Exhibit 3.1.7
AMENDED AND RESTATED CERTIFICATE OF FORMATION
OF
MULTIMEDIA GAMES HOLDING COMPANY, INC.
The undersigned, Vice President and Chief Financial Officer, of Multimedia Games Holding Company, Inc., a Texas corporation (the “Corporation”), hereby executes this Amended and Restated Certificate of Formation as herein set forth in accordance with the Texas Business Organization Code (the “TBOC”).
ARTICLE I
The name of the corporation is Multimedia Games Holding Company, Inc.
ARTICLE II
The period of its duration is perpetual.
ARTICLE III
The purpose or purposes for which the corporation is organized are to engage in and transact any lawful business for which corporations may be incorporated under the TBOC.
ARTICLE IV
The total number of shares of stock which the Corporation shall have the authority to issue is 1,000 shares. The shares shall have no par value.
ARTICLE V
The street address of the Corporation’s registered office in the State of Texas is 1701 Directors Blvd., Suite 300, Austin, TX 78744, and the name of its registered agent at such address is Registered Agent Solutions, Inc.
ARTICLE VI
The number of directors constituting the board of directors and the names and addresses of the persons who are to serve as directors until the annual meeting of the shareholders or until their successors are elected and qualified are as follows:
| Ram V. Chary |
| 7250 S. Tenaya Way, Suite 200 |
| Las Vegas, NV 89113 |
ARTICLE VII
This Amended and Restated Certificate of Formation shall be effective upon filing by the secretary of state.
Date: December 19, 2014 |
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| MULTIMEDIA GAMES HOLDING | |
| COMPANY, INC. | |
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| By: | /s/ Randy L. Taylor |
| Name: | Randy L Taylor |
| Title: | EVP/CFO/Treasurer |
[Signature Page to Amended and Restated Certificate of Formation]
| FILED |
| in the Office of the |
| Secretary of State of Texas |
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| AUG 12 2015 |
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| Corporations Section |
MULTIMEDIA GAMES HOLDING COMPANY, INC.
CERTIFICATE OF AMENDMENT
TO
AMENDED AND RESTATED CERTIFICATE OF FORMATION
Pursuant to the provisions of Section 3.053 of the Texas Business Organizations Code (the “TBOC”), the undersigned corporation adopted this Certificate of Amendment (the “Certificate of Amendment”) to its Amended and Restated Certificate of Formation (“Certificate of Formation”).
ARTICLE I
The name of the corporation is Multimedia Games Holding Company, Inc. (the “Company”). The file number issued to the Company by the Secretary of State of Texas is 120429500 and the date of formation of the Company is August 30, 1991.
ARTICLE II
The amendment to the Certificate of Formation effected hereby amends and restates Article I to the Certificate of Formation to change the name of the corporation such that Article I states in its entirety as follows:
“ARTICLE I
“The name of the corporation is Everi Games Holding Inc.”
ARTICLE III
This Certificate of Amendment has been approved in the manner required by the TBOC and by the governing documents of the Company.
ARTICLE V
This Certificate of Amendment becomes effective at a later date, which is not more than ninety (90) days from the date of signing. The delayed effective date is August 24, 2015 and the effective time shall be 12:01 a.m., Eastern Standard Time.
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The undersigned signs this document subject to the penalties imposed by law for the submission of a false or fraudulent instrument and certifies under penalty of perjury that the undersigned is authorized under the provision of law governing the Company to execute the filing instrument.
Dated: August 14, 2015 | By: | /s/ Juliet A. Lim |
| Name: | Juliet A. Lim |
| Title: | Executive Vice President, General Counsel and Secretary |