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BOOK 23 WUE 15 Amendment No. 3 to Operating Agreement AMENDMENT No. 3 is entered into this [15- day of 2009 by and betvveen County of Lee, North Carolina ("COUNTY"), and ARAMARK Corre tional Services, LLC, a Delaware limited liability company, with offices located at the ARAMARK Tower, 1101 Market Street, Philadelphia PA 19107 ("ARAMARK"). WHEREAS, the parties entered into an Operating Agreement for the food services operation for participants at Lee County Jail on July 15, 2005 (as amended, the "Agreement"); and WHEREAS, the parties acknowledge the need to address volatility in the cost of food commodities; and WHEREAS, the parties desire to amend the Agreement as hereinafter set forth, effective July 1, 2009. NOW, THEREFORE, in consideration of the foregoing and of the mutual promises in the Agreement and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as set forth below. Capitalized terms used but not defined in this Amendment have the meanings ascribed to such terms in the Agreement. 1. Pursuant to Paragraph 5, Term of Agreement, the term of the Agreement shall be renewed for a one (1) year period, effective from July 1, 2009 through June 30, 2010. 2. Both parties agree that the I" sentence of Paragraph 5B shall be deleted and replaced with the following: 5.B "The base period for comparison for a CPI or Market Basket of Products increase in ARAMARK's per meal price(s) shall be the annual average from February of the then current year to February of the immediately preceding year, and shall be based upon the greater of the Consumer Price Index, All Urban Consumers (CPI-U), U.S. City Average, Food Away From Flome Index, published by U.S. Department of Labor and the Market Basket of Products individually referred to as the "Index")." 3. Price Adjustment: In accordance with Paragraphs 5A & 5B of the Agreement, the parties agree that the price per meal charged to County by ARAMARK shall be changed as set forth on Attachment A as a result of changes in the Consumer Price Index. This price shall be effective from July 1, 2009 through June 30, 2010. 4. Release: The methodology used to determine the price increase above, including the Category Weighting percentages ascribed to each Menu Category, has been reviewed and accepted by the parties. By their execution of this Amendment, each party hereby waives and releases any and all claims it may have based upon or arising out of any such methodology (including the elements thereof) used to calculate the price per meal as set forth in this Amendment, and further agrees not to bring any action, suit or proceeding challenging such methodology or calculation. 5. Except as specifically set forth herein, all other terms and provisions of the Agreement shall remain unaffected by this Amendment and continue in full force and effect IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 3 to be signed by their duly authorized representatives the day and year first written above. ARAMARK Correctional Services, LLC By: David Kimmel Vice President of Finance Doc#279144v.1 ON a tter#44315 The County of Lee State of N th Carolina By: - S