Your privacy is important to us. To better protect your privacy we provide this notice explaining our online information practices and the choices you can make about the way your information is collected and used.

BESTPASS, INC. (“BP”) PRIVACY POLICY

This policy includes information about:

The categories of information that we collect from you during your relationship with us;

How we use and share the information that we collect from you;

Options available to you to instruct us about how your information may be used or shared;

The procedures we follow to protect the information that we collect about you;

Other matters required by law or useful to assist you in protecting your privacy; and

Our affiliated companies.

This policy covers Customer Information, which means personally identifiable information about a company/consumer (hereinafter both terms are used interchangeably) or a consumer’s current or former relationship with us. This policy applies to BP and our parent/affiliates listed below. This policy is provided to you as required by the Federal Financial Privacy Law [15 U.S.C.A. 6801 to 6810].

1. Information Collection

We collect and use various types of information to service your accounts, save you time and money, and better respond to your needs. This Customer Information can be categorized in the following ways:

Application Information: This includes information that you provide to us on applications and through other means. Examples include your company assets, income, debt, number of trucks and operators, toll volumes, services desired,services provided by third party service providers and all other information required to be provided pursuant to BP’s Service Application.

Transaction and Experience Information: This includes information about your transactions and account experience, as well as information about our communications with you. Examples include your account balances, all information from transponders, payment history, parties to transactions, credit card usage, requests for copies of checks and our responses.

Consumer Report Information: This includes information from a consumer report obtained from a consumer reporting agency. Examples include your creditworthiness and credit history.

Information from Outside Sources: This includes information from outside sources regarding your business, service provided by various third party service providers, credit and other relationships. Examples include your toll volume, transponder activity, types and amount of services provided by third party service providers and other verifications.

Other General Information: This includes information from outside sources, such as data from public records, which is not assembled or used for the purpose of determining your eligibility for a product or service.

As required by the USA PATRIOT Act, we also collect information and take actions necessary to verify your identification.

2. Information Shared

We may share all the Customer Information that we collect, as described above, for the following purposes:

To provide you with the products and services you requested;

To offer you additional products and services, from us or from others, that may be of interest to you;

To comply with reporting and other legal requirements; and/or

To otherwise conduct business.

BP is wholly owned by the New York State Motor Truck Association (“NYSMTA”). Any company that is owned or controlled by BP or the New York State Motor Truck Association is an “affiliate” or an “affiliated company” of all of the other companies owned by BP or NYSMTA.

Information Sharing Among Our Affiliated Group: Under the Federal Fair Credit Reporting Act, we are permitted to share your Transaction and Experience Information among our affiliated companies. Unless you request otherwise, we also share all of the other information we collect among our affiliated companies. However, you have the right to ensure that other information is not shared with our affiliates by following the “opt out” procedures described below.

Information Sharing with Non-Affiliates as Permitted by Law: We are permitted by law to share all the information we collect with (1) companies that perform marketing services on our behalf and (2) with other companies with whom we have joint marketing arrangements or joint billing agreements. For example, we may share information with third party service providers with whom we offer a consolidated billing service. We may also share all the information we collect with other nonaffiliated third parties that assist us or we assist with preparing monthly statements and with the processing and printing of invoices or monthly statements. These other nonaffiliated third parties also include credit reporting agencies to whom we report information about your transactions with us. Please be advised that the opt out rights described below will not apply to the sharing of information with these third parties or to the sharing of information with marketing service providers and joint billers or marketers as described above.

Information Sharing with Other Non-affiliated Third Parties: Unless you request otherwise, we may share all the information we collect, as described above, with additional types of non-affiliated third parties, such as third party service providers and non-affiliated businesses that provide or offer value-added packages of products and services, including but not limited to other state trucking associations. However, you have the right to ensure that nonpublic personal information is not shared with these non-affiliated third parties (other than as permitted by law) by following the “opt out” procedures described below. Some state laws may impose additional restrictions on disclosure of information about customers in those states to non-affiliated third parties for certain purposes.

BP endeavors not to share time and date specific travel related information without Customer consent absent a government subpoena.

3. Opt Out Options

If you wish to direct us to stop sharing certain nonpublic personal information about you with our affiliated companies and non-affiliated third parties, please call us at our Customer Contact Center 518-458-1579 between the hours of 9:00 a.m. and 5:00 p.m. EST; notify us through Contact Us; or send your instructions to828 Washinton Avenue, Albany, NY 12203. You may select from among the following options:

Option 1: Directs us not to share nonpublic personal information with nonaffiliated third parties. By selecting this option, you are directing us not to share nonpublic personal information about you with nonaffiliated third parties except as permitted by law. These exceptions include companies that perform marketing services on our behalf, other financial institutions with whom we have joint marketing arrangements, other non-affiliated service providers (such as those that assist us with monthly statement preparation and check printing and processing), and credit reporting agencies to whom we report information about your transactions with us.

Option 2: Directs us not to share nonpublic personal information with our affiliated companies. By selecting this option, you are directing us not to share nonpublic personal information about you among our affiliated companies except as permitted by law. You will continue to receive mailings and advertisements from those companies within our group with which you do business. Once we receive your opt out request, we will stop sharing this information as soon as reasonably practical. Your election will apply to all your accounts.

Option 3: Directs us not to share nonpublic personal information with non-affiliated third parties or among our affiliates, except as permitted by law. By selecting this option, you are directing us not to share your nonpublic personal information with either non-affiliated third parties or among its affiliates, unless permitted by law. Please note that, even if you opt out, you may still receive advertising and other marketing materials if those materials can be provided without violating your opt out instructions. We will stop sharing this information as soon as reasonably practical. Again, election out will apply to all accounts you hold individually and to all of your accounts.

When you contact us, please be prepared to provide the following information for each individual company:

Company name

Address, city, state and zip code

EIN

Telephone number (if applicable)

E-mail address (if applicable)

If any of these pieces of information change, please notify us to ensure that your preferences are consistently honored.

Once you have told us your preferences, we will continue to honor them. You do not need to take any further action.

If you have previously opted out, you will not need to do so again, unless you are establishing a new customer relationship with us. If you are calling to opt out of a newly established relationship, please wait 10 days before calling to give us your opt out preferences. We will not share your nonpublic personal information (except as permitted by law) during this 10-day period.

4. Procedures for Protecting Nonpublic Personal Information

We are committed to protecting the security and integrity of Customer Information through procedures and technology designed for this purpose. For example:

□ We maintain procedures covering the proper physical security of workplaces and records.

□ Our physical, electronic, and procedural safeguards meet or exceed federal standards regarding the protection of customer information.

□ We use technological means (such as backup files, virus detection and eradication software, firewalls, and other computer software and hardware) to protect against unauthorized access or alterations to customer data.

5. Other Important Information

Guarding Your Own Information: We recommend that you take the following precautions to guard against the disclosure and unauthorized use of your account and personal information:

□ Never provide personal or non-public company information (including full Social Security numbers or account and credit card information) over the phone unless you have initiated the call and know with whom you are speaking

□ Safeguard your transponder, credit and debit cards

□ Report lost or stolen transponders, checks, and credit and debit cards immediately

Direct Marketing: You can choose not to receive marketing offers from us by direct mail, telephone and/or e-mail. This preference applies to offers from us about our products and services, and about other products that we think may be of interest to you. To minimize the amount of telephone solicitation our customers receive, we do not offer non-financial products and services through telemarketing.

If you elect not to receive product information by direct mail, telephone or e-mail, you will continue to:

□ Be contacted as necessary to service your account

□ Be contacted by your relationship manager or assigned account representative, if applicable

□ Receive marketing information included with your regular account mailings and statements, and when you visit us online.

Your preferences will be honored among all of our companies. Since some marketing programs may already be in progress, it may take four to six weeks for your preferences to be fully effective.

If you would like to reduce the amount of advertising you receive from companies outside of our group, you can contact the following agencies:

Direct Marketing Association Mail Preference Service (for Mail Advertising) P.O. Box 282Carmel, NY 10512 Telephone Preference Service (for Telephone Advertising) P.O. Box 282 Carmel, NY 10512

You may also reduce the amount of e-mail advertising you receive by removing your name from the list at www.dmaconsumers.org. Be sure to include complete information about each name, address, telephone number and e-mail address you would like excluded. If you have moved within the past year, remember to include your old address and phone number. The same is true for name changes and the addresses and phone numbers associated with each name.

Credit Reporting Industry: If you would like to have your name taken off all pre-approved credit solicitations (not just our solicitations), you may call the credit reporting industry Pre-screening Opt-Out number at 1.888.5OPTOUT (1.888.567.8688).

National Do Not Call Registry: We support the National Do Not Call Registry. To have your phone number added to the National Do Not Call Registry, you may call 1.888.382.1222 or register at www.fcc.gov/cgb/donotcall. While this will stop most calls, you may still receive calls from businesses where you are a customer.

6. Affiliated Companies and Other Companies BP Provides Services With or For

This Privacy Policy applies to BP. The following is a list of those companies that have consumer customer relationships with us as of August 16, 2011 : PrePass, NORPASS and NCPass and any other company that provides services to Customer to be billed by or through BP.  As such, Customer consents to the sharing of all information amongst all of said companies.

7. Miscellaneous

This policy applies to consumer customer relationships established in the United States.

This version of the Privacy Policy is effective August 19, 2011. The policies and practices described in this disclosure are subject to change, but we will communicate any significant changes to you as required by applicable law and will provide you with a copy of the latest version of this policy as required by applicable law. The policies and practices described in this disclosure replace all previous notices or statements regarding this subject.

This notice constitutes our Do Not Call Policy under the Telephone Consumer Protection Act for all consumers and is pursuant to state law.