EX-99.T3A(2)(86) 87 tm2421979d4_ext3a2-86.htm EXHIBIT 99.T3A(2)(86)

Exhibit T3A.2.86

 

Feb 15 00 04:37p Alix Cabarcas 713 935 9353 P. 2

 

CERTIFICATE OF FORMATION

 

OF

 

TESTMYHEALTH.COM L.L.C.

 

This Certificate of Formation of TestMyHealth.Com L.L.C. (the ACompany@) is being executed and filed by the undersigned authorized person for the purpose of forming a limited liability company under the Delaware Limited Liability Company Act (6 Del. Code 18-101 et.seq.).

 

Article One

 

The name of the Delaware limited liability company formed hereby is TestMyHealth.Com L.L.C.

 

Article Two

 

The address of the registered office of the Company in the State of Delaware is c/o The Corporation Trust Company, 1209 Orange Street, New Castle County, Wilmington, Delaware 19801, and the name and address of the Company-s registered agent for service of process in the State of Delaware is The Corporation Trust Company, 1209 Orange Street, New Castle County, Wilmington, Delaware J9801.

 

IN WITNESS WHEREOF, the undersigned has executed this Certificate of Formation on February 15, 2000.

 

  AUTHORIZED PERSON
   
  /s/ Cathey Gordon
  Cathey Gordon

 

HOU03:669672.1 STATE OF DELAWARE
SECRETARY OF STATE
DIVISION OF
CORPORATIONS
FILED 04:30 PM 02/15/2000
001077700  3177592

 

 

 

 

STATE OF DELAWARE
SECRETARY OF STATE
DIVISION OF
CORPORATIONS
FILED 04:30 PM 11/14/2001
010577117  3177592

 

CERTIFICATE OF AMENDMENT

 

OF

 

TESTMYHEALTH.COM L.L.C.

 

1. The name of the limited liability company is TestMyHealth.Com L.LC.

 

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

 

Article One of the Certificate of Formation is hereby amended to reed in Its entirety as follows:

 

One

 

The name of the limited liability company is TestMyHealth L.L.C.”

 

IN WITNESS WHEREOF, the undersigned has executed this Certificate of Amendment on behalf of TestMyHealth.Com L.L.C. this 8th day of November, 2001.

 

  /s/ Laura Lee
  Print Name: Laura Lee
  Title: President

 

Gray Cary\AU\407\1555.1

2101886-900000

 

 

 

 

  State of Delaware
  Secretary of State
  Division of Corporations
  Delivered 03:55 PM 09/26/2006
  FILED 03:25 PM 09/26/2006
  SRV 060886341 - 3177592 FILE

 

CERTIFICATE OF AMENDMENT

 

OF

 

CERTIFICATE OF FORMATION

 

OF

 

TESTMYHEALTH L.L.C.

 

*  *  *  *  *

 

It is hereby certified that:

 

1. The name of the limited liability company is TestMyHealth L.L.C.

 

2. The certificate of formation of the company is hereby amended by striking out Article I thereof in its entirety and by substituting in lieu thereof the following:

 

Article 1

 

The name of the company is RediClinic LLC.”

 

IN WITNESS WHEREOF, the undersigned has executed this certificate as of September 25, 2006.

 

  By: /s/ Webster Golinkin
    Webster Golinkin

 

45821783.1

 

 

 

 

State of Delaware  
Secretary of State  
Division of Corporations  
Delivered 05:28 PM 04/09/2014  
FILED 05:28 PM 04/09/2014  
SRV 140447964 - 3177592 FILE  

 

CERTIFICATE OF MERGER

 

OF

 

CLINICS ACQUISITION LLC

 

INTO

 

REDICLINIC LLC

 

Pursuant to Section 18-209 of the Limited Liability
Company Act of the State of Delaware

 

 

 

April 9, 2014

 

FIRST: The name and jurisdiction of formation or organization and domicile of each of the constituent entities is: RediClinic LLC, which was formed as and is a Delaware limited liability company (the “Company”) and Clinics Acquisition LLC, which was formed as and is a Delaware limited liability company (the “Merger LLC”).

 

SECOND: The constituent entities have entered into an Agreement and Plan of Merger, dated as of April 9, 2014 (the “Merger Agreement”), providing for the merger of the Merger LLC with and into the Company pursuant to Section 18-209 of the Limited Liability Company Act of the State of Delaware (the “DLLCA”). The Merger Agreement has been approved and executed in accordance with Sections 18-204 and 18- 209 of the DLLCA.

 

THIRD: The Company shall be the surviving entity of the merger (the “Surviving Company”).

 

FOURTH: The Merger Agreement is on file at the offices of the Surviving Company at 9 Greenway Plaza, Houston, TX 77046. A copy of the Merger Agreement will be furnished by the Surviving Company, on request and without cost, to any member of either constituent entity.

 

 

 

 

IN WITNESS WHEREOF, the Surviving Company has caused this Certificate of Merger to be signed as of the date first written above.

 

  REDICLINIC LLC
   
  By: /s/ WEBSTER F. FOLINKIN
  Name: WEBSTER F. FOLINKIN
  Title: CEO