Memorandum of Understanding
Implementing RFID Truck Tag Program
At the Port of Seattle
This Memorandum of Understanding ("MOU") is made this ____ day of _____, 2011 between
the Port of Seattle, a Washington municipal corporation ("Port") and SSA Terminals a ___
corporation, SSA Seattle, a ______ corporation, Total Terminals, Inc., a _____ corporation, and
Eagle Marine Services, Limited a ________ corporation (collectively, the "Lessees").
WHEREAS, the Port and Lessees entered into lease agreements for container terminal operations
at Terminals 18, 25/30, 46, and 5;
WHEREAS, the parties amended their leases to accommodate the Port's clean truck program;
WHEREAS, the Lessees desire to enhance the operational efficiency of their container terminals
by installing a system of radio frequency identification ("RFID") tags on drayage trucks and tag
readers at the terminals; and
WHEREAS, the Port desires to further enhance the effectiveness of its clean truck program by
facilitating the use of the RFID tag system at the container terminals;
NOW THEREFORE, the parties agree as follows:
1.    The term of this MOU will be co-terminus with the term of the subscription service the
Port purchases from eModal.com, LLC ("eModal") that will be used in conjunction with the
RFID program. The MOU will become effective when all the parties execute this MOU and the
Port has entered into its subscription with eModal ("Effective Date"). The term of this MOU
will not exceed five years from the Effective Date. 
2.    Lessees will install RFID tag readers and the necessary equipment, infrastructure, and
systems compatible with WhereNet RFID tags at their sole cost to make the tag readers
functional at each of their gate entries at their respective container terminals leased from the Port.
3.    Lessees will maintain and operate the tag reader system serving their respective Port
container leasehold premises.
4.    Lessees will distribute one WhereNet RFID tag to each truck qualified to enter the
terminal in accordance with the lease amendment incorporating the Port's clean truck program
requirements. Lessees will require the truck owners to purchase one tag per truck. Lessees will
arrange for eModal to reimburse the truck owners for the cost of the tag after the truck has
passed through the tag reader and onto the terminal for the first time to pick up or drop off a
container.

Memorandum of Understanding--RFID
Page 2
5.    Lessees will enter into arrangements with eModal for Lessees to reimburse eModal for
eModal's payment to truck owners for the cost of the RFID tags for six months following the
date when RFID is required at Lessees' container terminals. No further reimbursements will be
made after the first six months.
6.    Neither the Port nor Lessee will have responsibility for the maintenance, replacement, or
substitution of the RFID tags.
7.    The Port will enter into and pay for an agreement with eModal for a five year
subscription that provides the following services: eModal will provide a service that creates an
interface between the Terminal Gates System and the Port's Drayage Truck Registry (DTR) that
will indicate whether or not a truck is qualified under the Port's Clean Truck Program to enter
the terminals; eModal will give the truckers/trucking companies on file in the DTR the ability to
purchase a tag and eModal will mail the tag to the contact listed in the DTR; and eModal will
provide the Port reports about the DTR trucks accessing the terminals. These measures are
designed to promote marine terminal efficiency and the Port's Clean Truck Program. The Port
will not pay more than $500,000 for the fee over the five year period.
8.    The Port will be responsible for working with eModal to allow the RFID system to
collect the data the Port needs for its Clean Truck Program.
9.    The Port will provide a trouble site solely for the purpose of supporting the Port's clean
truck database system.  The trouble site will provide the following services: 1) provide support
to truckers needing to register for the Port's clean truck program and 2) handle issues related to
the functionality of the RFID tags. The trouble center will not handle issues with the eModal
database or any issues related to gate transactions, which will remain Lessees' responsibility.
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Memorandum of Understanding--RFID
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SSA TERMINALS           SSA SEATTLE

____________________ ______________________
By _________________           By ___________________
Its __________________           Its ____________________

TOTAL TERMINALS, INC.        EAGLE MARINE SERVICES, LIMITED

_____________________ ______________________
By __________________          By ____________________
Its ___________________          Its ____________________

PORT OF SEATTLE

_____________________
By __________________
Its ___________________