Updated June 6, 2013

FedEx Business Bonus

Terms and Conditions

Section 1. Agreement.

(a) You (hereinafter referred to as "You", "Your", "Customer", or "Participant") agree that the terms and conditions provided in this agreement ("Agreement") govern Your participation in the FedEx Business Bonus Program ("Program"). Upon enrolment in the Program, Your participation in the Program will be activated with Your first invoice from FedEx Express under Your eligible account number, as determined by FedEx, in the month of enrolment (however, enrolment after the close of business on the third last business day of the month will be considered to be enrolment in the next month). Your acceptance of this Agreement as described above also constitutes agreement to the Program terms, as set out in this Agreement, on behalf of the entity with which You are employed or represent, if the participating account number is a business or organizational account. When used in this Agreement, the name "FedEx" shall mean and include Federal Express Canada Ltd. and any and all of its affiliate companies, any of which may exercise the rights and privileges afforded FedEx under this Agreement, but Federal Express Canada Ltd. is the sole obligor. No one is authorized to change the terms of this Agreement except FedEx.

(b) If You are not automatically enrolled in the Program, You may enrol by completing the enrolment form at fedex.ca/businessbonus. FedEx is not responsible for enrolments that are lost or misdirected. If there is any dispute as to the date that You enrolled, FedEx records will be determinative.

(c) If You do not agree to any of the terms of the Agreement, it is Your responsibility to notify FedEx by calling 1.800.GoFedEx 1.800.463.3339 stating that You wish to terminate Your participation in the Program. You must provide Your FedEx account number, company name, company address and reason for terminating Your enrolment.

Section 2. Discounts.

a) Grace Discount: Beginning June 6, 2013, and during the remainder of the term of this Program, and subject to the terms of this Agreement, new enrolments into this Program who have an active FedEx account in good standing, as determined by FedEx, may receive a grace discount ("Grace Discount") of 30% off all eligible FedEx Express shipments and 15% off eligible FedEx International Ground shipments for the first 6 months after enrolling in the program (the “Grace Discount Period”). .

b) Eligible FedEx Express Shipments: Eligible FedEx Express shipments are those sent through the following services: FedEx Priority Overnight®, FedEx First Overnight®, FedEx 2Day®, FedEx Economy, and FedEx 1Day® Freight for shipments having an origin and destination solely within Canada; and FedEx International First®, FedEx International Priority(excluding FedEx 10kg Box and FedEx 25kg Box), FedEx® International Economy, FedEx® International Express Freight, FedEx® International Priority Freight, and FedEx® International Economy Freight (collectively "Eligible FedEx Express Shipments").

c) Base Discounts: After the end of the Grace Discount Period and during the remainder of the term of this Program, and subject to the terms of this Agreement, Participants who have an active FedEx account in good standing, as determined by FedEx, may receive a base discount ("Base Discount") of 5%, 8%, 10%, 12% or 15% as determined by FedEx. The Base Discount will be calculated by totalling all Eligible FedEx Express shipments invoiced under the eligible account number over rolling six month periods ("Assessment Period"). A month in an Assessment Period begins and ends on the first and last business day, respectfully, in a calendar month. Until six months has passed from the time of enrolment, the Assessment Period will be the number of months that have passed since the first invoice after enrolment. The Base Discount is the percent discount taken off of FedEx List prices in effect on the date Eligible Shipments are tendered to FedEx in the calendar month immediately following an Assessment Period.

Other than as provided elsewhere in Section 2 below, the amount of the Base Discount to be applied to the appropriate monthly invoices is calculated as follows.

(i) If the monthly average of Your shipping charges for Eligible FedEx Express Shipments total at least $.01 dollars in an Assessment Period, You will receive a 5% discount on Eligible FedEx Express Shipments made during the calendar month immediately following such Assessment Period.

(ii) If the monthly average of Your shipping charges for Eligible FedEx Express Shipments total at least $300.00 in an Assessment Period, You will receive a 8% discount on Eligible FedEx Express Shipments made during the calendar month immediately following such Assessment Period.

(iii) If the monthly average of Your shipping charges for Eligible FedEx Express Shipments total at least $500.00 in an Assessment Period, You will receive a 10% discount on Eligible FedEx Express Shipments made during the calendar month immediately following such Assessment Period.

(iv) If the monthly average of Your shipping charges for Eligible FedEx Express Shipments total at least $900.00 in an Assessment Period, You will receive a 12% discount on Eligible FedEx Express Shipments made during the calendar month immediately following such Assessment Period.

(v) If the monthly average of Your shipping charges for Eligible FedEx Express Shipments total at least $1,300.00 in an Assessment Period, You will receive a 15% discount on Eligible Shipments made during the calendar month immediately following such Assessment Period.

(vi) FedEx solely determines the amount of charges for Eligible Express Shipments and monthly invoice amounts.

(d) Discretionary Discounts: Program Participants may, from time to time, receive additional discounts ("Discretionary Discounts") on Eligible Shipments as determined in the discretion of FedEx.

Section 3. Restrictions.

(a) The Discounts offered through this Program cannot be combined with any other FedEx discounts available to Participant from FedEx or through any authorized FedEx representative. Customers who currently have any kind of FedEx discounts and/or waivers, including but not limited to, any volume discounts, or who have any surcharge waiver or other waivers, all as determined solely by FedEx, will forfeit any such discounts and/or waivers by enrolling in the Program.

(b) Customers whose accounts have a status of Cash Only, Past Due, or Inactive, all as determined by FedEx in its sole discretion, are not eligible to participate in the Program. FedEx does not extend consumer credit and FedEx's standard credit policies as determined by FedEx from time to time shall apply.

(c) FedEx may determine in its sole discretion, if a Customer is not eligible to participate in the Program, including, but not limited to Customers whose accounts are designated as Interline Account, Global Third Party Account or other special-designation accounts.

(d) Customers having self-invoicing FedEx customer automation devices are not eligible to participate in the Program.

(e) The Discounts apply to list rate transportation charges only and not to any surcharges, special handling fees, duties, taxes or other additional charges as described in the applicable FedEx Service Guide in effect on the day of shipment and not to any FedEx Ground® shipments.

(f) Accounts enrolled in the American Express Small Business Savings Program or any FedEx Association or Alliance discount program, are not eligible to participate in the Program.

(g) Package consolidators, resellers, associations and buying groups are not eligible to participate in the Program.

(h) Participants must comply with the payment terms established by FedEx from time to time for services rendered by FedEx under the Program. Payment for services rendered by FedEx under the Program must be in Canadian currency.

(i) Participants must be 18 years of age or older and have a Canadian based billing address.

(j) Past due accounts are not eligible for continued participation in the Program.

(k) Void where prohibited by law.

(l) Participants will receive their Discounts in the form of a credit on their invoice. Discounts are applied to Eligible Shipments. Due to varying ship dates and billing cycles, You may not be billed for all Eligible Shipments within the same month they are shipped.

(m) The discounts available under this Program are for use solely by Participant in making shipments for their sole account.

Section 4. Shipments.

The terms and conditions of carriage in the applicable FedEx Service Guide in effect on the day of any shipment made by Participant under the Program shall apply to any such shipments. If there is a conflict between the FedEx Service Guide and the Program, the FedEx Service Guide terms and conditions will control.

Section 5. Term of Program.

The Program shall remain in effect until FedEx provides notice of suspension or termination of the Program by posting on fedex.ca or otherwise. FedEx reserves the right to alter, modify, suspend and terminate the Grace Discount, Base Discount, Discretionary Discounts, Program and this Agreement, all or any of them, at anytime for any reason, with respect to all or any of the Program participants, by posting on fedex.ca or otherwise. FedEx reserves the right to terminate Your participation in the Program for any reason. In particular, in the event a Participant is later determined to be ineligible for the Program or any discount offered under the Program after being notified that Participant was eligible, Participant's participation in the Program and receipt of any Discount will terminate. In addition, in the event Participant elects to accept another discount from FedEx after Participant is deemed eligible for the Program, Grace Discount, Base Discount, or Discretionary Discount, at anytime, Participant's participation in the Program will terminate and all Discounts referred herein shall immediately cease. Decisions regarding eligibility to participate in the Program are solely within the discretion of FedEx.

Section 6. Controlling Law and Severability.

This Agreement shall be governed by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein, without reference to its conflicts of law provisions. If for any reason a court of competent jurisdiction finds any provision of this Agreement, or a portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the parties and the remainder of this Agreement shall remain in full force and effect. Any cause of action arising under this Agreement must be instituted within one year after the claim or cause of action has arisen in a court of competent jurisdiction in Ontario or be barred.

Section 7. Complete Agreement.

This Agreement constitutes the entire agreement with respect to the Program and supersedes any prior or contemporaneous understandings, representations, statements or agreements, written or oral. No amendment to, modification of, or waiver of any provision of, this Agreement will be binding on FedEx without FedEx's written consent.