Exhibit 3.21
State of North Carolina
Department of the Secretary of State
ARTICLES OF ORGANIZATION
INCLUDING ARTICLES OF CONVERSION
Pursuant to §§ 57C-2-21, 57C-9A-01 and 57C-9A-03 of the General Statutes of North Carolina, the undersigned converting business entity does hereby submit these Articles of Organization Including Articles of Conversion for the purpose of forming a limited liability company.
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1. | | The name of the limited liability company is: | | US LEC of North Carolina LLC |
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| | | | The limited liability company is being formed pursuant to a conversion of another business entity. |
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2. | | The name of the converting business entity is: | | US LEC of North Carolina Inc. |
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| | | | and the organization and internal affairs of the converting business entity are governed by the laws of |
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| | the state or country of | | North Carolina |
| | A plan of conversion has been approved by the converting business entity as required by law. |
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3. | | The converting business entity is a (check one):þ domestic corporation;¨ foreign corporation;¨ foreign limited liability company;¨ domestic limited partnership; |
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| | ¨ foreign limited partnership; or ;¨ domestic registered limited liability partnership; |
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| | ¨ foreign limited liability partnership; or¨ other partnership as defined in G.S. 59-36, whether or not formed under laws of North Carolina. |
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4. | | If the limited liability company is to dissolve by a specific date, the latest date on which the limited liability company is to dissolve:(If no date for dissolution is specified, there shall be no limit on theduration of the limited liability company.) |
| | N/A |
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5. | | The name and address of each person executing these articles of organization is as follows: (Statewhether each person is executing these articles of organization in the capacity of a member, organizeror both). |
| | Barney Stewart, Bryan Cave LLP, 301 S. College Street, Suite 3700, Charlotte, North Carolina 28202. Executing as organizer. |
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6. | | The street address and the county of the initial registered office of the limited liability company is: |
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| | Number and Street | | 150 Fayetteville Street |
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| | City, State, Zip Code | | Raleigh, North Carolina 27601 | | County | | Wake |
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7. | | The mailing address,if different from the street address, of the initial registered office is: |
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| | Box 1011, Raleigh, North Carolina 27601 |
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8. | | The name of the initial registered agent is: | | CT Corporation System |
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9. | | Principal office information: (Select either a or b.) |
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| | a. þ The limited liability company has a principal office. |
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| | • The street address and county of the principal office of the limited liability company is: |
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| | Number and Street | | 600 Willowbrook Office Park |
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| | City, State, Zip Code | | Fairport, New York 14450 | | County | | Monroe |
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| | • The mailing address,if different from the street address, of the principal office of the limited liability company is: |
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| | b. ¨ The limited liability company does not have a principal office. |
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10. | | Check one of the following: |
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| | þ (i)Member-managed LLC: all members by virtue of their status as members shall be managers of this limited liability company. |
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| | ¨ (ii)Manager-managed LLC: except as provided by N.C.G.S. Section 57C-3-20(a), the members of this limited liability company shall not be managers by virtue of their status as members. |
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11. | | Any other provisions which the limited liability company elects to include are attached. |
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12. | | These articles will be effective upon filing, unless a date and/or time is specified: |
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| | 12:03 a.m., March 1, 2010 |
This is the 25th day of February, 2010 .
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US LEC of North Carolina Inc. |
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/s/ Barney Stewart III |
Signature |
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Barney Stewart III, Organizer |
Type or Print Name and Title |