ARTICLES OF INCORPORATION
OF
SPRINT eBUSINESS, INC.
FIRST
Name
The name of the corporation is Sprint eBusiness, Inc. (the “Corporation”).
SECOND
Registered Office
The registered office of the Corporation in the State of Kansas is located at 534 South Kansas Avenue, Suite 1108, Topeka, Kansas 66603, Shawnee County. The name of its resident agent at such address is Corporation Service Company.
THIRD
Nature of Business
The nature of the business or purposes to be conducted by the Corporation is:
To engage in any lawful act or activity for which corporations may be organized under the Kansas General Corporation Code.
FOURTH
Stock
The total number of shares of stock which the Corporation shall have authority to issue is one thousand (1,000) shares of common stock, each of such shares of common stock to have a par value of $1.00 per share, and such shares may be issued by the Corporation from time to time for such consideration as fixed from time to time by the Board of Directors.
Each stockholder of the Corporation shall be entitled to one vote for each share of stock held of record on the books of the Corporation.
FIFTH
Incorporator
The name and mailing address of the incorporator is as follows:
Name | Mailing Address |
Daniel E. Doherty | 2330 Shawnee Mission Parkway Westwood, Kansas 66205 |
SIXTH
Existence
The Corporation shall have perpetual existence.
SEVENTH
Bylaws
The Board of Directors is authorized to make, amend or repeal the Bylaws of the Corporation. Election of directors need not be by written ballot.
EIGHTH
Limitation of Liability
No director of the Corporation shall be personally liable to the Corporation or its stockholders for monetary damages for breach of fiduciary duty by such director as a director; provided, however, that this ARTICLE EIGHTH shall not eliminate or limit the liability of a director to the extent provided by applicable law (i) for any breach of the director's duty of loyalty to the Corporation or its stockholders, (ii) for acts or omissions not in good faith or that involve intentional misconduct or a knowing violation of law, (iii) under K.S.A. Section 17-6424 and amendments thereto or (iv) for any transaction from which the director derived an improper personal benefit. No amendment to or repeal of this ARTICLE EIGHTH shall apply to or have any effect on the liability or alleged liability of any director of the Corporation for or with respect to any acts or omissions of such director occurring prior to such amendment or repeal.
NINTH
Insolvency
Whenever a compromise or arrangement is proposed between this Corporation and its creditors or any class of them or between this Corporation and its stockholders or any class of them, any court of competent jurisdiction within the State of Kansas, on the application in a summary way of this Corporation or of any creditor or stockholder thereof or on the application of any receiver or receivers appointed for this Corporation under the provisions of K.S.A. Section 17-6901 and amendments thereto, or on the application of trustees in dissolution or of any receiver or receivers appointed for this Corporation under the provisions of K.S.A. Section 17-6808 and amendments thereto, may order a meeting of the creditors or class of creditors, or of the stockholders or class of stockholders of this Corporation, as the case may be, to be summoned in such manner as the court directs. If a majority in number representing three-fourths in value of the creditors or class of creditors, or of the stockholders or class of stockholders of this Corporation, as the case may be, agree to any compromise or arrangement and to any reorganization of this Corporation as a consequence of such compromise or arrangement, the said compromise or arrangement and the reorganization, if sanctioned by the court to which the application has been made, shall be binding on all the creditors or class of creditors, or on all the stockholders, or class of stockholders of this Corporation, as the case may be, and also on this Corporation.
TENTH
Indemnification
The Corporation shall indemnify its officers, directors, employees and agents to the fullest extent permitted by the Kansas General Corporation Code.
THE UNDERSIGNED, being the incorporator above named, for the purposes of forming a corporation pursuant to the Kansas General Corporation Code, has signed this instrument on the 17th day of August, 1999, and does thereby acknowledge that it is his act and deed and that the facts stated therein are true.
| /s/ Daniel E. Doherty
| |
| Daniel E. Doherty | |
CERTIFICATE OF CHANGE OF ADDRESS OF RESIDENT AGENT’S OFFICE
IN COMPLIANCE WITH K.S.A. 17-6204
I John H. Pelletier, Assistant Vice President of Corporation Service Company, do hereby certify for and on behalf of said corporation that Corporation Service Company, a corporation organized and existing under and by virtue of the laws of the state of Kansas, is the resident agent of the corporations per the attached list.
I further certify that Corporation Service Company, as resident agent for the corporations named on the attached list, has maintained the registered office of each said corporation at the address of Suite 1108, 534 South Kansas Avenue, Topeka, Shawnee County, Kansas 66603, with the office of the Secretary of State.
I further certify that the new address to which such resident agent of each said corporation is hereby changed effective December 20, 1999, is 200 S.W. 30th Street, Topeka, Shawnee County, Kansas 66611, where, at said new address, such resident agent will thereafter maintain a registered office for each of the corporations per the attached list.
Dated: December 16, 1999
| /s/ John H. Pelletier
| |
| John H. Pelletier, Assistant Vice President | |
Attest:
Vicki Schreiber, Asst. Secretary
1643477 | AGENCY PREMIUM RESOURCE, INC. |
1658947 | ALBERT EINSTEIN (1879-1955) INTERNATIONAL ACADEMY FOUNDATION |
2708261 | ALLEN PARK TWO, INC. |
2322428 | ALLEN PARK, INC. |
2646172 | ANTHEM ENTERPRISES INC. |
2797330 | AVALON HOME HEALTH, INC. |
2765766 | BELL & ASSOCIATES, INC. |
2032159 | BELOIT NEWSPAPERS, INCORPORATED |
2578805 | BRIGADE GUN LEATHER, INC. |
2590479 | BRISTOL KANSAS BEVERAGE COMPANY |
1589738 | C. I. NASHVILLE, INC. |
2508588 | CAJUN1 GRILL OF GREAT PLAINS, INC. |
2779106 | CARRABBA'S MIDWEST, INC. |
2784890 | CASH FLOW SYSTEMS INC. |
635805 | CEC ENTERTAINMENT, INC. |
2762920 | CLEARDATA CONSULTING, INC. |
852319 | A CLUBHOUSE INNS OF AMERICA, INC. |
2504660 | COLLEGIATE GOLF CLUB OF KANSAS, INC. |
2134534 | COLLISION INDUSTRY ALLIANCE, INC. |
2718260 | COLONIAL GARDENS WATER, INC. |
2226793 | COMMUNITY HOSPICE OF KANSAS, INC. |
2005064 | COMPUTER PROFESSIONAL RESOURCES, INC. |
2420602 | CONSOLIDATED BEARINGS COMPANY OF KANSAS, INC. |
2560357 | CORDES KEYNOTES AND SEMINARS, INC. |
2786689 | CYNO21 INC. |
2807733 | DAWSON SALES INC. |
2351435 | DBIG CO. INC. |
953232 | DEB OF KANSAS, INC. |
1842400 | DELTA PETROLEUM INC. |
2297505 | DOUBLE B RANCH, INC. |
2728319 | E&H MANAGEMENT GROUP, INC. |
271817 | EARL SCHEIB OF KANSAS, INC. |
2710028 | EASTBOROUGH, INC. |
179697 | EL CAUDILLO, INC. |
2770709 | EMPLOYMENT SERVICES, INC. |
2369130 | FAIRFOX FARM CORPORATION |
779074 | FIRST INTERSTATE BANCORPORATION, INC. |
1804756 | FIRSTCARE, INC. |
155648 | FORT HAYS RESTAURANT, INC. |
2743979 | GALIOS SYSTEMS, INC. |
2329621 | GH-WICHITA, INC. |
647404 | GM RESTAURANTS OF KANSAS, INC. |
2610145 | HEURISTIC SERVICES INC. |
2718278 | HME COMMUNICATIONS, INC. |
2527018 | HOPE WORLDWIDE-HEARTLAND, INC. |
2161750 | HOPKINS MANUFACTURING CORPORATION |
2541951 | HPB CORPORATION |
2531606 | HUTCHINSON MALL FOOTACTION, INC. |
2756088 | INKWELL DESIGNS, INC. |
2768943 | INTERNATIONAL ATONEMENT SERVICES, INC. |
2526291 | INTERNATIONAL CLAIMS ADMINISTRATORS, INC |
2411577 | IROQUOIS OF KANSAS, INC. |
2800209 | JTW VENDING, INC. |
2679918 | KAMEN SUPPLY COMPANY, INC. |
2778876 | KANSAS BEVERAGE COMPANY |
2548725 | KANSAS GAS MARKETING COMPANY |
2457554 | KANSAS GAS SERVICE COMPANY |
2521730 | KANSAS HEALTHCARE MANAGEMENT COMPANY, INC. |
2526978 | KANSAS SPEEDWAY CORPORATION |
2784643 | KANSAS SPEEDWAY DEVELOPMENT CORP. |
2800647 | KC CONSULTANTS, INC. |
2646131 | KCRW, INC. |
150862 | KENWOOD VIEW NURSING HOME, INC. |
66522 | KINDER MORGAN, INC. |
27064302 | L.A.F. INC. |
1680057 | LAWRENCE MEDICAL EQUIPMENT, INC. |
2181410 | LD CORPORATION |
2734440 | LENEXA KS. LINENS 'N THINGS, INC. |
1634526 | LIBERTY OIL COMPANY |
2677789 | LIONSGATE GOLF CLUB, INC. |
2537405 | LITTLE APPLE ENTERPRISES, INC. |
2784288 | LONE STAR NATIONAL INSURANCE COMPANY |
2784270 | LUMBERMENS NATIONAL INSURANCE COMPANY |
2781706 | M.O. HOUSING CORPORATION |
1801976 | MANAGED GROUP UNDERWRITING, INC. |
2424141 | MARKET CENTER GATHERING, INC. |
1660810 | MARQUIS GIUSEPPE SCICLUNA (1855-1907) INTERNATIONAL UNIVERSITY |
2790673 | MAZUROSKI INC. |
2648517 | MELDISCO K-M 13110 W. 62ND TERR., KS., INC. |
2648509 | MELDISCO K-M 4301 STATE AVE., KS., INC. |
364265 | MELVIN DEVELOPMENT COMPANY, INC. |
2532224 | METROPOLITAN MORTGAGE CORPORATION |
2204998 | MID CONTINENT MARKET CENTER, INC. |
2393577 | MILLER BUILDING SYSTEMS OF KANSAS, INC. |
2717304 | MO HOLDING CORP. |
80739 | MOLINE MANAGEMENT, INC. |
146092 | MOLINE RESTAURANT, INC. |
1630433 | NATIONAL MANUFACTURING, INC. |
932277 | NEONATOLOGY SERVICES, INC. |
111294 | NEW COLEMAN HOLDINGS INC. |
2410769 | NOTARY BONDING CORPORATION OF KANSAS, INC. |
2742336 | NSPA ACQUISITION COMPANY, INC. |
2056588 | OLD API, INC. |
155614 | OMAHA RESTAURANT, INC. |
2645380 | ONEOK FINANCING COMPANY |
2643005 | ORION MANAGEMENT GROUP, INC. |
2112852 | PAYLESS SHOESOURCE DISTRIBUTION, INC. |
2112589 | PAYLESS SHOESOURCE MERCHANDISING, INC. |
2078988 | PAYLESS SHOESOURCE WORLDWIDE, INC. |
2649218 | PCS MANAGEMENT COMPANY |
2704138 | PEDERSEN PRODUCTIONS INC. |
2123388 | PITTSBURG C. I., INC. |
2485811 | PSS CANADA, INC. |
2780302 | PYFEN, INC. |
2395986 | RADIO 2000, KS, INC. |
155606 | ROSE ROOM, INC. |
747741 | SALINA WASTE SYSTEMS, INC. |
2036580 | SCHADEGG FAMILY INVESTMENTS CORPORATION |
2661908 | SEDONA AREA CITIZENS, INC. |
2658946 | SENIOR HEALTH CARE OF KANSAS, INC |
2377257 | SPACEMAKERS, INC. |
2610111 | SPC MANAGEMENT CORP. XVI |
2549400 | SPRINT CREDIT GENERAL, INC. |
2549418 | SPRINT CREDIT LIMITED, INC. |
2770790 | SPRINT EBUSINESS, INC. |
2502482 | SPRINT PARANET, INC. |
2688265 | SPRINT SERVICES, INC. |
2285146 | STR MANAGEMENT CORP. OF KANSAS |
2765758 | TANGO VICTOR AVIATION, INC. |
2707032 | TAYLO, INC. |
36061 | TEREX-RO CORPORATION |
2572964 | THE BABCO CORPORATION |
511352 | TILDEN CORPORATION |
2608453 | TOPEKA/MANER CATERING CO., INC. |
2472744 | TREEHOUSE ENTERPRISES INC. |
2659043 | TRU-CIRCLE MERGING CORP. |
1557073 | UNITED TELESERVICES, INC. |
2157071 | UNIVERSAL UNDERWRITERS ACCEPTANCE CORPORATION |
1794122 | WESTVIEW MANOR HEALTHCARE ASSOCIATES, INC. |
2169217 | WICHITA MEDICAL CARE, INC. |
1767292 | WILLOWBEND DEVELOPMENT CORPORATION OF WICHITA |
2426898 | Y ROK INC |
2387959 | YOUTH ENTREPRENEURS OF KANSAS, INC. |
RGO 53‑ | KANSAS SECRETARY OF STATE |
Change of Resident Agent Name and/or
Registered Office Address by
Resident Agent
CONTACT: Kansas Office of the Secretary of State
Memorial Hall, 1st Floor
120 S.W. 10th Avenue
Topeka, KS 66612-1594
(785) 296-4564
kssos@sos.ks.gov
www.sos.ks.gov
1.
| I, Corporation Service Company, the resident agent for the entity(ies) listed below, do hereby certify that I have changed my name and/or the registered office address in the state of Kansas for the following business entity(ies): |
2.
| Business entity ID number:
| See attached list. |
| This is not the Federal Employer ID Number (FEIN) |
3.
| Business entity name:
| See attached list. |
| Name must match the name on record with the Secretary of State. |
4. | State/Country of organization:
| See attached list. |
5. | Current resident agent name and registered office address: | Corporation Service |
| Company, 200 S.W. 30th Street, Topeka, Kansas 66611 |
|
| Address must be a street address. A P.O. box is unacceptable. |
6. | New resident agent name and registered office address: | Corporation Service
|
| Company, 2900 SW Wanamaker Drive, Suite 204, Topeka, Kansas 66614 |
| Address must be a street address. A P.O. box is unacceptable. |
7. | Effective date: | ☐ Upon filing |
| | |
| | ☒ Future effective date
| July 13, 2012 |
8.
| I declare under penalty or perjury under the laws of the state of Kansas that the foregoing is true and correct and that I have remitted the required fee. |
Corporation Service Company | | |
| | |
/s/ John H. Pelletier
| | July 6, 2012
|
Signature of resident agent | | Date (month, day, year) |
| | |
John H. Pelletier, Assistant Vice President
| | |
Name of signer (printed or typed) | | |