Amendment No. 1 to Form S-1

As filed with the Securities and Exchange Commission on February 26, 2014

Registration No. 333-194077

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Amendment No. 1

to

FORM S-1

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

 

ARAMARK Holdings Corporation

ARAMARK Corporation

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

5812

 

20-8236097

Delaware   5812   95-2051630

(State or other jurisdiction of

incorporation or organization)

 

(Primary Standard Industrial

Classification Code Number)

 

(I.R.S. Employer

Identification Number)

ARAMARK Tower

1101 Market Street

Philadelphia, Pennsylvania 19107

(215) 238-3000

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

 

 

Stephen R. Reynolds, Esq.

Executive Vice President, General Counsel and Secretary

ARAMARK Tower

1101 Market Street

Philadelphia, Pennsylvania 19107

(215) 238-3000

(Name, address, including zip code, and telephone number, including area code, of agent for service)

 

 

With a copy to:

 

Joseph H. Kaufman, Esq.

Simpson Thacher & Bartlett LLP

425 Lexington Avenue

New York, New York 10017-3954

(212) 455-2000

 

 

Approximate date of commencement of proposed offer: As soon as practicable after this Registration Statement is declared effective.

If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 check the following box.  x

If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ¨

If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ¨

If this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

 

Large accelerated filer  ¨

     Accelerated filer   ¨

Non-accelerated filer    x

    (Do not check if a smaller reporting company)    Smaller reporting company   ¨

 

 

CALCULATION OF REGISTRATION FEE

 

 

Title of each class of

Securities to be Registered

 

Amount

to be

Registered

 

Proposed

Maximum

Offering Price
per Note

 

Proposed

Maximum
Aggregate

Offering Price(1)

  Amount of
Registration Fee

5.75% Senior Notes due 2020

 

(1)

 

(1)

 

(1)

 

(1)

Guarantees of 5.75% Senior Notes due 2020(2)

  (1)(3)   (1)(3)   (1)(3)   (1)(3)

 

 

(1) An indeterminate amount of securities are being registered hereby to be offered solely for market-making purposes by specified affiliates of the registrants. Pursuant to Rule 457(q) under the Securities Act of 1933, as amended, no filing fee is required.
(2) See inside facing page for additional registrant guarantors.
(3) Pursuant to Rule 457(n) under the Securities Act, no separate filing fee is required for the guarantees.

 

 

The registrants hereby amend this Registration Statement on such date or dates as may be necessary to delay its effective date until the registrants shall file a further amendment which specifically states that this Registration Statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933, as amended, or until the Registration Statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine.

 

 

 


Table of Registrant Guarantors

 

Exact Name of Registrant as

Specified in its Charter

   State or other
Jurisdiction of
Incorporation or
Organization
   IRS  Employer
Identification
Number

(IF NONE
WRITE N/A)
     Address, Including Zip Code, of
Registrant’s Principal Executive
Offices
   Phone Number  

1st & Fresh, LLC

   Delaware      26-3147608       1101 Market Street, Philadelphia, PA
19107
     215-238-3000   

Addison Concessions, Inc.

   Delaware      23-3068280       1101 Market Street, Philadelphia, PA
19107
     215-238-3000   

American Snack & Beverage, LLC

   Florida      65-0099517       1101 Market Street, Philadelphia, PA
19107
     215-238-3000   

ARAMARK American Food Services, LLC

   Ohio      34-4197320       1101 Market Street, Philadelphia, PA
19107
     215-238-3000   

ARAMARK Asia Management, LLC

   Delaware      20-1697406       1101 Market Street, Philadelphia, PA
19107
     215-238-3000   

ARAMARK Aviation Services Limited

Partnership

   Delaware      36-3940986       1101 Market Street, Philadelphia, PA
19107
     215-238-3000   

ARAMARK Business & Industry, LLC

   Delaware      26-3147457       1101 Market Street, Philadelphia, PA
19107
     215-238-3000   

ARAMARK Business Center, LLC

   Delaware      46-3549461       1101 Market Street, Philadelphia, PA
19107
     215-238-3000   

ARAMARK Business Dining Services of

Texas, LLC

   Texas      23-2573583       1101 Market Street, Philadelphia, PA
19107
     215-238-3000   

ARAMARK Business Facilities, LLC

   Delaware      26-3674871       1101 Market Street, Philadelphia, PA
19107
     215-238-3000   

ARAMARK Campus, LLC

   Delaware      23-3102688       1101 Market Street, Philadelphia, PA
19107
     215-238-3000   

ARAMARK Capital Asset Services, LLC

   Wisconsin      39-1551693       1101 Market Street, Philadelphia, PA
19107
     215-238-3000   

ARAMARK Cleanroom Services (Puerto

Rico), Inc.

   Delaware      20-2644041       115 North First Street, Burbank, CA
91502
     215-238-3000   

ARAMARK Cleanroom Services, LLC

   Delaware      23-2062167       115 North First Street, Burbank, CA
91502
     215-238-3000   

ARAMARK Confection, LLC

   Delaware      36-2392940       1101 Market Street, Philadelphia, PA
19107
     215-238-3000   

ARAMARK Construction and Energy

Services, LLC

   Delaware      27-3359653       1101 Market Street, Philadelphia, PA
19107
     215-238-3000   

ARAMARK Construction Services, Inc.

   Delaware      27-4284479       1101 Market Street, Philadelphia, PA
19107
     215-238-3000   

ARAMARK Consumer Discount Company

   Pennsylvania      23-2704523       1101 Market Street, Philadelphia, PA
19107
     215-238-3000   

ARAMARK Correctional Services, LLC

   Delaware      23-2778485       1101 Market Street, Philadelphia, PA
19107
     215-238-3000   

ARAMARK CTS, LLC

   Delaware      36-4503103       1101 Market Street, Philadelphia, PA
19107
     215-238-3000   


Exact Name of Registrant as

Specified in its Charter

 

State or other
Jurisdiction of
Incorporation or
Organization

  IRS  Employer
Identification
Number

(IF NONE
WRITE N/A)
   

Address, Including Zip Code, of

Registrant’s Principal Executive

Offices

  Phone Number  

ARAMARK Distribution Services, Inc.

  Illinois     36-1164580      115 North First Street, Burbank, CA 91502     215-238-3000   

ARAMARK Educational Group, LLC

  Delaware     23-2573586      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Educational Services of Texas,

LLC

  Texas     23-1717332      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Educational Services of

Vermont, Inc.

  Vermont     23-2263511      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Educational Services, LLC

  Delaware     23-1354443      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Engineering Associates, LLC

  Delaware     36-4358960      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Entertainment, LLC

  Delaware     11-2145117      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Executive Management

Services USA, Inc.

  Delaware     23-3029011      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Facilities Management, LLC

  Delaware     23-2636400      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Facility Management

Corporation of Iowa

  Iowa     13-3444248      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Facility Services, LLC

  Delaware     20-8482211      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK FHC Business Services, LLC

  Delaware     85-0485361      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK FHC Campus Services, LLC

  Delaware     85-0485370      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK FHC Correctional Services,

LLC

  Delaware     85-0485374      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK FHC Healthcare Support

Services, LLC

  Delaware     85-0485377      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK FHC Kansas, Inc.

  Kansas     04-3719118      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK FHC Refreshment Services,

LLC

  Delaware     85-0485381      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK FHC School Support Services,

LLC

  Delaware     85-0485386      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK FHC Services, LLC

  Delaware     16-1653189      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK FHC Sports and Entertainment

Services, LLC

  Delaware     85-0485389      1101 Market Street, Philadelphia, PA 19107     215-238-3000   


Exact Name of Registrant as

Specified in its Charter

 

State or other
Jurisdiction of
Incorporation or
Organization

  IRS  Employer
Identification
Number

(IF NONE
WRITE N/A)
   

Address, Including Zip Code, of

Registrant’s Principal Executive

Offices

  Phone Number  

ARAMARK FHC, LLC

  Delaware     02-0652458      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Food and Support Services

Group, Inc.

  Delaware     23-2573585      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Food Service Corporation of

Kansas

  Kansas     13-3703705      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Food Service of Texas, LLC

  Texas     74-1310443      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Food Service, LLC

  Delaware     23-0404985      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK FSM, LLC

  Delaware     37-1462108      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Healthcare Support Services of

Texas, Inc.

  Texas     23-2575102      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Healthcare Support Services of

the Virgin Islands, Inc.

  Delaware     23-2654936      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Healthcare Support Services,

LLC

  Delaware     23-1530221      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Healthcare Technologies, LLC

  Delaware     33-0694408      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK India Holdings LLC

  Delaware     20-5396223      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Industrial Services, LLC

  Delaware     38-2712298      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Japan, Inc.

  Delaware     37-1437224      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Kitty Hawk, Inc.

  Idaho     23-2167428      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Management, LLC

  Delaware     26-1597527      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Marketing Services Group, Inc.

  Delaware     23-1630859      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Management Services Limited

Partnership

  Delaware     36-3797749      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK North Carolina Technical

Services, LLC

  Delaware     26-0771431      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Organizational Services, Inc.

  Delaware     23-3029013      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Processing, LLC

  Delaware     26-2621089      1101 Market Street, Philadelphia, PA 19107     215-238-3000   


Exact Name of Registrant as

Specified in its Charter

 

State or other
Jurisdiction of
Incorporation or
Organization

  IRS  Employer
Identification
Number

(IF NONE
WRITE N/A)
   

Address, Including Zip Code, of

Registrant’s Principal Executive

Offices

  Phone Number  

ARAMARK Qatar, LLC

  Delaware     26-0727676      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Rail Services, LLC

  Delaware     26-3519724      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK RAV, LLC

  Delaware     38-3655870      115 North First Street, Burbank, CA 91502     215-238-3000   

ARAMARK RBI, INC.

  Delaware     23-2732825      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Refreshment Services of

Tampa, LLC

  Delaware     26-2829924      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Refreshment Services, LLC

  Delaware     23-1673482      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Schools Facilities, LLC

  Delaware     26-3674561      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Schools, LLC

  Delaware     23-3102689      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK SCM, Inc.

  Delaware     04-3652050      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Senior Living Services, LLC

  Delaware     20-0648583      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Senior Notes Company

  Delaware     23-2693518      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Services Management of HI,

Inc.

  Hawaii     23-2983665      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Services Management of IL,

Inc.

  Illinois     23-2983669      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Services Management of MI,

Inc.

  Michigan     23-2983689      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Services Management of NJ,

Inc.

  New Jersey     23-2983702      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Services Management of OH,

Inc.

  Ohio     23-2983707      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Services Management of SC,

Inc.

  South Carolina     23-2983715      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Services Management of WI,

Inc.

  Wisconsin     23-2983725      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Services of Kansas, Inc.

  Kansas     23-2525399      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Services of Puerto Rico, Inc.

  Delaware     66-0231810      1101 Market Street, Philadelphia, PA 19107     215-238-3000   


Exact Name of Registrant as

Specified in its Charter

 

State or other
Jurisdiction of
Incorporation or
Organization

  IRS  Employer
Identification
Number

(IF NONE
WRITE N/A)
   

Address, Including Zip Code, of

Registrant’s Principal Executive

Offices

  Phone Number  

ARAMARK SM Management Services, Inc.

  Delaware     36-3744854      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK SMMS LLC

  Delaware     23-3099982      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK SMMS Real Estate LLC

  Delaware     23-3099984      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Sports and Entertainment

Group, LLC

  Delaware     23-2573588      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Sports and Entertainment

Services of Texas, LLC

  Texas     23-2573584      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Sports and Entertainment

Services, LLC

  Delaware     23-1664232      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Sports Facilities, LLC

  Delaware     20-3808955      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Sports, LLC

  Delaware     23-3102690      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Summer Games 1996, LLC

  Delaware     23-2820402      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Technical Services North

Carolina, Inc.

  North Carolina     56-0893678      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Togwotee, LLC

  Delaware     26-2259208      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK U.S. Offshore Services, LLC

  Delaware     23-3020180      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK Uniform & Career Apparel

Group, Inc.

  Delaware     23-2816365      115 North First Street, Burbank, CA 91502     215-238-3000   

ARAMARK Uniform & Career Apparel,

LLC

  Delaware     95-3082883      115 North First Street, Burbank, CA 91502     215-238-3000   

ARAMARK Uniform Manufacturing

Company

  Delaware     23-2449947      115 North First Street, Burbank, CA 91502     215-238-3000   

ARAMARK Uniform Services (Baltimore)

LLC

  Delaware     20-4488478      115 North First Street, Burbank, CA 91502     215-238-3000   

ARAMARK Uniform Services (Carmelo)

LLC

  Delaware     None      115 North First Street, Burbank, CA 91502     215-238-3000   

ARAMARK Uniform Services (Matchpoint)

LLC

  Delaware     20-5396299      115 North First Street, Burbank, CA 91502     215-238-3000   

ARAMARK Uniform Services (Midwest)

LLC

  Delaware     20-4799404      115 North First Street, Burbank, CA 91502     215-238-3000   

ARAMARK Uniform Services (Rochester)

LLC

  Delaware     75-3102371      115 North First Street, Burbank, CA 91502     215-238-3000   


Exact Name of Registrant as

Specified in its Charter

 

State or other
Jurisdiction of
Incorporation or
Organization

  IRS  Employer
Identification
Number

(IF NONE
WRITE N/A)
   

Address, Including Zip Code, of

Registrant’s Principal Executive

Offices

  Phone Number  

ARAMARK Uniform Services (Santa Ana)

LLC

  Delaware     20-0989729      115 North First Street, Burbank, CA 91502     215-238-3000   

ARAMARK Uniform Services (Syracuse)

LLC

  Delaware     61-1437731      115 North First Street, Burbank, CA 91502     215-238-3000   

ARAMARK Uniform Services (Texas) LLC

  Delaware     20-4488401      115 North First Street, Burbank, CA 91502     215-238-3000   

ARAMARK Uniform Services (West

Adams) LLC

  Delaware     20-2038791      115 North First Street, Burbank, CA 91502     215-238-3000   

ARAMARK Venue Services, Inc.

  Delaware     23-2986471      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK WTC, LLC

  Delaware     45-5145553      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ARAMARK/HMS, LLC

  Delaware     51-0363060      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Brand Coffee Service, Inc.

  Texas     74-1875393      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

COHR Holdings, Inc.

  Delaware     20-4226554      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

COHR Inc.

  Delaware     95-4752572      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

D.G. Maren II, Inc.

  Delaware     23-2921096      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Delsac VIII, Inc.

  Delaware     23-2449950      115 North First Street, Burbank, CA 91502     215-238-3000   

Filterfresh Coffee Service, Inc.

  Delaware     14-1676557      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Filterfresh Franchise Group, LLC

  Delaware     04-3527632      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Fine Host Holdings, LLC

  Delaware     42-1567694      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Genesis Technology Partners, LLC

  Nebraska     47-0814621      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

GTP Acquisition Co.

  Delaware     20-0414323      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Harrison Conference Associates, LLC

  Delaware     11-2516961      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Harrison Conference Center of Glen Cove,

Inc.

  New York     11-2385640      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Harrison Conference Center of Lake Bluff,

Inc.

  Illinois     36-2679415      1101 Market Street, Philadelphia, PA 19107     215-238-3000   


Exact Name of Registrant as

Specified in its Charter

 

State or other
Jurisdiction of
Incorporation or
Organization

  IRS  Employer
Identification
Number

(IF NONE
WRITE N/A)
   

Address, Including Zip Code, of

Registrant’s Principal Executive

Offices

  Phone Number  

Harrison Conference Services of

Massachusetts, LLC

  Massachusetts     04-2528586      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Harrison Conference Services of North

Carolina, LLC

  North Carolina     11-3092159      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Harrison Conference Services of Princeton,

Inc.

  New Jersey     11-2730949      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Harrison Conference Services of Wellesley,

LLC

  Massachusetts     04-2969190      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Harry M. Stevens, Inc. of New Jersey

  New Jersey     13-5589767      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Harry M. Stevens, Inc. of Penn

  Pennsylvania     13-6097356      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Harry M. Stevens, LLC

  Delaware     20-8482129      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Kowalski-Dickow Associates, LLC

  Wisconsin     39-1453115      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

L&N Uniform Supply, LLC

  California     95-2309531      115 North First Street, Burbank, CA 91502     215-238-3000   

Lake Tahoe Cruises, LLC

  California     94-2599810      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Landy Textile Rental Services, LLC

  Delaware     20-8482253      115 North First Street, Burbank, CA 91502     215-238-3000   

Lifeworks Restaurant Group, LLC

  Delaware     27-2146749      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

MPBP Holdings, Inc.

  Delaware     20-8146134      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

MyAssistant, Inc.

  Pennsylvania     23-3050214      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

New ARAMARK LLC

  Delaware     46-1787432      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Old Time Coffee Co.

  California     77-0546919      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Overall Laundry Services, Inc.

  Washington     91-1138829      115 North First Street Burbank, CA 91502     215-238-3000   

Paradise Hornblower, LLC

  California     94-3136374      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Potomac Coffee, LLC

  Delaware     11-3720904      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

ReMedPar, Inc.

  Delaware     52-2349972      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Restaura, Inc.

  Michigan     38-1206635      1101 Market Street, Philadelphia, PA 19107     215-238-3000   


Exact Name of Registrant as

Specified in its Charter

 

State or other
Jurisdiction of
Incorporation or
Organization

  IRS  Employer
Identification
Number

(IF NONE
WRITE N/A)
   

Address, Including Zip Code, of

Registrant’s Principal Executive

Offices

  Phone Number  

Shoreline Operating Company, Inc.

  California     77-0484063      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Tahoe Rocket LP

  California     94-3390484      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Travel Systems, LLC

  Nevada     88-0119879      1101 Market Street, Philadelphia, PA 19107     215-238-3000   

Van Houtte USA Holdings Inc.

  Delaware     33-1157779      1101 Market Street, Philadelphia, PA 19107     215-238-3000   


EXPLANATORY NOTE:

This Amendment No. 1 to the Registration Statement on Form S-1 is being filed solely for the purpose of filing certain exhibits.


PART II

INFORMATION NOT REQUIRED IN PROSPECTUS

 

Item 13. Other Expenses of Issuance and Distribution

The registration rights agreement relating to the securities of the registrants being registered hereby provides that ARAMARK Corporation will bear all expenses in connection with such registration. These expenses include printer expenses and legal and accounting fees in an approximate aggregate amount of $240,000.

 

Item 14. Indemnification of Directors and Officers.

(a) ARAMARK Corporation, ARAMARK Holdings Corporation, Addison Concessions, Inc., ARAMARK Cleanroom Services (Puerto Rico) Inc., ARAMARK Construction Services, Inc., ARAMARK Executive Management Services USA, Inc., ARAMARK Food and Support Services Group, Inc., ARAMARK Healthcare Support Services of the Virgin Islands, Inc., ARAMARK Japan, Inc., ARAMARK Marketing Services Group, Inc., ARAMARK Organizational Services, Inc., ARAMARK RBI, Inc., ARAMARK SCM, Inc., ARAMARK Senior Notes Company, ARAMARK Services of Puerto Rico, Inc., ARAMARK SM Management Services, Inc., ARAMARK Uniform & Career Apparel Group, Inc., ARAMARK Uniform Manufacturing Company, ARAMARK Venue Services, Inc., COHR Holdings, Inc., COHR Inc., Delsac VIII, Inc., D.G. Maren II, Inc., Filterfresh Coffee Service, Inc., GTP Acquisition Co., MPBP Holdings, Inc., ReMedPar, Inc. and Van Houtte USA Holdings Inc. are incorporated under the laws of Delaware.

Section 145 of the Delaware General Corporation Law (the “DGCL”) grants each corporation organized thereunder the power to indemnify any person who is or was a director, officer, employee or agent of a corporation or enterprise against expenses, including attorneys’ fees, judgments, fines and amounts paid in settlement actually and reasonably incurred by him in connection with any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, other than an action by or in the right of the corporation, by reason of being or having been in any such capacity, if he acted in good faith in a manner reasonably believed to be in, or not opposed to, the best interests of the corporation, and, with respect to any criminal action or proceeding, had no reasonable cause to believe his conduct was unlawful.

Section 102(b)(7) of the DGCL enables a corporation in its certificate of incorporation or an amendment thereto to eliminate or limit the personal liability of a director to the corporation or its stockholders of monetary damages for violations of the directors’ fiduciary duty of care, except (i) for any breach of the director’s duty of loyalty to the corporation or its stockholders, (ii) for acts or omissions not in good faith or that involve intentional misconduct or a knowing violation of law, (iii) pursuant to Section 174 of the DGCL (providing for liability of directors for unlawful payment of dividends or unlawful stock purchases or redemptions) or (iv) for any transaction from which a director derived an improper personal benefit.

The amended and restated certificate of incorporation and bylaws of ARAMARK Corporation and the amended and restated certificate of incorporation and the amended and restated bylaws of ARAMARK Holdings Corporation provide that we must indemnify our directors and officers to the fullest extent authorized by the Delaware General Corporation Law as the same exists or may hereafter be amended (but, in the case of any such amendment, only to the extent that such amendment permits the Corporation to provide broader indemnification rights than such law permitted the Corporation to provide prior to such amendment). We will also pay expenses incurred in defending any such proceeding in advance of its final disposition upon delivery to us of an undertaking, by or on behalf of an indemnified person, to repay all amounts so advanced if it should be determined ultimately that such person is not entitled to be indemnified under this section or otherwise.

The indemnification rights set forth above shall not be exclusive of any other right which an indemnified person may have or hereafter acquire under any statute, provision of ARAMARK Corporation’s amended and

 

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restated certificate of incorporation and by-laws, and ARAMARK Holdings Corporation’s amended and restated certificate of incorporation, and amended and restated by-laws, agreement, vote of stockholders or directors or otherwise.

We maintain insurance to protect ourselves and our directors, officers and representatives against any such expense, liability or loss, whether or not we would have the power to indemnify him against such expense, liability or loss under the Delaware General Corporation Law.

(b) 1st & Fresh, LLC, ARAMARK Asia Management, LLC, ARAMARK Business & Industry, LLC, ARAMARK Business Center, LLC, ARAMARK Business Facilities, LLC, ARAMARK Campus, LLC, ARAMARK Cleanroom Services, LLC, ARAMARK Confection LLC, ARAMARK Construction and Energy Services, LLC, ARAMARK Correctional Services, LLC, ARAMARK CTS, LLC, ARAMARK Educational Group, LLC, ARAMARK Educational Services, LLC, ARAMARK Engineering Associates, LLC, ARAMARK Entertainment, LLC, ARAMARK Facilities Management, LLC, ARAMARK Facility Services, LLC, ARAMARK FHC Business Services, LLC, ARAMARK FHC Campus Services, LLC, ARAMARK FHC Correctional Services, LLC, ARAMARK FHC Healthcare Support Services, LLC, ARAMARK FHC Refreshment Services, LLC, ARAMARK FHC School Support Services, LLC, ARAMARK FHC Services, LLC, ARAMARK FHC Sports and Entertainment Services, LLC, ARAMARK FHC, LLC, ARAMARK Food Service LLC, ARAMARK FSM, LLC, ARAMARK Healthcare Support Services, LLC, ARAMARK Healthcare Technologies, LLC, ARAMARK/HMS, LLC, ARAMARK India Holdings LLC, ARAMARK Industrial Services, LLC, ARAMARK Management, LLC, ARAMARK North Carolina Technical Services, LLC, ARAMARK Processing, LLC, ARAMARK Qatar, LLC, ARAMARK Rail Services, LLC, ARAMARK RAV, LLC, ARAMARK Refreshment Services, LLC, ARAMARK Refreshment Services of Tampa, LLC, ARAMARK Schools Facilities, LLC, ARAMARK Schools, LLC, ARAMARK Senior Living Services, LLC, ARAMARK SMMS LLC, ARAMARK SMMS Real Estate LLC, ARAMARK Sports and Entertainment Group, LLC, ARAMARK Sports and Entertainment Services, LLC, ARAMARK Sports, LLC, ARAMARK Sports Facilities, LLC, ARAMARK Summer Games 1996, LLC, ARAMARK Togwotee, LLC, ARAMARK U.S. Offshore Services, LLC, ARAMARK Uniform & Career Apparel, LLC, ARAMARK Uniform Services (Baltimore) LLC, ARAMARK Uniform Services (Carmelo) LLC, ARAMARK Uniform Services (Matchpoint) LLC, ARAMARK Uniform Services (Midwest) LLC, ARAMARK Uniform Services (Texas) LLC, ARAMARK Uniform Services (Rochester) LLC, ARAMARK Uniform Services (Santa Ana) LLC, ARAMARK Uniform Services (Syracuse) LLC, ARAMARK Uniform Services (West Adams) LLC, ARAMARK WTC, LLC, Filterfresh Franchise Group, LLC, Fine Host Holdings, LLC, Harrison Conference Associates, LLC, Harry M. Stevens, LLC, Landy Textile Rental Services LLC, Lifeworks Restaurant Group, LLC, New ARAMARK, LLC and Potomac Coffee, LLC are each limited liability companies organized under the laws of Delaware.

Section 18-108 of the Delaware Limited Liability Company Act empowers a Delaware limited liability company to indemnify and hold harmless any member or manager of the limited liability company from and against any and all claims and demands whatsoever.

In accordance with this provision the operating agreement of ARAMARK Engineering Associates LLC provides that subject to certain limitations and conditions each Person (“Indemnified Person”) who was or is made a party or is threatened to be made a party to or is involved in any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative, arbitrative or investigative (“Proceeding”), or any appeal in such a Proceeding or any inquiry or investigation that could lead to such a Proceeding, because the Indemnified Person was or is a Member or an officer of the Company or the Indemnified Person was or is the legal representative of or a manager, director, officer, partner, venturer, proprietor, trustee, employee, agent or similar functionary of a Member or of an officer of the Company, shall be indemnified by the Company against judgments, penalties (including excise and similar taxes and punitive damages), fines, settlements and reasonable costs and expenses (including, without limitation, attorneys’ fees) actually incurred by such Indemnified Person in connection with such Proceeding, provided that the Indemnified Person acted in good faith and in a manner that the Indemnified Person reasonably believed to be in, or not opposed to, the best interest of the Company and, with respect to any criminal action or proceeding, had no reasonable cause to believe that his or her conduct was

 

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unlawful. The termination of any action, suit or proceeding by judgment, order, settlement, conviction, or upon a plea of nolo contendere or its equivalent, shall not, of itself, create a presumption that the Indemnified Person did not act in good faith and in a manner which he or she reasonably believed to be in or not opposed to the best interests of the Company or, with respect to any criminal action or proceeding, that the Indemnified Person had reasonable cause to believe that his or her conduct was unlawful.

(c) ARAMARK Aviation Services Limited Partnership and ARAMARK Management Services Limited Partnership are each limited partnerships organized under the laws of Delaware.

Section 17-108 of the Delaware Revised Uniform Limited Partnership Act empowers a Delaware limited partnership to indemnify and hold harmless any partner or other persons from and against all claims and demands whatsoever. Section 15-110 of the Delaware Limited Partnership Act provides that a partnership may, and shall have the power to, indemnify and hold harmless any partner or other person from and against any and all claims and demands whatsoever.

The ARAMARK Management Services Agreement of Limited Partnership provides that to the fullest extent permitted by law, the partnership shall indemnify any person (the “Person”) who was or is a party, or is threatened to be made a party, to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative and whether formal or informal, by reason of the fact that the Person is or was a general partner or a stockholder, director, officer or employee of a general partner, or is or was serving at the request of a general partner or the partnership as a stockholder, director, officer, partner, trustee, employee or agent of another corporation, partnership, joint venture, trust or other enterprise (including any employee benefit plan), against all expense, liability and loss (including attorneys’ fees, judgments, fines, ERISA excise taxes or penalties and amounts paid in settlement) reasonably incurred or suffered by such person in connection with such action, suit or proceeding, unless such Person failed to act in good faith and in a manner that such Person actually believed to be in or not opposed to the best interests of the partnership. The indemnification shall continue as to any Person who has ceased to serve in any or all of the foregoing capacities and shall inure to the benefit of the heirs, executors and administrators of any deceased person. The right to this indemnification shall be deemed a contract right and shall include the right to be advanced currently the expenses incurred in connection with any such action, suit or proceeding.

If a claim under the previous paragraph is not paid in full by the partnership within 60 days after a written claim has been received by the partnership, except in the case of a claim for the advancement of expenses incurred in connection with any action, suit or proceeding in which case the applicable period shall be 20 days, the indemnitee may at any time thereafter bring suit against the partnership to recover the unpaid amount of the claim. If successful in whole or in part in any such suit or in a suit brought by the partnership to recover the advancement of expenses incurred in connection with any action, suit or proceeding, the indemnitee shall be entitled to be paid also the expense of prosecuting or defending such a claim. The right to indemnification and the advancement of expenses shall not be exclusive of any other right which any Person may have or hereafter acquire under any statute, agreement, act of the limited partners or otherwise.

The partnership may maintain insurance, at its expense, to protect any person against any expense, liability or loss, whether or not the partnership would have the power to indemnify such Person against such expense, liability or loss under the Delaware Act.

The partnership may, to the extent authorized from time to time by the managing general partner, grant rights to indemnification and the advancement of expenses to any employee or agent of the partnership or any affiliate lesser than or coextensive with the rights set forth above in this Section.

In no event may an indemnitee subject a limited partner to personal liability by reason of these indemnification provisions.

An indemnitee shall not be denied indemnification in whole or in part because the indemnitee had an interest in the transaction with respect to which the indemnification applies if the transaction was otherwise permitted by the terms of this Agreement.

 

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(d) Old Time Coffee Co. and Shoreline Operating Company, Inc. are incorporated under the laws of California.

Under Section 317 of the California General Corporation Law (“CGCL”), a corporation has the power to indemnify any person who was or is a party or is threatened to be made a party to any proceeding (other than an action by or in the right of the corporation to procure a judgment in its favor), by reason of the fact that the person is or was an agent of the corporation, against expenses, judgments, fines, settlements and other amounts actually and reasonably incurred in connection with the proceeding, if that person acted in good faith and in a manner the person reasonably believed to be in the best interests of the corporation and, in the case of a criminal proceeding, had no reasonable cause to believe the conduct of the person was unlawful.

Expenses incurred in defending any proceeding may be advanced by the corporation prior to the final disposition of the proceeding upon receipt of an undertaking by or on behalf of the agent to repay that amount if it shall be determined ultimately that the agent is not entitled to be indemnified as authorized under Section 317.

The articles of incorporation of Shoreline Operating Company, Inc. provides that the corporation is authorized to provide indemnification of agents (as defined in Section 317 of the Corporations Code) for breach of duty to the corporation and its stockholders through bylaw provisions or through agreements with the agents, or both, in excess of the indemnification otherwise permitted by Section 317 of the Corporations Code, subject to the limits of such excess indemnification set forth in Section 204 of the Corporations Code.

(e) L&N Uniform Supply Co., LLC, Lake Tahoe Cruises, LLC, Paradise Hornblower, LLC and Tahoe Rocket LP are each limited liability companies organized under the laws of California.

Under Section 17153 of the California Limited Liability Company Act, except for a breach of duty, the articles of organization or written operating agreement of a limited liability company may provide for indemnification of any person, including, without limitation, any manager, member, officer, employee or agent of the limited liability company, against judgments, settlements, penalties, fines or expenses of any kind incurred as a result of acting in that capacity. A limited liability company shall have the power to purchase and maintain insurance on behalf of any manager, member, officer, employee or agent of the limited liability company against any liability asserted against on incurred by the person in that capacity or arising out of the person’s status as a manager, member, officer, employee or agent of the limited liability company.

The amended and restated operating agreement of Paradise Hornblower, LLC provides that the Company shall indemnify any Person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding by reason of the fact that such Member is or was a Member, Manager, officer, employee or other agent of the Company or that, being or having been such a Member, Manager, officer, employee or agent, such Member is or was serving at the request of the Company as a manager, director, officer, employee or other agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise (all such persons being referred to hereinafter as an “agent”), to the fullest extent permitted by applicable law in effect on the date hereof and to such greater extent as applicable law may hereafter from time to time permit. The Managers shall be authorized, on behalf of the Company, to enter into indemnity agreements from time to time with any Person entitled to be indemnified by the Company hereunder, upon such terms and conditions as the Managers deem appropriate in their business judgment.

(f) American Snack & Beverage, LLC is a limited liability company organized under the laws of Florida.

Section 608.4229 of the Florida Limited Liability Company Act provides that a limited liability company may, and shall have the power to, but shall not be required to, indemnify and hold harmless any member or manager or other person from and against any and all claims and demands whatsoever. Notwithstanding that provision, indemnification or advancement of expenses shall not be made to or on behalf of any member, manager, managing member, officer, employee, or agent if a judgment or other final adjudication establishes that

 

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the actions, or omissions to act, of such member, manager, managing member, officer, employee, or agent were material to the cause of action so adjudicated and constitute any of the following: (a) a violation of criminal law, unless the member, manager, managing member, officer, employee, or agent had no reasonable cause to believe such conduct was unlawful; (b) a transaction from which the member, manager, managing member, officer, employee, or agent derived an improper personal benefit; (c) in the case of a manager or managing member, a circumstance under which the liability provisions of Section 608-426 are applicable; or (d) willful misconduct or a conscious disregard for the best interests of the limited liability company in a proceeding by or in the right of the limited liability company to procure a judgment in its favor or in a proceeding by or in the right of a member.

Section 607.0850 of the Florida Business Corporation Act provides that a corporation may indemnify any person, including an officer or director, who was or is, or is threatened to be made, a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (other than an action by or in the right of such corporation), by reason of the fact that such person is or was a director, officer, employee or agent of such corporation, or is or was serving at the request of such corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise. The indemnity may include expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by such person in connection with such action, suit or proceeding, provided such person acted in good faith and in a manner such person reasonably believed to be in or not opposed to the best interests of such corporation, and, with respect to any criminal actions and proceedings, had no reasonable cause to believe that his conduct was unlawful. A Florida corporation may indemnify any person, including an officer or director, who was or is, or is threatened to be made, a party to any threatened, pending or contemplated action or suit by or in the right of such corporation, under the same conditions, except that such indemnification is limited to expenses (including attorneys’ fees) actually and reasonably incurred by such person, and except that no indemnification is permitted without judicial approval if such person is adjudged to be liable to such corporation. Where an officer or director of a corporation is successful, on the merits or otherwise, in the defense of any action, suit or proceeding referred to above, or any claim, issue or matter therein, the corporation must indemnify that person against the expenses (including attorneys’ fees) which such officer or director actually and reasonably incurred in connection therewith.

(g) ARAMARK Services Management of HI, Inc. is incorporated under the laws of Hawaii.

Section 414-242 through 246 of the Hawaii Business Corporation Act provides that a corporation may indemnify an individual who is a party to a proceeding because the individual is a director against liability incurred in the proceeding if: the individual conducted the individual’s self in good faith and the individual reasonably believed: (i) in the case of conduct of official capacity, that the individual’s conduct was in the best interests of the corporation; and (ii) in all other cases, that the individual’s conduct was at least not opposed to the best interests of the corporation; and (iii) in the case of any criminal proceeding, the individual had no reasonable cause to believe the individual’s conduct was unlawful. Notwithstanding the foregoing, a corporation may not indemnify a director (a) in connection with a proceeding by or in the right of the corporation in which the director was adjudged liable to the corporation; or (b) in connection with any other proceeding charging improper personal benefit to the director, whether or not involving action in the director’s official capacity, in which the director was adjudged liable on the basis that personal benefit was improperly received by the director. Furthermore, a corporation must indemnify a director who was wholly successful, on the merits or otherwise, in the defense of any proceeding to which the director was a party because the director was a director of the corporation against reasonable expenses incurred by the director in connection with the proceeding.

(h) ARAMARK Kitty Hawk, Inc. is incorporated under the laws of Idaho.

Under Sections 30-1-851 and 30-1-852 of the Idaho Business Corporation Act, an Idaho corporation: (1) shall indemnify a director who was wholly successful, on the merits or otherwise, in the defense of any proceeding to which he was a party because he was a director of the corporation against reasonable expenses incurred by him in connection with the proceeding; (2) may indemnify an individual who is a party to a

 

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proceeding because he is a director against liability incurred in the proceeding if the officer or director conducted himself in good faith and reasonably believed, in the case of conduct in his official capacity, that his conduct was in the best interests of the corporation, and in all cases, that his conduct was at least not opposed to the best interests of the corporation; and in the case of any criminal proceeding, he had no reasonable cause to believe his conduct was unlawful; or he engaged in conduct for which broader indemnification has been made permissible or obligatory under a provision of the articles of incorporation, as authorized by section 30-1-202(2)(e), Idaho Code; and (3) may indemnify and advance expenses under this part to an officer of the corporation who is a party to a proceeding because he is an officer of the corporation to the same extent as a director; and if he is an officer but not a director, to such further extent as may be provided by the articles of incorporation, the bylaws, a resolution of the board of directors, or contract except for liability in connection with a proceeding by or in the right of the corporation other than for reasonable expenses incurred in connection with the proceeding; or liability arising out of conduct that constitutes receipt by him of a financial benefit to which he is not entitled, an intentional infliction of harm on the corporation or the shareholders, or an intentional violation of criminal law.

(i) ARAMARK Distribution Services, Inc., ARAMARK Services Management of IL, Inc. and Harrison Conference Center of Lake Bluff, Inc. are each incorporated under the laws of Illinois.

Under Section 8.75 of the Illinois Business Corporation Act of 1983, as amended, (the “IBA”) a corporation may indemnify any person who was or is a party, or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (other than an action by or in the right of the corporation) by reason of the fact that he or she is or was a director, officer, employee or agent of the corporation, or who is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, against expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by such person in connection with such action, suit or proceeding, if such person acted in good faith and in a manner he or she reasonably believed to be in, or not opposed to the best interests of the corporation, and, with respect to any criminal action or proceeding, had no reasonable cause to believe his or her conduct was unlawful.

A corporation may indemnify any person who was or is a party, or is threatened to be made a party to any threatened, pending or completed action or suit by or in the right of the corporation to procure a judgment in its favor by reason of the fact that such person is or was a director, officer, employee or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, against expenses (including attorneys’ fees) actually and reasonably incurred by such person in connection with the defense or settlement of such action or suit, if such person acted in good faith and in a manner he or she reasonably believed to be in, or not opposed to, the best interests of the corporation, provided that no indemnification shall be made with respect to any claim, issue, or matter as to which such person has been adjudged to have been liable to the corporation, unless, and only to the extent that the court in which such action or suit was brought shall determine upon application that, despite the adjudication of liability, but in view of all the circumstances of the case, such person is fairly and reasonably entitled to indemnity for such expenses as the court shall deem proper.

A corporation may purchase and maintain insurance on behalf of any person who is or was a director, officer, employee or agent of the corporation, or who is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, against any liability asserted against such person and incurred by such person in any such capacity, or arising out of his or her status as such, whether or not the corporation would have the power to indemnify such person against such liability under the provisions of the IBA.

(j) ARAMARK Facility Management Corporation of Iowa is incorporated under the laws of Iowa.

Sections 851 and 856 of the Iowa Business Corporation Act (the “IBCA”) provides that a corporation has the power to indemnify its directors and officers against liabilities and expenses incurred by reason of such

 

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person serving in the capacity of director or officer, if such person has acted in good faith and in a manner reasonably believed by the individual to be in or not opposed to the best interests of the corporation, and in any criminal proceeding if such person had no reasonable cause to believe that his or her conduct was unlawful. The foregoing indemnity provisions notwithstanding, in the case of actions brought by or in the right of the corporation, no indemnification shall be made to such director or officer with respect to any matter as to which such individual has been adjudged to be liable to the corporation on the basis that the director received a financial benefit to which the director was now entitled, whether or not involving action in the director’s official capacity.

(k) ARAMARK FHC Kansas, Inc., ARAMARK Food Service Corporation of Kansas and ARAMARK Services of Kansas, Inc. are incorporated under the laws of Kansas.

Section 17-6305 of the Kansas General Corporation Law provides that a corporation may indemnify any person who was or is, or is threatened to be made a party, to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, other than an action by or in the right of the corporation, by reason of the fact that such person is or was a director, officer, employee or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, against expenses, judgments, fines and amounts paid in settlement actually and reasonably incurred by such person in connection with such action, suit or proceeding, including attorney fees, if such person acted in good faith and in a manner reasonably believed to be in or not opposed to the best interests of the corporation; and, with respect to any criminal action or proceeding, had no reasonable cause to believe such person’s conduct was unlawful.

Section 17-6305 further provides that a corporation similarly may indemnify any such person serving in any such capacity who was or is a party or is threatened to be made a party to any threatened, pending or completed action or suit by or in the right of the corporation to procure a judgment in its favor, against expenses (including attorneys’ fees) actually and reasonably incurred in connection with the defense or settlement of such action or suit if such person acted in good faith and in a manner reasonably believed to be in or not opposed to the best interests of the corporation and except that no indemnification shall be made in respect of any claim, issue or matter as to which such person shall have been adjudged to be liable to the corporation unless and only to the extent that the court in which such action or suit was brought shall determine upon application that, despite the adjudication of liability but in view of all the circumstances of the case, such person is fairly and reasonably entitled to indemnity for such expenses which the court shall deem proper.

Section 17-6305 also provides that to the extent that a present or former director, officer, employee or agent of a corporation has been successful in defense of any action, suit or proceeding referred to above, such person shall be indemnified against expenses actually and reasonably incurred in connection therewith, including attorney fees and that the indemnification and advancement of expenses provided by, or granted pursuant to Section 17-6305 shall not be deemed exclusive of any other rights to which those seeking indemnification or advancement of expenses may be entitled.

(l) Harrison Conference Services of Massachusetts, LLC and Harrison Conference Services of Wellesley, LLC are each limited liability companies organized under the laws of Massachusetts.

Section 8 of the Massachusetts Limited Liability Company Act provides that a limited liability company may, and shall have the power to, indemnify and hold harmless any member or manager or other person from and against any and all claims and demands whatsoever. Such indemnification may include payment by the limited liability company of expenses incurred in defending a civil or criminal action or proceeding in advance of the final disposition of such action or proceeding, upon receipt of an undertaking by the person indemnified to repay such payment if he shall be adjudicated to be not entitled to indemnification under this section which undertaking may be accepted without reference to the financial ability of such person to make repayment. Any such indemnification may be provided although the person to be indemnified is no longer a member or manager.

 

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No indemnification shall be provided for any person with respect to any matter as to which he shall have been adjudicated in any proceeding not to have acted in good faith in the reasonable belief that his action was in the best interest of the limited liability company.

The certificate of organization or a written operating agreement may eliminate or limit the personal liability of a member or manager for breach of any duty to the limited liability company or to another member or manager.

(m) ARAMARK Services Management of MI, Inc. and Restaura, Inc. are each incorporated under the laws of Michigan.

Section 450.1561 of Michigan’s Business Corporation Act provides that a corporation has the power to indemnify a person who was or is a party or is threatened to be made a party to a threatened, pending, or completed action, suit, or proceeding, whether civil, criminal, administrative, or investigative and whether formal or informal, other than an action by or in the right of the corporation, by reason of the fact that he or she is or was a director, officer, employee, or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, partner, trustee, employee, or agent of another foreign or domestic corporation, partnership, joint venture, trust, or other enterprise, whether for profit or not, against expenses, including attorneys’ fees, judgments, penalties, fines, and amounts paid in settlement actually and reasonably incurred by him or her in connection with the action, suit, or proceeding, if the person acted in good faith and in a manner he or she reasonably believed to be in or not opposed to the best interests of the corporation or its shareholders, and with respect to a criminal action or proceeding, if the person had no reasonable cause to believe his or her conduct was unlawful.

(n) Genesis Technology Partners, LLC is a limited liability company organized under the laws of Nebraska.

Sections 21-110(f) and 21-137 of the Nebraska Uniform Limited Liability Company Act gives Nebraska limited liability companies broad powers to indemnify any member or manager or former member or manager against any debt, obligation, or other liability, except for breaches of duties and other matters set forth in the Nebraska Uniform Limited Liability Company Act.

(o) Travel Systems, LLC is a limited liability company organized under the laws of Nevada.

Under Section 86.411 of the Nevada Revised Statutes, a limited liability company may indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, except an action by or in the right of the company, by reason of the fact that he is or was a manager, member, employee or agent of the company, or is or was serving at the request of the company as a manager, member, employee or agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise, against expenses, including attorney’s fees, judgments, fines and amounts paid in settlement actually and reasonably incurred by him in connection with the action, suit or proceeding if he acted in good faith and in a manner which he reasonably believed to be in or not opposed to the best interests of the company, and, with respect to any criminal action or proceeding, had no reasonable cause to believe his conduct was unlawful.

Under Section 86.421 of the Nevada Revised Statutes, a limited liability company may indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action or suit by or in the right of the company to procure a judgment in its favor by reason of the fact that he is or was a manager, member, employee or agent of the company, or is or was serving at the request of the company as a manager, member, employee or agent of another limited-liability company, corporation, partnership, joint venture, trust or other enterprise against expenses, including amounts paid in settlement and attorneys’ fees actually and reasonably incurred by him in connection with the defense or settlement of the action or suit if he acted in good faith and in a manner in which he reasonably believed to be in or not opposed to the best interests of the company. Indemnification may not be made for any claim, issue or matter as to which such a person has been adjudged by a court of competent jurisdiction, after exhaustion of all appeals therefrom, to be liable to the

 

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company or for amounts paid in settlement to the company, unless and only to the extent that the court in which the action or suit was brought or other court of competent jurisdiction determines upon application that in view of all the circumstances of the case, he is fairly and reasonably entitled to indemnity for such expenses as the court deems proper.

To the extent that a manager, member, employee or agent of a limited-liability company has been successful on the merits or otherwise in defense of any action, suit or proceeding described in Section 86.411 or 86.421 or in defense of any claim, issue or matter therein, the company shall indemnify him against expenses, including attorney’s fees, actually and reasonably incurred by him in connection with the defense. Any indemnification under such Sections, unless ordered by a court or advanced pursuant to Section 86.441, may be made by the limited-liability company only as authorized in the specific case upon a determination that indemnification of the manager, member, employee or agent is proper in the circumstances. The determination must be made (a) by the members or managers as provided in the articles of organization or the operating agreement, (b) if there is no provision in the articles of organization or the operating agreement, by a majority in interest of the members who are not parties to the action, suit or proceeding, (c) if a majority in interest of the members who are not parties to the action, suit or proceeding so order, by independent legal counsel in a written opinion or (d) if members who are not parties to the action, suit or proceeding cannot be obtained, by independent legal counsel in a written opinion.

(p) ARAMARK Services Management of NJ, Inc., Harrison Conference Services of Princeton, Inc. and Harry M. Stevens, Inc. of New Jersey are each incorporated under the state of New Jersey.

Section 14A of the Business Corporation Act (the “BCA”) states that any corporation organized for any purpose under any general or special law of New Jersey shall have the power to indemnify a corporate agent against his expenses and liabilities in connection with any proceeding involving the corporate agent by reason of his being or having been such a corporate agent, other than a proceeding by or in the right of the corporation, if (a) such corporate agent acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the corporation; and (b) with respect to any criminal proceeding, such corporate agent had no reasonable cause to believe his conduct was unlawful.

(q) Harrison Conference Center of Glen Cove, Inc. is incorporated under the laws of New York.

The New York Business Corporation Law (“BCL”), Article 7, Sections 721-726 provide for the indemnification and advancement of expenses to officers and directors. Indemnification and advancement pursuant to the BCL are not exclusive of any other rights an officer or director may be entitled to, provided that no indemnification may be made to or on behalf of any director or officer if a judgment or other final adjudication adverse to the director or officer establishes that his acts were committed in bad faith or were the result of active and deliberate dishonesty and were material to the cause of action so adjudicated, or that the director personally gained a financial profit or other advantage to which he or she was not legally entitled.

A corporation may indemnify an officer or director, in the case of third party actions, against judgments, fines, amounts paid in settlement and reasonable expenses and, in the case of derivative actions, against amounts paid in settlement and reasonable expenses, provided that the director or officer acted in good faith, for a purpose which he or she reasonably believed to be in the best interests of the corporation and, in the case of criminal actions, had no reasonable cause to believe his conduct was unlawful. A corporation may obtain indemnification insurance indemnifying itself and its directors and officers.

The articles of incorporation of Harrison Conference Center of Glen Cove, Inc. provides that (a) any person, made a party to an action by or in the right of the corporation to procure a judgment in its favor, by reason of the fact that he, his testator or intestate, is or was a director or officer of the corporation, may be indemnified against the reasonable expenses, including attorney’s fees, actually and necessarily incurred by him in connection with the defense of such action, or in connection with an appeal therein, except in relation to matters as to which such director or officer is adjudged to have breached his duty to the corporation under Section 717 of the New York

 

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Business Corporation Law. (b) The indemnification authorized under paragraph (a) shall in no case include: (1) Amounts paid in settling or otherwise disposing of a threatened action, or a pending action with or without court approval; or (2) Expenses incurred in defending a threatened action, or a pending action which is settled or otherwise disposed of without court approval.

Any person, made, or threatened to be made a party to an action or proceeding other than one by or in the right of the Corporation to procure a judgment in its favor, whether civil or criminal including an action by or in the right of any other corporation of any type or kind, domestic or foreign, which any director or officer of the Corporation served in any capacity at the request of the Corporation, by reason of the fact that he, his testator, or intestate, was a director or officer of the Corporation, or served such other corporation in any capacity, may be indemnified against judgments, fines, amounts paid in settlement and reasonable expenses, including attorneys’ fees actually and necessarily incurred as a result of such action or proceeding, or any appeal therein, if such director or officer acted, in good faith, for a purpose which he reasonably believed to be in the best interests of the Corporation and, in criminal actions or proceedings, in addition, had no reasonable cause to believe that his conduct was unlawful.

(r) ARAMARK Technical Services North Carolina, Inc. is incorporated under the laws of North Carolina.

Sections 55-8-50 through 55-8-58 of the North Carolina Business Corporation Act permit a corporation to indemnify its directors, officers, employees or agents under either or both a statutory or nonstatutory scheme of indemnification. Under the statutory scheme, a corporation may, with certain exceptions, indemnify a director, officer, employee or agent of the corporation who was, is, or is threatened to be made, a party to any threatened, pending or completed legal action, suit or proceeding, whether civil, criminal, administrative or investigative, because such person is or was a director, officer, agent or employee of the corporation, or is or was serving at the request of such corporation as a director, officer, employee or agent of another corporation or enterprise. This indemnity may include the obligation to pay any judgment, settlement, penalty, fine (including an excise tax assessed with respect to an employee benefit plan) and reasonable expenses incurred in connection with a proceeding (including counsel fees), but no such indemnification may be granted unless such director, officer, agent or employee conducted himself in good faith, reasonably believed that his conduct in his official capacity with the corporation was in the best interests of the corporation or that in all other cases his conduct at least was not opposed to the corporation’s best interests, and in the case of any criminal proceeding, had no reasonable cause to believe his conduct was unlawful.

A corporation may not indemnify a director, officer, agent or employee under the statutory scheme in connection with a proceeding by or in the right of the corporation in which the director, officer, agent or employee was adjudged liable to the corporation or in connection with a proceeding in which a director, officer, agent or employee was adjudged liable on the basis of having received an improper personal benefit. In addition, Section 55-8-57 of the North Carolina Business Corporation Act permits a corporation to indemnify or agree to indemnify any of its directors, officers, employees or agents against liability and expenses (including counsel fees) in any proceeding (including proceedings brought by or on behalf of the corporation) arising out of their status as such or their activities in any of such capacities; provided, however, that a corporation may not indemnify or agree to indemnify a person against liability or expenses such person may incur on account of activities that were, at the time taken, known or believed by the person to be clearly in conflict with the best interests of the corporation.

Sections 55-8-52 and 55-8-56 of the North Carolina Business Corporation Act require a corporation, unless limited by its articles of incorporation, to indemnify a director or officer who has been wholly successful, on the merits or otherwise, in the defense of any proceeding to which such director or officer was a party because he is or was a director of officer of the corporation against reasonable expenses incurred in connection with the proceeding. Unless a corporation’s articles of incorporation provide otherwise, a director or officer also may apply for and obtain court-ordered indemnification if the court determines that such director or officer is fairly and reasonably entitled to such indemnification as provided in Sections 55-8-54 and 55-8-56. Finally,

 

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Section 55-8-57 of the North Carolina Business Corporation Act provides that a corporation may purchase and maintain insurance on behalf of an individual who is or was a director, officer, employee or agent of the corporation against liability asserted against or incurred by such persons, whether or not the corporation is otherwise authorized by the North Carolina Business Corporation Act to indemnify such party.

The bylaws of the North Carolina Registrant provide, in relevant part, that the corporation shall indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (a “proceeding”), other than a proceeding by or in the right of the corporation, by reason of the fact that the person is or was a director, officer, or employee of the corporation, or is or was serving at the request of the corporation as a director, officer, or employee of another corporation, partnership, joint venture, trust or other enterprise, including service with respect to an employee benefit plan, against expenses, judgments, fines and amounts paid in settlement actually and reasonably incurred by the person in connection with the defense of such proceeding if the person acted in good faith and in a manner the person reasonably believed to be in or not opposed to the best interests of the corporation, and, with respect to any criminal action or proceeding, had no reasonable cause to believe their conduct was unlawful. “Not opposed to the best interest of the corporation” shall include actions taken in service to an employee benefit plan that are in the interest of the participants and beneficiaries of the employee benefit plan.

(s) Harrison Conference Services of North Carolina, LLC is a limited liability company organized under the laws of North Carolina.

Section 57C-3-32 of the North Carolina Limited Liability Company Act provides that the articles of organization or a written operating agreement may eliminate or limit the personal liability of a manager, director, or executive for monetary damages for breach of any duty (provided for in Section 57C-3-22 other than liability under 57C-4-07) as manager, director, or executive and provides for indemnification of a manager, member, director, or executive for judgments, settlements, penalties, fines, or expenses incurred in a proceeding to which the member, manager, director, or executive is a party because the person is or was a manager, member, director, or executive.

No provision permitted under this section shall limit, eliminate, or indemnify against the liability of a manager, director, or executive for: (i) acts or omissions that the manager, director, or executive knew at the time of the acts or omissions were clearly in conflict with the interests of the limited liability company, (ii) any transaction from which the manager, director, or executive derived an improper personal benefit, or (iii) acts or omissions occurring prior to the date the provision became effective, except that indemnification may be provided if approved by all the members.

(t) ARAMARK Services Management of OH, Inc. is incorporated under the laws of Ohio.

Section 1701.13(E) of the Ohio Revised Code sets forth the conditions and limitations governing the indemnification of officers, directors and other persons. Section 1701.13(E) provides that a corporation shall have the power to indemnify any person who was or is a party or threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (other than an action by or in the right of the corporation) by reason of the fact that he or she is or was a director, officer, employee or agent of the corporation or is or was serving at the request of the corporation in as a director, trustee, officer, employee, member, manager, or agent of another corporation domestic or foreign, nonprofit or for profit, a limited liability company or a partnership, joint venture, trust, or other enterprise, against expenses, including attorneys’ fees, judgments, fines, and amounts paid in settlement actually and reasonably incurred in connection with such action if he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the corporation and, with respect to a criminal proceeding, if he had no reasonable cause to believe his conduct was unlawful.

 

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With respect to a suit by or in the right of the corporation, indemnity may be provided to the foregoing persons under Section 1701.13(E) on a basis similar to that set forth above, except that no indemnity may be provided in respect of certain claims, including any claim, issue or matter as to which such person has been adjudged to be liable to the corporation for negligence or misconduct in performing his or her duty to the corporation unless and to the extent that the Court of Common Pleas or the court in which such action, suit or proceeding was brought determines that despite the adjudication of liability but in view of all the circumstances of the case such person is fairly and reasonably entitled to indemnity for such expenses as the court deems proper. Moreover, Section 1701.13(E) provides for mandatory indemnification of a director, officer, employee or agent of the corporation to the extent that such person has been successful in defense of any such action, suit or proceeding and provides that a corporation shall pay the expenses of an officer or director in defending an action, suit or proceeding upon receipt of an undertaking to repay such amounts if it is ultimately determined that such person is not entitled to be indemnified.

Section 1701.13(E) establishes provisions for determining whether a given person is entitled to indemnification, and also provides that the indemnification provided by or granted under Section 1701.13(E) is not exclusive of any rights to indemnity or advancement of expenses to which such person may be entitled under any articles, regulations, agreement, vote of shareholders or disinterested directors or otherwise.

(u) ARAMARK American Food Services, LLC is a limited liability company organized under the laws of Ohio.

Section 1705.32 of the Ohio Limited Liability Company Act provides that a limited liability company may indemnify or agree to indemnify any person who was or is a party, or who is threatened to be made a party, to any threatened, pending, or completed civil, criminal, administrative, or investigative action, suit, or proceeding, other than an action by or in right of the company, because he is or was a manager, member, partner, officer, employee, or agent of the company or is or was serving at the request of the company as a manager, director, trustee, officer, employee, or agent of another limited liability company, corporation, partnership, joint venture, trust, or other enterprise. The company may indemnify or agree to indemnify a person in that position against expenses, including attorney’s fees, judgments, fines, and amounts paid in settlement that actually and reasonably were incurred by him in connection with the action, suit, or proceeding if he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the company and, in connection with any criminal action or proceeding, had no reasonable cause to believe his conduct was unlawful.

With respect to a suit by or in the right of the company, indemnity may be provided to the foregoing persons under Section 1705.32 on a basis similar to that set forth above, except that no indemnity may be provided in respect of certain claims, including any claim, issue or matter as to which such person has been adjudged to be liable for negligence or misconduct in the performance of his duty to the company unless and to the extent that the Court of Common Pleas or the court in which such action or suit was brought determines, upon application, that despite the adjudication of liability but in view of all the circumstances of the case such person is fairly and reasonably entitled to indemnity for such expenses as the court deems proper. Moreover, Section 1705.32 provides for mandatory indemnification of a manager, officer, employee or agent of a limited liability company to the extent that such person has been successful in defense of any claim, issue, or matter in an action, suit or proceeding referred to in those divisions, he shall be indemnified against expenses, including attorney’s fees, that were actually and reasonably incurred by him in connection with the action suit and proceeding.

(v) ARAMARK Consumer Discount Company, Harry M. Stevens, Inc. of Penn. and MyAssistant, Inc. are each incorporated under the laws of Pennsylvania.

Under Section 1741 of the Pennsylvania Business Corporation Law of 1988 (the “PBCL”), subject to certain limitations, a corporation has the power to indemnify directors, officers and other parties under certain prescribed circumstances against expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably incurred in connection with a threatened, pending or completed action or proceeding, whether civil, criminal, administrative or investigative, to which any of them is a party or threatened to be made a

 

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party by reason of his being a representative of the corporation or serving at the request of the corporation as a representative of another corporation, partnership, joint venture, trust or other enterprise, if he acted in good faith and in a manner he reasonably believed to be in, or not opposed to, the best interests of the corporation and, with respect to any criminal proceeding, had no reasonable cause to believe his conduct was unlawful.

Expenses incurred by parties in defending any action may be paid by the corporation in advance of the final disposition of such action or proceeding upon receipt of an undertaking by or on behalf of the party to repay such amount if it shall ultimately be determined that he is not entitled to be indemnified by the corporation.

(w) ARAMARK Services Management of SC, Inc. is incorporated under the laws of South Carolina.

Under Sections 33-8-510 and 33-8-520 of the South Carolina Business Corporation Act, a corporation may indemnify an individual made a party to a proceeding because he is or was a director against liability incurred in the proceeding if: (1) he conducted himself in good faith; and (2) he reasonably believed: (i) in the case of conduct in his official capacity with the corporation, that his conduct was in its best interest; and (ii) in all other cases, that his conduct was at least not opposed to its best interest; and (3) in the case of any criminal proceeding, he had no reasonable cause to believe his conduct was unlawful.

A corporation may not indemnify a director under this section in connection with a proceeding by or in right of the corporation in which the director was adjudged liable to the corporation or in connection with any other proceeding charging improper personal benefit to him, whether or not involving action in his official capacity, in which he was adjudged liable on the basis that personal benefit was improperly received by him.

Unless limited by its articles of incorporation, a corporation shall indemnify a director who was wholly successful, on the merits or otherwise, in the defense of any proceeding to which he was a party because he is or was a director of the corporation against reasonable expenses incurred by him in connection with the proceeding.

(x) ARAMARK Healthcare Support Services of Texas, Inc. and, Brand Coffee Service, Inc. are incorporated under the laws of Texas.

Section 8.051 of Texas Business Organization Code states that: (a) An enterprise shall indemnify a governing person, former governing person, or delegate against reasonable expenses actually incurred by the person in connection with a proceeding in which the person is a respondent because the person is or was a governing person or delegate if the person is wholly successful, on the merits or otherwise, in the defense of the proceeding. (b) A court that determines, in a suit for indemnification, that a governing person, former governing person, or delegate is entitled to indemnification under this section shall order indemnification and award to the person the expenses incurred in securing the indemnification.

Section 8.052 states that (a) on application of a governing person, former governing person, or delegate and after notice is provided as required by the court, a court may order an enterprise to indemnify the person to the extent the court determines that the person is fairly and reasonably entitled to indemnification in view of all the relevant circumstances. (b) This section applies without regard to whether the governing person, former governing person, or delegate applying to the court satisfies the requirements of Section 8.101 or has been found liable: (1) to the enterprise; or (2) because the person improperly received a personal benefit, without regard to whether the benefit resulted from an action taken in the person’s official capacity. (c) The indemnification ordered by the court under this section is limited to reasonable expenses if the governing person, former governing person, or delegate is found liable: (1) to the enterprise; or (2) because the person improperly received a personal benefit, without regard to whether the benefit resulted from an action taken in the person’s official capacity.

Section 8.101 states that (a) An enterprise may indemnify a governing person, former governing person, or delegate who was, is, or is threatened to be made a respondent in a proceeding to the extent permitted by Section 8.102 if it is determined in accordance with Section 8.103 that: (1) the person: (A) acted in good faith;

 

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(B) reasonably believed: (i) in the case of conduct in the person’s official capacity, that the person’s conduct was in the enterprise’s best interests; and (ii) in any other case, that the person’s conduct was not opposed to the enterprise’s best interests; and (C) in the case of a criminal proceeding, did not have a reasonable cause to believe the person’s conduct was unlawful; (2) with respect to expenses, the amount of expenses other than a judgment is reasonable; and (3) indemnification should be paid. (b) Action taken or omitted by a governing person or delegate with respect to an employee benefit plan in the performance of the person’s duties for a purpose reasonably believed by the person to be in the interest of the participants and beneficiaries of the plan is for a purpose that is not opposed to the best interests of the enterprise. (c) Action taken or omitted by a delegate to another enterprise for a purpose reasonably believed by the delegate to be in the interest of the other enterprise or its owners or members is for a purpose that is not opposed to the best interests of the enterprise. (d) A person does not fail to meet the standard under Subsection (a)(1) solely because of the termination of a proceeding by: (1) judgment; (2) order; (3) settlement; (4) conviction; or (5) a plea of nolo contendere or its equivalent.

Section 8.102 states that (a) Subject to Subsection (b), an enterprise may indemnify a governing person, former governing person, or delegate against: (1) a judgment; and (2) expenses, other than a judgment, that are reasonable and actually incurred by the person in connection with a proceeding. (b) Indemnification under this subchapter of a person who is found liable to the enterprise or is found liable because the person improperly received a personal benefit: (1) is limited to reasonable expenses actually incurred by the person in connection with the proceeding; (2) does not include a judgment, a penalty, a fine, and an excise or similar tax, including an excise tax assessed against the person with respect to an employee benefit plan; and (3) may not be made in relation to a proceeding in which the person has been found liable for: (A) willful or intentional misconduct in the performance of the person’s duty to the enterprise; (B) breach of the person’s duty of loyalty owed to the enterprise; or (C) an act or omission not committed in good faith that constitutes a breach of a duty owed by the person to the enterprise. (c) A governing person, former governing person, or delegate is considered to have been found liable in relation to a claim, issue, or matter only if the liability is established by an order, including a judgment or decree of a court, and all appeals of the order are exhausted or foreclosed by law.

(y) ARAMARK Business Dining Services of Texas, LLC, ARAMARK Educational Services of Texas, LLC, ARAMARK Food Service of Texas, LLC and ARAMARK Sports and Entertainment Services of Texas, LLC are each limited liability companies organized under the laws of Texas.

Section 2.20 of the Texas Limited Liability Company Act provides that, subject to such standards and restrictions, if any, as are set forth in its articles of organization or in its regulations, a limited liability company shall have the power to indemnify members and managers, officers and other persons and purchase and maintain liability insurance for such persons.

(z) ARAMARK Educational Services of Vermont, Inc. is incorporated under the laws of Vermont.

Section 8.51 of the Vermont Business Corporation Act (the “VBCA”) permits a corporation to indemnify an individual who is or was a director against judgments, penalties, fines, settlements and reasonable expenses actually incurred by them in connection with any proceeding to which they may be made a party by reason of their service in that capacity if: (i) the director conducted himself or herself in good faith, (ii) the director reasonably believed that his or her conduct, in an official capacity with the corporation, was in the best interests of the corporation and, in all other cases, the conduct was at least not opposed to its best interests, and (iii) in a proceeding brought by a governmental entity, the director had no reasonable cause to believe his or her conduct was unlawful, and the director is not finally found to have engaged in a reckless or intentional unlawful act.

The termination of a proceeding by judgment, order, settlement, conviction, or upon a plea of nolo contendre is not, of itself, determinative that the director did not meet the standard of conduct necessary for indemnification. Notwithstanding the foregoing, a corporation may not indemnify a director if the director was adjudged liable to the corporation in a proceeding by or in the right of a corporation, or on the basis that a personal benefit was improperly received by the director in a proceeding charging improper personal benefit to

 

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the director. In addition, Section 8.52 of the VBCA provides that, unless limited in a corporation’s charter, a corporation shall indemnify its directors who are wholly successful, on the merits or otherwise, in the defense of any proceeding to which the directors are parties by reason of their service in those capacities against reasonable expenses incurred in connection with the proceeding.

(aa) Overall Laundry Services, Inc. incorporated under the laws of Washington.

Sections 23B.08.510 through 23B.08.600 of the Washington Business Corporation Act contain specific provisions relating to the indemnification of directors and officers of Washington corporations. Section 23B.08.510 provides that a corporation may indemnify an individual made a party to a proceeding because the individual is or was a director against liability incurred in the proceeding if: (a) he conducted himself in good faith; and (b) he reasonably believed: (i) in the case of conduct in his official capacity with the limited liability company, that his conduct was in its best interests; and (ii) in all other cases, that his conduct was at least not opposed to its best interests; and (c) in the case of any criminal proceeding, he had no reasonable cause to believe that his conduct was unlawful. A director’s conduct with respect to an employee benefit plan for a purpose he reasonably believed to be in the interests of the participants in and beneficiaries of the plan is conduct that satisfies the requirement of conduct that was not opposed to the best interests of the corporation.

Under Section 23B.08.510 a corporation may not indemnify a director in connection with a proceeding by or in right of the corporation in which the director was adjudged liable to the corporation or in connection with any other proceeding charging improper personal benefit to the director, whether or not involving action it the director’s official capacity, in which the director was adjudged liable on the basis that personal benefit was improperly received by the director.

Section 23B.08.520 provides that unless limited by its articles of incorporation, a corporation shall indemnify a director who was wholly successful, on the merits or otherwise, in defense of any proceeding to which the director was a party because of being a director of the corporation against reasonable expenses incurred by the director in connection with the proceeding. Section 23B.08.540 provides for court ordered indemnification in certain circumstances listed in the statute and Section 23B.08.570 provides that unless the articles of incorporation of a corporation provides otherwise an officer of a corporation who is not a director is entitled to mandatory indemnification under Section 23B.08.520 and is entitled to apply for court ordered indemnification under Section 23B.08.540 in each case to the same extent as a director.

The articles of incorporation of Overall Laundry Services, Inc. provides that in furtherance of and not in limitation of the general powers conferred by the State Laws of Washington, the corporation shall also have the power to indemnify directors, trustees, officers, employees or agents of the corporation in any manner and with respect to any matter now or hereafter permitted by statute.

(bb) ARAMARK Services Management of WI, Inc., is incorporated under the laws of Wisconsin.

Under Section 180.0851 of the Wisconsin Business Corporation Law, a corporation shall indemnify a director or officer, to the extent such person is successful on the merits or otherwise in the defense of a proceeding, for all reasonable expenses incurred in the proceeding, if such person was a party to such proceeding because he or she was a director or officer of the corporation. In all other cases, the corporation shall indemnify a director or officer against liability incurred in a proceeding to which such person was a party because he or she was a director or officer of the corporation, unless liability was incurred because he or she breached or failed to perform a duty owed to the Registrant and such breach or failure to perform constitutes: (i) a willful failure to deal fairly with the corporation or its shareholders in connection with a matter in which the director or officer has a material conflict of interest; (ii) a violation of criminal law, unless the director or officer had reasonable cause to believe his or her conduct was lawful or no reasonable cause to believe his or her conduct was unlawful; (iii) a transaction from which the director or officer derived an improper personal profit; or (iv) willful misconduct.

 

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Section 180.0858 of the Wisconsin Business Corporation Law provides that subject to certain limitations, the mandatory indemnification provisions do not preclude any additional right to indemnification or allowance of expenses that a director or officer may have under the corporation’s articles of incorporation or bylaws.

Section 180.0859 of the Wisconsin Business Corporation Law provides that it is the public policy of the State of Wisconsin to require or permit indemnification, allowance of expenses and insurance to the extent required or permitted under Sections 180.0850 to 180.0858 of the Wisconsin Business Corporation Law for any liability incurred in connection with a proceeding involving a federal or state statute, rule or regulation regulating the offer, sale or purchase of securities.

(cc) ARAMARK Capital Asset Services, LLC and Kowalski-Dickow Associates, LLC are each limited liability companies organized under the laws of the state of Wisconsin.

Section 183.0106(2) of the Wisconsin Limited Liability Company Act permits a limited liability company to indemnify a member, manager, employee, officer or agent or any other person. Section 183.0403(2) provides that a company shall indemnify or allow reasonable expenses to and pay liabilities of each member and, if management of the limited liability company is vested in one or more managers, of each manager, incurred with respect to a proceeding if that member or manager was a party to the proceeding in the capacity of a member or manager.

 

Item. 15. Recent Sales of Unregistered Securities.

Equity Securities

During the fiscal year ended September 27, 2013, we granted to certain of our employees (i) 4,769,764 time-based stock options, (ii) 462,500 performance-based stock options, (iii) 350,000 installment stock purchase opportunities, (iv) 1,247,056 restricted stock units and (v) 42,462 deferred stock units. These securities were issued under the Company’s equity incentive plan without registration in reliance on the exemptions afforded by Section 4(a)(2) of the Securities Act and Rule 701 promulgated thereunder.

On July 29, 2013 we closed an exchange offer for our outstanding installment stock purchase opportunities. In the exchange offer, 51 employees exchanged 1,334,000 installment stock purchase opportunities for 225,262 shares of restricted stock and 1,108,738 time based stock options. These securities were issued under the Company’s equity incentive plan without registration in reliance on the exemptions afforded by Section 4(a)(2) of the Securities Act and Rule 701 promulgated thereunder.

During the fiscal year ended September 28, 2012, we granted to certain of our employees (i) 2,699,000 time-based stock options, (ii) 2,699,000 performance-based stock options, (iii) 920,000 installment stock purchase opportunities, (iv) 3,500,000 Seamless unit options, and (v) 34,480 deferred stock units. These securities were issued under the Company’s equity incentive plans without registration in reliance on the exemptions afforded by Section 4(a)(2) of the Securities Act and Rule 701 promulgated thereunder.

During the fiscal year ended September 30, 2011, we granted to certain of our employees (i) 2,112,000 time-based stock options, (ii) 2,112,000 performance-based stock options, (iii) 1,000,000 installment stock purchase opportunities, (iv) 6,000,000 Seamless unit options, and (v) 71,594 deferred stock units. These securities were issued under the Company’s equity incentive plans without registration in reliance on the exemptions afforded by Section 4(a)(2) of the Securities Act and Rule 701 promulgated thereunder.

Debt Securities

On March 7, 2013, ARAMARK Corporation issued $1,000,000,000 5.75% Senior Notes due 2020 at a price of 100.00% of their face value resulting in approximately $986.8 million of gross proceeds, which was used, together with other funds of the Company, to fund cash tender offers for certain of our notes and to fund fees,

 

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expenses and premiums in connection with certain amendments to our senior credit agreement. The initial purchasers for these notes were Goldman, Sachs & Co., J.P. Morgan Securities LLC, Barclays Capital Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Wells Fargo Securities, LLC, Rabo Securities USA, Inc., PNC Capital Markets LLC, Santander Investment Securities Inc. and SMBC Nikko Capital Markets Limited.

On April 28, 2011, we issued $600,000,000 8.625%/9.375% Senior Notes due 2016 at a price of 99.00% of their face value resulting in approximately $579.5 million of gross proceeds, which was used along with borrowings under the extended U.S. dollar revolving credit facility to make a $711.7 million distribution to our stockholders and to pay fees and expenses related to the extension of our revolving credit facility. The initial purchasers for these notes were J.P. Morgan Securities LLC, Goldman, Sachs & Co., Barclays Capital Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Wells Fargo Securities, LLC, PNC Capital Markets LLC and Santander Investments Securities Inc.

Each of the above offerings of debt securities was offered and sold to qualified institutional buyers pursuant to Rule 144A under the Securities Act or to non-U.S. investors outside the United States in compliance with Regulation S of the Securities Act.

 

Item 16. Exhibits and Financial Statement Schedules.

(a) Exhibits

See the Exhibit Index immediately following the signature page hereto, which is incorporated by reference as if fully set forth herein.

(b) Financial Statement Schedules

See Index to Consolidated Financial Statements at page F-1.

 

Item 17. Undertakings

The undersigned registrants hereby undertake:

(1) To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement:

(i) To include any prospectus required by Section 10(a)(3) of the Securities Act of 1993;

(ii) To reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than a 20% change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement; and

(iii) To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement.

(2) That, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

 

II-17


(3) To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.

(5) That, for the purpose of determining liability of the registrant under the Securities Act to any purchaser in the initial distribution of the securities:

The undersigned registrant undertakes that in a primary offering of securities of the undersigned registrant pursuant to this registration statement, regardless of the underwriting method used to sell the securities to the purchaser, if the securities are offered or sold to such purchaser by means of any of the following communications, the undersigned registrant will be a seller to the purchaser and will be considered to offer or sell such securities to such purchaser:

(i) Any preliminary prospectus or prospectus of the undersigned registrant relating to the offering required to be filed pursuant to Rule 424;

(ii) Any free writing prospectus relating to the offering prepared by or on behalf of the undersigned registrant or used or referred to by the undersigned registrant;

(iii) The portion of any other free writing prospectus relating to the offering containing material information about the undersigned registrant or its securities provided by or on behalf of the undersigned registrant; and

(iv) Any other communication that is an offered in the offering made by the undersigned registrant to the purchaser.

(6) Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers, or controlling persons of the registrant pursuant to the foregoing provisions, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrants of expenses incurred or paid by a director, officer or controlling person of the registrants in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrants will, unless in the opinion of it counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

 

II-18


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK HOLDINGS CORPORATION

By:

 

*

Name:    

  L. Frederick Sutherland

Title:

  Executive Vice President and Chief Financial Officer

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Joseph Neubauer

   Chairman of the Board and Director

*

Eric J. Foss

   Chief Executive Officer, President and Director

*

L. Frederick Sutherland

  

Executive Vice President, Chief Financial Officer

(Principal Financial Officer)

*

Joseph Munnelly

   Senior Vice President, Controller and Chief Accounting Officer (Principal Accounting Officer)

*

Todd M. Abbrecht

   Director

*

Lawrence T. Babbio, Jr.

   Director

*

David A. Barr

   Director


Signature

  

Capacity

*

Leonard S. Coleman, Jr.

   Director

*

Daniel J. Heinrich

   Director

*

James E. Ksansnak

   Director

*

Sanjeev Mehra

   Director

*

Stephen P. Murray

   Director

*

Stephen Sadove

   Director

 

*    By

 

/s/ Stephen R. Reynolds

  Stephen R. Reynolds as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK CORPORATION

By:

 

*

Name:    

  Eric J. Foss

Title:

  Chief Executive Officer and President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Eric J. Foss

   Chief Executive Officer and President (Principal Executive Officer) and Director

*

L. Frederick Sutherland

   Executive Vice President, Chief Financial Officer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Senior Vice President, Controller and Chief Accounting Officer (Principal Accounting Officer)

*

Joseph Neubauer

   Chairman of the Board of Directors

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

1ST & FRESH, LLC

By:

 

*

Name:    

  Gary Crompton

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Gary Crompton

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ADDISON CONCESSIONS, INC.

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

AMERICAN SNACK & BEVERAGE, LLC

By:

 

*

Name:    

  Mike Walsh

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Mike Walsh

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK AMERICAN FOOD SERVICES, LLC

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK ASIA MANAGEMENT, LLC

By:

 

*

Name:    

  Martin K. Welch

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Martin K. Welch

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK Japan, Inc., the Sole Member

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK AVIATION SERVICES LIMITED PARTNERSHIP

By:

 

/s/ Karen A. Wallace

Name:    

  Karen A. Wallace

Title:

 

Treasurer, ARAMARK SMMS LLC,

the General Partner

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member of ARAMARK SMMS LLC, the General Partner

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK BUSINESS & INDUSTRY, LLC

By:

 

*

Name:    

  Gary Crompton

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Gary Crompton

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK BUSINESS CENTER, LLC

By:

 

*

Name:    

  Karen A. Wallace

Title:

 

Treasurer

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Karen A. Wallace

  

Treasurer (Principal Financial Officer)

and serving as Principal Executive Officer

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK BUSINESS DINING SERVICES OF TEXAS, LLC

By:

 

*

Name:    

  Gary Crompton

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Gary Crompton

   President (Principal Executive Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK BUSINESS FACILITIES, LLC

By:

 

*

Name:    

  Karen A. Wallace

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Karen A. Wallace

  

President (Principal Executive Officer) and

Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK CAMPUS, LLC

By:

 

*

Name:    

  L. Frederick Sutherland

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

L. Frederick Sutherland

   President (Principal Executive Officer) and Director of ARAMARK Corporation, the indirect controlling Member

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK CAPITAL ASSET SERVICES, LLC

By:

 

*

Name:    

  Kenneth Sandifer

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Kenneth Sandifer

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK CLEANROOM SERVICES

(PUERTO RICO), INC.

By:

 

*

Name:    

  Brad Drummond

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Brad Drummond

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK CLEANROOM SERVICES, LLC

By:

 

*

Name:    

  Brad Drummond

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Brad Drummond

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK CONFECTION, LLC

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK CONSTRUCTION AND ENERGY SERVICES, LLC

By:

 

*

Name:    

  Mark Nelson

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Mark Nelson

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK CONSTRUCTION SERVICES, INC.

By:

 

*

Name:    

  Mark Nelson

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Mark Nelson

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK CONSUMER DISCOUNT COMPANY

By:

 

*

Name:    

  Karen A. Wallace

Title:

  President and Treasurer

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Karen A. Wallace

   President and Treasurer (Principal Executive Officer and Principal Financial Officer) and Sole Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK CORRECTIONAL SERVICES, LLC

By:

 

*

Name:    

  John Hanner

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

John Hanner

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK CTS, LLC

By:

 

*

Name:    

  Kenneth Sandifer

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Kenneth Sandifer

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK Corporation, the Sole Member

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK DISTRIBUTION SERVICES, INC.

By:

 

*

Name:    

  Brad Drummond

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Brad Drummond

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK EDUCATIONAL GROUP, LLC

By:

 

*

Name:    

  Mark Nelson

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Mark Nelson

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK Corporation, the Sole Member

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK EDUCATIONAL SERVICES OF TEXAS, LLC

By:

 

*

Name:    

  Karen A. Wallace

Title:

  Treasurer

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

*

Karen A. Wallace

   Treasurer (Principal Financial Officer), Director of ARAMARK Corporation, the indirect controlling Member and serving as Principal Executive Officer

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK EDUCATIONAL SERVICES OF VERMONT, INC.

By:

 

*

Name:    

  Mark Nelson

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Mark Nelson

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK EDUCATIONAL SERVICES, LLC

By:

 

*

Name:    

  Mark Nelson

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Mark Nelson

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK Corporation, the indirect controlling Member

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK ENGINEERING ASSOCIATES, LLC

By:

 

*

Name:    

  Karen A. Wallace

Title:

  Treasurer

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK SM Management Services, Inc., the Sole Member, and serving as Principal Executive Officer

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK ENTERTAINMENT, LLC

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK Corporation, the indirect controlling Member

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK EXECUTIVE MANAGEMENT SERVICES USA, INC.

By:

 

*

Name:    

  L. Frederick Sutherland

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

L. Frederick Sutherland

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer) and Sole Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK FACILITIES MANAGEMENT, LLC

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK Corporation, the indirect controlling Member

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK FACILITY MANAGEMENT CORPORATION OF IOWA

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK FACILITY SERVICES, LLC

By:

 

*

Name:    

  Joseph J. Tinney, Jr.

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Joseph J. Tinney, Jr.

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK Corporation, the Sole Member

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK FHC BUSINESS SERVICES, LLC

By:

 

*

Name:    

  Karen A. Wallace

Title:

  Treasurer

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Karen A. Wallace

   Treasurer (Principal Financial Officer), Director of ARAMARK Corporation, the indirect controlling Member and serving as Principal Executive Officer

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK FHC CAMPUS SERVICES, LLC

By:

 

*

Name:    

  Mark Nelson

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Mark Nelson

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK FHC CORRECTIONAL SERVICES, LLC

By:

 

*

Name:    

  John Hanner

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

John Hanner

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK FHC HEALTHCARE SUPPORT SERVICES, LLC

By:

 

*

Name:    

  Michael Leone

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Michael Leone

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK FHC KANSAS, INC.

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK FHC REFRESHMENT SERVICES, LLC

By:

 

*

Name:    

  Mike Walsh

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Mike Walsh

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK FHC SCHOOL SUPPORT SERVICES, LLC

By:

 

*

Name:    

  Jeffrey Gillian

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Jeffrey Gilliam

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Financial Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK FHC SERVICES, LLC

By:

 

*

Name:    

  Joseph M. Munnelly

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Joseph M. Munnelly

   President and Assistant Treasurer (Principal Executive Officer and Principal Accounting Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK FHC SPORTS AND ENTERTAINMENT SERVICES, LLC

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK FHC, LLC

By:

 

*

Name:    

  Karen A. Wallace

Title:

  Treasurer

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and serving as Principal Executive Officer

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK FOOD AND SUPPORT SERVICES GROUP, INC.

By:

 

*

Name:    

  L. Frederick Sutherland

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

L. Frederick Sutherland

   President (Principal Executive Officer) and Director

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK FOOD SERVICE CORPORATION OF KANSAS

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK FOOD SERVICE OF TEXAS, LLC

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK FOOD SERVICE, LLC

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK FSM, LLC

By:

 

*

Name:    

  Karen A. Wallace

Title:

  Treasurer

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and serving as Principal Executive Officer

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK HEALTHCARE SUPPORT SERVICES OF TEXAS, INC.

By:

 

*

Name:    

  Michael Leone

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Michael Leone

   President (Principal Executive Officer)

*

Karen A. Wallace

   Director and Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK HEALTHCARE SUPPORT SERVICES OF THE VIRGIN ISLANDS, INC.

By:

 

*

Name:    

  Michael Leone

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Michael Leone

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK HEALTHCARE SUPPORT SERVICES, LLC

By:

 

*

Name:    

  Michael Leone

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Michael Leone

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK HEALTHCARE TECHNOLOGIES, LLC

By:

 

*

Name:    

  Kenneth Sandifer

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Kenneth Sandifer

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK INDIA HOLDINGS LLC

By:

 

*

Name:    

  Martin K. Welch

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Martin K. Welch

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK INDUSTRIAL SERVICES, LLC

By:

 

*

Name:    

  Joseph J. Tinney, Jr.

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Joseph J. Tinney, Jr.

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK JAPAN, INC.

By:

 

*

Name:    

  Martin K. Welch

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Martin K. Welch

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK KITTY HAWK, INC.

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK MANAGEMENT, LLC

By:

 

*

Name:    

  Karen A. Wallace

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Karen A. Wallace

  

President (Principal Executive Officer) and

Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK MARKETING SERVICES GROUP, INC.

By:

 

*

Name:    

  John Orobono

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

John Orobono

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK MANAGEMENT SERVICES LIMITED PARTNERSHIP

By:

 

/s/ Karen A. Wallace

Name:    

  Karen A. Wallace

Title:

  Treasurer, ARAMARK SMMS LLC, the General Partner

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member of ARAMARK SMMS LLC, the General Partner

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK NORTH CAROLINA TECHNICAL SERVICES, LLC

By:

 

*

Name:    

  Mark Nelson

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Mark Nelson

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK ORGANIZATIONAL SERVICES, INC.

By:

 

*

Name:    

  Joseph M. Munnelly

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Joseph M. Munnelly

   President (Principal Executive Officer and Principal Accounting Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK PROCESSING, LLC

By:

 

*

Name:    

  Joseph J. Tinney, Jr.

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Joseph J. Tinney, Jr.

   President (Principal Executive Officer)

*

Karen A. Wallace

  

Treasurer (Principal Financial Officer) and

serving as Principal Accounting Officer

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK QATAR, LLC

By:

 

*

Name:    

  Martin K. Welch

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Martin K. Welch

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK RAIL SERVICES, LLC

By:

 

*

Name:    

  Joseph J. Tinney, Jr.

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Joseph J. Tinney, Jr.

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK RAV, LLC

By:

 

*

Name:    

  Karen A. Wallace

Title:

  Treasurer

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Karen A. Wallace

  

Treasurer (Principal Financial Officer) and

Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member,

and serving as Principal Executive Officer

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK RBI, INC.

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK REFRESHMENT SERVICES OF TAMPA, LLC

By:

 

*

Name:    

  Mike Walsh

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Mike Walsh

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK REFRESHMENT SERVICES, LLC

By:

 

*

Name:    

  Mike Walsh

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Mike Walsh

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SCHOOLS FACILITIES, LLC

By:

 

*

Name:    

  Karen A. Wallace

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Karen A. Wallace

  

President (Principal Executive Officer) and

Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SCHOOLS, LLC

By:

 

*

Name:    

  L. Frederick Sutherland

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

L. Frederick Sutherland

   President (Principal Executive Officer) and Director of ARAMARK Corporation, the indirect controlling Member

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SCM, INC.

By:

 

*

Name:    

  John Orobono

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

John Orobono

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SENIOR LIVING SERVICES, LLC

By:

 

*

Name:    

  Michael Leone

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Michael Leone

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

  

Director of ARAMARK Corporation,

the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SENIOR NOTES COMPANY

By:

 

*

Name:    

  Joseph M. Munnelly

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Joseph M. Munnelly

   President (Principal Executive Officer and Principal Accounting Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SERVICES MANAGEMENT OF HI, INC.

By:

 

*

Name:    

  L. Frederick Sutherland

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

L. Frederick Sutherland

   President (Principal Executive Officer and Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer) and Sole Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SERVICES MANAGEMENT OF IL, INC.

By:

 

*

Name:    

  L. Frederick Sutherland

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

L. Frederick Sutherland

   President (Principal Executive Officer and Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer) and Sole Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SERVICES MANAGEMENT OF MI, INC.

By:

 

*

Name:    

  L. Frederick Sutherland

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

L. Frederick Sutherland

   President (Principal Executive Officer and Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer) and Sole Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SERVICES MANAGEMENT OF NJ, INC.

By:

 

*

Name:    

  L. Frederick Sutherland

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

L. Frederick Sutherland

   President (Principal Executive Officer and Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer) and Sole Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SERVICES MANAGEMENT OF OH, INC.

By:

 

*

Name:    

  L. Frederick Sutherland

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

L. Frederick Sutherland

   President (Principal Executive Officer and Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer) and Sole Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SERVICES MANAGEMENT OF SC, INC.

By:

 

*

Name:    

  L. Frederick Sutherland

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

L. Frederick Sutherland

   President (Principal Executive Officer and Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer) and Sole Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SERVICES MANAGEMENT OF WI, INC.

By:

 

*

Name:    

  L. Frederick Sutherland

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

L. Frederick Sutherland

   President (Principal Executive Officer and Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer) and Sole Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SERVICES OF KANSAS, INC.

By:

 

*

Name:    

  Karen A. Wallace

Title:

  Treasurer

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Karen A. Wallace

  

Treasurer (Principal Financial Officer) and Director and

serving as Principal Executive Officer

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SERVICES OF PUERTO RICO, INC.

By:

 

*

Name:    

  Gary Crompton

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Gary Crompton

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SM MANAGEMENT SERVICES, INC.

By:

 

*

Name:    

  Karen A. Wallace

Title:

  President and Treasurer

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Karen A. Wallace

   President and Treasurer (Principal Executive Officer and Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SMMS LLC

By:

 

*

Name:    

  Karen A. Wallace

Title:

  Treasurer

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Karen A. Wallace

  

Treasurer (Principal Financial Officer) and

serving as Principal Executive Officer

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SMMS REAL ESTATE LLC

By:

 

*

Name:    

  Karen A. Wallace

Title:

  Treasurer

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Karen A. Wallace

  

Treasurer (Principal Financial Officer) and

serving as Principal Executive Officer

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SPORTS AND ENTERTAINMENT GROUP, LLC

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SPORTS AND ENTERTAINMENT SERVICES OF TEXAS, LLC

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SPORTS AND ENTERTAINMENT SERVICES, LLC

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SPORTS FACILITIES, LLC

By:

 

*

Name:    

  L. Frederick Sutherland

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

L. Frederick Sutherland

   President (Principal Executive Officer) and Director of ARAMARK Corporation, the indirect controlling Member

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SPORTS, LLC

By:

 

*

Name:    

  L. Frederick Sutherland

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

L. Frederick Sutherland

   President (Principal Executive Officer) and Director of ARAMARK Corporation, the indirect controlling Member

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK SUMMER GAMES 1996, LLC

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK TECHNICAL SERVICES NORTH CAROLINA, INC.

By:

 

*

Name:    

  Mark Nelson

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Mark Nelson

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK TOGWOTEE, LLC

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK U.S. OFFSHORE SERVICES, LLC

By:

 

*

Name:    

  Joseph M. Munnelly

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Joseph M. Munnelly

   President and Assistant Treasurer (Principal Executive Officer and Principal Accounting Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Corporation, the indirect Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK UNIFORM & CAREER APPAREL GROUP, INC.

By:

 

*

Name:    

  Brad Drummond

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Brad Drummond

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK UNIFORM & CAREER APPAREL, LLC

By:

 

*

Name:    

  Brad Drummond

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Brad Drummond

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK Uniform & Career Apparel Group, Inc., the Sole Member

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of the Sole Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK UNIFORM MANUFACTURING COMPANY

By:

 

*

Name:    

  Brad Drummond

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Brad Drummond

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK UNIFORM SERVICES (BALTIMORE), LLC

By:

 

*

Name:    

  Brad Drummond

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Brad Drummond

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK UNIFORM SERVICES (CARMELO) LLC

By:

 

*

Name:    

  Brad Drummond

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Brad Drummond

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK UNIFORM SERVICES (MATCHPOINT), LLC

By:

 

*

Name:    

  Brad Drummond

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Brad Drummond

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK UNIFORM SERVICES (MIDWEST), LLC

By:

 

*

Name:    

  Brad Drummond

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Brad Drummond

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK UNIFORM SERVICES (ROCHESTER), LLC

By:

 

*

Name:    

  Brad Drummond

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Brad Drummond

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK UNIFORM SERVICES (SANTA ANA), LLC

By:

 

*

Name:    

  Brad Drummond

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Brad Drummond

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK UNIFORM SERVICES (SYRACUSE), LLC

By:

 

*

Name:    

  Brad Drummond

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Brad Drummond

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK UNIFORM SERVICES (TEXAS), LLC

By:

 

*

Name:    

  Brad Drummond

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Brad Drummond

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK UNIFORM SERVICES (WEST ADAMS), LLC

By:

 

*

Name:    

  Brad Drummond

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Brad Drummond

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director of ARAMARK Uniform & Career Apparel Group, Inc., the indirect controlling Member

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK VENUE SERVICES, INC.

By:

 

*

Name:    

  Marc Bruno

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Marc Bruno

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer) and Director

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)

*

L. Frederick Sutherland

   Director

 

*    By   /s/ Robert T. Rambo
  Robert T. Rambo as Attorney in Fact


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Philadelphia, Commonwealth of Pennsylvania, on February 26, 2014.

 

ARAMARK WTC, LLC

By:

 

*

Name:    

  Bruce Fears

Title:

  President

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated on February 26, 2014.

 

Signature

  

Capacity

*

Bruce Fears

   President (Principal Executive Officer)

*

Karen A. Wallace

   Treasurer (Principal Financial Officer)

*

Joseph M. Munnelly

   Assistant Treasurer (Principal Accounting Officer)