EX-3.33 31 y17687exv3w33.txt CERTIFICATE OF LIMITED PARTNERSHIP Exhibit 3.33 Certificate of Limited Partnership of FR Sadsbury General Partner, LP. Certificate of Amendment to the Certificate of Limited Partnership of FR Sadsbury General Partner, LP (changing name to EB Sadsbury General Partner, LP). CERTIFICATE OF LIMITED PARTNERSHIP OF FR SADSBURY GENERAL PARTNER, LP The undersigned, being desirous of forming a limited partnership pursuant to the laws of the State of Delaware, does hereby certify as follows: I. The name of the partnership is FR Sadsbury General Partner, LP (the "Partnership"). II. The address of the Partnership's registered office in the State of Delaware is: Suite 1200, 222 Delaware Avenue, City of Wilmington, County of New Castle, DE 19801. The name of the Partnership's registered agent at such address is ATA Corporate Services, Inc. III. The name and address of the General Partner is as follows: FR Sadsbury Second, LLC c/o First Industrial Development Services, Inc. 200 Philips Drive Exion, PA 19341 State of Delaware Secretary of State Division of Corporations Delivered 03:14 PM 10/14/2003 FILED 03:10 PM 10/14/2003 SRV 030659329 - 3715121 FILE IN WITNESS WHEREOF, the undersigned has executed this Certificate of Limited Partnership this 14th day of October, 2003. By: FR Sadsbury Second, LLC, its sole general partner By: FR Sadsbury, LLC, a Delaware limited liability company, its sole member By: First Industrial Development Services, Inc., a Maryland corporation, its sole member By: /s/ ROBERT H. MUIR ------------------------------------ ROBERT H. MUIR Title: EXECUTIVE VICE PRESIDENT CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF LIMITED PARTNERSHIP OF FR SADSBURY GENERAL PARTNER, LP The undersigned, desiring to amend the Certificate of Limited Partnership of FR Sadsbury General Partner, LP, which was filed with the Secretary of State of the State of Delaware on October 14, 2003, pursuant to the provisions of Section 17-202 of the Revised Uniform Limited Partnership Act of the State of Delaware, does hereby certify as follows: FIRST: Article 1 of the Certificate of limited Partnership shall be amended as follows: "1. The name of the limited Partnership is hereby amended to be EB Sadsbury General Partner, LP." SECOND: Article 2 of the Certificate of Limited Partnership shall be amended as follows: "2. The address of its registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, Wilmington, County of New Castle, Delaware 19801. The name of the Partnership's registered agent for service of process in the State of Delaware at such address is The Corporation Trust Company." THIRD: Article 3 of the Certificate of Limited Partnership shall be amended as follows: "3. The name and mailing address of the general partner is as follows: EB Sadsbury Second, LLC c/o Electronics Boutique of America, Inc. 931 South Matlack Street West Chester, PA 19382* State of Delaware Secretary of State Division of Corporations Delivered 12:32 PM 05/24/2005 FILED 12:32 PM 05/24/2005 SRV 050428056 - 3715121 FILE IN WITNESS WHEREOF, the undersigned has executed this Certificate of Amendment as of this 23rd day of May, 2005. EB SADSBURY SECOND, LLC, a Delaware limited liability company, its sole general partner By: Electronics Boutique of America Inc., a Pennsylvania corporation, its sole member By: /s/ Illegible -------------------------------- Name: Illegible Title: Assistant Secretary