EFTA01583562.pdf

- State of Wang. Secretary of State Division of Commotions Dolivaral 02:34 P14 04/12/2007 /IUD 02:34 Psi 04/12/2001 WV 070428290 - 4333583 121 CRICTFICATk: OF INCORPORATION OF PLAN l3, INC. 1. The came of the corporation to be formed upon the Sing of this Certificate of Incorporation is PLAN 0. INC.. (the "Corporation"). 2. The addles; of the C.orporiatort's registered office is the State of Delawate is Corporation Trust, )209 Orange Siren, .1t the City of Wilmington, County of New Castle. The name of the Corporation's resisted agent at such address is The Corporation That Company. 3 The nature of the business ro he conducted by the Corporation is, or the purposes to be promoted by the Corporation ire, to engage in any lawful tan or activities for which corporations may be orpoind under the Garret Corporation Law of the State of Delaware 4. The tom) number of shares of stock which the Corporation shall have authority to issue n One Thousand Five Huneted (1,500) shares of Corunon Stock all of width shares shall M wnhout par value. 5. The name and mailing aridness tithe sole incorporator of the 0-or-octal:gib are barren Tadytce, 451 Madison Avenue, Run) FACT, New York, New York 10022. 6. The Corporation is to have perpetual existence. 7 in furtherance, and nor in limitation, of the powers conferred by the General Corporation Law of the Stare of Detente upon the board of directors of the Corporation, the board of directors of the Corporation is expressly authorized to make, titer or repeal the by-laws of the Corporation S. acctiont of the directors of the Corporation need not be by wince ballot, units, the by-laws of the Corporation shall so provide. Meetings of the stockholders of the Corporation may be held within or without the Stitt of Delaware, as the by-laws may provide. The books of the Corporation may be kept (subject to any provision contained in the General Corporation Law of the State of Delaware) made the State of Delaware at sea place or plates as may be designated from time to time by the board of directors or in the by-laws of the Corporation. 9. The Corporation resnves the rcpt to amend, alter, change or repeal any provision contained in this Certificate of Incocaration, in the manlier now or hereafter Confidential Treatment Requested by JPMorgan Chase JPM-SDNY-00063252 EFTA01583562