Barry B. Bealor and Nancy L. Bealor, et al. - Page 65

                                       - 15 -                                         
          the agreement provided--                                                    
                    (a) Within ten (10) days of the effective date of                 
               this Agreement, the Company shall provide the                          
               Partnership with an estimate of the job classifications                
               and the number of individuals within each job                          
               classification that it will require during each month                  
               in 1980.  In any month, the Partnership shall be                       
               obligated to provide only such number of individuals                   
               having only the qualification designated in such notice                
               and estimate by the Company * * *.                                     
                    (b)  Ten (10) days prior to the date that the                     
               Partnership is to provide an individual to the Company,                
               the Partnership shall provide the Company biographical                 
               information of such individual, containing such                        
               information as may be mutually agreed between the                      
               Partnership and the Company.  The amount of payroll                    
               costs to be incurred by the Partnership with respect to                
               any such individual shall also be disclosed.  * * *                    
                     *      *      *      *      *      *      *                      
                    (d)  The Partnership shall have the exclusive                     
               right to determine which of its employees shall perform                
               the job services designated by the Company according to                
               the terms of this agreement.  * * *  The Partnership                   
               shall have the right to control and direct the                         
               performance of the services of the individuals, and                    
               shall instruct each individual as to his work hours and                
               the nature of his duties.  * * *                                       
               Under the heading "Supply of Contractors" the Agreement                
          provided--                                                                  
                    (a)  The Company shall provide the Partnership at                 
               least three (3) days prior to the date needed, the                     
               number of contractors required for any particular day,                 
               the type of equipment required, the type of product to                 
               be hauled and the destination of such product.  The                    
               Partnership shall be obligated to provide such number                  
               of contractors with the required equipment * * *.                      
                    (b)  One day prior to the date that the                           
               Partnership is to provide a contractor to the Company,                 
               the Partnership shall provide the Company such                         
               information concerning the contractor and his equipment                





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