Exhibit 3.19
| | | | |
FormLLC-5.5 October 2010 | | Illinois Limited Liability Company Act | | FILE # |
Secretary of State | | | | This space for use by Secretary of State. |
Department of Business Services | | Articles of Organization | | |
Limited Liability Division | | | | |
| | SUBMIT IN DUPLICATE Type or print clearly | | |
Payment must be made by certified check, cashier’s check, Illinois attorney’s check, C.P.A.’s check or money order payable to Secretary of State. | | This space for use by Secretary of State. Date: 11/21/2011 Filing Fee: $500 Approved: X | | |
| | | | | | | | |
1. | | Limited Liability Company Name: | | Redbox Incentives LLC |
| | | | The LLC name must contain the words Limited Liability Company, L.L.C. or LLC and cannot contain the terms Corporation, Corp., Incorporated, Inc., Ltd., Co., Limited Partnership or L.P. |
| | | | | | | | |
| |
2. | | Address of Principal Place of Business where records of the company will be kept: (P.O. Box alone or c/o is unacceptable.) |
| |
| | One Tower Lane, Suite 900 |
| | Oakbrook Terrace, IL 60181 |
| |
3. | | Articles of Organization effective on: (check one) |
| |
| | x the filing date |
| |
| | ¨ a later date (not to exceed 60 days after the filing date): |
Month, Day, Year |
| | | | | | | | |
| |
4. | | Registered Agent’s Name and Registered Office Address: |
| | |
| | Registered Agent: | | CT Corporation System |
| | | | First Name | | Middle Initial | | Last Name |
| | |
| | Registered Office: | | 208 S. LaSalle Street, Suite 814 |
| | (P.O. Box alone or c/o is unacceptable.) | | Number | | Street | | Suite # |
| | | | |
| | | | Chicago | | IL | | 60604 |
| | | | |
| | | | City | | | | Zip Code |
| | | | | | | | |
| |
5. | | Purpose(s) for which the Limited Liability Company is organized: The transaction of any or all lawful business for which Limited Liability Companies may be organized under this Act. (LLCs organized to provide professional services must list the address(es) from which those services will be rendered if different from Item 2. If more space is needed, use additional sheets of this size.) |
| |
| | |
| |
| | |
| |
| | |
| |
| | |
| |
| | |
| | | | |
6. | | Latest date, if any, upon which the company is to dissolve: | | | | | | |
| | (Leave blank if duration is perpetual.) | | Month, Day, Year |
Printed on recycled paper. Printed by authority of the State of Illinois. March 2011 — 2M — LLC 4.15
LLC-5.5
| | | | | | | | |
7. | | (Optional) Other provisions for the regulation of the internal affairs of the Company: (If more space is needed, attach additional |
| | sheets of this size.) | | |
| |
| | |
| |
| | |
| |
| | |
| |
8. | | The Limited Liability Company: (Check either a or b below.) |
| |
| | a. ¨ is managed by themanager(s) (List names and addresses.) |
| |
| | |
| |
| | |
| |
| | |
| |
| | |
| |
| | b. x has management vested in themember(s) (List names and addresses.) |
| |
| | Redbox Automated Retail, LLC |
| |
| | One Tower Lane, Suite 900 |
| |
| | Oakbrook Terrace, IL 60181 |
| |
| | |
| |
9. | | Name and Address of Organizer(s): |
| |
| | I affirm, under penalties of perjury, having authority to sign hereto, that these Articles of Organization are to the best of my knowledge and belief, true, correct and complete. |
| | | | | | |
| | | |
Dated | | November 21 | | , | | 2011 |
| | Month & Day | | | | Year |
| | |
1. | | /s/ Ronald Y. Koo |
| | Signature |
| |
| | Ronald Y. Koo, Organizer |
| | Name (type or print) |
| |
| | |
| | Name if a Corporation or other Entity, and Title of Signer |
| |
2. | | |
| | Signature |
| |
| | |
| | Name (type or print) |
| |
| | |
| | Name if a Corporation or other Entity, and Title of Signer |
| | | | |
1. | | 1888 Century Park East, Suite 1700 |
| | Number | | Street |
| |
| | Los Angeles |
| | City/Town |
| |
| | CA 90067-1721 |
| | State | | Zip Code |
| |
2. | | |
| | Number | | Street |
| |
| | |
| | City/Town |
| |
| | |
| | State | | Zip Code |
Signatures must be in black ink on an original document. Carbon copy, photocopy or rubber stamp signatures may only be used on conformed copies.
Printed on recycled paper. Printed by authority of the State of Illinois. March 2011 — 2M — LLC 4.15