ARTICLES OF INCORPORATION
OF
B-SQUARE, INC.
ARTICLE ONE
The name of the Corporation is B-SQUARE, INC.
ARTICLE TWO
The period of its duration is perpetual.
ARTICLE THREE
The purpose for which the Corporation is organized is the transaction of
any and all lawful business for which a corporation may be incorporated under
the Texas Business Corporation Act.
ARTICLE FOUR
The aggregate number of shares which the Corporation shall have authority
to issue is One Million (1,000,000) and such shares shall have no par value.
ARTICLE FIVE
The Corporation will not commence business until it has received
consideration equal to or exceeding the value of One Thousand and no/100 Dollars
($1,000.00) consisting of money, labor done, or property actually received, for
the issuance of its shares.
ARTICLE SIX
No shareholder of the Corporation shall have the preemptive right to
acquire additional shares of the Corporation. No cumulative voting shall be
allowed.
ARTICLE SEVEN
The street address of its initial Registered Office, and the name of its
initial Registered Agent at this address is W. T. "Skip" Leake, 800 W. Airport
Freeway, Suite 1020, L.B. 6020, Irving, Texas 75062.
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ARTICLE EIGHT
The number of initial Director is one (1). The name and addresses of the
initial Director is:
Daniel L. Bechtel
2708 St. Louis Ave.
Fort Worth, Texas 76110-0281
ARTICLE NINE
The name and address of the Incorporator is W. T. "Skip" Leake, 800 West
Airport Freeway, Suite 1020, Lock Box 6020, Irving, Dallas County, Texas.
ARTICLE TEN
To the extent permitted by Texas Business Corporation Act Article 2.02-1,
the Corporation will indemnify any director, officer, employee, or authorized
agent of the Corporation against judgments, penalties (including excise and
similar taxes), fines, settlements, and reasonable expenses actually incurred by
the person in connection with a proceeding in which the person was, is, or is
threatened to be made a named defendant or respondent because the person is or
was a director, officer, employee or authorized agent of the Corporation.
IN WITNESS WHEREOF, I hereunto set my hand this 9th day of September, 1993.
/s/ W.T. "Skip" Leake
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W.T. "Skip" Leake
SUBSCRIBED, SWORN TO, AND ACKNOWLEDGED before me this the 9th day of
September, 1993, to which witness my hand and seal of office.
/s/ Rhonda Graham Marshall
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Notary Public, State of Texas
1:33:8
[SEAL]
NOTARY PUBLIC
STATE OF TEXAS
Rhonda Graham Marshall
Commission Expires
May 13, 1997
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