owner-operator

CONTRACTOR agrees to pay all of the expenses incurred in operating the Equipment which is the
subject of this Agreement, without limitation, including, but not limited to, those items enumerated in
49 C.F.R. §376.12(e) cost of fuel, fuel taxes, empty miles, permits of all types, tolls, ferries, detention,
accessorial services, base plates and licenses, and the unused portion of such items]. Upon failure of
CONTRACTOR to make such payments, R2R Intermodal Inc. may avail itself of any remedies
described in Paragraph (2) herein or elsewhere in this Agreement.
B. SAFETY COMPLIANCE, CONTRACTOR warrants that the Equipment leased herein complies with
all of the required safety rules and complies with all rules and regulations of the United States
Department of Transportation, and any and all federal, state or local regulatory bodies having
jurisdiction over the operation of said Equipment, and that all taxes, of any nature, assessable against the
leased Equipment or its operation have been paid. All costs incurred in connection with causing the
Equipment leased hereunder to comply with said rules and regulations and any loss, damage or expense
of any nature, whatsoever, which shall result from CONTRACTOR’S failure to ensure such
compliance, shall be borne by CONTRACTOR. Upon failure of CONTRACTOR to promptly and
immediately ensure such compliance and pay such costs or expenses R2R Intermodal Inc. pay, at its
exclusive option, effect such compliance, pay such costs or expenses, and deduct the amount of such
payment, together with any administrative expenses incurred in so doing, from any monies due of which
may become due to CONTRACTOR pursuant to this Agreement. Before making any such deduction,
R2R Intermodal Inc. shall give CONTRACTOR an itemized statement, setting forth the amount and
allocation of any such deductions.
C. LICENSE PLATES, CONTRACTOR shall purchase and pay for all license plates necessary for the
operation of the equipment leased herein, in CONTRACTOR’S name, and said license plates shall
remain the sole property of CONTRACTOR.
D. CHARGES, Neither CONTRACTOR nor any personnel furnished by CONTRACTOR shall charge any
purchases, of any nature. To R2R Intermodal Inc., should CONTRACTOR or its personnel, in violation
of this Paragraph, charge any purchases to R2R Intermodal Inc. R2R Intermodal Inc. shall have the
right to set off and deduct the amount of any such charges, together with any administrative expenses
incurred, from any monies due or which may become due to CONTRACTOR pursuant to this
Agreement and to avail itself of any other remedies described elsewhere in this Agreement. Before so
doing, shall give CONTRACTOR a written statement of all such charges and set-offs.
E. ADVANCES, In the event that R2R Intermodal Inc. shall be required to make any advances or
payments for and/or on behalf of CONTRATOR’S obligation for necessary operating expenses or
repairs on said Equipment, then R2R Intermodal Inc. shall have the right to withhold an equivalent sum,
plus any administrative expenses incurred by R2R Intermodal Inc., in making such advances, as a setoff,
from funds due CONTRACTOR as rental payment hereunder, or from any other sums which R2R
Intermodal Inc. may owe to CONTRACTOR, to secure the repayment of any such advances or
payments. R2R Intermodal Inc. will first give CONTRACTOR an itemized written statement for, or
explanation of, all deductions made. CONTRACTOR hereby authorizes irrevocably any agent of any
court of record to appear for CONTRACTOR in such court and confess judgment, without process, on
favor of R2R Intermodal Inc. for such amounts of any advance or payments which R2R Intermodal Inc.
has made on behalf of CONTRACTOR which remains unpaid, together with reasonable costs of
collection, including attorneys’ fees, and to waive and release all errors which may intervene in any
such judgment, hereby ratifying and confirming all that said attorney may do by virtue hereof.
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