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HomeMy WebLinkAboutSHJ26-011 SUMMIT FOOD OUTSIDE INSIDE AMENDMENT - PARTIALLY EXECUTEDAMENDMENT TO THE PROFESSIONAL SERVICES OPERATING AGREEMENT This Amendment is made and entered into by and between I(ittitas County ("Client"), and Summit Food Service, LLC ("Company") (collectively "the Parties"). WHEREAS, the Parties have entered into a certain PROFESSIONAL SERVICES OPERATING AGREEMENT (the "Agreement"), effective March 15, 2011; WHEREAS, the Parties now desire to amend said Agreement upon the terms and conditions stated herein. NOW, THEREFORE, the Parties, intending to be legally bound hereby, mutually agree as follows: 1. Additional Services. The parties agree to add the following services: a. Outside Inside. Company shall host an e-commerce website to permit third parties to purchase hot and cold meals and Products for offenders. Company shall prepare and deliver e-commerce purchases up to twice a week to offenders. Client will provide daily inmate roster on an agreed upon schedule but no less than once per day. Client agrees to put in facility's inmate handbook that offender shall have one (1) hour from time of receipt to consume the meal or the meal will be confiscated as contraband and considered a violation of rules resulting in the appropriate infraction. I. Commission will be paid at twenty-five percent (25%) on gift bag/online orders and the Outside Inside Program. b. Inside Eats. Company shall provide specialty meals in addition to regular meal service that inmates will be able to purchase using their personal funds. i. Commission will be paid to the Client at twenty-five percent (25%) commission of Net Sales on Inside Eats orders. Net Sales shall be defined as Gross Sales minus applicable sales tax. 2. All capitalized terms not defined herein shall have the meanings given to such terms in the Agreement. 3. To the extent there is any inconsistency between the Agreement and this Amendment, the provisions of this Amendment shall prevail with respect to matters expressly set forth in this Amendment, and the Agreement shall prevail with respect to all other matters. No representations, inducements, or agreements, oral or in writing, between the parties with respect to such matters, unless contained in the Agreement orthis Amendment, shall be of any force or effect. 4. Except as expressly amended herein, all other terms of the Agreement are hereby ratified and confirmed and will continue in full force and effect, and the parties hereby ratify and confirm the terms of the Agreement, as modified by this Amendment. Page 1 of 2 5. Counterparts; Electronic Delivery. This Amendment may be signed in one or more counterparts, each of which shall be deemed an original, and all of which shall constitute one and the same document with the same effect as if such signatures were upon the same instrument. Counterparts may be delivered via facsimile, electronic mail (including PDF or any electronic signature complying with the U.S. federal ESIGN Act of 2000, e.g., www.docusign.com), or other transmission method, and any counterpart so delivered will be deemed to have been duly and validly delivered and be valid and effective for all purposes. This Amendment may be executed electronically. This Amendment is effective as of October 1, 2026. CLIENT: Kittitas County COMPANY: Summit Food Service, LLC Signature: Name: 044Y ,144yk-9,7 Signature: Name: Title: _,4'Yr eR,1''E Title: Date: le - Iq - 'A-� Date: Page 2of2