Statement of Work
AI Opportunity & Readiness Assessment
Statement of Work
FAI-SOW-LUTZ-2026-001.pdf
Project Overview
Foundry AI Partners ("Provider") will conduct a fixed-fee AI Opportunity & Readiness Assessment for Lutz & Company, PC ("Client"). This engagement is a focused, high-value discovery project designed to identify and prioritize high-impact AI automation opportunities within the Client's complex operations spanning gaming, hospitality, racing, and food service.
The assessment will produce a concrete, actionable blueprint for the Client's AI journey, culminating in a strategic roadmap, a prioritized AI Opportunity Matrix, and a detailed brief for a recommended pilot project. The total fixed fee for this engagement is $7,000.
Scope of Work
The project will be executed across three distinct phases, each designed to build upon the findings of the previous phase and drive toward a comprehensive set of deliverables.
| Phase | Title | Activities |
|---|---|---|
| Phase 01 | Stakeholder Workshops | Session 1 — Business Process & Pain Point Mapping (4 hours): Identify and document 5–7 key operational processes and their associated friction points across gaming, hospitality, racing, and food service operations. Session 2 — Data & Systems Deep Dive (4 hours): Review and document data sources, data quality, data classification, and data security protocols across gaming systems, PMS, POS, and racing platforms. |
| Phase 02 | Independent Analysis | Review Client-provided documentation, including process flows and system diagrams. Synthesize findings from workshops and documentation review. Develop the AI Opportunity Matrix and draft the final Assessment Report. |
| Phase 03 | Final Presentation | Deliver an executive presentation of the final Assessment Report. Conduct a detailed review of the AI Opportunity Matrix with key stakeholders. Facilitate the selection of a pilot project for initial implementation. |
Deliverables
Upon completion of the engagement, the following deliverables will be provided to the Client:
AI Opportunity & Readiness Assessment Report
A comprehensive document serving as the strategic foundation for the Client's AI initiatives.
Executive Summary: A high-level overview of key findings and the top-recommended AI initiative.
Current State Analysis: An analysis of existing processes, data infrastructure, and security posture.
AI Opportunity Matrix: A prioritized portfolio of automation projects evaluated on business value, complexity, risk profile, and timeline.
Top Use Case Brief
A detailed document for the selected pilot project, including the problem statement, proposed AI solution and architecture, technical approach with integration points and data requirements, and expected ROI projections.
Implementation Roadmap
A phased plan for execution, beginning with a Quick Win deployment (2–4 weeks), followed by Foundation infrastructure build-out (1–3 months), and scaling to Transformation-level automation across gaming, hospitality, and racing domains (3–6 months).
Project Fee & Payment Schedule
All invoices are due and payable within thirty (30) days of the invoice date. Travel expenses, including flights, meals, and lodging, incurred in connection with on-site workshops will be billed separately at cost and are not included in the fixed fee.
Assumptions
- Client will make key personnel and subject matter experts available for the two scheduled workshop sessions (approximately 8 hours total).
- Client will provide timely access to relevant documentation, including process flows, system diagrams, and operational reports.
- All workshops will be conducted either on-site at the Client's facilities or via secure video conference, as mutually agreed.
- Any changes to the scope of work defined in this SOW will be subject to a formal change order process and may affect the project fee and timeline.
- This SOW is governed by the terms and conditions of the Master Services Agreement between the parties.
Master Services Agreement
Foundry AI Partners & Lutz & Company, PC
Master Services Agreement
FAI-MSA-LUTZ-2026-001.pdf
This Master Services Agreement ("Agreement") is made and entered into as of February 19, 2026 ("Effective Date") by and between the following parties:
Services
Provider agrees to perform the services as described in one or more Statements of Work ("SOW") that are executed by both parties and reference this Agreement. Each SOW will constitute a separate agreement for the services described therein and will be subject to the terms and conditions of this Agreement. In the event of a conflict between the terms of this Agreement and any SOW, the terms of this Agreement shall prevail unless the SOW expressly states otherwise.
Fees and Payment
Client agrees to pay Provider the fees and expenses as specified in each SOW. Unless otherwise specified in an SOW, all invoices are due and payable within thirty (30) days of the invoice date. Late payments shall be subject to interest at a rate of one and one-half percent (1.5%) per month, or the maximum rate permitted by applicable law, whichever is lower.
Travel expenses, including but not limited to airfare, ground transportation, meals, and lodging, incurred by Provider in connection with the performance of services shall be reimbursed by Client at cost, provided such expenses are pre-approved in writing or specified in the applicable SOW.
Term and Termination
This Agreement shall commence on the Effective Date and shall remain in effect until terminated by either party in accordance with this section. Either party may terminate this Agreement or any SOW for convenience upon thirty (30) days' prior written notice to the other party.
Either party may terminate this Agreement or any SOW immediately upon written notice if the other party commits a material breach of this Agreement that remains uncured for fifteen (15) days following written notice of such breach. Upon termination, Client shall pay Provider for all services performed and expenses incurred through the effective date of termination.
Confidentiality
Each party (the "Receiving Party") agrees to hold in strict confidence all confidential and proprietary information disclosed by the other party (the "Disclosing Party") in connection with this Agreement. The Receiving Party shall not disclose or use such information for any purpose other than to perform its obligations under this Agreement, and shall protect such information with the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care.
This obligation of confidentiality shall not apply to information that: (a) is or becomes publicly available through no fault of the Receiving Party; (b) was known to the Receiving Party prior to disclosure; (c) is independently developed by the Receiving Party without use of the Disclosing Party's confidential information; or (d) is required to be disclosed by law or regulation. This obligation shall survive the termination of this Agreement for a period of three (3) years.
Intellectual Property
Client IP. Client shall retain all right, title, and interest in and to its pre-existing intellectual property, data, and any materials provided to Provider in connection with the services.
Provider IP. Provider shall retain all right, title, and interest in and to its pre-existing intellectual property, proprietary tools, methodologies, frameworks, and know-how, including any improvements thereto developed during the performance of services.
Deliverables. Subject to full payment of all fees due under the applicable SOW, Provider hereby grants Client a non-exclusive, perpetual, worldwide, royalty-free license to use the deliverables created under such SOW for Client's internal business purposes.
Warranties
Provider warrants that the services will be performed in a professional and workmanlike manner, consistent with generally accepted industry standards. If any services are found to be non-conforming, Provider shall, at its own expense, re-perform such services.
Except for the foregoing express warranty, Provider makes no other warranties, express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
Limitation of Liability
In no event shall either party be liable to the other for any indirect, incidental, special, consequential, or punitive damages arising out of or related to this Agreement, regardless of the form of action or theory of liability, even if such party has been advised of the possibility of such damages.
The total aggregate liability of Provider for any and all claims arising out of or related to this Agreement or any SOW shall not exceed the total fees actually paid by Client to Provider under the applicable SOW giving rise to such claim.
Indemnification
Each party agrees to indemnify, defend, and hold harmless the other party from and against any third-party claims, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to the indemnifying party's breach of this Agreement or negligent or willful misconduct in connection with the performance of this Agreement.
General Provisions
Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Nebraska, without regard to its conflict of laws principles.
Independent Contractor. Provider is an independent contractor, and nothing in this Agreement shall be construed to create a partnership, joint venture, agency, or employer-employee relationship between the parties.
Entire Agreement. This Agreement, together with all Statements of Work executed hereunder, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, negotiations, and discussions, whether written or oral.
Amendment. This Agreement may not be amended or modified except by a written instrument signed by both parties.
Assignment. Neither party may assign this Agreement or any rights or obligations hereunder without the prior written consent of the other party, except that either party may assign this Agreement in connection with a merger, acquisition, or sale of substantially all of its assets.
Notices. All notices required or permitted under this Agreement shall be in writing and shall be deemed given when delivered personally, sent by confirmed email, or sent by certified mail, return receipt requested, to the addresses specified above.
Severability. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
Waiver. The failure of either party to enforce any provision of this Agreement shall not constitute a waiver of such provision or the right to enforce it at a later time.
Execution
IN WITNESS WHEREOF, the parties have executed this Master Services Agreement as of the Effective Date first written above.