Common use of Backhaul Clause in Contracts

Backhaul. Section VH(h) is deleted and replaced with the following: In accordance with the provisions set forth below, TFM and Supplier will share all backhaul revenue earned by Supplier on all backhaul opportunities for vendors who supply TFM and whose backhaul is carried on trucks supplying TFM Stores (hereinafter referred to as “TFM Backhaul Vendors”). TFM will receive [***] of all net (after deduction for Supplier expenses) backhaul revenue earned from backhaul opportunities with TFM Backhaul Vendors (“TFM’s Backhaul Share”); provided however, during each calendar year, once gross backhaul revenue from TFM Backhaul Vendors reaches [***], TFM’s Backhaul Share will be increased to [***] of all net backhaul revenue earned from TFM Backhaul Vendors tor the remainder of such calendar year. TFM will receive TFM’s Backhaul Share as a weekly credit on its Retailer Statement (except that any of TFM’s Backhaul Share remaining at the end of the Term will be paid to TFM), Supplier and TFM will conduct weekly meetings to identify and review all backhaul opportunities with TFM Backhaul Vendors in order to ensure backhaul revenue with TFM Backhaul Vendors is maximized. Within [***] days following the end of each calendar year, Supplier will provide TFM with a detailed report on backhaul revenue from TFM Backhaul Vendors for such calendar year which report will include (i) total backhaul revenue paid to TFM for such calendar year, (ii) Supplier’s gains or losses for such calendar year with respect to backhaul revenue related to TFM Backhaul Vendors, and (iii) Supplier’s margin on unloading and freight claims detail. Any of gains or losses for such calendar year related to TFM Backhaul Vendors will he shared equally by the parties.