Sales Contractor Agreement
          

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    SALES CONTRACTOR AGREEMENT


    This Independent Contractor AGREEMENT (this “Agreement”) is effective as of (the “Effective Date”), by and between Evolution Power LLC, a Florida limited liability company (the “Company”), and (“Contractor”). The Company and Contractor are sometimes individually referred to herein as a “Party” and collectively as the “Parties.” Terms used but not otherwise defined herein shall have the meaning set forth in Section 13.

    R E C I T A L S:

    WHEREAS, Contractor desires to be establish a business relationship with the Company and the Company desires to initiate said relationship with Contractor; and

    WHEREAS, by virtue of such Contractor, Contractor has and/or will have access to and be given Confidential Information of the Company, including Trade Secrets of the Company; and and

    WHEREAS, Contractor acknowledges and agrees that the Company has a reasonable, necessary and legitimate business interest in protecting its own Trade Secrets and Confidential Information, and that the terms and conditions herein are reasonable and necessary to protect these legitimate business interests.

    NOW, THEREFORE, in consideration of Contractor’s Contractor with the Company, and the representations, warranties, covenants and agreements contained herein, and for other good and valuable consideration, the Parties, intending to become legally bound, agree as follows:

    1. POSITION, DUTIES, AND COMPENSATION

    1.1 Position.
    Contractor shall serve as an Independent Sales Representative (“Sales Consultant”) for Evolution Power LLC (the “Company”). The Contractor shall report to the Director of Sales or such other Company representative as designated (the “Supervisor”). The Contractor shall operate as an independent contractor and not as an employee, partner, joint venturer, or agent of the Company, except for the limited authority expressly granted herein to solicit and execute approved sales contracts with customers on behalf of the Company.

    1.2 Duties.
    The Contractor agrees to:

    • Attend all scheduled Company meetings and training sessions that are deemed essential for sales performance or compliance.
    • Execute assigned or self-generated sales appointments (“Leads”) for the purpose of procuring sales of home improvement, solar, or related services offered by the Company.
    • Represent the Company with professionalism, integrity, and adherence to all Company policies, product guidelines, and applicable laws.
    • Promptly submit all signed customer contracts, documentation, and required forms through the Company’s CRM or other approved systems.
    • Market Company products and services exclusively under the brand and pricing structures provided by the Company.

    The Contractor shall not have authority to bind the Company to any commitments, pricing, warranties, or agreements other than those expressly authorized by the Company’s approved sales contracts. Contractor’s duties are further defined in Schedule B (“Scope of Services”).


    1.3 Business Autonomy.
    As an independent contractor, the Contractor shall determine the time, manner, and means of performing sales activities, provided that such activities remain consistent with the Company’s compliance standards and objectives. The Contractor shall furnish all tools, vehicles, and resources necessary for the performance of the Services unless otherwise agreed in writing.


    1.4 Compensation.
    Contractor shall be compensated on a commission-only basis, as detailed in Schedule A (“Commission Structure”). No salary, hourly wage, or employment benefits, including but not limited to health insurance, paid time off, or retirement contributions, shall be provided. All commissions are contingent upon full funding, completion, and acceptance of the underlying customer contract.


    1.5 COMPLIANCE AND CONFIDENTIALITY


    1.5.1 Compliance with Laws and Company Policies.
    Contractor shall comply with all applicable federal, state, and local laws, regulations, and industry standards governing sales of solar, roofing, HVAC, and home improvement services, including consumer protection and marketing practices. Contractor shall also follow all Company compliance policies, including approved sales presentations, marketing materials, and contract procedures.


    1.5.2 Confidential Information.
    During the term of this Agreement and thereafter, Contractor shall not disclose, use, copy, or reproduce any Confidential Information belonging to the Company, including but not limited to:


    • Customer lists and personal information;
    • Sales data, pricing models, and margin structures;
    • Lead sources, vendor relationships, or marketing systems;
    • Business strategies, training materials, or internal documents.

    All such information is and shall remain the sole and exclusive property of the Company.


    1.5.3 Return of Property.
    Upon termination of this Agreement, Contractor shall immediately return (or permanently delete) all customer records, documents, marketing materials, and any other proprietary data obtained through Company channels, whether in physical or electronic form.


    1.5.4 Non-Solicitation.
    For a period of twelve (12) months following termination of this Agreement, Contractor shall not, directly or indirectly, solicit, contact, or attempt to sell services to any customer or lead that was generated, provided, or introduced by the Company, nor interfere with any existing business relationship of the Company.


    1.5.5 Data Integrity.
    Contractor acknowledges that all customer leads and contracts entered into the Company’s CRM or any other approved system are property of the Company. Any attempt to divert or misrepresent Company-generated leads or contracts for personal gain shall constitute material breach and grounds for immediate termination and forfeiture of all unpaid commissions.


    1.6 Termination and Commission Payment


    1.6.1 Termination by Either Party.
    This Agreement may be terminated by either party, with or without cause, at any time, upon five (5) days written notice to the other party. The Company reserves the right to terminate this Agreement immediately for cause, including but not limited to: violation of Company policy, misrepresentation, fraud, unethical sales practices, customer complaints, or breach of confidentiality.


    1.6.2 Effect of Termination.
    Upon termination, Contractor shall:


    • Cease representing the Company in any capacity;
    • Return all Company property, materials, and customer records;
    • Remove any public or online representations of affiliation with the Company, including logos, branding, and marketing content.

    1.6.3 Commission Eligibility.
    Commissions shall be deemed earned only when all the following conditions have been met:


    • The customer contract has been fully executed and accepted by the Company;
    • The installation has been completed and approved by the Company’s quality control or project management department;
    • The project has been funded and paid in full to the Company by the lender or customer; and
    • No outstanding disputes, chargebacks, cancellations, or compliance issues exist regarding the sale.

    1.6.4 Post-Termination Commissions.
    Contractor shall only be entitled to commissions on contracts approved and submitted prior to the termination date, provided that such contracts are later completed and funded under the conditions above. No commission shall be due on any contracts initiated, modified, or signed after termination, even if the Contractor was involved in the sale.


    1.6.5 Forfeiture of Commissions.
    The Company reserves the right to withhold or forfeit unpaid commissions if:


    • Contractor breaches confidentiality or non-solicitation clauses;
    • Contractor misrepresents sales, falsifies documents, or circumvents Company procedures;
    • The sale is cancelled, refunded, or unfunded; or
    • Contractor fails to return Company property or comply with post-termination obligations.

    1.6.6 Independent Status.
    Nothing in this Agreement shall be construed to create an employer–employee relationship. Contractor acknowledges sole responsibility for payment of all federal, state, and local taxes, including income tax and self-employment tax, and shall indemnify the Company against any claims arising therefrom.



    Schedule A
    Commission Structure and Bonuses


    A.1 Overview
    Contractor shall be compensated strictly on a commission-only basis. No base salary, draw, or hourly compensation shall be provided. All commissions are contingent upon the successful completion, customer satisfaction, and full funding of the project, as defined in Section 1.6 (“Termination and Commission Payment”).


    A.2 Definition of Net Sale.
    For purposes of this Agreement, Net Sale shall mean the total contract price of the customer’s agreement minus:

    • Any dealer or financing fees; and
    • Any discounts, rebates, credits, or incentives offered to the customer.

    All commissions shall be calculated based on this Net Sale amount.


    A.3 Commission Rates

    A.3.1 Company-Provided Leads:
    These are leads generated, scheduled, or provided directly by Evolution Power or any of its authorized marketing or call center partners.


    Product Type Commission Rate Calculation Basis Standard Pricing
    Solar (PV only) 5% Net Sale
    Roof only 10% Net Sale
    HVAC 5% Net Sale

    A.3.2 Self-Generated Leads:
    These are leads personally generated by the Contractor through referrals, personal marketing, or independent prospecting efforts not provided by the Company.


    Product Type Commission Rate Calculation Basis Standard Pricing
    Solar (PV only) 10% Net Sale
    Roof only 15% Net Sale
    HVAC 10% Net Sale

    A.4 Bonus Opportunities
    At the Company’s discretion, the Contractor may qualify for monthly performance bonuses based on the total number of fully sold and approved projects during a calendar month. Bonuses are calculated as follows:


    Monthly Sales Volume (Fully Closed Projects) Monthly Bonus
    4 Completed Sales $1,250
    6 Completed Sales $2,500
    8 Completed Sales $3,500
    10 or More Completed Sales $5,000

    A.4.1 Bonus Eligibility Requirements
    To qualify for a monthly performance bonus, the following conditions must be met:

    • Fully Sold Projects: Each sale must be fully executed; meaning all required documents are signed, financing is approved, and (for cash deals) a minimum 10% non-refundable deposit has been collected.
    • Valid Projects Only: Cancelled, unfunded, or incomplete projects do not count toward bonus qualification totals.
    • Timing of Bonus Payments: Bonuses are paid on the second pay date of the following month after verification of eligibility and completion status.
    • Compliance: Contractor must remain in good standing with the Company at the time of bonus payment and be compliant with all reporting, documentation, and CRM submission requirements.
    • Right to Audit: Evolution Power reserves the right to verify sales, documents, and customer funding prior to releasing any bonus payment. Any discrepancy, falsification, or misrepresentation shall result in forfeiture of the bonus.

    A.5 Commission Payment Terms
    Commissions are payable within the payroll dates following the Company’s receipt of full payment and completion of installation, permitting, and quality control requirements.

    • Payment shall be made through the Company’s authorized payroll system and accompanied by a commission statement for recordkeeping.
    • In the event of cancellations, refunds, customer disputes, or chargebacks, any corresponding commission shall be withheld or deducted from future payouts.
    • The Company reserves the right to reconcile or adjust commissions in the event of clerical or reporting errors.

    A.6 General Rules

    • Commissions are based on the Net Sale, excluding all financing fees, dealer fees, rebates, and customer incentives.
    • Projects sold below the Discount Tier or without authorization may lead to commission reduction or forfeiture.
    • Promotional tiers or limited-time spiffs may be offered at the Company’s discretion.
    • Commissions apply individually to each product line in bundled projects.
    • All pricing updates or commission modifications shall be communicated in writing and supersede prior versions.

    A.7 Non-Commissionable Items

      A.7.1 Definition: Certain products, services, or adjustments sold or added to a customer contract are non-commissionable, meaning no commission shall be calculated or paid on these items. These include, but are not limited to, products or services that are:
      • Promotional, discounted, or incentive-based;
      • Ancillary upgrades or adders not directly tied to the core solar, roofing, or HVAC scope;
      • Cost-only items or services performed for compliance, aesthetics, or customer requests outside the standard scope of work.

      A.7.2 Non-Commissionable Items List
      The following line items are specifically excluded from commission calculation:
      1. Attic insulation or other thermal barrier upgrades.
      2. Thermostats (smart or standard) when sold separately or as part of a bundle.
      3. Main Panel Upgrades (MPU) or electrical service modifications.
      4. Tree trimming, vegetation clearance, or landscape-related site preparation.
      5. All Adders listed in Schedule C (Adders Sheet), including plywood replacement, fascia, stucco, or extra roofing layers.
      6. Customer incentives, rebates, or credits, including manufacturer, dealer, or company-issued promotional offers.
      7. Any no-cost or company-absorbed items used to win or retain a sale.

      A.7.3 Calculation and Enforcement
      • Commissions are calculated only on the Net Sale of commissionable products (solar, battery, roofing, and HVAC systems) after removing the above non-commissionable items.
      • If a non-commissionable item is included in the total contract value, it shall be deducted from the Net Sale prior to calculating the applicable commission percentage.
      • The Company reserves the right to review any sale and adjust or withhold commissions accordingly if non-commissionable items are improperly included.

      A.7.4 Discretionary Exceptions
      Any exception to this clause must be approved in writing by the Director of Sales or Company management prior to contract submission. Unauthorized inclusion of these items for commission will result in forfeiture of related commissions and potential disciplinary action.


      Schedule A-1
      Commission Matrix


      A.1 Purpose
      This Commission Matrix establishes approved pricing tiers and corresponding commission rates for all products sold by Evolution Power LLC. Commissions are determined by the final Net Sale price, the lead source (Company-Provided or Self-Generated), and the pricing tier achieved (Premium, Standard, or Discount). All rates are subject to change with written Company notice. In the event of any discrepancy between this Schedule A and Schedule A-1, the Commission Matrix (Schedule A-1) shall govern. Contractor acknowledges responsibility for understanding and adhering to the pricing guidelines defined therein.


      Solar (PV Only)

      Pricing Tier Price per Watt (PPW) Company Lead (CL) Self Generated (SG) Description
      Premium $3.10-$3.30 8% 13% Higher margin pricing; top performance zone.
      Standard $2.70-$3.05 5% 10% Target company pricing (balanced volume/profit).
      Discount $2.40-$2.65 2.5% 5% Reduced margin; management approval required if lower.

      * Projects below $2.40/W require written approval and may be ineligible for commissions.


      Backup Batteries

      FRANKLINWH V2 - 15kwh

      Pricing Tier Pricing Company Lead (CL) Self Generated (SG)
      Premium $19,500 8% 12%
      Standard $18,500 5% 10%
      Discount $17,500 2.5% 5%

      ECOFLOW (10 KWh + Smart Panel + 24 KW Inverter)

      Pricing Tier Pricing Company Lead (CL) Self Generated (SG)
      Premium $21,500 8% 12%
      Standard $20,000 5% 10%
      Discount $18,500 2.5% 5%

      PV DISCOUNT AVAILABLE


      TESLA POWERWALL 3 (13.5 KWh)

      Pricing Tier Pricing Company Lead (CL) Self Generated (SG)
      Premium $19,500 8% 12%
      Standard $17,000 5% 10%
      Discount $15,500 2.5% 5%

      ★PV DISCOUNT AVAILABLE


      ENPHASE IQ 10C (10 KWh)

      Pricing Tier Pricing Company Lead (CL) Self Generated (SG)
      Premium $18,500 8% 12%
      Standard $17,500 5% 10%
      Discount $16,500 2.5% 5%

      FOX ESS (12kwh)

      Pricing Tier Pricing Company Lead (CL) Self Generated (SG)
      Premium $16,500 8% 12%
      Standard $15,500 5% 10%
      Discount $14,500 2.5% 5%

      ★PV DISCOUNT AVAILABLE


      IMPORTANT:

      • Battery sales below the Discount Tier require management approval and may reduce or void commissions.
      • Commissions are calculated on Net Sale (excluding financing or dealer fees).
      • If main panel upgrade needs replacement, the cost must be added.



      ROOF PRICING MATRIX

      SHINGLES

      Pricing Tier Price per Square (PPS) Company Lead (CL) Self Generated (SG)
      Premium $650 13% 18%
      Standard $550 10% 15%
      Discount $500 5% 7.5%

      STANDING SEAM METAL

      Pricing Tier Price per Square (PPS) Company Lead (CL) Self Generated (SG)
      Premium $1,500 13% 18%
      Standard $1,300 10% 15%
      Discount $1,100 5% 7.5%

      STANDING SEAM METAL (Tier 2)

      Pricing Tier Price per Square (PPS) Company Lead (CL) Self Generated (SG)
      Premium $1,550 13% 18%
      Standard $1,350 10% 15%
      Discount $1,200 5% 7.5%

      TPO/FLAT ROOF

      Pricing Tier Price per Square (PPS) Company Lead (CL) Self Generated (SG)
      Premium $1,250 13% 18%
      Standard $1,100 10% 15%
      Discount $900 5% 7.5%

      IMPORTANT:

      • All roofing projects sold below the Discount Tier must receive written approval from management.
      • Small roofs (15 squares or less) should be sold at a premium cost to avoid adders.
      • Roof adders are NOT eligible for commissions. Refer to the Adder's sheet.


      HVAC


      Pricing Tier Unit Size (3 ton 18 seers) CL commission % SG commission %
      Premium $9,000 8% 12%
      Standard $8,000 5% 10%
      Discount $7,200 2.5% 5%

      IMPORTANT:

      • HVAC systems sold below $6,500 require management approval.
      • Add $1,000 per each 0.5 ton
      • Additional $1,500 for Attic-mounted Air Handler / Unit
      • Duct Work / Replacement not included. $750 per new duct run, or re-routing ventilation
      • Concrete Equipment Pad: add $1,200 for building a concrete pad for outdoor condenser or HVAC equipment

      Schedule B
      Scope of Services, Responsibilities, and Duties


      B.1 Position Overview
      The Contractor shall serve as an Independent Sales Representative ("Sales Consultant") for Evolution Power LLC, responsible for generating, managing, and closing residential and commercial contracts for solar, battery, roofing, HVAC, and home improvement services. The Contractor operates as an independent contractor, not an employee, and shall manage their time, schedule, and methods of performance while maintaining compliance with all Company policies, ethical standards, and contractual obligations.


      B.2 Primary Responsibilities
      The Contractor’s primary duties shall include, but are not limited to, the following:

      1. Lead Management & Appointments

      • Upon accepting a company-provided appointment ("company leads"), contractor must attend the accepted and scheduled meeting on time.
      • Professionally qualify leads to ensure customer readiness and property eligibility.
      • Self-generate new leads through referrals, networking, marketing, and personal outreach.

      2. Sales Presentations & Customer Relations

      • Conduct professional in-home or virtual presentations using approved Company materials.
      • Explain product options, pricing, warranties, and financing clearly and honestly.
      • Submit all required documents, including signed contracts, credit applications, site photos, and utility bills, accurately and promptly.
      • Maintain a courteous and professional demeanor at all times when representing the Company.

      3. CRM & Documentation

      • Enter all sales activities, customer data, notes, and contract details into the Company’s CRM or designated platform within 24 hours of contact.
      • Upload all signed contracts, adders, change orders, and supporting documentation for management approval.
      • Ensure all sales files are complete before payment is released.

      4. Compliance & Accuracy

      • Follow all Company procedures, pricing matrices, and approval workflows for discounts, incentives, or adders.
      • Do not alter or negotiate pricing outside of the approved tiers without written approval from management.
      • Comply with all federal, state, and local regulations related to home improvement, consumer protection, and telemarketing laws.
      • Represent all products truthfully, no misleading claims, unapproved financing pitches, or falsified documents.

      5. Team Coordination & Communication

      • Maintain regular communication with the ops team, Project Coordinators, and Office Staff.
      • Attend required team meetings, performance reviews, and product or compliance trainings.
      • Collaborate with the operations and installation departments to ensure customer satisfaction and smooth project handoff.

      6. Post-Sale Follow-Up

      • Provide post-sale customer communication as needed to ensure documentation completion (permits, financing, adders, etc.).
      • Immediately report any cancellations, change requests, or customer disputes to management.
      • Maintain positive relationships with customers to encourage referrals and repeat business.

      B.3 Performance Expectations

      1. Maintain professionalism and integrity as a representative of Evolution Power at all times.
      2. Adhere to Company pricing and commission structures as outlined in Schedule A and A-1.
      3. Meet or exceed the Company’s monthly minimum sales goals as communicated by management.
      4. Submit contracts and documents in a complete, accurate, and timely manner.
      5. Protect Company data, customer information, and intellectual property in accordance with confidentiality obligations (see Section 1.5).

      B.4 Prohibited Conduct

      1. Misrepresentation of products, pricing, or Company policies.
      2. Forging signatures or submitting incomplete, false, or altered documents.
      3. Collecting customer payments or deposits directly without authorization.
      4. Soliciting Company customers or leads for personal or third-party gain.
      5. Disparaging the Company, its officers, or its partners in any form of communication.

      Violation of any of the above shall constitute a material breach of this Agreement and may
      result in immediate termination and forfeiture of unpaid commissions.


      B.5 Independent Contractor Relationship

      1. The Contractor is responsible for all business expenses, including transportation, insurance, licenses, and equipment necessary to perform their duties.
      2. The Contractor shall determine their own work schedule, sales methods, and strategies, provided all Company compliance and documentation requirements are met.
      3. Nothing in this Agreement shall be construed to create an employer-employee relationship, partnership, or joint venture between the Contractor and the Company.

      Schedule C
      Adders


      The following items ("Adders") represent additional costs that may apply to a project when required by site conditions, engineering specifications, or customer requests. Adders are not included in base system pricing and are non-commissionable unless otherwise approved in writing by Evolution Power management.


      1. Electrical Adders

      • Main Panel Upgrade (MPU) - $4,000: Required when the existing main electrical panel is insufficient for solar interconnection or fails to meet current electrical code.

      2. Roofing Adders

      • Plywood Replacement Sheet - $120 per sheet (4'x8', includes labor and installation): For replacement of damaged or non-compliant roof decking. Standard exterior-grade or structural sheathing will be used.
      • Fascia Work - $95 per linear foot: For removal and replacement of fascia boards or related trim due to rot, damage, or design modification.
      • Stucco Work - $85 per linear foot: For repair or patching of stucco surfaces adjacent to roofline, eaves, parapets, or fascia.
      • Extra Layer of Shingles - $50 per square foot (or $500 per roofing square): Applies when multiple layers of shingles must be removed or installed to meet code or structural requirements.

      3. HVAC Adders

      • Attic-Mounted Air Handler / Unit - $1,500: Applied when an HVAC unit or air handler must be installed or relocated in attic space, requiring additional materials and labor.
      • Duct Work / Replacement - $750 per duct: For replacement, rerouting, or installation of duct runs that exceed standard scope.
      • Concrete Equipment Pad - $1,200: For forming and pouring a new concrete pad to support outdoor condenser or HVAC equipment.

      General Adder Terms: All adders must be approved in writing by both the Customer and the Company via a signed Change Order before installation. Adders are non-commissionable unless specifically authorized by management. Prices listed are standard rates and may vary based on project location, access difficulty, or permit requirements. Adders are final sale and non-refundable once materials are ordered or work is performed. If unforeseen conditions arise during installation, additional adders may be required to complete the project safely and in compliance with code.


      LEGAL TERMS AND CONDITIONS


      1. Term and Termination (At-Will)
      This Agreement begins on the Effective Date and continues until terminated by either party. The Contractor’s engagement with the Company is at-will and may be ended at any time, with or without cause or notice, by either party. The Company may adjust the Contractor’s role, compensation, or duties as business needs change. If this Agreement conflicts with any general Company policy, this Agreement shall control.


      2. Confidentiality and Restrictive Covenants

      2.1 Confidentiality: The Contractor may receive confidential and proprietary information from the Company, including trade secrets, customer lists, pricing, marketing data, and internal systems ("Confidential Information"). The Contractor agrees to keep all such information strictly confidential during and after this Agreement and shall not use or disclose it except as necessary to perform authorized business for the Company.
      2.2 Consideration and Reasonableness: The Contractor acknowledges that these restrictions are fair, reasonable, and necessary to protect the Company’s confidential information, goodwill, and business relationships. If any provision is deemed unenforceable, a court may modify it ("blue pencil") to the minimum extent necessary to make it valid and enforceable.
      2.3 Enforcement and Remedies: The Contractor agrees that any violation of this Section would cause irreparable harm to the Company. The Company may seek injunctive or equitable relief in addition to any other legal remedies, without the requirement of posting a bond.


      3. Contractor Representations
      The Contractor represents and warrants that:

      1. Signing and performing this Agreement does not violate any other agreement or restriction with a former employer.
      2. The Contractor will not bring, use, or disclose any confidential information or property from prior employers.
      3. The Contractor will not solicit or contact employees or clients of any previous employer in violation of existing obligations.


      4. Governing Law and Entire Agreement
      This Agreement constitutes the entire understanding between the parties and supersedes all prior agreements or understandings relating to this subject. Any modification or amendment must be in writing and signed by both parties. This Agreement shall be governed by and construed under the laws of the State of Florida. If any provision is held invalid, the remaining sections shall remain enforceable.


      5. Dispute Resolution and Arbitration

      5.1 Good Faith Resolution: Before taking legal or arbitration action, both parties agree to attempt to resolve any dispute or claim in good faith discussions within ten (10) business days of written notice.
      5.2 Mediation: If the dispute cannot be resolved through discussion, the parties may voluntarily agree to non-binding mediation with a neutral mediator in Hillsborough County, Florida. Each party will bear its own costs.
      5.3 Binding Arbitration: Except for actions seeking injunctive relief or enforcement of confidentiality, non-compete, or intellectual property rights, any claim or dispute arising from this Agreement shall be resolved exclusively by binding arbitration under the rules of the American Arbitration Association (AAA).
      • Arbitration shall occur in Tampa, Florida, before one neutral arbitrator.
      • Each party shall bear its own attorney’s fees and costs, unless otherwise ordered.
      • The arbitrator’s decision shall be final and binding, and judgment may be entered in any court of competent jurisdiction.
      5.4 Injunctive Relief Exception: The Company may seek temporary or permanent injunctions in court to prevent or stop any breach of confidentiality, non-compete, or non-solicitation obligations, without posting a bond.
      5.5 Governing Venue: All arbitration or court proceedings shall follow Florida law, and venue shall lie exclusively in the state or federal courts of Hillsborough County, Florida.


      6. WAIVER OF JURY TRIAL. THE COMPANY AND CONTRACTOR EACH HEREBY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVE ANY AND ALL RIGHTS THAT THEY MAY HAVE TO A TRIAL BY JURY WITH RESPECT TO ANY LITIGATION BASED HEREON, OR ARISING OUT OF, UNDER, OR IN CONNECTION WITH THIS AGREEMENT, ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (ORAL OR WRITTEN), OR ACTIONS OF THE COMPANY OR CONTRACTOR. THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE COMPANY AND CONTRACTOR ENTERING INTO THIS AGREEMENT.


      7. CONTRACTOR ACKNOWLEDGMENT. Contractor hereby represents to the Company that Contractor has had the opportunity to read, and in fact has read, this Agreement in its entirety and understands each provision of this Agreement. Contractor hereby represents to the Company that Contractor’s education, training and experience are such that following the termination of Contractor’s Contractor with the Company, Contractor will have the ability to secure other gainful Contractor by engaging in activities that will not violate any provision of this Agreement.


      8. SEVERABILITY. The provisions of this Agreement are intended to be interpreted in a manner which makes them valid, legal and enforceable. In the event any provision of this Agreement is found to be partially or wholly invalid, illegal or unenforceable, such provision shall be modified or restricted to the extent and in the manner necessary to render it valid, legal and enforceable to the fullest extent permitted by law. It is expressly understood and agreed between Contractor and the Company that such modification or restriction may be accomplished by mutual accord between the Parties or, alternatively, by disposition of a court of law. If such provision cannot under any circumstances be so modified or restricted, it shall be excised from this Agreement without affecting the validity, legality or enforceability of any of the remaining provisions.


      9. ASSIGNMENT. Contractor may not assign any rights under this Agreement without the prior written consent of the Company. Contractor’s obligations under this Agreement inure to the Company, its successors and assigns. The Company may, at any time and without Contractor’s further approval or consent, assign or transfer this Agreement, by merger, asset sale or otherwise, to any subsidiary, affiliate, purchaser, acquirer or other assignee or successor with which Contractor may become employed. Any such successor or assign is expressly authorized to enforce the terms of this Agreement.


      10. DEFEND TRADE SECRETS ACT NOTICE. An individual shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret if: (a) the disclosure of the trade secret is made in confidence to a government official, either directly or indirectly, or to an attorney, for the sole purpose of reporting or investigating a suspected violation of law; (b) the disclosure of the trade secret is made in a complaint or other document filed in a lawsuit, if such filing is made under seal; or (c) if an individual files a lawsuit alleging retaliation by an employer for reporting a suspected violation of law, if the disclosure of the trade secret is made to the attorney of the individual or used in the court proceeding so long as the filing of any document containing the trade secret is under seal and the trade secret is not disclosed except under court order. Nothing in this Agreement is intended to conflict with the foregoing.


      11. DEFINITIONS.

      "Company Business" means the business of selling and installing residential and commercial solar panels, roofing and other products offered by the company.

      "Confidential Information" means, at any date, any information defined as Trade Secrets, and any confidential or proprietary information of the Company that is not generally available to the public (unless such information has entered the public domain and becomes available to the public through fault on the part of the party to be charged hereunder), from which the Company could derive value by virtue of its not being known to others, and with respect to which the Company takes reasonable steps to maintain as confidential.

      "Restricted Territory" means the geographic area(s) including and within a one hundred and fifty (150) mile radius of Tampa, Florida.

      "Trade Secrets" means, at any date, any information of the Company that is not already generally available to the public (unless such information has entered the public domain and becomes available to the public through fault on the part of the party to be charged hereunder, including any affiliate, agent or representative of such party), and which is valuable to the Company and/or provides the Company with a competitive advantage, including, but not limited to, the following: (a) any and all information, including a formula, pattern, compilation, program, device, method, technique or process that derives independent economic value, actual or potential, and is the subject of efforts that are reasonable under the circumstances to maintain its secrecy, (b) the business plans, marketing strategies and pricing structure, criteria and formulae for products and services, and financial data and statements of the Company, and (c) any and all other information that constitutes a trade secret under the governing trade secrets laws.





      IN WITNESS WHEREOF, the parties hereto have executed this Independent Sales Representative Agreement as of the Effective Date below. By signing this Agreement, both parties acknowledge that they have read, understood, and agree to be bound by all of its terms and conditions, including all attached Schedules (A, A-1, B, C) and the Legal Terms and Conditions contained herein. Each party affirms that they are authorized to enter into this Agreement and execute it voluntarily and without coercion.


          
      Evolution Power LLC

      A Florida Limited Liability Company:
      6201 Johns Rd Suite 11, Tampa, Florida, 33634

      Javier Zavarce


      Evolution Power LLC
      Acceptance
      Signature

      Name: Javier Zavarce


      Authorized Member

      Date:

      Independent Contractor
      (Sales Representative)
                 
      Name:
                     Date: