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- S-4 Registration of securities issued in business combination transactions
- 3.4 Articles of Incorporation
- 3.5 Bylaws of Compass Utility Supply, LTD.
- 3.6 Articles of Incorporation
- 3.7 Bylaws of WCC Merger Corp
- 3.8 Articles of Organization for Hughes BLDG Materials, LLC.
- 3.9 Operating Agreement of Hughes BLDG Materials Holdings, LLC.
- 3.10 Certificate of Limited Partnership
- 3.11 Agreement of Limited Partnership
- 3.12 Certificate of Incorporation
- 3.13 Bylaws of Hughes Canada, Inc
- 3.14 Articles of Organization for Hughes Electric Holdings, LLC
- 3.15 Operating Agreement of Hughes Electric Holdings, LLC.
- 3.16 Certificate of Limited Partnership of Hughes Electric Supply, LTD.
- 3.17 Agreement of Limited Partnership of Hughes Electrical Supply, LTD.
- 3.18 Certificate of Incorporation of Z&L Acquisition Corp
- 3.19 Bylaws of Z&L Acquisition Corp
- 3.20 Articles of Organization for Hughes Holdings, LLC.
- 3.21 Operating Agreement of Hughes Holdings, LLC.
- 3.22 Certificate of Incorporation of Allstate Pool Supplies, Inc.
- 3.23 Bylaws of Allstate Pool Supplies, Inc.
- 3.24 Amended and Retated Certificate of Incorporation
- 3.25 Amended and Restated Bylaws of Century Maintenance Supply, Inc.
- 3.26 Certificate of Formation
- 3.27 Amended and Retated Limited Liability Company Agreement.
- 3.28 Certificate of Limited Partnership
- 3.29 Agreement of Limited Partnership Hughes Mro Merger, LTD
- 3.30 Articles of Incorporation
- 3.31 Amended and Restated Bylaws of Todd Pipe & Supply
- 3.32 Articles of Incorporation for Hughes Plumbing Holdings
- 3.33 Operating Agreement
- 3.34 Certificate of Limited Partnership
- 3.35 Agreement of Limited Partnership
- 3.36 Articles of Incorporation of Hughes Employee MNGT, Inc.
- 3.37 Bylaws of Hughes Supply MNGT, Inc.
- 3.38 Certificate of Incorporation of Hughes Management Services, Inc.
- 3.39 Bylaws of Hughes Supply MNGT Services Inc.
- 3.40 Certificate of Incorporation
- 3.41 Amended and Restated Bylaws
- 3.42 Articles of Incorporation of Temple Holding Company
- 3.43 Bylaws of Temple Holding Company
- 3.44 Articles of Organization for Hughes Utilities Holdings, LLC
- 3.45 Operating Agreement of Hughes Utilities Holdings, LLC.
- 3.46 Certificate of Limited Partnership
- 3.46 Certificate of Limited Partnership of Hughes Utilities, LTD.
- 3.47 Agreement of Limited Partnership
- 3.48 Articles of Organization for Hughes Water & Sewer Holdings, LLC.
- 3.49 Operating Agreement of Hughes Water and Sewer
- 3.50 Certificate of Limited Partnership
- 3.51 Agreement of Limited Partnership of Hughes Water & Sewer, LTD.
- 3.52 Certificate of Formation of Hsi Funding, LLC.
- 3.53 Limited Liability Company Agreement of Hsi Funding, LLC.
- 3.54 Certificate of Incorporation Hsi Ip, Inc.
- 3.55 Amended and Restated Bylaws of Hsi Ip, Inc.
- 3.56 Articles of Incorporation of Merex Merger Corp
- 3.57 Bylaws of Merex Corp
- 3.58 Jeannete Garafalo
- 3.59 Jeannete Garofalo
- 3.60 Articles of Incorporation of Montana Electric Supply Inc.
- 3.61 Bylaws of Montana Electric Supply
- 3.64 Articles of Incorporation of Montana Electric Supply, Inc.
- 3.65 Bylaws of Montana Electric Supply Inc
- 3.66 Certificate of Formation of Pro Value, LLC
- 3.67 Limited Liability Company Agreement of Pro Value, LLC.
- 3.68 Articles of Incorporation of SWP Acquisition, Inc.
- 3.69 SWP Acquisition, Inc. Bylaws
- 3.70 Certificate of Limited Partneshipof Southwest Sainless,lp
- 3.71 Agreement of Limited Partnership of Southwest Stainless, LP.
- 3.72 Certificate of Formation of SWS Acquisition, LLC.
- 3.73 Limited Liability Company Agreement of SWS Acquisition, LLC.
- 3.74 Certificate of Formation of SWS Funding, LLC.
- 3.75 Limited Liability Company Agreement
- 3.76 Articles of Organization of Utility Products Supply Co, LLC.
- 3.77 Operative Agreement of Utility Products Supply Company, LLC.
- 3.78 Articles of Incorporation of Wes Acquisition Co.
- 3.79 Bylaws of Wes Acquisition Corp
- 3.80 Articles of Incorporation of Western States Electric, Inc.
- 3.81 Restated Bylaws of Western States Electric, Inc.
- 3.82 Articles of Incorporation of Word Wide Travel Network, Inc
- 3.83 By-laws of World Wide Travel Network, Inc
- 5.1 Opinion of Holland & Knight LLP
- 12.1 Ratio of Earnings
- 23.2 Consent
- 23.3 Consent of Grant Thornton
- 25.1 Statement of Eligibility of Trustee
- 99.1 Form of Letter of Transmittal for the Original Notes
- 99.2 Form of Notice of Guaranteed Delivery for the Original Notes
- 99.3 Form of Exchange Agent Agreement
- CORRESP Corresp
- 20 Jul 05 Registration of securities issued in business combination transactions (amended)
- 19 Jul 05 Registration of securities issued in business combination transactions (amended)
- 30 Jun 05 Registration of securities issued in business combination transactions (amended)
- 10 May 05 Registration of securities issued in business combination transactions
Exhibit 3.10
CERTIFICATE OF LIMITED PARTNERSHIP
OF
HUGHES BUILDING MATERIALS, LTD.
(a Florida limited partnership)
The undersigned, desiring to form a limited partnership pursuant to the laws of the State of Florida, does hereby certify as follows:
1.Name. The name of the limited partnership is as follows:
Hughes Building Materials, Ltd.
2.Address. The street address of the principal place of business and the mailing address for the limited partnership are as follows:
One Hughes Way
Orlando, FL 32805
3.Registered Agent. The address of the office and the name and address of the agent for service of process required to be maintained by Section 620.105, Florida Statutes, are as follows:
Corporation Service Company
1201 Hayes Street
Tallahassee, FL 32301
4.General Partner. The name and business address of the general partner of the limited partnership are as follows:
Hughes GP & Management, Inc.
One Hughes Way
Orlando, FL 32805
5.Termination. The latest date upon which the limited partnership is to dissolve is December 31, 2054.
Under penalties of perjury, the undersigned declares that it has read the foregoing and knows the contents thereof and that the facts stated therein are true and correct.
Signed this 19th day of November, 2004.
GENERAL PARTNER: | ||
HUGHES GP & MANAGEMENT, INC. | ||
By: | /s/ John Z. Paré | |
Name: John Z. Paré | ||
Title: Secretary |
2
ACCEPTANCE OF DESIGNATION AS REGISTERED AGENT
AND AGENT FOR SERVICE OF PROCESS
The undersigned, having been designated the Agent for Service of Process, pursuant to Section 620.105, Florida Statutes, and Registered Agent, pursuant to Section 620.192, Florida Statutes, of Hughes Building Materials, Ltd., a limited partnership to be formed concurrently herewith under the Florida Revised Uniform Limited Partnership Act (1986), does hereby accept such designation and the obligations provided for in Sections 620.105 and 620.192, Florida Statutes.
CORPORATION SERVICE COMPANY | ||||||||
Dated: | November 22, 2004 | By: | /s/ Jeanine Reynolds | |||||
Name: Jeanine Reynolds | ||||||||
Title: Agent |
3
AFFIDAVIT OF CAPITAL CONTRIBUTIONS
The undersigned, Hughes GP & Management, Inc., the sole general partner of Hughes Building Materials, Ltd., a Florida limited partnership, certifies:
1. | The amount of capital contributions to date of the limited partners is $0. |
2. | The total amount of capital anticipated to be contributed by the limited partners at this time totals $1,000. |
Signed this 19th day of November, 2004.
FURTHER AFFIANT SAYETH NOT.
Under the penalties of perjury, the undersigned declares that it has read the foregoing and knows the contents thereof and that the facts stated herein are true and correct.
GENERAL PARTNER: | ||
HUGHES GP & MANAGEMENT, INC. | ||
By: | /s/ John Z. Paré | |
Name: | John Z. Paré | |
Title: | Secretary |
4