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- S-4 Registration of securities issued in business combination transactions
- 3.3 Certificate of Incorporation of Addison Concessions, Inc.
- 3.4 By-laws of Addison Concessions, Inc.
- 3.5 Articles of Organization of American Snack & Beverage, Inc.
- 3.6 Limited Liability Company Agt of American Snack & Beverage, LLC
- 3.7 Articles of Organization of Aramark American Food Services, LLC
- 3.8 Limited Liability Company Agt. of Aramark American Food SVC, LLC
- 3.9 Certificate of Formation of Aramark Asia MGT., LLC
- 3.10 Limited Liability Company Agt of Aramark Asia MGT., LLC
- 3.11 Certificate of Limited Partnership of Aramark Aviation SVCS LTD Partnership
- 3.12 Agt of Limited Partnership of Aramark Aviation SVCS LTD Partnership
- 3.13 Certificate of Formation of Aramark Business Dining SVCS of Texas, LLC
- 3.14 Company Agt of Aramark Business Dining SVC of Texas, LLC
- 3.15 Certificate of Formation of Aramark Campus, LLC.
- 3.16 Limited Liability Company Agt of Aramark Campus, LLC
- 3.17 Articles of Incorporation of Aramark Capital Asset SVCS, LLC
- 3.18 Limited Liability Company Agt of Aramark Capital Asset SVC, LLC.
- 3.19 Certificate of Formation of Aramark Cleanroom SVCS, LLC
- 3.20 Limited Liability Company Agt of Aramark Cleanroom SVCS, LLC
- 3.21 Certificate of Inc of Aramark Cleanroom SVCS (Puerto Rico), Inc.
- 3.22 By-laws of Aramark Cleanroom SVCS (Puerto Rico), Inc.
- 3.23 Certificate of Formation of Aramark Clinical Technology SVCS, LLC
- 3.24 Limited Liability Company Agt of Aramark Clinical Technology SVCS, LLC
- 3.25 Certificate of Formation of Aramark Confection, LLC
- 3.26 Limited Liability Company Agt of Aramark Confection, LLC
- 3.27 Articles of Incorporation of Aramark Consumer Discount Company
- 3.28 By-laws of Aramark Consumer Discount Company
- 3.29 Certificate of Formation of Aramark Correctional SVCS, LLC
- 3.30 Limited Liability Company Agt of Aramark Correctional SVCS, LLC
- 3.31 Certificate of Formation of Aramark CTS, LLC
- 3.32 Limited Liability Company Operating Agt of Aramark CTS, LLC
- 3.33 Articles of Incorporation of Aramark Distribution SVCS, Inc.
- 3.34 By-laws of Aramark Distribution SVCS, Inc.
- 3.35 Certificate of Formation of Aramark Educational Group, LLC
- 3.36 Limited Liability Company Agt of Aramark Educational Group, LLC
- 3.37 Certificate of Formation of Aramark Educational SVCS of Texas, LLC
- 3.38 Company Agt of Aramark Educational SVCS of Texas, LLC
- 3.39 Articles of Association of Aramark Educational SVCS of Vermont, Inc.
- 3.40 By-laws of Aramark Educational SVCS of Vermont, Inc.
- 3.41 Certificate of Formation of Aramark Educational SVCS, LLC
- 3.42 Limited Liability Company Agt of Aramark Educational SVCS, LLC
- 3.43 Certificate of Formation of Aramark Engineering Assoc., LLC
- 3.44 Operating Agreement of Aramark Engineering Assoc., LLC
- 3.45 Certificate of Formation of Aramark Entertainment, LLC
- 3.46 Limited Liability Company Agt of Aramark Entertainment, LLC
- 3.47 Certificate of Incorporation of Aramark Executive MGMT SVCS USA, Inc.
- 3.48 By-laws of Aramark Executive MGT SVCS USA, Inc.
- 3.49 Certificate of Formation of Aramark Facilities MGT., LLC
- 3.50 Limited Liability Company Agt of Aramark Facilities MGT., LLC
- 3.51 Articles of Incorporation of Aramark Facility MGT Corp of Iowa
- 3.52 By-laws of Aramark Facility MGT Corp of Iowa
- 3.53 Certificate of Formation of Aramark Facility SVCS, LLC
- 3.54 Operating Agreement of Aramark Facility SVCS, LLC
- 3.55 Certificate of Formation of Aramark FHC Business SVCS., LLC
- 3.56 Limited Liability Company Agt of Aramark FHC Business SVCS, LLC
- 3.57 Certificate of Formation of Aramark FHC Campus SVCS, LLC
- 3.58 Limited Liability Company Agt of Aramark FHC Campus SVCS., LLC
- 3.59 Certificate of Formation of Aramark FHC Correctional SVCS, LLC
- 3.60 LTD Liability Company Agt of Aramark FHC Correctional SVCS, LLC
- 3.61 Certificate of Formation of Aramark FHC Healthcare Support SVCS, LLC
- 3.62 LTD Liability Company Agt of Aramark FHC Healthcare Support SVCS, LLC
- 3.63 Articles of Incorporation of Aramark FHC Kansas, Inc.
- 3.64 By-laws of Aramark FHC Kansas, Inc.
- 3.65 Certificate of Formation of Aramark FHC Refreshment SVCS, LLC
- 3.66 LTD Liability Company Agt of Aramark FHC Refreshment SVCS, LLC
- 3.67 Certificate of Formation of Aramark FHC School Support SVCS, LLC
- 3.68 LTD Liability Company Agt of Aramark FHC School Support SVCS, LLC
- 3.69 Certificate of Formation of Aramark FHC SVCS, LLC
- 3.70 Limited Liability Company Agt of Aramark FHC SVCS, LLC
- 3.71 Certificate of Formation of Aramark FHC Sports & Entertainment SVCS, LLC
- 3.72 Limited Liability Company Agt of Aramark FHC Sports & Entertainment SVCS, LLC
- 3.73 Certificate of Formation of Aramark FHC, LLC
- 3.74 Limited Liability Company Agt of Aramark FHC, LLC
- 3.75 Certificate of Incorporation of Aramark Food & Support SVCS Group, Inc.
- 3.76 By-laws of Aramark Food & Support SVCS Group, Inc.
- 3.77 Certificate of Formation of Aramark Food SVC, LLC
- 3.78 Limited Liability Company Agt of Aramark Food SVC, LLC
- 3.79 Articles of Incorporation of Aramark Feed SVC Corp of Kansas
- 3.80 By-laws of Aramark Food SVC Corporation of Kansas
- 3.81 Certificate of Formation of Aramark Food SVC of Texas, LLC
- 3.82 Company Agt of Aramark Food SVC of Texas, LLC
- 3.83 Certificate of Formation of Aramark FSM, LLC
- 3.84 Limited Liability Company Agt of Aramark FSM, LLC
- 3.85 Articles of Inc of Aramark Healthcare Support SVCS of Texas, Inc.
- 3.86 By-laws of Aramark Healthcare Support SVCS of Texas, Inc.
- 3.87 Articles of Inc of Aramark Healthcare Supt SVCS of the Virgin Islands, Inc.
- 3.88 By-laws of Aramark Healthcare Supt SVCS of the Virgin Islands, Inc.
- 3.89 Certificate of Formation of Aramark Healthcare Supt SVCS, LLC
- 3.90 Limited Liability Company Agt of Aramark Healthcare Supt SVCS., LLC
- 3.91 Certificate of Formation of Aramark/hms, LLC
- 3.92 Limited Liability Company Agt of Aramark/hms, LLC
- 3.93 Certificate of Formation of Aramark India Holdings LLC
- 3.94 Operating Agt of Aramark India Holdings LLC
- 3.95 Certificate of Formation of Aramark Industrial SVCS, LLC
- 3.96 Limited Liability Company Agt of Aramark Industrial Services, LLC
- 3.97 Certificate of Incorporation of Aramark Japan, Inc.
- 3.98 By-laws of Aramark Japan, Inc.
- 3.99 Articles of Incorporation of Aramark Kitty Hawk, Inc.
- 3.100 By-laws of Aramark Kitty Hawk, Inc.
- 3.101 Certificate of Limited Partnership of Aramark MGT SVCS LTD Partnership
- 3.102 Amendment to Agmt of Limited Partnership of Aramark MGT SVCS LTD Partnership
- 3.103 Restated Certificate of Incorporation of Aramark Marketing SVCS Group, Inc.
- 3.104 By-laws of Aramark Marketing Services Group, Inc.
- 3.105 Certificate of Inc of Aramark Organizational SVCS, Inc.
- 3.106 By-laws of Aramark Organizational Services, Inc.
- 3.107 Certificate of Formation of Aramark Rav, LLC
- 3.108 Limited Liability Company Agt of Aramark Rav, LLC
- 3.109 Certificate of Incorporation of Aramark Rbi, Inc.
- 3.110 By-laws of Aramark Rbi, Inc.
- 3.111 Certificate of Formation of Aramark Refreshment SVC, LLC
- 3.112 Limited Liability Company Agt of Aramark Refreshment Services, LLC
- 3.113 Certificate of Formation of Aramark Schools, LLC
- 3.114 Limited Liability Company Agt of Aramark Schools, LLC
- 3.115 Certificate of Incorporation of Aramark SCM, Inc.
- 3.116 By-laws of Aramark SCM, Inc.
- 3.117 Certificate of Formation of Aramark Senior Living SVCS, LLC
- 3.118 Limited Liability Company Agt of Aramark SR. Living SVCS, LLC
- 3.119 Certificate of Incorporation of Aramark SR. Notes Company
- 3.120 By-laws of Aramark Senior Notes Company
- 3.121 Articles of Inc of Aramark SVCS MGT of Hi, Inc.
- 3.122 By-laws of Aramark Services Managment of Hi, Inc.
- 3.123 Articles of Inc of Aramark SVCS MGT of Il, Inc.
- 3.124 By-laws of Aramark Services Management of Il, Inc.
- 3.125 Articles of Inc. of Aramark SVCS MGT of Mi, Inc.
- 3.126 By-laws of Aramark Services Management of Mi, Inc.
- 3.127 Certificate of Incorporation of Aramark SVCS MGT of NJ, Inc.
- 3.128 By-laws of Aramark Services Management of NJ, Inc.
- 3.129 Articles of Inc of Aramark SVCS MGT of Oh, Inc.
- 3.130 By-laws of Aramark Services Management of Oh, Inc.
- 3.131 Articles of Inc. of Aramark SVCS MGT of SC, Inc.
- 3.132 By-laws of Aramark Services Management of SC, Inc.
- 3.133 Articles of Inc. of Aramark SVCS MGT of Wi, Inc.
- 3.134 By-laws of Aramark Services Management of Wi, Inc.
- 3.135 Articles of Inc of Aramark SVCS of Kansas, Inc.
- 3.136 By-laws of Aramark SVCS of Kansas, Inc.
- 3.137 Restated Certificate of Incorporation of Aramark SVCS of Puerto Rico, Inc.
- 3.138 By-laws of Aramark SVCS of Puerto Rico, Inc.
- 3.139 Certificate of Incorporation of Aramark SM MGT SVCS, Inc.
- 3.140 By-laws of Aramark SM MGT. SVCS. Inc.
- 3.141 Certificate of Formation of Aramark SMMS LLC
- 3.142 Limited Liability Company Agt of Aramark SMMS LLC
- 3.143 Certificate of Formation of Aramark SMMS Real Estate LLC
- 3.144 Limited Liability Agt of Aramark SMMS Real Estate LLC
- 3.145 Certificate of Formation of Aramark Sports & Entertainment Group, LLC
- 3.146 Limited Liability Company Agt of Aramark Sports & Entertainment Group, LLC
- 3.147 Certificate of Formation of Aramark Sports & Entertainment SVCS of Texas, LLC
- 3.148 Company Agt of Aramark Sports & Entertainment SVCS of Texas, LLC
- 3.149 Certificate of Formation of Aramark Sports & Entertainment SVCS, LLC
- 3.150 Limited Liability Company Agt of Aramark Sports & Entertainment SVCS, LLC
- 3.151 Certificate of Formation of Aramark Sports Facilities, LLC
- 3.152 Operating Agt of Aramark Sports Facilities, LLC
- 3.153 Certificate of Formation of Aramark Sports, LLC
- 3.154 Limited Liability Company of Agt of Aramark Sports, LLC
- 3.155 Certificate of Formation of Aramark Summer Games 1996, LLC
- 3.156 Limited Liability Company Agt of Aramark Summer Games 1996, LLC
- 3.157 Certificate of Formation of Aramark U.S. Offshore SVCS, LLC
- 3.158 Limited Liability Company Agt of Aramark U.S. Offshore SVCS, LLC
- 3.159 Certificate of Incorporation of Aramark Uniform & Career Apparel Group, Inc.
- 3.160 By-laws of Aramark Uniform & Career Apparel Group, Inc.
- 3.161 Certificate of Formation of Aramark Uniform & Career Apparel, LLC
- 3.162 Limited Liability Company Agt of Aramark Uniform & Career Apparel, LLC
- 3.163 Restated Certificate of Inc of Aramark Uniform Manufacturing Company
- 3.164 By-laws of Aramark Uniform Manufacturing Company
- 3.165 Certificate of Formation of Aramark Uniform SVCS (Matchpoint) LLC
- 3.166 Operating Agt of Aramark Uniform SVCS (Matchpoint) LLC
- 3.167 Certificate of Formation of Aramark Uniform SVCS (Midwest) LLC (Delaware)
- 3.168 Operating Agt of Aramark Uniform SVCS (Midwest) LLC (Delaware)
- 3.169 Certificate of Formation of Aramark Uniform SVCS (Texas) LLC
- 3.170 Operating Agt of Aramark Uniform SVCS (Texas) LLC
- 3.171 Certificate of Formation of Aramark Uniform SVCS (Pittsburgh) LLC
- 3.172 Operating Agt of Aramark Uniform SVCS (Pittsburgh) LLC
- 3.173 Certificate of Formation of Aramark Uniform SVCS (Rochester) LLC
- 3.174 Limited Liability Company Agt of Aramark Uniform SVCS (Rochester) LLC
- 3.175 Certificate of Formation of Aramark Uniform SVCS (Santa Ana) LLC
- 3.176 Limited Liability Company Agt of Aramark Uniform SVCS (Santa Ana) LLC
- 3.177 Certificate of Formation of Aramark Uniform SVCS (Syracuse) LLC
- 3.178 Limited Liability Company Agt Aramark Uniform SVCS (Syracuse) LLC
- 3.179 Certificate of Formation of Aramark Uniform SVCS (West Adams) LLC
- 3.180 Operating Agt of Aramark Uniform SVCS (West Adams) LLC
- 3.181 Certificate of Incorporation of Aramark Venue SVCS, Inc.
- 3.182 By-laws of Aramark Venue Services, Inc.
- 3.183 Certificate of Incorporation of Delsac VIII, Inc.
- 3.184 By-laws of Delsac VIII, Inc.
- 3.185 Certificate of Formation of Fine Host Holdings, LLC
- 3.186 Limited Liability Company Agt of Fine Host Holdings, LLC
- 3.187 Certificate of Formation of Galls, an Aramark Company, LLC
- 3.188 Operating Agt of Galls, an Aramark Company, LLC
- 3.189 Certificate of Formation of Harrison Conference Assocs, LLC
- 3.190 Limited Liability Company Agt of Harrison Conference Assocs, LLC
- 3.191 Certificate of Inc of Harrison Conference Center of Glen Cove, Inc.
- 3.192 By-laws of Harrison Conference Center of Glen Cove, Inc.
- 3.193 Articles of Inc of Harrison Conference Center of Lake Bluff, Inc.
- 3.194 By-laws of Harrison Conference Center of Lake Bluff, Inc.
- 3.195 Certificate of Organization of Harrison Conference SVCS of Massachusetts, LLC
- 3.196 Operating Agt of Harrison Conference SVCS of Massachusetts, LLC
- 3.197 Articles of Organization of Harrison Conference SVCS of North Carolina, LLC
- 3.198 Operating Agt of Harrison Conference SVCS of North Carolina, LLC
- 3.199 Certificate of Incorporation of Harrison Conference SVCS of Princeton, Inc.
- 3.200 By-laws of Harrison Conference Services of Princeton, Inc.
- 3.201 Certificate of Organization of Harrison Conference SVCS of Wellesley, LLC
- 3.202 Operating Agt of Harrison Conference SVCS of Wellesley, LLC
- 3.203 Certificate of Formation of Harry M. Stevens, LLC
- 3.204 Operating Agt of Harry M. Stevens, LLC
- 3.205 Certificate of Inc of Harry M. Stevens, Inc. of New Jersey
- 3.206 By-laws of Harry M. Stevens, Inc. of New Jersey
- 3.207 Articles of Inc of Harry M. Stevens, Inc. of Penn.
- 3.208 By-laws of Harry M. Stevens, Inc. of Penn.
- 3.209 Articles of Inc of Kowalski-dickow Assocs, LLC
- 3.210 Limited Liability Company Agt of Kowalski-dickow Assocs, LLC
- 3.211 Articles of Organization-conversion of L&N Uniform Supply Co., LLC
- 3.212 Operating Agt of L&N Uniform Supply Co., LLC
- 3.213 Articles of Organization-conversion of Lake Tahoe Cruises, LLC
- 3.214 Operating Agt of Lake Tahoe Cruises, LLC
- 3.215 Certificate of Formation of Landy Textile Rental SVCS, LLC
- 3.216 Operating Agt of Landy Textile Rental SVCS, LLC
- 3.217 Articles of Inc. of Myassistant, Inc.
- 3.218 By-laws of Myassistant, Inc.
- 3.219 Articles of Inc of Overall Laundry SVCS, Inc.
- 3.220 By-laws of Overall Laundry SVC, Inc.
- 3.221 Articles of Organization of Paradise Hornblower, LLC
- 3.222 Amended and Restated Operating Agt of Paradise Hornblower, LLC
- 3.223 Restated Articles of Incorporation of Restaura, Inc.
- 3.224 By-laws of Restaura, Inc.
- 3.225 Certificate of Formation of Seamless Web Professional Solutions, LLC
- 3.226 Limited Liability Company Agt of Seamlessweb Professional Solutions, LLC
- 3.227 Articles of Inc of Shoreline Operating Company, Inc.
- 3.228 By-laws of Shoreline Operating Company, Inc.
- 3.229 Certificate of Limited Partnership of Tahoe Rocket LP
- 3.230 Limited Partnership Agreement of Tahoe Rocket LP
- 3.231 Certificate of Formation of the Menu Marketing Group, LLC
- 3.232 Limited Liability Company Agt of the Menu Marketing Group, LLC
- 3.233 Articles of Organization of Travel Systems, LLC
- 3.234 Operating Agt of Travel Systems, LLC
- 5.1 Opinion of Simpson Thacher & Barlett LLP
- 12 Ratio of Earnings to Fixed Charges
- 21 List of Subsidiaries of Aramark Corporation
- 23 Consent of the Independent Registered Public Accounting Firm
- 25 Form T-1 Statement of Eligibility
- 99.1 Form of Letter of Transmittal
- 99.2 Form of Letter to Brokers, Dealers
- 99.3 Form of Letter to Clients
- 99.4 Form of Notice of Guaranteed Delivery
Exhibit 3.104
VENDORS SUPPLY CORP.
January 2, 1991
B Y – L A W S
of
VENDORS SUPPLY CORP.1
Incorporated under the laws of Delaware
* | * * * * * * * |
Section 1.Offices: In addition to its principal or registered office in this state, the corporation may have offices at such other places within or without this state as the Board of Directors shall from time to time determine.
Section 2.Stockholders Meetings: Meetings of the stockholders may be held at such place or places within or without this state as may be determined by the Board of Directors, unless otherwise specifically required by law. The annual meeting of the stockholders for the election of directors shall be held on such date and at such time as designated by duly adopted resolution of the Board of Directors or stockholders. Subject to specific requirements of law, special meetings of the stockholders may be held upon call of the President, any Vice President, or the Board of Directors. Such call shall state the time, place and purpose of the meeting. Notice of the time and place of every meeting of stockholders shall be mailed by the Secretary or the officer performing his duties, at least ten days before the meeting, to each stockholder of record having voting power and entitled to such notice at his last known post office address; provided, however, that if a stockholder be present at a meeting, or in writing waive notice thereof before or after the meeting, notice of the meeting to such stockholder shall be unnecessary. The holders of a majority of the shares of stock having voting power present in person or by proxy shall constitute a quorum. Each holder of stock shall be entitled at every meeting of the stockholders to one vote for each share of such stock registered in his name on the books of the corporation. At all meetings of stockholders, except as otherwise required by law, by the Certificate of Incorporation, or by other provisions of these by-laws, all matters shall be decided by the vote of the holders of a majority of all the stock present or represented at the meeting and entitled to vote thereat. If required by statute, at least ten days before each election of directors a complete list of the stockholders entitled to vote at the election shall be prepared and shall be open at a place within the city where the election is to be held and shall, during the usual hours of business, for said ten days, and during the election, be open to the examination of any stockholder.
1 | Name changed to ARA Marketing Services Group, Inc. as of 5/23/91 |
Name changed to ARAMARK Marketing Services Group, Inc. as of 10/10/94.
1
Section 3.Stockholders Consent Action: Any action required or permitted to be taken by the stockholders at a meeting thereof (including limitation at the annual meeting) may be taken without a meeting if all the stockholders consent thereto in writing, and if such written consent action is filed with the minutes of proceedings of the stockholders. Requirements of law, of the Certificate of Incorporation, or of these by-laws with respect to notices of meetings, waivers of such notices, availability of stockholders lists, and similar requirements, shall be deemed to have been waived by the stockholders with respect to any such written consent action, as evidenced by execution of same by each such stockholder.
Section 4.Board of Directors: The affairs of the corporation shall be managed by a board consisting of one or more directors, who shall be elected annually by the stockholders entitled to vote and shall hold office until their successors are elected and qualified. The authorized number of directors shall be set from time to time by resolution of the Board of Directors. Any director may be removed by a majority of the directors at any meeting of the Board of Directors, for malfeasance, misfeasance, nonfeasance or incapacity or inability to act. Vacancies in the Board of Directors and newly created directorships resulting from any increase in the authorized number of directors may be filled by a majority of the directors remaining in office, even though less than a quorum, subject to the applicable provisions of laws. Vacancies may also be filled at any time through election of directors at a special meeting of stockholders. Meetings of the Board of Directors shall be held at the times fixed by resolutions of the Board or upon call of the President or any two directors and may be held outside of this state. The Secretary or officer performing his duties shall give reasonable notice (which need not in any event exceed two days) of all meetings of directors, provided that a meeting may be held without notice immediately after the annual election, and notice need not be given of regular meetings held at times fixed by resolutions of the Board. Meetings may be held at any time without notice if all the directors are present or if those not present waive notice either before or after the meeting. Notice by mail or telegraph to the usual business or residence address of the directors not less than the time above specified before the meeting shall be sufficient. A majority of the directors shall constitute a quorum.
Section 5.Directors Consent Action: Any action required or permitted to be taken by the directors at a meeting thereof may be taken without a meeting if all directors consent thereto in writing, and if such written consent action is filed with the minutes of proceedings of the directors. Requirements of law, of the Certificate of Incorporation, of these by-laws with respect to notices of meetings and waivers thereof shall be deemed to have been complied with upon the execution of any such written consent action.
Section 6.Stock: Certificates of stock shall be of such form and device as the Board of Directors may determine and shall be signed by the President or any Vice President and the Treasurer or any Assistant Treasurer or the Secretary or any Assistant Secretary. The stock shall be transferable or assignable only on the books of the corporation by the holders in person or by attorney on the surrender of the certificates therefor.
Section 7.Officers: The Board of Directors shall appoint a President, one or more Vice Presidents, a Secretary and a Treasurer, and shall from time to time appoint such other officers as they may deem proper. The term of office of all officers shall be until their respective successors are chosen and qualified, but any officer may be removed from office at any time by the Board of Directors without cause assigned. The officers shall have such duties as usually pertain to their offices except as modified by the Board of Directors, and shall also have such powers and duties as may from time to time be conferred upon them by the Board of Directors.
Section 8.Fiscal Year: The fiscal year of the corporation shall end on the Friday nearest September 30.
Section 9.Corporate Seal: The corporate seal of the corporation shall be in such form as the Board of Directors shall prescribe.
Section 10.Amendments: Except as otherwise provided by law either the Board of Directors or the stockholders may alter or amend these by-laws at any meeting duly held as above provided.