Exhibit T3A.2.4
Val : 12/31/1997 – 59930
$410.00 on 12/31/1997
Draw – 12/31/1997 – 9
| FILED | |
| STATE OF WASHINGTON | |
| DEC 31 1997 | |
| RALPH MUNRO | |
| SECRETARY OF STATE |
ARTICLES OF INCORPORATION
OF
5277 ASSOCIATES, INC.
ARTICLE I
Name
The name of the corporation (the "Corporation") is 5277 ASSOCIATES, INC.
ARTICLE II
Authorized Shares
The total authorized number of shares of the Corporation is Ten Thousand (10,000) shares of common stock.
ARTICLE III
Directors
The number of directors of the Corporation and the manner in which such directors are to be elected shall be as set forth in the bylaws. The names and addresses of the initial directors are:
| Name | Address |
| Franklin Brown | 30 Hunter Lane Camp Hill, Pennsylvania 17011 |
| Elliot Gerson | 30 Hunter Lane Camp Hill, Pennsylvania 17011 |
| Frank Bergonzi | 30 Hunter Lane Camp Hill, Pennsylvania 17011 |
The terms of the initial directors shall expire at the first shareholders' meeting at which directors are elected.
-1-
ARTICLE IV
Shareholders' Rights
1. Shareholders of the Corporation have no preemptive rights to acquire additional shares issued by the Corporation.
2. Holders of common stock shall be entitled to receive the net assets of the Corporation upon dissolution.
ARTICLE V
Voting Rights
1. Holders of common stock shall have unlimited voting rights.
2. At each election of directors, every shareholder entitled to vote at such election has the right to vote the number of shares of stock held by such shareholder for each of the directors to be elected. No Cumulative voting for directors shall be permitted.
ARTICLE VI
Limitation of Liability of Directors
No director of the Corporation shall be personally liable to the Corporation or its shareholders for monetary damages for his or her conduct as a director, which conduct takes place on or after the date this Article becomes effective, except for (i) acts or omissions that involve intentional misconduct or a knowing violation of law by the director, (ii) conduct violating RCW 23B.08.310, or (iii) any transaction from which the director will personally receive a benefit in money, property or services to which the director is not legally entitled. If, after this Article becomes effective, the Washington Business Corporation Act is amended to authorize corporate action further eliminating or limiting the personal liability of directors, then the liability of a director of the Corporation shall be deemed eliminated or limited to the fullest extent permitted by the Washington Business Corporation Act, as so amended. Any amendment to or repeal of this Article shall not adversely affect any right or protection of a director of the Corporation for or with respect to any acts or omissions of such director occurring prior to such amendment or repeal. This provision shall not eliminate of limit the liability of a director for any act or omission occurring prior to the date this Article becomes effective.
-2-
ARTICLE VII
Registered Office
The address of the registered office of the Corporation is 4700 Two Union Square, 601 Union Street, Seattle, Washington 98101-2346, and the name of the registered agent at such address is Bogle & Co.
ARTICLE VIII
Incorporator
The name and address of the incorporator is:
| Name | Address |
| Dan P. Hungate | Two Union Square 601 Union Street Seattle, Washington 98101-2346 |
ARTICLE IX
Amendment of Articles
The Corporation reserves the right of amend, alter, change or repeal any provision contained in these Articles of Incorporation, in the manner now or hereafter prescribed by law, and all rights and powers conferred herein on shareholders and directors are subject to this reserved power.
DATED: December 30, 1997.
| /s/ Dan P. Hungate | |
| Dan P. Hungate, Incorporator |
-3-
CONSENT TO APPOINTMENT AS REGISTERED AGENT
The undersigned, a duly elected officer of BOGLE & CO., hereby consents to the appointment of BOGLE & CO. as registered agent, in the State of Washington, for the following corporation (the "Corporation"):
5277 ASSOCIATES, INC.
It is understood that as agent for the Corporation, it will be the responsibility of Bogle & Co. to accept Service of Process in the name of the Corporation; to forward all mail and license renewals to the appropriate officer(s) of the Corporation; and to immediately notify the Office of the Secretary of State of Bogle & Co.'s resignation or of any changes in the address of the registered office of the Corporation for which Bogle & Co. is agent.
| BOGLE & CO. | ||
| December 30, 1997. | By: | /s/ Elizabeth M. Stone |
| Elizabeth M. Stone | ||
| Legal Assistant | ||
| Bogle & Co. | ||
| 4700 Two Union Square | ||
| 601 Union Street | ||
| Seattle, Washington 98101-2346 | ||
| I, Kim Wyman, Secretary of State of the State of Washington and custodian of its seal, hereby certify the foregoing is a true and accurate copy of the record on file in this office. | |
| Nov 27 2018 | |
| Given under my hand and the Seal of the State of Washington in Olympia, the State Capital. |
| [SEAL] | |||
| Total Pages: 5 | /s/ Kim Wyman |
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| STATE of WASHINGTON | SECRETARY of STATE | |
Corporation Name:
5277 ASSOCIATES, INC.
% BOGLE & CO
601 UNION ST # 4700
SEATTLE WA 98101-2346
U.B.I. Number:
601 842 139
CANCELLED
REINSTATED 9-21-99.
CERTIFICATE OF
ADMINISTRATIVE DISSOLUTION
In accordance with, RCW 23B.14.210, the above corporation is hereby administratively dissolved as of March 22, 1999.
This action was taken due to the failure of the corporation to file an annual list of officers/license renewal within the time set forth by law.
A copy of this certificate is on file in this office:
Corporations Division
Office of the Secretary of State
505 E. Union Avenue PM-21
Olympia, Washington 98504-0419
(360) 753-7115
| 2572 6639 | |
| Given under my hand and the seal of the State of Washington at Olympia, the State Capital. | |
| /s/ Ralph Munro | |
| Ralph Munro, Secretary of State |
| I, Kim Wyman, Secretary of State of the State of Washington and custodian of its seal, hereby certify the foregoing is a true and accurate copy of the record on file in this office. | |
| Nov 27 2018 | |
| Given under my hand and the Seal of the State of Washington in Olympia, the State Capital. |
| [SEAL] | |||
| Total Pages: 1 | /s/ Kim Wyman |
STATE of WASHINGTON

SECRETARY of STATE
I, RALPH MUNRO, Secretary of State of the state of Washington and custodian of its seal, hereby issue this
CERTIFICATE OF REINSTATEMENT
to
5277 ASSOCIATES, INC.
a Washington Profit corporation.
An Application for Reinstatement was approved and filed for record in this office as of the date indicated below.
| UBI Number: 601 842 139 | Date: September 21, 1999 |
| [SEAL] | Given under my hand and the Seal of the State of Washington at Olympia, the State Capital |
| /s/ Ralph Munro | |
| Ralph Munro, Secretary of State |
601 842 139
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||
| STATE of WASHINGTON | SECRETARY of STATE | |
Corporations Division • 505 E. Union Avenue • PO Box 40234 • Olympia, WA 98504-0234 • 360/753-7115 • Fax 360/664-0055
| FILED STATE OF WASHINGTON | |
| SEP 21 1999 | |
| RALPAH MUNRO SECRETARY OF STATE |
APPLICATION FOR REINSTATEMENT
OF A
DOMESTIC (WASHINGTON) CORPORATION
RCW 23B.14.220
Pursuant to RCW 23B.14.220 of the Washington Business Corporation Act, the undersigned corporation applies for reinstatement and states the following:
| 1) | This form must be submitted along with corporate reinstatement report and Appropriate fees. |
| 2) | The corporate name on the date of administrative dissolution was: 5277 ASSOCIATES, INC. |
| 3) | The date of administrative dissolution was: March 22, 1999 |
| 4) | The corporate name listed above meets the requirements of RCW 23B.04.010. If the corporate name no longer meets these requirements, Articles of Amendment are included with the reinstatement application. |
| 5) | The following is an explanation to show that the grounds for administrative dissolution either did not exist or have been eliminated. (Check one or more of the following statements): |
| ¨ | The license fees are hereby tendered. | |
| ¨ | NSF/Account closed fees are hereby tendered. | |
| x | The annual report (list of officers/directors) has been completed and is hereby submitted for filing. | |
| ¨ | Their registered agent and/or registered office address in Washington has been designated on the corporate reinstatement report. (If the registered agent is other than the agent at the time of dissolution, the written consent of the new registered agent must appear in the space provided.) |
| /s/ Joseph Speaker |
Joseph Speaker
Senior V.P. and Treasurer
| Signature of Officer or Chairman of Board of Directors | Date |
Val: 09/21/1999 – 29298
$196.50 on 09/21/21999
Check – 09/20/1999 – 1608200

ATTACHMENT
5277 ASSOCIATES, INC.
601 842 139
OFFICERS
| President | Charles R. Kibler | 30 Hunter Lane Camp Hill, PA 17011 |
| Executive V.P. | Frank Bergonzi | 30 Hunter Lane Camp Hill, PA 17011 |
| Senior V.P. and Treasurer | Joseph Speaker | 30 Hunter Lane Camp Hill, PA 17011 |
| Senior V.P. and Asst. Treasurer | Elliot Gerson | 30 Hunter Lane Camp Hill, PA 17011 |
| Vice President | Jamesh Krahulee | 30 Hunter Lane Camp Hill, PA 17011 |
| Vice President and Secretary | I. Lawrence Gelman | 30 Hunter Lane Camp Hill, PA 17011 |
DIRECTORS
| Frank Bergonzi | 30 Hunter Lane
Camp Hill, PA 17011 |
| Elliot Gerson | 30 Hunter Lane Camp Hill, PA 17011 |
| James Krahulee | 30 Hunter Lane Camp Hill, PA 17011 |
| I, Kim Wyman, Secretary of State of the State of Washington and custodian of its seal, hereby certify the foregoing is a true and accurate copy of the record on file in this office. | |
| Nov 27 2018 | |
| Given under my hand and the Seal of the State of Washington in Olympia, the State Capital. |
| [SEAL] | |||
| Total Pages: 4 | /s/ Kim Wyman |
![]() |
||
| STATE of WASHINGTON | SECRETARY of STATE | |
Corporation Name:
5277 ASSOCIATES, INC.
% BOGLE & CO
601 UNION ST # 4700
SEATTLE WA 98101-2346
U.B.I. Number:
601 842 139
CANCELLED
REINSTATED JUN 13 2000
CERTIFICATE OF
ADMINISTRATIVE DISSOLUTION
In accordance with RCW 23B.14.210, the above corporation is hereby administratively dissolved as of March 20, 2000.
This action was taken due to the failure of the corporation to file an annual list of officers/license renewal within the time set forth by law.
A copy of this certificate is on file in this office:
Corporations Division
Office of the Secretary of State
505 E. Union Avenue PM-21
Olympia, Washington 98504-0419
(360) 753-7115
| 2572 6639 | |
| Given under my hand and the seal of the State of Washington at Olympia, the State Capital. | |
| /s/ Ralph Munro | |
| Ralph Munro, Secretary of State |
| I, Kim Wyman, Secretary of State of the State of Washington and custodian of its seal, hereby certify the foregoing is a true and accurate copy of the record on file in this office. | |
| Nov 27 2018 | |
| Given under my hand and the Seal of the State of Washington in Olympia, the State Capital. |
| [SEAL] | |||
| Total Pages: 1 | /s/ Kim Wyman |
STATE of WASHINGTON

SECRETARY of STATE
I, RALPH MUNRO, Secretary of State of the State of Washington and custodian of its seal, hereby issue this
CERTIFICATE OF REINSTATEMENT
to
5277 ASSOCIATES, INC.
a Washington Profit corporation.
An Application for Reinstatement was approved and filed for record in this office as of the date indicated below.
| UBI Number: 601 842 139 | Date: June 13, 2000 |
| [SEAL] | Given under my hand and the Seal of the State of Washington at Olympia, the State Capital |
| /s/ Ralph Munro | |
| Ralph Munro, Secretary of State |
![]() |
||
| STATE of WASHINGTON | SECRETARY of STATE | |
Corporations Division • 505 E. Union Avenue • PO Box 40234 • Olympia, WA 98504-0234 • 360/753-7115 • Fax 360/884-0055
| FILED STATE OF WASHINGTON | |
| JUN 13 2000 | |
| RALPH MUNRO | |
| SECRETARY OF STATE |
APPLICATION FOR REINSTATEMENT
OF A
DOMESTIC (WASHINGTON) CORPORATION
RCW 23B.14.220
Pursuant to RCW 23B.14.220 of the Washington Business Corporation Act, the undersigned corporation applies for reinstatement and states the following:
| 1) | This form must be submitted along with corporate reinstatement report and Appropriate fees. |
| 2) | The corporate name on the date of administrative dissolution was: 5277 ASSOCIATES, INC. |
| 3) | The date of administrative dissolution was: March 20, 2000 |
| 4) | The corporate name listed above meets the requirements of RCW 23B.04.010. If the corporate name no longer meets these requirements, Articles of Amendment are included with the reinstatement application. |
| 5) | The following is an explanation to show that the grounds for administrative dissolution either did not exist or have been eliminated. (Check one or more of the following statements): |
| ¨ | The license fees are hereby tendered. | |
| ¨ | NSF/Account closed fees are hereby tendered. | |
| x | The annual report (list of officers/directors) have been completed and is hereby submitted for filing. | |
| ¨ | Their registered agent and/or registered office address in Washington has been designated on the corporate reinstatement report. (If the registered agent is other than the agent at the time of dissolution, the written consent of the new registered agent must appear in the space provided.) |
| /s/ Richard Varmecky V. P. | 6-12-00 | |
| Signature of Officer or Chairman of Board of Directors | Date |
| Type or Print Name and Title | PRI |
Val: 06/13/2000 – 134662
$236.50 on 06/13/2000
Check – 06/13/2000 – 10510

| I, Kim Wyman, Secretary of State of the State of Washington and custodian of its seal, hereby certify the foregoing is a true and accurate copy of the record on file in this office. | |
| Nov 27 2018 | |
| Given under my hand and the Seal of the State of Washington in Olympia, the State Capital. |
| [SEAL] | |||
| Total Pages: 3 | /s/ Kim Wyman |