CONSULTING AGREEMENT

CONSULTING AGREEMENT

This CONSULTING AGREEMENT (the “Agreement” or “Consulting Agreement”) states the terms and conditions that govern the contractual agreement between DNA 360 CONSULTING  having its principal place of business in Houston County, Georgia and “Tawanda Ellis”, and “Darren and Laurie Williams” who agree to be bound by this Agreement.

WHEREAS, the Consultant offers consulting services in the field of Business Development and Business Consulting;

WHEREAS, the Client desires to retain the services of the Consultant to render consulting services with regard to Scope of consulting services according to the terms and conditions herein.

NOW, THEREFORE, In consideration of the mutual covenants and promises made by the parties hereto, the Consultant and the Client (individually, each a “Party” and collectively, the “Parties”) covenant and agree as follows:

  1. TERM

This Agreement shall begin on February 2021 and continue until completion of Business Development. Either Party may terminate this Agreement for any reason with 5 days written notice to the other Party.

  1. CONSULTING SERVICES
    1. The Consultant agrees that it shall provide its expertise to the Client for all things pertaining to the services to be offered (The “Business Development.”). DNA 360 Consulting offers services such as;
  • Filing Articles of Incorporation with the Georgia Secretary of State.
  • Apply for a federal employer identification number, or EIN, with the IRS.
  • Create bylaws.
  • Apply for federal tax-exempt status.
  • Apply for Georgia tax-exempt status. You must submit an IRS determination letter to the Georgia Department of Revenue along with state tax unit Form 3605, an Application for Recognition of Exemption.
  • Apply for a Georgia ID number from the Department of Revenue.
  1. DNA 360 Consulting, LLC shall further develop a Five-Year Financial Model specific to the Client’s Company business model and overall revenue streams. DNA 360 Consulting will be able to use this financial model to run different assumptions, change operating costs, change employee salaries and change revenue assumptions. The financial model will include:
  • Revenue Projections. Detailed analysis and projection of the Company’s expected revenue based on its Company’s business model, revenue streams, and price points.
  • Initial Funding Analysis. A breakdown of the ongoing capital requirements, growth capital and ongoing working capital required to successfully grow the business. If the Client’s Company does not have these costs available, DNA 360 Consulting will make cost estimates to the best of its abilities.
  • Operating Expenditures. This sheet will include a breakdown of the Company’s expected ongoing monthly operational costs, including rent, marketing, utilities, travel and other costs. The financial model will be input-based and the Company can run various operating cost scenarios.
  • Headcount. Projections of expected headcount and payroll costs, with changeable hiring timelines and salaries. The financial model will also automatically calculate payroll and other employee taxes.
  • Overview Tab. A dashboard overview of the financial projections based on the different sheets described above, including charts and graphs as needed.
  • Pro-Forma Financial Statements. 5-Year projected income statement, balance sheet, and cash-flow statement.
  1. Further, DNA 360 Consulting, LLC is to write, research, design and deliver a comprehensive Business Plan Draft that will include:
  • Company Analysis: An overview of the Company’s current or planned operations, its business model and its value proposition to the market. DNA 360 Consulting, LLC will advise and consult the Company on the best strategies to differentiate itself in the market.
  • Industry Analysis: An industry analysis that includes research on historical performance, future industry outlook, industry segmentation, and key external drivers that may impact the business.
  • Market Analysis: A market and customer analysis of the Company’s potential clients and their preferences, behaviors, and trends. This section will include information about how these market trends directly impact and benefit the Company.

 

  1. COMPENSATION
    1. In consideration for the Consulting Services, the Client shall pay the Consultant on a Flat Fee basis of $3800 for services included in this Agreement. The payment plan will be 50% upon commencement of service and 50% upon delivery of the First Edition Business Plan. Upon completion of the First Edition Draft Business Plan, Company will receive two (2) weeks of unlimited edits to the business plan.
    2. For payment, we accept checks or direct ACH Bank transfer. For all credit or debit card payments, we charge a 3% payment processing fee.
  2. INTELLECTUAL PROPERTY RIGHTS

The Parties acknowledge and agree that the Client will hold all intellectual property rights in any work product resulting from the Consulting Services including, but not limited to, copyright and trademark rights. The Consultant agrees not to claim any such ownership in such work product’s intellectual property at any time prior to or after the completion and delivery of such work product to the Client.

  1. CONFIDENTIALITY

The Consultant shall not disclose to any third party any details regarding the Client’s business, including, without limitation:

  1. any information regarding any of the Client’s customer information, business plans, or price points (the “Confidential Information”),
  2. Make copies of any Confidential Information or any content based on the concepts contained within the Confidential Information for personal use or for distribution unless requested to do so by the Client, or
  3. Use Confidential Information other than solely for the benefit of the Client.
  1. MODIFICATION

No modification of this Agreement shall be valid unless in writing and agreed upon by both Parties.

  1. APPLICABLE LAW

This Consulting Agreement and the interpretation of its terms shall be governed by and construed in accordance with the laws of the State of Georgia and subject to the exclusive jurisdiction of the federal and state courts located in Bibb County.

AGREEMENT EXECUTION

IN WITNESS WHEREOF, the parties hereto have executed this agreement, or have caused this Agreement to be duly executed on their respective behalf by their respective officers thereunto duly authorized, as of as of the dates below.

 

DNA 360 LLC Company D & L Williams Kitchen and Catering, LLC

 

Name: Tawanda Ellis Name: Darren and Laurie Williams

 

Title: Owner   Title: Owners

 

Date: Date:

 

DNA 360 Company’s Signature: _____________________________________

 

D & L Company Signature: ________________________________________

 

  1. PAYMENT BILLING INFORMATION:

Name: _____________________________________________________

Address: _________________________________ 

City: ____________________________________ 

State: ___________________________________

Zip Code: __________________________________

Phone Number_______________________________

 

SELECT PAYMENT OPTION:

[ ] Credit Card (3% Payment Processing Fee) OR [ ] Direct ACH Payment
Credit Card Type Bank Account Number
Credit Card Number Bank Routing Number
Expiration Date Account Type: [ ] Business [ ] Personal
Security Code Checking or Savings: [ ] Checking [ ] Savings

 

AUTHORIZATION:

The undersigned hereby authorizes DNA 360 CONSULTING LLC to process automatic payment based on the fee schedule listed in this Agreement at execution of this agreement for the first payment deposit and upon delivery of the First Edition Business Plan draft for the remaining balance. The undersigned hereby certifies that they are duly authorized to execute this form on behalf of the above listed account holder.

Name ____________________________

Signature _________________________

 

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