2011 - 07-18-11 Reg. Meeting - Laserfiche WebLink

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Amendment No. 5 to Operating Agreement This AMENDMENT No. 5 is entered into this &day of 2011 by and between County of Lee, North Carolina (the "County ") and ARAMARK orr 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 May 31, 2006 (as amended, the "Agreement "); 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, 2011. 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. Term: Pursuant to Paragraph 5 , Term of Agreement, the term of the Agreement shall be renewed for a one year period, effective from July 1, 2011 through June 30, 2012. 2. Price Adjustment: In accordance with Paragraphs 5A & 5B of the Agreement, the parties agree that the price per meal charged to the County by ARAMARK shall be changed as set forth on Attachment A as a result of changes in the Market Basket of Products and negotiations by the parties. This pricing shall be effective from July 1, 2011 through June 30, 2012 and shall supersede in all respects the price per meal set forth in prior amendments between the parties. 3. 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. 4. Fresh Favorites: ARAMARK shall implement its Fresh Favorites program. ARAMARK shall determine the prices at which Fresh Favorites items shall be sold. if ARAMARK sustains increases in its costs, including but not limited to, increases in its product, labor or equipment costs, ARAMARK may increase its Fresh Favorites prices to recover such increased costs, maintaining its historical mark -up. No returns shall be accepted unless the inmate, who ordered a product, is released prior to such delivery. All sales shall be deemed made when a Fresh Favorite item purchased by an inmate is delivered. ARAMARK shall pay to the County a commission in an amount equal to Fifteen Percent (15 %) of Net Sales on the Fresh Favorite items. Within fifteen (15) days after the end of each month, ARAMARK shall deliver to the County a check covering commissions on Net Sales made during the prior month. For purposes of this Paragraph "Net Sales" means total Fresh Favorite products sales, less sales or use taxes and authorized returns. 5. Preventative Maintenance /Repairs: ARAMARK shall provide preventative maintenance and repairs to certain pieces of kitchen equipment at the Facility which are set forth on Attachment B. The prices and scope of such preventative maintenance is set forth on Attachment B. 6. Bulk Supplies: ARAMARK will provide certain bulk supplies to the County, including but not limited to, laundry supplies and paper products. ARAMARK shall charge the County an amount equal to Documern Number: 328872 Version: 2