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- S-4 Registration of securities issued in business combination transactions
- 3.5 Certificate of Formation of Robec Brazil LLC
- 3.6 Limited Liability Company Agreement of Robec Brazil LLC
- 3.11 Certificate of Formation of Wangner Itelpa I LLC
- 3.12 Limited Liability Company Agreement of Wangner Itelpa I LLC
- 3.13 Certificate of Formation of Wangner Itelpa II LLC
- 3.14 Limited Liability Company Agreement of Wangner Itelpa II LLC
- 3.15 Certificate of Formation of Weavexx, LLC
- 3.16 Limited Liability Company Agreement of Weavexx, LLC
- 3.17 Certificate of Formation of Xerium Asia, LLC
- 3.18 Limited Liability Company Agreement of Xerium Asia, LLC
- 5.1 Opinion of Smith, Anderson, Blount, Dorsett, Mitchell & Jernigan, L.L.P
- 5.2 Opinion of Baker & Mckenzie, LLP
- 10.41 Amendment NO.3 to Employment Agreement, Stephen R. Light
- 10.56 Form of Amendment to Employment Agreement with Senior Executive Officers
- 12.1 Ratio of Earnings to Fixed Charges.
- 23.1 Consent of Ernst & Young LLP
- 25.1 Form T-1 Statement of Eligibility
- 99.1 Form of Letter of Transmittal
- 99.2 Form of Notice of Guaranteed Delivery
- 99.3 Form of Letter to Clients
- 99.4 Form of Letter to Brokers, Dealers
Exhibit 3.5
STATEofDELAWARE
CERTIFICATE OF FORMATION
OF
ROBEC BRAZIL LLC
The undersigned desires to form a limited liability company pursuant to the provisions of the Delaware Limited Liability Company Act, 6Del.C. § 18-101,etseq., and hereby states as follows:
ARTICLE I
The name of the limited liability company formed hereby is Robec Brazil LLC.
ARTICLE II
The address of the Company’s registered office in the State of Delaware is Corporation Service Company, 2711 Centerville Road, Suite 400, County of New Castle, Wilmington, Delaware 19808.
ARTICLE III
The name and address of the Company’s registered agent for service of process on the Company in the State of Delaware is Corporation Service Company, 2711 Centerville Road, Suite 400, County of New Castle, Wilmington, Delaware 19808.
IN WITNESS WHEREOF, the undersigned has executed this Certificate of Formation this 15th day of June, 2005.
| /s/ Milap Patel | ||
| Milap Patel | ||
| Authorized Person | ||