Exhibit 3.27(a)
STATE OF DELAWARE
SECRETARY OF STATE
DIVISION OF CORPORATIONS
FILED 09:00 AM 09/18/1996
960271239 - 2664604
CERTIFICATE OF INCORPORATION
OF
ENERZ CORPORATION
ARTICLE ONE
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The name of the corporation is EnerZ Corporation (hereinafter called
the "Corporation").
ARTICLE TWO
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The address of the Corporation's registered office in the state of
Delaware is 1013 Centre Road, Wilmington, Delaware 19805, in the City of
Wilmington, County of New Castle. The name of its registered agent at such
address is The Prentice-Hall Corporation System, Inc.
ARTICLE THREE
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The purpose of the Corporation is to engage in any lawful act or
activity for which corporations may be organized under the General Corporation
Law of Delaware.
ARTICLE FOUR
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The total number of shares which the Corporation shall have the
authority to issue is One Thousand (1,000) shares, all of which shall be shares
of Common Stock, par value $.01 per share.
ARTICLE FIVE
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The name and mailing address of the incorporator is as follows:
Name Address
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Eileen C: McNamara c/o Kirkland & Ellis
153 East 53rd Street
39th Floor
New York, NY 10022
ARTICLE SIX
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The directors shall have the power to adopt, amend or repeal By-Laws,
except as may otherwise be provided in the By-Laws.
ARTICLE SEVEN
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The personal liability of the directors of the Corporation is hereby
eliminated to the fullest extent permitted by Paragraph (7) of Subsection (b) of
Section 102 of the General Corporation Law of the State of Delaware, as the same
may be amended or supplemented.
ARTICLE EIGHT
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The Corporation expressly elects not to be governed by Section 203 of
the General Corporation Law of the State of Delaware.
ARTICLE NINE
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The Corporation reserves the right to amend or repeal any provisions
contained in this Certificate of Incorporation from time to time and at any time
in the manner now or hereafter prescribed by the laws of the State of Delaware,
and all rights conferred upon stockholders and directors are granted subject to
such reservation.
I, the undersigned, being the sole incorporator hereinbefore named,
for the purpose of forming a corporation in pursuance of the General Corporation
Law of the State of Delaware, do make and file this Certificate, hereby
declaring and certifying that the facts herein stated are true, and accordingly
have hereunto set my band this 18th day of September, 1996.
/s/ Eileen C. McNamara
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Eileen C. McNamara
Sole Incorporator