STOCK PURCHASE AGREEMENT
THIS STOCK PURCHASE AGREEMENT (the "Agreement") is made and entered into as of October 5,
1998, by and among Covenant Transport, Inc., a Nevada corporation ("Buyer"); the Smith Charitable
Remainder Trust (the "Selling Stockholder"); Southern Refrigerated Transport, Inc., an Arkansas corporation
("Southern"); Tony Smith Trucking, Inc., an Arkansas corporation ("Smith Trucking"); and Tony and Kathy
Smith, husband and wife and residents of Arkansas (the "Smiths").
1. The Selling Stockholder owns all of the issued and outstanding capital stock of Southern and Smith Trucking,
consisting of 300 shares and 1,000 shares of Common Stock, respectively, $1.00 par value per share (together,
the "Common Stock").
2. The Selling Stockholder proposes to sell and Buyer proposes to purchase the Common Stock.
3. The parties desire that the transaction be accomplished as stated herein, in accordance with their respective
representations, warranties, and agreements, subject to the conditions contained herein.
NOW, THEREFORE, in consideration of the covenants, representations, warranties, and agreements herein
contained, and for other good and valuable consideration, the parties agree as follows:
For the purposes of this Agreement, unless otherwise provided, the following terms, when capitalized, shall have
the meanings ascribed to them below:
1.1 "Affiliate" means any person or entity controlling, controlled by, or under common control with another
person or entity, as well as the following: all officers, directors, and persons owning 10% or more of the equity
interests of an entity.
1.2 "Authority" means each and every federal, state, local, and foreign judicial, governmental, quasi-
governmental, or regulatory agency, official, or department; every arbitrator, mediator, and other similar official;
and every other entity to whose jurisdiction or decision making authority a party has submitted.
1.3 "Benefit Plans" means all contra