FIFTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GOOGLE INC.

FIFTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF
GOOGLE INC.
a Delaware Corporation

GOOGLE INC., a corporation organized and existing under the laws of the State of
Delaware (the "Corporation"), hereby certifies as follows:
A. The name of the Corporation is Google Inc. The Corporation's original
Certificate of Incorporation was filed with the Secretary of State of the State of Delaware on
October 22, 2002.
B. This FIFTH Amended and Restated Certificate of Incorporation was duly adopted
in accordance with Sections 242 and 245 of the General Corporation Law of the State of Delaware, and restates, integrates and further amends the provisions of the Corporation's Certificate of Incorporation.
C. The text of the Certificate of Incorporation of this Corporation is hereby amended
and restated in its entirety as set forth in Exhibit A attached hereto.
IN WITNESS WHEREOF, Google Inc. has caused this Fourth Amended and Restated Certificate of Incorporation to be executed by the undersigned officer, thereunto duly authorized,
this 21nd day of November 2013.

GOOGLE INC.
a Delaware corporation


By: /s/SUNGHAN KIM
Name: SUNGHAN KIM
Title: Chief Executive Officer