Exhibit 3.21
State of North Carolina
Department of the Secretary of State
ARTICLES OF ORGANIZATION
INCLUDING ARTICLES OF CONVERSION
Pursuant to §§ 57C-2-21, 57C-9A-01 and 57C-9A-03 of the General Statutes of North Carolina, the undersigned converting business entity does hereby submit these Articles of Organization Including Articles of Conversion for the purpose of forming a limited liability company.
1. | The name of the limited liability company is: | US LEC of North Carolina LLC |
The limited liability company is being formed pursuant to a conversion of another business entity. |
2. | The name of the converting business entity is: | US LEC of North Carolina Inc. |
and the organization and internal affairs of the converting business entity are governed by the laws of |
the state or country of | North Carolina | |||
A plan of conversion has been approved by the converting business entity as required by law. | ||||
3. | The converting business entity is a (check one):þ domestic corporation;¨ foreign corporation;¨ foreign limited liability company;¨ domestic limited partnership; | |||
¨ foreign limited partnership; or ;¨ domestic registered limited liability partnership; | ||||
¨ foreign limited liability partnership; or¨ other partnership as defined in G.S. 59-36, whether or not formed under laws of North Carolina. |
4. | If the limited liability company is to dissolve by a specific date, the latest date on which the limited liability company is to dissolve:(If no date for dissolution is specified, there shall be no limit on theduration of the limited liability company.) | |||
N/A |
5. | The name and address of each person executing these articles of organization is as follows: (Statewhether each person is executing these articles of organization in the capacity of a member, organizeror both). | |||||||||||||||||
Barney Stewart, Bryan Cave LLP, 301 S. College Street, Suite 3700, Charlotte, North Carolina 28202. Executing as organizer. | ||||||||||||||||||
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6. | The street address and the county of the initial registered office of the limited liability company is: | |||||||||||||||||
Number and Street | 150 Fayetteville Street |
City, State, Zip Code | Raleigh, North Carolina 27601 | County | Wake | |||||
7. | The mailing address,if different from the street address, of the initial registered office is: | |||||||
Box 1011, Raleigh, North Carolina 27601 | ||||||||
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8. | The name of the initial registered agent is: | CT Corporation System |
9. | Principal office information: (Select either a or b.) | |
a. þ The limited liability company has a principal office. | ||
• The street address and county of the principal office of the limited liability company is: |
Number and Street | 600 Willowbrook Office Park | |||||||
City, State, Zip Code | Fairport, New York 14450 | County | Monroe |
• The mailing address,if different from the street address, of the principal office of the limited liability company is: | ||||
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b. ¨ The limited liability company does not have a principal office. |
10. | Check one of the following: | |
þ (i)Member-managed LLC: all members by virtue of their status as members shall be managers of this limited liability company. | ||
¨ (ii)Manager-managed LLC: except as provided by N.C.G.S. Section 57C-3-20(a), the members of this limited liability company shall not be managers by virtue of their status as members. |
11. | Any other provisions which the limited liability company elects to include are attached. | |
12. | These articles will be effective upon filing, unless a date and/or time is specified: | |
12:03 a.m., March 1, 2010 |
This is the 25th day of February, 2010 .
US LEC of North Carolina Inc. |
/s/ Barney Stewart III |
Signature |
Barney Stewart III, Organizer |
Type or Print Name and Title |