CERTIFICATE OF INCORPORATION
OF
NEW QUEST HOLDINGS CORP.
FIRST: The name of
the corporation is New Quest Holdings Corp. (the
“Corporation”).
SECOND: The
address of the Corporation’s registered office in the State
of Delaware is Corporation Trust Center, 1209 Orange Street in the
City of Wilmington, County of New Castle, 19801. The name of the
Corporation’s registered agent at that address is The
Corporation Trust Company.
THIRD: The purpose
of the Corporation is to engage in any lawful act or activity for
which corporations may be organized under the General Corporation
Law of the State of Delaware or any successor statute (the
“DGCL”).