The Company may
voluntarily repay outstanding loans under the Senior Secured
Credit Facilities at any time without premium or penalty, other
than (i)customary breakage costs with respect to LIBOR loans and
(ii)with respect to any voluntary prepayments of the term B loan
facility in connection with any repricing transaction (as defined
in the New Senior Secured Credit Agreement) made within six
months after the Closing Date, a 1% prepayment premium. Prepaid
term loans may not be reborrowed.

The Company is
required to repay installments on the loans under the term B loan
facility in quarterly principal amounts of 1.00% per annum of
their funded total principal amount. The applicable borrowers are
required to repay installments on the loans under the U.S. dollar
denominated and Canadian dollar denominated term A loan
facilities and Yen denominated term C loan facility in quarterly
principal amounts of 5.00%, 5.00%, 7.5%, 10.0% and 15.0% per
annum of their funded total principal amount in the first,
second, third, fourth and fifth years after the Closing Date,
respectively.

All obligations
under the Senior Secured Credit Facilities are unconditionally
guaranteed by Aramark Intermediate HoldCo Corporation and,
subject to certain exceptions, substantially all of the Companys
existing and future wholly-owned domestic subsidiaries (excluding
certain immaterial subsidiaries, receivables facility
subsidiaries, certain other customarily excluded subsidiaries and
certain subsidiaries designated under the New Senior Secured
Credit Agreement as unrestricted subsidiaries) (collectively, the
U.S. Subsidiary Guarantors). All obligations under the Senior
Secured Credit Facilities, and the guarantees of those
obligations, are secured by (i)a pledge of 50% of the capital
stock of the Company, (ii)pledges of 50% of the capital stock (or
65% of voting stock and 50% of non-voting stock, in the case of
the stock of foreign subsidiaries) held by the Company, Aramark
Intermediate HoldCo Corporation or any of the U.S. Subsidiary
Guarantors and (iii)a security interest in, and mortgages on,
substantially all tangible assets (subject to customary
exceptions) of Aramark Intermediate HoldCo Corporation, the
Company or any of the U.S. Subsidiary Guarantors. Parent is not a
guarantor under the Senior Secured Credit Facilities and is not
subject to the covenants or obligations under the New Senior
Secured Credit Agreement.

3

The New Senior
Secured Credit Agreement contains certain covenants that, among
other things, restrict, subject to certain exceptions, the
Companys ability and the ability of its restricted subsidiaries
to: incur additional indebtedness, issue preferred stock or
provide guarantees; create liens on assets; engage in mergers or
consolidations; sell assets; pay dividends, make distributions or
repurchase its capital stock; make investments, loans or
advances; repay or repurchase subordinated debt; create
restrictions on the payment of dividends or other transfers to
the Company from its restricted subsidiaries; make certain
acquisitions; engage in certain transactions with affiliates;
amend material agreements governing the Companys subordinated
debt; and fundamentally change the Companys business.

In addition, the
New Senior Secured Credit Agreement requires, so long as any of
the term A loan facilities and the revolving credit facility is
outstanding, the Company to maintain a maximum consolidated
secured leverage ratio of 5.125:1.00 that will be tested at the
end of each fiscal quarter with respect to the most recently
completed four consecutive fiscal quarters of the Company.

The New Senior
Secured Credit Agreement also requires certain customary
affirmative covenants, such as financial and other reporting
requirements.

The New Senior
Secured Credit Agreement contains certain customary events of
default (including an event of default upon a change of control).
Upon an event of default, the Senior Secured Credit Facilities
may be accelerated, in which case the borrowers will be required
to repay all outstanding loans plus accrued and unpaid interest
and all other amounts outstanding under the Senior Secured Credit
Facilities.

Dollar
Notes Offering

On March22, 2017,
the Company issued $600.0million aggregate principal amount of
5.000% Senior Notes due 2025 (the Dollar Notes). The Dollar Notes
were issued to the indenture, dated as of March22, 2017 (the
Dollar Notes Indenture), among the Company, Parent, the
subsidiary guarantors named therein and The Bank of New York
Mellon, as trustee. A portion of the net proceeds from the
offering of the Dollar Notes was used to redeem the entire
outstanding aggregate principal amount of the 2020 Notes (as
defined below) and the remainder of the net proceeds from the
offering of the Dollar Notes was used, together with the net
proceeds from the offering of the Euro Notes, as described below,
and borrowings under the Senior Secured Credit Facilities, as
described above, to repay outstanding term loans under the
Companys existing senior secured credit agreement and to pay
certain related fees and expenses.

The Dollar Notes
are senior unsecured obligations of the Company. The Dollar Notes
rank equal in right of payment to all of the Companys existing
and future senior debt and rank senior in right of payment to all
of the Companys existing and future debt that is expressly
subordinated in right of payment to the Dollar Notes.

The Dollar Notes
are unconditionally guaranteed on a senior unsecured basis by
each wholly owned domestic subsidiary of the Company that
guarantees the Senior Secured Credit Facilities and the Companys
5.125% Senior Notes due 2024 and 4.750% Senior Notes due 2026
(together, the Existing Notes) and the Euro Notes (each a Dollar
Notes Guarantor and each such guarantee a Dollar Notes
Guarantee). Each Dollar Notes Guarantee ranks equal in right of
payment to all of the senior obligations of such Dollar Notes
Guarantor and will rank senior in right of payment to all of such
Dollar Notes Guarantors obligations that are expressly
subordinated in right of payment to the Dollar Notes. The Dollar
Notes are also guaranteed on a senior unsecured basis by Parent
for purposes of financial reporting.

The Dollar Notes
and the Dollar Notes Guarantees are effectively subordinated to
the Companys existing and future secured debt and that of the
Dollar Notes Guarantors, including all indebtedness under the
Senior Secured Credit Facilities, to the extent of the value of
the assets securing that indebtedness. The Dollar Notes and the
Dollar Notes Guarantees are structurally subordinated to all
liabilities of any of the Companys subsidiaries that do not
guarantee the Dollar Notes.

Interest on the
Dollar Notes will be payable on April1 and October1 of each year,
commencing on October1, 2017. Interest on the Dollar Notes
accrues from March22, 2017. Interest on the Dollar Notes will be
calculated on the basis of a 360-day year of twelve 30-day
months. The Dollar Notes mature on April1, 2025.

Prior to April1,
2020, the Company may redeem all or a portion of the Dollar Notes
at a price equal to 50% of the principal amount of the Dollar
Notes redeemed plus a make whole premium and accrued and unpaid
interest, if any, to but not including the redemption date. At
any time on or after April1, 2020, the Company has the option to
redeem all or a portion of the Dollar Notes at any time at the
redemption prices set forth in the Dollar Notes Indenture.

In addition, prior
to April1, 2020, the Company may redeem up to 40% of the
aggregate principal amount of the Dollar Notes with the proceeds
from one or more qualified equity offerings at a price equal to
105.000% of the principal amount of the Dollar Notes redeemed,
plus accrued and unpaid interest, if any, thereon to but not
including the redemption date.

4

In the event of
certain types of changes of control, the holders of the Dollar
Notes may require the Company to purchase for cash all or a
portion of their Dollar Notes at a purchase price equal to 101%
of the principal amount of such Dollar Notes, plus accrued and
unpaid interest, if any, to the purchase date.

If the Company or
its restricted subsidiaries sell assets under certain
circumstances, the Company will be required to make an offer to
purchase the Dollar Notes at a purchase price equal to 50% of the
principal amount of such Dollar Notes, plus accrued and unpaid
interest, if any, to the purchase date.

In addition, the
Dollar Notes Indenture contains covenants limiting the Companys
ability and the ability of its restricted subsidiaries to:

Parent will not be
subject to the covenants that apply to the Company or its
restricted subsidiaries under the Dollar Notes Indenture.

The Dollar Notes
Indenture also provides for events of default which, if any of
them occurs, would permit or require the principal of and accrued
interest on the Dollar Notes to become or to be declared due and
payable.

The foregoing
description of the Dollar Notes Indenture does not purport to be
complete and is qualified in its entirety by reference to the
full text of the Dollar Notes Indenture, which is filed as
Exhibit 4.1 hereto and is incorporated herein by
reference.

Euro
Notes Offering

On March27, 2017,
Aramark International Finance S. r.l., an indirect wholly owned
subsidiary of Parent and the Company (Aramark International),
issued 325.0million aggregate principal amount of its 3.125%
Senior Notes due 2025 (the Euro Notes). The Euro Notes were
issued to the indenture, dated as of March27, 2017 (the Euro
Notes Indenture), among Aramark International, Parent, the
Company, the subsidiary guarantors named therein, The Bank of New
York Mellon, as trustee and registrar, and The Bank of New York
Mellon, London Branch, as paying agent and transfer agent. The
net proceeds from the offering of the Euro Notes, together with
borrowings under the Senior Secured Credit Facilities, as
described above, and a portion of the net proceeds from the
offering of the Dollar Notes, as described above, were used to
repay outstanding term loans under the Companys existing senior
secured credit agreement and to pay certain related fees and
expenses.

The Euro Notes are
senior unsecured obligations of Aramark International. The Euro
Notes rank equal in right of payment to all of Aramark
Internationals existing and future senior debt and rank senior in
right of payment to all of Aramark Internationals future debt
that is expressly subordinated in right of payment to the Euro
Notes.

The Euro Notes are
unconditionally guaranteed on a senior unsecured basis by the
Company and each wholly owned domestic subsidiary of the Company
that guarantees the Senior Secured Credit Facilities, the
Existing Notes and the Dollar Notes (each, a Euro Notes Guarantor
and each such guarantee, a Euro Notes Guarantee). Each Euro Notes
Guarantee ranks equal in right of payment to all of the senior
obligations of such Euro Notes Guarantor and will rank senior in
right of payment to all of such Euro Notes Guarantors obligations
that are expressly subordinated in right of payment to the Euro
Notes. The Euro Notes are also guaranteed on a senior unsecured
basis by Parent for purposes of financial reporting.

The Euro Notes and
the Euro Notes Guarantees are effectively subordinated to Aramark
Internationals existing and future secured debt and that of the
Euro Notes Guarantors, including all indebtedness under the
Senior Secured Credit Facilities, to the extent of the value of
the assets securing that indebtedness. The Euro Notes and the
Euro Notes Guarantees are structurally subordinated to all
liabilities of any of the Companys subsidiaries that do not
guarantee the Euro Notes.

5

Interest on the
Euro Notes will be payable on April1 and October1 of each year,
commencing on October1, 2017. Interest on the Euro Notes accrues
from March27, 2017. Interest on the Euro Notes will be calculated
on the basis of a 360-day year of twelve 30-day months. The Euro Notes
mature on April1, 2025.