Accounts Receivable Motor Carrier

CONFIDENTIAL DOCUMENT **.**.****-myy

DEFERRED DOWN PAYMENT CONTRACT

This DEFERRED DOWN PAYMENT CONTRACT ("Contract") is made and entered into on October 05, 2020, by The Missing Lincc Transportation LLC ("Client"), Peoples Insurance Agency ("Referring Agency"), and TBS Factoring Service, LLC ("TBS"), collectively “Parties.” Whereas, Client is in the commercial transportation business and seeks financial assistance for insurance- related business expenses; ;

Whereas, Referring Agency is a licensed insurance agency duly licensed to engage in the activities described herein, and as a part of Referring Agency’s insurance business, provides insurance-related services to individuals and entities in the commercial transportation industry; Whereas, TBS is a factoring company which provides factoring services to individuals and entities in the commercial transportation industry;

Whereas, Client requested Referring Agency to assist Client in securing appropriate motor carrier insurance or assist Client with other insurance-related matters; Whereas, Referring Agency has identified appropriate insurance-related services for Client and Client desires to obtain those services;

Whereas, Client has a need for financial assistance to obtain the insurance-related services recommended by Referring Agency, specifically one or more of the following: (1) paying a portion of the initial down payment on the insurance premium; (2) paying a portion of delinquent premium payments and penalties required by the insurance carrier or a premium finance agreement, if the insurance carrier has agreed to reinstate policy and filings; or (3) paying a portion of a mid-term policy endorsement resulting in a required premium down payment (separately or collectively referred to hereinafter as “Down Payment”); Whereas, Client anticipates factoring some or all its motor carrier accounts receivable for operational purposes;

Whereas, in exchange for the promises and agreements contained herein, TBS has agreed to provide financial assistance to Client for the Down Payment;

Whereas, Client agrees to repay the Down Payment to TBS by factoring Client’s accounts receivable with TBS as set forth in the Factoring Agreement, as defined below; NOW THEREFORE, in consideration of the mutual covenants and promises contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the Parties, the Parties agree as follows:

1. Upon Client's execution of a TBS Accounts Receivable Purchase Agreement (“Factoring Agreement”) with a term of at least 3 Month, TBS will pay the Down Payment directly to the Referring Agency via ACH deposit to the account listed on Referring Agency’s Delivery of Funds document on file with TBS. Prior to releasing Down Payment funds, TBS may require notice from the Referring Agency of intent to bind insurance for Client or verification that Client has remitted payment to Referring Agency for the remainder of the Down Payment. It shall be Referring Agency’s responsibility to keep account information current with TBS.

2. The Down Payment funds shall be applied to the specified purpose under this Contract within seven (7) business days from the date of this Contract. If, after seven (7) business days from the date of this Contract, the Down Payment funds have not been applied to the specified purpose under this Contract, Referring Agency agrees and consents that TBS may retrieve the Down Payment funds via reverse ACH from CONFIDENTIAL DOCUMENT 06.06.2020-myy

the account listed on Referring Agency’s Delivery of Funds document on file with TBS. 3. Client promises to pay to TBS, the total amount of $2,173.00, in the manner set forth below. This amount includes $2,023.00, the amount TBS provided Client for the initial down payment described in paragraph 1 above, plus a $150.00 processing fee.

4. Client will pay TBS the amount set forth in paragraph 2 above in 8 equal installments, made weekly, in the amount of $271.63 to be fully paid from first available load but no later than Friday of every week, by periodically deducting the same from Client's factored loads. Payments/deductions shall begin the week of October 26, 2020, and shall continue until all amounts due from Client under this Contract have been paid in full. Until all the obligations of Client under this Contract are fully satisfied, Client will factor all of its motor carrier accounts receivable with TBS. Client will not take any "fuel advances," except those provided by TBS. In the event Client's transported loads are insufficient to meet the required weekly installment payment set forth above and Client does not otherwise pay the full weekly installment, a $35 late fee will be assessed for each insufficient installment payment. 5. If a weekly installment is paid by any means other than Client’s TBS-factored loads, each such transaction will incur applicable bank or credit card fees. 6. Failure by Client to timely pay any amounts due under this Contract shall be a material breach of this Contract and Client shall be deemed in default of this Contract. 7. If TBS incurs any costs or expenses to collect any amounts due to TBS under this Contract, including reasonable attorney’s fees, court costs, collection fees, and the like, all such costs and expenses shall be charged to Client and Client agrees to pay same. 8. This Contract may be terminated by Client, with or without cause, by providing at least ninety

(90) days’ prior written notice to TBS. Said notice shall be sent by registered mail or certified mail, overnight delivery with tracking, or hand-delivery to an authorized TBS representative to the following address: TBS Factoring Service, LLC

Attention: Referral Agency Department

PO Box 18109

Oklahoma City, OK 73154

Prior to the expiration of the ninety (90) days’ notice, all amounts due to TBS by Client under this Contract must be paid in full, including Down Payment and all fees and costs accrued. Termination of this Contract does not affect the rights or obligations of the Parties accrued prior to termination. If Client terminates the Factoring Agreement prior to the expiration of 3 Month, Client agrees to pay an early termination fee to TBS equal to

$5,000 or five percent (5%) of the annual projected revenue based on Client's aging statement, whichever is greater. The fee charged for early termination of the Factoring Agreement is independent of and in addition to any amounts owed for termination of this Contract. The Referring Agency may terminate this Contract at any time prior to binding insurance for Client. TBS may terminate this Contract at any time, with or without cause. 9. By entering into this Contract, the Client authorizes Referring Agency to release to TBS, and Referring Agency agrees to provide to TBS, information related to Client's insurance and insurance policies, including without limitation master certificate holder list, claim information, equipment information, payment history, balance information, quotes, and driver information. 10. No modification or waiver of any of the terms of this Contract shall be allowed unless by written agreement signed by all parties. A party’s failure or neglect to enforce any of its rights under this agreement will not be deemed to be a waiver of that or any other of its rights. 11. This Contract shall be governed and construed in accordance with the laws of the State of CONFIDENTIAL DOCUMENT 06.06.2020-myy

Oklahoma, and the jurisdiction and venue for the resolution of any dispute between the parties regarding the obligations of this Contract shall be proper only in the Federal or State District Court located in Oklahoma County, Oklahoma.

12. If any provision of this Contract is found to be invalid, illegal, or unenforceable in any jurisdiction, as to such jurisdiction that provision shall be ineffective to the extent of such invalidity, illegality, or unenforceability without affecting the validity, legality, and enforceability of the remaining provisions; and the invalidity of a particular provision in a particular jurisdiction shall not invalidate such provision in any other jurisdiction.

13. This Contract shall be binding upon the officers, directors, successors and assigns of each Party.

14. Each Party hereby irrevocably waives any and all right to a trial by jury in any legal proceeding arising out of or related to this Contract or the transaction(s) contemplated herein. Client: The Missing Lincc Transportation LLC Insurance Broker: Peoples Insurance Agency By: Lincoln Ricardo Jackson By:

Signature: Signature:

Address: 1055 Field View Drive Address: 1700 8th St SW McDonough, GA 30253 Waverly, IA 50677

Federal ID: 81-4531901 Date:

Date:

TBS FACTORING SERVICE, L.L.C.

7740 NW 85th Terrace

Oklahoma City, OK 73132 Coverage Inception Date:

(estimated)

By:

Date:

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