ARTICLES OF INCORPORATION

HURON VALLEY COMMUNITY NETWORK

TABLE OF CONTENTS


EXPLANATION OF RESTATED ARTICLES OF INCORPORATION

HURON VALLEY COMMUNITY NETWORK - MICHIGAN ID NO. 733-926

This document may be found at http://www.hvcn.org/articles.html
effective October 25, 1995.

Explanatory note (not part of the official filing): The following is a reproduction of the content of the form of Restated Articles of Incorporation for Huron Valley Community Network. Huron Valley Community Network is the successor corporation to Michigan Public Computing Consortium, a Michigan nonprofit corporation incorporated on August 17, 1992. The Restated Articles of Incorporation were filed and have an effective date of September 22, 1994.

Michigan Public Computing Consortium - MPCC -(the corporation) in the course of business, registered the assumed name of "Huron Valley Free-Net" with the Michigan Department of Commerce, Corporation and Securities Bureau in April of 1993. Michigan Public Computing Consortium never finalized a formal relationship with National Public Telecomputing Network (NPTN), the owner of the service mark known as "Free-Net".

The Restated Articles of Incorporation which follow changed the name of the corporation FROM "Michigan Public Computing Consortium", TO "Huron Valley Community Network", reconstituted the corporation from a directorship corporation to a membership corporation, and made other changes, all set out in the following paragraphs. Huron Valley Community Network is not affiliated with National Public Telecomputing Network and does not use any registered service marks of NPTN.

END OF EXPLANATORY NOTE


[RESTATED ARTICLES -- BEGIN]

RESTATED ARTICLES OF INCORPORATION

For use by Domestic Nonprofit Corporations

[Graphic lines and non-essential information from the official Michigan Department of Commerce forms are omitted in this reproduction.]

HEADINGS IN BRACKETS [ ] ARE NOT PART OF THE OFFICIAL FORM AND ARE ADDED HERE FOR EXPLANATION, CLARITY, AND TO FACILITATE THE RENDERING AND USE OF THIS DOCUMENT IN HYPERTEXT MARKUP LANGUAGE (HTML) FORMAT.

Pursuant to the provisions of Act 162, Public Acts of 1982, the undersigned corporation executes the following Restated Articles:

[ 1. NAME BEFORE RESTATED ARTICLES CREATED]


1. The present name of the corporation is: Michigan Public Computing Consortium.

[ 2. STATE OF MICHIGAN CORPORATE IDENTIFICATION NUMBER]


2. The identification number assigned by the Bureau is: 733-926.

[ 3. FORMER NAMES OF CORPORATION - BEFORE RESTATEMENT]


3. All former names of the corporation are: None The corporation previously reserved the assumed name of Huron Valley Free-Net on April 30, 1993 by Certificate of Assumed Name on file.

[ 4. DATE OF ORIGINAL FILING OF ARTICLES OF INCORPORATION]


4. The date of filing of the original Articles of Incorporation was: August 17, 1992.
The following Restated Articles of Incorporation supersede the Articles of Incorporation as amended and shall be the Articles of Incorporation of the corporation:

ARTICLE I [NAME OF THE CORPORATION - RESTATED]

The name of the corporation is: Huron Valley Community Network

ARTICLE II [PURPOSE OF THE CORPORATION - RESTATED]

The purpose or purposes for which the corporation is organized are: to coordinate, design, install, operate, and administer a public computing network for the benefit of the residents of Washtenaw County, Michigan, and others; to maximize electronic communications and access to public electronic information, and to benefit the health, welfare, education, and intellectual and economic opportunities for the residents of Washtenaw County, Michigan through the use of computers, telecommunications, and related technologies.

ARTICLE III [NONSTOCK, MEMBERSHIP BASIS; ASSETS AND VALUATION DATE; FINANCING PLAN]

The purpose or purposes for which the corporation is organized are: to coordinate, design, install, operate, and administer a public computing network for the benefit of the residents of Washtenaw County, Michigan, and others; to maximize electronic communications and access to public electronic information, and to benefit the health, welfare, education, and intellectual and economic opportunities for the residents of Washtenaw County, Michigan through the use of computers, telecommunications, and related technologies.

The corporation is organized on a nonstock basis.

If organized on a nonstock basis, the description and value of its real property assets are: (if none, insert "none") none.

and the description and value of its personal property assets are: (if none, insert "none") $529.00 cash.

(The valuation of the above assets was as of August 31, 1994)

The corporation is to be financed under the following general plan: Private and government grants, contributions from individuals, businesses, governmental units, and other organizations; and solicitations of charitable gifts from the public, and other permissible means, all as allowed and qualifying under Section 501(c)(3) of the Internal Revenue Code.

The corporation is organized on a membership basis.

ARTICLE IV [REGISTERED OFFICE AND REGISTERED AGENT]

1. The address of the registered office is: 105 Pearl Street, Ypsilanti, Michigan 48197-2611.

2. The mailing address of the registered office if different than above: Same.

3. The name of the registered agent is: Arnold D. Barr.

ARTICLE V [ACTIVITIES CONSISTENT WITH TAX EXEMPT STATUS]

1. The corporation shall not engage in any activity that would be inconsistent with maintaining tax-exempt status under Internal Revenue Code 501(c)(3) and related regulations, rulings, and procedures.

2. The corporation shall not engage in any activity inconsistent with the requirements for receiving tax-deductible charitable contributions under Internal Revenue Code 170 (c) (2) and related regulations, rulings, and procedures.

ARTICLE VI [PROHIBITION AGAINST POLITICAL ACTIVITIES]

The corporation shall not participate in any political campaign for or against any candidate for public office, either directly or indirectly, nor engage in any political activities that would be inconsistent with the requirements for maintaining tax-exempt status under Internal Revenue Code 501(c)(3) and related regulations, rulings, and procedures.

ARTICLE VII [DISTRIBUTION OF ASSETS ON DISSOLUTION]

Upon dissolution, the corporation shall only distribute its net assets after payment of debts to organizations qualifying for tax-exempt status under Internal Revenue Code 501(c)(3) and as qualified organizations under the laws of the State of Michigan to receive distributions from non-profit corporations.

ARTICLE VIII [CORPORATE POWERS - MICHIGAN LAW]

Unless prohibited by the Internal Revenue Code for tax-exempt organizations, the corporation shall have all powers authorized by Michigan nonprofit corporation law, both statutory and common law.

ARTICLE IX [CLASSES OF MEMBERS - MULTIPLE CLASSES AUTHORIZED]

The corporation shall have one or more classes of members as authorized by the bylaws of the corporation.

ARTICLE X [VOLUNTEER DIRECTORS - LIMITS OF LIABILITY TO CORPORATION]

A volunteer director of this corporation shall not be liable to the corporation or its members for monetary damages for a breach of fiduciary duty, except for:

ARTICLE XI [VOLUNTEER DIRECTORS - CORPORATION ASSUMES LIABILITY FOR GOOD FAITH ACTS OF DIRECTORS]

The corporation shall, upon receipt of tax exempt status under 501(c)(3) of the Internal Revenue Code, and continuing while such status is in effect, assume all liability to any person other than the corporation, or its members for all acts or omissions of a volunteer director incurred in the good faith performance of the volunteer director's duties.

ARTICLE XII [NONDIRECTOR VOLUNTEERS - CORPORATION ASSUMES LIABILITY FOR GOOD FAITH ACTS]

The corporation assumes all liability for all acts or omissions of a nondirector volunteer occurring after the official filing receipt of these articles by the State of Michigan, provided all of the following are met:

[ 5. STATEMENT OF ADOPTION, INTEGRATION, AND AMENDMENT]

5.

[SIGNATURE]

Signed this 21st Day of September, 1994.

By /s/ Michael Todd Glazier

Michael Todd Glazier, President