UTI: A Proven Supply Chain Partner

Minds In Sync Proposal

February 1, 2014

UTi Contact: Attention:

Carlo Lepore Edin Mesic
VP Client Solutions Vice President, Global Supply Chain
905-789-6211 Ext.370
clepore@go2uti.com

The information in this document and any oral presentation conducted by UTi contains trade secrets and confidential
and proprietary information of UTi, the disclosure of which would provide substantial benefit to our competitors.
Accordingly, this document may not be disclosed, used, or duplicated – in whole or part – for any purposes other than
evaluating UTi for purposes of awarding business.
TABLE OF CONTENTS
This Proposal is submitted contingent upon the parties successfully negotiating a mutually
satisfactory agreement after the award of business. UTi explicitly denies incurring any liabilities
or obligations because of its submission of this Proposal.

1. Supplier Requirements ............................................................................................ 6

2. Warehousing Solution ........................................................................................... 13
2.1. Costs ................................................................................................................ 14
2.2. Processes& Solutions Assumptions .............................................................. 15
2.3. Implementation & Operation ........................................................................... 18
2.4. Information Technology .................................................................................. 24
3. Supplier Information .............................................................................................. 26
3.1. Contact information ......................................................................................... 26
3.2. Company details .............................................................................................. 26
4. Appendix: UTi Overview ....................................................................................... 30
4.1. UTi Overview .................................................................................................... 30
4.2. Financial Overview .......................................................................................... 31
4.3. Three Years of Audited Financial Statements ............................................... 31
4.4. Corporate Strategy – CLIENTasONE .............................................................. 33
4.5. Brief Company History .................................................................................... 34
4.6. Global Footprint ............................................................................................... 35
4.7. UTi Quality Management System .................................................................... 35
4.8. Security ............................................................................................................ 36
4.9. Safety ................................................................................................................ 37

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 2 of 38
Disclaimer:
UTi’s response to this Request for Proposal is submitted contingent upon the parties
successfully negotiating and executing a mutually satisfactory agreement on the terms
and conditions governing any awarded business. UTi explicitly denies acceptance of
any proposed contractual terms or incurring any liabilities or obligations solely because
of its submission of this response.

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 3 of 38
February 1, 2014

Edin Mesic 700 Gervais St, Suite 100

Columbia, SC 29201
Vice President, Global Supply Chain Phone: 800 295 3252
1350 Broadway
Suite 401
New York, NY 10018

Dear Edin,

On behalf of the UTi team, I wish to thank you for the opportunity to participate in the Minds In Sync
Warehouse Solution, Southern California 3PL RFP. Our team has carefully reviewed the data and is
pleased to present our warehousing and distribution solutions.

UTi shall leverage our current Fontana California Multi-Client contract logistics site to support Minds In
Sync US warehousing and distribution needs. Our Fontana site leverages its strategic location both near
the ports of Long Beach and proximity to road and air transport networks. Our ability to staff and maintain
key UTi personnel are also strength of this high volume consumer retail pick & pack site.

UTi has developed a competitive distribution base which will allow Minds In Sync to maximize service
while maintaining cost control in its supply chain.

We have vast experience in the physical distribution and EDI requirements demanded by your channel
partners.

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 4 of 38
 1. Mass Retail
a. Wal-Mart
b. Target
c. Bed Bath & Beyond
2. B2B
3. B2C
4. Inter-Company
5. Sales Sample

Our solution will utilize a fully RF paperless pick and processing environment supported by our Tier 1
Warehouse Management System WM10 an INFOR Technologies product.

Our fully integrated solutions have been developed for the Consumer Retail industry to ensure that our
clients are able to leverage our expertise and capabilities for a complete end to end supply chain solution
including freight forwarding services, warehousing, pick/pack/ship, value added services, outbound
transportation management and procurement services.

Most of all, we recognize the success of a partnership is based on a relationship of trust and commitment,
performance and results.

UTi is pleased to provide Minds In Sync with a 3PL solution tailored to your high volume; case & pallet
pick flow profile.
UTi Operating Solution Summary

Allocated Sq.Ft. for Minds In Sync Operations 35,208 sq.ft.

Management & Supervisors ½ FTE Supervisor
Customer Service 1 ½ FTE CSR
Warehouse Associates – Drivers 2.0 FTE
Warehouse Associates – General 2.8 FTE
Material Handling Equip
Sit Down Fork Lift 1
Stand Up Fork Lift 2
Pallet Jack Riders 2
RF Guns 5
Budget Annualized Operating Cost $829,583.61

UTi’s business response is included in the following pages. Please feel free to contact me with any
questions or comments you may have regarding the response. Thank you again for this opportunity and
we look forward to earning your partnership.

Best regards,

Carlo Lepore

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 5 of 38
 Vice President, Client Solutions

1. Supplier Requirements
The requirements stated in the Request For Proposal are included in the below table. UTi has
the experience and demonstrated capability to handle all of the requirements requested by
Minds In Sync. Additional information for some of the requirements have been included below
the table.

Service Requirements Service Level Target UTi Experience

Order Management
Order fulfillment 100% based on 
PO’s submitted to the Vendor in
following timelines: Bed Bath and
Beyond – 1 Business Day prior to
Routing Date, Other Retailers – 2
Business Days prior to Routing
100% 
Date, Catalogues, Web and Direct
Orders – Same Day if received by 4
PM EST.
Order processing accuracy as % of
total orders
100% 
Resolution within 24 hours of
notification of order discrepancies
99% 
Order ship confirmation to MiS
(BOL) same day, ASN transmitted
within 2 HRS of shipment
100% 
Inventory Management 
Annual physical counts on all
inventory items
100% (see below)
Manage and enter product receipts
into system within 1 business day of
receipt on dock
99% 
De-stuffing containers and
palletizing inventory within 3 hours
of receipt on dock of warehouse.
99% 
Warehouse inventory shrinkage
(per annum)
< 0.15% 
Production order accuracy 100% 
Reverse Logistics Services 
Process all returns to appropriate
inventory system location or
communicate discrepancies within
99% 
24 hours of shipment receipt

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 6 of 38
 Complete and ship all RTV orders
within 2 business days
98% 
Reporting requirements 
Picking accuracy Monthly 
KPI’s on Container and Inventory
receipts
Daily 
Returns file Daily 
Inventory shrinkage reconciliation Quarterly 
Transaction history by SKU and
inventory location
Daily 
Routing report Daily 
Inventory report (including all
locations)
Daily (see below)
Other reports as required Ad hoc 

Inventory Procedure
PROCEDURES
1. Customer requests and is granted a date for a physical inventory by the Inventory Manager.
2. Inventory Manager/Supervisor communicates the date for the physical inventory to the proper
CSR.
3. CSR runs the Open Orders Report from Andlor the day prior to the physical inventory to
ensure that all orders are confirmed in the system.
4. CSR confirms all open orders prior to the Physical Inventory.
5. Inventory Supervisor ensures that all inbound orders have been confirmed.
6. Inventory Supervisor generates two identical sets of Count Sheets (DGPUTIE4.0a) from
Andlor/File Transfer. The Supervisor labels one set of count sheets as “A” Count and the
other as “B” Count.
7. Inventory Supervisor/Manager generates the Inventory Labels (DGPUTIE4.0b), which are
then initialed by the Auditors/Checkers.
8. Supervisor/Manager assigns the Auditors/Checkers to the proper counts and records the
assignments on the Assignment Tracking Log (DGPUTIF4.0c). Assignments are allotted by
aisle or section. No Auditor or Checker is given the same assignment more than once during
any Physical Inventory.
9. The Auditors/Checkers perform a blind count, checking for kind, count, and lot for the
designated customer within their assigned area. The Auditor/Checker records the count in
the proper location on the Count Sheet (DGPUTIE4.0a).

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 7 of 38
10. In the event that product is found in a location not listed on the count sheet (DGPUTIE4.0a),
the Auditor/Checker will record the location, quantity, lot code, item number and description
on the Add-On Sheet (DGPUTIF4.0d)
11. At the time of count, the Auditor/Checker labels the location or pallet with an Inventory Label
(DGPUTIE4.0b)
12. Auditors/Checkers return the count sheets and add-on sheets to the Inventory Supervisor as
they are completed and are reassigned aisles/sections until the customer’s inventory is
physically counted twice.
13. The Inventory Manager audits the completed counts for accuracy at a rate of two locations
per page. In the event that an error is discovered, that page must be completed again by the
same Auditor/Checker.
14. Once both “A” and “B” counts are completed and turned in to the Inventory Supervisor, the
counts are then verified against one another for accuracy.
15. In the event that a variance in discovered between the “A” and “B” counts, the Inventory
Supervisor assigns the re-checks to the Auditors/Checkers.
16. Once re-checks of the floor counts are completed, the Inventory Supervisor checks for
variances between the floor count and the system count.
17. Any variances between the floor and system counts are assigned to the Auditors for final
review. In the event that a variance still exists, the Supervisor or Manager audits the
location(s) for accuracy. This is considered the “Final Check”
18. The Inventory Supervisor reports the Physical Inventory results to the proper customer or their
representative and requests permission to begin reconciliation.
19. Once permission is granted by the customer to begin reconciliation, the Inventory Supervisor
makes all adjustments in Andlor.
20. Once completed, a print out of the reconciled inventory is compared to the actual to check for
keying errors by the Supervisor.
21. Final step is to verify the UTi system inventory matches that of the customer – post customer
reconciliation.

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 8 of 38
 Cycle Count Policy
At some of our sites, we follow customer specifications for our cycle count program. However
all of our sites follow the UTi cycle count program at a minimum. The procedure is listed below.
1. Inventory Supervisor/Manager assigns cycle counts based on current needs. Cycle counts
can include, but are not limited to the following: Aisle checks, item checks, lot checks, and full
customer cycle counts.
2. Inventory Supervisor runs an open orders report in Andlor to identify any orders not yet closed
and adjust the count sheets (DGPUTIE4.0a) accordingly.
3. Inventory Supervisor identifies insures that all inbounds orders have been confirmed.
4. Inventory Supervisor/Manager assigns the cycle counts to the Auditors/Checkers.
5. The Auditors/Checkers perform a blind count, checking for kind, count, and lot for the
designated customer within their assigned area. The Auditor/Checker records the count in
the proper location on the Count Sheet (DGPUTIE4.0a).
6. In the event that product is found in a location not listed on the count sheet (DGPUTIE4.0a),
the Auditor/Checker will record the location, quantity, lot code, item number and description
on the Add-On Sheet (DGPUTIF4.0d)
7. Auditors/Checkers return the count sheets and add-on sheets to the Inventory
Supervisor/Manager as they are completed and are reassigned more cycle counts as needed.
8. The Inventory Manager audits the completed counts for accuracy at a rate of two locations
per page. In the event that an error is discovered, that page must be completed again by the
same Auditor/Checker.
9. Once the Inventory Manager completes his checks of the floor counts, the Inventory
Supervisor checks for variances between the floor count and the system count.
10. Any variances between the floor and system counts are assigned to the Auditors for final
review.
11. The Inventory Supervisor reports the Cycle Count results to the proper customer or their
representative and requests permission to make any adjustments necessary.
12. Once permission is granted by the customer to make the necessary adjustments, the
Inventory Supervisor makes all adjustments in Andlor.
Below is a screenshot of the first few entries of a recent cycle count from one of our facilities.

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 9 of 38
Inventory Shrinkage
All Over, Short and Damage (OS&D’s) are reported to the client within 24 hours. Damaged
products are inspected to determine if the fault of the vendor, carrier or warehouse and then
placed in a holding area as we wait for disposition from the client. Claims received from the
client are reviewed and processed within 24 hours based off the contractual agreements.
UTi’s shrinkage rate is less than one tenth of one percent globally.

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 10 of 38
Process Improvement Plan
UTi's Quality Management System includes an annual audit, the Five Star Quality Assessment.
One of the five categories is process improvement. The audit measures each sites
performance in Client Centricity, Commitment to Quality,
People Empowerment, Process Leadership and Continual
Improvement.
All sites are assessed annually and if their result is not of
gold standard or above, a corrective action plan is put into
place. In order for a site to achieve a “gold” designation, it
must score a 95% or better in each category. The Continuous Improvement category includes
14 different scored elements.

Continuous Improvement is a value that we not only initiate at the corporate level but also at the
site level. Each year, we hold a Lean Blitz contest which includes all of the sites in our network.
The sites are tasked with identifying an opportunity for improvement and developing a plan to
address that opportunity. The sites are given a Lean training course and a mentor to help with
the project. It is then up to the site to develop
their ideas into projects. At the end of the
contest, all projects are submitted and they are
rated. The best three projects receive awards
and recognition. All projects are then shared
within the UTi network and sites are asked to
adopt any best practices that apply to their
operation.
One of the three winning continuous
improvement projects is described below. The
site discovered an opportunity for process
improvement, found a solution and
implemented the new process. The outcome
was a savings in labor and an increase in
productivity.
OPPORTUNITY: Increase productivity by
using WICS based on SPURS codes.

Current state: A Pick List could take the picker

back and forth between aisles multiple times
per pallet. For example, a single pallet may
bring you to the same aisle multiple times.
Goal: Start the picker at the furthest location from the shipping dock and end them at the closest

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 11 of 38
location to the shipping dock, in a fluid pick path.
SOLUTION:
1) Identify all TCAR locations in building 2.
2) Give each location a different SPUR code.
4) Update WICS to reflect the SPUR codes for each location.
OUTCOME: Identifying each location with it's own unique SPUR code, the WICS system will
create a fluid Pick Path rather than sending a picker back to the same aisle within the same
pallet which will increase picking productivity.

Provide clear and used examples and description how you measure/your KPI’s used to
measure self (Metrics).
At each of our operations, UTi demonstrates a strict orientation to Key Performance Indicators
(KPI), metrics tracking and reporting. UTi’s standard approach is to reach a joint agreement
between the client and UTi management on the KPI’s and related targets during our AQP
sessions. These KPI’s are tracked and reported at an agreed upon frequency – by shift, by day,

by week, etc. KPI performance is reviewed formally between UTi and the client during quarterly
business reviews; at which time, consideration is given to target modification.
The majority of UTi sites implement the metrics tracking system illustrated in the following
figures. The Traffic Lights are a unique visual display designed to communicate to all
associates our results in Productivity, Safety, and Quality. These lights are placed near the
associates’ break areas and serve as the location for team and pre-shift meetings.
Below, we have provided the actual KPI performance of three of our sites.

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 12 of 38
2. Warehousing Solution
We operate a 484,250 square foot multi-client facility in Fontana, California. It is located in
close proximity to I-10 and I-15 and just minutes away from Ontario International Airport. The
facility has a 32’ clear ceiling height, 96 Dock Doors, 2 Drive-in Doors, 33 Trailer Stalls and T5
Fluorescent Lighting. The operation is equipped with ESFR Sprinklers and Central Station
Alarm Monitoring. As far as WMS, we supply a WMS which enables Pick to light, RF Picking
and Scanning, Manage by Lot, FIFO, product hold and slot capability and Etrack capabilities.
Services offered at the Fontana facility include:

• Warehousing/Distribution
• Inventory Management
• Shipping and Receiving
• Materials Handling
• Cross-Docking
• Packaging/Repacking
• Case Pick and Pick/Pack
• Special Projects
• Value Added Services
• Dedicated Transportation
• Ecommerce Fulfillment
• Lot Code Tracking
• Returnables Management
• Rack and Bulk Storage
• RF Scanning

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 13 of 38
2.1. Costs

2.1.1. UTi Rate Matrix

Item, Action or Activity Tyoe Rate UOM RFP Notes:

Monthly Fixed Fee

Management, Capital, MHE $15,543 Monthly

Storage*
Rate Charged on the 1st of Each Month: $7.31 Pallet Per Pallet On Hand 1st of each month
Rate Charged Upon Receipt during the 1st-15th of the Month: $7.31 Pallet Per Pallet received 1st - 15th
Rate Charged Upon Receipt during the 16th-31st of the Month: $3.65 Pallet Per Pallet received 16th - 31st

Handling*
Inbound Handling $0.37 Carton Your rate to handle carton inbound, floor load
Inbound *Return* Handling $1.88 Carton Your rate to handle returns, single sku
Outbound Handling (pallet) $4.19 Pallet Pick single sku pallet & Ship
Outbound Handling (carton) $0.59 Carton Your rate to handle carton outbound
Outbound Handling (unit of one) $0.94 Unit (not carton) Your rate, re: samples

UCC 128 Shipping Label $0.08 Per Label Label cost

Order Processing Rate $1.65 Per Order Per PO

Materials*
Pallet Grade # 1 $5.00 Per (1) Pallet
Pallet Grade # 2 $3.75 Per (1) Pallet
Shrinkwrap $1.25 Per (1) Pallet
Slipsheet $0.35 Per (1) slip sheet
Corrugated $0.15 - $0.75 Tariff

Repacking*
Repack, Hang Tags $0.17 Per Tag
Repack Assortment $25.50 Per Man Hour
Break Inners Unit $0.07 Per Unit
Break Inners, Inner Pack $0.09 Per Inner Pack
Price Stickers $0.17 Per Sticker
Sort & Inspection $25.50 Per Man Hour
Remark Master Carton (2 sided) $25.50 Per Man Hour
Remark Master Carton (4 sided) $25.50 Per Man Hour
Special Labeling (Not UCC-128) $0.20 Per label (non UCC)
Remove Tickets $0.05 Per Unit

Hourly Rate (weekend, holiday) $37.50 P/Hour Non daily, outside normal hours
Terms 30 Days
Agreement expiration

Note - One Time Start Up Costs are estimated at $ 116,144

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 14 of 38
Detailed Break Out of One-Time Start Up Costs

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 15 of 38
2.1.2. Operating Budget

Fontana, California - Overhead/General Cost Allocation

Minds In Sync Storage Pricing Fixed 45.0% 45.0% 5.0% 5.0% 0.0%
Fontana CA Base Storage Office Yard Pricing Transactional Rate Descriptions

Total Weekly or
Operating Monthly Pick n Ship
Budget Pallet storage Minimum Case Inbound Pick N Ship MC Pick N Ship Plt Unit Order Charge
Annual Revenue $ 829,583.61 311,342.46 0.00 0.00 186,518.73 87,669.61 131,992.83 6,886.27 1,239.53 103,934.17
Volumes 1.00 0.00 0.00 12.00 240,000.00 222,066.00 1,642.50 1,314.00 63,000.00
Transactional Price 43,379.00 0.00 0.00 15,543.228 0.365 0.594 4.193 0.943 1.650

2.2. Operating Assumptions

Assumptions
MindsInSync
Fontana, California
Critical Assumptions to this Solution
Customer Name MindsInSync 1. All handling is at the carton level, with a small exception for samples at the unit level, a small percent (15) is pallet pick on the outbound
Location(s) Fontana, California 2. Assumes no hazardous materiel or ORD for storage or handling
Model Version ver1 3. Assumes no overpack required, parcel shipments are considered "slappers"
Model Date 1/30/14 4. Assumes 1 shift operation only Monday - Friday.
Working Days/Year 252 5. Assumes no temp control or humidity control requirements
Customer Provided Detail 6. Assumes supplies at cost plus
Assumption 7. Returns based on 576 annual, .2% assumes no mix return cases
8. Pricing is valid for a period of 90 days from proposal date.
9. This proposal is submitted contingent upon the parties successfully negotiating a mutually satisfactory agreement after the award of business.
UTI explicitly denies incurring any liabilities or obligations because of its submissions of this proposal.
Inbound Inbound Data Drivers

Daily Annual
1.4 361 Total Inbound Shipments 28 Pallets per container
39 9,875 Total Inbound Pallets 24 Avg cases per pallet
952 240,000 Total Inbound Cases 12 Avg units per case
11,429 2,880,000 Total Inbound Units 0% Percent Palletized
39 9,875 Total Pallets Putaway 0% Percent Mixed Pallets
12 3000 Total Cases Putaway - handstack PF's 100% Percent Floorloaded
2 576 Total Inbound Returns 0.2% Returns %
3 748 Total Cases - moved to Unit PF's

Outbound Outbound Data Drivers

Palletized moves Parcel moves
Daily Annual 5 Orders per Pallet 5.9 PO's per Shipment
250 63,000 Total Outbound Purchase Orders 29 Cases / Pallet 5.9 Cases per Shipment
440 110,880 Total Outbound lines 6 Avg cases per PO - palletized 5.9 Avg cases per PO
7 1,643 Total Outbound Pallets Picked ` 12 Avg units per order Avg Units per order
1,043 262,800 Total Outbound Cases 1.8 Avg cases per line palletized 2.7 Avg cases per line
12,514 3,153,600 Total Outbound Units
881 222,066 Total Cases picked 0.5% Percent Each Pick
5 1,314 Total Units Picked - samples 84.5% Percent Case Pick
39 9,724 Total Parcels Fedex 15% Percent Pallet Pick
35 8,880 Total Pallets
4% Percent shipping parcel - cases
96% Total cases palletized

Storage Storage Data Drivers

374 SKUs on hand 187 SKU's - Pick/Pack (unit lvl)

2,792 Avg pallets on hand 187 Cases OH
4.5 Number of turns
40x48x48 Pallet Size - inches Bay need
67,000 Average case in inventory 13.5 216 SKU's in Rack - wire decking - 4 shelves, 16 locations / bay
6 lbs Avg weight / case - lbs 48.5 97 SKU's A Level in Rack
24 Cases per Pallet 30 30 SKU's A level - dbl wide
31 31 SKU's bulk floor 5 deep
2,300 Est # of Locations

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 16 of 38
 Concept of Operations

Customer Name: MindsInSync

Location(s): Fontana, California

Description of Opportunity
MiS's business objective is to obtain advanced warehousing, logistics and subassembly support from a knowledgeable and effective
professional partner at cost levels lower and efficiency higher than it could obtain itself. The partner must be able to provide ongoing
scalable assembly and subassembly functions, as well as efficient and secure warehousing for the Term of the agreement. Its size
and expertise will permit major projects to be completed within an aggressive and seasonal execution timetable. MiS seeks efficient
utilization of all operating resources, including people, so that operating costs can be reduced in order to meet the continually changing
requirements of the operating environments.
System
WM10, customer request we send ASN's to retailers, approximately 12 different customers, also EDI maps to customer ERP (940,
945,943, 944, 832, 753, 754).

Call Outs
Floor load containers Inbound, handling all items at Master case level, some pallet picks on the outbound and a very small % of unit
picks for samples. Does not include handling or storage of hazardous materials or materials requireing humidty or temp controls.
Returns, customer provided 2013 having 576 total case returns, forecast related to % not given.

Inbound Summary: Product to arrive in containers floor loaded, product to be unloaded, palletized to single sku pallets,
a small % will move and receive at the case level. Supporting 374 SKU's. Approximately 600 case returns per year
given.

Inbound Process: Product to arrive floor loaded in containers. Product to be unloaded to accordian rollers and sorted
to pallets. Approximately 24 cases per pallet all single sku pallets. Once the container is completed, all product to
receive OS&D. Pallets to be lipped and putaway via RF, using Reach equipment. Some product will be putaway to floor
bulk storage locations in this case RF and sitdown to be utilized. A small portion of the cases received are putaway
directly to hand stack pick fronts in the rack (4 beam levels wire decking) holding approximately 3 to 5 cases. Current
estimate is approximately 216 of the 374 SKU's are slow moving having a limited OH quantity. Customer provided
limited item master in which this is based on.

Storage Profile: Storage profile is based on customer provided Item master (tab) approximately 216 sku's have limited
OH quantities in which hand stack storage in the rack in active pick fronts (case level only, not Unit), a portion of bulk
storage 2.5 high and 5 deep holding approx 31 sku's, 5 high rack storage with replenishment to A level pallet locations for
active case pick and a small area of Bin storage (6' tall 2' deep) in which limited Unit pick activity is handled for samples.

Outbound Summary: Orders are released to the 3PL once MIS runs its TMS against the orders. Approximately 85% of
outbound cases are picked at the case level, 15% are picked as full pallets and less than 1 % at a unit level. Picking
cases will be to walkie riders picking to pallets and staged at the dock for final labeling (per case specific to retail spec),
audit, wrap and load. A small portion of the outbound cases will move parcel.

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 17 of 38
2.3. Implementation & Operation
The UTi Implementation approach follows the global standard of project management, as
adopted by the Project Management Institute (PMI).

The steps of this process and the key UTi objectives are described below:

Process Group Description

Initiating The purpose of the Initiating process is to achieve authorization for a
project and define its objectives.
The general scope, duration, resources, and desired final output are
described. The project management team may actually have only limited
input at this point depending on the organizational structure.
UTi Objectives
• Preliminary Statement of Work (SOW)
• Initial Operational Solution
Planning During the Planning process, the team determines how the newly initiated
project will actually be carried out. This includes refining the information
developed during the initiation process and reviewing the resources that
will be required (including human resources). Planning also entails
identifying risks that may affect the project and deciding how these will be
handled.
Quality and communication planning take place as part of this process
group. Cost management and procurement strategies are addressed as
well.
A WBS including various deliverables and work packages is constructed

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 18 of 38
 and schedule activities are defined and sequenced, creating the Project
Plan.
UTi Objectives
• Advanced Quality Planning (AQP)
• Risk Identification
• Process Identification and Validation
• Project Schedule
Executing
The Execution process group involves taking steps to act upon and
complete the project work according to the procedures outlined during the
planning stage. Staffing plans, facility readiness, operational procedures,
safety programs, IT infrastructure and transition plans are put into action.
Any approved changes are implemented as part of this group. The project
management team is acquired and developed and contact with vendors is
engaged.
Reports about project progress, quality, and challenges are a core
component of the information distribution aspect of execution.
UTi Objectives
• Coordinated Activities
• Supplier/Contractor Management
• Progress Updates
• Issue Resolution
Monitoring & These processes occur concurrently with all the other process groups.
Controlling
Observation, problem identification, and correction are the three basic
purposes of monitoring and controlling.
Any variances from the project’s initial objectives and the project plan may
be cause for concern. This process ensures that only approved changes
are made so the project doesn’t morph into something unrecognizable over
time.
A well-developed system for collecting and analyzing data is required for
appropriate monitoring and controlling. Quality control plays a significant
role in this group of processes.
UTi Objectives
• Action Items log
• Progress Meetings and Reports
• Expense Management
Closing This process finalizes a project and closes it out. This activity often
includes satisfying the terms of any outstanding contracts.
The project team ensures that other processes (planning, execution,
monitoring) are complete and the final deliverables are ready to be handed

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 19 of 38
 off to the site operations team.
UTi Objectives
• Completion of Start-Up Tasks
• Transition Documentation
• Lessons Learned

2.3.1. Advanced Quality Planning (AQP)

UTi has significant experience with implementation planning and execution with respect to
transitioning a client operation to UTi, transitioning another 3PL operated business to UTi,
starting up new operations and short term project operations. A project management approach
is used to manage the implementation process from the beginning.

One crucial differentiator in our implementation approach is the UTi Advance Quality Planning
(AQP) process. The AQP process ensures that all Minds In Sync expectations are thoroughly
documented prior to the start date at a detailed level. The output of AQP acts as a baseline for
project implementation and the contract prior to final execution. UTi’s experienced personnel
and open communication channels enhance the success of the AQP process.
AQP Intent and Goals:

The primary intention and goal of the AQP process is to ensure the implementation is seamless
and successful, the contract scope requirements are validated and all risks are identified. The
AQP process produces the following:

 Process flows of the current state and ideal state to establish best practice
 Risks and solutions associated with the business for both UTi and Minds In Sync
 A detailed timeline to support the start date
 An operational roadmap/benchmark for the development of written processes, training and
continual improvement
 Integrated alignment of systems, processes, and methods to support strategic and
operational goals
 Potential unplanned costs associated with operating the business
 Employee satisfaction through clearly defined work processes and training
 Core metrics and critical to quality measures.

AQP Fundamentals:
The AQP process requires the use of best practices (process design, equipment, software and
procedures) to configure the optimal solutions.
1. Team Approach: AQP emphasizes a cross functional team approach (to include both UTi
and Minds In Sync representation) for managing the entire range of activities, including risk

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 20 of 38
 analysis and mitigation, contract review, solution design, process validation and
implementation. The AQP must be performed face-to-face with a joint team to achieve the
AQP goals noted above.

2. Project Management Approach: UTi’s AQP methodology uses project management

techniques and other tools to ensure proper communication and alignment of all
stakeholders at all stages of the implementation, including Minds In Sync and its suppliers.
A project manager is assigned the responsibility for ensuring the activities of team members
are properly coordinated and the critical path is clearly identified. A documented project
plan is used to track progress and performance in addition to the use of other
communication tools.

AQP Eight Basic Steps:

2. Solutions 4. Develop
1. Plan & 3. Develop
Design & Control
Define FMEA
Development Plan

5. Create &
7. Post 6. Process
8. Sign Execute
Launch Validation
Off Implementation
Validation (Pre-Launch)
Plan

AQP consists of eight steps. The following is a summary of each step:

1. Plan and Define – Develop preliminary process flowcharts to meet the requirements of
Minds In Sync. Flowcharts help the AQP team to understand how the process works at
a detailed level and act as crucial input into developing the Failure Mode and Effects
Analysis (FMEA) and the Control Plan. This phase of the AQP process is intended to
identify the needs and expectations of Minds In Sync and is a baseline for subsequent
risk assessment and solutions.
2. Solution Design & Development – Once the flows are completely mapped, the next
step is designed to ensure the comprehensive development of an effective and efficient
process and solution that will assure the requirements and expectations of Minds In
Sync are met including a cost-benefit-value summary.
3. Failure Mode and Effects Analysis (FMEA) – Using completed process flows, a FMEA
is developed to identify risk and solutions. The FMEA is a living document linked to the
process flows and Control Plan. The FMEA focuses on the following:
a. Each step within each process including all decision points

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 21 of 38
 b. Potential failures – what could go wrong within a step
c. Potential effects – impact of the failure within a step
d. Potential cause – root cause of the failure within the step
e. Current process controls within the step
f. Types of defects within a step
g. Potential solutions and actions within a step
h. Identification and prioritization of risks
4. Control Plan – Using the completed FMEA, a Control Plan is developed. The Control
Plan is a controlled, living document, used at the operator level. The Control Plan
describes the actions that are required at each phase of the process (Receiving,
Shipping, In-process, Outgoing, etc.), to assure that all process outputs are in a state of
control. Note: the process flows, FEMA and Control Plan are living documents working
together.
5. Create & Execute Implementation Plan – The next step of the AQP is the validation of
the processes. This is typically done by a trial run and/or an internal audit that validates
the Control Plan and Process Flowchart are being followed and the output meets the
requirements, needs and expectations of Minds In Sync. Any gaps and concerns should
be identified, investigated and resolved prior to launch.
6. Pre-Launch Process Validation – The AQP team prepares and executes a launch plan
to meet client requirements. Special attention is given to training requirements and the
data capture of process metrics. The launch plan must ensure timing requirements are
met and sufficient resources are allocated for training in advance of the launch.
7. Post-Launch Validation – This is the stage where the effectiveness of the AQP effort is
evaluated inclusive of variable and attributes data.
8. Sign Off – Once the processes, FEMA and Control Plan are validated, the
implementation team hands off the launch to operations. The intent of validation is to
ensure the operation is stable and personnel are fully trained.

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 22 of 38
2.3.2. Transition Timeline

Below is our proposed timeline for the implementation of the Minds In Sync project in California.

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 23 of 38
2.3.3. Project Team

Our typical start-up team consists of a group of subject matter experts led by a PMP certified
project manager. Below is an example of the team that would be driving the Minds In Sync
implementation.

Project Manager
Laurie Copeland

Solution Engineer Safety Manager Quality Assurance IT Implementation

Bryan Wortinger Jeff Robinson Adri McCaskill Derek Pourroy

2.3.4. Commitment Required from Minds In Sync

During the Advanced Quality Planning session, we will require full participation from the
respective representation of Minds In Sync. The session typically lasts 3-5 days and results in
mutually agreed upon goals, processes and KPI which will drive the operation and continued
partnership between UTi and Minds In Sync.

2.4. Information Technology

2.4.1. UTi Proposed WMS

We propose using our WM10 WMS product for the Minds in Sync operation. This WMS is a fully
web enabled n-tier scalable warehouse management system that offers a simple and rapidly
deployable solution. In addition to the normal features of a top-tier WMS, WM10 includes
additional features including Labor and task management, Task-directed management, System-
directed forward pick replenishment, Multiple code date tracking including end to end serial

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 24 of 38
number tracking, advanced kitting including BOM and kit creation functionality as well as a web-
based portal for inventory and order status visibility by UTi’s customers.
Below we have included two different inventory reports generated by our WM10 warehouse
management system, one is pdf format and another is excel.

2.4.2. Requested Reports

PDF Version of Inventory Report

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 25 of 38
Excel Version of Inventory Report

3. Supplier Information
3.1. Contact information
Primary Contact for UTi
Carlo Lepore - Vice President, Client Solutions
8590 Airport Road
Brampton, ON L6T 5A3 Canada

clepore@go2uti.com
O +1 905.789.6211 x370
C +905.815.7876

3.2. Company details

3.2.1. Number of years in business

UTi was founded in 1926 but some of the acquired subsidiaries have start dates prior to that
time. The Americas contract logistics department, formerly Standard Corporation, was founded
in 1894 and provided warehousing services in the southeast US.

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 26 of 38
3.2.2. Ownership & management structure

UTi Worldwide is a publicly traded holding company made up of many subsidiaries. A five year
summary of our financials and a list of our subsidiaries can be found in the Appendix.

3.2.3. Office Location (s)

Global Headquarters
UTi Worldwide Inc.
c/o UTi, Services, Inc
100 Oceangate, Suite 1500

Long Beach, CA 90802 USA

Contract Logistics Regional Office

UTi Worldwide
700 Gervais Street, Suite 100
Columbia, SC 29201

3.2.4. Client Relationships

In accordance with the non-disclosure agreements in place with each of our clients, we cannot
provide specific client information such as names, products, volumes, or processes, nor can we
rank them in order of revenue generation. We do supply warehousing services for many
Fortune 500 companies. Our client list includes the following clients, listed in no particular
order, CaseStack, Sam’s Club, The Home Depot, Panasonic and Diversey. We have over 45
years combined experience with these clients.

3.2.5. Client References

The following table provides similar client references. Unfortunately, due to non-disclosure
agreements, we are not at liberty to provide volumes, specific processes, or revenue
information.
Customer: Crown Imports LLC
Contact name: Terry Obele, Crown Imports, LLC
Address 1 South Dearborn Street, Suite 1700
Chicago, IL 60603
Phone number: (312) 873-9319
Email address: Terry.obele@crownimportsllc.com
Summary of Crown Imports occupies approximately 200,000 SF of our
Operation 400,000 SF multi - client facility. The Gantt facility is rail

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 27 of 38
 accessible and serves Crown with 31 rail car slots, 23 dock
doors, 60 slot drop yard, and is climate control capable. UTi
executes the following processes in service of Crown Imports:
lot code accountability and rotation, unload, receipt and
inventory of various packaged beers, order fulfillment and
inventory management, repackaging, bi-weekly and annual
inventory counts, monthly pest inspection, Andlor and JDE
WMS, and transportation scheduling.
Customer: CaseStack
Contact name: Steve Sezna, Vice President – Operations
2850 Ocean Blvd; Suite 100
Address: Santa Monica, CA 90405
Phone number: 310.473.8885 X131
Email address: ssezna@casestack.com
Summary of Our facility is one of CaseStack’s five national RDCs.
Operation Roughly 350,000 square feet is dedicated to CaseStack . We
provide the following processes: lot code accountability &
rotation, unload, receipt, & inventory of various finished good
food products, high velocity - pallet & case level order
fulfillment and shipment, 100% cycle count process (daily),
repacking, returns management, labeling, various project
programs, detailed quality checks built into our processes
(Blind audits, visual inspection, etc.), maintain and internal
“facility food safety inspection team” ensuring the entire
facility is fully inspected a minimum of once per month with
special attention to the following: food safety processes, pest
control, housekeeping, SOP, training programs, external
audits – AIB (superior rating for the past 8 years)
Customer: Sam’s Club
Contact name: Daniel Husband, Sr. Manager - Import Distribution
2101 Simple Savings Drive, MS-0745
Address: Bentonville, AR 72716-0000
Phone number: 479.277.1755
Email address: daniel.husband@samsclub.com
We operate an ambient temperature IDC, this facility is
560,000 square feet with 66 dock doors. UTi executes the
following processes in service of Sam’s Club: lot code
accountability & rotation unload, receipt, & inventory of
various finished good food products,cross docking, high
velocity - pallet & case level order fulfillment and shipment,
inventory management, transportation management & yard
services, detailed quality checks built into our processes
Summary of (blind audits, visual inspection, etc.), subject to an FDA
Operation inspection from the Sam’s quality and food safety team (an

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 28 of 38
 unannounced audit conducted independently by Sam’s where
UTi scored 99.1% this past year), subject to an unannounced
operational compliance review audit also independently
conducted by Sam’s (UTi scored 100.0% the past two years
in a row which is a first in Sam’s history). Elements of this
audit are extensive but include the following: SOP
compliance, C-TPAT.

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 29 of 38
4. Appendix: UTi Overview

4.1. UTi Overview

UTi is an industry-leading, non-asset-based

supply chain management company that
delivers competitive advantage to our
clients' supply chains. With innovative,
integrated solutions configured to your
specific requirements within any major
vertical market, we can design, manage and
service your supply chain efficiently and
cost-effectively. UTi's global footprint of
360+ offices and 240+ logistics centers in
60+ countries enables us to develop and
implement client-centric, global solutions
with primary services that include:

• Air and ocean freight forwarding

• Contract logistics
• Customs brokerage
• Distribution services
• Supply chain analysis and consulting

The driving force behind UTi's client-centric focus and innovative solutions is also the most
important resource we have in keeping our service commitments to you: our people. Whether it
is a program utilizing one or more of our standardized services such as freight forwarding or
contract logistics, or a totally integrated, global solution configured to your specific requirements,
a dedicated team of professionals will develop the right solution for your needs, then manage a
process that will maximize value along your supply chain with high-quality, cost-effective, time-
definite delivery from end to end.

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 30 of 38
4.2. Financial Overview

4.3. Three Years of Audited Financial Statements

The following chart provides a snapshot of five years of consolidated financial information for
UTi. Additional information on UTi financials can be found on our Investors Relations website:
Click Here. Our fiscal year runs from February 1 through January 31.

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 31 of 38
The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 32 of 38
4.4. Corporate Strategy – CLIENTasONE

Our current strategy, CLIENTasONE is aligned with our long-standing company purpose of
delivering competitive advantage to each of our clients' supply chains. CLIENTasONE explains
who we are, why we do what we do, how we do it, and the end result: greater value to our
clients, our people, and our shareholders as we become a market leader in "client-centricity".
As a client-centric organization, our focus begins with identifying our client's needs and then
providing them with services and solutions to meet those requirements. Our strategy is also
focused on improving how we care for our people and our ability to deliver reliable service.
Execution in each of these areas results in increased earnings, allowing us to reinvest in our
clients and employees.
These elements are captured in the acronym CORE (Client, Organization, Reliability, Earnings).
The elements of CORE are supported by corresponding core initiatives aimed at driving
improvement in each area. These initiatives are as follows:

1Focus - Activities within this core initiative are geared toward

improving our ability to provide client value and drive future
growth.
1Team - This core initiative is aimed at investing in our
employees through enhancing our people development,
enterprise communications, and learning and development
processes.
1World - Our progress in this core initiative is allowing us to
implement global standard systems and processes that improve
service delivery, produce scale, drive continuous improvement, and provide a quality framework
throughout the organization.
By transforming through the execution of CLIENTasONE, we are further enhancing our ability to
deliver client value and improve our standing as a market leader in client-centricity.

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 33 of 38
4.5. Brief Company History
From its inception in 1926, the history of UTi over the past 85+ years has been about growth
created by delivering client value. The company started as a freight forwarder in Germany and
grew into a global supply chain provider with 21,000+ employees and company-owned offices in
60+ countries. UTi now offers complete supply chain services and solutions, including air,
ocean, truck, customs brokerage, contract logistics and distribution, capable of providing
demand chain services globally.

In 1993, Union-Transport was acquired by a group led by Roger MacFarlane, Peter Thorrington
and Tiger Wessels. Previously, these managers owned WTC Airfreight, which they sold to
Pittston, the holding company for Burlington Air Express. MacFarlane and Thorrington served as
joint CEOs of Burlington Air Express prior to the acquisition of Union-Transport.
By 1994, Union-Transport would have facilities on six of the world's seven continents,
generating revenues of over $300 million annually. Over the next seven years the company
grew to $1 billion in annual revenues, launched one of the first truly global end-to-end
information systems, eMpower, that provided clients with supply chain control and visibility, won
a number of industry excellence awards and acquired several freight forwarding customs
brokerage companies to create a global network of transportation offices. The resulting network
covered over 98% of the global GNP.
In 2000, the company was listed on NASDAQ under UTIW and changed its name to UTi
Worldwide, Inc. Since that time, revenues have grown to approximately $4.5 billion annually
through a combination of innovative client solutions that deliver quantified value, end-to-end
visibility and control and the addition of supply chain capabilities in transportation management
contract logistics and distribution.

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 34 of 38
4.6. Global Footprint
UTi is a global industry-leading, non-asset-based supply chain management company. We
focus on offering value adding integrated supply chain solutions for air and ocean freight
forwarding, customs brokerage, contract logistics warehousing, distribution ground
transportation, managed transportation services and supply chain consulting. UTi aligns our
service offerings around industry verticals with a particular emphasis on the consumer and retail
market. Refer to the map below for our locations around the world.

4.7. UTi Quality Management System

The UTi Enterprise Quality Management System (QMS) is a process oriented business
management system based upon the following:

• ISO 9000 structure and other relevant standards

• CTPAT Certification
• Quality Manual, Quality Policy, Quality Objectives
• Documentation of processes at all levels to include support processes and core
processes
• Continual improvement model designed to increase efficiencies and eliminate/avoid
risk.
• Standard operating procedures in conjunction with process instruction procedures
such as:
a. Advance Quality Planning
b. Continual Improvement
c. Corrective and Preventive Actions
d. Balanced Scorecard, Management Reviews & Internal Audits and

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 35 of 38
 e. other requirements

Our Aim is to deliver 5 Star Quality to our clients through following key principles:
Commitment to Quality – A quality approach can only be successful if there is full
organizational commitment to quality. This has to be at all levels and all corners of the company
People Empowerment – Quality is not something that you can buy or install, it starts with a firm
belief in improvement from within. In order to be able to improve quality, people closest to the
process have to be empowered to improve and stabilize the process where needed
Process Leadership – Good processes are a prerequisite to quality. The focus of the QMS is
to drive efficiency (productivity) to optimize financial performance and effectiveness to meet or
exceed the client’s expectations.
Continual Improvement – Quality is not an end state but a journey. Only by continually
improving, can service excellence be achieved and maintained.
Client Centricity and Market Recognition – Excellence in quality is only meaningful if it is
recognized by the client. Our QMS will achieve this by defining the KPI metrics that are
important to our clients and demonstrating excellence by measurable improvements to meet or
exceed client expectations.

4.8. Security

We have established security protocols known as Global Security Standards. They are an
amalgamation of security best practices from private industry and regulatory programs alike.
These standards establish the use of CCTV, Access Controls, and Intrusion Detection along
with a host of process and procedural requirements. We maintain security related certifications
with a host of governmental agencies and private industry organizations to include:
• U.S. Customs and Border Protection (CBP),
• Transportation Security Administration (TSA),
• Transport Canada
• The United Kingdom’s Department for Transport (DfT) and Metropolitan Police.
• We are regulated Air Cargo Agents in the above same countries as well as Australia,
Brazil, Ireland, Italy, New Zealand, and others.
• We are participating in the European Union’s Authorized Economic Operator (AEO)
program in several countries

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 36 of 38
 • We hold Transported Asset Protection Association (TAPA) certifications at select
locations
• We are Business Alliance for Secure Commerce (BASC) certified in Colombia.
Our commitment towards security in the global supply chain is comprehensive in nature, as is
evidenced by the participation in and with the ongoing management of the aforementioned
security programs. Not only are we subjected to frequent audits in order to maintain
certifications but we also undergo frequent internal and customer audits to ensure compliance
with such security requirements. Moreover, our commitment towards providing a secure
network is evidenced through our certification and validation in U.S. Customs and Border
Protection’s Customs Trade Partnership Against Terrorism (C-TPAT) program. Our SVI
numbers are:
• 8c701f22-c04c-4999-a47b-09cfe645d0c3 for Air Freight Consolidation and NVOCC services
• bd4417c9-1536-4846-91d8-a181148e4c82 for Brokerage services.
Accordingly, we encourage our partners to uphold the same or better levels of security for the
protection of customers’ cargo. We consider our security program to be confidential and
proprietary and as such, the release of these details is restricted. We will be happy to establish
a mutually agreeable time to review our procedures at any facility of your choosing.

4.9. Safety
We believe that safety is a critical part of a successful operation and we are dedicated to
providing the best, safest and healthiest working conditions possible for our employees. Our
on-going commitment to discovering, correcting and preventing safety and environmental
hazards that could affect employees and the general public is a core part of the UTi culture.

The Safety Program is part of our Quality Management System. We provide a stringent new
hire training program in all areas of safety. This training program involves approximately 40
hours of classroom preparation and testing. Once hired, each employee is required to read,
sign and understand our safety principles, which states that “all accidents are avoidable” and
“safety is a condition of employment”.
Our goal is to eliminate all safety incidents. For each incident that does occur, there is an
investigation by the site’s Quality Improvement Team. The investigation is intended to
determine the root cause of the incident, so significant changes can be implemented. In
addition, there are safety audits and safety meetings at the sites to review the current status of
the operation. People are the most critical element of our safety program. Management
responsibility must be complemented by employee suggestions and involvement in keeping the
workplace safe.
Employees are engaged in our safety program from involvement in:
 Daily safety contacts and pre-shift meetings
 Leading monthly safety meetings

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 37 of 38
 Weekly safety and housekeeping audits
 Incident investigations
 Safety committee membership and initiatives
 Procedure writing and verification
 Performing Job Safety Analyses (JSA’s)
 Participation in client safety teams
 Monthly safety team conference calls
 Site specific safety incentives (ex. Safety Bingo)
Furthermore, we are committed to the design of pleasing, effective and creative work
environments for ourselves and our clients. That same level of commitment is injected into the
environmental considerations of each operation, process and project. Our approach is to
continuously improve in the prevention of pollution and reduction of negative environmental
impacts related to our operations, products, services, and company conduct.
It is our belief that all incidents and injuries can be prevented thru thorough training and strict
adherence to established policies. All employees have access to our complete Safety Program
and online training tools. The training tools include interactive modules and tests to verify
comprehension of information.

The information in this document is proprietary to UTi and may not be disclosed, used, or duplicated in whole or part.
The disclosure and/or use of this document, in whole or in part, is prohibited unless with written permission from UTi.
Page 38 of 38