Exhibit 3.5
CERTIFICATE OF AMENDMENT
of
CERTIFICATE OF FORMATION
of
UCI MLP LP LLC
a Delaware limited liability company
(to be renamed EXH MLP LP LLC
The undersigned, as an authorized person of UCI MLP LP LLC (the “Company”), a limited liability company organized and existing under and by virtue of the Delaware Limited Liability Company Act, hereby certifies that:
| 1. | | The name of the Company is UCI MLP LP LLC. |
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| 2. | | The amendment to the Certificate of Formation effected by this Certificate of Amendment changes the name of the Company to EXH MLP LP LLC. |
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| 3. | | The Certificate of Formation is hereby amended by deleting the first article thereof and replacing in lieu thereof a new first article reading in its entirety as follows: |
| | | “1.Name.The name of the Company is EXH MLP LP LLC” |
IN WITNESS WHEREOF, the Company has caused this certificate to be executed effective on the 1 day of October 2007.
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| UCI MLP LP LLC | |
| By: | /S/ PAMELA JASINSKI | |
| | Pamela Jasinski, Manager | |
CERTIFICATE OF FORMATION
OF
UCI MLP LP LLC
This Certificate of Formation, dated October 3, 2006, has been duly executed and is filed pursuant to Sections 18-201 and 18-204 of the Delaware Limited Liability Company Act (the“Act”)to form a limited liability company (the“Company”)under the Act.
1. Name.The name of the Company is:
UCI MLP LP LLC
2. Registered Office; Registered Agent.The address of the registered office required to be maintained by Section 18-104 of the Act is:
Corporation Trust Center
1209 Orange Street
Wilmington, Delaware 19801
The name and the address of the registered agent for service of process required to be maintained by Section 18-104 of the Act are:
The Corporation Trust Company
Corporation Trust Center
1209 Orange Street
Wilmington, Delaware 19801
EXECUTED as of the date written first above.
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| By: | /S/ J. MICHAEL ANDERSON | |
| | J. Michael Anderson | |
| | Authorized Person | |