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AMENDED AND RESTATED ARTICLES OF INCORPORATION OF THE SOUTHEASTERN PUBLIC SERVICE AUTHORITY OF VIRGINIA The Councils of the Cities of Chesapeake, Franklin, Nansemond, Norfolk, Portsmouth, Suffolk, and Virginia Beach and the Boards of Supervisors of the Counties of Isle of Wight and Southampton created the Southeastern Public Service Authority of Virginia (the "Authority"), formerly the Southeastern Water Authority of Virginia, pursuant to the Virginia Water and Waste Authorities Act, Chapter 51, Title 15.2, Code of Virginia of 1950, as amended (the "Act"), formerly the Virginia Water and Sewer Authorities Act (Chapter 28, Title 15.1, Code of Virginia of 1950, as amended), as a public body politic and corporate, by adopting Articles of Incorporation effective January 24, 1973 (the "Original Articles"). On January 1, 1974, the Cities ofNansemond and Suffolk were consolidated into a single city and the terms of the members representing those cities terminated and the governing body of the consolidated City of Suffolk appointed a member to fill the vacancy and serve for the unexpired term. By concurrent resolutions, adopted by the Councils and the Boards of Supervisors of the Cities of Chesapeake, Franklin, Norfolk, Portsmouth, Suffolk and Virginia Beach and the Counties of Isle of Wight and Southampton (collectively, "SPSA Member Communities"), the Original Articles were amended by Articles of Amendment dated January 15, 1976 (the "1976 Amendment") and by Articles of Amendment dated July 15, 1983 (the" 1983 Amendment"). In view of recent amendments to the Act that become effective January 1,2010, the Councils and the Boards of the SPSA Member Communities by concurrent resolutions have adopted these Amended and Restated Articles of Incorporation of the Southeastern Public Service Authority of Virginia that become effective on January 1,2010 and hereby certify: 1-879666.4 10/17/20093:09 PM