| <html><head> |
| <title>Certificate of Incorporation of The Apache Software Foundation</title> |
| </head><body bgcolor="#FFFFFF"> |
| <h2 align="center">CERTIFICATE OF INCORPORATION<br> |
| OF <br> |
| THE APACHE SOFTWARE FOUNDATION |
| </h2> |
| <p> |
| The undersigned, a natural person, for the purpose of organizing a |
| corporation for conducting the business and promoting the purposes |
| hereinafter stated, under the provisions and subject to the |
| requirements of the laws of the State of Delaware (particularly |
| Chapter 1, Title 8 of the Delaware Code and the acts amendatory |
| thereof and supplemental thereto, and known, identified, and referred |
| to as the "General Corporation Law of the State of Delaware") hereby |
| certifies that: |
| |
| <ol> |
| <li>The name of the corporation (hereinafter called the "Corporation") is: |
| |
| <p align="center"><strong>THE APACHE SOFTWARE FOUNDATION</strong></p> |
| |
| <li>The address of the registered office of the Corporation in the |
| State of Delaware is 1013 Centre Road, City of Wilmington, County of |
| New Castle, Delaware, 19805; the name of the registered agent of the |
| Corporation at such address is Corporation Service Company. |
| <p> |
| <li>The purpose of the Corporation is to engage in any lawful act or |
| activity for which corporations which are organized not for profit may |
| be organized under the General Corporation Law of the State of |
| Delaware, including the creation and maintenance of "open source" |
| software distributed by the Corporation to the public at no |
| charge. Notwithstanding the forgoing, if the Board of Directors of the |
| Corporation elects to seek and obtains an exemption for the |
| Corporation from federal taxation pursuant to Section 501(a) of the |
| Internal Revenue Code, as amended (the "IRC"), and until such time, if |
| ever, that such exemption is denied or lost, the Corporation shall not |
| be empowered to engage directly or indirectly in any activity which |
| the Corporation believes would be likely to invalidate its status as |
| an organization exempt from federal taxation under Section 501(a) of |
| the IRC as an organization described in Section 501(c) of the IRC. |
| <p> |
| <li>No part of the net earnings of the Corporation shall inure to the |
| benefit of, or be distributable to, the Corporation's members, |
| directors or officers, or any other private person, except that the |
| Corporation shall be authorized and empowered to pay reasonable |
| compensation for services rendered and to make payments and |
| distributions in furtherance of the purposes herein set forth. |
| <p> |
| <li>The Corporation shall be a membership corporation and shall not |
| have the authority to issue capital stock. The conditions of |
| membership of the Corporation shall be as stated in the Bylaws of the |
| Corporation. |
| <p> |
| <li>The name and mailing address of the incorporator are as follows:</li> |
| <p> |
| <center> |
| <table border=0> |
| <tr valign="top"> |
| <td align="left">Name:<br>Address:</td> |
| <td align="left">Roy T. Fielding<br>(elided)<br>Laguna Beach, California</td> |
| </tr> |
| </table> |
| </center> |
| <p> |
| <li>In the event of the liquidation, dissolution, or winding up of the |
| affairs of the Corporation (whether voluntary or by operation of law), |
| the Board of Directors of the Corporation will, after paying or making |
| any provision for the payment all liabilities of the Corporation, |
| distribute all of the assets of the Corporation as it sees fit, |
| consistent with the contractual obligations of the |
| Corporation. Notwithstanding the foregoing, if the Corporation is |
| exempt from federal taxation pursuant to Section 501(a) of the IRC at |
| the time of any such liquidation, dissolution or winding up of the |
| affairs of the Corporation, then the Board of Directors shall make |
| such distribution(s) in such manner as the Board of Directors may |
| determine to the best suited to the accomplishment of the purposes of |
| the Corporation as set forth in Article 3 above and within the intent |
| of Section 501(c) of the IRC. |
| <p> |
| <li>After the original or other Bylaws of the Corporation have been |
| adopted, amended or repealed, as the case may be, in accordance with |
| the provisions of Section 109 of the General Corporation Law of the |
| State of Delaware, the power to adopt, amend or repeal the Bylaws of |
| the Corporation may be exercised by the Board of Directors of the |
| Corporation in accordance with the procedures set forth in the Bylaws |
| of the Corporation. |
| <p> |
| <li>Elections of directors need not be by written ballot unless the |
| Bylaws of the Corporation shall so provide. |
| <p> |
| <li>To the fullest extent permitted by the General Corporation Law of |
| the State of Delaware, as the same exists or may hereafter be amended, |
| a director of the Corporation shall not be personally liable to the |
| Corporation or its members for monetary damages for breach of |
| fiduciary duty as a director. |
| <p> |
| <li>From time to time any of the provisions of this Certificate of |
| Incorporation may be amended, altered or repealed, and other |
| provisions authorized by the laws of the State of Delaware at the time |
| in force may be added or inserted in the manner and at the time |
| prescribed by said laws, and all rights at any time conferred upon the |
| members of the Corporation by this Certificate of Incorporation are |
| granted subject to the provisions of this Article 11. |
| </ol> |
| |
| <p> |
| <strong>IN WITNESS WHEREOF</strong>, the undersigned incorporator has hereunto set |
| his hand, declaring and certifying under penalties of perjury that the |
| foregoing instrument is his act and deed and that the facts stated |
| herein are true, this 25th day of March, 1999. |
| |
| <p> |
| (signed)<br> |
| Roy T. Fielding, Incorporator |
| |
| </body></html> |