EX-3.115 117 a2108740zex-3_115.txt EXHIBIT 3.115 Exhibit 3.115 FILED FEB 27 1997 SECRETARY OF THE COMMONWEALTH CORPORATIONS DIVISION CERTIFICATE OF ORGANIZATION OF ROCHESTER ENVIRONMENTAL PARK, LLC The undersigned, being authorized to execute and file this Certificate for the purpose of forming a limited liability company under the laws of the Commonwealth of Massachusetts, hereby certifies as follows: 1. NAME OF THE COMPANY. The name of the limited liability company (the "Company") is Rochester Environmental Park, LLC. 2. OFFICE OF THE COMPANY. The address of the office of the Company at which its records will be maintained is 50 Cranberry Highway, Rochester, Massachusetts 02770. 3. BUSINESS OF THE COMPANY. The general character of the business of the Company is: (a) to operate a recycling business and environmental park; (b) to own and utilize real and personal property; and (c) to otherwise engage in any lawful act or activity for which limited liability companies may be organized under Chapter 156C of the Massachusetts General Laws. 4. DATE OF DISSOLUTION. The latest date on which the Company shall dissolve is December 31, 2022. 5. AGENT FOR SERVICE OF PROCESS. The name and business address of the agent for service of process is: NAME BUSINESS ADDRESS Louis R. Gallo 845 Sandwich Road P.O. Box 4431 Sagamore, MA 02561 6. MANAGER. The name and business address of the Manager is as follows: NAME BUSINESS ADDRESS Louis R. Gallo 845 Sandwich Road P.O. Box 4431 Sagamore, MA 02561 7. EXECUTION OF DOCUMENTS. The name and business address of each person, other than the Manager, who is authorized to execute documents to be filed with the Corporations Division of the Office of the Secretary of the Commonwealth is as follows: NAME BUSINESS ADDRESS NONE N/A 8. EXECUTION OF DOCUMENTS RELATING TO REAL PROPERTY. The name and business address of each person who is authorized to execute, acknowledge, deliver and record any recordable instrument on behalf of the Company purporting to affect an interest in real property, whether to be recorded with a registry of deeds or a district office of the Land Court is as follows: NAME BUSINESS ADDRESS Louis R. Gallo 845 Sandwich Road P.O. Box 4431 Sagamore, MA 02561 IN WITNESS WHEREOF, I have signed this Certificate of Organization and acknowledged it to be my act this 26 day of February, 1997. /s/ Louis R. Gallo ---------------------- Louis R. Gallo Manager, hereunto duly authorized -2- 567386 COMMONWEALTH OF MASSACHUSETTS LIMITED LIABILITY COMPANY (GENERAL LAWS, CHAPTER 156C) FILED THIS 27th DAY of Feb 1997 FEE PAID $500.00 FEB 27 1997 CASHIERS SECRETARY'S OFFICE A TRUE COPY ATTEST /s/ William Francis Galvin WILLIAM FRANCIS GALVIN SECRETARY OF THE COMMONWEALTH DATE 7/19/02 CLERK /s/ [ILLEGIBLE] --------------- /s/ William Francis Galvin WILLIAM FRANCIS GALVIN SECRETARY OF THE COMMONWEALTH 97 FEB 27 PM 3:31 CORPORATION DIVISION Mark Coltin Esq --------------------------------------- --------------------------------------- --------------------------------------- 482-1900 --------------------------------------- FILED [ILLEGIBLE] ROCHESTER ENVIRONMENTAL PARK, LLC CERTIFICATE OF AMENDMENT The undersigned, being authorized to execute and file this Certificate for the purpose of amending the Certificate of Organization of Rochester Environmental Park, LLC (hereinafter "REP"), hereby certifies as follows: 1. The federal employer identification number for the LLC is 04-3355194 2. The name of the limited liability company is Rochester Environmental Park, LLC. 3. The original Certificate of Organization was filed with the Secretary of the Commonwealth on February 27, 1997. 4. The current Manager of the LLC is Louis R. Gallo, 845 Sandwich Road, P.O. Box 443, Sagamore, Massachusetts 02561. 5. No person other than the Manager has authorization to execute documents to be filed with the Corporations Division. 6. The person authorized to execute documents on behalf of the LLC is currently Louis R. Gallo of the above address. 7. The Certificate of Organization is hereby amended as follows: The Manager of the LLC is changed and the new Manager is: David W. Mackley 50 Cranberry Highway Rochester, MA 02770 The Certificate is further amended in that David W. Mackley is the sole person authorized to execute, acknowledge, deliver and record any recordable instruments purporting to affect an interest in the real property whether to be filed with the Registry of Deeds or a district office of the Land Court. IN WITNESS WHEREOF I have signed the Certificate of Amendment as of this 17th day of July 1997. /s/ Louis R. Gallo ---------------------------- Louis R. Gallo, Manager Hereunto Duly Authorized 604868 COMMONWEALTH OF MASSACHUSETTS LIMITED LIABILITY COMPANY (GENERAL LAWS, CHAPTER 156C) FILED THIS 2nd DAY of Feb 1998. FEE PAID 100.00 FEB -2 1998 A TRUE COPY ATTEST /s/ William Francis Galvin WILLIAM FRANCIS GALVIN SECRETARY OF THE COMMONWEALTH DATE 7/19/02 CLERK /s/ [ILLEGIBLE] --------------- CASHIERS SECRETARY'S OFFICE /s/ William Francis Galvin WILLIAM FRANCIS GALVIN SECRETARY OF THE COMMONWEALTH SECRETARY OF THE COMMONWEALTH 98 FEB -2 PM 3:27 CORPORATION DIVISION William Gardiner --------------------------------------- --------------------------------------- --------------------------------------- 542-1871 --------------------------------------- FILED JUN 11 1998 SECRETARY OF THE COMMONWEALTH CORPORATION DIVISION ROCHESTER ENVIRONMENTAL PARK, LLC CERTIFICATE OF AMENDMENT The undersigned, being authorized to execute and file this Certificate for the purpose of amending the Certificate of Organization of Rochester Environmental Park, LLC (hereinafter "REP"), hereby certifies as follows: 1. The federal employer identification number for the LLC is 04-3355194 2. The name of the limited liability company is Rochester Environmental Park, LLC. 3. The original Certificate of Organization was filed with the Secretary of the Commonwealth on February 27, 1997. 4. The current Manager of the LLC is David W. Mackley, 50 Cranberry Highway, Rochester, Massachusetts 02770. 5. No person other than the Manager has authorization to execute documents to be filed with the Corporations Division. 6. The person authorized to execute documents on behalf of the LLC is currently David W. Mackley of the above address. 7. The Certificate of Organization is hereby amended as follows: The Manager of the LLC is changed and the new Manager is: Robert J. Gunderson 60 Lumber Street Hopkinton, MA 01748 The Certificate is further amended in that Robert J. Gunderson is the sole person authorized to execute, acknowledge, deliver and record any recordable instruments purporting to affect an interest SECRETARY OF THE COMMONWEALTH 98 JUN 11 PM 12:33 CORPORATION DIVISION in the real property whether to be filed with the Registry of Deeds or a district office of the Land Court. IN WITNESS WHEREOF I have signed this Certificate of Amendment this 9th day of March 1998. /s/ David W. Mackley ---------------------------- David W. Mackley, Manager Hereunto Duly Authorized [ILLEGIBLE] COMMONWEALTH OF MASSACHUSETTS LIMITED LIABILITY COMPANY (GENERAL LAWS, CHAPTER 156C) FILED THIS 11 DAY of June 1998. FEE PAID 500.00 JUN 11 1998 CASHIERS SECRETARY'S OFFICE A TRUE COPY ATTEST /s/ William Francis Galvin WILLIAM FRANCIS GALVIN SECRETARY OF THE COMMONWEALTH DATE 7/19/02 CLERK /s/ [ILLEGIBLE] --------------- /s/ William Francis Galvin WILLIAM FRANCIS GALVIN SECRETARY OF THE COMMONWEALTH William Gardiner --------------------------------------- --------------------------------------- --------------------------------------- 617-542-1871 --------------------------------------- SECRETARY OF THE COMMONWEALTH 98 JUN 11 PM 12:33 CORPORATION DIVISION FILED FEB 3 2000 SECRETARY OF THE COMMONWEALTH CORPORATIONS DIVISION CERTIFICATE OF AMENDMENT TO CERTIFICATE OF ORGANIZATION OF ROCHESTER ENVIRONMENTAL PARK, LLC The undersigned, being authorized to execute and file this certificate for the purpose of amending the Certificate of Organization of Rochester Environmental Park, LLC (hereinafter "REP"), hereby certifies as follows: 1. The name of the limited liability company is Rochester Environmental Park, LLC 2. The original Certificate of Organization was filed with the Secretary of the Commonwealth on February 27, 1997. 3. The current manager of the LLC is Robert J. Gunderson, 60 Lumber Street, Hopkinton, MA 01748. 4. No person other than the Manager has authorization to execute documents to be filed with the Corporations Division. 5. The person authorized to execute documents on behalf of the LLC is currently Robert J. Gunderson of the above address. The Certificate of Organization is hereby amended as follows: 7. The Manager of the LLC is changed and the new Manager is Casella Waste Systems, Inc. 25 Greens Hill Lane Rutland, VT 05702 6. The Certificate is further amended in that Casella Waste Systems, Inc. is the sole person authorized to execute, acknowledge, deliver and record any recordable instruments purporting to affect an interest in the real property whether to be filed with the Registry of Deeds or a district office of the Land Court. IN WITNESS WHEREOF, I have signed this Certificate of Amendment as of this ____ day of February 2000. /s/ Robert J. Gunderson ------------------------ Robert J. Gunderson I hereby acknowledge that the references to me as "Robert J. Gunderson" in the Certificate of Organization, as amended of the LLC contained an erroneous spelling, and that my true and proper name is "Robert J. Gunderson". /s/ Robert J. Gunderson ------------------------ Robert J. Gunderson 692217 Ck.#85112 The Commonwealth of Massachusetts Limited Liability Company (General Laws, Chapter 156C) Filed this 3rd day February, 2000. FEE PAID $100.00 FEB 03 2000 A TRUE COPY ATTEST /s/ William Francis Galvin WILLIAM FRANCIS GALVIN SECRETARY OF THE COMMONWEALTH DATE 7/19/02 CLERK /s/ [ILLEGIBLE] --------------- CASHIERS SECRETARY'S OFFICE SECRETARY OF THE COMMONWEALTH 00 FEB -3 PM 2:59 /s/ William Francis Galvin WILLIAM FRANCIS GALVIN SECRETARY OF THE COMMONWEALTH Claire Patton --------------------------------------- Hale & Dorr - 60 State St --------------------------------------- Boston, MA 02109 --------------------------------------- Phone:---------------------------------