Rate Sheet, Nuoor may pay Thesporter a fuel surcharge as calculated by

Nucor and provided to Trenbportet by Nucor flem time to time via letters electronic mall,

billboard postings, or otherwise.

(b) Transporter shall (S reoelve payment of all undisputed amounts tom Nucor

within thirty (30) days afterNucor receives confumation that delivery has occurred in accordance

with the applicab1s Shipping Order via an autopsy system utilized by Nucor, if applicable, or

(II) if such an autopsy system Is not applicable, bill Nuoor (or its designated agent) In atrears fbe I

the shipment of products, and payrnent of ali undisputed amounts shall be made by Nucor withip

thirty (30) days of receiving Transporter's invoice. Transporter accepts and assumes the

responsibility ter paying any and all toes relatedto the shipment of thd FMduchh

(c) Transporter shall make any and all payments owed to End Carrient. Nunor shall

have no obligation to make any payments to End Carriers undemany oimumstances whatsoever,

(d) Tansporter hereby acknowledgen that Facilities requesting solvices ant divisions,

subsidiaries or affiliates ofNucor, and that only the'Facility utilising Transportar fbr a particular

anamisuseso f

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NUCOR CORPORATION PAGE 7 OF 25MASTER TRANSPORTATION AGREEMENT

shipment as coted on the applicable Shipping Order shall have Tiability to Transporter related to

such shipment under this Master Agreement.

4. Representatione' & ti At all relevant times dung the term hereof, Transporter,

for itself and ott behalf of any End Carder, as applicable, represents, warrants and covenants to Nuqor as

follows

(a) - . Transporter and any End Carrier shall possess all permits, licenses and -

certifications required by any federal, state ormunicipa1governing body, and shall provide copies

of the same to Nucor upon request. Transporter and any End Carder shall operate in fht!

compliance with all laws, rules, regulations and ordinances governing or related to highway

motor and surface carriers, and shall meet all requirements that may firorn time to time be

In regulations now enforced or hereafter promulgated by any federal, state or municipal

body, or otherwise related to Transporter's and any End Carrier's performance hereunder.

Transporter shall notify Nuoor promptly, in writing, of any suspension or cancellation of

operating authority oftof.' (i) Transporter, the ocourmace of which shall give Nuoor the right, in

addition to any other right or remedy available to Nucor, to terminate this Master Agreement

imrnediately upon giving Transporter wdtten notice of such terminadon; or (ii) any End Carrier,

and (A) Transporter shall redesignate any loads already designated for carriage by any such End

Carrier and (B) Transporter shall not otherwise arrange for carriage of Products by any such End

Carder unless Nüoor otherwise consents in writing.

(b) Carrier is wining ang able to undertake and perform transportation of Products

to the raiuirssnents of Nucar, including without limitation the teens set forth herein,

CHAR2)1616396y3 ..

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NUCORCORPORATION PAGE 8 OF25

MASTER TRANSPORTATIONAGREEMEMT

(c) Carrier has the resources, equipment and personnel necessary to undertake and

perform. the transportation of Products and shall not broker, subcontract or otherwise engage (

others to undertake and perform such transportation.

(d) Carrier has experience in transporting hems similar to the Products and will

transport Products in a safe and workmanlike manner.

(e) . . Carrier will provide only drivers possessing the proper licensing and the skill and

experience necessary for the safe and workmanlike transportation of Products.

(f) Carrier mill detlyerProduety to their destination in the same condition as the

Products were received by such patty.

(g) carrier holds no less than a "Sattsfactory""Satisfactory,"~tory",

"conditional" or "Umated"safety

fitness rating (or equivalent thereof) issued by the U.S. Department of Tmnsportation, Federal 1

Highway Administration, and is in compliance with the regulations of that agency and all

appropriate and/or required foielan, alate or local regulatory bodies.

(h) Carrier shall evidence Its recelgit of the proposed freight shipments by issuance to

Nuoor (or to Tmnsporter on behalf of Nucot) ofappropriate documentation.

(1)Transpottei· and any Bad Carrier has received and shalf comply with theEuoor

CorporationTransportation Code of Conduct, a copy of which is attached hereto as Exhibit C and

incorporated herein by reference.

S. T.ggg. The term of this Master Agreementshall commence upon the Bffective pate and

shall continue for a period of four (4) years. This Master Agmement shall be automatically renewed for

successive two (2)-year periods unless terminated in writing by either Party within sixty (6Q) days prior to

the expiration of the initial tenn or arly successive renewal tenn,

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NUCOR CORPORATION PAGE 9 OF 25

MASTER TRANSPORTATION AGREEMENT

6. Termination. ff an order for relief is entered against Transporter in any bankruptcy I

pmoeeding; or if Transpotter makes a general assignment for the benefit of creditors; or if a receiver is

appointed for all or a portion of Transporter's property; or if Transporter disobeys or disregards laws,

ordinances, rules; regulations or orders or any public authority having jurisdiction, then Nticot inay,

without prejudice to any other right or tamedy, immediately terminate the engagement of Transporter. If

in the opinion of Nucor, Transporter falls to prosecute diligently the obligations to be performed .

hereunder, or Transporter otherwise defaults under this Master Agreement or neglects to effect the

shipment of Pmducts in accordance with the instructions of Nucor, and Transporter fails to cure such

default within fifteen (15). days after written notice thereof from Nuo.or, they Nucor may, without

prejudice to any other right or remedy, immediately terndnate the engagement of Transporter.

Notwithstanding any other provision of this Master Agreement, Nucor shall have the right to terminate

this Master Agreement at any time upon thirty (30)days' written notice to Transporter.

7. gee. Title to and ownership of Products shall always be determined by the tenne of the.

specific contract, agreement or arrangement between Nuoor and Nucor's designated recipient of such

Products, Tensporter shall, and shall use its commercial best efforts to cause any End Carrier to, handle

all Products in A manner consistent with Nuoor's or its oustortfer's (as applicable) ownership interest in

such Products and take 811 reasonable measures to protect Nucor's or its customer's (as applicable)

interests, Carrier shall not engage in any conduct or activity thatmight jeopardize de prejudice Nucer's or

its custiomer's (as appileable) ownership interest in or titleto any ProductL

8·, ]jagg. Carrier shall not create, suffer, nor permit a third party to ornate or obtain any lien,

encumbrance or security interest in any Products. If any Products should, for any reason, become subject

to any such lien, encumbrance or security interest, Transporter shall (a) notify Nucor inimed'miely of any

and all such encumbrances, and (b) at its sole expense, take all actiongnecessary or appropriate to remove

CHARMt616396v3

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NUCO.R CORPORATION PAGE 10 OF 25

MASTER TRANSPORTATION AGREEMENT!

the salso as promptly as possible. Further, should Transporter fall or refuse to take all appropriate action

to remove any stich lien as pmmptly as possible, Nuoor may, at its option, elect to take any actions.

necessary or appropriate to remove such enoumbrances. All expenses incurred by Nuoor and related to

such actions shall be paid by Transponer3 and Transporter hereby agrees to Indemnify Nucor against any

such expenses. Without limiting the foregoing, Transporter shall not be responsible for, nor shall

indemttify Nacor for,. shy expenses, costs or damages related to a lien or other enoumbrance. arising

from a dispute between Nucor and any End Carrier pursuant to a separate contractual relationship

not arising from or related to Transporter's supply of such End Canier to Nuoor pursuant to this Master

Agmement.

9, Ior.urance.

(a) Transporter shall carry; in 'each instance at its own expense throughout the term

of this Master Agreement, the following types of insurance issued by insurers demiciled in the

United States of Americamaintaining a minimum A.M. Bestrating of A- Vil:

(l)Workers' Compensation insurance, at statutory limits in accordance with !!

the laws of the State in which Transporter's applicable facility is located, fully covering

all Transporter personnet performing any obligations under the Master Agreement;

01) Employers liability coverage loss with minimum limits of not less than

One Million Do[lars ($1,000,000) for any one occurrence;

Automob[ie liability insurance covering bodily (qjury, Including death,

and property damage and loss with a minimum combined single limit of not lens than,

One Million Dollars (S1,000,000), which insurance shall (A) contain endorsement CA 99

48 03 06 (Pollutloit Ilability Broadaned Coverage for Covered Autes) (or comparable

CHARW6166V3 , ..

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NUCOR CORPORATION FAGE 11 OF 2diMASTER TRANSPORTATION AGREEMENT

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endorsement) and (B)name Nueor Corporation, its subsidiaries and affiliates as

designated insureds via endorsement form CA 20 48 02 99(or comparable endorseinenty;

(f y) Commete|al general liability insatance covering bodily inity, including

death, and property damage with minimum limits of not less than One Million Dollars

($1,000,000) for any one accident, disaster or occurrence, and Two Million Dollam

(32,00Ò,000) in the aggregate per Paollity (via endorsement fbrm C0 25 04 03 97) (or

comparable, endorsement), which insurance shall be "primary" and "nonsontrtbutor f

and shall name Nuoor Corporaflon, Its subsidiaries and affiliates as additional insureds

viaendorsementform C( 3 20 10 11 85 (or comparable endora¾edt); god

(v) All-rfsk cargo insurance in the minhnum amount of One Hundred

Thousand Doilers ($100,000), which insurance shall include Nucor Corporation, its

subsidiaries and affiliates as loss payees.

(B) Transporter shall require each Bad Carrier to carry, in each instance at its own

expense while carrying any Products pursuant to this Master Agreement, 'the following types of

insurance issued by insores demiciled in the United States of America maintaining a minimum

A.M. Best jmtingof A-VH

(1)Workers' Compensation instunace at statutory limits in accordance with

the fews of the State in which Ewi Carrier is located, folly covering sil End Canier

pørsoncei performing eny obligations ander the agreement between hansporter and said

End Carrier;

(ii) Empicyer's liability coverage loss with minimum limits of not less than

One Million Dallam($1,000,000) tor any one occurrence;

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NUCOR CORPORATION PAGE 12 OF 25

MASTER TRANSPORTATION AGRREMENT

(iii) Autornobile liability insurance covering bodily Injury, incteding death,

and property damage and loss with a minimum combined single limit of not less than

One Million Dollars ($1,000,000), which insuranco shall contain endorsement CA 99 48

03 06 (Pollution Liabliity Broadened Coverage fur Covend Auton) (or comparable

endorsement); I

, . . ..(iv)..'. Cominercial general liability insurance covering bodily injury, including. ..... ...... . ,. ..

death, and pmporty damage with minimum limits of not [ess than One Million Dollars

($1,000,000) for any one accident, disaster or occurrience, and Two Million Dollars

($2,000,000) in the aggregate, which insurance shall be "primary" and "non-

. - contributory, and

(v) All-risk cargo insurance in the minimum amonot of One Hunded

Thousand Dotlem (3100,000).

The minimum policy Ihnits set forth in (a)(iii) and (iv), and (b)(iii) and (ly), of this Section 9, may be

satisfied using umbrella and/or eccess liability insurance coverage.

(o) Transporter shall famish to Nocor, prior to ilw date Transpoder or any End

Carrier perfbrms services under this Master Agreement, copies of Transporter*a polloies of

insurance, certificates of insurance and applicable endorsements showing that such poi1oteserv in

full lbree arid effect, and containing a provision to the effect that (1) they may not be canceled or

materially altered except upon not less then thirty (30)days' prior writlem.notice to Nimor, and

(ii) for the poticles set foftis in (a)(ill), (iv) and (v) of this Section 9. Naper is ftmmed as a

designated insured, additional insured, or Loss payee, as applicable. All of Transportees policies

shalIcontain a waiver ofall.rights of subrogation against Nudor.

CHAR2hte1Q96his-l

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NUCOR CORPORATION PAGE 13 OF 25MASTER TRANSPORTATION AGREEMENT

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(d) Transporter shall (i) obtain from any End Carrier, prior to the date such End

Carrier performs services under this Master Agreement, copies of such End Canier's policies of f

insurance, certificefes of Insurance and applicable endorsements showing that such policies are in

full force and effect, and (ii) promptly provide to Nucor, upon Nucor's request, copies of such

End Carrie's policies of insurance, certificates of insurance and applicable endorsements.

10. Aisk of Loss.

(a) Carr[er shaft at its sole expense, take reasonable care in its handling, transporting

and, when necessary, storing of all Products, Transporter ahall be liable to Nucor for fess and/or

damage to any Products transported under this Master Agreement Such liability shall begin with

the loading of the Products on Carrier's equipment at the point of origin and shall continue until

such Products are delivered to Nueor's designated recipient As between Transporter and Nucor,

Transporter assumes all risk of safely and properly placing and securing Products to Carricts

motor vehicles end all liabilities and obligations arising out of the failure to do so or the shifting

or movement for any mason of the lead of Products on such motor vehicles. Transportera

liability for risk of loss or damage to any Products shall be for the ibll invoice value of such

Products, subject to a maxintum liability ofone Hundred Veassnd Dollars ($100,000) per trailer

or conveyance, unless Nucor provides Transporter with a High-Velue Shipinent notice in

with the provisions of Scotion l(a) and Section 16 of this Agreement, and in such

case Transporter's liability for risk of loss or damage to such Products shall extends the amount

set forth in such High-Value Shipment notice for the trailer or conveyance at issue. This liability

for risk of loss or damage is no way minimizes or affects Transporter's. indemnification

obligations set forth in this Master Agreement Bach Party shall notify the other Party of .anyany

claims of damage or loss ofwhioItit becomes aware pursuant to this Section 10.

CHAR211.61639699

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(b) Chlms for cargo loss, damage and delay shall be filed within nine (9) months of

the date of delivery (or within nine (9) months of the date that delivery should have occurred in f

the event of non-delivery) and any lawsuit minted to such a otaim.must be filed within two (2)

years ofTransporter's denial ofall or any part of such a claim.

I L IndenmhY.

(a) TO THE FULLEST ERIENT ALLOWED BY LAW, TRANSPORTER SHAf1 DEFEND (BUTONLY IF 80 ELECTED By NUCOR IN LTSSOLE DISCRETIDN), INDEMNIFY AND HOLD HARMLKss Nvcoa,[TS SUBSIDIARIES, AFFILIATES, JOINT VENTURE PARTNERS, AND EACH OFOl' THEtR RESPECrIVE

iDIRECTORS, OFFICERA, REPRESENTATIVES, AGENTS, AND EMPLOYEES (COLLECTIVELY, "NucORINDEMNIFIED PARTIES") FROM AND AGAINST ALL CLAIMS, DAMAGES, LTABILMES, LOSSES, COSTSAND EXPENSES (INCLUDING, Btff NOT LIMITED TO, REASONABLE ATTORNEYS' FRES AND EXPENSESINCLUDDIO ANY REASONABLE ATFORNEYSS FEÈS AND EXPENSES INCURRED BY A NUComINDBMNIFIED PARTY IN ENFORCING TRANSPORTER'8 INDEMNIB1CATION ODIAGATIONS HEREUNDER)

, (COLLECI3ÝELY, ",DAMAGES''), SUSTAINED BY NUCOR BY REASON OF4 (1) DODILY INJURY, SICKNESSOR D1BATH TO THIRD PARTIES (INCLUDING NUCOR AND ANV TRANSPORTER OR END CARRIEREMPLOYEES DR AGENTS) OR ANY DAMAGES TO TIfE PROPERTY OFNUCOR (EXCEPT DAMAGE OR LOSSTO ANY PRODUCTS, WHICH SHALL BB GOVERNED BY ß)lCITON 1,QOF THIS MASTER AGREEMENT),-TRANSPOkTER, END CARRIER, OR THIRD PARTIES (INCLUDING NUCOR AND ANY TRANSPORTER OREND CABREER EMPLOYEES OR AGENTS), 70 THE EXTENT CAUSRD BY THE NEGLlGENT OR WILLFULM3SCONDUCT or TRANSPORTER OR ANY END CARRIER, OR ANY OF THEIR RESPECT3VE OFFICERS,EMP1DY EES, ACENTS, OR AFFILIATES, CONTEMPLATED BY3 OR TAKEN PUR5CANT TO, THIS MASTERAGREEMErff, AND RBOARDLESS OF WHETHER OR NOT A NUCOn. INDEMNIFIED FARTY WOULDOTHERWESE BE LIABLE B0R SUCN DAMAGES UNDER A STATUTORY OR COMMON LAW STRICTLEABIIATY STANDARD, OR (11) ANY BREACH BY TRANSPORTER OF, OR FAILURE OF ANY END CARRIER

. TO CQMPLY WITH THE OBLIGATIONS CONTAINED IN, TiUS MASTER AGRE5MENT. FOR THEAVOlDANCE OF DOUBT, TRANSPORTER 8HALL NOT BE OBLICATED TO INDEMN1FY ANY NUCORINDEMNIFIED PARTY HERBUNDER FOR THAT PORTION OB ANY DAMAGES RESULTING PROM THENEGIJOENCE OR WILLFUL MISCONDUCT OF A NUcOR INDEMNINIED PARTY, THE PARTIESACKNOWLEDGE AND AGREE THAT NOTWITHSTANDING THE FOREGOING, BT THE EVENT A COilRT OFCOMPETENT JURISDICTION HOLDS THAT A STATUTE LIMiTING THB BCOPE Op TRANSPORTER'SINDEMNIFICATION OBIJGATr0NS HEREUNDER IS APPLICABLE TO THE PERFORMANCE OFTRANSPORTER UNDER OR PURSUANT T0 TEDS MASTER AGREEMENT, TRANSPORTER'S(MDEMNIFICATION OBLIGATIONS HEREUNDER SHALL ONLY EXTEND TO TilE EXTENT PERMTITED BYSt/Cil STATU TE. TRANSPORT ER ACRNOWLEDGEs THA'tTIJAT' WS INDEMNIF(CATION OBLIGATIONSHEREUNDER SHALL EXTEND AND APPLY TO DAMAGES RESULTING PROM DIRECT CLAIMS BY ANY ,NUCOR INDEMNIFIED FARTY AS WELL AS ANY DAMAOES ANUCOkINDEMNIFIED PARTY SUFFEES ASA RESULT OF ANY TBIRD-PARTY CLAIMS (INCLUDING BUT NOT LIMITED TO ANY CIAIMS BY ANY ENDCARRIER). TRANSPORTER COVENANTS NOT TO SETTLE ANY MA'ITER UNDER TIES INDEMNITYWITHOUT OBTAININGNUCOh's PRIOR WRITTEN CONSENT.

1

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MASTER TRANSPORTATIONAGREEMENT

(b) IF ANY CLABf$ ARE SROUGHT. AGAR4ST ANY NUCOR INDEMNIFIED PARTY BY ANYPERSON DIRECTLY OR INDIRECTLY EMPLUYED BV TRAN5PORTER OR ANY PERSON FOR WHOfiE ACTS ;TRANSPORTER MAY BE LIABLE (INCLDDING BUT NOT LIMITED TO ANY END CARRIEE OR ANY ENI)CARRIER EMPLOYEES OR AGENIl$, THE INDEMNIFICATION OBIJGATION OF TRANSPORTER SHALL BEABSOLt1TE AND NOT LIMITED OR AFFECTED EV ANY WAY BY ANY CLA1MS OR BENEFITS PAID ORPAYABÎ,E BY OR FOR TRANSPORTER UNDER ANY WORkERS' COMPENSAMON ACTB, DISABILITYBENERIT ACTS, OR OTHER EMPLOYEE BENEFIT ACTS. TRANSPORTER HEREBÝ EXPRES$LY WAIVESANY EMMUNITEE5 OR LIMITATIONS AFFORDED TO TRANSPORTER PURSUANT TO ANY WORKEES'WORM%8COh$PpiSATION ACTS, DHiABILITY BENEFlT ACTS, OR OTHER EMPLOYEE BENEF1T ACTS, TO THEEXTENT ANY OF THE SAME WOULD LIMIT OR OTHERWISE ADVERSELY IMPACT TRANSPORTER'SINDEMNIFICATE0N OBLIGATIONSHEREUNDER.

(c) TRANSPORTEEL AGREE8 TRAT THE BENEFrIS or TiflS SECTION 11 SHAL(, APPLY TOA1,L NUCOR INDEMNEFIED PARTIES AND THAT ANY ONE THEREOE MAY ENFORCE THE PROVISIONSREREOFDIRECTLYAGAINST TRANSPORTER.

12. Drug and Alcohol Testing Program. .. Transporter hereby warrants and represents to

· . Nucer that Carrier maintains drug and alcohol testing programs, including, but not limited to, procedures

for preanployment, post-accident, near-miss, reasonable suspicion, "olean sweep" and random4rug and

alcohol testing, and/or similar programs consistent with any stricter federal, state and local laws, rules,

and ordinances alated to drug and alcohol testing and motor carriers. Nucor reserves the II

right to refbae to release any shipment to Carrier's agents and/or employees that Nucar personnel suspect .

of any drug or alcohol use, and Transporter shall be liable fbr any damages resulting from any delays in

delivery of such shipmers Transporter abgl1, and shall cadse any End Caerfer to, ensure that any of its

agents and/or employees testing positive (either a confirmed positive test result or from a refusal to be

tested, which Nucor considers a positive test)will be prohibited item performing delivery services for any

Facility

(3.. Relationship between Parties. Transporter shall be and shall remain an independent

contractor. Nothing contained within this Master Agreement shall (a) constitute Transporter or any End

Carrier acting as an agent, partner orjoint venturer of Nucor, or (b) grant Tranapurter or any and Carrier

the right or authority to create any obifgation an behalfof Nucor. Neither Transporter nor its egiplo

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MASTER TRANSl50RTATION AGREEMENT

or agents shall be considered employees of Naoor at any time. Transpotter shall be solely responsible for

rnalntaining control, direction and supervision of all Transporter employees and agents (including any

Bad Carriers) and shall solely determine the terms and conditions of employment off auch employees and

!agents. Notwithstanding anything to the contrary contained hereh¼ Transporter shall be liable to Nueor

for any damager resulting front any End Carrier's breach of the obligations of a Carrierset forth herein.

In no event shallNuoor have any Insponsibilif y or obligation to, and. Thmsporter agrees that it shallt

indemnif y and hold harmless Nuoor from any claims by, any End Carrier underthis Master Agreement or

otherwise. This Master Agramment does not ornate any thhd-pasty beneficiary rights of any kind or nature

in favor of any Bnd Carrier.

14 Arbitration. At the option of Nucer, a dispute arising in connection with this Master

Agreement shall be submitted to arbitration. Except as otherwise set forth in this paragraph, such

shall be conducted pursuant to the Federal Arbitration Act(9 U.EC. § 1 et seg.). The language

of arbitration shall be Bnglish. The place of arbitration shall he, at Nucor's option, Charlotte, North

Carolig prany city within the state where the applicable Facility is located. Both Parties shan attagitpt to

agree upon one arbitrator, but if they are unable to agree, each Party shall appoint an arbitrator and these

two ahall appoint a third arbitrator. Expenses of arbitration shall be divided equally between the Parties,!

In the event of arbitration, the arbitradon panel shall pass finally upon all questions, both of law and fact, .

sad the panel's findings and award shall be conclusive, Pr¾earing discovery shall be available to both

Parties and shall be governed by the 1tederal Itates of Civil Procedure. Such discovery atay be used as

evidence in the arbitration hearing to the same extent as if it were a cost paceeding. tuibrmation

obtained by either Party during the course of discovery shall be kept confidential shall not be disclosed to

any third party, shall not be used except in connection with the arbitration proceeding, and, at the

conelisslan ef the proceeding, shall be returned to the pther Party. Both Parties shall make their agen

1 96v5

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and employee available apon reasonable no8ce at reasonable times and places for pre-bearing

depositions without the necessity of subpoenna or other court orders. Wie arbitratore shall issue

subpoenas to compel the attendance of, and the production of documents by, third-party witnesses at

or at the hearing, Enfbreement of the arbitration award may be ordered by any court of

competentjurisdiction.

15. . Governinir aw and Jurisdiction.'

.. This boaster Agreement shall be governed by and .. .

construed in accordance with general principles of federal transportation law and the laws of the State of

Delaware, Each Patty, acting for itself and its successors and assigns, hereby expressly and irrevocably

consents to the exclusive jurisdlotions of the state and federal courts located in the State of Delaware for

the confirmation or enforcement of any arbitration award or for any litigation which may arise out of or

be alated to this Master Agreement or any other agreement related hereto, On behalf of themselves and

their successors and assigns, both Parties hereby expressly and irrevocably waive (a) personal service of

any and all process, and each consents that all service of process may be made by registered mail, return

receipt requested, directed to the Party at the address referenced in S.ection 164 and (b) any objection

based onforum non conveniens or venue of any such action.

16. Notices.

(a) All notices and other comrounicatiotts hereunder shall be in writing and shall be deemed

given if delivered personally or by commercial delivery service, or mailed by registered or certified mail

(return receipt requited) or sent via. facsimile (with scimowledgment of complete transmission) to the

Parties at the addresses spoolfled in the applicable Rate Sheet (or at such other address for a Party as shelf

be specified by like notice).

(c) Any notices for High-Value $hipments and IIot-Load Shipments shall be deemed given if

sent via email or facsimile to one of the ibifowing Transporter personnel, or otherwise posted to y

C8Ag21t61639693

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NUCOR CORPORATION PAGE 18 OF 25MASTER TRANSPORTATION AGREEMENT

load tendering process, such as a nansportation management system, of which Nueor and

Transporter atillme for the tendering of loads between the Partles:

Contact Name: Robert CapriglioneFax: 732-726-0820Emaik [email protected]

ContactName: David Scmeman CEOFax: 732-1264820

:- . < -'- . Basil:day fo.oDE -.-.. -----..

17. Electronto Commerce. Transpmter understands and acknowledges that Nucer may, from

time to time, through the use of telephone, facsimile, electronic mail, electronic communication or other

methods, including without limitation through the use of such business-to-business websites as Nucor

may choose, communicate certain inforrnation pertaining to the Partles' business relationship, including,

without limitation, issuing Shipment Notifications, identifying Nigh-Value Shipments, identifying Hot·.

Load tihipments, entering into Shipping Orders, amending the Rate Sheets, and providing thel surcharge

calculations

18. Successors and Assians. This Master Agreement shall be binding upon and inum to the

benefit of the Parties hereto and their respective heira, successors and assigan crovided. however.

Transppreer shall not assign this Master Agreement nor subcontract the whole Master Agreement or anyI

part hereof without the express consent of the applicable Foollity. No assignment or subcontracting of

any portion of the transportation services to be performed hereunder win relieve Transporter of its

underthis Masler Agreement

19. Severability. it the event thatgny provision ofthis 1WasserAgnement, or the application

hereof, becomes or is deo(ared by a coast of competent jurisdiction to be illegal, void or unenforceable,

the remainder of this Master Agreement will continue in tbg ibree and offbot and the application of such

pmvision to other persons or eimnmatances w.in he interprèted so astmasonably 4 effect the latent of the

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Parties hereto. The Parties shall replace such void or unenforceable provision of6is Master Agreement

with a valid and enforcøable provision that will achieve, to the extent possible, the economic, business

and other purposes ofsuch void or unenfomeable provision.

20. ice. Failure by either Party at any time to require performance by the other Party or.

to claim a breach of any provision of this Master Agreement will not be construed as a waiver of any

subsequent breach nor ·akhct the binding nature of this Master Agreement nor any part hereof, nor

prejudice either Party as regards toeny subsequent action.

21. Headings. The paragraph headings of this Master Agreement are for reference only and

shall not be considered in the interpretation ofíhis Master Agreement.

22, Counterparts. This Master Agreement may be executed in two or more counterparts (and

with facsimile signatures), all of which shall be considered one and the same agreement, and shall become

effective when one or more counterparts have been signed by each of the Parties and delivered to the

other Patty, it being understood that all Parties need not sign the same counterpart.

23. Non-Diselesure of Information. Transporter agnes to keep confidential any information

provided to it by Nuoor relating toNucor's operations or business activities, including, but not limited to,

the names of suppliers, carriers, brokers, vendors and customers, the rates agreed toby the Parties, and the

existence or terms and conditions of this Master Agreement. Transporter agrees to hold all such

In confidence and shall not use any such information other than for the bdriefit ofNucor or in

perfbrmance of its obligations ander this Master Agreement, Transpotter agrees that this Section23 shall

survive the expiration or tennination of this Master Agreement

24. Entire Agreement. This Mastec Agreement, together with the Shipment Orders delivered

hereunder, constitutes the entire agreement among the Partieswithrespect to the subject matterhereof

and supersedes all prior agreements and understandings, both written and oral, among the, Parties with

CHAR2Al6]639643

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respect to the subject matter hereof. The Parties agree that in die event the terms of this Master

Agreement confliot with any terms in any Shipment NotNihation, Shipping Older, purchase onfer orother

.document or agreement between the Parties, the terms and conditions of this Master Agmement shall

pvern.

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IN WITNESS WHEREOF, Nuoor and Transporter have caused this Master Agreement to be

accepted bye duly authorized officer or employee, all as ofthe BfIbettve Date.

NUCORCORPORATION, on behalf ofItself an es and subst

*;

Namet Beve.Eambski Ûeiv d Sm

Title: Vice President& General Manager

HO-RO TRUCRING 00. le

By:

Name: David Scureman

Title: Chief Bxecutive Officer.

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EXHIBITA

FORM0FSAFETYSHEET

Please Bee Attached

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EXHIBIT C

NUCOR CORPORATION TRANSPORTATION CODE OF CONDUCT

Nucar Corporation(withitaaffiliatesandsubsidiaries, "Nucer")hasalonghistoryofconductingits businesses in amannerconsistentwithhighstandardsofsocialresponsibility. Ittordertocontinue

promoting this goat In the future, Nuoor is requiring that each terrier and broker comply with the

ib!lowing code of conduct ("Code"), and each carrier and broker will be asked to acknowledge itscompliance with the Code. The principles and values expassed by the Code reflectNuoor's ongoingcommitment to social responsibility and human dignity.

Ishpr

(a) No cattler or broker may utEm involuntary labor of any type. This shall Include, but pot Belimited to, forced, indentured, bonded otprison labor

(b) No earriet or broker may utilize child labor. For purposes of the Code, a "child" will beconsidered any person younger than (1) fburteen (14) years old; (ii) the mhtimum age for

completing compulsory education in the country of manufacture; or (111) the minimum age foremploynient in such country, whichever is the highest

(c) Each carrier and broker must treat each of their employees with respect and dignity. As such, nocarrier or broker shall subject any employee to physical, ssnnal, verbal or other forms of .

hamssment, coercion or abuse.

(d) No carder or broker shall subject any employees or applicards far empoyment to unlawfuldiscrimination.

(e) EachcarrierandSmker.must pay each ortheir employees at least theaninimurn wage, and supplythe minimum beneìits, required by applicabfe local laws. in the absence of applicable focal laws,equa eart@er and broker shall provide minimum wages and benefits consistent with industrypmotice in such Io.oation.

(f) Each carrier and broker shall comply with all applicable health, safety and welfare laws, rules andregulations, and shall provide a safe working place for their employees. Bach carrier and brokermust have and implement eShotive programs to pmmote the foregoing.

nvironment

Eachcarrierhad broker should strivein minimize impact on the environment fiom their opemttons and, at .a minimum, must operate in compliance with applicable envitenmental laws, rules, regulations andordinances. I

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Basiness Ethics

Nucor expects each of its carriers and brokers to conduct its respective business subject to high ethicalstandards, At a minlinum, each carrier and broker must conduct business in accoufance with allapplicable laws, rules and mgulations regarding business ethics, including those dealing with bribery orother prohibited business transactions.

Compliance

Each carrier and broker must maintain documentation. reasonably necessary to evidence compliance withthis Code. Suc$ dooomatation must be made available to Nucornponreasonableadvancewrittentoqulist. Failute to domply with this Cods may subject a carrier or baker to possible termination of itsbusiness elationship with Nucor.

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TRAUER INTERCHANGE AND INDEMNITY AGREEMENT

This Trailer Interchange and Inderanity Agreement is entered into between HO-RO

Trucking Co. Inc. located at 400 Markley Street, Port Readhts, NJ 07064 and Vulcraft of NY

(u2-lgg lg,,Inc, ice, , Chamung, NY 14825 and shall govern the terms and

4fQpof the use of trailer equipment belonging to one party by another.

WHERBAS, each party to this Agreement in the ordinary course of Its business owns,operates or controls and maintains tractor-trailer equipment suitable for transportation of cargo inintra- and interstate ==ame; and

WH1IRBAS, the parties ara engaged in transportation agreements which provide Ar thethrough movement of freight including pickup and delivery and spotting of trailer equipmentunder circumstances which require or permit one party to use the trailer of another to facilitate

and

WHEREAS, the parties desire to peanut such interchange and use of trailer by the othersubject to the terms and conditions of this uniform Agreement;

NOW, THEREFORE, the Parties agree as follows:

As otherwise agreed in writing from time to time, one party may make permissive use oftrailer equipment owned, or under control by the other with or without compensation under the

conditions.

1. The party owning or under control of the equipment warrants that the equipmentis regularly maintained and is the ftom any known defects by it.

2. Upon acceptance of any trailer, the receiving party shall prepare an equipmentreceipt/inspection report noting all damage, absence of damage and conditions of safety relatedhems including, but not limited to, tires, brakes, air systems, sliding tandem hook pin, and

sliding extendable trailers components. Such reports shall be prepared upon the acceptance of thetrailer. Should the inspection reveal any salty related defects; the receiving party will notify theother pasty to this agreement before use. Use of any trailer without notification or thepreparation of an inspection report shall be deemed as acceptance without recourse. FJther partymakes no womety, express or implied, to this agistment of the quality, design, or manufactureof1he equipment. Parties to this agtoement, agree to extend to the receiving party all warranties,if any, ofibred by the manufacturers of the equipment. The receiving party shall be responsiblefor all loss or damage to trailer while the trailer is in its possession and control.

3. Receipt by any party of equipment belonging to or under control of the other partywithout written notice shell constitute the receiving party's acknowledgment that the equipmentis in good working order ami free of reasonable deAct.

I1

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F I L ED : K ING S COUNTY CL ERK 05 / 26 / 2017 0 1 : 11 PM|INDEX NO. 505136/2015

NYSCEF DOC. NO. 371 RECEIVED NYSCEF: 05/26/2017

4. While equipment is in its care, custody and control, any patty receiving theequipment of another under this Agreement warrants as follows:

(a) It will indernnify and hold the other party of this agreement after receivingthe equipment harmless from all risk of loss, claims, damage or cause ofaction arising out of its use including, but not limited to, any legal fee, thecost of defbnse or a judgment resulting from any claim ofnegligententruarment or vicarious liability arising out of the receiving party's use.

(b) The receiving party shall use the trailer only for the use contemplated bythe authorizing agreement between the parties and shall return same at thecompletion of use to the location agmed to by the parties, free fmm defect,ordinary wear and tear excepted.

(c) The receiving party shall bear all costs associated with any physicaldamage resulting kom its use, and assume liability for any loss and/ordamage to equipraent (including shipments contained therein) while maidequipment is stored on its premises or is being used by it or its designee to

unload, transport cargo, or reposition equipment, unless such loss ordamage is caused by the negligent acts or omissions of either party to thisagreement.

(d) The receiving party warrants that its auto liability coverage is properlyendorsed to extend coverage to the owner of trailer equipment under a

interchange endorsement.

5. Insurance. As financist surety for the indemnities and undertakings in 1 through 4

above, each warrants that it and/or its designee shall maintain the following insurance coveragethat it warrants will imne to the owner of the trailer equipment's benefrt:

(a) Commercial General Liability Coverage in the amount ofnot less than $1,000,000.

(b) Auto Llability Coverage in the amount of not less than51,000,000 per occurrence.

(c) Motor Truck Cargo Insurance for the market value ofshipment but not to exceed $100,000 per truck load. .

(d) Worker's Compensation Insurance in the amount required

by applicable state law,

(c) Physical Datnage Insumnce in an amount equal to the valueof the interchanged equipment or evidence of an appropriate trailer

2

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{F I L ED : K INGS COUNTY CL ERK 05 / 26 / 2017 01 : 11 PM)INDEX NO. 505136/2015

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interchange endorsement

Bach will be named a certificate holder as well as an additional insured on (a), rupra andas a loss payee on (c) and (e) myra, on the other parties' policies.

6. )disasilaneous. This Agreemetit will become effective on the date written belowand will continue from month-to-month thereafter, subject to termination byeither party on 10 days prior written notice to the other. This Agreement shall netbe modified except by written instrument signed by authorized representatives for

parties. This Agreement shall be governed by and interpreted under thelaws of the State of Tennessee. In the absence of written trailer interchangeexecuted at time of the transfer of possession or other contemporaneous written

notifiention, the m:eiving party of equipment accepts the equipment f ed femobservable defect or damage.

Dated this ~/ day of ( /%R%20 .

H0-R0 Trucking Co. Inc. Vulcraft of NY Inc.

By By:

Title: Tide:

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FILED: KINGS COUNTY CLERK 06/06/2018 09:18 PM INDEX NO. 505136/2015

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HO-RO TRUCKING COMPANY INC. 8ciu "

VULCRAFT z HFROlW ELMIRA, NY 0

TO: BROOKLYN, NY w mLOAD SPECIFICATIONS aPRODUCT STRUCTURAL STEEL - JOIST O

LENGTH WIDTH HEIGHT MILES TOTAL LOAD PERNIITS BRIDGE ROAD ROUTE DelayKgCHARGES CHARGE REQUIRED ESCORT ESCORT SURVEY Risk

DIRECT SHIPMENT TO SITE Q47 FT LEGAL LEGAL 245 $2,025 $1,525 30 $0 50 $0 $50058 FT LEGAL LEGAL 245 $3,154 $1.754 $400 $0 $500 $0 $500 RI

65 FT LEGAL LEGAL 245 $3,483 $1,983 $400 $0 $600 30 $500

SPLIT SHIPMENT TO AVENEL STAGING YARD AND JOBSITE DELIVERY UlUl

47l I FTI LEGAL LEGAL1Pflle 245 $2,125gQ $1,625 $0 $0 30gV go 5500

58 FT LEGAL LEGAL 245 $3,264 $1,854 $400 $0 $500 $0 $500 ChCh

65 FT LEGAL LEGAL 245 $3,783 $2,133 $400 $0 $750 $0 $500 too

Note: NJ, NY AND PA oversize loads move during daylight hours - NYC loads move iO:PM TO 5:AM

which necesslates staging at point of entry...

NORMAL DELIVERY PROVIDES FOR TWO (2) HOURS OF FREE TIME FOR DELIVERY. LOADS RETURNEDTO STAGING YARD CHARGE $400. g

DETENTION IS CHARGED AT AT $55.00 PER HOUR. AN EXTRA DAY CHARGE OF $750 PER OCCURANCE IS

CHARGED AFTER 6 HOURS DETENTION AND 2 FREE HOURS (6D+2F) WHEN NECESSITATING A LAYOVER.

THERE ARE ADDITI P, HARGES FOR DELIVERIES ON WEEKEN AND HOLIDAYS.

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acczrTmc~ACCEPTANCE

DATE:DATE: P< -<(C) M

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Q50005238925000523892 60005236938000523699

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FILED: KINGS COUNTY CLERK 05 26 2017 01: ll PM I NDEX NO . 5 0 5 13 G 2 O1 5

NYSC F DOC . NO . 371 RE3 f VED NY S CE F : 05/26/2017

Vutcraft of New York, Ine- Bltl cf Ladlng#: 6000281776Nucof 821 Main sireet- chernung NY 14825combed Sirs| ht El of Ladingoagunfsud Ladmg- NonNepoKable

FreipitCnargesarePre-pid4Sh|p|MteLoadandcount, Collsot. Defy

FMCSA on 393.110(d) Fabricated Structural Steel Girders and Trgsses Etc.Receive4subjecltotheclanslBcedongrdinitifsMcGoatortthedateofeiafoauefortesasofIm5ng,thepropertydescitbedbelow,mappwarggoodorder,exceptmooted[conbenieandcondllonorcancansor pm*egasunklzermarked,cemelgaedanddestiniaasalarmbakw.winossaidnaderekewordonnierbehpundersicodevouchoutus contradasmearinsanypersonorcorporateinpaneestonermspmportyundermaconumet)agiemocerylossusualpieceofossuaryalsakideathal¾sonla mule,otherwltelodeuvertoanothercenterontheroute½sakidestinaika11&mutua)/agreed,astoeachcar#erofasoranyofsaidproperlyoveraler anypotgcnofacidronatodes1Mloriandaerota partySlerVamehternatedb alof anyofSaR|property,thatsymy

tobepedolmedhe/medershe4besubje0110efftheferneami00rHiltior)6otthe(JñlformDomestcBlinh;htBl1ofIs®)gast|cg¶h(i) h OS it Southern,Westem,evapthc4etraignicasu5cat|cosine(JeotanGledebshereof,11thislaainAora resentsnNpmerit,ortalInheag4)¤eblerectorcarderclosstice5onortemtradotsamdorcentermNpnattBNpperhembycertinesthscheIsranil0arwimalMheterrrrcandconrit)ormofIneoakrell ofLadfrqL|ncludbgthoseonbackthereofcrsttzhadpages,setrotthb diadessmcallorrorhalowhchgoverwthetransportallorrofarsshannon'andtheandamosundcondifoneareheretryownedtobytheshipperundacomptedforblmeelfandblusmalgnt Page 1 of 4

Job No: 037-14-0031 PO# Cust No: 10075 Wp y Tem1s:SandardShip Date: Dec 18 2014

Sold To: Ship To; Canier. HO-ROTRUCKINGCO.INC

BANKER STEEL CO., NG. BARCLAYS GENTER - GREENROOFTraller Number 302

P.O. Box 10875 620 ATLANTIC AVE Anival Date:02/24/2015-07:00:00LYNCHBURG,VA 244i00-DB75 BROOKLYN, NY 11217 Drker's S!gnature:Phone·Phone..Phone. (434) 847.4575 Phone:

MHeage·Mileage;hllleagm 239Heaviest Bdl: 0.688 Tons

LongestJoist 46t01 1/8"

ATTN:P%I 58- Driver ==o JobsitsIIWSIH contracts are:ATTN: Driver imme Matt B1spo- Simarns -8914I724I412ATTN: Driver ==o Vhirds DeMalo - Hunt - 215-20M917

Bundle Job/Sequence List Description Job Mark Qty/Units Type FinishNurnber Longest Length Zome/Area Number

1002249926 J 18Li 58DLH Ti9F 1.00 L N48'-01 0/0"

Total i.00 PCS1002249929 18L1 56DLH T20F 1.00 L N

46*-D11/8"Totat 1 00 PCS

18t i 66DLH T21F 100 L N46‰011/8"

Total: i.00 PCS1002249017 037-i4-0031.S61 4J 5Li 56DLH T19N 100 L N

46'-01 0/0"0/0OIOTotal: i.00 PCS

1002249920 6Li 500LH T20N 100 L N4E-01 i /8"

Total: 1.00 PCS5Li 58DLN T21N 100 L N

45-01 5/8"1/81lgTotak i.0D PCS

Scheduled Ari1valDate Notice to ReceNers; Please check each tern on bmcarefully. Vufcraft will not be responsiblefor any shortages02/24/2015- 07:00:00 unless they are noted on this document please follow the handling recoramendationson the last page.

Jolst Jo(st Bridging Declt JofstSub AccessoryPieces Biniten Bundies kndles BUDdleg Bundles

RecehtedBy 6 8 0 0 0 0

TNs job is: Complete - Incornplete

Subject to Section 7 of applicable Bill of Lad|ng. if this shipment Is delwered to the consigneewithout recourse on the consignor, the consignor shall sign the following statement 'The carriershannot make a delivery on the shipment without payment of freight and all other lawftd charges"

WARNMG1 W__AENANGIWARNINGI WARNMG f WARNINGt WAtmlNG I;pelar e

Joistsare unstable during erection. Under no circumstancesareconstruction toads of anydesalption to be placed an unbridged joists. Any erector who BHowsthis to be denseIs Indirectylolation of 0.31,H.A.regulations, creates sig:dfkant risk of serious kijury to personand property, and may be holdisabia for any injuries sustained. Erector is respondble forfollowing an Instructions an drawing erection notes and on the ast page of this deliverytfcfrec.ttchoa P rvrantporwend thesethese sheettsheets at oi'or Reader(oReader to viewvtfnv thisthis I~FPOF formform. V000045ev, cscrsacrs'I/M004L.~o a

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(FI L ED: KINGS COUNTY CLERK 05/26/2017 01:11 PM INDEX NO. 5O513 6 /2 015

NYSCEF DOC. NO. 371 RECEIVED NYSCEF: 05/26/2017

Nucor Vulcraft of New York, inc. BElof Lading iP. 6000281776adginaaneMaeng- NonNegonaNe 621 Main Street - Chemung NY 14825

Combined Straight Bill of LadingJob No: 037-14-0031 PO# Cust No: 10075 Page 2 of 4

Sold To: BANKER STEELCO., INC. Ship To:BARCLAYS CENTER - GREEN ROOF Carrier HO-RO TRUCKING CO. ING.TrailerR 202

ATTENTIONfThe Occupational Safety and Health Administration's OSHA) Hazard Communication Standard (29 CFR1910,1200) requires manufacturers

communitycatntnttnityto su

AcfAcftheir customers with S Ss for certain products, Sectkm 313 of the Emergency

Planning andommun'

Ri ht-to-Know (*EPCRA") alsorequires notification that our products may contain reportablechemicals listed Under C Section 313.Please visit http:/Avww.vulcraficom/ roducts/mada/ to obtain your copycopy of this information, If you wish to be malled a papercopy, please notify us immediately atIst 821 Main Street - Chemung N 4825, or call 936487-3399.

Please visit http://www.vulcraft.com/products/msds! as our SDS sheets have been updated as of 12/05/2014.

FMCSA Excep6on393.110(d) Special rule for speclelpugpose vehicles, The rules In this section do not apply to a vehloie transporEngone or moreartides of cargo such as, but not Emitedto; machinery or fabricated structural gems (e.g., steal or concrete beams, crane booms, girders, and trusses,etc.) which, because of their design, size. shape, or weight, must be fastened by speolel methods. However, any artlole or cargo carried on that vehidemust be securely and adequately fastened40 the vehicle.

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wea/svsni joists from ssggln«. If the jdkda rwl aaaled hnsmdlatehr cover In s manner Ihst adequatevenghgon to o/elect crtmerccaL

bcdh

placed on Sirdar un5i on the «Irder ans phce end weidwtBI No toads well be Ihe jokd In to lhs'girder,slrugsd st restrainedThe

and)ohh weloads toiolcle sii ls kwhyad fsshnsdfn place.

ooor chonl of.3816.Rhkd deck mual be athched to Rw of ths kdat at e maximum Inchse aanterlo pmvkia lha esquire} pennarwd laierelmenukxstIQAL of

ckswlngs.

pounds.

kduryio panscnaor pmparty.arechd

Oamane~egeahSXL PISOSWeightan SheetWhgebutlan Punching.

rsphtxs gw puddh Walda.

gmvkhausswL puddle wRhtnchaa. In sg oasaaaldelapa 58 Rude«adta the UtiIO. 85 shaNbeat I'M Inchdlsmehr or an ekmgstet weld

grs«hsr Pal'IOhe18. SCCSaaadeaere 8tlaChedby Waltkna,Sansdng Or Pumdllngaa fONOWB:I1) BIOPBat I2 Oenhr INI GIRDER

|FILE D: KINGS COUNTY CLERK 05/26/2017 01:11 PM|I ND EX NO . 5 O5 13 6 / 2 O15

NY S CE F DOC . NO . 371 RE CE IVED NY S CE F : 05/26/2017

CHHCKQUANTll1E541AltKNUMBERSANDCONDITIONOFJOASTS,3015TGARDERS,DECKANDACCE550RIESONARRIVALNOTEONTHEDEt.MlitW11CKEYANY SHORTAGEORDISCREPANCAES.VULCRAFTWILLNOTae UABLEPDRANY5HORTAGANOTNOTED.

ALLINSTRUCTIONSANDREQLfinEMENTSLISTEDON TH)5804 HSCLUDINGFORTHE$AFENAl@UNGAND STORAGE0FJolsT AND DECKPRODUCTS,APPLYTOALLOTHERPRODUCTSSHIPPED}NiRlilN,

RECOMMENDATIONSFORHANDLINGAND ERECTINGVDLCRAFTS111EL3O$T5ANDJ015TGERDERS.•1.When unload crena, always hook chains ar sings to top or hottom chords et pamd points, preferably at 1/3 yards. Never hook to webmembersor

hxk bundles I , When.unipading by hand, use exhume care when bree bundles and unload each sparet ,2. tolsts in bundles fee vertical emon.on wood king placed at panel points. Mghterloists should be slacked on heavier inists It mare than ene

layer is u red. Sto joists orr es 8 height of a is greater then tWIceIts width Jolats from tooken bundlesshouki be hid gat on blook| in

& on must be nowith ana noted "F pLANs F FIELD tJBE". Referenceprovides

arecgon chavdngsfor orlsntstks of TAG ENos fbr jolsts and jointglidera and any bolted ere stablli sequirements,

4, Vulge9must be riotined et once If lot end accessortescannot be ereo ed accordirig to the Final Erection s. VULCRAFTWiriNOT REItESPONSieLEF01tANY PIEl.DRIPAIRORCHANGESTHAT4RE viaTHDUTFRIDRcosssNI'. OSHA res pial no inodl1catlon thatBNectsthe siren«NI of 8 leetbdat or or be made without the a of the.P ofStructural himerof Record.

5, bo not compl weld kdststo bee support urvillpropwty sggnscLAe seance the t1sin position, the lohl ends shell be anachedtolts support inaccordancewilit note "5" bakW. Al johda 'whileIns ,brtdgf~ng,After Installetton at bridglry, complete |he attachment to the bearing support,Donot alternet to align or sirstghten groups of jolete after I and nent atlechment Io beedng ris has been made.

VULCRAFfBECOMMENDSAGAINSTANTONEWALIGNGQtt UNERIDGEDJOtSTL UNDERN0 CERCU AttEDECKAUNDLES,ORCONSTRUCTIONL.0AD$0FANYDESCRIPfl014TOBEPtACEDONJOISTS1NATAR£NOTFASTENEDATTHEstIlNDSORUNB1UDGED.

6. Certain bolted diagonal bridging must be Installedglor to alecN the holsting cables per fre latest sleet JeIsl Instlyta StandansSpec1ticagons.Ali bolls ore to be snug tighlened per the AISC" apecdtasgon.

7. vuksatt h are fabricated to meet the erec5on ujre of the orrupationalsefety and MealthAct (OSHA)29CFRBART1925SUBPARTR-stEEL 0N. FIELDCOMPLSANCEAllyTilTH15 15NECESSARY,

5, All hortcontal brkksng is shipped m20-foot eengths.All horizontal bridging shanhave a slandard 3-Ind) lap.AGdrops must he used. Bddging shall beconnectedto sis wilh a minimum of

R/KCSs s- 14 inch 3|let weld 14 inch lorig or equivalent. LH/DLHSustas- i78·lnch IMetWeld1 inch long or equivalent.gJo1sys

A) Bolh aides df the seat an ona end of thdjoist must be ettached to the a as Ilie foialifdis-p"aiglBonëifind stor to feliúiS illb Nolstingcoldes,When slots or les are

hokrdngresided n the nearing seats on one and or ends of 8 jolat..all halls must be installed and snug ghrened {per AESC)

to reles cables. .B) Jofst ends shag ear on sleet efructural members or bearing plates and shall be connected thereto vdtha minimumcif (contractdrawings must be

leviewed) :K/KC5Series-hve-· 1f8 Irish 111felwelde 1 th lo . 1.M/DLHSerler- Two- 1/4 inch fillet waifs 2 inches lone..

C) Where jolsts are located at colurnna,the strutted ends of thebottom dicrd must be restrained tram lateral inovementto brace e jolet fromduring erection.

D)when balliid connectionsage usedwith seat slols. ine linal corineollon must also be welded unless a slip connec0onla required..The structural~ should be reviewed fa detennina whether additionalweld la requireddue tp-speclel conditions.10.JolsT GI

A) Where gliders are supplied with elotamoles In the bearing seat both erection bolts et each end inust be installad and sang tightened prior toreleas| Rm les.

C eels of bottom orAs)cist

lohl I remust bebaallsg

frcmhdersI movement to help braceThe ifder from overturning duringerecllon. Thla is accom shed with 8 wugcci atsbilizerplato betwasn the ahold en«lac per OSHA 9 fl.757.

D) Atlar columns are ply with ereclien bcits told weld lhe lelst gliders to the cep lb 5 (filnirnum of two 1/4inch Ellet welds 2 inches long. TheoDntract 5on the project should be nndewedto daienldns whelter ed word la required due to spedal condlsons.

E) Do not weld rder betteunchord braces to the boRomchord of the lola untN85root er Roordeed loadsare a .pNed. Bolton1chord braces shallbe conrie with 8 gist weld size no leaa man the thickness of gusGB angle, nor greater than 1/4 withthe len no less than the GB leg length.

11.Do not weld bottom chos(extenelons to stabilizer plates or clip angles unless spedlically noted en the structurald go and then only idterapplicatlan.spplbegon of all dead loads.

12.Gontractereshap provida the means for adequate dm1sibutionof concentrated loads so that the ce capacEyof any jelst is not exceeded. Do not

13 Joepoi/

rany

re no designeduoSI

forbddgkig

a foods.compleudy r place in ced at a panel pepsnnanenly

ar id wahf sn extra web marriber from point of load to thenearestpanel point on the oppostle choedat no expense to Vulcralt

14. DONOTCUTAWAYANYCH0ft0508 WEeS.

tvscew. Fogoxrtheassisting lcp

BI In t of deck cent n6. Eeet Seed @ord band sle and o1stgtnhm wiln the camber upward.

17. a atched halves of tield s and.jolst ginlars are to be bolted together. Reference instruc5onsprovided an Vulcsalt aracton

RecDipaliNDATEOEIFOil HANDA.1NGANDAiReC11NGVUI.CRApTpTGELDECK•1.When unloading decl4 use care to avoid any damage to the materlaLWicraft is not responsible for d awhila unles .2. Dock should be atored olf the growadwth one arid eleveled to provide drainage. A waterproof cover d be providedWghproperwenttation to evoid

condonestlan.3. Deckbundles nortnelly welch up to 4000 Care must be taken to avoid overloadi structural congponentawhen placing bundles on the unofortocr,4. Do not use deckas 8 wcddng platform u the deck is intledhed.imea dede sheets sheB secured to prevent12 el from displac1:19the shaels and

5.causing

a be eith 8 n tan beali of $1/2 inches untanaotherw1eeshown.S. Wicson 1 (1JA/Lit deck) is bundled "up down" and must be hiverted when lib erected.7. Cuttingand frwntno el openings net shown on JheERECTION ORAWINGS shel be the responelblbtyof the trades Involved.8. Sloawcide shall be ths mssonatbllty of the deck eraclar.9. All constructon Avetoeds cr pouring of concrage)must be distributed by appropriate means to preventdamageto steel deck as well as asuctural

coniponents,19. When unt VULCRAFT STEEL DECK with inter alope,conecUy align sheets to obteln proper coverage.Do not connectsidelapa tritil deck is

11 Aoal deck lbe are bsghxdng sifapthp kle unlessnoted «gvsmdae.so that and Impsageshingle fashlenwhen the goofexceeds 1/4 Inch In 12

12. UNO end lape of sheela chal be 8 rainimurpof 2 Inchemand shadoccur over stgports. The ends of Wilcredtcomposlis deck shalt be bulled (not lapped)to fagilitate Ihe use of chats when veqrgrud.If studs are hurd) appiled through the composita deck onto the structuralsleet, Unastud wekis can be used to

13. Iden 518d SPSn a those3econunended by the 8leal Decit inelllute for UNSHORED CONSTRUCTION,Vulcrafi contpoelle deck muel beshored In coor ce with the ale *AC1SEGilÄREME

"L"‰E deck a"A"*acts

sf ill Enat,'E"'d &g"'" dbad

toIM"siªie"'e"Re%fn:2,iPTattged‰""".

an avwa«s cf 12 hchss but Iuamors than

equal poslrnator. Weldino heseshall be used wilh metal wtdcteaa le 0281nchee (22gs$ lhick.16 ,UNQ,Vuloraftstest decEwith na getlive stel shaghave eldel fastened at mmspan or at 31Ptnlarvata,whichevar is ama9er.

'°ateå°a"'°W°e¾‰DesdrFILLERs snd splgdecksheahel 1$ ncneeª°"%‰fe%nd'°"a"°u‡ Lat 3. an

o''skr'UTA5°center (4) sldnp ariTa'aifircata%fa

InCheaOnddgs id

valley plele at 12 inches on-center.*The above cotes are general notes only.Ifs discrupsacyendstsbeturaenthefiguel plans for field useand the ganara1mates,theitnal gdaristaka precadmaca.

ofFsge 3 4 Please rue Adobe Acrobat or Reader ta vlev Ala FDF form. /0001 Viv. assails

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NYSCEF DOC. NO. 750 RECEIVED NYSCEF: 06/06/2018

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NYSCEF DOC. NO. 371 RECEIVED NYSCEF: 05/26/2017

5TRANiHTBrLLOFLAD11eG-NON-arEGOT1A1|L1E-ThitNis ANDCONDIT$Nf5

i. The Carrieror party Enpossession ("Carrier") of any of the property described in this Dillof lading (the'Goods") shall be liable for any loss of or damage tothe goads; provided, however:(a Carrier shall not be liable for any loss of or damage to, or delay in delivery of, the Goods caused by an eat of God,the publicenemy, or an ect or pubnoauthosity;and @)except In the case of negilgence or wlitul misconduct of Carrier (and the burdento prove freedomfrom such negtigence or willibi misconduct shel be on Caniet}, Carrier shell not be Emblefor foss, damage or delay resufflagfrom an inherent defectFnthe Goods, THIS SillPMEIf T tS NOT SUBJECT TO ANY CLASS1FfCATIONSOR TARTFF&

2. (a) Canier shall provide adequate equipment available for the safe transportationof the Goods. Carrier shelf provide drivereor operatorswho susand expedenced in the transport of items almilar to the Goods. Carrier shan be solely responsible for secur|ng Goods onto the rasana of

transportation, and Center shel property prepare such means of irenspsite9on for loading. Canier shag tarp, cover and/or anowe the Goods atsole expense.

(b) Cartler's delivery of the Goode she occur according to the delivery dates or schedule as speolRadonthe face of9de bill of lading. Such deliverydeles or schedule is an important consideration to shipper, and itne is of the essence as to each divery of lhe Goods. Canfer shall promptly notifyaNpperof any actual or foreseeable delay in meeUngany denverydates orschedule specified in this bHIof lading.

(c) Carrier's acceptance of this bill of lading shaltbe evidence of Canier's recolpt of the Goods in good order and condition,unless othanuleenotedon the face of this bill of lading.

3. All denvegiesare EXW (Inopterms2010) shipper's mlA,freightprevald or freight-cogeotto des1madon.Risk of loss or damage in transit shall be borneby consignee and ofelms shel be made directly to Cerr|er.

4. Carrier shannot create or surner,or permit a third party to ornate or obtain, any flan, encumbrance or securtly InterestIri the Goods. If the Goodsshould, for any reason, becomesubject to any such ilen, encumbranceor esourfty Interest, Canier shag, at|to sole expange,take all ecllons

to remove the sameas promptly as poemibleand shall nogfyshipper Immediatelyof any and ansuch liens. Further, shippermay, at itsopllon, elect to take actions to remove such liengL All expenses incurred by shipper and related is such actions shmilbe for the account of Carrier,end Carrlerhereby agrees to Endemnifyshipper against any such expenses.

5. Carrier shall, at its sole expense, take masonable cure in tis handlIng,transporting and, when necessary, storing of all Goods. Carrier shan be liableto shipper andfor consignmefor loss anger damage to any Goods transpostedunder this bill of lading. Carrier assumes all responsibilityfor and stskof eatislyand properly securingthe Goods to Carriendsmeans of transportation and all ilabIllnesand obligations arlahg out of the failure 10do soor the shifitng or movementfor eny reason of the load of the Goods on such means of iransportagon. Such Eabmy shall begin at the ilms the Goodaare loadedupon Carrier's equipment at the point of origin and shall continue unlil the Goods are delivered to consignee. Sudh liabil|tyfor risk orlosa or damage shaAbe foriha value of the Goods, which shell be understoodto mean the fuli|nvoice value. The liablilly for risk of less in no waymirdrnizeser affects Carrier'sIndemrilfloaRonoDEgat)onsunder Section 6 hereof.

6. Carrier shall lrulemntfyend hold harmless shipper for at damages, coals and expenses sustained by shipper by reasonof bodgyinjury, alcknessor death to, or any damagesto the personal property of, shipper or thirdparties (including but not Amitedto ownerfoperators,and employees ofshipper or carrier) arising cut of or in any manner occasioned by any act, mistake, misuse, error, fault, negilgerice or omisalonof Canter, or any of Itsomcars,employees, agents aflHates, oontractors er subcontractors, In performing any obDestionunder this bill of ladlre.

7. (a) The consignor or consigneeshall pay the freight arxi aAother lawful charges accruing on the shipment, as b|gedor corrected,except that collectmay move without recourse to the consignor when the oaristgnorso stipultee by signature or endorsement or other aoltnoudedgement

in the space provided on the face of the blAof Jadng.

(b) Notwilhstanding the provisions of aubsection (a) above, the consignants llabffityfor payment of additionet charges that may he fournsin be due aterdelivery shall be as spectiledby 49 LAS.C.$13706, except that the consignee need not providethe speolted written nolloe to Carrier f the cons|gneeis a for-hire carrier.

(Q Nothing herein shall flmlt the right of Canter to requte at t|me of shipment the prepayunentor guarardeeof the charges. If upon Inspeedon 2 laascertainedthatthe Goods shipped are not those described in this big oFlading, the freight charges must be pan based upon Ihe Goods soluaRyshipped.

8. Carrier hereby warrants andrepresents that (a) Canier has expeliance|n transporting kana elmnarto the Goods andWIBtransport the Goods In asafe andworkmanlike manner, consistent with1ndusby standards; (b) Canier shot prodde only dr)vensand operators possessingthe skAland

necessary for the safe and worlsnanRe transportation of the Goods; (c) carder wtUdeliver the Goods to their destinason1nthe samecondition as the Goodawere recalved by carder, and (d) Carrier possesses all permits andllcenses required by eny foreign, federal, state, ormunicipal governing body and shall operate In thil cornpsancewnh an taws,rules, segulalloneand ordinances and shall meet all regulramentsthatmay from time to 6me be spacified In regulations now enforoador herealler promulgated by any foreign, federal, stele cr municipalbody,

D. ($ All surface transportationprovided under gris bntof lading shall be subject to federal statutory and common law otherydseappscableto regulateinterstate shipments; U.S.atatules and regulaEonashat apply unless olherwise waived by signed writlen agreemenL To the extent class law appIlas,this blt of lading shall be governed by and construed in accordance Wilbthe laws of the statewhere the shipper ls located Ghe"Blate").

(b) Each party, solely for itself and Its successors snri assigns, hereby expressly and irrevocably consents to the exclusivejurtadodon of the elate andfederal acurta located Inthe eats tor any fltigationthatrnay arise ott of or benefuted to this bill of lading. On behalf of 11selfand Its successorsand assigns, Carder herebyexpressly and Inevocably wolves (Spersonal service of any and ag process, and consents that all service of processmay be made by registeredmall, return receipt requested, drected to the party, and GBany objeoHonbased on foruarnonenmerdensor venue of anysurn motion.

(r$ If all or any pelt of lhe Goods Is cargiedby water over any part of maidroute, such waler carriage shaBbe performed subject to the terms and provisionsand lin1ttalionsof ffabillly spooniedby any partinent laws appIloeble10water carriers.

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FILED: KINGS COUNTY CLERK 06/06/2018 09:18 PM INDEX NO. 505136/2015

NYSCEF DOC. NO. 750 RECEIVED NYSCEF: 06/06/2018