EX-3.11 4 a2158564zex-3_11.htm EXHIBIT 3.11

Exhibit 3.11

 

CERTIFICATE OF FORMATION

 

OF

 

GPC SUB GP LLC

 

The undersigned, an authorized natural person, for the purpose of forming a limited liability company, under the provisions and subject to the requirements of the State of Delaware (particularly Chapter 18, Title 6 of the Delaware Code and the acts amendatory thereof and supplemental thereto, and known, identified, and referred to as the “Delaware Limited Liability Company Act”), hereby certifies that:

 

FIRST:  The name of the limited liability company (hereinafter called the “limited liability company”) is:

 

GPC Sub GP LLC

 

SECOND:  The address of the registered office and the name and the address of the registered agent of the limited liability company required to be maintained by Section 18-104 of the Delaware Limited Liability Company Act are Corporation Service Company, 1013 Centre Road, New Castle County, Wilmington, Delaware 19805.

 

Executed on January 5, 1998

 

 

 

/s/ Sharon L. Dougherty

 

Sharon L. Dougherty, Authorized Person

 

 

 

 

 



 

 

 

CERTIFICATE OF AMENDMENT

 

OF

 

GPC Sub GP LLC

 

1.             The name of the limited liability company is GPC Sub GP LLC.

 

2.             The Certificate of Formation of the limited liability company is hereby amended as follows:

 

(set forth amendment(s))

 

Resolved, that the registered office in the state of Delaware be and it hereby is changed to Corporation Trust Center, 1209 Orange Street, in the City of Wilmington, County of New Castle, and the authorization of the present register agent of this corporation be and the same is hereby withdrawn, and THE CORPORATION TRUST COMPANY, shall be and is hereby constituted and appointed the registered agent of this company at the address of its registered office.

 

3.             This Certificate of Amendment shall be effective on when filed.

 

IN WITNESS WHEREOF, the undersigned has executed this Certificate of Amendment of GPC Sub GP LLC this 17th day of January, 2000.

 

 

 

/s/ Jay W. Hereford

 

Jay W. Hereford, Asst. Treasurer