Food Service Management Company

FOOD SERVICE MANAGEMENT COMPANY

AGREEMENT RENEWAL

PROVIDENCE SCHOOL DEPARTMENT

AGREEMENT NUMBER ______

RHODE ISLAND DEPARTMENT OF EDUCATION OFFICE OF SCHOOL SUPPORT AND FAMILY ENGAGEMENT NUTRITION PROGRAMS

In accordance with Federal law and the U. S. Department of Agriculture policy, this institution is prohibited from discriminating on the basis of race, color, national origin, sex, age, or disability. To file a complaint of discrimination, write USDA, Director, Office of Civil rights, Room 326-W, Whitten Building, 1400 Independence Avenue, SW, Washington, DC 20250-9410 or call (202) 720-5964 (voice and TDD.) USDA is an equal opportunity employer. Further the RI Department of Education does not discriminate on the basis of sexual orientation or religion. To file a complaint of discrimination with the State of RI, write to the RI Department of Education, Director, Office of Equity and Access, 255 Westminster Street, Providence, RI 02903 or call (401) 222-4600.

G:\CONTRACT\AMD\AMEND#15.SCH\PROVIDENCE.DOC (KCG) 4/30/12 10103001 1 ATTACHMENTS

MEAL EQUIVALENT DETERMINATION FORMULA SCHEDULE A

USDA PATTERN MEAL GUIDELINES

DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION CERTIFICATION

CERTIFICATION REGARDING LOBBYING

G:\CONTRACT\AMD\AMEND#15.SCH\PROVIDENCE.DOC (KCG) 4/30/12 10103001 2 FOOD SERVICE MANAGEMENT AGREEMENT RENEWAL

This Food Service Management Agreement Renewal (Renewal) is made and entered into as of this 1st day of July 2012, by and between PROVIDENCE SCHOOL DEPARTMENT, the School Food Authority (SFA) and SODEXO MANAGEMENT, INC. the Food Service Management Company (FSMC).

WHEREAS, the PROVIDENCE SCHOOL DEPARTMENT, SFA and SODEXO MANAGEMENT, INC., FSMC entered into a Food Service Management Agreement, dated September 1, 2009 whereby the FSMC was retained to manage and operate the Food Service for the SFA;

WHEREAS, the parties now desire to exercise a one (1) year renewal of the aforesaid Food Service Management Agreement;

NOW, THEREFORE, in consideration of the provisions contained herein, and for other good and valuable consideration, the parties hereto agree as follows:

1. Pursuant to the implementation of the Healthy, Hunger-Free Kids Act of 2010, FSMC will comply with the new USDA meal pattern guidelines as detailed on the USDA Pattern Meal Guidelines, attached hereto.

2. Section 2.4 is deleted and the following substituted; Contract Year- July 1, 2012-June 30, 2013. Also, any and all references to the 2011-2012 year shall be changed to 2012-2013.

3. Section 2.8 is hereby deleted in its entirety and the following is substituted therefor:

2.8 Meal Equivalent-The result of dividing the total of Net Sales exclusive of reimbursable meals but inclusive of cash for adult meals, a la carte food and beverage sales, milk program reimbursements, and any other special functions or meal sales by $1.909. (See Meal Equivalent Determination-Article 6.6.) Reimbursable meals will be determined by actual count as follows: One lunch equals one meal; two breakfasts equals one meal; four after school snacks equals one meal.

4. Section 3.1 is deleted and the following substituted; CONTRACT DURATION: The Term of the Agreement is one (1) year, commencing on July 1, 2012 and continuing until June 30, 2013.

4. Section 5.12 The 'Debarment, Suspension, Ineligibility and Voluntary Exclusion' Certification is updated and attached.

5. Section 5.13 'Certification Regarding Lobbying' is updated and attached.

6. Section 5.21 is deleted and the following substituted:

5.21 MENU PLANNING OPTION: The FSMC shall provide meals that meet the Traditional Food Based menu-planning option for Elementary Schools, Traditional Food Based menu-planning option for Middle Schools, and the Traditional Food Based menu-planning option for the High Schools.

7. Section 7.2 B. The General Support Services Fee and the rate per Pattern Meal and Meal Equivalent amounts are deleted and the following substituted; Rate per Pattern Meal and Meal Equivalent ($.0386)

G:\CONTRACT\AMD\AMEND#15.SCH\PROVIDENCE.DOC (KCG) 4/30/12 10103001 3 8. Section 7.3 B. The Management Services Fee and the rate per Pattern Meal and Meal Equivalent amounts are deleted and the following substituted; Rate per Pattern Meal and Meal Equivalent ($.0283)

9. Section 7.5.The amount of Surplus is deleted and the following substituted; One Million Nine Hundred Twenty Five Thousand Eight Hundred Ninety Eight and 70/100 Dollars ($1,925,898.70)

10. Section 7.8 A. The Average Daily Attendance is deleted and the following substituted; twenty four thousand six hundred seventy six (24,676)

11. Section 7.8 C. The value of donated commodities is deleted and the following substituted; ($.2225)

12. Section 7.8 I. The projected number of full feeding days are deleted and the following substituted; Elementary-180 days, Middle/Jr.-180 days, High School-180 days

13. Section 7.8.Q is hereby added to the agreement and shall hereinafter read as follows:

7.8 Q. The guarantee is contingent upon Breakfast in the Classroom continuing in the Providence School District.

14. Schedule A 'Meal Equivalent Determination Formula' is deleted and replaced with the attached Schedule A 'Meal Equivalent Determination Formula'.

15. This Renewal is effective July 1, 2012. All other terms and conditions contained in the Agreement shall remain unchanged and in full force and effect.

16. An unsigned copy of this Agreement Renewal will be submitted no later than May 1, 2012 to RIDE's Office of School Support and Family Engagement, Nutrition Programs for their review and approval. After approval, a signed copy of the Agreement Renewal will be submitted no later than June 30, 2012.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement Renewal to be signed by their duly authorized representatives.

PROVIDENCE SCHOOL DEPARTMENT (SFA)

By: ______Name (printed): ______Title: ______Date: ______

SODEXO MANAGEMENT, INC. (FSMC)

By: ______Scott Loretan Senior Vice President

Date: ______

G:\CONTRACT\AMD\AMEND#15.SCH\PROVIDENCE.DOC (KCG) 4/30/12 10103001 4 SCHEDULE A

MEAL EQUIVALENT DETERMINATION FORMULA

All numbers used for this formula are from the LEA's last completed school year.

Full Price High School Student Lunch $1.35 Federal Reimbursement Paid Lunch .28 Per Meal State Match . 0465361870 Per Meal Entitlement Allowance .2225 Per Meal Bonus Value* .01 _____

MEAL EQUIVALENT $1.909

*The following is the formula to determine Per Meal Bonus Value: Total value of Bonus Commodities divided by the total number of lunches, meal equivalents, and adult meals equals the Per Meal Bonus Value.

**Per meal entitlement allowance effective 7/1/12 through 6/30/13

G:\CONTRACT\AMD\AMEND#15.SCH\PROVIDENCE.DOC (KCG) 4/30/12 10103001 5 USDA PATTERN MEAL GUIDELINES Final Rule Nutrition Standards in the National School Lunch and School Breakfast Programs – Jan. 2012

Breakfast Meal Pattern Lunch Meal Pattern

Grades K-5a Grades 6-8a Grades 9-12a Grades K-5 Grades 6-8 Grades 9-12

Meal Pattern Amount of Foodb Per Week (Minimum Per Day) Fruits (cups)c,d 5 (1) e 5 (1) e 5 (1) e 2Y2 (Y2) 2Y2 (Y2) 5 (1) Vegetables (cups)c,d 0 0 0 33/4 (3/4) 33/4 (3/4) 5 (1) Dark green f 0 0 0 Y2 Y2 Y2 Red/Orange f 0 0 0 3/4 3/4 11/4 Beans/Peas 0 0 0 Y2 Y2 Y2 (Legumes) f Starchyf 0 0 0 Y2 Y2 Y2 Other f,g 0 0 0 Y2 Y2 3/4 Additional Veg to Reach Totalh 0 0 0 1 1 1Y2 Grains (oz eq) i 7-10 (1) j 8-10 (1) j 9-10 (1) j 8-9 (1) 8-10 (1) 10-12 (2) Meats/Meat Alternates 0 k 0 k 0 k (oz eq) 8-10 (1) 9-10 (1) 10-12 (2) Fluid milk (cups) l 5 (1) 5 (1) 5 (1) 5 (1) 5 (1) 5 (1)

Other Specifications: Daily Amount Based on the Average for a 5-Day Week Min-max calories 350-500 400-550 450-600 550-650 600-700 750-850 (kcal)m,n,o Saturated fat (% of total calories)n,o < 10 < 10 < 10 < 10 < 10 < 10 Sodium (mg)n, p < 430 < 470 < 500 < 640 < 710 < 740 Trans fatn,o Nutrition label or manufacturer specifications must indicate zero grams of trans fat per serving.

a In the SBP, the above age-grade groups are required beginning July 1, 2013 (SY 2013-14). In SY 2012-2013 only, schools may continue to use the meal pattern for grades K-12 (see § 220.23).

b Food items included in each food group and subgroup and amount equivalents. Minimum creditable serving is 1/8 cup.

c One quarter-cup of dried fruit counts as Y2 cup of fruit; 1 cup of leafy greens counts as Y2 cup of vegetables. No more than half of the fruit or vegetable offerings may be in the form of juice. All juice must be 100% full-strength.

d For breakfast, vegetables may be substituted for fruits, but the first two cups per week of any such substitution must be from the dark green, red/orange, beans and peas (legumes) or “Other vegetables” subgroups as defined in §210.10(c)(2)(iii).

e The fruit quantity requirement for the SBP (5 cups/week and a minimum of 1 cup/day) is effective July 1, 2014 (SY 2014-2015).

f Larger amounts of these vegetables may be served.

g This category consists of “Other vegetables” as defined in §210.10(c)(2)(iii)(E). For the purposes of the NSLP, “Other vegetables” requirement may be met with any additional amounts from the dark green, red/orange, and beans/peas (legumes) vegetable subgroups as defined in §210.10(c)(2)(iii). h Any vegetable subgroup may be offered to meet the total weekly vegetable requirement.

I At least half of the grains offered must be whole grain-rich in the NSLP beginning July 1, 2012 (SY 2012-2013), and in the SBP beginning July 1, 2013 (SY 2013-2014). All grains must be whole grain-rich in both the NSLP and the SBP beginning July 1,2014 (SY 2014-15).

j In the SBP, the grain ranges must be offered beginning July 1, 2013 (SY 2013-2014).

k There is no separate meat/meat alternate component in the SBP. Beginning July 1, 2013 (SY 2013-2014), schools may substitute 1

G:\CONTRACT\AMD\AMEND#15.SCH\PROVIDENCE.DOC (KCG) 4/30/12 10103001 6 oz. eq. of meat/meat alternate for 1 oz. eq. of grains after the minimum daily grains requirement is met.

l Fluid milk must be low-fat (1 percent milk fat or less, unflavored) or fat-free (unflavored or flavored).

m The average daily amount of calories for a 5-day school week must be within the range (at least the minimum and no more than the maximum values).

nDiscretionary sources of calories (solid fats and added sugars) may be added to the meal pattern if within the specifications for calories, saturated fat, trans fat, and sodium. Foods of minimal nutritional value and fluid milk with fat content greater than 1 percent milk fat are not allowed.

oIn the SBP, calories and trans fat specifications take effect beginning July 1, 2013 (SY 2013-2014).

pFinal sodium specifications are to be reached by SY 2022-2023 or July 1, 2022. Intermediate sodium specifications are established for SY 2014-2015 and 2017-2018. See required intermediate specifications in § 210.10(f)(3) for lunches and §220.8(f)(3) for breakfast

G:\CONTRACT\AMD\AMEND#15.SCH\PROVIDENCE.DOC (KCG) 4/30/12 10103001 7 Comparison of Current and New Regulatory Requirements under Final Rule “Nutrition Standards in the National School Lunch and School Breakfast Programs” Jan. 2012

National School Lunch Program Meal Pattern

Food Group Current Requirements K-12 New Requirements K-12 Fruit and Vegetables V2 - 3/4 cup of fruit and vegetables 3/4 - 1 cup of vegetables plus combined per day V2 -1 cup of fruit per day Note: Students are allowed to select V2 cup fruit or vegetable under OVS. Vegetables No specifications as to type of Weekly requirement for: vegetable subgroup  dark green  red/orange  beans/peas (legumes)  starchy  other (as defined in 2010 Dietary Guidelines) Meat/Meat Alternate 1.5 – 2 oz eq. (daily minimum) Daily minimum and weekly ranges: (M/MA) Grades K-5: 1 oz eq. min. daily (8- 10 oz weekly)

Grades 6-8 : 1 oz eq. min. daily (9- 10 oz weekly)

Grades 9-12 : 2 oz eq. min. daily (10- 12 oz weekly)

Grains 8 servings per week (minimum Daily minimum and weekly ranges: of 1 serving per day) Grades K-5: 1 oz eq. min. daily (8-9 oz weekly)

Grades 6-8 : 1 oz eq. min. daily (8-10 oz weekly)

Whole Grains Encouraged At least half of the grains must be whole grain-rich beginning July 1, 2012. Beginning July 1, 2014, all grains must be whole grain rich. Milk 1 cup 1 cup Variety of fat contents allowed; Must be fat-free(unflavored/flavored) or flavor not restricted 1% low fat (unflavored)

School Breakfast Program Meal Pattern

Food Group Current Requirements K-12 New Requirements K-12 Fruit 1/2 cup per day (vegetable 1 cup per day (vegetable substitution substitution allowed) allowed) Note: Quantity required SY 2014-15. Students are allowed to select 1/2 cup of fruit under OVS. Grains and Meat/Meat 2 grains, or 2 meat/meat Daily min. and weekly ranges for Alternate (M/MA) alternates, or 1 of each per day grains: Grades K-5: 1 oz eq. min. daily (7-10 oz weekly)

Note: Quantity required SY 2013-14. Schools may substitute M/MA for grains after the minimum daily grains requirement is met. Whole Grains Encouraged At least half of the grains must be whole grain-rich beginning July 1, 2013. Beginning July 1, 2014, all grains must be whole grain rich.

Milk 1 cup 1 cup Variety of fat contents allowed; Must be fat-free (unflavored/flavored) flavor not restricted or 1% low fat (unflavored)

Nutrient Standards New Standards K-12

Sodium Target I: SY 2014- Target 2: SY 2017- Final target: 2022- Reduce, no set targets 15 18 23 Lunch Lunch Lunch ≤1230mg (K-5); ≤935mg (K-5) ≤640mg (K-5); ≤1360mg (6-8); ≤1035mg (6-8); ≤710mg (6-8); ≤1420mg (9-12) ≤1080mg (9-12) ≤740mg (9-12) Breakfast Breakfast Breakfast ≤540mg ( K- ≤485mg ( K-5); ≤430mg ( K-5); 5); ≤600mg (6- ≤535mg (6-8); ≤470mg (6-8); 8); ≤640mg (9- ≤570mg (9-12 ≤500mg (9-12)

Calories (min. only) Calorie Ranges (min. & max.) Traditional Menu Planning Only food-based menu planning allowed Lunch: Lunch: 633 (grades K-3) 785 550-650 (grades K-5) (grades 4-12) 825 600-700 (grades 6-8) (optional grades 7-12) 750-850 (grades 9-12) Breakfast: Breakfast: 554 (grades K-12) 350-500 (grades K-5) 400-550 (grades 6-8) Enhanced Menu Planning 450-600 (grades 9-12) Lunch: 664 (grades K-6) 825 (grades 7-12) 633 (optional grades K-3) Breakfast: 554 (grades K-12) 774 (optional grades 7-12)

Nutrient Based Menu Planning Lunch: 664 (grades K-6) 825 (grades 7-12) 633 (optional grades K-3) Breakfast: 554 (grades K-12) 618 (optional grades 7-12)

Saturated Fat Saturated Fat <10% of total calories <10% of total calories

Trans Fat: no limit New specification: zero grams per serving (nutrition label)

G:\CONTRACT\AMD\AMEND#15.SCH\PROVIDENCE.DOC (KCG) 4/30/12 10103001 10 U. S. DEPARTMENT OF AGRICULTURE

______

Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion - Lower Tier Covered Transactions ______

This certification is required by the regulations implementing Executive Order 12549, Debarment and Suspension, 7 CFR Part 3017, Section 3017.510, Participants' responsibilities. The regulations were published as Part IV of the January 30, 1989, Federal Register (pages 4722-4733). Copies of the regulations may be obtained by contacting the Department of Agriculture agency with which this transaction originated.

(BEFORE COMPLETING CERTIFICATION, READ INSTRUCTIONS ON REVERSE)

(1) The prospective lower tier participant certifies, by submission of this proposal, that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any Federal department or agency.

(2) Where the prospective lower tier participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal.

SODEXO MANAGEMENT, INC. PROVIDENCE SCHOOL DEPARTMENT Organization Name PR/Award Number or Project Name

____Scott Loretan, Senior Vice President ______Name(s) and Title of Authorized Representative(s)

______Signature(s) Date

G:\CONTRACT\AMD\AMEND#15.SCH\PROVIDENCE.DOC (KCG) 4/30/12 10103001 11 Instructions for Certification

1. Be signing and submitting this form, the prospective lower tier participant is providing the certification set out on the reverse side in accordance with these instructions. 2. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. 3. The prospective lower tier participant shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective lower tier participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction," "debarred," "suspended," "ineligible," lower tier covered transaction," "participant," "person," "primary covered transaction," "principal," "proposal," and "voluntarily excluded," as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective lower tier participant agrees by submitting this form that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated. 6. The prospective lower tier participant further agrees by submitting this form that it will include this clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion - Lower Tier Covered Transactions," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that it is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to, check the Nonprocurement List. 8. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. 9. Except for transactions authorized under paragraph 5 of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment.

G:\CONTRACT\AMD\AMEND#15.SCH\PROVIDENCE.DOC (KCG) 4/30/12 10103001 12 CERTIFICATION REGARDING LOBBYING ______Applicable to Grants, Subgrants, Cooperative Agreements, and Contracts Exceeding $100,000 in Federal Funds. ______Submission of this certification is a prerequisite for making or entering into this transaction and is imposed by section 1352, Title 31, U.S. Code. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more then $100,000 for each such failure. The undersigned certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of a Federal contract, the making of a Federal grant, the making of a Federal loan, the entering into a cooperative agreement, and the extension, continuation, renewal, amendment, or modification of a Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal grant or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL. "Disclosure Form to Report Lobbying", in accordance with its instructions. (3) The undersigned shall require that the language of this certification be included in the award documents for all covered subawards exceeding $100,000 in Federal funds at all appropriate tiers and that all subrecipients shall certify and disclose accordingly. Sodexo Management, Inc. 10400 Little Patuxent Parkway, Suite 490 Columbia, MD 21044

Name/Address of Organization

Scott Loretan, Senior Vice President Name/Title of Submitting Official

______Signature Date

G:\CONTRACT\AMD\AMEND#15.SCH\PROVIDENCE.DOC (KCG) 4/30/12 10103001 13