Articles of Incorporation - OSgrid, Inc.
Articles of Incorporation of a Nonprofit Corporation
We, the undersigned natural persons, at least two (2) of whom are citizens of the United States and residents of the State of Texas, and who are of the age of eighteen (18) years or more, acting as Incorporators of a corporation under the Texas Non-Profit Corporations Act, do hereby adopt the following Articles of Incorporation for such corporation.
ARTICLE I. NAME. The Name of the Corporation is OSgrid, Incorporated.
ARTICLE II. NONPROFIT CORPORATION. The Corporation is a nonprofit corporation.
ARTICLE III. DURATION. The period of its duration is perpetual.
ARTICLE IV. PURPOSES. The purposes for which the Corporation is organized are to: Promote the development of the open source virtual reality platform "Open Simulator" (http://opensimulator.org), through testing and the adoption of the platform as a social media space for education, socialization, and science in general, in Texas, the United States, and through out the World.
The organization will operate as a nonprofit corporation and will accept contributions from the public to cover the costs of maintaining computer servers and other related equipment and software for the operation 24 hours a day 7 days a week of the OSgrid instance of the opensimulator software. It will be open to the general public and will be operated and maintained under all laws relating to the state of Texas and the United States. The Board of Directors will be responsible for setting the policy and rules for the social communities of OSgrid in accordance with the laws of the state of Texas and the United States.
No part of the net earnings of the Corporation shall inure to the benefit of any Director of the Corporation, Officer of the Corporation, or any private individual (except that reasonable compensation may be paid for services rendered to or for the Corporation affecting one or more of its purposes), and no Director or Officer of the Corporation, or any private individual shall be entitled to share in the distribution of any of the Corporate Assets on dissolution of the Corporation.
No substantial part of the activities of the Corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the Corporation shall not participate in, or intervene in (including the publication or distribution of statements) any political campaign on behalf of any candidate for public office.
IN WITNESS WHEREOF, for the purpose of forming this Corporation under the laws of the State of Texas, we the undersigned, constituting the Incorporators of this organization under the terms of Section 501(c)3 of the Internal Revenue Code and its Regulations as they now exist or as they may hereafter be amended.
Upon dissolution of the Corporation or the winding up of its affairs, the assets of the Corporation shall be distributed exclusively to charitable, religious, scientific, testing for public safety, literary, or educational organizations which would then qualify under the provisions of Section 501(c)3 of the Internal Revenue Code and its Regulations as they now exist or as they may hereafter be amended.
ARTICLE V. REGISTERED OFFICE. The address of its initial registered office is 712 South Holmes Street - La Porte, TX 77571. The name of its initial registered agent at such address is James G. Stallings, II .
ARTICLE VI. DIRECTORS. The number of Officers constituting the initial Board of Directors is three (3), and the names and addresses of the persons who are to serve as Directors until the first Annual Meeting or until their successors are elected and qualified are:
Name: President: James G. Stallings, II Treasurer: Jackie D. Celko Secretary: Lawrence A. Roberts
ARTICLE VII. ORGANIZER. The name and address of the organizer is
Name: Lawrence A. Roberts Address: 245 Lincoln Street - Savannah, GA 31401
ARTICLE VIII. MEMBERS. The Corporation shall have members. The eligibility, rights and obligations of the members will be determined by the Bylaws. Members will be those that sign up as users and residents through the web page located at http://osgrid.org/signin.php. There will be no charge for membership.
OSgrid Inc. having executed these Articles of Incorporation on the 12th day of February 2013.
(Organizer-Secretary): _____________________________________(Lawrence A. Roberts).
THE STATE OF GEORGIA COUNTY OF CHATHAM BEFORE ME, the undersigned authority, on this the day of __________, 2013, personally appeared Lawrence A. Roberts and, who being by me first duly sworn, declared that they are the Incorporator organizer of the foregoing Corporation, that they signed the foregoing document as such, and that the statements contained therein are true and correct.
IN WITNESS WHEREOF, I have hereunto set my hand and seal the day and year written above. My Commission Expires: __________________.
NOTARY PUBLIC, STATE OF GEORGIA (Typed/Printed Name of Notary)