Exhibit 3.15
CERTIFICATE OF FORMATION
OF
NEW DELPHI MEDICAL SYSTEMS 1, LLC
The undersigned, an authorized natural person, for the purpose of forming a limited liability company, under the provisions and subject to the requirements of the State of Delaware (particularly Chapter 18, Title 6 of the Delaware Code and the acts amendatory thereof and supplemental thereto, and known, identified and referred to as the “Delaware Limited Liability Company Act”), hereby certifies that:
FIRST: The name of the limited liability company (hereinafter called the “Company”) is New Delphi Medical Systems 1, LLC.
SECOND: The address of the registered office of the Company in the State of Delaware, as required to be maintained by Section 18-104 of the Delaware Limited Liability Company Act, is Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware 19801, County of New Castle. The name of the registered agent of the Company at that address is The Corporation Trust Company.
IN WITNESS WHEREOF, the undersigned has executed this Certificate of Formation of New Delphi Medical Systems 1, LLC as of the 20th day of August, 2009.
| By: | /s/ Eleanor Osmanoff | |
| Eleanor Osmanoff, Authorized Person |
CERTIFICATE OF AMENDMENT
OF
CERTIFICATE OF FORMATION
OF
New Delphi Medical Systems 1, LLC
Under Section 18-202 of the Delaware
Limited Liability Company Act
This Certificate of Amendment of Certificate of Formation of New Delphi Medical Systems 1, LLC (the “Company”), dated as of October 6, 2009, is being duly executed and filed by the undersigned, as authorized representatives, to amend the Certificate of Formation of the Company pursuant to Section 18-202 of the Delaware Limited Liability Company Act and shall be effective as of October 7, 2009 at 12:01 a.m.
FIRST: The name of the limited liability company is New Delphi Medical Systems 1, LLC.
SECOND: The certificate of formation of the Company, filed with the Secretary of State of the State of Delaware on August 21, 2009, is hereby amended by deleting in its entirety “FIRST: The name of the limited liability company (hereinafter called the “Company”) is New Delphi Medical Systems 1, LLC.” and substituting in lieu thereof the following:
“FIRST. The name of the limited liability company (hereinafter called the “Company”) is Delphi Medical Systems, LLC.”
[Remainder of page intentionally left blank.]
IN WITNESS WHEREOF, the undersigned has executed this Certificate of Amendment as of the date first above written.
| /s/ Dave Miller |
| Name: Dave Miller |
| Title: Authorized Representative |
| /s/ Michael Gatto |
| Name: Michael Gatto |
| Title: Authorized Representative |
[Certificate of Amendment - Name Change]