# SCHEDULE A - SERVICE AGREEMENT

## KNOWN ELEMENT ENTERPRISES LLC
### Operating Series of Turnkey Network Systems LLC

## 1. SERIES DESIGNATION

### 1.1 Series Name

The name of this Series is **Known Element Enterprises LLC**.

### 1.2 Series Type

This Series is designated as an **Operating Series** under Article V of the Company Operating Agreement.

### 1.3 Series Purpose

Known Element Enterprises LLC is established for the purpose of providing technology consulting services, software development, digital transformation solutions, and related technical services.

### 1.4 Initial Series Manager

The initial Series Manager shall be [Series Manager Name].

## 2. SERVICES PROVIDED

### 2.1 Primary Service Areas

Known Element Enterprises LLC shall provide the following primary services:

* **Technology Consulting Services**
  * Strategic technology planning
  * IT infrastructure assessment and design
  * Digital transformation roadmapping
  * Technology vendor selection and management
  * IT security and compliance consulting

* **Software Development**
  * Custom application development
  * Mobile application development
  * API development and integration
  * Database design and implementation
  * Legacy system modernization

* **Managed IT Services**
  * Network administration and monitoring
  * Cloud infrastructure management
  * Cybersecurity services
  * Backup and disaster recovery solutions
  * Technical support and help desk services

* **Data Services**
  * Data analytics and business intelligence
  * Data migration and integration
  * Database optimization and management
  * Data warehousing solutions
  * Big data architecture and implementation

### 2.2 Service Standards

All services provided by Known Element Enterprises LLC shall meet the following standards:

* Adherence to industry best practices
* Compliance with applicable regulations and standards
* Timely delivery according to agreed-upon schedules
* Clear documentation and knowledge transfer
* Regular reporting and communication with clients
* Continuous quality improvement

## 3. STAFFING AND PERSONNEL

### 3.1 Staffing Structure

Known Element Enterprises LLC shall maintain appropriate staffing to deliver its services, including:

* Technical staff with relevant certifications and expertise
* Project management professionals
* Customer success representatives
* Administrative support personnel

### 3.2 Contractor Relationships

The Series may engage independent contractors to supplement its staff capabilities, provided that:

* All contractors sign appropriate confidentiality and work-for-hire agreements
* Contractors meet the same qualification standards as employees
* Contractor work is supervised by Series staff
* The Series remains fully responsible for all contractor deliverables

## 4. CLIENT ENGAGEMENT MODEL

### 4.1 Service Agreements

Known Element Enterprises LLC shall enter into written service agreements with all clients, which shall include:

* Detailed scope of services
* Service level agreements
* Fee structure and payment terms
* Term and termination provisions
* Confidentiality and data protection terms
* Intellectual property ownership provisions

### 4.2 Project Management Methodology

The Series shall implement a standard project management methodology that includes:

* Project planning and requirements gathering
* Regular status reporting
* Change management procedures
* Quality assurance processes
* Client acceptance procedures
* Post-implementation review

## 5. FINANCIAL STRUCTURE

### 5.1 Revenue Model

Known Element Enterprises LLC shall generate revenue through:

* Fixed-fee project engagements
* Hourly consulting services
* Managed service retainers
* Value-based pricing for specific initiatives
* Software licensing and maintenance fees

### 5.2 FairShares Implementation

The Series shall implement the FairShares model as follows:

* **Class A Members** (Founders): Initial capital contributors and strategic leadership
* **Class B Members** (Labor): Technical staff, project managers, and other employees
* **Class C Members** (Users): Key clients who participate in co-creation or provide significant recurring revenue

### 5.3 Profit Distribution

After covering operating expenses, reserves, and reinvestment allocations, profits shall be distributed according to the following guidelines:

* 40% allocated to Class A Members
* 40% allocated to Class B Members
* 20% allocated to Class C Members

Specific distribution formulas within each class shall be determined by the Series Manager.

## 6. OPERATIONAL POLICIES

### 6.1 Intellectual Property

* All intellectual property created by the Series shall be owned by the Series
* Client-specific deliverables shall be transferred to clients as specified in service agreements
* The Series shall maintain a library of reusable components and frameworks

### 6.2 Confidentiality

* All Series Members, employees, and contractors shall sign confidentiality agreements
* Client data shall be protected according to industry best practices
* Information security policies shall be reviewed and updated regularly

### 6.3 Quality Assurance

* All deliverables shall undergo appropriate quality assurance testing
* Client feedback shall be systematically collected and addressed
* Performance metrics shall be tracked and reported regularly

## 7. GOVERNANCE

### 7.1 Series Management

The Series Manager shall:

* Oversee all operations of the Series
* Develop and implement strategic plans
* Approve significant contracts and expenditures
* Manage relationships with key clients and partners
* Report regularly to the Board on Series performance

### 7.2 Advisory Committee

The Series shall establish an Advisory Committee composed of:

* Representatives from Class A Members
* Representatives from Class B Members
* Representatives from Class C Members

The Advisory Committee shall provide input on strategic direction, service offerings, and major initiatives.

## 8. SPECIFIC RESTRICTIONS

The Series shall not:

* Incur debt exceeding [Amount] without Board approval
* Enter into contracts with a value exceeding [Amount] without Board approval
* Engage in activities outside the scope of its designated purpose
* Issue capital interests to any Member
* Commingle its assets with those of the Company or any other Series

## 9. TERM AND TERMINATION

### 9.1 Term

This Series shall continue in perpetuity unless dissolved in accordance with Article XIV of the Company Operating Agreement.

### 9.2 Dissolution Events

In addition to the dissolution events specified in the Company Operating Agreement, this Series may be dissolved upon:

* The loss of key personnel that substantially impairs the ability of the Series to operate
* Sustained unprofitability over a period of [Timeframe]
* A fundamental change in market conditions that eliminates the viability of the Series' business model