EX-3.279 229 nt10014532x1_ex3-279.htm EXHIBIT 3.279

Exhibit 3.279

CERTIFICATE OF MERGER

MERGING

METROPCS FINANCE MASSACHUSETTS, LLC

(a Delaware Limited Liability Company)

WITH AND INTO

METROPCS MASSACHUSETTS, LLC

(a Delaware Limited Liability Company)

Pursuant to the Limited Liability Company Act (the “DLLC”), MetroPCS Massachusetts, LLC, a Delaware limited liability company (“Massachusetts”), certifies as follows:

FIRST:  The name and state of jurisdiction of formation of each of the constituent limited liability companies that are to merger are as follows:

Name
 
State of Domicile
     
MetroPCS Finance Massachusetts, LLC
 
Delaware
     
MetroPCS Massachusetts, LLC
 
Delaware

SECOND:  An Agreement and Plan of Merger (the “Merger Agreement”) between Massachusetts and MetroPCS Finance Massachusetts, LLC, a Delaware limited liability company (“Finance Massachusetts” and collectively with, Massachusetts, the “Constituent Corporations”), as well as MetroPCS Wireless, Mc., a Delaware Corporation, (“Wireless”), has been approved, adopted, certified, executed and acknowledged by each of the Constituent Limited Liability Companies in accordance with the provisions of Section 18-209 of the DLLC providing for the merger of Finance Massachusetts with and into Massachusetts, with Massachusetts being the surviving entity (the “Merger”).

THIRD:  The name of the surviving limited liability company of the Merger is MetroPCS Massachusetts, LLC.

FOURTH:  The certificate of formation of Massachusetts in effect immediately prior to the Merger will not be amended, restated or otherwise affected by the Merger and will be the certificate of formation of Massachusetts until such time as it may be amended, modified or otherwise changed in accordance with applicable law.

FIFTH:  The executed Merger Agreement is on file at the principal place of business of Massachusetts, the address of which is 2250 Lakeside Blvd., Richardson, Texas 75082.

SIXTH:  A copy of the Merger Agreement will be furnished by Massachusetts, on request and without cost, to any member of the Constituent Limited Liability Companies.


SEVENTH:  The Merger will become effective at the time of filing with the Secretary of State of the State of Delaware.

IN WITNESS WHEREOF, the undersigned has caused this Certificate of Merger to be executed by its duly authorized representative on December 9th, 2010.

 
MetroPCS Massachusetts, LLC
       
 
By:
/s/ Roger D. Linquist
 
   
Roger D. Linquist
 
   
President and Chief Executive Officer