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INSURANCE ON FILE VVORK MAY PROCEED UNTIL INSURANCE EXPIRES A-2019-232 Ob/05/2o j,u CLERK OF COUNCIL DATE: SECOND AMENDMENT TO 0'.i.AG0z11U'tJcuyh•o- tirdy a THE DOWNTOWN MERCHANTS FUND OPERATING AGREEMENT FOR DOWNTOWN INC. THIS SECOND AMENDMENT TO THE DOWNTOWN MERCHANTS FUND OPERATING AGREEMENT is entered into this Yd day of December, 2019, by and between the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California ("City"), and the Downtown Inc., a California non-profit corporation ("DTI"). RECITALS A. On January 10, 2018, the City entered into the Downtown Merchants Fund Operating Agreement #A-2017-326 with DTI to create the Downtown Merchants Fund ("DMF") from a portion of downtown parking revenues for continued promotion of the downtown ("said Agreement"). The intent of said Agreement is for DTI to receive $100,000 from the DMF each calendar year that such funding is approved by City Council. B. On December 18, 2018, the City entered into a First Amendment to said Agreement with DTI in order to extend the term, add funding, and incorporate the annual budget for 2019. C. The City hereby approves an additional $100,000 in DMF funds for use by DTI in 2020 pursuant to the terms and conditions of said Agreement. Additionally, the City hereby approves DTI's 2020 DMF Annual Budget. D. In accordance with the terms and conditions of said Agreement, the parties desire to amend said Agreement to extend the term of said Agreement, add an additional $100,000 in DMF funding for the extended term of said Agreement, and incorporate DTI's 2020 DMF Annual Budget into said Agreement. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions of said Agreement, except as herein modified, the parties agree as follows: 1. Pursuant to the terms of said Agreement, the City Council approved an additional $100,000 in DMF funding for the 2020 calendar year to be utilized by DTI pursuant to DTI's 2020 DMF Annual Budget and the terms of said Agreement. 2. Section 1.02, Term, shall be amended to read as follows: "This Agreement shall commence on the date first written above and terminate on December 31, 2020, unless terminated earlier in accordance with sections 4.02 or 4.05 below." Section 2.01, Annual Budget and Program Report, subsection (a), shall be amended to reflect the City's approval of DTI's 2020 DMF Annual Budget, a true and correct copy of which is attached hereto as Exhibit A and incorporated herein by reference.