Entity# : 6641756
Date Filed : 12/14/2017
PENNSYLVANIA DEPARTMENT OF STATE BUREAU OF CORPORATIONS AND CHARITABLE ORGANIZATIONS

61118

Articles of Incorporation DSCB:15-5306/7 (rev. 2/2017)
Nonprofit 02

Fee: $125
I qualify for a veteran/reservist-owned small business fee exemption (see instructions)

Check one: Domestic Nonprofit Corporation (S 5306) Nonprofit Cooperative Corporation (S 7102)

In compliance with the requirements of the applicable provisions (relating to articles of incorporation or cooperative corporations generally), the undersigned, desiring to incorporate a nonprofit/nonprofit cooperative corporation, hereby state(s) that:

1. The name of the corporation is:
   Philadelphia Internet Exchange

2. Complete part (a) or (b)-not both:

   (a) The address of this corporation's current registered office in this Commonwealth is: (post office box alone is not acceptable)
   Number and Street
   City
   State
   Zip
   County

   (b) The name of this corporation's commercial registered office provider and the county of venue is:
   %o: United States Corporation Agents, Inc., County of Delaware

3. The corporation is incorporated under the Nonprofit Corporation Law of 1988 for the following purpose or purposes.
   Please see attachment

5. Check and complete one:
$ \surd $ The corporation is organized on a nonstock basis.
$ \Box $ The corporation is organized on a stock share basis and the aggregate number of shares authorized is _____.

6. For unincorporated association incorporating as a nonprofit corporation only. Check if applicable:
   ___ The incorporators constitute a majority of the members of the committee authorized to incorporate such association by the requisite vote required by the organic law of the association for the amendment of such organic law.

7. For Nonprofit Corporation Only:
   Check one:
   $ \checkmark $ The corporation shall have no members.
   The corporation shall have members.

8. For Nonprofit Cooperative Corporation Only:
   Check and complete one.
   The corporation is a cooperative corporation and the common bond of membership among its members is:
   The corporation is a cooperative corporation and the common bond of membership among its shareholders is:_____.

9. The name(s) and address(es) of each incorporator(s) is (are) (all incorporators must sign below):
   Name(s) Address(es)
   Cheyenne Moseley, Legalzoom.com, Inc.,
   9900 Spectrum Drive, Austin, TX 78717

10. The specified effective date, if any, is:
    month

11. Additional provisions of the articles, if any, attach an $ 8 \frac{1}{2} $ x 11 sheet.

IN TESTIMONY WHEREOF, the incorporator(s) has/have signed these Articles of Incorporation this
13 day of 12 , 2017 .
Cheyenne Moseley, Incorporator, Legalzoom.com, Inc.
Signature

Attachment to Articles of Incorporation of Philadelphia Internet Exchange
This corporation is organized exclusively for one or more of the purposes as specified in Section 501(c)(6) of the Internal Revenue Code, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501(c)(6) of the Internal Revenue Code.
This corporation is a nonprofit MUTUAL BENEFIT CORPORATION organized under the Nonprofit Mutual Benefit Corporation Law.
The Corporation is organized and shall be operated on a not-for-profit basis and exclusively as a business league within the meaning of Section 501 (c) (6) of the Internal Revenue Code (or the corresponding provisions of any future United States federal tax law). The specific purposes of this corporation are: To aid, support, and assist the efficient transmission of educational, scientific, medical, and other information and communications by creating and maintaining direct communications interconnections between and among members, and between and among members and other Internet access service providers.
Upon the dissolution of this corporation, its assets remaining after payment, or provision for payment, of all debts and liabilities of this corporation shall be distributed for one or more exempt purposes within the meaning of Section 501(c)(6) of the Internal Revenue Code or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not so disposed of shall be disposed of by a court of competent jurisdiction of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes.
No substantial part of the activities of this corporation shall consist of carrying on propaganda, or otherwise attempting to influence legislation (except as otherwise provided by Section 501(h) of the Internal Revenue Code), and this corporation shall not participate in, or intervene in (including the publishing or distribution of statements), any political campaign on behalf of, or in opposition to, any candidate for public office.

Notwithstanding any other provision of these articles, the corporation shall not carry on any other activities not permitted to be carried on by a corporation exempt from federal income tax under section 501(c)(6) of the Internal Revenue Code, or the corresponding section of any future federal tax code. Upon the dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(6) of the Internal Revenue Code, or corresponding section of any future federal tax code. Any such assets not so disposed of shall be disposed of by the Court of Competent Jurisdiction of the county in which the principal office of the corporation is then located exclusively for such purposes or to such organization or organizations, as said Court shall determine which are organized and operated exclusively for such purposes. This organization is neither organized for profit nor organized to engage in an activity ordinarily carried on for profit, and no part of the net earnings of this organization will benefit any private shareholder or individual.
All references to sections of the Internal Revenue Code shall include such sections as of the date hereof and the corresponding section of any future federal tax code.