Background Check Consent Form

I hereby acknowledge that any offer of employment made to me by Hustle Training 360 (hereafter “the Company”) is conditioned upon the successful completion of a background check acceptable to the Company, as well as the successful completion of a Level 1 Background Check in accordance with Florida state law. I understand that information obtained during this process may disqualify me from being employed by the Company.

I acknowledge that the Company and/or its designated representatives will conduct pre-employment background checks thoroughly and in compliance with all applicable state and federal laws. I further acknowledge that the Company will maintain any information obtained during this process in a confidential file, whether electronic or physical, within the Human Resources Department.

I understand that the background check will be performed solely as part of the evaluation process prior to any offer of employment and will not be conducted for any other purpose.

I authorize the Company, or its designated representatives presenting this Consent or a photocopy thereof, to obtain the following records and information in connection with my application for employment insofar as they are relevant to the position for which I am applying:

• Criminal History and Convictions
• Motor Vehicle Operation Records
• Certification and Licensing Information
• Educational History and Credentials
• Employment Eligibility
• Prior Employment Information

If the position for which I am applying requires a personal credit history acceptable to the Company, I understand that I will be required to sign a separate Fair Credit Reporting Act Consumer Report Disclosure authorizing the Company to obtain the same. No personal credit history will be obtained by the Company without this authorization unless the initial Level 1 background check identifies publicly available liens, bankruptcies, or public judgments involving me.

I authorize all individuals and organizations who are the custodians of these records, or who may have relevant information, to provide records or disclose such information to the Company and/or its designated representatives.

I release Hustle Training 360, its employees, designated representatives, agents, officers, and trustees, as well as all individuals or entities providing records or disclosing information, from any and all claims of liability or damage due to the procurement or true and accurate disclosure of such records or information.

INDEPENDENT CONTRACTOR AGREEMENT

This Independent Contractor Agreement (“Agreement”) is made and entered into between Hustle Training 360, a Florida corporation, (the “Company”) and ___________________ (“Contractor”) (hereinafter collectively referred to as the “Parties”). The Parties agree as follows:

1. Services
During the term of this Agreement, Contractor will perform for the Company the contracting services as directed by the Company, and as more specifically described in Exhibit A to this Agreement (the “Services”). The Services are specially ordered and commissioned by the Company.

The content, style, form, and delivery of the Services shall meet the satisfaction of the Company and comply with the standards outlined in Exhibit A.

2. Status as an Independent Contractor

• The Parties agree and intend that the Contractor is engaged as an independent contractor of the Company. Nothing in this Agreement shall be interpreted to create a relationship of employer and employee, principal and agent, partnership or joint venture, or any other fiduciary relationship.
• The Contractor is not authorized to act as an agent of the Company, represent the Company, or bind the Company in any manner.
• The Contractor is not entitled to workers' compensation, retirement, insurance, or other benefits provided to employees of the Company.
• The Contractor is responsible for providing, at their own expense and in their own name, unemployment, disability, workers' compensation insurance, and any required licenses or permits necessary to perform the Services.

Expectations of Contractor
The Contractor understands and agrees that as a condition of their contract with the Company, they must complete the Company’s Hustle Training 360 Certification and adhere to all rules and expectations outlined within.

Compensation

1. The Contractor will be compensated at an agreed-upon hourly rate, as determined by the Company, based on the Contractor’s skill, experience, certifications, compliance with Hustle Training 360 policies, and results achieved for clients.
2. Payments to the Contractor will be made via direct deposit every third week of each month.
3. No additional fees or expenses will be reimbursed unless approved in writing by an authorized Company executive in advance.
4. The Company is not responsible for federal, state, or local taxes derived from the Contractor's income, nor for withholding or payment of any taxes, workers' compensation, disability benefits, or other legal obligations applicable to the Contractor.
5. The Contractor will be solely responsible for all taxes, Social Security contributions, disability insurance, unemployment taxes, and any other payroll-related taxes or obligations applicable to their compensation under this Agreement.
6. The Contractor agrees to indemnify and hold the Company harmless from any claims, losses, fees, damages, or injuries arising out of the Contractor’s failure to fulfill these obligations.

Noncompete
For a period of one (1) year following the termination of the Contractor’s engagement with the Company, the Contractor agrees not to, directly or indirectly, in any capacity (e.g., proprietor, stockholder, partner, officer, employee, contractor, or otherwise):

1. Distribute, sell, offer to sell, or solicit any orders for products or services similar to those provided by the Company.
2. Engage in any activity that competes with Hustle Training 360.

Ownership of Work Product
As part of delivering the Services, the Contractor may produce certain work product (the "Work Product").

1. The Parties agree that, to the extent the Work Product qualifies as a “work made for hire” under Section 101 of the U.S. Copyright Act (17 U.S.C. § 101), it shall be deemed a work made for hire.
2. If the Work Product or any portion of it does not qualify as a work made for hire, or as otherwise necessary to ensure Hustle Training 360's complete ownership of all rights, titles, and interests in the Work Product, the Contractor hereby transfers and assigns to the Company all rights, titles, and interests worldwide in and to the Work Product.
3. This transfer and assignment include, but are not limited to, the right to publish, distribute, create derivative works, edit, alter, or otherwise use the Work Product in any manner the Company deems appropriate.

Upon the Company’s reasonable request and at the Company’s sole expense, the Contractor agrees to:

1. Take any steps or actions, and provide cooperation as required to ensure the assignment of the Work Product to the Company or its successors.
2. Execute and deliver necessary documents such as affidavits, declarations, oaths, assignments, or other materials to effect or perfect this assignment.

The Company grants the Contractor a limited, non-exclusive, non-transferable, non-assignable, royalty-free, worldwide license to display the Work Product on a platform personally controlled, in whole or in part, by the Contractor.

1. The Company reserves the right to revoke this license at any time by requesting the removal of the Work Product from the Contractor’s platform.
2. Upon such a request, the Contractor agrees to remove the Work Product promptly and provide written confirmation of its removal.

Confidentiality

The Contractor acknowledges that they will have access to the Company's confidential information, including but not limited to:

1. Business, product, and marketing plans or proposals.
2. Customer lists and personal information of customers.
3. Software and hardware prototypes, samples, and specifications.
4. Research and development information, such as studies, records, reports, and drawings.
5. Trade secrets and other proprietary information, whether related to the Company's products or otherwise.
6. Ideas, concepts, strategies, and recommendations related to products or services offered, developed, or planned by the Company (collectively referred to as "Confidential Information").

The Contractor agrees that the Company owns all rights to the Confidential Information, including copyrights, trade secrets, patents, trademarks, and other intellectual property rights.

The Company acknowledges that its Confidential Information does not include information that:

1. Was lawfully in the Contractor’s possession before receiving it from the Company.
2. Becomes publicly available through no fault of the Contractor.
3. Is lawfully received by the Contractor from a third party without a confidentiality obligation.
4. Is independently developed by the Contractor without using the Company's Confidential Information.

The Contractor agrees that, without the Company’s prior written consent, they will not:

1. Disclose any Confidential Information to any person or entity.
2. Assist others in developing, producing, marketing, or selling any product based on or utilizing the Confidential Information.
3. Use the Confidential Information in any way or for any purpose other than as required for the Services.
4. Reverse engineer, decompile, or disassemble any of the Company’s products.

The Contractor further agrees that all Confidential Information remains the sole property of the Company. Upon termination of this Agreement or at the Company's request at any time, the Contractor shall promptly return all copies of the Confidential Information, in any form, to the Company or, if requested, destroy such copies and certify in writing that the destruction has been completed.

The Contractor also agrees not to improperly use or disclose proprietary information or trade secrets of any former employer or third party. The Contractor will not bring such information onto the Company's premises without the prior written consent of the rightful owner.

The Contractor acknowledges that the Company may also receive confidential information from third parties and agrees to treat such information as the Company's Confidential Information.

The Contractor recognizes that monetary damages would be insufficient to compensate the Company in the event of a breach of this confidentiality agreement. As such, the Contractor agrees that the Company is entitled to seek injunctive relief to prevent or address any breach or threatened breach of this confidentiality provision.

Non-Solicitation Agreement

The Contractor agrees that during the term of this Agreement and for a period of two (2) years thereafter, they shall not, without the prior written consent of Hustle Training 360, directly or indirectly, on behalf of any individual, partnership, corporation, association, limited liability company, or entity that provides services competitive with Hustle Training 360's business within fifty (50) miles of the Company’s studio location, solicit or attempt to solicit the business of any individual or entity that was a client or customer of Hustle Training 360 during the term of this Agreement. Competitive services include, but are not limited to, mobile fitness services, high-intensity interval training classes, and personalized fitness solutions.

Furthermore, the Contractor agrees that during the term of this Agreement and for two (2) years thereafter, they will not, without the prior written consent of Hustle Training 360:

1. Serve as a partner, employee, consultant, officer, director, manager, agent, associate, or in any capacity for a competitive business; or
2. Directly or indirectly, own, purchase, organize, or take any preparatory steps to establish or operate a competitive business.

In the event that a court in any judicial proceeding refuses to enforce this restrictive covenant, either due to the duration or the scope of the restriction being deemed excessive, it is understood that this Agreement shall be modified to the extent necessary to enforce the greatest possible restriction that is reasonable under the circumstances.

If Hustle Training 360 or its successors in interest seeks injunctive relief from a court of competent jurisdiction to enforce this provision, the time between the breach and the granting of the injunctive relief shall be added to the non-competition period.

The Contractor acknowledges and agrees that any violation of the terms outlined herein will entitle Hustle Training 360 to not only injunctive relief but also an accounting and repayment of all profits, compensation, commissions, remuneration, or any other benefits realized or potentially realized by the Contractor as a result of or in connection with such violation. These remedies shall be in addition to, and not in limitation of, any other legal or equitable remedies available to Hustle Training 360 under this Agreement.

Equipment. The Contractor is responsible for providing, at their own expense, any equipment necessary to perform the Services.

Termination. This Agreement shall become effective on the date both Parties sign (the "Effective Date") and will remain in effect until either Party decides to terminate it (the "Termination Date"). The Company may terminate this Agreement at any time, with or without cause, by providing immediate notice to the Contractor. The Contractor may terminate this Agreement at any time by giving thirty (30) days' written notice to the Company. Upon termination, the Contractor agrees to return to the Company any requested documents, equipment, materials, and information related to the Services within forty-eight (48) hours of receiving such a request. This includes, but is not limited to, contracts, invoices, car decals, shirts, workout plans, contact information, written plans, and works in progress. The confidentiality provisions of this Agreement will remain in effect even after termination.

Representations and Warranties. Both Parties represent and warrant that (a) each has the full authority to enter into this Agreement, and (b) neither will breach any agreement with a third party. The Contractor further represents and warrants that the performance of the Services and their obligations under this Agreement will not violate any other agreement to which the Contractor is bound, and that the Contractor is not subject to any non-compete or similar restriction that would affect the performance of their duties under this Agreement, even if the Contractor believes such an agreement or restriction is unenforceable.

Indemnification. The Contractor agrees to defend, indemnify, and hold harmless the Company and its successors, assigns, and licensees from any claims, actions, or proceedings, along with any resulting losses, damages, costs, and expenses (including reasonable attorneys' fees), that arise from any claim, action, or proceeding related to a breach or alleged breach by the Contractor or their employees of any representation, warranty, or covenant in this Agreement, or from any acts or omissions by the Contractor or their employees.

Limitation of Liability. EXCEPT FOR OBLIGATIONS ARISING FROM INDEMNIFICATION, CLAIMS RELATED TO CONFIDENTIAL INFORMATION, OR DAMAGES ARISING FROM A PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY SPECIAL, INDIRECT, PUNITIVE, EXEMPLARY, CONSEQUENTIAL, OR INCIDENTAL DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF PROFIT, LOST SAVINGS, LOSS OF USE, OR BUSINESS INTERRUPTION, EVEN IF SUCH PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF SUCH DAMAGES COULD HAVE BEEN REASONABLY FORESEEN, REGARDLESS OF WHETHER THE CLAIM ARISES FROM BREACH OF CONTRACT, WARRANTY, TORT, STRICT LIABILITY, OR OTHERWISE.

Attorneys' Fees. In any legal action related to this Agreement, the prevailing party shall be entitled to recover reasonable attorneys' fees and litigation costs.

Assignment. The Contractor may not assign this Agreement or any of their duties or obligations under this Agreement to any third party without the Company’s prior written consent. This Agreement shall be binding upon and benefit the Company, its successors, and assigns, and its economic rights and benefits shall also inure to the benefit of the Contractor, their heirs, and legal representatives.

Severability. If any term or provision of this Agreement is found to be invalid or unenforceable to any extent, the remainder of the Agreement will remain unaffected.

Amendment. This Agreement may only be modified through a written agreement, which may include email, that is duly executed by an authorized representative of both parties.

Waiver. Any failure or delay in exercising a right, power, or privilege under this Agreement will not be considered a waiver of that right, power, or privilege. Additionally, the partial or single exercise of any right, power, or privilege will not prevent further exercise of that right, power, or privilege, nor will it preclude the exercise of any other right, power, or privilege.

Binding Effect. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective heirs, representatives, successors, and permitted assigns.

No License. The Parties agree that no license, either implied or otherwise, is granted to the Contractor under this Agreement, nor through any disclosure of information during the performance of the Services. The Contractor is also not granted any license or permission to export any Company products or information in violation of applicable laws.

Governing Law. This Agreement shall be governed by the laws of the State of Florida, applicable to contracts made and to be performed within the state.

Jurisdiction and Venue. The parties agree that any litigation, proceeding, claim, or dispute arising from or relating to the Contractor's engagement, this Agreement, or its breach will be exclusively handled in the courts of the State of Florida. The parties consent to the jurisdiction of both state and federal courts in Florida.

Entire Agreement. This Agreement, along with the Offer Letter Agreement, represents the complete and exclusive understanding between the Parties regarding the subject matter hereof and supersedes all prior and contemporaneous agreements, representations, and understandings.

Agreed to by:

FOR CONTRACTOR

________________________________

Date: ________________________________

Address: _____________________________

FOR COMPANY

________________________________

Owner

Date: ________________________________

Address: _____________________________

EXHIBIT A TO INDEPENDENT CONTRACTOR AGREEMENT DESCRIPTION OF SERVICES (“SERVICES”)

The Contractor will provide the services specified below, along with any additional services deemed necessary during the term of this Agreement.

Services.
The Contractor will perform duties and responsibilities as directed by the Company, including providing personal training services to the Company's clients.
The Contractor agrees to dedicate their time, skills, energy, business judgment, knowledge, and best efforts to furthering the Company’s interests and performing the Services.
The Contractor will adhere to all of the Company’s policies, standards, and regulations as they may be updated over time, and will perform their duties in compliance with the applicable laws, rules, and regulations of the State of Florida and the United States.

Changes to Contractor Schedule.
If there are any changes to the Contractor’s schedule that may affect their availability, the Contractor agrees to notify the Company of such changes no later than seven (7) days in advance, or immediately if the changes occur within the seven (7) day window.