Ratified April 26, 2006
Revised Ratified April 23, 2007

ARTICLE I

NAME

This industry credit group shall be known as the NACM National Transportation Credit Group (hereinafter known as the" NTC").

ARTICLE II

PURPOSE

The purpose of the NTC is to collect, compile and exchange credit experience information for its members within the industry, and to provide certain educational benefits to the membership in order that the member firms' representatives may more knowledgeably perform their individual duties with respect to the credit and collection activities of their businesses. In no event, however, shall the NTC participate in or give consideration to any activity, plan, understanding or arrangement which would restrict or interfere with the exercise of free and independent judgment by the members in the management or operation of their respective businesses. Nothing contained in these by-laws shall authorize or empower the NTC to perform or engage in any acts or practices prohibited by law.

ARTICLE III

MEMBERSHIP

Section I. Company Membership in the NTC shall be available to those companies that are members in good standing of the National Association of Credit Management through one of its affiliated associations and which:

Is represented by a credit person who, as their primary job function, has the credit responsibility for the member firm, and who is not directly involved in solicitation of sales or management of sales.

Is a transportation type company with accounts receivable balances.

Is a company that has trade accounts which are common to the accounts of the NTC.

Shall be eligible for membership in the NTC under the terms and conditions prescribed in these by-laws.

Guests will be allowed to attend one trial meeting of the NTC gratis in order to asses the Group's potential benefit before submitting application for membership.

Section II. Applications for membership shall be presented to NACM Houston, signed by the applicant and, if approved for membership in the NTC, will fulfill and perform all of the obligations and requirements of membership as contained in these by-laws and in any amendment which may from time to time be made hereto.

Each transportation credit member company shall be entitled to one vote, such vote to be designated to the primary representative or his/her assignee.

Section III. A member may be suspended or expelled for any of the following violations:

1. Divulging confidential NTC information to unauthorized persons;

2. Conduct which brings discredit to the NTC, or

3. Failure to maintain membership in good standing.

The Chairman shall advise the member of such violation in writing, and such violation shall be considered at the next NTC meeting at which time the member in alleged violation shall have the opportunity to answer all charges. If the NTC determines that the member in fact violated such requirement, it may suspend or expel the member. Expelled members may reapply for membership.

Section IV. NTC representation may be transferred within the member company in order to accommodate personnel and organizational changes. Such changes should be communicated in writing to the NACM, with a copy to the current NTC chairperson.

Section V. Membership in the NTC shall include Special Interest membership in the Transportation Revenue Management Group (TRMG), along with all rights and privileges of TRMG membership. Termination of membership in NTC for any reason automatically terminates membership in TRMG.

ARTICLE IV

MEETINGS

Section I. Meetings will be held two times per year and/or in conjunction with the Transportation Revenue Management Conference. The exact date and locations determined by the Transportation Revenue Management Group.

Section II. A quorum for a duly constituted meeting shall be comprised of NTC company members attending said meeting. All matters shall be decided by a majority vote (except as otherwise provided herein) of members present at a duly constituted meeting.

Section III. Meetings and all meeting activities shall be open to all NTC member companies in good standing, within attendance guidelines established by the Officers.

Section IV. Substitution of representatives at NTC meetings shall be permitted, such that the member company shall be allowed representation at NTC meetings at the member fees; an NTC member company with full memberships shall be permitted representations at NTC meetings at the member fee, regardless of whether any of those individuals are named NTC member. Substitution is limited to full time employees of the member company. Substitution at NTC meetings shall not constitute a change in actual membership; such membership changes must be reported in writing per Article III, Section IV herein.

ARTICLE V

OFFICERS

Section I. The officers of the NTC shall consist of a Chairman and a Vice Chairman, both of whom will be elected officers, and a Counselor who will be the most recent past Chairman available. All three officers must be transportation credit company member representatives. The incumbent Vice Chairman shall become Chairman beginning with the first meeting and shall serve a term of two years. Vacancies of unexpired terms shall be filled by a majority vote of the transportation credit company members by ballot.

Section II. In the event the Chairman cannot attend a meeting, the Vice Chairman will preside. If neither the Chairman nor the Vice Chairman can attend, the Counselor will preside. If none of the incumbent Officers are in attendance, the attending members will elect a temporary Chairman for that meeting.

Section III. The process for nominating and electing new Officers shall be as follows: A nomination ballot will be sent to all transportation credit company members by electronic mail in January of every odd-numbered year. The Chairman will verify each nominee's willingness to serve before being placed on the election ballot. The election ballot will be sent to all transportation credit company members the following February. The results of voting will be announced by email to all members.

Section IV. The duties of the Chairman and Vice Chairman shall the customary duties of such Officers except as provided herein. Meetings shall be operated in compliance with these by-laws.

Section V. The Chairman of the NTC shall serve as the group's representative on the Leadership Council of the TRMG.

ARTICLE VI

COMMITTEES

The Officers of the NTC may appoint ad hoc committees consisting of two or more members for any purpose deemed suitable by the membership.

ARTICLE VII

SERVICES

Section I. Members will provide accounts whose credit exposure exceeds $2000 in order for their aging to be auto submitted from the database. Member is responsible for verifying and finalizing all data submitted by members' company for correct aging information.

Section II. All group product and services shall be held by the NACM of South Texas for the benefit of all members, and all intellectual property shall become the property of and be safeguarded by the NACM of South Texas.

ARTICLE VIII

AMENDMENTS

Amendments to these by-laws may be proposed to the Officers by any member. Adoption and ratification of proposed change(s) shall be on the vote of two-thirds of all member companies, following 60 days notice of such amendments by any legal means.

Ratified as amended 04/23/07