2010-136
wi n ORDINANCE NO.~2010-136
AN ORDINANCE OF THE CITY OF DENTON, TEXAS APPROVING AND
AUTHORIZING THE "AGREEMENT RELATED TO ADOPTION OF AMENDMENT TO
POWER SALES CONTRACT BETWEEN TEXAS MUNICIPAL POWER AGENCY, CITY
OF BRYAN, TEXAS, CITY OF DENTON, TEXAS, CITY OF GARLAND, TEXAS, AND
CITY OF GREENVILLE, TEXAS"; AUTHORIZING THE CITY MANAGER TO ACT ON
THE CITY'S BEHALF IN EXECUTING THE "AGREEMENT RELATED TO ADOPTION
OF AMENDMENT TO POWER SALES CONTRACT BETWEEN TEXAS MUNIICIPAL
POWER AGENCY, CITY OF BRYAN, TEXAS, CITY OF DENTON, TEXAS, CITY OF
GARLAND, TEXAS, CITY OF GREENVILLE, TEXAS" TOGETHER WITH ANY AND
ALL NECESSARY SUPPORTING DOCUMENTS; TO TAKE SUCH OTHER AND
FURTHER ACTIONS AS ARE NECESSARY IN ORDER TO EFFECTUATE AND
FINALIZE THE AFORESAID AGREEMENT; CONDITIONING THE APPROVAL OF THIS
ORDINANCE UPON THE ACCEPTANCE AND APPROVAL BY EACH OF THE
GOVERNING BODIES OF TEXAS MUNICIPAL POWER AGENCY, AND THE CITIES OF
BRYAN, GARLAND AND GREENVILLE, TEXAS; AND TO TAKE SUCH FURTHER
ACTIONS AS ARE NECES SARY IN ORDER TO EFFECTUATE AND FINALIZE THE
AFORESAID AGREEMENT TO TMPA AND ITS THREE OTHER MEMBER CITIES;
AUTHORIZING THE DELIVERY OF THE AFORESAID- AGREEMENT TO TMPA AND
ITS THREE OTHER MEMBER CITIES; AUTHORIZING THE EXPENDITURE OF ANY
FUNDS THEREFOR; AND DECLARING AN EFFECTIVE DATE.
WHEREAS, the City of Denton, Texas is a Member City of Texas Municipal Power
Agency ("TMPA"), a Joint Powers Agency; and
WHEREAS, disputes have arisen over various issues regarding the operations of TMPA;
and in December 2009, TMPA and its four Member Cities, Bryan, Denton, Garland and
Greenville, Texas reached a global settlement regarding the disputes, and have each approved
and entered into a"Global Compromise Settlement Agreement;" and
WHEREAS, it is necessary and appropriate for TMPA and the four TMPA Member
Cities, to execute this "Agreement Related to Adoption of Amendment to Power Sales Contract
between Texas Municipal Power Agency, City of Bryan, Texas, City of Denton, Texas, City of
Garland, Texas, City of Greenville, Texas;" to reflect their mutual understanding of certain facts;
and NOW THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The recitals in the preamble are true and correct.
SECTION 2. The City Manager is hereby authorized to execute and deliver the
"Agreement Related to Adoption of Amendment to Power Sales Contract between Texas
Municipal Power Agency, City of Bryan, City of Denton, City of Garland, City of Greenville,
Texas;" a copy of which agreement is attached hereto as Exhibit "A," incorporated herewith by
reference.
SECTION 3. The City Manager is hereby authorized to execute and deliver any other
and further documents related to the said "Agreement Related to the Adoption of Amendment to
Power Sales Contract between Texas Municipal Power Agency, City of Bryan, City of Denton,
City of Garland, City of Greenville, Texas" as are necessary to effectuate, finalize and deliver
said Agreement.
SECTION 4. This ordinance shall be and become effective immediately upon and after
its adoption and approval; provided however, that Texas Municipal Power Agency, and the
Cities of Bryan, City of Garland, and City of Greenville have each approved said Agreement.
PASSED AND APPROVED this the 8- day of 2010.
~
MARK A. B~RROtTGHS, MÁYOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
By:
APPROVED AS TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
By:
.
. ~
AGREEMENT RELATED TO ADOPTION OF AMENDMENT TO POWER SALES
CONTRACT BETWEEN TEXAS MiTNICIPAL POWER AGENCY, CITY OF BRYAN,
TEXAS, CITY OF DENTON, TEXAS, CITY OF GARLAND, TEXAS, AND CITY OF
GREENVILLE, TEXAS
Whereas, each of the Cities of Garland, Greenville, Bryan, Denton, Texas (collectively the
"TMPA Member Cities") are parties to separate but identical Power Sales Contracts with Texas
Municipal Power Agency ("TMPA") dated September 1, 1976 (the."PSC"); and
Whereas, the TMPA Member Cities have previously been involved in litigation related to the
meaning and application of the PSC; and
Whereas, the TMPA Member Cities have settled their disputes by entering into a Global
Compromise and Settlement Agreement effective December 17, 2009 (the "GCSA") and
approved by the governing body of TMPA and each of the TMPA Member Cities; and
Whereas, each of the TMPA Member Cities will consider for approval an amendment to the
PSC to provide for the creation of an electric transmission facility financing structure that will
permit TMPA to finance and/or refinance electric transmission facilities in a manner that (i) will
permit the issuance of bonds and other obligations that are secured by TMPA transmission
revenues and (ii) will not result in the extension of the PSC notwithstanding the term of such
bonds or obligations transmission financing amendment"); and
Whereas, the TMPA Member Cities intend that, with one exception, nothing contained in the
transmission financing amendment shall modify, alter, supercede, amend or otherwise change
the rights and ōbligations of the parties under the GCSA, the one exception being that the parties
intend the transmission financing amendment to supercede Section 2, Paragráph (B)(8) of the
GCSA.
NOW THEREFORE, in consideration of the foregoing, the mutual undertakings herein
contained, and other good and valuable consideration, the receipt and sufficiency is hereby
acknowledged, each Member City agrees as follows:
1. Nothing contained in the transmission financing amendment to the PSC shall modify,
alter, amend, supercede, or otherwise change the rights and obligations of the parties under the
GCSA, except that the transmission financing amendment shall supercede Section 2, Paragraph
(B)(8) of the GCSA in the event of any inconsistency between them.
2. Each of the Member Cities agrees that it will not, in any litigation between themselves or
between a member city and any third party, including any litigation between a Member City and
TMPA, allege, contend, or argue, that the transmission financing amendment to the PSC in any
way supercedes, mod'ifies, alters, amends or otherwise changes the terms of or the rights and
obligations of the parties under the GCSA except as to Section 2, Paragraph (B)(8) of the GCSA.
3. Each of the TMPA Member Cities specifically agrees that, except as to Section 2,
Paragraph (B)(8) of the GCSA, in any dispute arising regarding the meaning and effect of the
transmission financing amendment to the PSC and the GSCA, to the extent that the documents
are inconsistent, the terms of the GSCA shall control.
4. Each of the TMPA Member Cities fu.rther agrees that nothing contained within the
transmission financing amendment to the PSC, and nothing contained in this agreement, shall in
any way extend the term of the PSC beyond September 1, 2018.
5. If this agreement is approved and executed by each Member City, then this agreement
shall be effective upon the Amendment Date as specified in the transmission financing
amendment, if such amendment is adopted by TMPA and each Member City.
CITY OF BRYAN, TEXAS
By:
Date:
ATTEST:
By:
CITY OF DENTON, TEXAS
By: ~ -
- Date: Q
ATTEST:
By:
CITY OF GARLAND, TEXAS
By:
Date:
ATTEST:
By:
CITY OF GREENVILLE, TEXAS
By:
Date:
ATTEST:
By:
GEUS, ACTING ON BEHALF OF THE
CITY OF GREENVILLE PURSUANT TO
ITS CHARTER
By:
Don Bolin
Chairman, Board of Trustees of
Electric Utility Board
Date:
ATTEST:
By: