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STRATEGIC PLANNING FACILITATION SERVICES AGREEMENT THIS SERVICES AGREEMENT (this or the "Agreement") is made between SBrand Consulting, LLC, a Colorado limited liability company ("SBrand Consulting") and Lee County, one of the counties of the state of North Carolina and a body both politic and corporate ("Client") and entered into effective January 1, 2020 ("Effective Date"). SBrand Consulting and Client are each referred to herein as a "Party" and collectively as the "Parties". AGREEMENT In consideration of the mutual promises and agreements hereinafter set forth, the adequacy, sufficiency and receipt of which are hereby acknowledged, the parties agree as follows: 1. Services. SBrand Consulting shall advise Client and perform services on behalf Client related to: facilitation of meetings, strategic planning, and community engagement. More specifically, the services to be provided by SBrand Consulting shall be provided as attached in Exhibit A (the "Services"). 2. Compensation. SBrand Consulting shall charge a fixed fee of $61,500 (sixty-one thousand five hundred dollars) as a not to exceed fee to provide the Services set forth in Section 1 of this Agreement. Payment for any amounts due to SBrand Consulting under this Section 2 shall be made within 30 days of receipt by Client of an itemized invoice from SBrand Consulting setting forth the amounts to be paid, and the dates to which such payments correspond. 3. Expenses. Client shall reimburse SBrand Consulting for any pre -approved expenses paid or incurred by SBrand Consulting in the performance of its duties under this Agreement. Before any additional work starts, Client will be informed and will agree in writing to an amendment to this agreement, covering the scope of the additional work. 4. Additional Service Fees. For one-time projects or additional services requested not outlined in the scope of work, SBrand Consulting shall charge $150.00 dollars for each hour of Services provided to Client. SBrand Consulting will provide a quote for these services, which will be approved prior to beginning the work. Once complete, SBrand Consulting shall provide an itemized statement of all hours worked on a monthly basis setting forth the total number of hours worked each day during such month, a detailed description of the Services performed during such month, and the total amount payable by Client for such Services 5. Term of Aareement. This Agreement shall commence on the Effective Date, and shall continue until one of the following events has occurred: (a) all of the Services have been fully performed, and full payment has been made in accordance with Section 2; (b) it becomes impossible to perform the Services by reason of circumstances beyond the control of SBrand Consulting, and SBrand Consulting provides notice of such impossibility to Client; (c) Client is bankrupt, insolvent, or otherwise unable or unwilling to make payment; (d) SBrand Consulting gives notice of its intent to terminate the agreement, which termination shall take place as set forth in such notice; or (e) Client gives notice of its intent to terminate the agreement, which termination shall take place as set forth in such notice, but in no event shall such termination take place less than fourteen (14) days from the date of notice. Notwithstanding the foregoing, the occurrence of any of the events listed in this Section shall not excuse Client from making full payment as set forth in Section 2 for any time during which the Services are actually provided by SBrand SBRAND CONSULTING, LLC 12874 BLUE LEAF DRIVE I FORT COLLINS, CO 80526 1 PHONE: (970) 208-6633 SHERYL@SHERYLTRENT.COM