STATUTORY NON-EMPLOYEE AGREEMENT

This Statutory Non-Employee Agreement (the “Agreement”) is made between the Independent Representative (the “Representative”) and Boss Fire & Safety (the “Company”), operating and engaged in the sale of fire protection services and products (“Products”), which the Representative receives on consignment for sale to clients and consumers. Both parties mutually agree to the following:

1. Independent Status and Transition to Employment
   The Representative operates as a Statutory Non-Employee during the probationary period until certification is received, at which time the Representative can and may transition to an “Employee” role with the Company.
   • 1.1 Independence: The Representative is primarily independent and is free of control to set prices for Products and Services.
   • 1.2 Non-Exclusive Territory: The Company does not assign exclusive territories to Independent Representatives; however, Representatives may select a non-exclusive territory within a Company-designated geographical area.
   • 1.3 Flexible Hours: Representatives may set their own working hours with the understanding that when the Representative chooses to sell the Products, the Company designates specific times during regular business hours for Product pickup, return, and service.
   • 1.4 Autonomy in Sales Approach: Representatives are free to develop their own sales methods, so long as it does not cause misrepresentation to the Company, and are not required to adhere to sales quotas.
   • 1.5 Suggested Pricing: The Company may suggest retail prices for convenience and informational purposes, but the Representative has sole discretion over final pricing.
2. Earnings and Profit
   The Representative’s earnings vary based on the sale price achieved for Products and Services.
3. Outside Employment
   The Representative is free to hold other employment during this Agreement.
4. Expense Responsibility
   All expenses incurred in the sale of Products and Services (e.g., transportation) are the Representative’s responsibility. The Company shall not be responsible for reimbursement for any expenses the Representative may incur in the sale of the Products and/or Services (for example, transportation, car, fuel, etc.).
5. Return of Consigned Products
   Products and Service Goods must be returned or purchased at the designated facility within 24 hours if requested by the Company. Failure to do so may result in recovery costs, including the product price, collection fees, attorney fees, and court costs.
6. Limitations on Authority
   This Agreement does not authorize the Representative to conduct business in the name of the Company, assume obligations on behalf of the Company, or bind the Company in any manner; including any expense, debt, obligation, liability, or responsibility.
7. Compliance with Laws and Ethical Standards
   The Representative agrees to abide and adhere to all applicable laws, regulations, ordinances, and rules imposed by federal, state, and local authorities where applicable. Additionally, no misrepresentations may be made about Company Products or Services to consumers, clients, or vendors.
8. Client Payment Obligations
   The Representative is responsible for the full payment of Products and Services sold, regardless of any non-sufficient funds or dishonored checks from clients. The Representative acknowledges that payment for that Product and/or Service will not be remitted until payment is received from client.
9. Termination
   Either party may terminate this Agreement. Upon termination, the Representative must return all consigned Products, Service Goods, and other materials as outlined in the Uniform and Supplies Agreement.
10. Entire Agreement
    This Agreement represents the entire understanding between the Company and the Representative and supersedes all prior agreements, negotiations, and commitments, expressed or implied whether oral or written with respect to the subject matter of this Agreement. Modifications must be in writing and signed by both parties.
11. Acknowledgment of Statutory Non-Employee Status
    The Representative understands that as a Statutory Non-Employee, they are not entitled to wages, unemployment benefits, workers’ compensation, or disability benefits from the Company and are liable and responsible for their federal, state, and local income taxes. The Company will not treat the Representative as an employee for tax purposes.

Terms and Conditions

This Acknowledgement of Obligations (the “Agreement”) is made between the below named Independent Representative (the “Representative”, a Statutory Non-Employee, and Boss Fire & Safety (the “Company”), an Oregon LLC with the principal address located at 8725 SE Holgate Blvd Portland, OR 97266-3017.

Accounts & Clients

All business accounts and clients are the exclusive property All Fire Affiliates and are maintained by the Company. Upon termination or departure of the Independent Representative, all clients, accounts, and invoices shall remain within the Company and are, in no form, property of the Independent Representative.

Outstanding Accounts & Invoices

Furthermore, any and all outstanding accounts and invoices submitted by the Independent Representative will be subject to forfeiture, and any remaining balance on receivable invoices and accounts will be retained by the Company for collection purposes.

Acknowledgement of Obligations

This Acknowledgement of Obligations (the “Agreement”) is made and effective between the Independent Representative (the “Representative”) and Boss Fire & Safety, (the “Company”).

Non-Disclosure of Confidential Information

The Representative acknowledges that the Company will provide access to trade secrets, customer information, and other confidential data essential to its business operations. The Representative agrees to keep such information confidential and to take necessary actions to protect the Company’s business secrets, including but not limited to customer, supplier, logistical, financial, and operational information, from disclosure to any third party during and after their engagement with the Company. The Representative shall not use this information for personal benefit or disclose it to any party outside of the Company.The Representative acknowledges that the Company will provide access to trade secrets, customer information, and other confidential data essential to its business operations. The Representative agrees to keep such information confidential and to take necessary actions to protect the Company’s business secrets, including but not limited to customer, supplier, logistical, financial, and operational information, from disclosure to any third party during and after their engagement with the Company. The Representative shall not use this information for personal benefit or disclose it to any party outside of the Company.

Good-Faith Agreement on Future Competition

In a spirit of mutual respect and professionalism, the Representative agrees that, upon the conclusion of their engagement with the Company, they will refrain from soliciting customers or engaging in any direct competition that would knowingly disadvantage the Company. This gentleman’s agreement reflects the understanding that the Representative will not use Company relationships, contacts, or proprietary knowledge gained through the course of their work to directly compete within Utah’s fire protection industry for a period of 2 years following their departure.

This understanding is a voluntary and mutual agreement intended to preserve goodwill and respect between the parties. It is not intended to restrict the Representative’s freedom to seek future employment or business opportunities.

Customer Non-Solicitation

Upon conclusion of the Representative’s engagement, the Representative agrees to avoid actively soliciting any customers of the Company with whom they had direct contact during their time with the Company. This good-faith commitment is intended to prevent any direct disruption to the Company’s established client relationships for a period of 2 years following the end of the engagement.

Binding Agreement

If any part of this Agreement is determined to be void or unenforceable, the remaining sections shall continue in effect. This Agreement shall be binding upon and inure to the benefit of the parties, their successors, assigns, and personal representatives.

This Agreement is made in good faith to protect the Company’s interests while respecting the Representative’s career progression. It is not a legally enforceable non-compete agreement but rather a gentleman’s agreement based on mutual respect and professional courtesy.

In Witness Whereof, each party to this agreement has caused it to be executed and effective on the date indicated upon completion of onboarding paperwork.

Uniform, Supplies, and ConSIgned Inventories Agreement

The undersigned Independent Representative acknowledges receipt of the following items upon hire:

• ID Badge/Lanyard ($10)
• 1/2″ 3-Ring Binder “LIT Development” Book ($15)
• Polo ($35/ea)
• T-Shirt ($20/ea)
• Jacket ($40/ea)

Upon starting field work, the Representative may receive the following:

• Daily Summary & Inventory materials (cost based on goods)
• Hole Punch ($10)
• Hand Scale ($10)
• Multimeter ($10)

After certification, the Representative may also receive:

• License Card ($100)
• Cabinet Keys ($45)
• Credit Card Reader ($10)
• Additional Products and Serivce Goods (Inventories) on Consignment (cost based on goods)

The Representative agrees to maintain all items in clean and good condition. Upon termination, all items must be returned to the Company. Any unreturned items will result in the replacement cost being deducted from the Representative’s final paycheck or the paycheck being held until items are returned.