INDEPENDENT CONTRACTOR AGREEMENT

This independent contractor agreement ("Agreement") is made between a business entity known as
TACO BAR INC represented by Dana Sandoval with a mailing address of 29835 US HWY 19 N,
CLEARWATER, Florida, 33761 (“Client”)

AND

A business entity known as PLUMBING DIAGNOSTICS SERV CORP represented by Yordanis Lopez
Molina with a mailing address of 2091 SW 156 AVE, MIAMI, Florida, 33185 (“Contractor”).

WHEREAS the Client intends to pay the Contractor for services provided under the following terms
and conditions:

I. Term. The term of this Agreement shall commence on March 9 2024, and shall continue until the
Services are completed, unless earlier terminated in accordance with section XIV of this Agreement
(the "Term").

II. Services. The Contractor agrees to perform the following work for the Client: Replace all plumbing
fixtures at 29835 US HWY 19 N CLEARWATER, FL 33761.
Plumbing piping to install 4 staff sinks at client's address.

Hereinafter known as the "Services."

III. Payment. The Client agrees to pay for the Services performed by the Contractor.

The Contractor agrees to be paid as follows:

The Contractor shall be paid $12,400.00 at the completion of the Services. Completion shall be defined
as the fulfillment of Services as described in Section II in accordance with industry standards and to the
approval of the Client, not to be unreasonably withheld.

IV. Due Date. The Services provided by the Contractor shall be a one (1) time event and not due on a
specific date but to be completed with a reasonable time-frame in accordance with industry standards.

V. Expenses. The Contractor shall be responsible for all expenses related to providing the Services
under this Agreement. This includes, but is not limited to, supplies, equipment, operating costs,
business costs, employment costs, taxes, Social Security contributions / payments, disability insurance,
unemployment taxes, and any other cost that may or may not be in connection with the Services
provided Contractor.

VI. Relationship of the Parties. The Contractor is an independent contractor of the Client, and this
Agreement shall not be construed to create any association, partnership, joint venture, employment, or
agency relationship between the Contractor and the Client for any purpose.

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Contractor has no authority, and shall not hold themselves out as having authority, to bind the Client.
Contractor shall not make any agreements or representations on the Client's behalf without the Client's
prior written consent. Neither the Contractor’s employees nor its contracted personnel are, or shall be
deemed, the Client’s employees.

VII. Representations and Warranties. In its capacity as an independent contractor, Contractor

Contractor has the right to enter into this Agreement, to grant the rights conferred herein, and to
perform fully all of the Services of this Agreement;

Contractor's execution of this Agreement and Contract's performance of the Services do not and will
not conflict with, or result in, any breach or default under any other agreement to which it is subject;

Contractor has the required skill, experience, and qualifications to perform the Services, and Contractor
shall perform the Services in a professional and workmanlike manner in accordance with generally
recognized industry standards for similar services and shall devote sufficient resources to ensure that
the Services are performed in a timely and reliable manner;

Contractor shall perform the Services in compliance with all applicable federal, state, and local laws
and regulations, including by maintaining all licenses, permits, and registrations required to perform the
Services; and

Client will receive good and valid title to all Work Product arising from the Services, free and clear of
all encumbrances and liens of any kind, and all such Work Product is and shall be Contractor's original
work (except for material in the public domain or provided by the Client) and does not and will not
violate or infringe upon the intellectual property right or any other right whatsoever of any person,
firm, corporation, or other entity.

VIII. Federal and State Taxes. Under this Agreement, the Client shall not be responsible for:

Withholding FICA, Medicare, Social Security, or any other federal or state withholding taxes from the
Contractor’s payments to employees or personnel or make payments on behalf of the Contractor;

Making federal or state unemployment compensation contributions on the Contractor’s behalf; and

The payment of all taxes incurred related to or while performing the Services under this Agreement,
including all applicable income taxes and, if the Contractor is not a corporation, all applicable self-
employment taxes. Upon demand, the Contractor shall provide the Client with proof that such
payments have been made.

IX. Benefits of Contractor’s Employees. The Contractor understands and agrees that they are solely
responsible and liable for all benefits that are provided to their employees including, but not limited to,
retirement plans, health insurance, vacation time-off, sick pay, personal leave, or any other benefit
provided.

X. Unemployment Compensation. The Contractor shall be solely responsible for the unemployment
compensation payments on behalf of their employees and personnel. The Contractor shall not be

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entitled to unemployment compensation in connection with the Services performed under this
Agreement.

XI. Workers’ Compensation. The Contractor shall be responsible for providing all workers’
compensation insurance on behalf of their employees. If the Contractor hires employees to perform any
work under this Agreement, the Contractor agrees to grant workers’ compensation coverage to the
extent required by law. Upon request by the Client, the Contractor must provide certificates proving
workers’ compensation insurance at any time during the performance of the Service.

XII. Liability Insurance. The Contractor agrees to bear all responsibility for the actions related to
themselves and their employees or personnel under this Agreement. In addition, the Contractor agrees
to obtain comprehensive liability insurance coverage in case of bodily injury, personal injury, property
damage, contractual liability, and cross-liability.

There shall be a minimum amount of combined single limit of $100,000.00.

XIII. Indemnification. The Contractor shall defend, indemnify, and hold harmless the Client and its
affiliates and their officers, directors, employees, agents, successors, and assigns from and against all
losses, damages, liabilities, deficiencies, actions, judgments, interest, awards, penalties, fines, costs, or
expenses of whatever kind (including reasonable attorneys' fees) arising out of or resulting from bodily
injury, death of any person, or damage to real or tangible personal property resulting from Contractor's
acts or omissions; or breach of any representation, warranty, or obligation under this Agreement.

XIV. Termination. The Client or Contractor may terminate this Agreement without cause at any time
by providing at least 30 days' notice.

XV. Exclusive Agreement. This entire Agreement is between the Client and Contractor.

XVI. Resolving Disputes. If a dispute arises under this Agreement, any party may take the matter to a
Florida state court.

XVII. Confidentiality. The Contractor acknowledges that it will be necessary for the Client to disclose
certain confidential and proprietary information to the Contractor in order for the Contractor to perform
their duties under this Agreement. The Contractor acknowledges that disclosure to a third party or
misuse of this proprietary or confidential information would irreparably harm the Client.

Accordingly, the Contractor will not disclose or use, either during or after the term of this Agreement,
any proprietary or confidential information of the Client without the Client's prior written permission
except to the extent necessary to perform services on the Client's behalf.

Proprietary or confidential information includes, but is not limited to:

The written, printed, graphic, or electronically recorded materials furnished by Client for Contractor to
use;

Any written or tangible information stamped “confidential,” “proprietary,” or with a similar legend, or
any information that Client makes reasonable efforts to maintain the secrecy of business or marketing
plans or strategies, customer lists, operating procedures, trade secrets, design formulas, know-how and

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processes, computer programs and inventories, discoveries, and improvements of any kind, sales
projections, and pricing information; and

Information belonging to customers and suppliers of the Client about whom the Contractor gained
knowledge as a result of the Contractor's services to the Client.

Upon termination of the Contractor's services to the Client, or at the Client's request, the Contractor
shall deliver to the Client all materials in the Contractor's possession relating to the Client's business.

The Contractor acknowledges that any breach or threatened breach of confidentiality of this Agreement
will result in irreparable harm to the Client for which damages would be an inadequate remedy.
Therefore, the Client shall be entitled to equitable relief, including an injunction, in the event of such
breach or threatened breach of confidentiality. Such equitable relief shall be in addition to Client's
rights and remedies otherwise available at law.

XVIII. Proprietary Information. Proprietary information, under this Agreement, shall include:

The product of all work performed under this Agreement (“Work Product”), including without
limitation all notes, reports, documentation, drawings, computer programs, inventions, creations,
works, devices, models, works-in-progress, and deliverables, will be the sole property of the Client, and
Contractor hereby assigns to the Client all right, title, and interest therein, including, but not limited to,
all audiovisual, literary, moral rights and other copyrights, patent rights, trade secret rights, and other
proprietary rights therein.

Contractor retains no right to use the Work Product and agrees not to challenge the validity of the
Client’s ownership in the Work Product;

Contractor hereby assigns to the Client all right, title, and interest in any and all photographic images
and videos or audio recordings made by the Client during Contractor’s work for them, including, but
not limited to, any royalties, proceeds, or other benefits derived from such photographs or recordings;
and

The Client will be entitled to use Contractor’s name and/or likeness use in advertising and other
materials.

XIX. No Partnership. This Agreement does not create a partnership relationship between the Client
and the Contractor. Unless otherwise directed, the Contractor shall have no authority to enter into
contracts on Client's behalf or represent the Client in any manner.

XX. Assignment and Delegation. The Contractor may assign rights and may delegate duties under this
Agreement to other individuals or entities acting as a subcontractor (“Subcontractor”). The Contractor
recognizes that they shall be liable for all work performed by the Subcontractor and shall hold the
Client harmless of any liability in connection with their performed work.

The Contractor shall be responsible for any confidential or proprietary information that is shared with
the Subcontractor in accordance with Sections XVII and XVIII of this Agreement. If any such
information is shared by the Subcontractor to third (3rd) parties, the Contractor shall be made liable.

XXI. Governing Law. This Agreement shall be governed under the laws in the State of Florida.
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XXII. Severability. This Agreement shall remain in effect in the event a section or provision is
unenforceable or invalid. All remaining sections and provisions shall be deemed legally binding unless
a court rules that any such provision or section is invalid or unenforceable, thus, limiting the effect of
another provision or section. In such case, the affected provision or section shall be enforced as so
limited.

XXIII. Breach Waiver. Any waiver by the Client of a breach of any section of this Agreement by the
Contractor shall not operate or be construed as a waiver of any subsequent breach by the Contractor.

XXIV. Entire Agreement. This Agreement, along with any attachments or addendums, represents the
entire agreement between the parties. Therefore, this Agreement supersedes any prior agreements,
promises, conditions, or understandings between the Client and Contractor.

Client’s Signature ________________________ March 2 2024

Dana Sandoval

Contractor’s Signature ________________________ March 2 2024

Yordanis Lopez Molina

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