Common use of Backhaul Clause in Contracts

Backhaul. Supplier agrees to give TFM priority over other providers/carriers on backhaul opportunities for TFM vendors which are not currently handled in Supplier’s distribution centers. TFM’s priority is subject to TFM charging competitive rates for backhaul. Based on the competitiveness of TFM rates, backhaul opportunities for the entire Supplier network shall be made available to TFM. Supplier recognizes TFM has historically earned backhaul revenue of approximately [***] on an annual basis (“TFM Backhaul Revenue”). Supplier will use [***] to provide TFM the opportunity to earn backhaul revenue at or in excess of these historic levels. For purposes of any backhaul opportunities, once TFM achieves the earned TFM Backhaul Revenue on an annual basis, Supplier shall pay no less than [***] of any additional new backhaul allowance for such annual period received from the manufacturer to TFM.