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20-001 Junior Chef Stars_Amendment #2 dated 10-7-25 for Afterschool_Summer Programs1 SECOND AMENDMENT TO AGREEMENT 20-001 BETWEEN THE CITY OF CUPERTINO AND JUNIOR CHEF STARS FOR AFTERSCHOOL/SUMMER PROGRAMS This Second Amendment to Agreement 20-001 is by and between the City of Cupertino, a municipal corporation (hereinafter "City") and Junior Chef Stars, a Corporation (“Contractor”) whose address is 1027 Terra Nova Blvd, Pacifica, CA 94044, and is made with reference to the following: RECITALS: A. On June 5, 2020, Agreement 20-001 (“Agreement”) was entered into by and between City and Contractor for Afterschool/Summer Programs with a term expiring on June 30, 2023. B. On July 12, 2023, City and Contractor entered into a First Amendment and reinstated the Agreement for Afterschool/Summer Programs with a term expiring on June 30, 2026. C. The Agreement and First Amendment are collectively referred to as the “Agreement” unless otherwise indicated. D. City and Contractor desire to modify the Agreement on the terms and conditions set forth herein. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. Paragraph 3 of the Agreement is modified to read as follows: Compensation. City will pay Contractor for satisfactory performance of the Services an amount that will be based upon actual costs but that will be capped so as not to exceed $114,000.00 (“Contract Price”), based upon the Scope of Services, budget, performance schedule, and rates included in Exhibit A. The maximum compensation includes all costs, expenses, and reimbursements and will remain in place even if Contractor’s actual costs exceed the capped amount. Contractor must submit invoices and the information required in Exhibit A in order to receive payment. City will compensate Contractor within thirty (30) days after approval of written invoices. Invoices are subject to review and audit by City during regular business hours upon 24 hours’ notice. Contractor must maintain complete and accurate records of payrolls, expenditures, disbursements and other cost items charged to City or establishing the basis for an invoice, for a minimum of four (4) years from the date of the final payment. 2. Exhibit A and B of the Agreement are replaced with a new Exhibit A-1 and Exhibit B-1 attached hereto. 3. Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same and shall be in full force and effect. 2 IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to be executed. CITY OF CUPERTINO By Title Date APPROVED AS TO FORM Senior Assistant City Attorney ATTEST: City Clerk Date JUNIOR CHEF STARS By Title Date EXPENDITURE DISTRIBUTION Item PO Number Amount Base Amount 2022-104, 2023-91, 2024-95, 2025-92 36,000.00 1st Amendment 48,000.00 2nd Amendment 30,000.00 - - 114,000.00 Simmone Guerrero Riley Sep 23, 2025 Operation Coordinator Oct 7, 2025 Director of Parks and Recreation Oct 7, 2025 Updated 04/29/25 EXHIBIT A-1 SCOPE OF WORK, PERFORMANCE AND PAYMENT SCHEDULES The CONTRACTOR will provide Afterschool/Summer Programs in, but not limited to, the following: Junior Chef Stars, Restaurant Takeover, Basket Battles, Culinary Fusion, Culinary Passport, Farm Fresh Flavors, Food Truck Challenge, Insane Eats, Future Celebrity Chef Location and Time of CONTRACTOR Services: Refer to the City’s Publications for agreed upon dates, times, and locations of a class, camp, activity, program, or service (“class”). The City, at its sole discretion, may change the agreed dates, times and locations of a class, or may cancel a class. Compensation for CONTRACTOR Services: Contractor shall be compensated for services performed pursuant to this Agreement. For a class taught in person, 60% of the resident fee for each participant, based on final roster. City and Contractor may mutually agree for Contractor to teach a class online rather than in person, provided that City and Contractor reach agreement for compensation for that online class. Compensation for that online class shall be specified in writing in a separate side agreement before online instruction for a class begins. The total compensation to the Contractor shall not exceed $114,000.00. Eligible Participant Minimum and Maximums for CONTRACTOR Services: Minimum: 10 Maximum: 20 If less than the required minimum number of participants enroll in and pay for a particular class as identified in the schedule before the class is scheduled to start, the City may cancel the particular class and/or terminate this Agreement without additional notice or payment to Contractor. Performance of CONTRACTOR Services: Class Cancellation Contractor will only receive compensation for a class that is performed. If performance of a class is cancelled by the City or Contractor before instruction begins, Contactor will not receive compensation for the class. If the City or Contractor cancels performance of certain meetings of a class, Contractor will only receive compensation for those meetings of the class that are performed. Updated 04/29/25 In the case Contractor unilaterally cancels performance of a class without City approval, City reserves the right to immediately and without notice cancel the remainder of classes offered and or performed by Contractor. Registration, Enrollment, and Supervision The Contractor shall follow all guidelines pertaining to registration procedures as listed in the quarterly recreation schedule. Participants may not take part in the program unless they are listed on the class roster or can show proof of enrollment. All participants and volunteers need to complete the City’s Waiver of Liability form prior to taking part in the program. If applicable, contractors who are responsible for supervising minors must remain with the class until a parent or legal guardian has arrived and all minors are released to them. Injury of a Class Participant In the event of an injury occurring to a participant, the Contractor will notify the City within 1 hour and complete an Incident Report in the form approved by the City. The Incident Report must be submitted to the City within 24 hours of the injury occurring. Afterschool/Summer Programs Final Audit Report 2025-10-07 Created:2025-09-23 By:Webmaster Admin (webmaster@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAAFRNWmCots0q4RDjbCZFioHmUeXIWPQMs "Afterschool/Summer Programs" History Document created by Webmaster Admin (webmaster@cupertino.org) 2025-09-23 - 2:45:20 PM GMT- IP address: 35.229.54.2 Document emailed to Araceli Alejandre (aracelia@cupertino.org) for approval 2025-09-23 - 2:47:18 PM GMT Email viewed by Araceli Alejandre (aracelia@cupertino.org) 2025-09-23 - 2:47:27 PM GMT- IP address: 18.232.177.63 Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2025-09-23 - 2:50:56 PM GMT - Time Source: server- IP address: 71.202.76.156 Document emailed to simmone@juniorchefstars.com for signature 2025-09-23 - 2:50:59 PM GMT Email viewed by simmone@juniorchefstars.com 2025-09-23 - 4:17:29 PM GMT- IP address: 98.238.140.34 Signer simmone@juniorchefstars.com entered name at signing as Simmone Guerrero Riley 2025-09-23 - 10:45:11 PM GMT- IP address: 98.238.140.34 Document e-signed by Simmone Guerrero Riley (simmone@juniorchefstars.com) Signature Date: 2025-09-23 - 10:45:13 PM GMT - Time Source: server- IP address: 98.238.140.34 Document emailed to Michael Woo (michaelw@cupertino.org) for signature 2025-09-23 - 10:45:15 PM GMT Email viewed by Michael Woo (michaelw@cupertino.org) 2025-09-23 - 10:45:23 PM GMT- IP address: 52.72.9.35 Email viewed by Michael Woo (michaelw@cupertino.org) 2025-10-07 - 4:01:54 PM GMT- IP address: 3.236.207.15 Document e-signed by Michael Woo (michaelw@cupertino.org) Signature Date: 2025-10-07 - 5:44:36 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Rachelle Sander (rachelles@cupertino.org) for signature 2025-10-07 - 5:44:38 PM GMT Email viewed by Rachelle Sander (rachelles@cupertino.org) 2025-10-07 - 5:44:46 PM GMT- IP address: 34.231.244.188 Document e-signed by Rachelle Sander (rachelles@cupertino.org) Signature Date: 2025-10-07 - 5:51:45 PM GMT - Time Source: server- IP address: 64.165.34.3 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2025-10-07 - 5:51:48 PM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2025-10-07 - 5:51:55 PM GMT- IP address: 54.80.250.126 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2025-10-07 - 8:23:23 PM GMT - Time Source: server- IP address: 64.165.34.3 Agreement completed. 2025-10-07 - 8:23:23 PM GMT