Res 2021-048/Amendment to Ch. 380 with Best Buy Texas.com

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DocuSign Envelope ID: F8CF7217-C8E8-45DA-A1 BE-A825AB5A11341D Amendment Number One to the Chapter 380 Economic Development Incentive Agreement This Amendment Number One to the Chapter 380 Economic Development Incentive Agreement ("Amendment") is effective as of March 2, 2021 (the "Amendment Effective Date"), and amends the Chapter 380 Economic Development Incentive Agreement between the City of San Marcos, Texas, a Texas municipal corporation (the "City") and Best Buy Texas.com, LLC, a Texas limited liability company (assignee of BestBuy.com, LLC by operation of the Assignment and Assumption with Novation Agreement dated August 1, 2017) (the "Company") which became effective on January 1, 2017 (the "Agreement"). The City and Best Buy shall be individually referred to as "Party" or collectively referred to as "Parties." Capitalized terms used but not defined in this Amendment shall have the meaning ascribed under the Agreement. RECITALS WHEREAS, pursuant to the Agreement, the Company operates an internet retail sales operation center in San Marcos, Texas and the City grants Best Buy certain economic development incentives; WHEREAS, the Parties now desire to clarify and update their respective obligations under the Agreement; NOW, THEREFORE, in consideration of the mutual covenants set forth herein, the Parties agree as follows: 1) Suspension of the Agreement. All performance obligations under the Agreement arising on or after January 1, 2021 shall be suspended until Company and City mutually agree, in writing, that either: (i) notwithstanding anything contained in Section 5 of the Agreement, the Agreement shall terminate effective upon the specific date agreed to by the Parties; or (ii) the suspended performance obligations shall resume effective upon the specific date agreed to by the Parties. For clarity, this Section does not suspend any obligation of the City to make Grant Payments associated with any period prior to January 1, 2021 for which funds have been budgeted and appropriated by the San Marcos City Council. 2) As of the Amendment Effective Date, The City acknowledges it has budgeted and appropriated funds sufficient to meet the payment obligations set forth in this Amendment. 3) Payments. Each Party agrees to completion of the following actions as representing full performance of the Parties' obligations for the Computation Quarters identified below: a) Upon the Amendment Effective Date, the City shall immediately pay Company: (i) $5,490,724 which represents the past due Sales Tax Grant Payment for the Computation Quarter beginning April 1, 2020 and ending June 30, 2020, (ii) $3,797,761 which represents the past due Sales Tax Grant Payment for the Computation Quarter beginning July 1, 2020 and ending September 30, 2020; and b) The City agrees to make Sales Tax Grant Payments to Company for the Computation Quarter beginning October 1, 2020 and ending December 31, 2020 as follows: