Effective Date: __________/ (“Effective Date”)

This Independent Contractor Agreement (“Agreement”) is entered into by and between Peach Nations Dispatch (“Company”), with its principal business located at:

4400 Brownsville Road, Powder Springs, GA 30127

and

_________________________________________ (“Contractor”), having a principal place of business at:

_________________________________________

Company and Contractor are sometimes referred to individually as a “Party” and collectively as the “Parties.”

1. Services

The Contractor agrees to provide dispatch-related transportation and logistics services (the “Services”) for Company on a non-exclusive, as-needed basis, in accordance with instructions provided by Company from time to time. Contractor will furnish, at its own expense, all equipment, labor, materials, and other resources necessary to perform the Services unless otherwise agreed in writing.

2. Independent Contractor Status

1. The Parties acknowledge and agree that Contractor is, and will remain, at all times an independent contractor and is not an employee, partner, joint venturer, agent, or legal representative of Company. Nothing in this Agreement will be construed to create any association or partnership between the Parties.

2. The Contractor has no authority to bind the Company to any contract or incur any obligation on behalf of the Company.

3. Insurance Requirements

1. Responsibility for Coverage: Contractor shall procure and maintain, at its sole cost and expense, throughout the term of this Agreement, all insurance coverages required by federal, state, and local laws and regulations, including, without limitation:

   • Commercial Automobile Liability (minimum ______________ per occurrence)

   • Cargo Liability (minimum ______________ per occurrence)

   • Commercial General Liability (minimum ______________ per occurrence)

   • Workers’ Compensation or Occupational Accident insurance where required by law

2. Proof of Insurance: Contractor will provide the Company with certificates of insurance evidencing required coverages before commencing any Services and at each policy renewal. Each certificate shall name the Company as a certificate holder and, where commercially reasonable, as an additional insured.

3. Responsibility for Damages: Contractor is solely responsible for all damages, losses, or liabilities of any kind arising out of or connected with the performance of the Services, regardless of cause or fault, except to the extent caused by Company’s sole negligence.

4. Compliance With Laws and DOT Regulations

Contractor shall comply, and shall ensure its drivers, employees, or subcontractors comply, with all applicable federal, state, and local laws, ordinances, rules, and regulations, including but not limited to all U.S. Department of Transportation (“DOT”) regulations governing the operation of commercial motor vehicles, driver qualification, hours of service, safety, and drug and alcohol testing.

5. Liability and Indemnification

1. Indemnity: Contractor shall defend, indemnify, and hold harmless Company, its officers, directors, employees, members, agents, affiliates, and successors from and against any and all claims, demands, actions, causes of action, damages, liabilities, losses, judgments, penalties, fines, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to:
   (i) Contractor’s performance or failure to perform under this Agreement;
   (ii) any breach of this Agreement by Contractor; or
   (iii) the negligence or willful misconduct of Contractor, its employees, drivers, or subcontractors.

2. Limitation of Liability: In no event shall Company be liable for any consequential, special, incidental, or punitive damages, even if advised of the possibility of such damages.

6. Compensation and Payment

The Parties shall set forth the rates, methods, and timing of payment for Services in Schedule A, appended and incorporated herein. Contractor shall submit invoices in accordance with Schedule A. The Company shall remit payment within the timeframes specified therein.

7. Term and Termination

1. Term: This Agreement shall commence on the Effective Date and shall continue until terminated by either Party pursuant to Section 7.2.

2. Termination: Either Party may terminate this Agreement at any time, with or without cause, by providing the other Party with at least ten (10) days’ prior written notice.

3. Effect of Termination: Upon termination, the Contractor shall cease performing Services, return all Company property, and submit a final invoice. Sections 3, 4, 5, 8, 9, 10, and any other provision that by its nature should survive, shall survive termination.

8. No Affiliation with Other Entities

Contractor acknowledges and agrees that it is not affiliated, associated, or otherwise connected with Peach Nations Dispatch or IPEG International Limited Trust Inc., other than as an independent contractor under this Agreement. The Contractor shall not represent or imply any such affiliation to third parties.

9. Confidentiality

Contractor shall keep confidential and shall not disclose to any third party any non-public, proprietary, or confidential information of the Company without the Company’s prior written consent, except as required by law.

10. Governing Law; Dispute Resolution

This Agreement shall be governed by and construed in accordance with the laws of the 50 States of America, without regard to its conflict of law principles. Any dispute arising out of or related to this Agreement shall be resolved exclusively in the state or federal courts located in all Counties in America, and the Parties hereby consent to such jurisdiction and venue.

11. Entire Agreement; Amendment; Severability

This Agreement, including any schedules or attachments, constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior or contemporaneous oral or written agreements. No amendment or modification shall be binding unless in writing and signed by both Parties. If any provision of this Agreement is held invalid or unenforceable, the remainder shall remain in full force and effect.

12. Assignment

Contractor shall not assign or subcontract its rights or obligations under this Agreement without the Company’s prior written consent. Any attempted assignment in violation of this section is void.

13. Notices

All notices required or permitted under this Agreement shall be in writing and shall be deemed given when delivered in person, by certified mail (return receipt requested), by recognized overnight courier, or by email with confirmation of receipt, to the addresses set forth above (or such other address as a Party may designate by notice).

Signatures

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.

Peach Nations Dispatch
By: ___________________________________
Name: ________________________________
Title: _________________________________
Date: _________________________________

Independent Contractor
By: ___________________________________
Name: ________________________________
Title: _________________________________
Date: _________________________________

Schedule A – Compensation and Additional Terms

1. 70% of contractual agreements to our partners’ associates who are considered independent contractors.

2. Payment is based on a sum agreed upon and sent to the contractor for towing.

3. Load compensation to be discussed per load amount.

Consent

Electronically sign this agreement

I agree:

Your Name
Email: john@peachnationsdispatch.com