FORT HAYS STATE UNIVERSITY Forward thinking. World ready.

CONTRACT AWARD

Date of Award: June 1, 2010

Contract Number: 10008

Replaces Contract: 06957

Mail to: Fort Hays State University Purchasing Office 601 Park Street, Sheridan Hall 318, Hays, KS 67601 Telephone: 785-628-4251 E-Mail Address: [email protected] Web Address: http://www. fhsu. edu/purchasing

Item: Food Services Agency: Fort Hays State University Location(s): Hays, Kansas

Term of Contract: June 1, 2010 to May 31, 2018

Guarantee: $500,000.00 Performance Bond upon notification of Award

Scope: This Contract shall cover the procurement of food service for board plan students, cash sales, and catering to Fort Hays State University during the contract period referenced above.

Contractor: Compass Group USA, Inc., by and through its Chartwells Division 2400 Yorkmont Road Charlotte, NC 28217 Contact: Steven M. Sweeney, President & CEO Telephone: 914-935-5300 Fax: 914-935-5550 FEIN: 56-1874931

1012 Ekstam Drive, Suite 4 Bloomington, IL 61704 Contact: Dan Eusebio, District General Manager Telephone: 402-216-4798 E-Mail: [email protected]

Prices: See Attached

Payment Terms: Net 30

Political Subdivisions: Pricing is not available to the political subdivisions of the State of Kansas.

The above referenced contract award was recently posted to the Fort Hays State University Internet website. The document can be downloaded by going to the following website: http://www. fhsu. edu/purchasing/ Fort Hays State University Contract No.: 10008 DA-45/146a (Rev. 11-07) Date: April 14, 2010

CONTRACT

This contract is entered into this 1st day of June 2010 by and between Fort Hays State University and Compass Group USA, Inc., by and through its Chartwells Division, 2400 Yorkmont Road, Charlotte, NC 28217 (Contractor).

The parties agree as follows:

1. Subject to the terms and conditions of this contract and companion Contract Award document, Fort Hays State University hereby accepts the offer of Contractor as expressed by Contractor's bid submitted to Fort Hays State University on January 14, 2010, in response to Request for Proposal Number 10008.

2. It is understood and agreed by the parties that pursuant to the bid, Contractor agrees to furnish Food Services for Fort Hays State University for the period from June 1, 2010 through May 31, 2018 by written agreement of the parties at the price or prices contained in the bid. Fort Hays State University agrees to pay on delivery of the item(s) the amount(s) billed by Contractor in accordance with the bid as shown on delivery invoice(s) of the Contractor to Fort Hays State University. Payment will be made as soon after receipt of the invoice(s) as possible in accordance with state law.

3. Failure of Contractor to furnish the item(s) in accordance with the bid specifications incorporated into this contract by reference, or failure of Contractor to deliver the item(s) in accordance with any time schedules prescribed in this contract or any documents incorporated by reference into this contract shall result in forfeiture of any performance bond of Contractor and/or in termination of this contract at the option of Fort Hays State University.

4. It is understood and agreed that the provisions set out in the Fort Hays State University bid document for this contract are incorporated and made a part of this contract by reference as though fully set forth herein. Contractor agrees and understands that these documents are controlling over Contractor's bid, invoice, Fort Hays State University order forms or any other documents of the Contractor.

5. The provisions found in Contractual Provisions Attachment (DA-146a), shown on the reverse side of this Contract, is incorporated and made a part of this contract by reference.

6. In the event of any disputes regarding the terms and conditions of this Contract or payments alleged to be due and owing, Contractor's sole remedy shall be with Fort Hays State University. -----··-, Compass Group USA, Inc., Fort H9ysState University by and thro its Chartwells By:qrZ~ Printed Name: Steven M. Sweeney Printed"Name>ccrvl,,,_ik,,,e--"B"'a,,_.,rn.,.,e"'tt,.______

Title: President & CEO Title: Vice President for Administration Stale of Kansas Department of Administration DA-146a (Rev. 1-01) CONTRACTUAL PROVISIONS ATTACHMENT

Important: This form contains mandatory contract provisions and must be attached to or incorporated in all copies of any contractual agreement. If it is attached to the vendor/contractor's standard contract form, then that form must be altered to contain the following provision:

"The Provisions found in Contractual Provisions Attachment (Form DA-146a, Rev. 1-01), which is attached hereto, are hereby incorporated in this contract and made a part thereof."

The parties agree that the following prov!siqns pre hereby incorporated into the contract to which it is attached and made a part thereof, said contract being the _1-_S_t_ day of June , 2010.

1. Terms Herein Controlling Provisions: It is expressly agreed that the terms of each and every provision in this attachment shall prevail and control over the terms of any other conflicting provision in any other document relating to and a part of the contract in which this attachment is incorporated.

2. Agreement With Kansas Law: All contractual agreements shall be subject to, governed by, and construed according to the laws of the State of Kansas.

3. Termination Due To Lack Of Funding Appropriation: If, in the judgment of the Director of Accounts and Reports, Department of Administration, sufficient funds are not appropriated to continue the function performed in this agreement and for the payment of the charges hereunder, State may terminate this agreement at the end of its current fiscal year. State agrees to give written notice of termination to contractor at least 30 days prior to the end of its current fiscal year, and shall give such notice for a greater period prior to the end of such fiscal year as may be provided in this contract, except that such notice shall not be required prior to 90 days before the end of such fiscal year. Contractor shall have the right, at the end of such fiscal year, to take possession of any equipment provided State under the contract. State will pay to the contractor all regular contractual payments incurred through the end of such fiscal year, plus contractual charges incidental to the return of any such equipment. Upon termination of the agreement by State, title to any such equipment shall revert to contractor at the end of State's current fiscal year. The termination of the contract pursuant to this paragraph shall not cause any penalty to be charged to the agency or the contractor.

4. Disclaimer Of Liability: Neither the State of Kansas nor any agency thereof shall hold harmless or indemnify any contractor beyond that liability incurred under the Kansas Tort Claims Act (K.S.A. 75-6101 fil ~-

5. Anti•Dlscrimlnation Clause: The contractor agrees: (a) to comply with the Kansas Act Against Discrimination (K.S.A. 44- 1001 fil ~ and the Kansas Age Discrimination in Employment Act (K.S.A. 44-11.11 fil §§.g,.) and the applicable provisions of the Americans With Disabilities Act (42 U.S.C. 12101 fil ~ (ADA) and to not discriminate against any person because of race, religion, color, sex, disability, national origin or ancestry, or age in the admission or access to, or treatment or employment in, its programs or activities; (b) to include in all solicitations or advertisements for employees, the phrase "equal opportunity employer'; (c) to comply with the reporting requirements set out al KS.A. 44-1031 and KS.A. 44-1116; (d) to include those provisions in every subcontract or purchase order so that they are binding upon such subcontractor or vendor; (e) that a failure to comply with the reporting requirements of (c) above or if the contractor is found guilty of any violation of such acts by the Kansas Human Rights Commission, such violation shall constitute a breach of contract and the contract may be cancelled, terminated or suspended, in whole or in part, by the contracting state agency or the Kansas Department of Administration; (f) if it Is determined that the contractor has violated applicable provisions of ADA, such violation shall constitute a breach of contract and the contract may be cancelled, terminated or suspended, in whole or in part, by the contracting state agency or the Kansas Department of Administration.

Parties to this contract understand that the provisions of this paragraph number 5 (with the exception of those provisions relating to the ADA) are not applicable to a contractor who employs fewer than four employees during the term of such contract or whose contracts with the contracting state agency cumulatively total $5,000 or Jess during the fiscal year of such agency.

6. Acceptance Of Contract: This contract shall not be considered accepted, approved or otherwise effective until the statutorily required approvals and certifications have been given.

7. Arbitration, Damages, Warranties: Notwithstanding any language to the contrary, no interpretation shall be allowed to find the State or any agency thereof has agreed to binding arbitration, or the payment of damages or penalties upon the occurrence of a contingency. Further, the State of Kansas shall not agree to pay attorney fees and late payment charges beyond those available under the Kansas Prompt Payment Act (K.S.A. 75-6403), and no provision will be given effect which attempts to exclude, modify, disclaim or otherwise attempt to limit implied warranties of merchantability and fitness for a particular purpose.

8. Representative's Authority To Contract: By signing this contract, the representative of the contractor thereby represents that such person is duly authorized by the contractor to execute this contract on behalf of the contractor and that the contractor agrees to be bound by the provisions thereof.

9. Responsibility For Taxes: The State of Kansas shall not be responsible for, nor indemnify a contractor for, any federal, state or local taxes which may be Imposed or levied upon the subject matter of this contract.

10. Insurance: The State of Kansas shall not be required to purchase, any insurance against loss or damage to any personal property to which this contract relates, nor shall this contract require the State to establish a "self-insurance" fund to protect against any such loss or damage. Subject to the provisions of the Kansas Tort Claims Act (K.S.A. 75-6101 fil §fillJ, the vendor or lessor shall bear the risk of any loss or damage to any personal property in which vendor or lessor holds title.

11. lnformatjon: No provision of this contract shall be construed as limiting the Legislative Division of Post Audit from having access to information pursuant to K.S.A. 46•1101 fil film·

12. The Eleventh Amendment: "The Eleventh Amendment is an inherent and incumbent protection with the State of Kansas and need not be reserved, but prudence requires the State to reiterate that nothing related to this contract shall be deemed a waiver of the Eleventh Amendment." FOOD SERVICES AGREEMENT Between Chartwells and Fort Hays State University

TillS AGREEMENT is made as of June 1, 2010 by and between Fort Hays State University, with principal offices located at 318 Sheridan, 601 Park Street, Hays, Kansas 6760 I ("Client" or "FHSU"), and Compass Group USA, Inc., a Delaware corporation, with principal offices at 2400 Yorkmont Road, Charlotte, No1ih Carolina 28217, by and through its Chmiwells Division ("Chmi­ wells") (individually, the "Party" and collectively, the "Pmiies").

WHEREAS, Client desires to avail itself of Chartwells' food services; and

WHEREAS, Chartwells desires to perform such services for Client;

NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth here­ in, the Pmiies hereto, intending to be legally bound hereby, agree as follows.

1. CLIENT'S GRANT TO CHARTWELLS

Client grants to Chmiwells, as an independent contractor, the exclusive right to provide and manage the Client's food service program (manual food service hereinafter referred to as "Services," "Food Service" or "Food Service Program") in all residential life facilities and the Memorial Union (the "Premises") Chmiwells shall render the Food Services within the facilities of the Premises, in­ cluding but not limited to, the food preparation, serving, dining and storage areas ("Facilities") desig­ nated for the Food Service Program. Catering is non-exclusive.

2. COMMENCEMENT AND TERMINATION

A. This Agreement shall become effective as of June I, 2010 and shall remain in force until May 31, 2018 unless sooner terminated as herein provided ("Tenn"). It shall thereafter renew itself automatically for one-year periods until notice of termination in writing is given by either Pmiy as provided herein.

B. Notwithstanding the above, either Party may terminate this Agreement by providing notice of termination in writing sixty (60) days prior to the proposed termination date.

C. If either Pmty shall refuse, fail or be unable to perform or observe any of the terms or con­ ditions of this Agreement for any reason other than Excused Performance reasons stated herein, the Party claiming such failure shall give the other Party a written notice of such breach. If the failure has not been corrected within thiiiy (30) days from such notice ( or, with respect to default in payment, within ten (I 0) days from such notice), the non-breaching Party may terminate this Agreement effec­ tive ten (I 0) days after the end of said period.

Page I of 19 D. In the event of a termination for any reason, all amounts outstanding shall become due and payable to Chaitwells immediately upon termination.

E. Upon the termination or expiration of this Agreement, Chartwells shall, as soon thereafter as is feasible, but in no event later than thirty (30) days after the effective date of termination or expi­ ration of this Agreement, vacate all paiis of the Premises occupied by Chartwells, remove its equip­ ment (if applicable) and retum the Facilities to Client, together with all the equipment furnished by the Client pursuant to this Agreement, in the same condition as when originally made available to Chaitwells, excepting reasonable wear and tear, fire and other casualty loss.

F. The termination or expiration of this Agreement shall not affect the rights, privileges, lia­ bilities and/or responsibilities of the Paiiies as they exist as of the effective date of termination. The Parties shall cooperate fully with each other during the Tenn of the Agreement and subsequent there­ to in order to ascertain and satisfy the liabilities of either Patiy to the other.

G. At the tennination of this Agreement, if requested by Chartwells and agreed to by the Client, Client may either purchase directly or cause Chaitwells' successor to purchase Chartwells' usable inventory of food and supplies verifiable by invoiced amount, it being further agreed that if Chartwells maintains an inventory of supplies bearing the logo of the Client or a sponsor ( as de­ scribed in Section 11 below), Client shall either purchase directly or cause Chaitwells' successor to purchase Chartwells' usable invento1y of such logoed supplies verifiable by invoiced amount. The purchase price for such food and/or supplies shall be at Chartwells' cost.

3. CHARTWELLS' RESPONSIBILITIES

A. Pursuant to the provisions of this Agreement, Chartwells shall operate and manage its Services hereunder at such locations as agreed upon and maintain its Services with appropriate mer­ chandise of good quality at reasonable prices.

B. Chaitwells shall comply with all federal, state and local laws and regulations governing the preparation, handling and serving of foods. Chaitwells shall procure and keep in effect all li­ censes and permits required by law and shall post such permits as required by law. Chaitwells shall comply with applicable federal, state and local laws and regulations pertaining to wages and hours of employment.

C. Chaitwells shall hire all employees necessary for the performance of this Agreement. Upon being hired, such employees shall be subject to such health examination as proper federal, state and local authority may require in co1111ection with their employment. All persons employed by Chartwells will be the employees of Chartwells and will be covered by employee dishonesty insur­ ance. In performing work required by this Agreement, Chaiiwells shall not discriminate against any employee or applica11t for employment because of race, religion, sex, color, national origin, sexual orientation or age, in violation of federal, state or local law.

D. Chaitwells shall perform all necessary mopping of the floors in the storage and food ser­ vice preparation areas. Chartwells shall maintain conditions of sanitation and cleailliness. The Facili­ ties, Services and food prepared by Chaitwells will at all times be subject to inspection by an autho­ rized, capable person or persons designated by the Client.

Page 2 of 19 E. All records pertaining to work performed in accordance with this Agreement shall be kept on file by Chatiwells for a period of three (3) years from the date the record is made. Chmtwells shall, upon reasonable notice, give the Client or its authorized representative the opportunity at area­ sonable time during normal business hours to inspect, examine, audit and copy such of Chartwells' business records which are directly relevant to the financial arrangements set forth in Exhibits A through G which is attached hereto and incorporated herein by this reference. The cost of such in­ spection, examination and audit will be at the sole expense of the Client and such inspection, exami­ nation and audit shall be conducted at the Chartwells locations where said records are normally main­ tained.

F. Chatiwells agrees that its employees and agents shall comply with and observe all applica­ ble rules and regulations concerning conduct on the Premises that Client imposes upon Client's em­ ployees and agents.

G. As of June I, 2010 and atmually thereafter, Chartwells will conduct a complete review of all equipment and smallwares on Client's campus to ascertain working condition and advise Client of items that require replacement or repair, it being understood that Client shall be responsible for all necessary replacements of equipment, and Chattwells shall be responsible for replacements of small­ wares.

H. Any modification to existing electrical services, computing network services, or telecom­ munication setvices at the Memorial Union or residential facilities required by Chatiwells will be at Chatiwells' expense, unless otherwise mutually agreed upon with Client and must be approved by Client.

4. CLIENT'S RESPONSIBILITIES

A. Client shall, without cost to Chartwells, provide Chatiwells with the necessary space for the operation of the Services and shall furnish, without cost to Chartwells, all utilities and Facilities reasonable and necessary for the efficient performance of this Agreement by Chattwells including, but not limited to, heat, hot and cold water, steam, gas, lights and electric current, garbage removal setvices, exterminator setvices, sewage disposal services, duct and vent cleaning, office space and equipment and telephone service.

B. Client shall, at its cost and expense, provide the Facilities, equipment and floor space ne­ cessary for the efficient provision of Chattwells' Setvices hereunder. The Client shall maintain, repair and replace said equipment and Facilities at its own expense. The Client shall keep such equipment and Facilities maintained in a safe operating condition such that no Chartwells employee is exposed to or subjected to any unsafe situation which would violate the Occupational Safety and Health Act including, but not limited to, the general duty and the specific duty clauses thereof or any other simi­ lar federal, state or local law or regulation. However, if equipment provided by Client becomes in­ operative, hazardous or inefficient to operate, Chartwells shall have the right to undettake repairs or replacements at the expense of the Client if the Client fails to do so after having been given a reason­ able amount of time to correct the equipment deficiency. Client shall permit Chattwells to have the use of all such equipment and Facilities in the performance of its obligations hereunder, subject to the duty to exercise reasonable care in the use thereof. Chartwells agrees that all equipment and items of

Page 3 of 19 equipment now or hereafter furnished by the Client to Chartwells are the sole property of the Client and Chartwells agrees not to change, deface, or remove any symbol or mark of identity upon said equipment or items of equipment furnished by the Client. Chartwells will notify the Client promptly of any equipment that, to Chmtwells' knowledge, is not in a safe operating condition.

C. The Client shall be responsible for all necessary cleaning of walls, windows and electric light fixtures and all necessary scrubbing, mopping and polishing of floors in the dining room areas, as well as any areas adjacent to stands or cmts used for Chartwells' Services, at no cost to Chartwells.

D. Client shall provide Chartwells with access to its board plan tracking systems to enable Chmtwells to track and reconcile student meal plan pmticipation in the meal plans, as well as actual meal plan and declining balance usage, and to enable Chartwells to generate rep01ts to assess metrics of the Dining Service Program. Client shall notify Chartwells in writing of changes to meal plans.

E. Officials of Client shall have full right qfaccess to all portions of the food service and din­ ing facilities at reasonable times not to interfere with the food service operation

F. A detailed responsibility summary of the Parties' responsibilities is set forth in Exhibit G, which is attached hereto and incorporated herein by this reference.

5. FINANCIALARRANGEMENTS

The financial arrangements of this Agreement are set forth in Exhibit A, it being understood that the terms set forth in Exhibit A reflect the agreed upon terms described in Exhibit B Food Ser­ vices Base Financial Proposal (excluding p. 10 Section C, Outline Financial Equivalencies for any Renovation Plans, which is inapplicable). Financial atTangements also include Exhibit C, Best and Final response; Exhibit D, relating to service to be provided to Tiger Nurtmy Center; Exhibit E, Summer Camp Rates; and Exhibit F, Commissions, Gross Sales, and Commission Calculation.The finm1cial terms have been negotiated between the Parties upon the condition that Chmtwells will op­ erate its Services at the same points of Service and remain in operation only the hours agreed to when Chmtwells begins operations hereunder, and upon the assumptions set forth in RFP Response and Exhibit F, hours of operation to be negotiated annually or as needed for all facilities, as well as the assumption that there will be at least 223 full days and six half-days of se1vice. If Client desires Chmtwells to operate its Se1vices for additional points of Se1vice and/or additional hours, or if any of the assumptions are not met, Client and Chmtwells shall mutually agree on the appropriate financial arrangements for the new additional points of Service and/or additional hours.

Chmtwells has connnitted to providing $50,000 to $75,000 for future replacement of furniture and equipment, as needed and mutually agreed due to normal wear and tear of new equipment placed into se1vice as a patt of "Investment" in the total amount of $1.4 million to be provided in the first two years of operation, as described in Exhibit A, Section D.

Page 4 of 19 6. INDEMNIFICATION AND INSURANCE

A. To the fullest extent permitted by law, each Patty shall indemnify, defend and hold the other harmless from any and all losses, damages or expenses, including reasonable attorneys' fees, arising out of or resulting from claims or actions for bodily injury, death, sickness, prope1ty damage or other injury or damage caused by any negligent act or omission of such Party, any willful miscon­ duct of such Party, or any breach by such Party of its obligations under this Agreement.

B. The right of a Party (the "Indenmified Party") to indenmification under this Agreement shall be conditioned upon the following: prompt written notice to the Party obligated to provide in­ denmification (the "Indemnifying Party") of at1y claim, action or demand for which indemnity is claimed; control of the investigation, preparation, defense and settlement thereof by the Indemnifying Party; and such reasonable cooperation by the Indemnified Party, at the Indenmifying Patty's request and expense, in the defense of the claim. The Indemnifying Patty shall not, without the prior written consent of the Indemnified Patty (which shall not be unreasonably withheld), settle, compromise or consent to the entry of any judgment that imposes any liability upon the Indemnified Patty.

C. Chartwells shall obtain and maintain insurance for the following risks in such amounts under such policies as appropriate: general liability (including contract, liquor, products-completed operations and business automobile coverage) at1d Workers' Compensation (including employer's liability coverage).

D. Certificates of insurance for such coverage and naming the Client as an additional insured will be furnished upon execution of contract.

E. Client shall obtain and maintain insurance for the Premises, equipment, offices and utili­ ties against risks covered by standard fonns of fire, theft and extended coverage in such amounts un­ der such policies as appropriate.

F. Each Party has the obligation and responsibility to adequately insure its real and/or per­ sonal prope1ty against loss or damage caused by fire atid extended coverage perils.

G. Chartwells shall provide a performance bond in the amount of $500,000 prior to the com­ mencement of the work under this Agreement, to cover the Client for economic losses incurred by the Client in c01mection with Chartwells' failure to perform its obligations under this Agreement. The Performance Bond will be renewed on an annual basis.

7. TAXES AND ASSESSMENTS

A. Chattwells shall pay when due all federal, state, local and other governmental taxes or as­ sessments in connection with the operation and performance of the Services. The Parties acknowl­ edge that even if the Client is tax exempt, in the event the Client makes any transaction that is taxa­ ble, then the Client will be liable to pay applicable sales tax.

B. Based on relevant statutes, the Patties will determine whether the sales of food and beve­ rages ("Service Transactions") are subject to sales, gross receipts or similar tax. The Parties will then determine whether the sales, gross receipts or similar tax will be collected by Client or Chartwells for

Page 5 of 19 remittance to the appropriate state department ofrevenue. If Client is liable for such sales, gross re­ ceipts or similar tax, Client's tax liability will not be waived by Chartwells either collecting the tax or accounting for the tax in its operations. If the Parties are unable to resolve any dispute or controversy regarding the taxability of Service Transactions, such dispute or controversy shall be resolved by a ruling of the applicable state depmiment ofrevenue.

C. The Client shall pay when due all federal, state, local and other governmental use and prope1ty taxes or assessments arising in connection with the Premises, Facilities, equipment, offices and utilities. Chartwells shall pay when due all license and permit fees in cmmection with Services. The Client shall reimburse Chartwells for all license and permit fees paid in connection with Servic­ es.

8. CONFIDENTIALITY

In the course of providing Services hereunder, the Pmiies may be exposed to trade secrets or other confidential or proprietary information and materials of the other Party which includes, but is not lin1ited to, menus, recipes, signage, food service surveys and studies, management guide­ lines, procedures, operating manuals and software, all of which shall be identified as confidential ("Confidential Infonnation"). The Pmiies agree to hold in confidence a11d not to disclose any Confidential Information during the Tenn of this Agreement and for two (2) years afterward, ex­ cept that the Pmiies may use or disclose Confidential Information: (a) to its employees and affili­ ates or others to the extent necessary to render any service hereunder, provided that the other Par­ ty is first notified of the information that will be provided to any paity outside of this Agreement and provided fmiher that such information is disclosed only after such party is required to main­ tain it in confidence as required hereunder; (b) to the extent expressly authorized by either Party; ( c) to the extent that at the time of disclosure, such Confidential Information is in the public do­ main, or after disclosure, enters the public domain other than by breach of the terms of this Agreement; ( d) that is in the possession of either Party at the time of disclosure and is not ac­ quired directly or indirectly from the other Pmty; (e) that is subsequently received on a non­ confidential basis from a third party having a right to provide such information; or (f) as required by order during the course of a judicial or regulatory proceeding or as required by a government authority or applicable law, in the reasonable judgment of the disclosing party. The Pmiies agree not to photocopy or otherwise duplicate any Confidential Information without the express written consent of the other Party. Each Pmiy's Confidential Information shall remain the exclusive prope1iy of the Party mid shall be returned to the other Paiiy upon termination or expiration of this Agreement. In the event of any breach of this provision, the Parties shall be entitled to equit­ able relief, in addition to all other remedies otherwise available to it at law. This provision shall survive the termination or expiration of this Agreement.

9. INDEPENDENT CONTRACTOR RELATIONSHIP

It is mutually understood mid agreed that an independent contractor relationship is hereby es­ tablished under the terms and conditions of this Agreement.

Page 6 of I 9 10. EMPLOYEES

It is mutually understood and agreed that employees of Chartwells are not nor shall they be deemed to be employees of Client and that employees of Client are not nor shall they be deemed to be employees of Chartwells. Chartwells' employees performing any work on the Premises shall be subject to the rules and regulations established by the Client as reasonable and necessary for its Pre­ mises, the Food Service Facilities, equipment, offices and utilities. Neither Party shall during the Tenn of this Agreement or for one (1) year thereafter solicit to hire, hire or contract with either Par­ ty's employees who manage any Services or who manage any employee or any other highly compen­ sated employees, or any persons who were so employed by the other Party, whether at the Premises or at any other facility operated by the other Patty ("Managerial Employees"), at any time within one (1) year prior to the termination or expiration of this Agreement. In the event of any breach of such One-year Non-solicitation, the breaching Party shall pay and the injured Party shall accept an amount equal to twice the ammal salary of the relevat1t employee as liquidated damages unless othe1wise agreed. The One-yeat· Non-solicitation provision shall not restrict the ability of either Patty to hire any managerial employee of the other party in a role that is umelated to his or her prior employment with the other party. For example, the hiring of a Chartwells Catering Manager to work as at1 admis­ sions counselor in Client's Admissions Office would not violate the One-Year Non-solicitation pro­ vision.

11. SPONSORSHIP

Chartwells and Client recognize the value of securing sponsorship relationships for the Client. Notwithstanding the foregoing, Client will ensure that such sponsorship agreements do not impair the quality of the food and beverage Items served by Chmtwells ( as compared to comparable items served at other similar venues in which Chattwells or its affiliates provides food and beverage ser­ vice) or increase the costs for such items (as compared to the Chartwells' pricing for comparable items of similar size and quality). Client and Chattwells agree that they will not compromise the qual­ ity of the food and beverage Items served in the dining facilities in order to secure a sponsorship. In the event Client decides to enter into a sponsorship agreement ( or enters into any other relationship) that increases the costs that Chartwells incurs, then Client shall fully reimburse Chartwells for such cost increases. Subject to the provisions of this Section, Chartwells agrees to serve Pepsi products in accorda11ce with Client's separate agreement with The Pepsi Bottling Group.

12. STUDENT WAGES

Chattwells shall employ students wishing to work in dining services, and will have full supervision of all student employees. Student employees shall be compensated at the prevailing wage for students at their respective job title. Chartwells shall be responsible for the complete training of student em­ ployees as it relates to their specific job duties, in particular student waiter/waitress staff. Chattwells shall comply with all applicable federal, state and local laws and regulations regarding the employ­ ment of students.

Page 7 of 19 13. CHARTWELLS' TITLE TO EQUIPMENT

All equipment installed by Chartwells pursuant to the provisions of this Agreement, excluding equipment procured with the Investment described in Exhibit A, is and shall at all times remain the prope1ty of Chartwells, with title vested in Chartwells. Client shall have no property interest in said equipment. Client agrees to permit only employees and agents of Chmtwells to move, remove, open or tamper with Chartwells' equipment. Provided, however, that should circumstances require it, em­ ployees of Client may move, remove, open or otherwise handle Chartwells' equipment, and Client shall be responsible for damage caused to such equipment by Client's employees. All equipment procured with the Investment will be the property of the University upon installation.

14. ADDITIONAL PROVISIONS

A. University.

1. The Fort Hays State University Contract Oversight Committee will develop Non­ Exclusive Catering Policies and Procedures by September 1, 2010.

2. Beverage Services. Subject to the provisions of Section 11 above, Chmtwells under­ stands that The Pepsi Bottling Group has contracted to be the exclusive provider of beverages including juices, for Client. Chartwells agrees to honor this contract: http://www.flisu.edu/purchasing/09012 FHSU Beverage Contract/ and shall comply with the requirements of the The Pepsi Bottling Group contract in connection with the dispensing, sale, advertising and promotion of Pepsi Bottling Group at FHSU. In addi­ tion, the pmties agree that the retail selling prices for all Pepsi products shall be mu­ tually agreed upon by the pmties.

3. Board Rate. The University is not anticipating renegotiating the board rate other than on an annual basis, subject to the provisions contained in Exhibit A.

4. Expendable and Non-Expendable Equipment.

Where Chartwells is responsible to purchase inventory items as replacement equipment, china, silver and glassware at its own expense, Client shall provide the specifications for these items, provided that such specifications are are identical to, or substantially the same as, the specifications of items included in the initial inventory as of the commencement of the Tenn.

5. Utilities. a. In the event of any planned or unplanned interruption of service at the Memorial Union or residential facilities, Client shall take reasonable steps to restore service promptly, but shall not be responsible for any loss or delay sustained by Chait­ wells unless such inte111.1ption of service is due to Client's negligence. In the event that any utility service must be intenupted for planned repair or modification, Client shall provide Chartwells with as much advance notice as possible.

Page 8 of 19 b. Any modification to existing electrical services, computing network services, or telecommunication services at the Memorial Union or residential facilities required by Chartwells will be at Chartwells' expense, unless othe1wise mutually agreed upon with Client and must be approved by Client.

6. Client Access to Facilities. Officials of Client shall have full right of access to all por­ tions of the food service and dining facilities at reasonable times not to interfere with the food service operation.

7. Smoking Policy. Chartwells will comply with the Client's smoking policy. Client shall provide Chartwells with the Client's smoking policy.

8. Teclmology. Chartwells will provide teclmology for use of Flexi Cash and Dining Dollars (Flex Dollars) at all events at facilities other than the Residence Halls and the Memorial Union.

9. Catering Office Hours. Catering office hours in the Memorial Union, with staff avail­ able to answer calls live, will be available during Client's normal business hours.

10. Additional Services. Chartwells agrees to provide food and services for the event Feeding Frenzies twice a year at no additional cost.

a. Catering. Chmtwells will accept and service all FHSU-related events before con­ tracting 11011-FHSU related events.

b. Sales Tax on catering is charged by Chmtwells to off campus groups who do not have a tax exempt ID number. Tax exempt groups and FHSU groups are not charged sales tax.

B. Residential Life.

1. Service Hours. Service hours during breaks, holidays, etc. a. In accordance with the current academic calendar, Residential Life has determined there m·e 223 full service days and six (6) days of half-day meal service for aca­ demic year 2010 - 2011, with future years' service days to be determined during price negotiations: 1. Meal service will begin with lunch on Thursday, August 19, 2010.

11. Meal service will end after lunch on Friday, November 19, 2010 for Fall Break and will be open for supper on the evening of Sunday, November 28, 20 I 0.

n1. Meal service will end after lunch on Friday, December 17, 2010 after lunch for Winter Break with service reinstating on Sunday, January 9, 2011 with supper.

1v. Meal service will end after lunch on Friday, March 18, 2011 for Spring Break with service beginning on Sunday, March 27, 2011 for supper.

Page 9 of 19 v. Meal service will end after lunch on Friday, May 13, 2011 for Summer Break after lunch.

Similar pattern of dates follows annually unless otherwise negotiated.

2. Chartwell's will work with Client to appropriately accommodate students on meal plans whose official co-curricular activities prevent access to the McMindes dining fa­ cility during service hours.

3. Furnishings. All furnishings provided in the Residential Life dining areas or food areas shall be reviewed with Residential Life staff prior to purchase.

4. Freezer. The freezer currently being used located in Wiest Hall will be taken off-line May 31, 20 IO or whenever the contract takes effect.

5. Flex Dollars. It is understood that Dining Dollars (Flex Dollars) per the RFP plans are per semester and therefore double for the year.

6. Cmte Blanche meal plans will be provided to residence life staff and their dependents. As this number is expected to fluctuate, a list of names and positions will be provided to Chartwells arnrnally.

C. Construction.

All renovation plm1s must be reviewed and approved by Client before submission to the state for review and approval.

Chartwells will provide a record oflnvestment expenditures. Chartwells' renovations are plmmed to be completed by August 2011. Any Investment funds remaining unspent from the Investment described in Exhibit A, Section D will be paid directly to the Client.

15 PROPRIETARY MARKS

The Client acknowledges that the names, logos, service marks, trademarks, trade dress, trade names and patents, whether or not registered, now or hereafter owned by or licensed to Chmtwells or its affiliated and parent companies (collectively "Marks") are proprietary Mm-ks of Chmtwells. The Client will not use the Marks for any purpose except as expressly permitted in writing by Chmtwells. Upon termination of this Agreement, the Client shall discontinue the use and display of any Marks and shall allow Chmtwells to remove all goods bearing any Marks.

16. INFORMATION TECHNOLOGY SYSTEMS

In corn1ection with the services being provided hereunder, Chartwells may need to operate cer­ tain information teclmology systems not owned by Client ("Non-Client Systems"), which may need to interface with or connect to Client's networks or information teclmology systems ("Client Sys­ tems"). Chmtwells shall be responsible for all Non-Client Systems, and Client shall be solely respon­ sible for Client Systems, including taking the necessary security and privacy protections as are rea-

Page 10 of 19 sonable under the circumstances. If Chartwells serves as the merchant-of-record for any credit or de­ bit card transactions in connection with any of the services provided hereunder, then Chartwells will be responsible for complying with all applicable laws, regulations and payment card industry data security standards related to the protection of cardholder data ("Data Protection Rules"). If Non­ Client Systems interface with or connect to Client Systems, then Client agrees to implement forthwith upon request from Chartwells, at the Client's expense, the changes to the Client Systems that Chati­ wells reasonably requests and believes are necessary or prudent to ensure Chartwells' compliance with the Data Protection Rules. Client will promptly provide Chatiwells with written notice of any change to its policies pertaining to Client Systems, or change in configuration of Client Systems, in order that Chatiwells may assess the impact of snch change upon the security of Non-Client Systems. Each party shall inde11lllify, defend and hold harmless the other party from all claims, liabilities, damages and costs (including reasonable lawyer's fees) to the extent caused by the indenmifying par­ ty's failure to comply with its obligations in this section.

17. EXCUSED PERFORMANCE In the event that petformance of any terms or provisions hereof (other than obligations to make payments that have become due and payable pursuant to this Agreement) shall be delayed or prevented because of compliance with any law, decree, or order of any governmental agency or au­ thority, either local, state, or federal, or because of riots, Wat', public disturbances, strikes, lockouts, differences with workmen, fires, floods, Acts of God, pandemic, epidemic, or any other reason what­ soever which is not within the control of the Party whose performance is interfered with and which, by the exercise of reasonable diligence said Patiy is unable to prevent, the Patiy so suffering may at its option suspend, without liability, the perfonnance of its obligations hereunder during the period such cause continues and may extend the Term of this Agreement for the period of such suspension of the performance of duties hereunder.

18. ASSIGNMENT Neither Chartwells nor Client may assign or transfer this Agreement, or any part thereof, without the written consent of the other Patiy, except the Parties may assign this Agreement to an af­ filiated company or wholly owned subsidiary without prior approval and without being released from any of their responsibilities hereunder.

19. ENTIRE AGREEMENT AND WAIVER This Agreement including all exhibits and attachments, constitutes the entire Agreement be­ tween the Patties with respect to the provision ofChartwells' Services and supersedes all other writ­ ten or oral understandings or agreements between the Patties with respect to the provision of Chart­ wells' Services on the Premises. No variation or modification of this Agreement or attached Exhibits and no waiver of their provisions shall be valid unless in writing and signed by the duly authorized officers of Chartwells and Client.

20. FORM DA-146a The Provisions found in Contractual Provisions Attachment (Form DA-146a, Rev. 1-01), which is attached hereto, are hereby incorporated in this contract and a made a party hereof.

Page 11 of 19 21. ORDER OF PRECEDENCE

Any conflict to the provisions of this contract and the documents incorporated by reference shall be determined by the following priority order: a. Contract Provisions Attachment DA-45/l 46a; b. Written modifications and addenda to the executed contract; c. This contract document and Exhibit A; d. Chartwells' written proposal responses for Food Services contract, including: 1) Best and Final Financial Offer Option 3, which includes Umestricted Gift of $150,000, letter dated March I, 2010 (Exhibit C); 2) Responses and Clarifications to Questions per letters and emails between Client and Chart­ wells regarding Client RFP 10008: a) Tiger Tots Nmtury Center per email dated March 18, 2010 (Exhibit D). b) Summer Camp Rate of $12.95 per email dated February 12, 2010 (Exhibit E). c) Commission Calculations and other commitments (e.g. Marketing Plan, Memorial Union Smmner Hours), which includes Responses to Questions letter and Commission Calcula­ tions.xis, dated February 5, 2010 (Exhibit F). d) Responsibility Smmnary for Chatiwells and FHSU (Exhibit G). e) Performance Benchmarks letter dated February 15, 2010 (Exhibit H).

3) Original Technical Proposal; Financial Proposal (Exhibit B); Request for Proposal (RFP) # 10008 including Addenda 1 and 2

All of the above listed documents ai-e included as exhibits of this document and as such are set fotth herein.

22. SEVERABILITY Each term and condition, article, paragraph and subparagraph of this Agreement and any por­ tion thereof, will be considered severable. If, for any reason, any portion of this Agreement is deter­ mined to be invalid, contrai-y to or in conflict with any applicable present or future law, rule or regu­ lation in a final ruling issued by any court, agency or tribunal with valid jurisdiction, that ruling will not impair the operation of or have any other effect upon, any other pottions of this Agreement; all of which will remain binding on the Patties and continue to be given full force and effect.

23. NOTICES Any notice or communication required or permitted to be given hereunder shall be in writing and delivered personally, by overnight courier, by facsimile or by United States cettified mail, post­ age prepaid with return receipt requested, addressed to the Patties as follows or to such other persons or places as either of the Patties may hereafter designate in writing. Such notice shall be effective when received or on the date of personal or courier delivery or on the day of deposit in the United States mail as provided above, whichever is earlier. Rejection or other refusal to accept such notice shall not affect the validity or effectiveness of the notice given.

Page 12 of 19 To Client (University Contact): F01i Hays State University Attention: Dr. Tisa Mason Sheridan Hall 208 60 I Park Street Hays, Kansas 6760 I Facsimile No. 785-628-4113 (Financial Contact): Fort Hays State University Attn. Michael W. Barnett Vice President for Administration and Finance Sheridan Hall 318 600 Park St Hays, KS 67601

To Chartwells: Compass Group USA, Inc. d/b/a Chaiiwells Attention: Steven M. Sweeney, President & CEO 3 International Drive Rye Brook, New York I 0573 Facsimile No. (914) 935-5553

with a copy to: Compass Group USA, Inc. Attention: General Counsel 2400 Yorkmont Road Chai-Iotte, No1ih Carolina 28217 Facsimile No. (704) 329-4010

24. GOVERNING LAW

This Agreement shall be governed by the laws of the State of Kansas, without giving effect to its choice oflaw principles.

IN WITNESS WHEREOF, the Paiiies have hereunto set their hands and seals as of the day and year fast above written.

Foti Hays State University Compass Group USA, Inc. by and tln·ough its C.l.mrtwel: rn~

By: , n,.~ Micht;Qj3a-eii Stev~~/ VP for~ Administration and Finance President & CEO

Date: 6 / l 1.. I I o Da~: ----~-~----8/13/10

Page 13 of 19 EXHIBIT A

FINANCIAL ARRANGEMENTS

Fort Hays State University

A. Profit and Loss Basis

Chart wells will operate its Services for its own account on a profit and loss basis. Profits shall be the excess, if any, of Gross Sales during any fiscal year over the sum of (a) all direct and in­ direct costs of perfonning the Services, (b) the am01iization expense described above, and ( c) the cumulative operating deficit, if any, from prior operating periods during the term of this Agreement.

Prices shall be determined by mutual consent between Chartwells and Client; pro­ vided, however, that in the event of material cost changes, whether taxes, labor, merchandise, equip­ ment, or otherwise, it is agreed that Chartwells shall have the right to adjust said prices to reflect said mcreases.

B. Meal Plans, Casual Meal Rates and Conference Rates

The number of Board plan feeding days per month and for the total academic year will be decided upon prior to the beginning of the academic year. If there is a reduction in the number of Board days, Chartwells will be allowed to increase the daily rates to cover its fixed operating costs. Client shall pay Chaiiwells the following daily reimbursements for each meal plan participant.

Academic year: 2010-2011

All Plans From To Sliding Scale Rate 925 Above $8,099 910 924 $8.166 895 909 $8,236 880 894 $8,308 865 879 $8.383 850 864 $8.460 835 849 $8.540 820 834 $8,623 805 819 $8,709 790 804 $8.799 775 789 $8,891 760 774 $8,988 745 759 $9.088 730 744 $9.192 715 729 $9.301 700 714 $9.415 685 699 $9,533 670 684 $9,657 Continued

Page 14ofl9 From To Sliding Scale Rate 655 669 $9.786 640 654 $9.922 625 639 $10.064

Client shall pay Chartwells the following reimbmsements for casnal meal sales:

Academic year: 20 IO - 2011 Meal Charge

Breakfast $5.40 Lunch $7.45 Dinner $8.40 Premium $8.75

Client shall pay Chartwells the following reimbmsements for conference meal sales (which are subject to commissions as provided herein).

Academic year: 20 IO - 2011 Meal Charge Daily Rate $12.95

Client shall pay Chmiwells the following reimbmsements for Tiger Tots Nursery Cen- ter sales:

Academic year: 20 IO - 20 I I Meal

Lunch Only $1.74 Lunch and Snack $2.37 Lunch and 2 Daily Snacks $3.00

Initial pricing is set fmih in the Food Services Base Financial Proposal, Al, Meal Plan Sliding Scale Rates (Exhibit B). Board rates and prices for other Products and Services will increase in each subsequent year by an amount to be negotiated, which shall be not less than the greater of the in­ crease in the Employment Cost Index, Private Industiy, Compensation, Not Seasonally Adjusted­ Cill2010000000000A ("ECI") or the U.S. Bureau of Labor Statistics: Chained Consumer Price Index for All Urban Consumers (C-CPI-U); Series ID, SUUR0000SEFV; Not Seasonally Adjusted; Area, U.S. city average; Item, Food away from home; Base Period, DECEMBER 1999=100 Under this Contract, the percentage change in applicable Index shall be calculated as follows: the Index value for July of the preceding calendar year shall be subtracted from the Index value for July of the current calendar year and the resulting difference shall be divided by the earlier of the two July Index values. The resulting amount shall be considered the decimal equivalent of the minimum percentage change allowable under this Agreement. It is further agreed that with respect to national brands, pricing will be competitive with prices available in the connnunity outside Client's campus, and price adjustments to such items will be permitted during the academic year.

Chartwells will meet with Client each Agreement Year to review changes to product pricing. Contractor shall furnish figures dming Augnst of the current fiscal year for pricing changes for the Page 15 of 19 following fiscal year to substantiate any claim for increase. All other increases above the minimum will be negotiated.

Chartwells shall bill Client on a weekly basis for all reimbursable meals. Client shall remit to Chmtwells the aggregate reimbursement within thirty (30) days of receipt of the billing.

C. Unused Meal Plan Dollal's

Any board flex meal plan dollars left over at the end of the fall semester will carry over to the spring semester. Any board flex meal plan dollars left over at the end of an academic year will not be credited to the student, but will be credited to Chartwells.

D. Investment and Pre-Opening Expenses

Chartwells will fund an investment in the Client's dining service program to fund capital im­ provements to the Client's premises to facilitate the dining service program, in a total sum not to ex­ ceed One Million Four Hundred Thousand ($1,400,000) Dollars (the "Investment"). The Investment will be disbursed in accordance with the table below and on a schedule as agreed by Chmtwells and Client. The Investment will be an1011ized on a straight line basis in accordance with the table below. The Client shall hold title to items funded by the Investment. If the Agreement expires or is termi­ nated for any reason prior to the full amo11ization of the Investment, the Client is liable for and prom­ ises to pay to Chmtwells the unam011ized p011ion of the Investment immediately upon expiration or termination.

Contract Year Investment Am011ization Period Year One (6/1/2010 to $600,000 92 months, beginning 5/31/2011) 10/1/2010 Year Two (6/1/2011 to $800,000 80 months, begimling 5/31/2012) 10/1/2011

The renovations to be funded with the Investment are plmmed to be completed by August 2011. Any unspent Investment funds will be paid directly to the client.

E. Unrestricted Payment

Chaitwells will provide an unrestricted gift to Client in the amount of$150,000 within 30 days of the execution of this Agreement (the "Unrestricted Payment").

F. Futul'e Investments

Future funding by Chartwells for enhancements to the Premises, constrnction, etc. may be generated by incorporating the amounts necessary to complete such projects into the prin1aiy daily rates. These additional special project amounts may be added to Chmtwells' annual board rate increases for that year resulting in new primary board rates, due to inflation or other operational fac­ tors. Any future funding and the associated financial impact will be mutually agreed upon.

Page16of19 G. Commissions

Chmtwells shall pay commissions to the Client on a monthly basis in the following amounts:

Service Commissions (based on Gross Sales as defined below)

Catering - internal on campus 18% Catering - internal off campus 18% Catering - external on campus 20% Catering - external of campus 20% Retail Cash 16% Retail Discretionary Flexi Cash 16% Conference 20% Camps 20% Concessions 22%

Chartwells guarantees that in the first year of the Tenn, Commissions shall total at least $175,000 (the "Commission Guarantee"). In each subsequent year during the Term, the Com­ mission Gum·antee will be equal to the actual amount paid in Commissions in the prior year, based on the greate1'ofthe percentage con111lissionpf'tl1e Guaranteed Commission for that year. If percentage Commissions calculated in accordm1ce with the above schedule are less than the mmual Comnlission Guarantee, Chmtwells shall pay Client the difference between such Commissions and the Commis­ sion Guarantee. The Commission Guarantee will be due quarterly and reconciled amrnally.

"Gross Sales" shall mean all moneys received for sales or Services rendered at or from the Premises, excluding: (I) receipts from sales of meals to employees of Chartwells; (2) any service charge made, collected and turned over to employees; (3) the proceeds of the sale of any fixtures or equipment; ( 4) proceeds from the sale or liquidation of any inventory which is not sold at retail; (5) any commission or processing fee paid in connection with sales by credit or bank cards; and (6) sales, gross receipts and other taxes collected by Chartwells or m1y other vendor as required by governmen­ tal authorities.

H. In-Kind Contributions and Other Support

Chartwells will provide Client with the following in-kind contributions and other sup­ port:

(I) Chmtwells will provide an annual contribution of catering se1vices having a cost of $50,000. Unused catering credit shall not can-y over from year to year.

(2) Chartwells will provide $7,500 in arumal scholarsllip funds for use at the Client's discretion. The i1litial payment will be due within thirty 30 days after execution of this Agreement.

(3) Chartwells agrees to provide food and se1vices for the event Feeding Frenzies twice a year at no additional cost to Client.

Page 17 of 19 I. Performance Benchmarks

Client's Contract Oversight Committee and Chartwells will jointly development a quality ma­ trix with performance benchmarks with penalties should Chartwells not meet or exceed those bench­ marks per letter dated February 15, 2010 (Exhibit H). An addendum will be produced by July 31, 2010.

J. Operating Schedule

In accordance with the cunent academic calendar, there are 223 full service days and six (6) days of half-day meal service for academic year 2010 - 2011, with fuhll'e years' service days to be determined during price negotiations: i. Meal service will begin with lunch on Thursday, August 19.

11. Meal service will end after lunch on Friday, November 19 for Fall Break and will be open for supper on the evening of Sunday, November 28.

111. Meal service will end after lunch on Friday, December 17 after lunch for Winter Break with service reinstating on Sunday, January 9, 2011 with supper.

1v. Meal service will end after lunch on Friday, March 18 for Spring Break with service beginning on Sunday, March 27 for supper.

v. Meal service will end after lunch on Friday, May 13 for Summer Break after lunch ..

K. Credit Terms

All amounts due to Chmtwells shall be paid within thirty (30) days of the invoice date or will be considered past-due.

L. Catering

Chartwells shall provide catering services to Client on and off Premises as requested. Financial arrangements shall be negotiated by the Parties on an event-by-event basis. Chartwells shall invoice Client for the catering services and Client shall pay said invoice within thirty (30) days of re­ ceipt.

Client will indenmify Chmtwells for any loss or damages arising out of a third party caterer's use of Food Service equipment or Facilities. All Facilities and equipment used by a third pmty caterer shall be returned to Chartwells in the original condition in which it was found so as not to umeasonably interfere with Chartwells' performance under this Agreement. Catering performed for a third party shall require a fifty percent (50%) deposit upon booking with the remaining fifty per­ cent ( 50%) due the day of the event.

Pagel8ofl9 M. Volume Allowances/Discounts

Client accepts that Chartwells or its parent company, Compass Group USA, Inc. ("Compass") may receive volume, trade or cash discounts for items purchased as part of doing busi­ ness at University/College and that those discounts will accrue to Chartwells and/or Compass and will not be credited back to Client. Client understands that ce11ain charges reflected on the Profit and Loss statement are based on a portion of overall company expenses.

N. Termination

In the event of a termination for any reason, all amounts outstanding shall become due and payable to Chartwells immediately upon termination.

Page 19 of 19 EXHIBIT B Food Services Base Financial Proposal

- FORT HAYS STATE 1\f..._~'' UNIVERSITY Forward thinking. World ready.

··~~

Chartwells GROUP' Eat · Learn · Live i~ FORT HAYS STATE "-...._"&' UNIVERSITY f<""'-"" l',,'.•.E,g. \\~.J r.tlj.

Continuing Our Financial Partnership - Base Proposal (no Concessions)

Continuing with a great program requires the right services, the right people and of course the right financial resources. Chartwells will continue their commitment to bringing the financial resources forward to support the University.

Our goal is to work in partnership with you, providing support and resources that enhance the student experience and deliver a fiscally sound and profitable business operation. Our financial approach also includes offering high-quality food and outstanding service while providing a dining program that brings value to all customers. As your strategic partner, we understand the importance of being flexible with our vision for FHSU. We will work with you to identify the right financial solutions for Fort Hays State University

Our base proposal includes reengineered meal plans, enhanced and additional retail locations, plus the Tiger Tots program. These new opportunities will provide a strong return to the University through our aggressive commission structure.

Retail Solution • Identify items that are ranked as top sellers for the market • Refresh already popular retail concepts with additional sandwiches for Mondos and expand the very popular Pizza Hut to now include WingStreet wings. • Pricing Analysis information that maintains a great value for the students, faculty and staff at FHSU • Understanding our product movement to maximize the commissionable return to the University

Resident Solution • The best programs and services are the ones that evolve over time, adjusting to changing customer demands and expectations. As we build a vision for FHSU Dining, it will look forward, seeing opportunities that exist today and those that will occur tomorrow and designing a long-term plan that will deliver on both.

In the spirit of true partnership, Chartwells is proposing investment of $1,400,000 over a two year period. our proposed investment will be used for renovation of the McMindes Residence Dining and enhancements to the Memorial, plus the additional retail locations in McMindes lobby and Chuck's place. We want to develop a partnership that lets us both succeed while best meeting the needs of the entire community.

FINANCIAL PROPOSAL © Chartwells Eat· Learn· Live

Financial Terms and Conditions In the spirit of partnership and to achieve a sound business model, we respectfully request a straight-line depreciation over eight years. We have outlined our financials on the following pages.

A. Please outline all financial specifications for the following:

1. Meal Plan Sliding Scale Rates 2010 to 2011 Academic Year Base Proposal - Does Not Include Concessions

All Plans From To Sliding Scale Rate 925 Above $8.099 910 924 $8.166 895 909 $8.236 880 894 $8.308 865 879 $8.383 850 864 $8.460 835 849 $8.540 820 834 $8.623 805 819 $8.709 790 804 $8.799 775 789 $8.891 760 774 $8.988 745 759 $9,088 730 744 $9.192 715 729 $9.301 700 714 $9.415 685 699 $9,533 670 684 $9.657 655 669 $9.786 640 654 $9.922 625 639 $10.064

Chartwells is proposing to operate the Tiger Tots day care Center on a fixed daily rate of $2.96 with an average of 30 meals and snacks delivered daily. Our operating days for this venue mirror the academic calendar, excluding weekends.

2 FINANCIAL PROPOSAL .:fr!i FORT HAYS STATE ~ UNIVERSITY f=:c.,_-dt!!,.Io-.g.m,,..1,,,L1.

2. Retail Price and Portion

Mondo Subs Pricing: The Tiger Market: 611 Sub $4.58 Both the exhibition point of sale and the classic 6" Extra Meat $0.85 cuisine points of sale will feature daily meals 12" Sub $6.80 that will range from $4.99 to $5.99. Each 1211 Extra Meat $1.75 months rotating concept, menu and pricing will 6 11 Combo $5.45 be presented to the Contract administrator and side or cookies1 + 16oz Fountain Memorial Union Director for approval 15 days Flat Bread $5.30 prior to implementation. Chips or Side $1.15 3 OS Cookies $1.30 Smashers Grill: Burgers: Fountain Beverages We use 100% ground beef that we form into 16oz Fountain $0.85 3oz patties, smash flat on the grill, cook to 24oz Fountain $0.95 perfection and top with head lettuce and sliced 32oz Fountain $1.20 tomato. w/cheese Pizza Hut: Single $1.99 $2.49 Cheese $3.80 Double $2.99 $3.99 Pepperoni $4.10 Triple $3.99 $4.99 Supreme $4.35 Quad $4.99 $5.99 Special $4.35 Quint $5.99 $6.99 3 breadsticks $2.05 Cinnamon Sticks $1.95 Hot Toppers Pizza Hut Combo $5.30 Sauteed Mushrooms $0.25 (any pizza, 3 OS Cookies, 16oz Fountain) Sauteed Onions $0.25 Bacon (2) $0.50 Wing Street Bone Out Wings 6 Piece 12 Piece Breakfast Sandwiches All American $4.99 $6.99 Egg & Cheese $2.69 Honey BBQ $4.99 $6.99 Sausage, Bacon or Ham $2.99 Spicy BBQ $4.99 $6.99 Breakfast Wraps Buffalo Burning Hot $4.99 $6.99 Egg, Cheese and your choice of Meat Garlic Parmesan $4.99 $6.99 Sausage, Bacon or Ham '$2.99 Bone In Wings 6 Piece 12 Piece Hash browns $0.99 All American $4.99 $6.99 Honey BBQ $4.99 $6.99 Spicy BBQ $4.99 $6.99 Omelets on a Roll Buffalo Burning Hit $4.99 $6.99 Choice of White or Wheat Roll and Garlic Parmesan $4.99 $6.99 American, Swiss or Cheddar Cheese Side Items Plain Egg Omelet $2.39 Wing Street Taters $1.09 (10 pieces) Cheese Omelet $2.69 Apple Pies $1.09 (2 Pies) Sausage, Green Pepper, Cheese Sticks $1.99 (6 Pieces+ Sauce) Onion & Provolone $3.19 Spinach & Cheese $2.89 Bacon, Onion,

FINANCIAL PROPOSAL 3 ~;> Chartwells Eat· Learn- Live

Potato & Cheese $3.19 California Cheese Club on White/Wheat Ham, Green Pepper & Onion $3.19 Loaf $3.95 Chicken & More Chicken Tender Sandwich $4.09 Unique Wraps 2 Chicken Tenders on a Roll with Lettuce & Tomato Buffalo Chicken Wrap Grilled Chicken Breast $4.29 $3.25 Garden Burger $2.99 Monterey Wrap Served on a Roll with Lettuce & Tomato $3.25 Chicken Caesar Wrap Side Orders $3.25 Chicken Tenders $4.09 French Fries $1.49 Portobello Mushroom & Provolone Wrap Onion Rings $2.29 $3.25 Roasted Eggplant & Bell Pepper with Feta Memorial Union, McMindes & Chuck's Cheese Wrap Place Outtakes $3.25

Fresh Sandwiches Crisp Salads Ham & Provolone Cheese on Rye Outtakes Caesar Salad $2.95 $3.19 Chunky White Tuna Salad Croissant Chicken Caesar $2.95 $4.50 Chicken Salad Foccacia Teriyaki Grilled Chicken Salad $3.90 $4.50 Roast Beef & American Cheese on Marble Garden Salad with Three Cheeses Rye $2.95 $2.90 Gourmet Chefs Salad Turkey & American Cheese on Whole $2.95 Wheat Gourmet Cobb Salad $2.90 $4.45 Italian Hero Sandwich $2.90 Turkey Po'Boy with Sundried Tomato Spread $3.95 · Chicken Club Ciabatta Sandwich $3.95

4 FINANCIAL PROPOSAL l~ FORT HAYS STATE \/.....W UNlVERSITY fon-v..~,:>&.,1!,,g, l',~,-..,J,.

Sensational Shakers Beverages Fresh Fruit Cup Bottled Beverages $2.35 20 oz - $1.39 Yogurt Parfait Aquafina Bottled Water $2.59 20 oz - $1.39 Mini Cookie Cups Bottled Dole Juice $2.14 20oz - $1.69 Mini Rice Krispy Cups ffottled Lipton Tea $2.14 20oz - $1.39 Mini Brownie Cubes Gatorade $2.14 20 oz - $1.59 Mini Muffin Cups Sobe Beverages $2.14 20 oz - $2.29 Vegetable Crudites Bottled Tropicana Juices $2.14 20 oz - $1.59 Pepperoni & Cheese Cup Milk $2.89 8 oz. $.SO Cereal and Granola Parfait with Milk Indulgent Desserts $3.49 Assorted Fresh-Baked Muffins $1.08 Just Right Sides Assorted Bagels with Creamery Butter or Big Grab Frito lay Chips Jelly $1.09 $1.08 King Size Frito lay Chips Flavored Cream Cheese $1.59 $0.54 large Candy Bars Assorted Fruit and/or Cheese Danish $1.09 $1.49 Cereal Bars Sticky Buns $1.09 $1.59 Granola Bars Bear Claws $1.09 $1.49 Cottage Cheese Croissants $1.09 $0.89 Assorted Cereal Bowls Cinnamon Roll $1.89 $1.49 Whole Fruit low-Fat Assorted Fresh-Baked Muffins $0.79 $1.09 Brownies

FINANCIAL PROPOSAL 5 rE_,,> Chartwells Eat· Learn· Live

$1.09 Quick Breads Cookie Sack $1.09 $1.39 Cakes and Pies Jumbo Cookies $1.09 $1.09 Ice Cream Novelties Marshmallow Cereal Treats $2.19 each $1.09 Marketplace Products Poptart Box Ben & Jerry's Pint $3.89 $4.99 Cracker Box Sherbet Pint $5.49 $2.59 Gum Cookie Wich's $1.39 $2.89 Popcorn Ben & Jerry's Cup $1.39 $1.99 Peanut Butter Power Bar $3.29 $2.29 Jelly Marathon Bar $3.39 $2.29 Salsa Jar Odwella Bar $3.99 $2.29 Easy Cheese Large Cookies $5.79 $5.49 Ramen Pack Cereal Cup $3.69 $2.00 Beef Jerky Oatmeal Cup $3.69 $2.59 Pringles Cereal Box $2.29 $6.59 Crystal Light Easy Mac Cup $0.55 $2.19 Crunch and Munch Combos $2.69 $1.19 Mrs. Fields Cookie Poptart 2pk $1.50 $1.39 Tic Tac Candy Bar $1.24 $0.89 Cake Mix

6 FINANCIAL PROPOSAL /'l!i FORT HAYS STATE tf/' UNIVERSITY kr..,:--lt'&..e,,g\\br'.l='/·

$3.49 $1.79 Frosting Grab Bags $3.49 $0.99 Chex Mix Doritos $2.29 $2.89 Corn Nuts Tostitos $2.29 $4,27 Animal Crackers Cheetos $2.09 $2.89 Jello Box Sunchips $1.S9 $2.89 Pudding box $3.49 Baked Ruffles Yogurt Trail Mix $3.41 $4.09 Baked Lays Honey Apple Crunch $3.39 $4.29 Funyuns Malt Balls $2.89 $3.69 Fritos $3.49 Chocolate Pretzels Lays $3.49 $2.99 Double Dip Peanuts Ruffles $3.89 $3.39 Bridge Mix California Mix $4.59 $4.29 Yogurt Pretzels

FINANCIAL PROPOSAL 7 © Chartwells Eat· learn· Live

Memorial Union Starbucks:

Tall Grande Venti Starbucks Coffee Menu Caffe Latte $ 2.70 $ 3.25 $ 3.80 Caffe Mocha $ 3.05 $ 3.60 $ 3.90 Flavored Latte $3.25 $3.80 $4.35 White Chocolate Mocha $ 3.05 $ 3.60 $ 3.90 Cappuccino $2.70 $3.25 $3.70 Caramel Macchiato $ 3.20 $ 3.80 $ 4.10 Caffe Americana $ 1.95 $ 2.40 $ 2.70 Brewed Coffee of the Day $ 1.50 $ 2.05 $ 2.25 Tazo Hot Tea $.75 per Tea Bag Iced Tazo Chai Latte $ 3.00 $ 3.50 $ 4.00 Green Tea Latte $ 2.85 $ 3.39 $ 3.65 Iced TazoTea $.75 per Tea Bag Hot Chocolate $ 2.35 $ 2. 70 $ 3.05 Hand Shaken Iced Tea $ 1.55 $ 1.80 $ 2.00 Hand Shaken Iced Tea Lemonade $ 2.40 $ 2.75 $ 3.00

Single Double Espresso $ .75 $ 1.50 Espresso Macchiato $1.55 $ 1.80

Additional Shot or Flavoring $ 0.35 Soy Milk Available Upon Request No Additional Charge

Memorial Union Freshens: Smoothies 21oz $3.89 Smmothies 32oz $4.79 Met-Rx Boost $0.59 Blended Creme $3.79 Milkshake $2.99 Microblast $0.59 Cone Single $1.89 Double $2.99 Cup Single $1.89 Double $3.29

8 FINANCIAL PROPOSAL i~ FORT HAYS STAT§: '(~ UNIVERSITY Fcn=

3 .. Summer Camps Sliding Scale

From To Sliding Scale Rate 226 Above Negotiate 201 225 $10.882 176 200 $11.341 151 175 $11.950 126 150 $12.800 101 125 $14.075 76 100 $16.186 51 75 $20.366 26 50 $32.585 0 25 Negotiate

B. Commissions Structure - Base Proposal 1. Retail Cash Sales 16% Retail Discretionary Flexi Cash Sales 16% 2. Conference 20% Camps 20% 3. Catering- Internal on campus 18% Catering- Internal off campus 18% 4. Catering- External on campus 20% Catering - External off campus 20%

FINANCIAL PROPOSAL 9 9 Chartwells Eat· learn· Uve

C. Outline Financial Equivalencies for any Renovation Plans

The following sliding scale board rates do not include any investment dollars. From To Sliding Scale Rate 925 Above $7.723 910 924 $7.784 895 909 $7 .848 880 894 $7.913 865 879 $7.981 850 864 $8.051 835 849 $8.124 820 834 $8.199 805 819 $8.277 790 804 $8.359 775 789 $8.443 760 774 $8.531 745 759 $8.622 730 744 $8.716 715 729 $8.815 700 714 $8,918 685 699 $9.026 670 684 $9.138 655 669 $9.256 640 654 $9.379 625 639 $9.508

D. Catering Credit Levels Chartwells is proposing to provide an annual total of $50,000 for catering credits. The distribution of these catering credits will be determined by the University.

E. Level of Support for RA, Community Assistants and Hall Directors Chartwells will provide 33 Carte Blanche meal plans for RAs, Community Assistants and Hall Directors

F. Minimum Annual Commission Chartwells is pleased to guarantee $175,000.00 in commissions in year one of the new agreement.

G. Specify other compensation To further our commitment to education and the University Chartwells will commit to a $7,500 annual scholarship to be used at the discretion of the University.

10 FINANCIAL PROPOSAL EXHIBIT C

CJ Chartwells Eat · Learn · Live Central Region Office 1012 Ekslom Drive, Suite 4 Bloominglon, Illinois 61704 Tel: 309 662 9012 wv1v1.eotleornlive.com

To: Kathy Herrman From: Tom Lapp Date: March 1, 2010 Regarding: Responses to questions

Kathy,

Thank you for the opportunity to participate in Fort Hays State University Request for Proposal process and for the opportunity to submit a best and final financial offer. We have chosen to provide a best and final offer to each of the proposals we submitted to the University.

Option 1:

Changing the amortization from eight to five years, while maintaining the initially submitted cost to the University we reduced our investment amount from $1,400,000 to $1,100,000, setting the amortization for this investment to a five-year period beginning July 1, 2010.

Our recommended renovations with the $1,100,000 investment would consist of the following:

• A comprehensive McMindes renovation which includes the following areas: Open Range, Take It All In, Heat Wave, Taste for Adventure, Earthwhile Endeavors, Make the Cut, Sweet Spot and myliving Room and the Beautiful Stretch Hearthstone open flamed pizza area. We would relocate the Waves of Grain and Very Cool beverage area to an area that would not require as much capital.

• In the Memorial Union recommended renovations would include the enhancement of the Pizza Hut with inclusion of Wing Street, upgrading the Tiger Market area with a rotisserie oven and the introduction of Smashers in place of Coyote Jack's.

• In Chuck's Place we would recommend introducing the Outtakes modular dining program. When the Chuck's Place space goes off-line this equipment can be moved and utilized in the McMindes lobby.

If this option were selected, Chartwells will provide a Seventy Five Thousand Dollar ($75,000) unrestricted gift to the University.

The Charti.vells Promise Nourishing students is not only our business; it is our commitment to the communities in which we serve·. ~\...:¾-' This product is created from Chartwe/1s is a diverse family of dedicated food and nutrition specialists serving the academic community. post consumer paper We deliver customized solutions that benefit our partners through innovative programs. Option 2:

Chartwells proposed to replace our infusion of capital with a commission schedule which we believe will generate over the five year agreement in excess of $2.1 million. We are confident that our sales growth, driven by the resident population and our renewed focus on growth of the retail and off campus business will generate a commission flow lo fund the renovations we've proposed.

• In year one Chartwells will guarantee $350,000 in commissions.

• In years two, three, four and five Chartwells will guarantee the following annual commissions: $275,000 in year 2; $300,000 in year 3; $300,000 in year 4 and $300,000 in year 5. These guaranteed commissions will be in addition lo the commissions generated by our business performance that was outlined in our proposal.

• The University would use these commissions lo fund the amortization of the renovations as we have outlined in our proposal allowing Chartwells to increase the business. The guaranteed commissions will be prepaid each July 1.

If this option were selected, Chartwells will provide a Seventy Five Thousand Dollar ($75,000) unrestricted gift to the University.

Option 3:

Our initial proposal outlined an investment of One Million Four Hundred Thousand Dollars amortized over an eight year period. This investment would address all areas the campus dining venues in their entirety as illustrated in our proposal submitted on January 14, 2010.

If this option were selected, Chartwells will provide a One Hundred Fifty Thousand Dollar ($150,000) unrestricted gift to the University.

Please note that the daily rate to the University remains the same for all of the options described above, maintaining the same cost lo the University regardless of the option selected.

In addition to the financial packages listed above our assurances and more importantly our guarantees of operational excellence, flexibility and delivering a change in culture are firmly in place along with these financial options.

Again, we thank you for the opportunity to participate in the Fort Hays State University Request for Proposal process and will look forward to hearing from you soon.

Thanks,

Tom Lapp

The Chartwells Promise Nourishing students is not only our business; ft is our commitment to the communities in whfch we serve.

This product is creeled from Chartwe/fs is a diverse family of dedicated food and nutrition specialists serving tile academic community. post consumer paper We deliver customized so!ulfons that benefit our partners throug/J innovative programs. EXHIBIT D

Fw: Questions/Clarifications Tisa A Mason to: l

----- Forwarded by Tisa A Mason/FHSU on 03/19/201 0 09:36 AM -----

From: "Eusebio, Dan" To: "[email protected]" Cc: "Lapp, Tom" Date: 03/18/2010 05:15 PM ~Subject: RE: Questions/Clarifications

Tisa,

Our response was based on a maximum of 30 children in the Tiger Tots program based on the information in the RFP.

If we were to reduce the average daily count to 24 the daily rate for lunch only would be $1.74 and the daily rate for a snack and lunch would be$2.37.

Please do not hesitate to contact me if you have any further questions.

Regards,

Dan

Daniel J. Eusebio District Manager Chartwells Higher Education cell (402) 216.4798 fax (402) 939.0340

~ Before printing, consider the environment

From: [email protected] [mailto:[email protected]] Sent: Thursday, March 18, 2010 12:38 PM To: Lapp, Tom Cc: Eusebio, Dan; [email protected]; [email protected]; [email protected]; Henning, Stuart Subject: Re: Questions/Clarifications

Tom,

Our Tiger Tots is only licensed for 24 students - can you give me a price for based on 20-24? Thanks, Tisa

Fro "Lapp, Tom" m: To: "[email protected]" Cc: "Henning, Stuart" , "[email protected]" , "[email protected]" , "[email protected]" , "Eusebio, Dan" Date03/18/2010 11 :45 AM

Subj Re: Questions/Clarifications ect:

Kathy:

Thanks for the note. In the attached please find our responses to the questions you sent yesterday. If you have any questions please let me know.

Thanks,

On 3/17/10 1:33 PM, 11 [email protected] 11 wrote:

Torn, would you please respond to the following questions by tomorrow, Thursday, March 18, at 4:30 p.m.

1. How many serving days did you use to calculate the $9.09 rate?

2. For the Tiger Tots Nurtury Center1 please provide a price for lunch only and a price for lunch and one (1) snack.

3. Please clarify how commissions will be calculated on Flexi Cash related to the board plan.

4. Please clarify how commissions will be calculated on Flexi Cash not related to the board plan.

Thank you.

Kathy Herrman Fort Hays State University Purchasing Office phone: 785-628-4251 fax: 785-628-4046

Tom Lapp Regional Development I Chartwells I Central Region I Voice: 507 291 0942 I Data: 704 295 5863

DISCLAIMER Important! This message is intended for the above named person(s) only and is CONFIDENTIAL AND PROPRIETARY. If you are not the intended recipient of this e-mail and have received it in error, please immediately notify the sender by return email and then delete it from your mailbox. This message may be protected by the attorney-client privilege and/or work product doctrine. Accessing, copying, disseminating or re-using any of the information contained in this e-mail by anyone other than the intended recipient is strictly prohibited. Finally, you should check this email and any attachments for the presence of viruses, as the sender accepts no liability for any damage caused by any virus transmitted by this email." Thank you.

[attachment "Responses 318.docx" deleted by Tisa A Mason/FHSU]

DISCLAIMER Important! This message is intended for the above named person(s) only and is CONFIDENTIAL AND PROPRIETARY. If you are not the intended recipient of this e-mail and have received it in error, please immediately notify the sender by return email and then delete it from your mailbox. This message may be protected by the attorney-client privilege and/or work product doctrine. Accessing, copying, disseminating or re-using any of the infmmation contained in this e-mail by anyone other than the intended recipient is strictly prohibited. Finally, you should check this email and any attachments for the presence of viruses, as the sender accepts no liability for any damage caused by any virus transmitted by this email. Thank you. EXHIBIT E

Chartwells Presentation Follow Up Lapp, Tom to: [email protected], [email protected] 02/12/2010 03:31 PM Cc: "Eusebio, Dan" History: This message has been replied to and forwarded.

Kathy:

Thank you for the opportunity to present our vision for the future of the Fort Hays State University dining program. The meetings with the RFP Committee, Architects and Concessions were very beneficial. As a follow up to the discussion on summer conference and group rates, we offered to price the conference and groups with one daily rate. For the 2010 summer season, ·we are offering a rate of $12.95 per person per day.

Additionally, there was also dialogue regarding the eight-year amortization schedule we proposed and the Committee's desire for a five-year amortization schedule. We will have an adjusted amortization schedule, reducing from eight-years tO five-years, by the end of business on Monday.

If you have any questions regarding the rate above or any other need any additional information please let me know. Thanks again for the opportunity to present yesterday.

Regards,

Tom Lapp Regional Development I Chartwells I Central Region I Voice: 507 291 0942 I Data: 704 295 5863

DISCLAIMER Important! This message is intended for the above named person(s) only and is CONFIDENTIAL AND PROPRIETARY. If you are not the intended recipient of this e-mail and have received it in error, please immediately notify the sender by return email and then delete it from your mailbox. This message may be protected by the attorney-client privilege and/or work product doctrine. Accessing, copying, disseminating or re-using any of the information contained in this e-mail by anyone other than the intended recipient is strictly prohibited. Finally, you should check this email and any attachments for the presence of viruses, as the sender accepts no liability for any damage caused by any virus transmitted by this email. Thank you. EXHIBIT F c_:) Chartwells Eat · Learn · Live Central Region

1012 Ekslam Drive, Suite 4 Bloomingfon, Illinois 61704 Tel: 309 662 9012 w..wt.eol!eornlive.com To: Kathy Herrman From: Tom Lapp Date: February 5, 2010 Regarding: Responses to questions

Kathy,

In the following please find the responses to the questions sent via email on Monday February t 1s . If you require any further clarification or explanation on these questions please let me know.

1. On page 53 of the Resident Dining Program section of the technical proposal, The Silver Advantage, you reference accessing McMindes up to seven times per week and in the next section ten meals. Which is correct, seven or ten? If seven is correct, give us examples of other university's with seven meal plans?

i. The Silver Advantage Plan will offer seven residential meals per week in McMindes and $600 Flex Dollars that may be used at any Forl Hays State University campus dining location. We currently offer the seven-meal plan at both Winona State University and Saint Mary's University of Minnesota. This plan was designed for students who want the comforl and interaction of one meal per day in McMindes while at the same time having the flexibility of a higher number of Flex dollars which may used in any campus retail outlet.

2. Do you have local staff with the necessary expertise to accommodate the marketing plan presented in your proposal? Please provide more details.

i. Experlise and execution of the marketing strategies that we presented in our proposal are critical to the future success of our dining program. Adam McMille1; our interim and proposed Director of Dining Services, possesses great experlise in this area. Throughout his career Adam has demonstrated a comprehensive understanding of marketing strategies through successfully developing and implementing marketing programs.. To suppo1t Adam in implementing these initiativesLMatthew Pray, the District Marketing Champion based at Kansas State University will provide continuous on site marketing supporl through communication avenues, plans and promotions to continually improve our program.

The Chartwells Promise Nourishing students is not only our business; it is our commitment to the communities in whic{1 we serve. _,.. ,r-, Chartwells is a diverse family of dedicated food and nutrition specialists serving the academic community. This product is created from , COMPASS post consumer paper We deliver customized solutions that benefit our partners through innovative programs. C I! 0 ti I" Further support of our marketing goals will be provided by Ann Wick, Campus Marketing Manager, Whitewater, Wisconsin. Ann will visit the campus at least twice a semester to provide guidance and mentorship to Adam and Matthew assuring we are on track to accomplish the goals and objectives established with the University. These multiple day visits will focus on communicating and advertising strategies as well as new tactics for future growth.

3. In the financial proposal, Chartwells propose_d an investment of $1.4 million over a two year period which will be used for renovation. In the Timeline section of the technical proposal, you proposed to have renovated facilities 100% implemented before the beginning of Fall 2010. Please provide a break out of the $1.4 million and explain what the statement 'over a two year period' means.

i. Our investment will be staged in two phases: $800,000 in 2010 and $600,000 in 2011. A breakout of the investment and timing for the renovations is below:

Year1 Year 2 Total McMindes Servery $725,000 $725,000 Breakfast Area $22,500 $22,500 Tables I Chairs $70,000 $70,000 Woodstone $350,000 $350,000 Chucks Place $22,500 $22,500 McMindes Lobby $22,500 $22,500 Memorial Union Freshens $142,500 $142,500 Food Court $5,000 $5,000 Smashers $15,000 $15,000 Pizza Hut/ Wing Street $25,000 $25,000 $800,000 $600,000 $1,400,000

4. For the Meal Plan Sliding Scale Rates, why is there only one single sliding scale rate versus one for each plan which we are used to seeing?

i. The single rate in our original proposal incorporated all the meal plans into one combined rate on the sliding scale. We have revised the sliding scale to reflect the format that the University has been accustomed to. You will find this in the file "Combined Scale.xis."

5. Referring to the Summer Camps Sliding Scale in the financial proposal, is this a rate per camp or a total for the summer?

i. This represents a daily rate based on the total number of participants for all camps on any given day.

The Chartwells Promise Nourishing students is not only our business; ii is our commitment to the communities in which l','B se1ve. Charlwe/1s a diverse family of dedicated food and nutrition specialists serving the academic community. This product is created from is post consumer paper We deliver customized solutions that benefit our partners through innovative programs. n I{ tit; I" 6. How are commissions calculated? Please provide the equation.

i. Commissions are calculated on a percentage of each revenue source:

a. All Cash Sales - 16% (cash sales in McMindes, all Outtakes locations, and all locations at the Memorial Union).

b. F!exi Cash Declining Balance - 16% (F/exi Cash sales generated at any location on campus).

c. Internal Catering - 18% (Any FSHU catering events on campus and off campus).

d. External Catering- 20% (Any community catering events on campus and off campus).

e. Concessions - 22% of all concession sales.

ii. The file named "Commissions Calculations.xis" illustrates the sales generated from each commissionab/e revenue source and the accompanying commissionab!e amount.

7. Chartwells guarantees $175,000 in commissions in year one only, correct?

i. This is correct, the $175,000 commission guarantee is for year one only.

8. With limited classes on campus during the summer, what hours do you plan to offer in the Memorial Union? Clarify what options will be available in the Union.

i. The dining program is an imporlant patt of the Union during the summer months. Chattwells has planned to have opened to staff and visitors of the campus the following venues in the Memorial Union.

a. Grab and Go - Monday to Friday 9 AM to 5PM b. Tiger Food Courl - Monday to Friday 11 AM to 2 PM - all dining platforms will be open in the Market c. Mondos - Monday to Friday 11 AM to 2 PM

ii. If there are groups or planned large numbers of visitors to the Union Charlwells will work with the Memorial Union leadership to accommodate those customers.

The Chartwe!ls Promise ~ Nourishing students is not only our business; it is our commitment to the communities in which we serve. e:-.! This prod(JCf is created from Chartwe/fs is a diverse family of dedicated food and nufdtion specialists serving fhe academic community. ; COMPASS post consumer paper We deliver customized solutions that benefit our partners through innovative programs. (; It ll lJ I" Fort Hays State University Commission Calculations

Cash> 16% Declining Balance> 16% Catering-Internal > 18% Catering-External> 20% Conference> 20% Concession > 22%

IMcMindes Proposed Sales Commissions Cash $4,436 16.00% $710 Outtakes $5,000 16.00% $800 Chucks Place Outtakes $3,500 16.00% $560

IMemorial Union Outtakes Proposed Sales Commissions Cash $40,000 16.00% $6,400 Declining Balance Flexi Cash $20,831 16.00% $3,893

Memorial Union Mondos Proposed Sales Commissions Cash $25,000 16.00% $4,000 Declining Balance Flexi Cash $37,349 16.00% $5,976

IMemorial Union Tiger Market Proposed Sales Commissions Cash $389,010 16.00% $62,242 Declining Balance Flexi Cash $6,476 16.00% $1,036 Catering-Internal $267,787 18.00% $53,022 Catering-External $55,400 20.00% $11,080 jcancessions Proposed Sales Commissions Cash $86,623 22.00% $19,057

Total Commissionable Sales Proposed Sales Commissions Cash $553,569 $92,409 Flexi Cash $64,656 $10,905 Internal Catering $267,787 $53,022 External Catering $55,400 $11,080 $941,412 $167,416

To continue our support of the University, Chartwells Is pleased to present a guarantee of $175,000 in commissions for the 2010 - 2011 academic year EXHIBITG

RESPONSIBILITY SUMMARY

CHARTWELLS CLIENT

SECTION I. FOOD

Food Purchasing X Processing of Invoices X Payment of Invoices X

SECTION 2. NON-MANAGEMENT LABOR

Payment of regular full-time salaries X Payment of student (pait-time) salaries X Payment of sick leave pay earned after Chartwells starts services X Payment of holiday pay X Payroll taxes X Fringe benefits and insurance X Preparation of payroll X Processing of payroll X Training and development cost X

SECTION 3. MANAGEMENT

Salaries X Taxes, fringe benefits and insurance X District and regional management costs X Management relocation X

SECTION 4. ADDITIONAL ITEMS

Telephone local X Telephone long distance X Removal of trash and garbage from kitchen X Payment for the removal of h·ash and garbage from Premises X Depreciation of equipment and investment X Replacement of china, glass, flatware X Initial inventory of dishes, silverware, and other foodservice equipment X Replacements of expendable equipment (pots, pans, etc.) X Repair to infrastn1chire (vents to outside, gas line) X Cost of repairing equipment X X Fire insurance X Products and public liability insurance X Gas and electric utilities metered to foodservice X EXHIBITG

RESPONSIBILITY SUMJVIARY

CHARTWELLS CLIENT

SECTIONS. SUPPLIES

Detergent X Paper supplies X Postage X Taxes/licenses X Pest control X Laundry X Unifonns X Menu paper X

SECTION 6. SALES AND USE TAX

Sales & Use Tax on cash sales and purchases from Service vendor X Sales & Use Tax on Board Plan and declining balance X

SECTION 7. CLEANING

Equipment and hoods within m1ns reach X Vent from hoods to outside X Floors X Walls X X Ceilings and fans X Light Fixtures X Tables and Chairs X Locker Rooms (foodservice associates) X Public Restrooms X

SECTIONS, SERVICES

Bussing of dishes from tables in cafeteria, i.e., Self-bussing X Banking receipts X EXHIBIT H

Chartwells Eat · Learn · Live John M. Cautillo 3 International Drive Chief Financial Officer Rye Brook, NY 10573-1058 Tel: 914.935.5342 Fax: 704.295.5948 Mobile: 203.482.4688

February 15, 2010

Dr. Tisa Mason Vice President for Student Affairs Fort Hays University 208 Sheridan Hall, 600 Park Street Hays, KS 67601

Dear Dr. Mason:

It was a great pleasure to meet you and your colleagues last week at our presentation. Our sense is that we answered your questions, but should there be any unresolved or new issues; please do not hesitate to contact me directly.

During the presentation and after reading the comment cards, it is apparent that several members of the audience are concerned about Chartwells' ability to deliver on the promises that were presented and to deliver a consistent quality program. • I want to personally assure you that we are committed to delivering the renovations and program enhancements as proposed and to that end, we will add to our contract if we are the partner of choice, a quality matrix with benchmarks that we will jointly establish with penalties should we not meet or exceed those benchmarks.

I hope that this added contract feature will be enough to prove that we value our partnership with Fort Hays State University.

On behalf of the Chartwells Team, we look forward to hearing back from you in the near future.

Sincerely yours, ~- ~-~ SJih~~Cadtillo Chief Financial Officer

Cc: Steven Sweeney Stuart Henning Dan Eusebio

eJ.. JMC/ar 1 COMPASS , GROUP A Member of the Cornp:m Group" ~? i~-'!i FORT HAYS STATE 18'' UNIVERSITY Forward thinking. World ready.

ADDENDUM

October 7, 201 0

Addendum Number: 1

Contract Number: 10008

Item: Food Services

Agency: Fort Hays State University Location(s): Hays, Kansas Web Address: http://www.fhsu.edu/purchasing/bids/ Telephone: 785-628-4251 E-Mail Address: [email protected]

Term of Contract: June 1, 2010 to May 31, 2018

Contractor: Compass Group USA, Inc., by and through its Chartwells Division 2400 Yorkmont Road Charlotte, NC 28217 Contact: Steven M. Sweeney, President & CEO Telephone: 914-935-5300 Fax: 914-935-5550 FEIN: 56-1874931

1012 Ekstam Drive, Suite 4 Bloomington, IL 61704 Contact: Dan Eusebio, District General Manager Telephone: 402-216-4798 E-Mail: [email protected]

Conditions:

For the benefit of the vendor, Amendment Number One (1) provides different contract wording related to the upfront cash payment. AMENDMENT NUMBER ONE TO FOOD SERVICES AGREEMENT

This Amendment Number One to Food Services Agreement effective September I, 2010, is between Fort Hays State University ("Client") and Compass Group USA, Inc. by and through its Chartwells Division ("Chartwells") ( collectively the "Parties").

WHEREAS, Client and Chartwells are parties to that certain Food Services Agreement dated June I, 20 IO (the "Agreement"), pursuant to which Chmiwells provides food services at Client's premises; and

WHEREAS, the Pmiies now desire to amend the Agreement;

NOW, THEREFORE, in consideration of the promises contained herein and for other good and valuable consideration, the Pmiies agree as follows:

I. Definitions. All capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement.

2. Amendment of Section 21. Section 21 of the Agreement is amended to delete the text of Paragraph D, subparagraph I) and replace it with the following:

I) Best and Final Financial Offer Option 3, which includes Unrestricted Signing Bonus of$150,000, letter dated March I, 2010 (Exhibit C);

3. Amendment of Exhibit A, Section E: The text of Exhibit A, Section E is deleted and replaced with the following:

Chartwells will provide an unrestricted signing bonus to Client in the amount of $150,000 within 30 days of the execution of this Agreement (the "Unrestricted Payment").

4. Amendment of Exhibit C. Option C set f01ih in Exhibit C is amended to delete the second paragraph and replace it with the following:

If this option were selected, ChmiWells will provide a One Hundred Fifty Thousand Dollar ($150,000) signing bonus to the University.

5. Confirmation and Integration. Except as expressly amended by this Amendment, the patiies hereby confirm and ratify the Agreement in its entirety. The Agreement, as amended hereby, constitutes the entire agreement between the patiies and their predecessors petiaining to the subject matter of the Agreement, as so amended, and supersedes all prior and contemporaneous agreements and understandings of the parties and their predecessors in connection therewith.

1 6. Counterparts. This Amendment may be executed in any number of counterparts, each of which shall constitute an original and all of which together shall constitute but one and the same original document.

7. Headings. The section headings herein are for convenience only and do not define, limit or construe the contents of such sections.

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be signed by their duly authorized officers, all done the day and year first above written.

FORT HAYS STATE UNIVERSITY COMP ASS GROUP USA, INC. by and tluough it . hattwells Division

By: By:

Name: __1'1~~~~~------Its: VP Administration &••,Finance Its: President & CEO Date: 10-7-10 Date: 9/29/10

Approved as to Form Fort Hays State University General Counsel

2 FORT HAYS STATE UNIVERSITY Forward thinking. World ready.

ADDENDUM

February 1, 2011

Addendum Number: 2

Contract Number: 10008

Item: Food Services

Agency: Fort Hays State University Location(s): Hays, Kansas Web Address: http://www.fhsu.edu/purchasing/bids/ Telephone: 785-628-4251 E-Mail Address: [email protected]

Term of Contract: June 1, 2010 to May 31, 2018

Contractor: Compass Group USA, Inc., by and through its Chartwells Division 2400 Yorkmont Road Charlotte, NC 28217 Contact: Steven M. Sweeney, President & CEO Telephone: 914-935-5300 Fax: 914-935-5550 FEIN: 56-1874931

1012 Ekstam Drive, Suite 4 Bloomington, IL 61704 Contact: Dan Eusebio, District General Manager Telephone: 402-216-4798 E-Mail: [email protected]

Conditions:

The Meal Rates for Academic Year 2011 - 2012 are located on pages 2- 5 of Addendum 2, referencing Exhibit A, Section B. Meal Plans, Casual Meal Rates and Conference Rates. AMENDMENT NUMBER TWO TO FOOD SERVICES AGREEMENT

This Amendment Number Two to Food Services Agreement effective December 14, 2010, is between Fort Hays State University ("Client") and Compass Group USA, Inc. by and through its Chartwells Division ("Chartwells") (collectively the "Parties").

WHEREAS, Client and Chartwells are parties to that certain Food Services Agreement dated June 1, 2010, as amended by that certain Amendment Number One to Food Services Agreement effective September 1, 2010 (the "Agreement"), pursuant to which Chartwells provides food services at Client's premises; and

WHEREAS, the Parties now desire to amend the Agreement;

NOW, THEREFORE, in consideration of the promises contained herein and for other good and valuable consideration, the Parties agree as follows:

1 . Definitions. All capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement.

2. Amendment of Exhibit A, Section B. The Agreement is amended to delete Exhibit A, Section B and replace and replace it with the following:

B. Meal Plans, Casual Meal Rates and Conference Rates

The number of Board plan feeding days per month and for the total academic year will be decided upon prior to the beginning of the academic year. If there is a reduction in the number of Board days, Chartwells will be allowed to increase the daily rates to cover its fixed operating costs. Client shall pay Chartwells the following daily reimbursements for each meal plan participant.

Academic year: 2011 - 2012

All Plans From To Sliding Scale Rate 925 Above $8.370 910 924 $8.440 895 909 $8.512 880 894 $8.587 865 879 $8.664 850 864 $8.744 835 849 $8.862 820 834 $8.912 805 819 $9.001 790 804 $9.094 Continued From To Sliding Scale Rate 775 789 $9.189 760 774 $9.289 745 759 $9.393 730 744 $9.501 715 729 $9.613 700 714 $9.730 685 699 $9.853 670 684 $9.981 655 669 $10.115 640 654 $10.255 625 639 $10.402

Client shall pay Chartwells the following reimbursements for casual meal sales:

Academic year: 2011 - 2012 Meal Charge

Breakfast $5.55 Lunch $7.70 Dinner $8.65 Premium $9.00

Client shall pay Chartwells the following reimbursements for conference meal sales (which are subject to commissions as provided herein).

Academic year: 2011 - 2012 Meal Charge Daily Rate $13.39

Client shall pay Chartwells the following reimbursements for Tiger Tots Nursery Center sales:

Academic year: 2011 - 2012 Meal Charge

Lunch Only $1.80 Lunch and Snack $2.45 Lunch and 2 Daily Snacks $3.10

Board rates and prices for other Products and Services will increase in each subsequent year by an amount to be negotiated, which shall be not less than the greater of the increase in the Employment Cost Index, Private Industry, Compensation, Not Seasonally Adjusted - CIU2010000000000A ("ECI") or the U.S. Bureau of Labor Statistics: Chained Consumer Price Index for All Urban Consumers (C-CPI-U); Series ID, SUUR000OSEFV; Not Seasonally Adjusted; Area, U.S. city average; Item, Food away from home; Base Period, DECEMBER 1999=100 Under this Contract, the percentage change in applicable Index shall be calculated as follows: the Index value for July of the preceding calendar year shall be subtracted from the Index value for July of the current calendar year and the resulting difference shall be divided by the earlier of the two July Index values. The resulting amount shall be considered the decimal equivalent of the minimum percentage change allowable under this Agreement. It is further agreed that with respect to national brands, pricing will be competitive with prices available in the community outside Client's campus, and price adjustments to such items will be permitted during the academic year.

Chartwells will meet with Client each Agreement Year to review changes to product pricing. Contractor shall furnish figures during August of the current fiscal year for pricing changes for the following fiscal year to substantiate any claim for increase. All other increases above the minimum will be negotiated.

Chartwells shall bill Client on a weekly basis for all reimbursable meals. Client shall remit to Chartwells the aggregate reimbursement within thirty (30) days of receipt of the billing.

3. Confirmation and Integration. Except as expressly amended by this Amendment, the parties hereby confirm and ratify the Agreement in its entirety. The Agreement, as amended hereby, constitutes the entire agreement between the parties and their predecessors pertaining to the subject matter of the Agreement, as so amended, and supersedes all prior and contemporaneous agreements and understandings of the parties and their predecessors in connection therewith.

4. Counterparts. This Amendment may be executed in any number of counterparts, each of which shall constitute an original and all of which together shall constitute but one and the same original document.

5. Headings. The section headings herein are for convenience only and do not define, limit or construe the contents of such sections.

EXECUTION PAGE FOLLOWS IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be signed by their duly authorized officers, all done the day and year first above written.

COMPASS GROUP USA, INC. by and FORT HAYS@S~,~NIVERSITY through its rtwells Divisio / ...... Af' . By: ) . / By: Name: Mike03amet Na eney Its: VP for Administration & Finance Its: President & CEO Date: 3 /J

ADDENDUM

July 7, 2011

Addendum Number: 3

Contract Number: 10008

Item: Food Services

Agency: Fort Hays State University Location(s): Hays, Kansas Web Address: http://www.fhsu.edu/purchasing/bids/ Telephone: 785-628-4251 E-Mail Address: [email protected]

Term of Contract: June 1, 2010 to May 31, 2020 (as amended herein)

Contractor: Compass Group USA, Inc., by and through its Chartwells Division 2400 Yorkmont Road Charlotte, NC 28217 Contact: Steven M. Sweeney, President & CEO Telephone: 914-935-5300 Fax: 914-935-5550 FEIN: 56-1874931

1012 Ekstam Drive, Suite 4 Bloomington, IL 61704 Contact: Dan Eusebio, District General Manager Telephone: 402-216-4798 E-Mail: [email protected]

Conditions:

• Chartwells will add Starbucks to the overall plan for the food operation of the Memorial Union.

• The contract has been extended to May 31, 2020. FHSU Contract 10008 Food Services Page 2

AMENDMENT NUMBER THREE TO FOOD SERVICES AGREEMENT

This Amendment Number Three to Food Services Agreement effective July 7, 2011, is between Fort Hays State University ("Client") and Compass Group USA, Inc. by and through its Chartwells Division ("Chartwells") (collectively the "Parties").

WHEREAS, Client and Chartwells are parties to that certain Food Services Agreement dated June 1, 2010, as amended by that certain Amendment Number One to Food Services Agreement effective September 1, 2010, and as amended by Amendment Number Two to Food Services Agreement dated December 14, 2010 (collectively, the "Agreement") pursuant to which Chartwells provides food services at Client's premises; and

WHEREAS, the Parties now desire to amend the Agreement;

NOW, THEREFORE, in consideration of the promises contained herein and for other good and valuable consideration, the Parties agree as follows:

1. Definitions. All capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement.

2. The Agreement is amended to add the following:

As per discussion between Chartwells and Fort Hays State University in relation to the addition of the Starbucks to the Memorial Union details are described as:

• Section 2.A of the Agreement is amended to extend the Term of the Agreement for two additional years, and thus the Agreement will now expire on May 31, 2020.

• In consideration of extension of the Term, Exhibit A, Section D of the Agreement is amended to delete the text of such Section and replace it with the following: o Pursuant to the Agreement, Chartwells previously invested the sum of $1,400,000 to fund certain improvements to the Client's premises (the "Original investment"). As of May 31, 2011, the remaining balance of the Original Investment is $1,340,587. Chartwells will amortize the remaining balance of the Original Investment over 109 months from June 2011 through May 2020 on a straight line basis. Client shall hold title to items funded by the Original Investment. If the Agreement expires or is terminated for any reason prior to the full amortization of the Original Investment, the Client is liable for and promises to pay to Chartwells the unamortized portion of the Original Investment immediately upon termination or expiration of the Agreement. o Chartwells will fund an additional capital investment in the sum of $350,000 ("2011 Additional Investment"). The renovations to be funded with the 2011 Additional Investment are planned to be completed by August 2011. Any unspent Investment funds will be paid directly to the client. The 2011 Additional Investment shall be amortized over a period of 105 months from October 2011 through May 2020, calculated on a FHSU Contract 10008 Food Services Page 3

straight-line basis. Client shall hold title to items funded by the 2011 Additional Investment. If the Agreement expires or is terminated for any reason prior to the full amortization of the 2011 Additional Investment, Client is liable for and promises to pay Chartwells the unamortized portion of the 2011 Additional Investment immediately upon termination or expiration.

• All other conditions of contract remain as amended. Future amendments will be discussed and negotiated during the annual negotiation of changes in board rates and other terms.

3. Confirmation and Integration. Except as expressly amended by this Amendment, the parties hereby confirm and ratify the Agreement in its entirety. The Agreement, as amended hereby, constitutes the entire agreement between the parties and their predecessors pertaining to the subject matter of the Agreement, as so amended, and supersedes all prior and contemporaneous agreements and understandings of the parties and their predecessors in connection therewith.

4. Counterparts. This Amendment may be executed in any number of counterparts, each of which shall constitute an original and all of which together shall constitute but one and the same original document.

5. Headings. The section headings herein are for convenience only and do not define, limit or construe the contents of such sections.

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be signed by their duly authorized officers, all done the day and year first above written.

FORTH~-&'f UNIVERSITY COMPASS GROUP USA, INC. by and through its Cha eJls Division

By: By:

Name: "'M,.,,ik=~:'::':::------Name:======'----- lts: VP for Administration & Finance Its: President & CEO Date: c;;; I 30 / 1\ Date: 8/23/11 r I

Approved as to Form Fort Hays State University 17 General Counsel /.<1.-;1;;1. )l~;,,r;;...t#1 l:/,Y 7J' //0.f FHSU Contract 10008 Food Services Page 1

FORT HAYS STATE UNIVERSITY Forward thinking. World ready.

ADDENDUM

October 21, 2011

Addendum Number: 4

Contract Number: 10008

Item: Food Services

Agency: Fo1i Hays State University Location(s): Hays, l

Term of Contract: June 1, 2010 to May 31, 2020

Contractor: Compass Group USA, Inc., by and through its Chartwells Division 2400 Yorkman! Road Charlotte, NC 28217 Contact: Steven M. Sweeney, President & CEO Telephone: 914-935-5300 Fax: 914-935-5550 FEIN: 56-1874931

1012 Ekstam Drive, Suite 4 Bloomington, IL 61704 Contact: Dan Eusebio, District General Manager Telephone: 402-216-4798 E-Mail: [email protected]

Conditions:

o Retail price increases are in effect September 1, 2011. Reference Exhibit B, Section A. 2. Retail Price and Po1iion of the original contract award. FHSU Contract 10008 Food Services Page 2

AMENDMENT NUMBER FOUR TO FOOD SERVICES AGREEMENT

This Amendment Number Four to Food Services Agreement effective September 1, 2011, is between Fort Hays State University ("Client") and Compass Group USA, Inc. by and through its Chartwells Division ("Chartwells") (collectively the "Parties").

WHEREAS, Client and Chartwells are parties to that certain Food Services Agreement dated June 1, 2010, as amended by that certain Amendment Number One to Food Services Agreement effective September 1, 2010, as amended by Amendment Number Two to Food Services Agreement dated December 14, 2010, and as amended by Amendment Number Three to Food Services Agreement dated July 7, 2011 (collectively, the "Agreement") pursuant to which Chartwells provides food services at Client's premises; and

WHEREAS, the Parties now desire to amend the Agreement;

NOW, THEREFORE, in consideration of the promises contained herein and for other good and valuable consideration, the Parties agree as follows:

1. Definitions. All capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement.

2. Amendment of Exhibit B, Section A.2. Effective as of September 1, 2011, Exhibit B, Section A.2 of the Agreement is amended to delete the Retail Price and Portion guide set forth therein and replace it with the following Retail Price and Portion list:

Retail Product Description Price Coyote Jacks 1/4Ib Hamburger $2.76 1/4 Cheddar Burger $3.07 1/4 Bacon Cheddar Burger $4.00 1/4 Double Hamburger $3.85 1/4 Double Cheddar Burger $4.39 1/4 Double Cheddar Bacon Burger $4.91 1/4 Burger FF & Drink $5.17 1/4 Burger OR & Drink $5.17 1/4 Cheddar Burger FF& Drink $5.43 1/4 Cheddar Burger OR & Drinl< $5.43 1/4 Bacon Cheddar Burger FF & Drink $6.05 1/4 Bacon Cheddar Burger OR & Drink $6.05 1/4 Double Burger FF & Drink $6.15 1 /4 Double Burger OR & Drink $6.15 1/4 Double Cheddar Burger FF & Drink $6.46 1/4 Double Cheddar Burger OR & Drink $6.46 FHSU Contract 10008 Food Services Page 3

1/4 Double Bacon Cheddar Burger FF & Drink $7.19 1/4 Double Bacon Cheddar Burger OR & Drink $7.19 Garden Burger $4.07 Double Garden Burger $6.13 Garden Burger FF & Drink $5.77 Garden Burger OR & Drink $5.77 Double Garden Burger FF & Drink $8.39 Double Garden Burger OR & Drink $8.39 Grilled Chicken Sandwich $3.98 Grilled Chicken FF & Drink $6.20 Grilled Chicken OR & Drink $6.20 French Fries $1.84 Onion Rings $2.45 Chicken Tenders $3.89 Patty Melt $4.08 Patty Melt combo $6.15 16 oz soda $0.84 24 oz soda $1.00 32 oz soda $1.26 Mondos 6" All American $4.76 6" Very Veggie $4.76 6" Ham & Swiss $4.76 6" Turkey Sub $4.76 6" Classy Italian $4.76 6" Tuna Salad $4.76 Chicken Caesar Wrap $4.76 6" Roast Beef $4.76 6" Balboa $4.76 6" Beef Fajita $4.76 6" Chicken Fajita $4.76 6" Meatball Sub $4.76 6" Chicken Philly $4.76 6" Philly Steal< $4.76 12" All American $7.07 12" Very Veggie $7.07 12" Ham & Swiss $7.07 12" Turkey Sub $7.07 12" Classy Italian $7.07 12" Tuna Salad $7.07 i 2" Roast Beef $7.07 FHSU Contract 10008 Food Services Page 4

12" Balboa $7.07 12" Beef Fajita $7.07 12" Chicken Fajita $7.07 12" Meatball Sub $7.07 12" Chicken Philly $7.07 12" Philly Steak $7.07 Double Meat $0.88 Add Bacon $0.88 Chips $1.14 Cookies $1.29 Pasta Salad $1.14 Potato Salad $1.14 Cole Slaw $1.14 6" Combo $2.07 Grab N Go Chips $1.12 Large Jerky $6.48 Small Cashew $1.07 Life Savers $0.82 Certs $0.82 Pint Milk $1.53 1 cookie $0.51 3 Cookie $1.43 Cinnamon Roll $1.28 Scone $0.87 Large Candy Bar $1.53 Brownie $1.07 Bagel $1.22 Cream Cheese $0.51 Fruit Cup $2.40 Fruit Parfait $4.03 Chicken Salad $3.83 Veggie Tray $3.57 Pop Tarts $1.28 Pepsi Gatorade $1.91 20 oz Water $1.55 20 oz Pop $1.55 Large Frap $3.36 Small Frap $2.59 Glass Tea $1.91 G2 $2.17 Life Water $1.91 FHSU Contract 10008 Food Services Page 5

Bottle Juice $2.02 Large Energy Drink $3.72 Regular Energy Orin!< $2.84 SB Double Shot (LG) $2.84 SB Double Shot (SM) $2.17 Pizza Hut PPP Cheese $3.93 PPP Pepperoni $4.24 PPP Supreme $4.50 Breadsticks $2.12 Cinnamon Sticks $1.99 PH Combo cookies $5.66 PH Combo BS $5.66 Wing Basics $0.41 6 Wings Breaded Bone Out $5.16 6 Wings Breaded Bone In $5.16 6 Wings Naked $5.16 12 Wings Breaded Bone Out $7.23 12 Wings Bone In $7.23 12 Wings Naked $7.23 Potato Wedges $1.11 Mozzarella SticlFrappuccino Chips $0.50 Add Heavy Cream $0.60 Add Matcha Powder $0.50 Add Milk $0.60 Add Protein Powder $0.50 Add Pumpkin Spice Sauce $0.60 Add Shot Caramel Sauce $0.60 Add Shot Chai $0.60 Add Soymilk $0.60 Add Strawberry $0.60 Add Syrup $0.50 Add Vanilla Bean $0.50 Add Whip Cream $0.00 Add White Mocha Sauce $0.60 FHSU Contract 10008 Food Services Page6

Americana Grande $2.55 Americana Iced Grande $2.55 Americana Iced Tall $2.15 Americana Iced Venti $2.95 Americana Short $1.95 Americana Tall $2.15 Americana Venti $2.95 Au Lail Grande $2.75 Au Lail Short $2.20 Au Lail Tall $2.30 Au Lail Venti $2.95 Awake Tea Latte Grande $4.10 Awake Tea Latte Iced Grande $4.10 Awake Tea Latte Iced Tall $3.45 Awake Tea Latte Iced Venti $4.35 Awake Tea Latte Short $3.35 Awake Tea Latte Tall $3.45 Awake Tea Latte Venti $4.35 Black Iced Tea Grande $2.45 Black Iced Tea Tall $1.75 Black Iced Tea Venti $2.75 Black Tea Lemonade Grande $3.25 Black Tea Lemonade Tall $2.75 Black Tea Lemonade Venti $3.65 Blended Strawberry Lemonade Grande $3.70 Blended Strawberry Lemonade Tall $3.35 Blended Strawberry Lemonade Venti $4.05 Bold Roast Grande $2.15 Bold Roast Short $1.60 Bold Roast Tall $1.70 Bold Roast Venti $2.35 Breve $0.60 Gaffe Misto Grande $2.75 Gaffe Misto Short $2.20 Gaffe Misto Tall $2.30 Gaffe Misto Venti $2.95 Gaffe Vanilla Frappuccino Grande $4.15 Gaffe Vanilla Frappuccino Light Grande $4.15 Gaffe Vanilla Frappuccino Light Tall $3.55 Gaffe Vanilla Frappuccino Light Venti $4.75 Gaffe Vanilla Frappuccino Tall $3.55 Gaffe Vanilla Frappuccino Venti $4.75 Cappuccino Grande $3.95 FHSU Contract 10008 Food Services Page7

Cappuccino Iced Grande $3.95 Cappuccino Iced Tall $3.15 Cappuccino Iced Venti $4.45 Cappuccino Short $3.05 Cappuccino Tall $3.15 Cappuccino Venti $4.35 Caramel Apple Spice Grande $3.75 Caramel Apple Spice Kids $1.95 Caramel Apple Spice Short $3.35 Caramel Apple Spice Tall $3.45 Caramel Apple Spice Venti $3.95 Caramel Frappuccino Grande $4.85 Caramel Frappuccino Tall $4.25 Caramel Frappuccino Venti $5.25 Caramel Light Frappuccino Grande $4.85 Caramel Light Frappuccino Tall $4.25 Caramel Light Frappuccino Venti $5.25 Caramel Macchiato Grande $4.55 Caramel Macchiato Iced Grande $4.55 Caramel Macchiato Iced Tall $3.85 Caramel Macchiato Iced Venti $4.95 Caramel Macchiato Short $3.65 Caramel Macchiato Tall $3.85 Caramel Macchiato Venti $4.85 Chai Creme Frappuccino Grande $4.85 Chai Creme Frappuccino Tall $4.25 Chai Creme Frappuccino Venti $5.25 Chai Tea Latte Grande $4.10 Chai Tea Latte Iced Grande $4.10 Chai Tea Latte Iced Tall $3.45 Chai Tea Latte Iced Venti $4.35 Chai Tea Latte Short $3.35 Chai Tea Latte Tall $3.45 Chai Tea Latte Venti $4.35 Chocolate Banana Vivanno Smoothie $4.25 Grande Cinnamon Dolce Latte Grande $4.65 Cinnamon Dolce Latte Iced Grande $4.65 Cinnamon Dolce Latte Iced Tall $3.95 Cinnamon Dolce Latte Iced Venti $5.15 Cinnamon Dolce Latte Short $3.75 Cinnamon Dolce Latte Tall $3.95 Cinnamon Dolce Latte Venti $4.95 FHSU Contract 10008 Food Services Page 8

Coconut Creme Frappuccino Grande $4.95 Coconut Creme Frappuccino Tall $4.45 Coconut Creme Frappuccino Venti $5.45 Coffee Frappuccino Grande $4.15 Coffee Frappuccino Tall $3.55 Coffee Frappuccino Venti $4.75 Coffee Light Frappuccino Grande $4.15 Coffee Light Frappuccino Tall $3.55 Coffee Light Frappuccino Venti $4.75 Coffee Refill Grande $0.50 Coffee Refill Short $0.50 Coffee Refill Tall $0.50 Coffee Refill Venti $0.50 Cold Apple Juice Grande $2.75 Cold Apple Juice Kids $1.50 Cold Apple Juice Short $2.35 Cold Apple Juice Tall $2.45 Cold Apple Juice Venti $2.95 Cool Lime Refreshers Grande $3.75 Cool Lime Refreshers Tall $3.25 Cool Lime Refreshers Trenta $4.75 Cool Lime Refreshers Venti $4.25 Custom Iced Tea Grande $2.45 Custom Iced Tea Tall $1.75 Custom Iced Tea Venti $2.75 Custom Tea Lemonade Grande $3.25 Custom Tea Lemonade Tall $2.75 Custom Tea Lemonade Venti $3.65 Decaf Pike Place Roast Grande $2.15 Decaf Pike Place Roast Short $1.60 Decaf Pike Place Roast Tall $1.70 Decaf Pike Place Roast Venti $2.35 Double Chocolaty Chip Creme Frap Grande $4.85 Double Chocolaty Chip Creme Frap Tall $4.25 Double Chocolaty Chip Creme Frap Venti $5.25 Earl Grey Tea Latte Grande $4.10 Earl Grey Tea Latte Iced Grande $4.10 Earl Grey Tea Latte Iced Tall $3.45 Earl Grey Tea Latte Iced Venti $4.35 Earl Grey Tea Latte Short $3.35 Earl Grey Tea Latte Tall $3.45 Earl Grey Tea Latte Venti $4.35 Espresso Con Panna Double $2.25 FHSU Contract 10008 Food Services Page9

Espresso Con Panna Double Iced $2.25 Espresso Con Panna Quad $2.95 Espresso Con Panna Quad Iced $2.95 Espresso Con Panna Single $2.05 Espresso Con Panna Single Iced $2.05 Espresso Con Panna Triple $2.55 Espresso Con Panna Triple Iced $2.55 Espresso Double $2.15 Espresso Double Iced $2.15 Espresso Frappuccino Grande $4.90 Espresso Frappuccino Tall $4.30 Espresso Frappuccino Venti $5.50 Espresso Light Frappuccino Grande $4.90 Espresso Light Frappuccino Tall $4.30 Espresso Light Frappuccino Venti $5.50 Espresso Macchiato Double $2.25 Espresso Macchiato Quad $2.95 Espresso Macchiato Single $2.05 Espresso Macchiato Triple $2.55 Espresso Quad $2.85 Espresso Quad Iced $2.85 Espresso Single $1.95 Espresso Single Iced $1.95 Espresso Triple $2.45 Espresso Triple Iced $2.45 Full-Leaf Brewed Tea Grande $2.25 Full-Leaf Brewed Tea Short $2.05 Full-Leaf Brewed Tea Tall $2.15 Full-Leaf Brewed Tea Venti $2.65 Grande Cocoa Cappuccino $4.65 Green Iced Tea Grande $2.45 Green Iced Tea Tall $1.75 Green Iced Tea Venti $2.75 Green Tea Creme Frappuccino Grande $4.85 Green Tea Creme Frappuccino Tall $4.25 Green Tea Creme Frappuccino Venti $5.25 Green Tea Latte Grande $4.10 Green Tea Latte Iced Grande $4.10 Green Tea Latte Iced Tall $3.45 Green Tea Latte Iced Venti $4.35 Green Tea Latte Short $3.35 Green Tea Latte Tall $3.45 Green Tea Latte Venti $4.35 FHSU Contract 10008 Food Services Page10

Green Tea Lemonade Grande $3.25 Green Tea Lemonade Tall $2.75 Green Tea Lemonade Venti $3.65 Hot Chocolate Grande $3.25 Hot Chocolate Kids $1.50 Hot Chocolate Short $2.85 Hot Chocolate Tall $2.95 Hot Chocolate Venti $3.45 Iced Black Tea Lemonade Trenta $4.15 Iced Black Tea Trenta $3.25 Iced Coffee (decaf) Trenta $3.45 Iced Coffee Grande $2.55 Iced Coffee Refill Grande $0.50 Iced Coffee Refill Tall $0.50 Iced Coffee Refill Venti $0.50 Iced Coffee Tall $2.15 Iced Coffee Trenta $3.45 Iced Coffee Venti $2.95 Iced Coffee with Milk (decaf) Trenta $3.45 Iced Coffee with Milk Grande $2.55 Iced Coffee with Milk Tall $2.15 Iced Coffee with Mill< Trenta $3.45 Iced Coffee with Milk Venti $2.95 Iced Grande Cocoa Cappuccino $4.65 Iced Green Tea Lemonade Trenta $4.15 Iced Green Tea Trenta $3.25 Iced Passion Tea Lemonade Trenta $4.15 Iced Passion Tea Trenta $3.25 Iced Salted Caramel Mocha Grande $4.75 Iced Salted Caramel Mocha Tall $3.95 Iced Salted Caramel Mocha Venti $5.15 Iced Skinny Caramel Macchiato Grande $4.55 Iced Skinny Caramel Macchiato Tall $3.85 Iced Skinny Caramel Macchiato Venti $4.95 Iced Tall Cocoa Cappuccino $3.95 Iced Tea Refill Grande $0.50 Iced Tea Refill Tall $0.50 Iced Tea Refill Venti $0.50 Iced venti Cocoa Cappuccino $5.15 Java Chip Frappuccino Grande $4.85 Java Chip Frappuccino Tall $4.25 Java Chip Frappuccino Venti $5.25 Java Chip Light Frappuccino Grande $4.85 FHSU Contract 10008 Food Services Page 11

Java Chip Light Frappuccino Tall $4.25 Java Chip Light Frappuccino Venti $5.25 Kids Salted Caramel Hot Chocolate Short $1.95 Latte Grande $3.95 Latte Iced Grande $3.95 Latte Iced Tall $3.15 Latte Iced Venti $4.45 Latte Short $3.05 Latte Tall $3.15 Latte Venti $4.35 Mocha Coconut Frappuccino Grande $4.95 Mocha Coconut Frappuccino Light Grande $4.95 Mocha Coconut Frappuccino Light Tall $4.45 Mocha Coconut Frappuccino Light Venti $5.45 Mocha Coconut Frappuccino Tall $4.45 Mocha Coconut Frappuccino Venti $5.45 Mocha Frappuccino Grande $4.85 Mocha Frappuccino Tall $4.25 Mocha Frappuccino Venti $5.25 Mocha Grande $4.45 Mocha Iced Grande $4.45 Mocha Iced Tall $3.65 Mocha Iced Venti $4.95 Mocha Light Frappuccino Grande $4.85 Mocha Light Frappuccino Tall $4.25 Mocha Light Frappuccino Venti $5.25 Mocha Short $3.55 Mocha Tall $3.65 Mocha Venti $4.85 Orange Mango Banana Smoothie Grande $4.25 Passion Iced Tea Grande $2.45 Passion Iced Tea Tall $1.75 Passion Iced Tea Venti $2.75 Passion Tea Lemonade Grande $3.25 Passion Tea Lemonade Tall $2.75 Passion Tea Lemonade Venti $3.65 Pike Place Roast Grande $2.15 Pil

Pumpkin Spice Creme Frappuccino Tall $4.45 Pumpkin Spice Creme Frappuccino Venti $5.45 Pumpkin Spice Creme Grande $3.75 Pumpkin Spice Creme Kids $1.95 Pumpkin Spice Creme Sho1t $3.35 Pumpkin Spice Creme Tall $3.45 Pumpkin Spice Creme Venti $3.95 Pumpkin Spice Frappuccino Grande $4.95 Pumpkin Spice Frappuccino Light Grande $4.95 Pumpkin Spice Frappuccino Light Tall $4.45 Pumpkin Spice Frappuccino Light Venti $5.45 Pumpkin Spice Frappuccino Tall $4.45 Pumpkin Spice Frappuccino Venti $5.45 Pumpkin Spice Latte Grande $4.75 Pumpkin Spice Latte Iced Grande $4.75 Pumpkin Spice Latte Iced Tall $3.95 Pumpkin Spice Latte Iced Venti $5.15 Pumpkin Spice Latte Short $3.75 Pumpkin Spice Latte Tall $3.95 Pumpkin Spice Latte Venti $4.95 Salted Caramel Chocolate Frap Grande $4.95 Salted Caramel Chocolate Frap Tall $4.45 Salted Caramel Chocolate Frap Venti $5.45 Salted Caramel Hot Chocolate Grande $3.75 Salted Caramel Hot Chocolate Short $3.35 Salted Caramel Hot Chocolate Tall $3.45 Salted Caramel Hot Chocolate Venti $3.95 Salted Caramel Mocha Frap Grande $4.95 Salted Caramel Mocha Frap Light Grande $4.95 Salted Caramel Mocha Frap Light Tall $4.45 Salted Caramel Mocha Frap Light Venti $5.45 Salted Caramel Mocha Frap Tall $4.45 Salted Caramel Mocha Frap Venti $5.45 Salted Caramel Mocha Grande $4.75 Salted Caramel Mocha Grande $4.95 Salted Caramel Mocha Short $3.75 Salted Caramel Mocha Tall $3.95 Salted Caramel Mocha Tall $4.45 Salted Caramel Mocha Venti $4.95 Salted Caramel Mocha Venti $5.45 Short Cocoa Cappuccino $3.75 Skinny Caramel Latte Grande $4.45 Sl

Skinny Caramel Latte Iced Tall $3.65 Skinny Caramel Latte Iced Venti $4.95 Skinny Caramel Latte Short $3.55 Sl

Strawberry Banana Vivanno Smoothie $4.25 Grande Syrup Creme Frappuccino Grande $4.15 Syrup Creme F rappuccino Tall $3.55 Syrup Creme Frappuccino Venti $4.75 Syrup Creme Grande $3.25 Syrup Creme Kids $1.50 Syrup Creme Shor! $2.85 Syrup Creme Tall $2.95 Syrup Creme Venti $3.45 Tall Cocoa Cappuccino $3.95 Trenta Iced Tea Refill $0.50 Vanilla Bean Creme Frappuccino Grande $4.15 Vanilla Bean Creme Frappuccino Tall $3.55 Vanilla Bean Creme Frappuccino Venti $4.75 Vanilla Creme Grande $3.25 Vanilla Creme Kids $1.50 Vanilla Creme Short $2.85 Vanilla Creme Tall $2.95 Vanilla Creme Venti $3.45 Vanilla Latte Grande $4.45 Vanilla Latte Iced Grande $4.45 Vanilla Latte Iced Tall $3.65 Vanilla Latte Iced Venti $4.95 Vanilla Latte Short $3.55 Vanilla Latte Tall $3.65 Vanilla Latte Venli $4.85 Vanilla Rooibos Tea Latte Grande $4.10 Vanilla Rooibos Tea Latte Iced Grande $4.10 Vanilla Rooibos Tea Latie Iced Tall $3.45 Vanilla Rooibos Tea Latte Iced Venti $4.35 Vanilla Rooibos Tea Latte Short $3.35 Vanilla Rooibos Tea Latte Tall $3.45 Vanilla Rooibos Tea Latte Venli $4.35 Venti Cocoa Cappuccino $4.95 Very Berry Hibiscus Refreshers Grande $3.75 Very Berry Hibiscus Refreshers Tall $3.25 Very Berry Hibiscus Refreshers Trenta $4.75 Very Berry Hibiscus Refreshers Ven!i $4.25 White Chocolate Mocha Creme Frap Grande $4.85 White Chocolate Mocha Creme Frap Tall $4.25 White Chocolate Mocha Creme Frap Venti $5.25 White Chocolate Mocha Frappuccino $4.85 FHSU Contract 10008 Food Services Page 15

Grande White Chocolate Mocha Frappuccino Tall $4.25 White Chocolate Mocha Frappuccino Venti $5.25 White Chocolate Mocha Grande $4.65 White Chocolate Mocha Iced Grande $4.65 White Chocolate Mocha Iced Tall $3.95 White Chocolate Mocha Iced Venti $5.15 White Chocolate Mocha Light Frap Grande $4.85 White Chocolate Mocha Light Frap Tall $4.25 White Chocolate Mocha Light Frap Venti $5.25 White Chocolate Mocha Short $3.75 White Chocolate Mocha Tall $3.95 White Chocolate Mocha Venti $4.95 White Hot Chocolate Grande $3.75 White Hot Chocolate Kids $1.95 White Hot Chocolate Short $3.35 White Hot Chocolate Tall $3.45 White Hot Chocolate Venti $3.95 Bacon Gouda Artisan $3.25 Birthday Cake Pop $1.50 Brownie Chocolate National $1.95 Cake Banana Loaf $1.95 Cake Lemon Loaf $1.95 Cake Pop Rocky Road $1.50 Cake Pop Tiramisu $1.50 Cake Veryberry Coffee $1.95 Cheese Danish $1.95 Chocolate Chunk Cookie $1.50 Cookie Oatmeal Raisin $1.50 Cupcake Carrot Cake $1.50 Cupcake Peanut Butter $1.50 Donut Apple Fritter $1.75 Ethos Bottled Ater $1.85 Frappucino Mocha $2.85 Ham and Cheddar Artisan $3.25 Morning Bun $1.95 Muffin Bluebeny $1.80 Turkey Cage Free Egg Sandwich $2.95 Scone Blueberry $1.90 Scone Pumpkin $1.90 Square Lemon Sweet $1.50 Sweet Square Salted Caramel $1.50 Tazo Organic Iced Grn $1.85 FHSU Contract 10008 Food Services Page 16

Whoopie Pie Red Velvet $1.50 Cinnamon Roll $3.25 Gingerbread Frappuccino Venti $5.45 Gingerbread Latte Grande $4.75 Gingerbread Latte Iced Grande $4.75 Gingerbread Latte Iced Tall $3.95 Gingerbread Latte Iced Venti $5.15 Gingerbread Latte Short $3.75 Gingerbread Latte Tall $3.95 Gingerbread Latte Venti $4.95 Gingerbread Light Frappuccino Grande $4.95 Gingerbread Light Frappuccino Tall $4.45 Gingerbread Light Frappuccino Venti $5.45 Iced Toffee Mocha Grande $4.75 Iced Toffee Mocha Tall $3.95 Iced Toffee Mocha Venti $5.15 Joy Tazo Tea Grande $2.25 Joy Tazo Tea Short $2.05 Joy Tazo Tea Tall $2.15 Joy Tazo Tea Venti $2.65 Peppermint Hot Chocolate Grande $3.75 Peppermint Hot Chocolate Kids $1.95 Peppermint Hot Chocolate Short $3.35 Peppermint Hot Chocolate Tall $3.45 Peppermint Hot Chocolate Venti $3.95 Peppermint Mocha Frappuccino Grande $4.95 Peppermint Mocha Frappuccino Tall $4.45 Peppermint Mocha Frappuccino Venti $5.45 Peppermint Mocha Grande $4.75 Peppermint Mocha Iced Grande $4.75 Peppermint Mocha Iced Tall $3.95 Peppermint Mocha Iced Venti $5.15 Peppermint Mocha Light Frappuccino $4.95 Grande Peppermint Mocha Light Frappuccino Tall $4.45 Peppermint Mocha Light Frappuccino Venti $5.45 Peppermint Mocha Short $3.75 Peppermint Mocha Tall $3.95 Peppermint Mocha Venti $4.95 Peppermint White Chocolate Mocha Grande $4.75 Peppermint White Chocolate Mocha Iced $4.75 Grande Peppermint White Chocolate Mocha Iced $3.95 Tall FHSU Contract 10008 Food Services Page 17

Peppermint White Chocolate Mocha Iced $5.15 Venti Peppermint White Chocolate Mocha Short $3.75 Peppermint White Chocolate Mocha Tall $3.95 Peppermint White Chocolate Mocha Venti $4.95 Peppermint White Hot Chocolate Grande $3.75 Peppermint White Hot Chocolate Kids $1.95 Peppermint White Hot Chocolate Short $3.35 Peppermint White Hot Chocolate Tall $3.45 Peppermint White Hot Chocolate Venti $3.95 Steamed Eggnog Grande $3.75 Steamed Eggnog Kids $1.95 Steamed Eggnog Short $3.35 Steamed Eggnog Tall $3.45 Steamed Eggnog Venti $3.95 Toffee Mocha Frappuccino Grande $4.95 Toffee Mocha Frappuccino Light Grande $4.95 Toffee Mocha Frappuccino Light Tall $4.45 Toffee Mocha Frappuccino Light Venti $5.45 Toffee Mocha Frappuccino Tall $4.45 Toffee Mocha Frappuccino Venti $5.45 Toffee Mocha Grande $4.75 Toffee Mocha Sauce $0.60 Toffee Mocha Short $3.75 Toffee Mocha Tall $3.95 Toffee Mocha Venti $4.95

3. Confirmation and Integration. Except as expressly amended by this Amendment, the parties hereby confirm and ratify the Agreement in its entirety. The Agreement, as amended hereby, constitutes the entire agreement between the parties and their predecessors pertaining to the subject matter of the Agreement, as so amended, and supersedes all prior and contemporaneous agreements and understandings of the parties and their predecessors in connection therewith.

4. Counteroarts. This Amendment may be executed in any number of counterparts, each of which shall constitute an original and all of which together shall constitute but one and the same original document.

5. Headinqs_ The section headings herein are for convenience only and do not define, limit or construe the contents of such sections.

EXECUTION PAGE FOLLOWS FHSU Contract 10008 Food Services Page 18

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be signed by their duly authorized officers, all done the day and year first above written.

FORT HA YS-S+ E UNIVERSITY COMPASS GROUP USA, INC. by and / through its Ch_~..•.··· l..ls Division I.//Jf:···vy By: By: IA/ 1.I // ...:::> Name:==-="-"""------Name: St efi M. Sweeney,· ·· · Its: VP for Administration & Finance Its: President & CEO Date: /I ho I/( Date: 11/18/11 I I

Approved as to Form Fort Hays Stale University General Counsel .•;:::z.ef:·r) j /J 7 ;};y/ \ / )./JY•'Y FORT HAYS STATE UNIVERSITY Forward t/1inkh1~. vVorld re11d1;. C •

ADDENDUM

August 5, 2012

Addendum Number: 5

Contract Number: 10008

Item: Food Services

Agency: Fort Hays State University Location(s): Hays, Kansas Web Address: http://www. fhsu .ed u/purchasi nq/bids/ Telephone: 785-628-4251 E-Mail Address: [email protected]

Term of Contract: June 1, 2010 to May 31, 2020

Contractor: Compass Group USA, Inc., by and through its Chartwells Division 2400 Yorkmont Road Charlotte, NC 28217 Contact: Steven M. Sweeney, President & CEO Telephone: 914-935-5300 Fax: 914-935-5550 FEIN: 56-1874931

1012 Ekstam Drive, Suite 4 Bloomington, IL 61704 Contact: Dan Eusebio, District General Manager Telephone: 402-216-4798 E-Mail: [email protected]

Conditions: • • Retail price increases are in effect September 1, 2012. AMENDMENT NUMBER FIVE TO FOOD SERVICES AGREEMENT

This Amendment Number Five to Food Services Agreement effective August 5, 2012, is between Fort Hays State University ("Client") and Compass Group USA, Inc. by and through its Chartwells Division ("Chartwells") (collectively the "Parties").

WHEREAS, Client and Chartwells are parties to that certain Food Services Agreement dated June 1, 2010, as amended by that certain Amendment Number One to Food Services Agreement effective September 1, ~010, as amended by that certain Amendment Number Two to Food Services Agreement dated December 14, 2010, by that certain Amendment Number Three to Food Services Agreement dated July 7, 2011, and by that certain Amendment Number Four to Food Services Agreement dated September 1, 2011, (collectively, the "Agreement"), pursuant to which Chartwells provides food services at Client's premises; and

WHEREAS, the Parties now desire to amend the Agreement;

NOW, THEREFORE, in consideration of the promises contained herein and for other good and valuable consideration, the Parties agree as follows:

1. Definitions. All capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement.

2. Amendment of Exhibit A, Section B. The Agreement is amended to delete Exhibit A, Section B and replace and replace it with the following:

B. Meal Plans, Casual Meal Rates and Conference Rates

Meal Plan Meal Rates - The number of Board plan feeding days per month and for the total academic year will be decided upon prior to the beginning of the academic year. If there is a reduction in the number of Board days, Chartwells will be allowed to increase the daily rates to cover its fixed operating costs. Client shall pay Chartwells the following daily reimbursements for each meal plan participant.

Academic Year 2012- 2013 925 and Above $8.68 910 to 924 $8. 75 895 to 909 $8.83 880 to 894 $8.90 865 to 879 $8.98 850 to 864 $9.07 835 to 849 $9.19 820 to 834 $9.24 805 to 819' $9.33 790 to 804 $9.43 Continued on next page

2 Academic Year 2012 - 2013 (continued) 775 to 789 $9.53 760 to 774 $9.63 745 to 759 $9.74 730 to 744 $ 9.85 715 to 729 $ 9.97 700 to 714 $10.09 685 to 699 $10.22 670 to 684 $10.35 655 to 669 $10.49 640 to 654 $10.63 625 to 639 $10. 79

Client shall pay Chartwells the following reimbursements for conference meal sales (which are subject to commissions as provided herein).

Daily Meal Rate $13.89

Client shall pay Chartwells the following reimbursements for casual meal sales:

Academic year: 2012 - 2013 Meal Charge

Breakfast $5. 75 Lunch $8.00 Dinner $9.00 Premium $9.35 Client shall pay Chartwells the following reimbursements for Tiger Tots Nursery Center sales:

Academic year: 2012 - 2013 Meal Charge

Lunch Only $1.87 Lunch and Snack $2.54 Lunch and 2 Daily Snacks $3.21

Client shall pay Chartwells the following for catered events from Chartwells In Any Event Catering Guide for each participant.

2012-13 Product Description Price Catering In Any Event - Meeting Well per Person Continental Breakfast $6.75 Hot Breakfast $10.90 Lunch $12.45 Break $8.30 Catering In Any Event - Breakfast per Person Continental Breakfast Buffet $7.30 Smart Start Buffet $9.30 Sunrise Breakfast Buffet $10.00 Quiche Buffet $9.60 BYO Breakfast Burritos $9.60 French Toast Buffet $10.70

3 Catering In Any Event - Bakery per Dozen Bagels with Cream Cheese $13.20 Assorted Muffins $10.65 Assorted Danish $13.35 Scones with Butter and Jelly $13.35 Petite Cinnamon Rolls $10.65 Fresh Fruit Tray - Small $29.00 Fresh Fruit Tray - LarQe $40.70 Catering In Any Event - Theme Events per Person Festival Italiano $13.35 Mandarin Lunch $13.10 South of the Border $14.35 Deli Board Luncheon $10.95 The Great Grill Out $12.40 Catering In Any Event - Lunch per Person Box Lunches $11.95 Executive Box Lunches $10.30 Entree Salads $12.75 Take 2 Lunch $9.55 Catering In Any Event - Pizza per Each The Basics $13.85 Specialty Pizzas $15.95 Catering In Any Event - Dinner Buffet Dinners Blackened Swordfish with Herb Compound Butter $18.10 Chicken Parmesan $13.85 Chicken Francais $15.95 Broiled Ribeye MP Create your own Buffet $13.85 Catering In Any Event - Dinner Served Dinners Beef Tenderloin File! with Merlo! Sauce MP Stuffed Chicken Breast $15.00 Tuscan Stuffed Pork Chops $18.10 Vegetarian Delight $13.85 Honey Baked Salmon $18.80 Prime Rib MP Catering In Any Event - Receptions Hors d' Oeuvres per Dozen Bacon Wrapped Waterchestnuts $10.35 Spanikopita $13.85 Jalapeno Poppers $8.55 Pigs in a Blanket $8.55 Chicken Quesadillas $14.85 Fried Mushrooms $7.00 Chicken Salay with Peanut Sauce $13.45 Chicken Tenders $13.85 Artichoke Parmesan Hearts $14.95 Cocktail Meatballs $9.25

4 Mini Egg Rolls $11.25 Veggie Spring Rolls $17.10 Shrimp Purses $20.20 Crostinis $13.50 Crab Rangoon $16.00 Corn Fritters $8.25 Mini Quiche $13.45 Pot Stickers $13.45 Chicken Drummies $10.30 BBQ Cocktail Franks $6.15 Mini Crabcakes $19.65 Vegetable Caponatas $13.85 Smoked Salmon on Bagel Crostini MP Endive with Herbed Cream Cheese $9.30 Baked Brie $15.95 Pinwheels $10.65 Tortellini Skewers $11.35 Shrimp Cocktail MP Bruschetta $13.50 Portabella Mushroom with Balsamic Vinai retie $12.45 Catering In Any Event - Breaks per Person Energy Boost $6.40 Matinee $5.30 The Upper Deck $5.30 Fiesta Break $6.15 High Tea $6.75 Gourmet Cookies per Dozen $7.40 Brownies per Dozen $9.35 Tortilla Chips and Salsa per pound $8.50 Potato Chips and Dip per pound $8.50 Pretzels with mustard per pound $9.85 Goldfish Crackers per pound $8.50 Cocktail Nuts per pound $15.95 Half Sheet Cake $60.25 Full Sheet Cake $81.85 Catering In Any Event - Beverages per Gallon Coffee $10.25 Hot Tea $9.55 Hot Chocolate $10.70 Hot Apple Cider $10.70 Assorted Bottled Beverages per Each $2.05 Assorted Canned Sodas per Each $1.15 Iced Tea with Lemons $10.65 Sweet Iced Tea $10.65 Lemonade $10.65 Chartwells Punch $10.65 Fruit Punch $10.65

5 Cranberry Punch $10.65 Apple Frazzle $10.65 Pinea le Oran e Punch $10.65 Catering In Any Event - Additional Services per Person China Service Outside Memorial Union $3.10

Client shall pay Chartwells the following for catered events from Chartwells In Style Catering Guide for each participant. 2012-13 Product Description Price Catering In Style - The Signature Breakfast per Person The Morning Delight $14.45 Stuffed French Toast $11.35 Made-to-Order Omelets $15.50 Catering In Style - The Signature Served Lunch per Person New England Cod $13.45 Seared Chicken Breasts $12.40 Petite Roasted Tenderloins of Beef $18.60 Signature Served Salads $2.05 Catering In Style - The Signature Served Dinner per Person Seared Tenderloin of Beef MP Crab Stuffed Halibut $23.80 Moroccan Style Chicken Breast $19.65 Pecan Crusted Snapper $22.75 Portabella Stack $17.60 Stuffed Prawns and File! Mii:inon $27.95 Catering In Style - The Signature Beginners per Person Shrimp Cocktail $9.30 Seared Tuna $7.20 Eggplant Caviar $6.15 Lobster Raviolis $8.25 Catering In Style - The Signature Finishers per Person Chocolate Torte $6.15 Pancetta with Raspberry Sauce $5.15 Four Layer Red Velvet Cake $6.15 Vanilla Poached Pear $7.20 Catering In Style - The Signature Receptions per Person Seafood Station $17.60 Crepe Station $13.45 Hors D' Oeuvres Package 1 $16.55 Hors D' Oeuvres Package 2 $17.60 Hors D' Oeuvres Package 3 $20.70

Client shall pay Chartwells the following for catered events from Chartwells In Your Space Catering Guide for each participant. 6 2012-13 Product Description Price Catering In Your Space - Tiger Subs per Person The Italian Sub $5.15 Vegetarian Sub $5.15 Smoked Turkey and Jack Cheese Sub $5.15 Chicken Club Sub $5.15 Tii:ier Deli Wraps Platter $7.25 Catering In Your Space - Pizza Classic Pizza $11.45 Big Tiger $14.75 Golden Sunset Pizza $12.40 Veggie Delight $12.70 Pioneer Pizza Package per Order $31.95 Cheesy Bread with Marinara oer Person $4.60 Catering In Your Space - Snacks per Pound Potato Chips $5.25 Tortilla Chips $5.25 Pretzels $2.35 Snack Mix $6.95 Catering In Your Space - Snacks per Dozen Assorted Cookies $5.20 Jumbo Cookies $10.30 Mini Chocolate Brownies $7.65 Assorted Cookie Bars $7.25 Fruit Bars $7.65 Rice Krispy Treats $9.55 Catering In Your Space - Cakes Half Sheet Cake $31.50 Full Sheet Cake $63.00 Catering In Your Space - Beverages per Gallon Lemonade $8.30 Iced Tea $8.30 Margarita Fruit Punch $11.35 Sparkling Cranberry Punch $11.35 Mock Sangria Punch $11.35 Sparkling Apple-Berry Punch $11.35 Red Tropical Fruit Punch $11.35 Coffee $7.95 Hot Cocoa $9.50 Hot Spiced Cider $9.50 2 Liter Pepsi $2.45

Chartwells shall charge the following retail prices.

2012-13 Product Description Retail Price

7 Coyote Jacks 1/4Ib Hamburger $2.85 1/4 Cheddar Burger $3.20 1/4 Bacon Cheddar Burger $4.15 1/4 Double Hamburger $4.00 1/4 Double Cheddar Burger $4.55 1/4 Double Cheddar Bacon Burger $5.10 1/4 Burger FF & Drink $5.35 1/4 Burger OR & Drink $5.35 1/4 Cheddar Burger FF & Drink $5.65 1/4 Cheddar Burger OR & Drink $5.65 1/4 Bacon Cheddar Burger FF & Drink $6.25 1/4 Bacon Cheddar Burger OR & Drink $6.25 1/4 Double Burger FF & Drink $6.40 1/4 Double Burger OR & Drink $6.40 1/4 Double Cheddar Burger FF & Drink $6.70 1/4 Double Cheddar Burger OR & Drink $6.70 1/4 Double Bacon Cheddar Burger FF & Drink $7.45 1/4 Double Bacon Cheddar Burger OR & Drink $7.45 Garden Burger $4.20 Double Garden Burger $6.35 Garden Burger FF & Drink $6.00 Garden Burger OR & Drink $6.00 Double Garden Burger FF & Drink $8.70 Double Garden Burger OR & Drink $8.70 Grilled Chicken Sandwich $4.15 Grilled Chicken FF & Drink $6.45 Grilled Chicken OR & Drink $6.45 French Fries $1.90 Onion Rings $2.55 Chicken Tenders $4.05 Patty Melt $4.25 Patty Melt combo $6.40 24 oz soda $1.05 32 oz soda $1.30

2012-13 Product Description Retail Price Mondos (All sandwiches include a pickle) 6" All American $4.95 6" Very Veggie $4.95 6" Ham & Swiss $4.95 6" Turkey Sub $4.95 6" Classy Italian $4.95 6" Tuna Salad $4.95 Chicken Caesar Wrap $4.95

8 6" Roast Beef $4.95 6" Balboa $4.95 6" Beef F ajita $4.95 6" Chicken Fajita $4.95 6" Meatball Sub $4.95 6" Chicken Philly $4.95 6" Philly Steak $4.95 12" All American $7.35 12" Very Veggie $7.35 12" Ham & Swiss $7.35 12" Turkey Sub $7.35 12" Classy Italian $7.35 12" Tuna Salad $7.35 12" Roast Beef $7.35 12" Balboa $7.35 12" Beef Fajita $7.35 12" Chicken Fajita $7.35 12" Meatball Sub $7.35 12" Chicken Philly $7.35 12" Philly Steak $7.35 Double Meat $0.90 Add Bacon $0.90 Chips $1.20 Cookies $1.35 Pasta Salad $1.20 Potato Salad $1.20 Cole Slaw $1.20 6" Combo $2.15

2012-13 Product Descri tion Retail Price Grab N Go Chips $1.15 Large Jerky $6.70 Small Cashew $1.10 Life Savers $0.85 Certs $0.85 Pint Milk $1.60 1 cookie $0.55 3 Cookie $1.50 Cinnamon Roll $1.30 Scone $0.90 Large Candy Bar $1.60 Brownie $1.10 Bagel $1.30 Cream Cheese $0.55

9 Mixed Fresh Fruit Cup $4.20 Fruit Parfait $4.20 erudite Cup $3.05 Veggie Tray $3.70 Outtakes Salad $3.35 Budget Bites $3.05 Po Tarts $1.30

2012-13 Product Descri lion Retail Price Pepsi Gatorade $2.00 20 oz Water $1.60 20 oz Pop $1.60 Large Frap $3.50 Small Frap $2.70 Glass Tea $2.00 G2 $2.25 Life Water $2.00 Bottle Juice $2.10 Large Energy Drink $3.85 Regular Energy Drink $2.95 SB Double Shot (LG) $2.95 SB Double Shot (SM $2.25

2012-13 Product Descri lion Retail Price Pizza Hut PPP Cheese $4.05 PPP Pepperoni $4.40 PPP Supreme $4.65 Breadsticks $2.20 Cinnamon Sticks $2.05 PH Combo cookies $5.85 PH Combo BS $5.85 Wing Basics $0.45 6 Wings Breaded Bone Out $5.35 6 Wings Breaded Bone In $5.35 6 Wings Naked $5.35 12 Wings Breaded Bone Out $7.50 12 Wings Bone In $7.50 12 Wings Naked $7.50 Potato Wedges $1.15 Mozzarella Sticks $3.45 Apple Pie $1.15 10 I Cheesy Breadsticks $3.45

2012-13 Product Descri lion Retail Price Starbucks HOT Drinks Mocha Short $3.80 Mocha Tall $3.90 Mocha Grande $4.60 Mocha Venti $5.05 White Mocha Short $3.90 White Mocha Tall $4.10 White Mocha Grande $4.95 White Mocha Venti $5.15 Latte Short $3.25 Latte Tall $3.35 Latte Grande $4.10 Latte Venti $4.50 Ginn. Dulce Latte Short $3.90 Ginn. Dulce Latte Tall $4.10 Ginn. Dulce Latte Grande $4.95 Ginn. Dulce Latte Venti $5.15 Green Tea Latte Short $3.45 Green Tea Latte Tall $3.60 Green Tea Latte Grande $4.40 Green Tea Latte Venti $4.60 Cappuccino Short $3.25 Cappuccino Tall $3.35 Cappuccino Grande $4.10 Cappuccino Venti $4.50 Espresso Single $2.00 Espresso Double $2.45 Macchiato Single $2.15 Macchiato Double $2.35 Single Con Panna $2.15 Double Con Panna $2.35 Triple Con Panna $2.65 Quad Con Panna $3.05 Caramel Macchiato Short $3.90 Caramel Macchiato Tall $4.10 Caramel Macchiato Grande $4.95 Caramel Macchiato Venti $5.15 Hot Chocolate Kids $1.80 Hot Chocolate Short $2.95 Hot Chocolate Tall $3.05 Hot Chocolate Grande $3.45

11 Hot Chocolate Venti $3.80 White Hot Chocolate Kids $2.35 White Hot Chocolate Short $3.45 White Hot Chocolate Tall $3.60 White Hot Chocolate Grande $4.00 White Hot Chocolate Venti $4.30 Americana Short $2.02 Americana Tall $2.55 Americana Grande $2.85 Americana Venti $3.35 Brew Coffee Short $1.80 Brew Coffee Tall $1.90 Brew Coffee Grande $2.25 Brew Coffee Venti $2.55 Brew Coffee 8 Cup Pressed $3.95 Brew Coffee 12 Cup Pressed $4.50 Hot Tea S_hort $2.25 Hot Tea Tall $2.35 Hot Tea Grande $2.55 Hot Tea Venti $2.85 Hot Tea Latte Short $3.45 Hot Tea Latte Tall $3.60 Hot Tea Laite Grande $4.40 Hot Tea Latte Venti $4.60 Chai Tea Short $3.45 Chai Tea Tall $3.60 Chai Tea Grande $4.40 Chai Tea Venti $4.60 Caramel Apple Spice Short $3.45 Caramel Apple Spice Tall $3.60 Caramel Apple Spice Grande $3.90 Caramel Apple Spice Venti $4.10 Cafe Misto Short $2.45 Cafe Misto Tall $2.55 Cafe Misto Grande $2.85 Cafe Misto Venti $3.15 Vanilla Steamer Short $2.95 Vanilla Steamer Tall $3.05 Vanilla Steamer Grande $3.45 Vanilla Steamer Venti $3.80

2012-13 Product Description Retail Price

J Starbucks COLD Drinks

12 Iced Mocha Tall $3.90 Iced Mocha Grande $4.60 Iced Mocha Venti $5.35 Iced While Mocha Tall $4.10 Iced While Mocha Grande $4.95 Iced While Mocha Venti $5.45 Iced Coffee Tall $2.25 Iced Coffee Grande $2.65 Iced Coffee Venti $3.05 Iced Coffee Trenta $3.60 Iced Americano Tall $2.55 Iced Americano Grande $2.85 Iced Americano Venli $3.35 Iced Caramel Macchiato Tall $4.10 Iced Caramel Macchiato Grande $4.95 Iced Caramel Macchiato Venti $5.45 Iced Laite Tall $3.35 Iced Laite Grande $4.10 Iced Laite Venli $4.80 Iced Coffee Frappucino - Espresso Tall $4.45 Iced Coffee Frappucino - Espresso Grande $5.20 Iced Coffee Frappucino - Espresso Venti $5.90 Iced Coffee Frappucino - Mocha Tall $4.40 Iced Coffee Frappucino - Mocha Grande $5.15 Iced Coffee Frappucino - Mocha Venti $5.65 Iced Coffee Frappucino - Carmel Tall $4.40 Iced Coffee Frappucino - Carmel Grande $5.15 Iced Coffee Frappucino - Carmel Venti $5.65 Iced Coffee Frappucino - Java Chip Tall $4.40 Iced Coffee Frappucino - Java Chip Grande $5.15 Iced Coffee Frappucino - Java Chip Venti $5.65 Iced Coffee Frappucino - Coffee Tall $3.70 Iced Coffee Frappucino - Coffee Grande $4.40 Iced Coffee Frappucino - Coffee Venti $5.15 Iced Coffee Frappucino - Cafe Vanilla Tall $3.70 Iced Coffee Frappucino - Cafe Vanilla Grande $4.40 Iced Coffee Frappucino - Cafe Vanilla Venti $5.15 Iced Coffee Frappucino - White Mocha Tall $4.40 Iced Coffee Frappucino - White Mocha Grande $5.15 Iced Coffee Frappucino - White Mocha Venti $5.65 Iced Creme Frappucino - Chocolate Chip Tall $4.40 Iced Creme Frappucino - Chocolate Chip Grande $5.15 Iced Creme Frappucino - Chocolate Chip Venti $5.65 Iced Creme Frappucino - Vanilla Bean Tall $3.70

13 Iced Creme Frappucino - Vanilla Bean Grande $4.40 Iced Creme Frappucino - Vanilla Bean Venti $5.15 Iced Creme Frappucino - Straw Creme Tall $4.40 Iced Creme Frappucino - Straw Creme Grande $5.15 Iced Creme Frappucino - Straw Creme Venti $5.65 Iced Creme Frappucino - Dbl Choe Chip Tall $4.40 Iced Creme Frappucino - Dbl Choe Chip Grande $5.15 Iced Creme Frappucino - Dbl Choe Chip Venti $5.65 Iced Creme Frappucino - Green Tea Tall $4.40 Iced Creme Frappucino - Green Tea Grande $5.15 Iced Creme Frappucino - Green Tea Venti $5.65 Iced Creme Frappucino - Syrup Tall $3.70 Iced Creme Frappucino - Syrup Grande $4.40 Iced Creme Frappucino - Syrup Venti $5.15 Smoothie - Chocolate $4.60 Smoothie - Orange Mango $4.60 Smoothie - Strawberry $4.60 Strawberry Lemonade Tall $3.45 Strawberry Lemonade Grande $3.90 Strawberry Lemonade Venti $4.30 Iced Tea Tall $2.00 Iced Tea Grande $2.55 Iced Tea Venti $3.05 Iced Tea Trenta $3.35 Iced Tea Lemonade Tall $3.05 Iced Tea Lemonade Grande $3.60 Iced Tea Lemonade Venti $4.10 Iced Tea Lemonade Tranta $4.40 Iced Chai Tea Tall $3.60 Iced Chai Tea Grande $4.40 Iced Chai Tea Venti $4.60

2012-13 Product Descri lion Retail Price Starbucks Food And Retail Apple Fritter $1.80 Blueberry Muffin $1.85 Brownie $2.00 Whoopie Pie $1.55 Very Bery Coffee Cake $2.45 Blueberry Scone $1.95 Classic Coffee Cake $2.35 Birthday Cake Pop $1.55

14 Rocky Road Pop $1.55 Caramel Square $1.55 Carrot Cupcake $1.55 Pumpkin Scone $1.95 Peanut Butter Cupcake $1.55 Morning Bun $2.00 Lemon Square $1.55 Oatmeal Cookie $1.55 Choe Chip Cooke $1.55 Lemon Cake $2.00 Pumpkin Bread $2.00 Cheese Danish $2.00 Banana Loaf $2.00 Cinnamon Roll $3.35 Oatmeal $2.55 Tiramisu Pop $1.55 Short Bread $1.30 Biscotti $1.80 Vanilla Scone $0.90 Vanilla Scone 3pk $2.35 Madeline Cookie $2.00 Ginger Loaf $2.35 Marshmallow Dream Bar $1.80 Blondie Bar $2.25 Cinnamon Cake $2.25 Banana Chip Coffee Cake $2.45 Marble Loaf $2.00 Croissant $2.60 Mini 6pk $7.80 Mini 2pk $2.60 Hazelnut Tartlet $1.55 Walnut Tartlet $1.55 Mini Cherry Pie $1.55 Mini Apple Pie $1.55 Mini BD Donut $0.90 Old Fashioned Donut $1.80 Kind Bar $1.80 Mints/Gum $2.00 Dried Fruit $2.05 Popcorn $1.30 Two Moms in the Raw $4.10 Nuts $1.80 Grahams $1.75 Chocolate Bar $1.80 Bites $1.80 15 Iced Coffee Pack $6.15 Tazo Tea Box $7.20 1 Pound Coffee $15.50 Flavored Brew Coffee $7.20 Tazo Bottle $1.90 Ethos Water $1.90 lzze $2.95 Large Frappucino $3.35 Double Shot $2.85 Apple Juice $1.30 Hint Water $1.95 Naked Juice $5.10 Organic Milk $1.65 Refreshers $3.65 Breakfast Sandwich - Ham and Cheese $3.35 Breakfast Sandwich - Bacon Gouda $3.35 Breakfast Sandwich - Turkey Sausage $3.35 Breakfast Sandwich - Sausage Egg $3.05 Via Brew Packs - 3pk $3.05 Via Brew Packs - 12pk $10.30 Via Brew Packs - 12 k Decaf $11.35

Board rates and prices for other Products and Services will increase in each subsequent year by an amount to be negotiated, which shall be not less than the greater of the increase in the Employment Cost Index, Private Industry, Compensation, Not Seasonally Adjusted-CIU2010000000000A ("ECI") or the U.S. Bureau of Labor Statistics: Chained Consumer Price Index for All Urban Consumers (C-CPI-U); Series ID, SUUR0000SEFV; Not Seasonally Adjusted; Area, U.S. city average; Item, Food away from home; Base Period, DECEMBER 1999=100 Under this Contract, the percentage change in applicable Index shall be calculated as follows: the Index value for July of the preceding calendar year shall be subtracted from the Index value for July of the current calendar year and the resulting difference shall be divided by the earlier of the two July Index values. The resulting amount shall be considered the decimal equivalent of the minimum percentage change allowable under this Agreement. It is further agreed that with respect to national brands, pricing will be competitive with prices available in the community outside Client's campus, and price adjustments to such items will be permitted during the academic year.

Chartwells will meet with Client each Agreement Year to review changes to product pricing. Contractor shall furnish figures during August of the current fiscal year for pricing changes for the following fiscal year to substantiate any claim for increase. All other increases above the minimum will be negotiated.

Chartwells shall bill Client on a weekly basis for all reimbursable meals. Client shall remit to Chartwells the aggregate reimbursement within thirty (30) days of receipt of the billing.

16 3. Confirmation and Integration. Except as expressly amended by this Amendment, the parties hereby confirm and ratify the Agreement in its entirety. The Agreement, as amended hereby, constitutes the entire agreement between the parties and their predecessors pertaining to the subject matter of the Agreement, as so amended, and supersedes all prior and contemporaneous agreements and understandings of the parties and their predecessors in connection therewith.

4. Counterparts. This Amendment may be executed in any number of counterparts, each of which shall constitute an original and all of which together shall constitute but one and the same original document.

5. Headings. The section headings herein are for convenience only and do not define, limit or construe the contents of such sections.

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be signed by their duly authorized officers, all done the day and year first above written.

FORT HAYS STATE UNIVERSITY

-·-~---.. I -- By: By: Name:MJartt~ Name:='--'-"''--'--'-'"'----''--'--'--"="'-'---- Its: VP for Administration & Finance Its: President & CEO Date: /0/1)12---- Date: 9/28/12 '

17 ;ffl.t FORT HAYS STATE ., UNIVERSITY Forward thinking. World ready.

ADDENDUM

January 21, 2013

Addendum Number: 6

Contract Number: 10008

Item: Food Services

Agency: Fort Hays State University Location(s): Hays, Kansas Web Address: http://www.fhsu.edu/purchasing/bids/ Telephone: 785-628-4251 E-Mail Address: [email protected]

Term of Contract: June 1, 2010 to May 31, 2020

Contractor: Compass Group USA, Inc., by and through its Chartwells Division 2400 Yorkmont Road Charlotte, NC 28217 Contact: Steven M. Sweeney, President & CEO Telephone: 914-935-5300 Fax: 914-935-5550 FEIN: 56-1874931

1012 Ekstam Drive, Suite 4 Bloomington, IL 61704 Contact: Dan Eusebio, District General Manager Telephone: 402-216-4798 E-Mail: [email protected]

Conditions:

• Retail price increases are in effect August 1, 2013. AMENDMENT NUMBER SIX TO FOOD SERVICES AGREEMENT

This Amendment Number Six to Food Services Agreement effective August 1, 2013, is between Fort Hays State University ("Client") and Compass Group USA, Inc. by and through its Chartwells Division ("Chartwells") (collectively the "Parties").

WHEREAS, Client and Chartwells are parties to that certain Food Services Agreement dated June 1, 2010, as amended by that certain Amendment Number One to Food Services Agreement effective September 1, 2010, as amended by that certain Amendment Number Two to Food Services Agreement dated December 14, 2010, by that certain Amendment Number Three to Food Services Agreement dated July 7, 2011, by that certain Amendment Number Four to Food Services Agreement dated September 1, 2011, and by that certain Amendment Number Five to Food Services Agreement dated August 5, 2012 (collectively, the "Agreement"), pursuant to which Chartwells provides food services at Client's premises; and

WHEREAS, the Parties now desire to amend the Agreement;

NOW, THEREFORE, in consideration of the promises contained herein and for other good and valuable consideration, the Parties agree as follows:

1. Definitions. All capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement.

2. Amendment of Exhibit A Section B. The Agreement is amended to delete Exhibit A, Section B and replace and replace ii with the following:

B. Meal Plans, Casual Meal Rates and Conference Rates

Meal Plan Meal Rates - The number of Board plan feeding days per month and for the total academic year will be decided upon prior to the beginning of the academic year. If there is a reduction in the number of Board days, Chartwells will be allowed to increase the daily rates to cover its fixed operating costs. Client shall pay Chartwells the following daily reimbursements for each meal plan participant.

Academic Year 2013 - 2014 925 and Above $8.91 910 to 924 $8.98 895 to 909 $9.06 880 to 894 $9.13 865 to 879 $9.21 850 to 864 $9.31 835 to 849 $9.43 820 to 834 $9.48 805 to 819 $9.57 790 to 804 $9.68 Continued on next page

2 Academic Year 2013- 2014 (continued) 775 to 789 $9. 78 760 to 77 4 $9.88 745 to 759 $9.99 730 to 744 $10.11 715 to 729 $10.23 700 to 714 $10.35 685 to 699 $10.49 670 to 684 $10.62 655 to 669 $10.76 640 to 654 $10.91 625 to 639 $11.07

Client shall pay Chartwells the following reimbursements for conference meal sales (which are subject to commissions as provided herein).

Daily Meal Rate $14.25

Client shall pay Chartwells the following reimbursements for casual meal sales:

Academic year: 2013 - 2014 Meal Charge

Breakfast $5.90 Lunch $8.20 Dinner $9.25 Premium $9.60 Client shall pay Chartwells the following reimbursements for Tiger Tots Nursery Center sales:

Academic year: 2013 - 2014 Meal Charge

Lunch Only $1.92 Lunch and Snack $2.61 Lunch and 2 Daily Snacks $3.29

Client shall pay Chartwells the following for catered events from Chartwells In Any Event Catering Guide for each participant.

2013-2014 Product Description Price Catering In Any Event - Meeting Well per Person Continental Breakfast $6.95 Hot Breakfast $11.20 Lunch $12.75 Break $8.50 Catering In Any Event - Breakfast per Person Continental Breakfast Buffet $7.50 Smart Start Buffet $9.55 Sunrise Breakfast Buffet $10.25 Quiche Buffet $9.85 BYO Breakfast Burritos $9.85 French Toast Buffet $11.00 3 Catering In Any Event - Bakery per Dozen Bagels with Cream Cheese $13.55 Assorted Muffins $10.95 Assorted Danish $13.70 Scones with Butter and Jelly $13.70 Petite Cinnamon Rolls $10.95 Fresh Fruit Tray - Small $29.75 Fresh Fruit Tray - Large $41.75 Catering In Any Event - Theme Events per Person Festival Italiano $13.70 Mandarin Lunch $13.45 South of the Border $14.70 Deli Board Luncheon $11.25 The Great Grill Out $12.75 Catering In Any Event - Lunch per Person Box Lunches $12.25 Executive Box Lunches $10.55 Entree Salads $13.10 Take 2 Lunch $9.80 Catering In Any Event - Pizza per Each The Basics $14.20 Specialty Pizzas $16.35 Catering In Any Event - Dinner Buffet Dinners Blackened Swordfish with Herb Compound Butter $18.55 Chicken Parmesan $14.20 Chicken Francais $16.35 Broiled Ribeye MP Create your own Buffet $14.20 Catering In Any Event - Dinner Served Dinners Beef Tenderloin File\ with Merlo\ Sauce MP Stuffed Chicken Breast $15.40 Tuscan Stuffed Pork Chops $18.60 Vegetarian Delight $14.20 Honey Baked Salmon $19.30 Prime Rib MP Catering In Any Event - Receptions Hors d' Oeuvres per Dozen Bacon Wrapped Waterchestnuts $10.60 Spanikopita $14.21 Jalapeno Poppers $8.75 Pigs in a Blanket $8.75 Chicken Quesadillas $15.25 Fried Mushrooms $7.20 Chicken Salay with Peanut Sauce $13.80 Chicken Tenders $14.20 Artichoke Parmesan Hearts $15.35 Cocktail Meatballs $9.50 Mini Egg Rolls $11.55 4 Veggie Spring Rolls $17.55 Shrimp Purses $20.75 Crostinis $13.85 Crab Rangoon $16.40 Corn Fritters $8.50 Mini Quiche $13.80 Pot Stickers $13.80 Chicken Drummies $10.55 BBQ Cocktail Franks $6.30 Mini Crabcakes $20.15 Vegetable Caponatas $14.20 Smoked Salmon on Bagel Crostini MP Endive with Herbed Cream Cheese $9.55 Baked Brie $16.35 Pinwheels $10.95 Tortellini Skewers $11.65 Shrimp Cocktail MP Bruschetta $13.85 Portabella Mushroom with Balsamic Vinaigrette $12.75 Catering In Any Event - Breaks per Person Energy Boost $6.57 Matinee $5.45 The Upper Deck $5.45 Fiesta Break $6.30 High Tea $6.95 Gourmet Cookies per Dozen $7.60 Brownies per Dozen $9.60 Tortilla Chips and Salsa per pound $8.70 Potato Chips and Dip per pound $8.70 Pretzels with mustard per pound $10.10 Goldfish Crackers per pound $8.70 Cocktail Nuts per pound $16.35 Half Sheet Cake $61.80 Full Sheet Cake $84.00 Catering In Any Event - Beverages per Gallon Coffee $10.50 Hot Tea $9.80 Hot Chocolate $11.00 Hot Apple Cider $11.00 Assorted Bottled Beverages per Each $2.10 Assorted Canned Sodas per Each $1.20 Iced Tea with Lemons $10.95 Sweet Iced Tea $10.95 Lemonade $10.95 Chartwells Punch $10.95 Fruit Punch $10.95 Cranberry Punch $10.95

5 Apple Frazzle $10.95 Pineapple Orange Punch $10.95 Catering In Any Event - Additional Services per Person China Service Outside Memorial Union $3.20

Client shall pay Chartwells the following for catered events from Chartwells In Style Catering Guide for each participant. 2013-14 Product Description Price Catering In Style - The Signature Breakfast per Person The Morning Delight $14.85 Stuffed French Toast $11.65 Made-to-Order Omelets $15.90 Catering In Style - The Signature Served Lunch per Person New England Cod $13.80 Seared Chicken Breasts $12.72 Petite Roasted Tenderloins of Beef $19.10 SiQnature Served Salads $2.10 Catering In Style - The Signature Served Dinner per Person Seared Tenderloin of Beef MP Crab Stuffed Halibut $24.40 Moroccan Style Chicken Breast $20.15 Pecan Crusted Snapper $23.35 Portabella Stack $18.05 Stuffed Prawns and File! Mianon $27.95 Catering In Style - The Signature Beginners per Person Shrimp Cocktail $9.55 Seared Tuna $7.40 Eggplant Caviar $6.30 Lobster Raviolis $8.45 Catering In Style - The Signature Finishers per Person Chocolate Torte $6.30 Pancetta with Raspberry Sauce $5.30 Four Layer Red Velvet Cake $6.30 Vanilla Poached Pear $7.40 Catering In Style - The Signature Receptions per Person Seafood Station $18.05 Crepe Station $13.80 Hors D' Oeuvres Package 1 $17.00 Hors D' Oeuvres Package 2 $18.05 Hors D' Oeuvres Packaae 3 $21.25

6 Client shall pay Chartwells the following for catered events from Chartwells In Your Space Catering Guide for each participant. 2013-14 Product Description Price Catering In Your Space - Tiger Subs per Person The Italian Sub $5.28 Vegetarian Sub $5.28 Smoked Turkey and Jack Cheese Sub $5.28 Chicken Club Sub $5.28 TiQer Deli Wraps Platter $7.45 Catering In Your Space - Pizza Classic Pizza $11.75 Big Tiger $15.15 Golden Sunset Pizza $12.70 Veggie Delight $13.05 Pioneer Pizza Package per Order $32.80 Cheesv Bread with Marinara per Person $4.70 Catering In Your Space - Snacks per Pound Potato Chips $5.40 Tortilla Chips $5.40 Pretzels $2.40 Snack Mix $7.15 Catering In Your Space - Snacks per Dozen Assorted Cookies $5.35 Jumbo Cookies $10.55 Mini Chocolate Brownies $7.85 Assorted Cookie Bars $7.45 Fruit Bars $7.85 Rice Krispv Treats $9.80 Catering In Your Space - Cakes Half Sheet Cake $32.30 Full Sheet Cake $64.65 Catering In Your Space - Beverages per Gallon Lemonade $8.50 Iced Tea $8.50 Margarita Fruit Punch $11.65 Sparkling Cranberry Punch $11.65 Mock Sangria Punch $11.65 Sparkling Apple-Berry Punch $11.65 Red Tropical Fruit Punch $11.65 Coffee $8.15 Hot Cocoa $9.75 Hot Spiced Cider $9.75 2 Liter Pepsi $2.50

7 Chartwells will charge the following prices in the retail locations on campus:

Coyote Jacks 1/4Ib Hamburger $2.90 1/4 Cheddar Burger $3.75 1/4 Bacon Cheddar Burger $4.25 1/4 Double Hamburger $4.00 1/4 Double Cheddar Burger $4.75 1/4 Double Cheddar Bacon Burger $5.20 1/4 Burger FF & Drink $5.40 1/4 Burger OR & Drink $5.40 1/4 Cheddar Burger FF & Drink $5.85 1/4 Cheddar Burger OR & Drink $5.80 1/4 Bacon Cheddar Burger FF & Drink $6.45 1/4 Bacon Cheddar Burger OR & Drink $6.55 1/4 Double Burger FF & Drink $6.45 1/4 Double Burger OR & Drink $6.40 1/4 Double Cheddar Burger FF & Drink $6.80 1/4 Double Cheddar Burger OR & Drink $6.85 1/4 Double Bacon Cheddar Burger FF & Drink $7.55 1/4 Double Bacon Cheddar Burger OR & Drink $7.65 Garden Burger $4.25 Double Garden Burger $6.40 Garden Burger FF & Drink $6.00 Garden Burger OR & Drink $6.00 Double Garden Burger FF & Drink $8.70 Double Garden Burger OR & Drink $8.70 Grilled Chicken Sandwich $4.15 Grilled Chicken FF & Drink $6.45 Grilled Chicken OR & Drink $6.45 French Fries $2.05 Onion Rings $2.55 Chicken Tenders $4.20 Patty Melt $4.20 Patty Melt combo $6.35 24 oz soda $1.25 32 oz soda $1.50

Mondos (All sandwiches include a pickle) 6" All American $5.25 6" Very Veggie $5.25 6" Ham & Swiss $5.25 6" Turkey Sub $5.25 6" Classy Italian $5.25 6" Tuna Salad $5.25 Chicken Caesar Wrap $5.25 6" Roast Beef $5.25 8 6" Balboa $5.25 6" Beef Fajita $5.25 6" Chicken Fajita $5.25 6" Meatball Sub $5.25 6" Chicken Philly $5.25 6" Philly Steak $5.25 12" All American $7.65 12" Very Veggie $7.65 12" Ham & Swiss $7.65 12" Turkey Sub $7.65 12" Classy Italian $7.65 12" Tuna Salad $7.65 12" Roast Beef $7.65 12" Balboa $7.65 12" Beef Fajita $7.65 12" Chicken Fajita $7.65 12" Meatball Sub $7.65 12" Chicken Philly $7.65 12" Philly Steak $7.65 Double Meat $1.25 Add Bacon $1.25 Chips $1.25 Cookies $1.35 Pasta Salad $1.20 Potato Salad $1.20 Cole Slaw $1.20 6" Combo $2.25

Grab N Go Chips $1.15 Large Jerky $7.25 Small Cashew $1.15 Life Savers $0.85 Certs $0.85 Pint Milk $1.60 5 Hour Energy $4.95 Soy Milk $2.00 1 cookie $0.55 3 Cookie $1.50 Cinnamon Roll $1.30 Scone $0.95 Large Candy Bar $1.65 Brownie $1.10 Bagel $1.30 Cream Cheese $0.55 Mixed Fresh Fruit Cup $3.35 Fruit Parfait $4.30

9 erudite Cup $2.30 Veggie $3.80 Outtakes Salad $3.50 Goldfish Crackers $2.55 Yogurt Pretzels $2.55 Tiger Treats $1.55 Trail Mix $3.10 Rice Krispy Treats $1.25 Gummy Worms $3.15 Budget Bites $3.10 Pop Tarts $1.35

Tiger Market Hotline Special $5.15 Hotline Combo $6.00 Hotline Entree $3.00 Hotline Side $1.00 Extra Roll $0.50 Tiger Express $6.05 Soup $1.60 Dessert $1.60 Whole Fruit $0.80 Salad per ounce $0.42

Pepsi Gatorade $2.05 16 oz Water $1.60 20 oz Pop $1.75 Large Frap $3.45 Pureleaf Tea $2.00 Lipton 15oz Tea $1.95 G2 $2.25 Life Water $1.95 Propel $2.25 Canned Brisk Tea $1.95 SOBE $2.60 Muscle Milk $4.95 Ocean's Spray Bottle Juice $2.15 Large Energy Drink $3.85 Mountain Dew Kick Start $1.45 Gator Chews $2.50 SB Double Shot (LG) $2.95 SB Double Shot (SM) $2.25

Pizza Hut PPP Cheese $4.25 PPP Pepperoni $4.65

10 PPP Supreme $4.75 Breadsticks $2.50 Cinnamon Sticks $2.05 PH Combo cookies $5.80 PH Combo BS $5.80 Wing Basics $0.43 6 Wings Breaded Bone Out $5.75 6 Wings Breaded Bone In $5.75 6 Wings Naked $5.75 12 Wings Breaded Bone Out $8.45 12 Wings Bone In $8.45 12 Wings Naked $8.45 Potato Wedges $1.15 Mozzarella Sticks $3.45 Apple Pie $1.15 Cheesy Breadsticks $3.45 Dipping Sauce $0.60

Starbucks HOT Drinks Mocha Short $3.80 Mocha Tall $4.00 Mocha Grande $4.70 Mocha Venti $5.15 White Mocha Short $4.10 White Mocha Tall $4.30 White Mocha Grande $5.15 White Mocha Venti $5.30 Latte Short $3.35 Latte Tall $3.75 Latte Grande $4.25 Latte Venti $4.65 Green Tea Latte Short $3.55 Green Tea Latte Tall $3.65 Green Tea Latte Grande $4.50 Green Tea Latte Venti $4.75 Cappuccino Short $3.35 Cappuccino Tall $3.45 Cappuccino Grande $4.20 Cappuccino Venti $4.65 Espresso Single $2.00 Espresso Double $2.45 Macchiato Single $2.21 Macchiato Double $2.40 Single Con Panna $2.15 Double Con Panna $2.35 Triple Con Panna $2.70

11 Quad Con Panna $3.10 Caramel Macchiato Short $4.00 Caramel Macchiato Tall $4.25 Caramel Macchiato Grande $5.05 Caramel Macchiato Venti $5.25 Hot Chocolate Kids $1.45 Hot Chocolate Short $2.65 Hot Chocolate Tall $3.15 Hot Chocolate Grande $3.35 Hot Chocolate Venti $3.90 White Hot Chocolate Kids $2.35 White Hot Chocolate Short $3.50 White Hot Chocolate Tall $3.65 White Hot Chocolate Grande $4.10 White Hot Chocolate Venti $4.34 Americano Short $1.95 Americano Tall $2.55 Americano Grande $2.95 Americano Venti $3.45 Brew Coffee Short $1.85 Brew Coffee Tall $1.95 Brew Coffee Grande $2.30 Brew Coffee Venti $2.60 Brew Coffee 8 Cup Pressed $4.05 Brew Coffee 12 Cup Pressed $4.60 Hot Tea Short $2.30 Hot Tea Tall $2.40 Hot Tea Grande $2.60 Hot Tea Venti $2.95 Hot Tea Latte Short $3.55 Hot Tea Latte Tall $3.65 Hot Tea Latte Grande $4.50 Hot Tea Latte Venti $4.75 Chai Tea Short $3.45 Chai Tea Tall $3.60 Chai Tea Grande $4.40 Chai Tea Venti $4.75 Caramel Apple Spice Short $3.55 Caramel Apple Spice Tall $3.65 Caramel Apple Spice Grande $4.00 Caramel Apple Spice Venti $4.20 Cafe Misto Short $2.25 Cafe Misto Tall $2.55 Cafe Misto Grande $2.85 Cafe Misto Venti $3.25 12 Vanilla Steamer Short $3.05 Vanilla Steamer Tall $3.15 Vanilla Steamer Grande $3.55 Vanilla Steamer Venti $3.90

Starbucks COLD Drinks Iced Mocha Tall $4.00 Iced Mocha Grande $4.60 Iced Mocha Venti $5.50 Iced White Mocha Tall $4.20 Iced White Mocha Grande $5.05 Iced White Mocha Venti $5.60 Iced Coffee Tall $2.40 Iced Coffee Grande $2.80 Iced Coffee Venti $3.10 Iced Coffee Trenta $3.60 Iced Americana Tall $2.55 Iced Americana Grande $2.85 Iced Americana Venti $3.40 Iced Caramel Macchiato Tall $4.25 Iced Caramel Macchiato Grande $5.10 Iced Caramel Macchiato Venti $5.60 Iced Latte Tall $3.45 Iced Latte Grande $4.10 Iced Latte Venti $4.95 Iced Coffee Frappucino - Espresso Tall $4.50 Iced Coffee Frappucino - Espresso Grande $5.20 Iced Coffee Frappucino - Espresso Venti $5.95 Iced Coffee Frappucino - Mocha Tall $4.45 Iced Coffee Frappucino - Mocha Grande $5.15 Iced Coffee Frappucino - Mocha Venti $5.80 Iced Coffee Frappucino - Carmel Tall $4.45 Iced Coffee Frappucino - Carmel Grande $5.15 Iced Coffee Frappucino - Carmel Venti $5.80 Iced Coffee Frappucino - Java Chip Tall $4.45 Iced Coffee Frappucino - Java Chip Grande $5.15 Iced Coffee Frappucino - Java Chip Venti $5.65 Iced Coffee Frappucino - Coffee Tall $3.80 Iced Coffee Frappucino - Coffee Grande $4.45 Iced Coffee Frappucino - Coffee Venti $5.15 Iced Coffee Frappucino - Cafe Vanilla Tall $3.95 Iced Coffee Frappucino - Cafe Vanilla Grande $4.55 Iced Coffee Frappucino - Cafe Vanilla Venti $5.15 Iced Coffee Frappucino - White Mocha Tall $4.50 Iced Coffee Frappucino - White Mocha Grande $5.25 13 Iced Coffee Frappucino - White Mocha Venti $5.85 Iced Creme Frappucino - Chocolate Chip Tall $4.45 Iced Creme Frappucino - Chocolate Chip Grande $5.15 Iced Creme Frappucino - Chocolate Chip Venti $5.65 Iced Creme Frappucino - Vanilla Bean Tall $4.00 Iced Creme Frappucino - Vanilla Bean Grande $4.45 Iced Creme Frappucino - Vanilla Bean Venti $5.15 Iced Creme Frappucino - Straw Creme Tall $4.45 Iced Creme Frappucino - Straw Creme Grande $5.15 Iced Creme Frappucino - Straw Creme Venti $5.65 Iced Creme Frappucino - Dbl Choe Chip Tall $4.45 Iced Creme Frappucino - Dbl Choe Chip Grande $5.15 Iced Creme Frappucino - Dbl Choe Chip Venti $5.65 Iced Creme Frappucino - Green Tea Tall $4.45 Iced Creme Frappucino - Green Tea Grande $5.15 Iced Creme Frappucino - Green Tea Venti $5.65 Iced Creme Frappucino - Syrup Tall $3.95 Iced Creme Frappucino - Syrup Grande $4.50 Iced Creme Frappucino - Syrup Venti $5.15 Smoothie - Chocolate $4.60 Smoothie - Orange Mango $4.60 Smoothie - Strawberry $4.60 Strawberry Lemonade Tall $3.50 Strawberry Lemonade Grande $3.90 Strawberry Lemonade Venti $4.40 Iced Tea Tall $1.95 Iced Tea Grande $2.45 Iced Tea Venti $2.65 Iced Tea Trenta $3.40 Iced Tea Lemonade Tall $3.20 Iced Tea Lemonade Grande $3.70 Iced Tea Lemonade Venti $4.20 Iced Tea Lemonade Tranta $4.50 Iced Chai Tea Tall $3.70 Iced Chai Tea Grande $4.55 Iced Chai Tea Venti $4.75

Starbucks Food And Retail Apple Fritter $1.85 Blueberry Muffin $1.90 Brownie $2.05 Whoopie Pie $1.60 Very Bery Coffee Cake $2.50 Blueberry Scone $2.00 14 Classic Coffee Cake $2.40 Birthday Cake Pop $1.60 Rocky Road Pop $1.60 Caramel Square $1.60 Carrot Cupcake $1.60 Pumpkin Scone $2.05 Peanut Butter Cupcake $1.60 Morning Bun $2.10 Lemon Square $1.60 Oatmeal Cookie $1.60 Choe Chip Cooke $1.60 Lemon Cake $2.10 Pumpkin Bread $2.10 Cheese Danish $2.10 Banana Loaf $2.10 Cinnamon Roll $3.45 Oatmeal $2.60 Tiramisu Pop $1.60 Short Bread $1.35 Biscotti $1.85 Vanilla Scone $0.90 Vanilla Scone 3pk $2.40 Madeline Cookie $2.10 Ginger Loaf $2.40 Marshmallow Dream Bar $1.85 Blondie Bar $2.30 Cinnamon Cake $2.30 Banana Chip Coffee Cake $2.50 Marble Loaf $2.10 Croissant $2.65 Mini 6pk $8.00 Mini 2pk $2.65 Hazelnut Tartlet $1.60 Walnut Tartlet $1.60 Mini Cherry Pie $1.60 Mini Apple Pie $1.60 Mini BD Donut $0.90 Old Fashioned Donut $1.85 Kind Bar $1.85 Mints/Gum $2.10 Dried Fruit $2.14 Popcorn $1.35 Two Moms in the Raw $4.20 Nuts $1.90 Grahams $1.80 15 Chocolate Bar $1.85 Bites $1.85 Iced Coffee Pack $6.35 Tazo Tea Box $7.40 1 Pound Coffee $15.50 Flavored Brew Coffee $7.40 Tazo Bottle $1.95 Ethos Water $1.95 lzze $3.00 Apple Juice $1.35 Hint Water $2.05 Naked Juice $5.10 Organic Milk $1.70 Refreshers $3.75 Breakfast Sandwich - Ham and Cheese $3.50 Breakfast Sandwich - Bacon Gouda $3.50 Breakfast Sandwich - Turkey Sausage $3.50 Breakfast Sandwich - Sausage Egg $3.25 Via Brew Packs - 3pk $3.15 Via Brew Packs - 12pk $10.60 Via Brew Packs - 12pk Decaf $11.65

Board rates and prices for other Products and Services will increase in each subsequent year by an amount to be negotiated, which shall be not less than the greater of the increase in the Employment Cost Index, Private Industry, Compensation, Not Seasonally Adjusted-CIU2010000000000A ("ECI") or the U.S. Bureau of Labor Statistics: Chained Consumer Price Index for All Urban Consumers (C-CPI-U); Series ID, SUUR0000SEFV; Not Seasonally Adjusted; Area, U.S. city average; Item, Food away from home; Base Period, DECEMBER 1999=100 Under this Contract, the percentage change in applicable Index shall be calculated as follows: the Index value for July of the preceding calendar year shall be subtracted from the Index value for July of the current calendar year and the resulting difference shall be divided by the earlier of the two July Index values. The resulting amount shall be considered the decimal equivalent of the minimum percentage change allowable under this Agreement. It is further agreed that with respect to national brands, pricing will be competitive with prices available in the community outside Client's campus, and price adjustments to such items will be permitted during the academic year.

Chartwells will meet with Client each Agreement Year to review changes to product pricing. Contractor shall furnish figures during August of the current fiscal year for pricing changes for the following fiscal year to substantiate any claim for increase. All other increases above the minimum will be negotiated.

Chartwells shall bill Client on a weekly basis for all reimbursable meals. Client shall remit to Chartwells the aggregate reimbursement within thirty (30) days of receipt of the billing.

16 3. Insertion of Exhibit A. Section I. Exhibit A of the Agreement is amended lo insert the following as Section I

I. PERFORMANCE BENCHMARKS

The benchmarks below will be reviewed annually, at completion of the spring semester. If Chartwells has not fulfilled any item during the preceding contract year, it shall pay Client liquidated damages of $555 per each Action Item not achieved. In no event shall the total of liquidated damages exceed a total of $10,000 in any contract year.

ACTION ITEMS FOR CATERING - MEMORIAL UNION

Action Item Time Frame Measurement Comments Customer satisfaction Catering Customer Satisfaction Ongoing by yes or Ongoing surveys sent out with Survey no calerinQ invoices. Develop monthly Limited Time Create one Limited Time Offers for Catering Monthly Monthly - yes or no Offer monthly for catering.

ACTION ITEMS FOR RESIDENTIAL - MCMINDES CAFE

Action item Time Frame Measurement Comments Chartwells will ensure that a customer service associate Customer Service Ongoing will be "on the floor" from Daily - yes or no. 11AM to 1:30 PM and 5PM to 7:30 PM daily.

Will complete during both fall Semi Annually - Expectation Survey Annually and spring semesters yes or no.

Majority (50%+1) of items offered will have nutritional Monthly - yes or info either on it or posted near Nutritional Information Ongoing no. it. Nutritional information will consist of calories, carbohvdrates, fat and orotein Menus posted monthly on the Dine On Campus website, Menus Ongoing Monthly - yes or subject to change due to no. availability Chartwells will assure that all Availability of Food Offerings food offerings will be Ongoing Daily - yes or no available during the entire meal period.

Monthly - yes or 4 monotony breakers Monotony Breakers Monthly no. executed per month

17 ACTION ITEMS FOR TIGER TOTS

Action item Time Frame Measurement Comments Provide all meals and snacks to Ongoing Menus must be provided to Ongoing - yes or Tiger Tots as outlined by the Child Student Affairs for review by no. and Adult Care Food Program. the Director of Tiger Tots per semester by July 1 (Fall) and December 1 (Spring). Milk and juice will be provided as needed. Menus subject to chanae due to availabilitv. Completion of food production Yearly Delivery of daily products will Ongoing - yes or sheets necessary for the CACFP. list amounts delivered and no. temperature at time of deliverv. A minimum of one "special meal" Monthly Proposed "special meal" will Monthly - yes or will be provided per month to Tiger show difference from menu no. Tots as mutually agreed upon, submitted menu on July 1 such as German-themed food at and December 1. Oktoberfest; a Thanksgiving meal; and other holiday- or event-based thematic meals. Chartwells will review and sign off Within 15 Documents include sample Yearly - yes or no. on mutually agreed upon CACFP days of menus, pricing, serving sizes Documents. receiving the document

ACTION ITEMS FOR RETAIL - MEMORIAL UNION

Action Item Time Frame Measurement Comments Chartwells will ensure that all register service lines are open from 11 AM to 1 PM Daily Customer Service Ongoing daily. Service Lines will -yes or no. include Mondos (1 ); Grab-n- Go (1); Starbucks (1); Tiger Market (3)

Will complete during both fall Semi Annually - Expectation Survey Annually and spring semesters yes or no.

Majority (50%+1) of items offered will have nutritional info either on it or posted Monthly - yes or Nutritional Information Ongoing near it. Nutritional no. information will consist of calories, carbohydrates, fat and orotein. Chartwells will ensure that a customer service associate Cleanliness of Dining Area will be "on the floor'' from Daily Ongoing 11AM to 2:30PM to service -yes or no. tables and remove trash when necessarv . . Chartwells will receive a Cleanliness of kitchen area/ passing score on annual Annually - yes or Annually routine maintenance ECOSURE audits and any no. potential Health Department 18 scores as it relates to sanitation. To the extent any score has been reduced due to University failure to fulfill its obligations (e.g. routine maintenance), the score will be recomputed without giving effect to such reduction for purposes of calculating whether any penalty is to be assessed against Chartwells.

Chartwells will assure that all Availability of Food Offerings Ongoing food offerings will be available Daily - yes or no during the entire meal period.

4. Confirmation and Integration. Except as expressly amended by this Amendment, the parties hereby confirm and ratify the Agreement in its entirety. The Agreement, as amended hereby, constitutes the entire agreement between the parties and their predecessors pertaining to the subject matter of the Agreement, as so amended, and supersedes all prior and contemporaneous agreements and understandings of the parties and their predecessors in connection therewith.

5. Counterparts. This Amendment may be executed in any number of counterparts, each of which shall constitute an original and all of which together shall constitute but one and the same original document.

6. Headings. The section headings herein are for convenience only and do not define, limit or construe the contents of such sections.

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be signed by their duly authorized officers, all done the day and year first above written.

COMPASS GROUP USA, INC. by and through its Chartwells Division

By: By:

Name: M ke ~..._,___.,,-Barne t Its: VP for Administration & Finance Its: President & CEO Date: /o I /':I: / 13 Date: 10/8/13 I •

19 FORT HAYS STATE ;t"11 \ll rt UNIVERSITY Forward thinking. World ready.

ADDENDUM

August 1, 2014

Addendum Number: 7

Contract Number: 10008

Item: Food Services

Agency: Fort Hays State University Localion(s): Hays, Kansas Web Address: http://www.fhsu.edu/purchasing/bids/ Telephone: 785-628-4251 E-Mail Address: [email protected]

Term of Contract: June 1, 2010 to May 31, 2030 (as amended herein)

Contractor: Compass Group USA, Inc., by and through its Chartwells Division 2400 Yorkmont Road Charlotte, NC 28217 Contact: Steven M. Sweeney, President & CEO Telephone: 914-935-5300 Fax: 914-935-5550 FEIN: 56-1874931

1012 Ekstam Drive, Suite 4 Bloomington, IL 61704 Contact: Dan Eusebio, District General Manager Telephone: 402-216-4798 E-Mail: [email protected] Page 2

AMENDMENT NUMBER SEVEN TO FOOD SERVICES AGREEMENT

This Amendment Number Seven to Food Services Agreement effective August 1, 2014, is between Fort Hays State University ("Client") and Compass Group USA, Inc. by and through its Chartwells Division ("Chartwells") (collectively the "Parties").

WHEREAS, Client and Chartwells are parties to that certain Food Services Agreement dated June 1, 2010, as amended by that certain Amendment Number One to Food Services Agreement effective September 1, 2010, as amended by that certain Amendment Number Two to Food Services Agreement dated December 14, 2010, by that certain Amendment Number Three to Food Services Agreement dated July 7, 2011, by that certain Amendment Number Four lo Food Services Agreement dated September 1, 2011, by that certain Amendment Number Five to Food Services Agreement dated August 5, 2012, and by that certain Amendment Number Six to Food Services Agreement dated January 21, 2013 (collectively, the "Agreement"), pursuant to which Chartwells provides food services at Client's premises; and

WHEREAS, the Parties now desire to amend the Agreement;

NOW, THEREFORE, in consideration of the promises contained herein and for other good and valuable consideration, the Parties agree as follows:

1. Definitions. All capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement.

2. Expansion of Hours. Chartwells agrees that, from Monday through Friday, the closing time of its services in both food service facilities (McMindes and Wiest Replacement) will be extended to 11 :00 P.M.

3. Amendment of Section 2.A. Section 2.A of the Agreement is amended to extend the Term of the Agreement for ten additional years, thus the Agreement will expire on May 31, 2030.

4. Amendment of Exhibit A, Section 8. Exhibit A, Section B is amended to delete the meal plan rates set forth therein and replace them with the following meal plan rates:

1,380 Above $8.11 1,380 Above $8.36 1,365 1,379 $8.16 1,365 1,379 $8.41 1,350 1,364 $8.21 1,350 1,364 $8.46 1,335 1,349 $8.26 1,335 1,349 $8.51 1,320 1,334 $8.31 1,320 1,334 $8.56 1,305 1,319 $8.37 1,305 1,319 $8.62 1,290 1,304 $8.42 1,290 1,304 $8.67 1,275 1,289 $8.47 1,275 1,289 $8.73 1,260 1,274 $8.53 1,260 1,274 $8.79 1,245 1,259 $8.59 1,245 1,259 $8.85 1,230 1,244 $8.65 1,230 1,244 $8.91

2 Page 3

1,215 1,229 $8.71 1,215 1,229 $8.97 1,200 1,214 $8.77 1,200 1,214 $9.04 1,185 1,199 $8.84 1,185 1,199 $9.10 1,170 1,184 $8.90 1,170 1,184 $9.17 1,155 1,169 $8.97 1,155 1,169 $9.24 1,140 1,154 $9.04 1,140 1,154 $9.31 1,125 1,139 $9.11 1,125 1,139 $9.39 1,110 1,124 $9.18 1,110 1,124 $9.46 1,095 1,109 $9.26 1,095 1,109 $9.54 1,080 1,094 $9.34 1,080 1,094 $9.62

Academic Year 2016 • 2017 Total Enrollment

1,380 Above $9.48 1,380 Above $9.76 1,365 1,379 $9.53 1,365 1,379 $9.82 1,350 1,364 $9.59 1,350 1,364 $9.88 1,335 1,349 $9.65 1,335 1,349 $9.94 1,320 1,334 $9.71 1,320 1,334 $10.00 1,305 1,319 $9.77 1,305 1,319 $10.06 1,290 1,304 $9.83 1,290 1,304 $10.13 1,275 1,289 $9.90 1,275 1,289 $10.20 1,260 1,274 $9.97 1,260 1,274 $10.26 1,245 1,259 $10.03 1,245 1,259 $10.33 1,230 1,244 $10.10 1,230 1,244 $10.41 1,215 1,229 $10,17 1,215 1,229 $10.48 1,200 1,214 $10.25 1,200 1,214 $10.55 1,185 1,199 $10.32 1,185 1,199 $10.63 1,170 1,184 $10.40 1,170 1,184 $10.71 1,155 1,169 $10.48 1,155 1,169 $10.79 1,140 1,154 $10.56 1,140 1,154 $10.88 1,125 1,139 $10.64 1,125 1,139 $10.96 1,110 1,124 $10.73 1,110 1,124 $11.05 1,095 1,109 $10.82 1,095 1,109 $11.14 1,080 1,094 $10.91 1,080 1,094 $11.23

5. Amendment of Exhibit A, Section B. Exhibit A, Section B is amended by deleting the following paragraph:

"Board rates and prices for other Products and Services will increase in each subsequent year by an amount to be negotiated, which shall be not less than the greater of the increase in the Employment Cost Index, Private Industry, Compensation, Not Seasonally Adjusted - CIU2010000000000A ("ECI") or the U.S. Bureau of Labor Statistics: Chained Consumer Price Index for All Urban Consumers (C-CPI-U); Series ID, SUUR0000SEFV; Not Seasonally Adjusted; Area, U.S. city average; Item, Food away from home; Base Period, DECEMBER 1999=100 Under this Contract, the

3 Page4

percentage change in applicable Index shall be calculated as follows: the Index value for July of the preceding calendar year shall be subtracted from the Index value for July of the current calendar year and the resulting difference shall be divided by the earlier of the two July Index values. The resulting amount shall be considered the decimal equivalent of the minimum percentage change allowable under this Agreement. It is further agreed that with respect to national brands, pricing will be competitive with prices available in the community outside Client's campus, and price adjustments to such items will be permitted during the academic year."

and replacing it with the following paragraph:

"Prices for Products and Services other than Board rates will increase as follows:

• For the 2014-2015 academic year, by an amount equal to 2.6%. • For the 2015-2016 academic year, by an amount equal to 3.0%. • For the 2016-2017 academic year, by an amount equal to 13.4%. • For the 2017-2018 academic year, by an amount equal to 3.0%.

Board rates and prices for other Products and Services will increase in each subsequent year by an amount equal to 3.0%. It is further agreed that with respect to national brands, pricing will be competitive with prices available in the community outside Client's campus, and price adjustments to such items will be permitted during the academic year."

6. Amendment of Exhibit A. Section D. This Agreement is amended to delete Exhibit A, Section D and replace it with the following:

• Chartwells has previously funded an investment in a total sum of One Million Seven Hundred Fifty Thousand ($1,750,000) Dollars (collectively, the "Original Investment"). Chartwells has been amortizing the Original Investment on a straight line basis. As of October 1, 2013, the remaining balance of the Original Investment is One Million Three Hundred Fifty-one Thousand and 85/100 ($1,351.016.85) Dollars. Chartwells will amortize the remaining balance of the Original Investment from October 2013 until May 2030 on a straight line basis. Client shall hold title to items funded by the Original Investment. If this Agreement expires or is terminated for any reason prior to the full amortization of the Original Investment, Client is liable for and promises to pay to Chartwells the unamortized portion of the Original Investment immediately upon expiration or termination.

• Chartwells will fund an additional investment in Client's dining service program to fund capital improvements to Client's premises to facilitate the dining service program as part of the Weist Replacement Project in a total sum not to exceed One Million Two Hundred Fifty Thousand ($1,250,000) Dollars (the "Weist Project Investment"). The Weist Project Investment will be disbursed on or before October 1, 2016 on a schedule as agreed by Chartwells and Client. The Weist Project Investment will be amortized on a straight line basis from October 2016 through May 2030. Client shall hold title to all items funded by the Weist Project Investment. If this Agreement expires or is terminated for any reason prior to the full amortization of the Weist Project Investment, Client is liable for and promises to pay to Chartwells the unamortized portion of the Weist Project Investment immediately upon expiration or termination.

• Chartwells will fund an additional investment in Client's dining service program to fund capital improvements to Client's premises to facilitate the dining service program in a total sum not to exceed Three Hundred Fifty Thousand ($350,000) 4 Page 5

Dollars (the "2021 Investment"). The 2021 Project Investment will be disbursed on or before October 1, 2021 on a schedule as agreed by Chartwells and Client. The 2021 Investment will be amortized on a straight line basis from October 2021 through May 2030. Client shall hold title to all items funded by the 2021 Investment. If this Agreement expires or is terminated for any reason prior to the full amortization of the 2021 Investment, Client is liable for and promises to pay to Chartwells the unamortized portion of the 2021 Investment immediately upon expiration or termination.

• Chartwells will fund an additional investment in Client's dining service program to fund capital improvements to Client's premises to facilitate the dining service program in a total sum not to exceed Two Hundred ($200,000) Dollars (the "2025 Investment"). The 2025 Project Investment will be disbursed on or before October 1, 2025 on a schedule as agreed by Chartwells and Client. The 2025 Investment, together with 2025 Interest, will be amortized on a straight line basis from October 2025 through May 2030. Client shall hold title to all items funded by the 2025 Investment. If this Agreement expires or is terminated for any reason prior to the full amortization of the 2025 Investment, Client is liable for and promises to pay to Chartwells the unamortized portion of the 2025 Investment immediately upon expiration or termination.

• The parties will mutually agree to refresh concepts for all dining operations on campus including McMindes, the Wiest replacement facility, the Memorial Union and all other currently existing dining facilities. Each facility will have a new concept implemented once every three years, preferably one facility per year, in the cash operation or Pulse on Dining concepts. The specific terms and conditions related to all refresh concepts will be mutually agreed upon by the parties in a written amendment to this agreement.

7. Confirmation and Integration. Except as expressly amended by this Amendment, the parties hereby confirm and ratify the Agreement in its entirety. The Agreement, as amended hereby, constitutes the entire agreement between the parties and their predecessors pertaining to the subject matter of the Agreement, as so amended, and supersedes all prior and contemporaneous agreements and understandings of the parties and their predecessors in connection therewith.

8. Counterparts. This Amendment may be executed in any number of counterparts, each of which shall constitute an original and all of which together shall constitute but one and the same orig in al document.

9. Headings. The section headings herein are for convenience only and do not define, limit or construe the contents of such sections.

{Signatures on next page.}

5 Page 6

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be signed by their duly authorized officers, all done the day and year first above written.

FORT

By: ~- By: /-,,C..,,,!;,L"l~µ..,t.-Ac.::__...,;;;;,,. Name:JeSamt "-"""-'"-'-'""-'"-'-"""'-'-'-"-"--- Its: VP for Administration & Finance Its: President & CEO Date: Date: 9/4/14 I

6 FORT HAYS STATE UNIVERSITY Forward thinking. World ready.

ADDENDUM

August 14, 2015

Addendum Number: 8

Contract Number: 10008

Item: Food Services

Agency: Fort Hays State University Location(s): Hays, Kansas Web Address: http://www.fhsu.edu/purchasing/bids/ Telephone: 785-628-4251 E-Mail Address: [email protected]

Term of Contract: June 1, 2010 to May 31, 2025 (as amended herein)

Contractor: Compass Group USA, Inc., by and through its Chartwells Division 2400 Yorkmont Road Charlotte, NC 28217 Contact: Steven M. Sweeney, President & CEO Telephone: 914-935-5300 Fax: 914-935-5550 FEIN: 56-1874931

1012 Ekstam Drive, Suite 4 Bloomington, IL 61704 Contact: Dan Eusebio, District General Manager Telephone: 402-216-4798 E-Mail: [email protected] Page 2

AMENDMENT NUMBER EIGHT TO FOOD SERVICES AGREEMENT ~ oc::.::n:::ez:~ This Amendment Number Eight to Food Services Agreement effective August 1, 2015, is between Fort Hays State University ("Client") and Compass Group USA, Inc. by and through its Chartwells Division ("Chartwells") (collectively the "Parties").

WHEREAS, Client and Chartwells are parties to that certain Food Services Agreement dated June 1, 2010, as amended by that certain Amendment Number One to Food Services Agreement effective September 1, 2010, as amended by that certain Amendment Number Two to Food Services Agreement dated December 14, 2010, by that certain Amendment Number Three to Food Services Agreement dated July 7, 2011, by that certain Amendment Number Four to Food Services Agreement dated September 1, 2011, by that certain Amendment Number Five to Food Services Agreement dated August 5, 2012, by that certain Amendment Number Six to Food Services Agreement dated January 21, 2013, and by that certain Amendment Number Seven to Food Services Agreement dated August 1, 2014 (collectively, the "Agreement"), pursuant to which Chartwells provides food services at Client's premises; and

WHEREAS, the Parties now desire to amend the Agreement;

NOW, THEREFORE, in consideration of the promises contained herein and for other good and valuable consideration, the Parties agree as follows:

1. Definitions. All capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement.

2. Amendment of Section 2.A. Section 2.A of the Agreement is deleted in its entirety and replaced with the following: 'This Agreement shall become effective as of June 1, 2010 and shall remain in force until May 31, 2025 unless sooner terminated as herein provided ("Term"). It shall thereafter renew itself automatically for one-year periods until notice of termination in writing is given by either Party as provided herein."

3. Amendment of Exhibit A. Section D. This Agreement is amended to delete Exhibit A, Section D and replace it with the following :

• Chartwells has previously funded an investment in a total sum of One Million Seven Hundred Fifty Thousand ($1,750,000) Dollars (collectively, the "Original Investment"). Chartwells has been amortizing the Original Investment on a straight line basis. As of October 1, 2015, the remaining balance of the Original Investment is One Million One Hundred Ninety Six Thousand T hree Hundred F orty and 10/100 ($1,196,340.10) Dollars. Chartwells will amortize the remaining balance of the Original Investment from October 2015 until May 2025 on a straight line basis. Client shall hold title to items funded by the Original Investment. If this Agreement expires or is terminated for any reason prior to the full amortization of the Original Investment, Client is liable for and promises to pay to Chartwells the unamortized portion of the Original Investment immediately upon expiration or termination.

• Chartwells will fund an additional investment in Client's dining service program to fund capital improvements to Client's premises to facilitate the dining service program as part of the Wiest Replacement Project in a total sum not to exceed Three Hundred Thousand ($300,000)

2 Page 3

Dollars (the "Wiest Project Investment"). The Wiest Project Investment will be disbursed on October 1, 2016 on a schedule as agreed by Chartwells and Client. The Wiest Project Investment will be amortized on a straight line basis from October 2016 through May 2025. Client shall hold title to all items funded by the Wiest Project Investment. If this Agreement expires or is terminated for any reason prior to the full amortization of the Wiest Project Investment, Client is liable for and promises to pay to Chartwells the unamortized portion of the Wiest Project Investment in mediately upon expiration or termination.

• Chartwells will fund an additional investment in Client's dining service program to fund capital improvements to Client's premises to facilitate the dining service program i1 a total sum not to exceed One Hundred Thousand ($100,000) Dollars (the "2019 Investment"). The 2019 Investment will be disbursed on October 1, 2019 on a schedule as agreed by Chartwells and Client. The 2019 Investment will be amortized on a straight line basis from October 2019 through May 2025. Client shall hold title to all items funded by the 2019 lwestment. If this Agreement expires or is terminated for any reason prior to the full amortization of the 2019 Investment, Client is liable for and promises to pay to Chartwells the unamortized portion of the 2019 lwestment immediately upon expiration or termination.

• Chartwells will fund an additional investment in Client's dining servce program to fund capital improvements to Client's premises to facilitate the dining service program in a total sum not to exceed One Hundred Thousand ($100,000) Dollars (the "2022 Investment"). The 2022 Investment will be disbursed on October 1, 2022 on a schedule as agreed by Chartwells and Client. The 2022 Investment will be amortized on a straight line basis from October 2022 through May 2025. Client shall hold title to all items funded by the 2022 Investment. If this Agreement expires or is terminated for any reason prior to the full amortization of the 2022 Investment, Client is liable for and promises to pay to Chartwells the unamortized portion of the 2022 Investment immediately upon expiration or termination.

• The parties will mutually agree to refresh concepts for all dining operations on campus including McMindes, the Wiest replacement facility, the Memorial Union and all other currently existing dining facilities. Each facility will have a new concept implemented once every three years, preferably one facility per year, in the cash operation or the resident dining concepts. The specific terms and conditions related to all refresh concepts will be mutually agreed upon by the parties in a written amendment to this agreement.

4. Amendment of Exhibit A Section B. Exhibit A, Section B is amended to delete the meal plan rates set forth therein and replace them with the following meal plan rates:

3 Page 4

Fort Hays State University Fort Hays State University Fort Hays State University

2015 - 2016 2016 - 2017 2017 - 2018 Total Total Total Enrollment Rate Enrollment Rate Enrollment Rate

1,380 Above $8.63 1,380 Above $8.88 1,380 Above $9.15 1,365 1,379 $8.68 1,365 1,379 $8.94 1,365 1,379 $9.20 1,350 1,364 $8.73 1,350 1,364 $8.99 1,350 1,364 $9.26 1,335 1,349 $8.78 1,335 1,349 $9.04 1,335 1,349 $9.31 1,320 1,334 $8.83 1,320 1,334 $9.10 1,320 1,334 $9.37 1,305 1,319 $8.89 1,305 1,319 $9 .15 1,305 1,319 $9.43 1,290 1,304 $8.94 1,290 1,304 $9.21 1,290 1,304 $9.49 1,275 1,289 $9.00 1,275 1,289 $9.27 1,275 1,289 $9.55 1,260 1,274 $9.06 1,260 1,274 $9.33 1,260 1,274 $9.61 1,245 1,259 $9.12 1,245 1,259 $9.39 1,245 1,259 $9.67 1,230 1,244 $9.18 1,230 1,244 $9.45 1,230 1,244 $9.74 1,215 1,229 $9.24 1,215 1,229 $9.52 1,215 1,229 $9.81 1,200 1,214 $9.31 1,200 1,214 $9.59 1,200 1,214 $9.87 1,185 1,199 $9 .37 1,185 1,199 $9.65 1,185 1,199 $9.94 1,170 1,184 $9.44 1,170 1,184 $9.72 1,170 1,184 $10.02 1,155 1,169 $9.51 1,155 1,169 $9.80 1,155 1,169 $10.09 1,140 1,154 $9.58 1,140 1,154 $9.87 1,140 1,154 $10.17 1,125 1,139 $9.66 1,125 1,139 $9.94 1,125 1,139 $10.24 1,110 1,124 $9.73 1,110 1,124 $10.02 1,110 1,124 $10.32 1,095 1,109 $9.81 1,095 1,109 $10.10 1,095 1,109 $10.41 1,080 1,094 $9 .89 1,080 1,094 $10.18 1,080 1,094 $10.49

5. Client shall pay Chartwells the following reimbursements for commuter meal plans:

Academic year: 2015- 2016

CHARTWELLS PRORATED CHARTWELLS MEALS SEMESTER DAILY RATE CHARGE

160 $4.22 $481 121 $4.22 $363 101 $4.22 $304 91 $4.22 $274 52 $4.22 $156 32 $4.22 $97

6. Confirmation and Integration. Except as expressly amended by this Amendment, the parties hereby confirm and ratify the Agreement in its entirety. The Agreement, as amended hereby, constitutes the entire agreement between the

4 Page 5

parties and their predecessors pertaining to the subject matter of the Agreement, as so amended, and supersedes all prior and contemporaneous agreements and understandings of the parties and their predecessors in connection therewith.

7. Counterparts. This Amendment may be executed in any number of counterparts, each of which shall constitute an original and all of wh ich together shall constitute but one and the same original document.

8. Headings. The section headings herein are for convenience only and do not define, lim it or construe the contents of such sections.

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be signed by their duly authorized officers, all done the day and year first above written.

UNIVERSITY

By: Name. ~~--~~~.....__ __ _ Its: VP for Administration & Finance Its: President & CEO Date: .;i. [ 19 / /6 Date: 2/18/16

5 ;t•~ FORT HAYS STATE \'ffi- ' UNIVERSITY ~~ Forward thinking. World ready.

ADDENDUM

July 27, 2017

Addendum Number: 9

Contract Number: 10008

Item: Food Services

Agency: Fort Hays State University Location(s): Hays, Kansas Web Address: http://www.fhsu.edu/purchasing/bids/ Telephone: 785-628-4251 E-Mail Address: [email protected]

Term of Contract: June 1, 2010 to May 31, 2025 (as amended herein)

Contractor: Compass Group USA, Inc., by and through its Chartwells Division 2400 Yorkmont Road Charlotte, NC 28217 Contact: Steven M. Sweeney, President & CEO Telephone: 914-935-5300 Fax: 914-935-5550 FEIN: 56-1874931

1012 Ekstam Drive, Suite 4 Bloomington, IL 61704 Contact: Dan Eusebio, District General Manager Telephone: 402-216-4798 E-Mail: [email protected]

Conditions:

• Amendment of Section H, In Kind Contributions and Support: Chartwells will provide annually, $2,500 in scholarship funds specification for the Hispanic College Institute. Funds will be disbursed no later than October 30th of each year. AMENDMENT NUMBER NINE TO FOOD SERVICES AGREEMENT

This Amendment Number Nine to Food Services Agreement effective October 1, 2017, is between Fort Hays State University ("Client") and Compass Group USA, Inc. by and through its Chartwells Division ("Chartwells") ( collectively the "Parties").

WHEREAS, Client and Chartwells are parties to that certain Food Services Agreement dated June 1, 2010, as amended by Amendment Number One to Food Services Agreement effective September 1, 2010, Amendment Number Two to Food Services Agreement dated December 14 2010, Amendment Number Three to Food Services Agreement dated July 7 2011 , Amendment Number Four to Food Services Agreement dated September 1,2011 , Amendment Numbe' r Five to Food Services Agreement dated August 5, 2012, Amendment Number Six to Food Services Agreement dated January 21 , 2013, Amendment Number Seven to Food Services Agreement dated August 1, 2014, and Amendment Number Eight to Food Services Agreement dated October 1, 2015,(collectively the Agreement) pursuant to which Chartwells provides food services at Clients premises; and as amended by; and

WHEREAS, the Parties now desire to amend the Agreement;

NOW, THEREFORE, in consideration of the promises contained herein and for other good and valuable consideration, the Parties agree as follows:

1. Definitions. All capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement.

2. Amendment of Section H, In Kind Contributions and Support. The Agreement is amended to add the following:

Chartwells will provide annually, $2,500 in scholarship funds specifically for the Hispanic College Institute. Funds will be disbursed no later than October 30th of each year.

3. Confirmation and Integration. Except as expressly amended by this Amendment, the parties hereby confirm and ratify the Agreement in its entirety. The Agreement, as amended hereby, constitutes the entire agreement between the parties and their predecessors pertaining to the subject matter of the Agreement, as so amended, and supersedes all prior and contemporaneous agreements and understandings of the parties and their predecessors in connection therewith.

4. Counterparts. This Amendment may be executed in any number of counterparts, each of which shall constitute an original and all of which together shall constitute but one and the same original document.

5. Headings. The section headings herein are for convenience only and do not define, limit or construe the contents of such sections.

1 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be signed by their duly authorized officers, all done the day and year first above written.

FORT HAYS STATE UNIVERSITY COMP ASS GROUP USA, INC. by and through its Chartwez Di~ision I , /J 1 By: By: M:?l) y'f!(JJ£_- Name: Michael W. Barnett Name: Lisa McEuen

Its: VP~ and Finance Its: Chief Executive Officer for Administration Date: 7/27/17 Date: 7/21/2017

rwprovedas to For_m . Fort Hays State University GeneralCounsel "){?"11,'1 ~

2 ADDENDUM

April 4, 2018

Addendum Number: 10

Contract Number: 10008

Item: Food Services

Agency: Fort Hays State University Location( s ): Hays, Kansas Web Address: http://www.fhs u. ed u/purchasinq/bid s/ Telephone: 785-628-4251 E-Mail Address: [email protected]

Term of Contract: June 1, 201 Oto May 31, 2025 (as amended herein)

Contractor: Compass Group USA, Inc., by and through its Chartwells Division 2400 Yorkmont Road Charlotte, NC 28217 Contact: Steven M. Sweeney, President & CEO Telephone: 914-935-5300 Fax: 914-935-5550 FEIN: 56-1874931

1012 Ekstam Drive, Suite 4 Bloomington, IL 61704 Contact: Dan Eusebio, District General Manager Telephone: 402-216-4798 E-Mail: [email protected]

Conditions:

Amendment of Exhibit A, Section D: Financial Arrangements, Investment and Pre­ Opening Expenses:

Chartwells will fund an additional investment in Client's dining service program to fund capital improvements to Client's premises to facilitate the dining service program in a total sum not to exceed Thirty Thousand Five Hundred Dollars ($30,500) (the "2018 Investment"). AMENDMENT NUMBER TEN TO FOOD SERVICES AGREEMENT

This Amendment Number Ten to Food Services Agreement effective March 1, 2018, is between Fort Hays State University ("Client") and Compass Group USA, Inc. by and through its Chartwells Division ("Chartwells") ( collectively the "Parties").

WHEREAS, Client and Chartwells are parties to that certain Food Services Agreement dated June 1, 2010, as amended by Amendment Number One to Food Services Agreement effective September 1, 2010, Amendment Number Two to Food Services Agreement dated December 14 2010, Amendment Number Three to Food Services Agreement dated July 7, 2011, Amendment Number Fourto Food Services Agreement dated September 1,2011, Amendment Number Five to Food Services Agreement dated August 5, 2012, Amendment Number Six to Food Services Agreement dated January 21, 2013, Amendment Number Seven to Food Services Agreement dated August 1,2014, Amendment Number Eight to Food Services Agreement dated October 1, 2015, and Amendment Number Nine to Food Services Agreement dated October 1, 2017 (collectively the Agreement) pursuant to which Chartwells provides food services at Clients premises; and as amended by; and

WHEREAS, the Parties now desire to amend the Agreement;

NOW, THEREFORE, in consideration of the promises contained herein and for other good and valuable consideration, the Parties agree as follows:

1. Definitions. All capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement.

2. Amendment of Exhibit A, Section B. Section B of Exhibit A is amended by deleting the Casual Meal Rates and Conference Rates and replacing them with the following:

Client shall pay Chartwells the following reimbursements for Casual Meal Sales and Conference Meal Sales (which are subject to commissions provided herein).

Summer2018 $16.98 Summer2019 $18.49 Summer2020 $20.04 Summer2020 $21.65

3. Amendment of Exhibit A, Section D. Section D of Exhibit A is amended by inserting the following:

Chartwells will fund an additional investment in Client's dining service program to fund capital improvements to Client's premises to facilitate the dining service program in a total sum not to exceed Thirty Thousand Five Hundred Dollars ($30,500) (the "2018 Investment"). The 2018 Investment will be disbursed and amortized on a straight line basis in accordance with the table below. Client shall hold title to all items funded by the 2018 Investment. If this Agreement expires or is terminated for any reason prior to the full amortization of the 2018 Investment, Client is liable

1 for and promises to pay to Chartwells the unamortized portion of the 2018 Investment immediately upon expiration or termination. In the event the Agreement is terminated prior to the disbursement of funds, Chartwells shall no disburse such 2018 Investment funds.

Amortization Completion Amortization Begins Proposed Item Amount Date

Catering facility May l, 2018 or when revenue unQ:rades $30,500 generation commences May 31, 2025

Total $30,500

4. Confirmation and Integration. Except as expressly amended by this Amendment, the parties hereby confirm and ratify the Agreement in its entirety. The Agreement, as amended hereby, constitutes the entire agreement between the parties and their predecessors pertaining to the subject matter of the Agreement, as so amended, and supersedes all prior and contemporaneous agreements and understandings of the parties and their predecessors in connection therewith.

5. Counterparts. This Amendment may be executed in any number of counterparts, each of which shall constitute an original and all of which together shall constitute but one and the same original document.

6. Headings. The section headings herein are for convenience only and do not define, limit or construe the contents of such sections.

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be signed by their duly authorized officers, all done the day and year first above written.

FORT HAYS STATE UNIVERSITY COMPASS GROUP USA, INC. by and through its Chartw s DivisionHtt/2_ • • By: ~ By: Name: Michael W. Barnett Name: Lisa McEuen Its: VP Administration & Eioaoce Its: Chief Executive Officer Date: Date: 4/17/2018 tf/Jt,/tBI I

\pproved as to For:n . r: ort \-lays State University ;eneral Co4nsel /isl 1t//

2