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19-R-11 Amazon Name change and contact informationWHEREAS, On November 6, 2012 the City of Schertz ( "the City "), the Schertz Economic Development Corporation ( "the SEDC "), and Guadalupe County ( "the County ") entered into an Economic Development Incentive Agreement (the "Agreement ") with Amazon.com.kydc LLC (the `Developer "); and WHEREAS, throughout this Agreement, the Developer has maintained its compliance with the Agreement and certified annually through the Annual Report; and WHEREAS, the Developer has informed the SEDC that the legal entity of the Developer will be merged into Amazon.com Services Inc. ( "ASI ") which is a wholly -owned subsidiary of Amazon.com, Inc. As result of the merger, ASI will succeed to all rights, duties and obligations of the Developer under the Agreement; and WHEREAS, under Resolution 13 -R -29 the City of Schertz City Council, with recommendation for approval by the SEDC Board, authorized the Change of Name Amendment form to reflect a change in the organization's legal name; and WHEREAS, under Resolution 13 -R -17 the City of Schertz City Council, with recommendation for approval by the SEDC Board, authorized the Contact Information Amendment form to amend contact information and to identify certifying officers associated with an agreement; and WHEREAS, the SEDC Board of Directors met on January 24, 2019 and unanimously approved SEDC Resolution No. 2019 -2 authorizing the Change of Name Amendment attached hereto as Exhibit A and the Contact Information Amendment attached hereto as Exhibit B between the City of Schertz Economic Development Corporation and Amazon.com.kydc LLC subject to the separate approval by the City of Schertz and Guadalupe County. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS THAT: Section 1. The City Council hereby authorizes the Change of Name Amendment attached hereto as Exhibit A and the Contact Information Amendment attached hereto as Exhibit B between the City of Schertz Economic Development Corporation and Amazon.com.kydc LLC subject to the separate approval by Guadalupe County. Section 2. The recitals contained in the preamble hereof are hereby found to be true, and such recitals are hereby made a part of this Resolution for all purposes and are adopted as a part of the judgment and findings of the City Council. Section 3. All resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Resolution are hereby repealed to the extent of such conflict, and the provisions of this Resolution shall be and remain controlling as to the matters resolved herein. Section 4. This Resolution shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. Section 5. If any provision of this Resolution or the application thereof to any person or circumstance shall be held to be invalid, the remainder of this Resolution and the application of such provision to other persons and circumstances shall nevertheless be valid, and the City Council hereby declares that this Resolution would have been enacted without such invalid provision. Section 6. It is officially found, determined, and declared that the meeting at which this Resolution is adopted was open to the public and public notice of the time, place, and subject matter of the public business to be considered at such meeting, including this Resolution, was given, all as required by Chapter 551, Texas Government Code, as amended. Section 7. This Resolution shall be in force and effect from and after its final passage, and it is so resolved. PASSED AND ADOPTED, this 5t' day of February, 2019 ATTEST: Brenda Dennis, City Secretary CITY OF SCTZ, TEXAS -2- Carpenter, Mayor -3- This Amendment has been approved in form by the City of Schertz (the "City ") and the City of Schertz Economic Development Corporation (the "SEDC ") as an amendment to update a change of name relating to an existing Economic Development Incentives Agreement dated November 6, 2012 (the "Agreement ") among the City, the SEDC, and your organization (the "Company "). Company Information: Under A below, insert the original legal Company name together with the type of organization (e.g., corporation, limited liability company, etc.) and the state of organization (e.g., Texas, Delaware, etc.) as it appeared on the original Agreement. Under B below, insert the current legal Company name together with the type and state of organization. Execution: On page 2, date, sign, and print the name and title of the person signing this Change of Name Amendment on behalf of the Company. A. Original Company Name: Amazon.com.k-ydc LLC Type of Organization: Corporation State of Organization: Delaware B. Current Company Name: Amazon.com Services, Inc. Type of Organization: C State of Organization: Delaware This Amendment does not reflect an assignment of the Company's interests under the Agreement or a sale of the Company or the assets subject to the Agreement. It solely reflects a change in the legal name of the Company. Except as amended by this Amendment, the Agreement remains in full force and effect. Please forward one original signed and dated Amendment to the following address: The City of Schertz Economic Development Corporation Attention: Executive Director 1400 Schertz Parkway Schertz, Texas 78154 The Amendment will then be signed on behalf of the City and the SEDC, and a copy of the fully signed Amendment will be returned to the Company. The undersigned hereby certifies that he/she is authorized to sign this Amendment on behalf of the Company. This Amendment is signed on behalf of the Company, the City and the SEDC. Amazon.com Services, Inc. (Name of Company) LOW (Print Name) Vice President (Title) (Date) CITY OF SCHERTZ, TEXAS 0 City Manager I U RN 01 RAI WkVA I B101 IMIJ CH U11 'ZIRVA I E910 M. SEDC President K' ��,, ) .�� i► � _ 1' , L -4- �z This Amendment has been approved in form by the City of Schertz (the "City ") and the City of Schertz Economic Development Corporation (the "SEDC ") as an amendment to update contact information for an existing Economic Development Incentives Agreement dated November 6, 2012 (the "Agreement ") among the City, the SEDC, and your organization (the "Company "). The information you provide below will be used for all notices to be provided to the Company under the Agreement. �. Company Dame: Under A below, insert the correct legal name of the Company. Notice Information: Under B below, insert the preferred Company contact information, including Company name, street address, city, state, zip code, name and title of the person to receive notices, together with that person's facsimile telephone number and e -mail address. (In addition, the person named in B l below identifies who in the Company will provide periodic certifications under the Agreement to the City and the SEDC on behalf of the Company.) Under B2 and B3 below, identify similar contact information for additional persons, if any, who should receive copies of notices to the Company. (Additional notice parties are entirely optional on the part of the Company.) Execution: On page 3, date, sign, and print the name and title of the person signing this Contact Information Amendment. A. Name of Company: B. Notice Information: 1. If to: Amazon.com Services, Inc. .,. L.. ', s� 1, _� Amazon.com Services, Inc. (Company Legal Name) 2121 7th Avenue (Street Address) Seattle, WA 98121 (City, State, Zip Code) Senior Manager, Economic Development (Attention: Name & Title) (206) 747 -4311 (Facsimile) economicdevelopment(a,amazon. com (E -Mail) 2. (Optional) With copy to: Amazon.com Services, Inc. (Business Name) 2121 7th Avenue (Street Address) Seattle, WA 98121 (City, State, Zip Code) Compliance Manager, SAT1 (Attention: Name & Title) (206) 747 -4311 (Facsimile) economicdevelopment@amazon.com (E -Mail) 3. (Optional) With copy to Amazon.com, Inc. (Business Name) P.O. Box 81226 (Street Address) Seattle, WA 98108 -1226 (City, State, Zip Code) General Counsel (Attention: Name & Title) (206) 266 -7010 (Facsimile) contracts- legalAamazon. com (E -Mail) For the Company's records, the current City and SEDC contact persons are as follows: If to the SEDC: If to the City: With a copy to: City of Schertz Economic Development Corporation 1400 Schertz Parkway Schertz, Texas 78154 Attention: Executive Director City of Schertz, Texas 1400 Schertz Parkway Schertz, Texas 78154 Attention: City Manager Denton, Navarro, Rocha, Bernal, & Zech A Professional Corporation 2517 N. Main Avenue San Antonio, Texas 78212 Attention: Charles E. Zech City Attorney - City of Schertz Facsimile: (210) 225 -4481 Email: charles.zech@rampage-sa.com Except as amended by this Amendment, the Agreement remains in full force and effect. Please forward one original signed and dated Amendment to the following address: The City of Schertz Economic Development Corporation Attention: Executive Director 1400 Schertz Parkway Schertz, Texas 78154 The Amendment will then be signed on behalf of the City and the SEDC, and a copy of the fully- signed Amendment will be returned to the Company. The undersigned hereby certifies that he/she is authorized to sign this Amendment on behalf of the Company. [REMAINDER OF PAGE INTENTIONALL Y LEFT BLANK] This Amendment is signed on behalf of the Company, the City and the SEDC. COMPANY Amazon.com Services, Inc. (Name of Company) By: (Print Name) Vice President (Title) (Date) CITY OF SCHERTZ, TEXAS By: (Print Name) City Manager CITY OF SCHERTZ ECONOMIC DEVELOPMENT CORPORATION By: (Print Name) SEDC President