2025-002 - Approving and authorizing an Economic Development Agreement by and between the City of Paris and AUDAX Enterprises

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such determination by the State of Texas. The provisions of this Section shall survive the termination of this Agreement. (f) Q�EgDt..Fa y.!pe,RL Terminations Suspension. This payment of Annual Sales Tax Grants shall terminate on the effective date of determination by the State of Texas or other appropriate agency or court of competent jurisdiction that the Leased Premises are not a place of business resulting in Sales and Use Taxes being due the City from the sale of Taxable Items by Retailers at the Leased Premises. In the event the State of Texas seeks to invalidate the Leased Premises as a place of business where Sales and Use Tax was properly remitted to the State of Texas (the "Comptroller Challenge"), the payment of Annual Sales Tax Grants by the City hereunder shall be suspended until such Comptroller Challenge is resolved in whole favorably to the City. In such event, the Company shall not be required to return or refund Annual Sales Tax Grants previously received from the City provided the Company is actively defending against and/or contesting the Comptroller Challenge and the Company promptly informs the City in writing of the Company's actions and with copies of all documents and information related thereto. In the event the Comptroller Challenge is not resolved favorably to the City and/or in the event the State of Texas determines that the Leased Premises are not a place of business where the Sales and Use Tax was properly remitted to the State of Texas, and Sales and Use Tax Receipts previously paid or remitted to the City relating to the Leased Premises are reversed and required to be repaid to the State of Texas, then the obligation to pay the Annual Sales Tax Grants shall terminate and the Company shall refund all Annual Grants received by the Company from the City that relate to the Comptroller Challenge, which refund shall be paid to the City within forty-five (45) days of the date that the Comptroller Challenge require the City to repay Sales and Use Tax Receipts. Article IV—Limitations on Annual Grants 4.1 Current Revenue. The Annual Property Tax Grants and Annual Sales Tax Grants made hereunder shall be paid solely from lawfully available funds that have been appropriated by the City. Under no circumstance shall City's obligations hereunder be deemed to create any debt within the meaning of any constitutional or statutory provision. The Grants shall be paid solely from annual appropriations from the general funds of the City or from such other funds of the City as may be legally set aside for such purpose consistent with Article III, Section 52(a) of the Texas Constitution. Further, City shall not be obligated to pay any commercial bank, lender, or similar institution for any loan or credit agreement made by Company. None of the City's obligations under this Agreement shall be pledged or otherwise encumbered in favor of any commercial lender and/or similar financial institution. 4.2 Grant Limitations. Under no circumstances shall the obligations of the City hereunder be deemed to create any debt within the meaning of any constitutional or statutory provision; provided, however, City agrees during the term of this Agreement to