State of Delaware
Secretary of State
Division of Corporations
Delivered 04:23 PM 06/20/2006
FILED 04:20 PM 06/20/2006
SW 060593390 - 4178149 FILE
CERTIFICATE OF INCORPORATION
NP CAPITAL CORP
FIRST: The name of the corporation is NP Capital Corp (the "Corporation").
SECOND: The address of the Corporation's registered office in Delaware is 222 Delaware Avenue, 9th
Floor, Wilmington, New Castle County, Delaware, 19801. The Corporation's registered agent at that address
shall be The Delaware Corporation Agency, Inc.
THIRD: The purpose of the Corporation is to engage in any lawful act or activity for which corporations
may be organized under the General Corporation Law of Delaware.
FOURTH: The total number of shares of capital stock which the Corporation shall have authority to issue is
3,000 shares of common stock, $.01 par value.
FIFH: The name and mailing address of the incorporator is Dianna. L. Cahill, P.O. Box 25130,
Wilmington, Delaware 19899.
SIXTH: hi addition to the powers conferred under the General Corporation Law, the board of directors
shall have power to adopt, amend, or repeal the by-laws of the Corporation.
SEVENTH: Subject to any contrary provision of the General Corporation Law, the books of the
Corporation may be kept at such place or places, within or without the State of Delaware, as may be designated
from time to time by the board of directors or in the by-laws of the corporation.
EIGHTH: The election of directors need not be by written ballot unless the by-laws of the Corporation
shall so provide. The initial directors, who shall serve until the first annual meeting of the stockholders, shall be:
NINTH: To the fullest extent permitted by Section 102(b)(7) of the General Corporation Law of the State
of Delaware, as amended from time to time, or in analogous provisions of successor law, there shall be no liability
on any part of any director of the Corporation to the Corporation or i