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2011-202FILE REFERENCE FORM 2011-202 X Additional File Exists Additional File Contains Records Not Public, According to the Public Records Act Other FILE(S) Date Initials Letter Amendment to Transmission Operator Consulting Services A reemen� — Ordinance No. 2012-364 12/18/12 JR ORDINANCE NO. 2011- `� �.� AN ORDINANCE APPROVING A"TRANSMISSION OPERATOR CONSULTING SERVICES AGREEMENT" BY AND BETWEEN THE CITY OF DENTON, TEXAS AND THE CITY OF GARLAND, TEXAS ]N THE AMOUNT NOT-TO-EXCEED $350,000; DIRECTING THE CITY ATTORNEY OR HER DESIGNEE TO SEAL EXHIBIT "C" TO THE AGREEMENT AND DELNER SAID EXHIBIT "C" TO THE CITY SECRETARY FOR DEPOSIT; AS THE SAID EXHIBIT "C" CONTAIlVS INFORMATION THAT IS CONFIDENTIAL, COMPETITIVE, SENSITIVE AND DEALS WITH THE SECURITY OF THE DME SYSTEM; WHICH EXHIBIT "C" CONSTITUTES A PUBLIC POWER COMPETITIVE AND FINANCIAL MATTER 1N ACCORDANCE WITH SECTION 552.133 OF THE TEXAS GOVERNMENT CODE; AUTHORIZING THE CITY MANAGER TO EXECUTE AND DELIVER SAID AGREEMENT; PROVIDING FOR THE EXPENDITURE OF FUNDS; PROVIDING AN EFFECTNE DATE. THE PUBLIC UTILITIES BOARD HAS CONSIDERED THIS AGREEMENT. WHEREAS, the City of Denton, Texas is a Home-Rule City, and operates its municipal electric utility, Denton Municipal Electric; and in connection therewith it engages in electric transmission activities, and must qualify with and comply with the applicable rules and regulations in serving its ratepayers, which transmission activities are regulated by the Texas Reliability Entity ("TRE"), the Electric Reliability Council of Texas ("ERCOT"), the Public Utility Commission of Texas ("PUCT"), the North American Reliability Corporation ("NERC"), and the Federal Energy Regulatory Commission ("FERC"); and WHEREAS, Denton Municipal Electric is currently making the transition to being registered as three different NERC utilities. It is presently registered both as a"Transmission Planner" and as a"Transmission Owner." However, since DME is operating transmission assets greater than 100kV, it must also now qualify to serve as a"Transmission Operator." Qualification and registration as a"Transmission Operator" is a major step for DME and is mandatorily required by the regulatory authorities; and WHEREAS, a requirement of this registration is that one of fourteen (14) existing ERCOT Transmission Operators must operate DME's transmission assets until the arrival of the TRE authorities arrive on-site. The TRE authorities have not yet arrived on-site and in order to comply with the applicable regulations, DME must obtain the services of one of the fourteen existing ERCOT Transmission Operators to provide services far it to serve as a Transmission Operator Consultant to DME; and WHEREAS, the City of Garland is the present Transmission Operator for Texas Municipal Power Agency, which interconnects with the DME system; Garland in addition, already has Supervisory Control and Data Acquisition ("SCADA") equipment in place to monitor these transmission assets; Garland is willing and able to provide the necessary services, cooperation, supervision and assistance to DME until DME qualifies as a Transmission Operator and meets TRE established criteria; and Page 1 WHEREAS, in accordance with the provisions of Sec. 551.086 of the Texas Government Code, after due public notice being given, the City Council, being a"Public Power Utility Governing Body" under Senate Bi117, has discussed and deliberated the "Transmission Operator Consulting Services Agreement" ("Agreement") in a Closed Meeting on October 18, 2011 and is of the opinion, after considering the Agreement, and after considering the advice and the opinion of legal counsel, that Exhibit "C" to the Agreement, being entitled "DME and GP&L TOP Responsibility Matrix" is a document that is a Public Power Utilities — Competitive Matter under the provisions of Section 552.133 of the Texas Government Code, as the document contains detailed confidential, sensitive, competitive matters, and security information relative to the DME system, and thereby finds that the said Exhibit "C" should be sealed and excepted from public disclosure; and the Council does hereby direct that the said Exhibit "C" to said Agreement be sealed by the City Attorney or her designee, and delivered in a sealed envelope to the City Secretary in accordance with the law; and WHEREAS, the City Council has further determined that it is in the public interest that it should exercise its rights under the Section 552 of the Texas Government Code to lawfully safeguard and keep said Exhibit "C" of the Agreement sealed, as that portion of the Agreement is a competitive document which contains competitive electric information; and WHEREAS, the Council deems that there is a substantial need for the services and it is in the public interest to enter into this Agreement with the City of Garland, Texas as provided in said Agreement; NOW THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The above recitals in the Preamble to this ordinance are hereby incorporated by reference herewith, as a part of this ordinance for all purposes pertinent. SECTION 2. The City Manager is hereby authorized to execute and deliver the "Transmission Operator Consulting Services Agreement" ("Agreement") which is attached hereto, and provides for personal services to be rendered by the City of Garland, Texas for the benefit of the City of Denton, Texas, in the amount not-to-exceed $350,000. SECTION 3. The expenditure of funds therefore is hereby authorized in accordance with said Agreement. SECTION 4. Itnmediately following the execution of the Agreement, the City Attorney or her designee, shall seal, and the City Secretary shall, as provided for above in this ordinance, maintain the said Exhibit "C" to said Agreement in her custody and control, as a document excepted from disclosure under the provisions of Section 552.133 of the Texas Government Code (the "Public Power Exception"), unless otherwise lawfully ordered to disclose said document. SECTION 5. This ordinance shall become effective immediately upon its passage and approval. Page 2 PASSED AND APPROVED this the � day of �" , 2011. ATTEST: JENN�ER WALTERS, CITY SECRETARY B � APPROVED AS TO LEGAL FORM: A1�IITA BURGESS, CITY ATTORNEY B :J� y Page 3 7 � . B O S, MAYOR ; T1L4NSMISSI�N OPERATOR CONSULTING SERVICES AGREEMENT !� /�S `' /�'1 �''i� �� T is Tr nsm' �Operator Consulting Services Agreement is entered into on this-�day of .ff��'/"' a�� a ,�61T (the "Effective Date") between the City of Denton, Texas ("Denton") and the � City of Garland, Texas ("Garland"). WHEREAS, Denton owns and operates, as "Denton Municipal Electric", a municipal electric system that includes certain transmission facilities for the purpose of delivering electric power and energy to customers of DME, including wholesale transmission customers within the area of jurisdiction of the Electric Reliabiliiy Council of Texas ("ERCOT") as identified in E�ibit A; and WHEREAS, in order to operate its transmission system (the "DME Transmission System"), DME must provide or obtain certain services related to the DME Transmission System in compliance with the rules and regulations applicable to transmission operators registered with North American ReliaUility Cooperation ("NERC"); Now, therefore, for and in consideration of the mutual obligations of the parties as expressed below and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: Section 1. Transmission Operator Consultin� Services. (A) Garland shall, during the term of this Agreement, provide to Denton those transmission operator consulting services associated with the DME Transmission System as more particularly described in the matrix of requirements and responsibilities attached to this Agreement as ExhiUit C. In provided those transmission operator consulting services to Denton, Garland shall provide such services in accordance with the applicable rules and regulations, if any, of the Federal Energy Regulatory Commission ("FERC"), the Public Utility Cornmission of Texas ("PUC"), the North American Electric Reliability Corporation ("NERC"), and ERCOT in the manner that Garland provides such functions on its own behalf. (B) Garland does not, by this Agreement, by implication, or otherwise, assume or promise to perform any function or obligation of DME in particular, or of transmission operators in general, not otherwise required of a transmission operator by the applicable rules and regulations of FERC, the PUC, NERC, ERCOT or any other entity that has or may acquire jurisdiction over Garland, Denton or transmission operators in general. Garland does not assume or undertake responsibility for any functions other than those assigned to Garland in Exhibits A and C to this Agreement. Unless otherwise expressly agreed in writing by the parties, this Agreement does not extend to any material expansion or alteration of the DME Transmission System. In the event that any applicable rule or regulation promulgated by FERC, the PUC, NERC, ERCOT or any other entity that has or rnay acquire jurisdiction over Garland, Denton or transmission operators in general materially and adversely affects, as determined in the sole discretion of Garland, the utility, feasibility or financial parameters of this Agreement, Garland may terminate this Agreement, at will and without cause, by giving written notice of termination to the Denton not less than sixty days prior to the date of termination contingent on a time in which ERCOT can accornmodate communications to switch transmission operator control back to DME's control system, whichever is later. (C) During the term of this Agreement, DME shall be responsible for creating, issuing, and maintaining such policies, protocols or procedures as may be necessary to operate as a transmission operator on Denton's Uehalf with Garland `s consultation, provided that Denton shall promptly, fully and timely cooperate with and assist Garland in the performance of Garland's duties under this Agreement as identified in Exhibit C. Denton shall promptly, fully, and timely provide to Garland any and all information in its possession or control that is necessary to enaUle Garland to discharge its duties under this Agreement. Denton shall create, issue, and maintain all necessary policies and procedures required by the regulating agencies to function as a Transmission Owner/Transmission Planner. The Critical Infrastructure Protection ("CIP") requirements described in Exhibit C to this Agreement shall be the responsibility of Denton with the exception of those CIP requirements related to Garland's control center(s). Garland bears no responsibility for nego�iating or participating in the drafting or execution of any agreement or transaction for or on behalf of Denton, even if those may relate to the provision of transmission operator services. (D) The parties acknowledge that, due to continuing changes in the design and configuration of the DME Transmission System as descriUed in Exhibit A, because the potential for changes to the contact information in ExhiUit "B", and because of likely or potential changes in NERC standards or ERGOT operating guides and protocols reflected in-the matrix in Exhibit "C" and referenced in the `Revision History' of Exhibit C, the parties hereUy authorize such amendrnents to those exhibits as may be necessary from time-to-time which the parties may, by mutual agreement and without the necessity of obtaining governing board approval from either party, revise as circumstances may warrant. Notwithstanding the amendment of an exhibit to this Agreement as authorized by this subsection, the other terms and provisions of this Agreement shall remain in full force and effect. Section 2. Equipment. Denton shall promptly and fully provide and install all equipment necessary to enable Garland to perform the transmission operator consulting duties assigned to Garland by this Agreement. Such equipment shall Ue compatible with the Garland Supervisory and Control Data Acquisition ("SCADA") and the Garland Energy Management System ("EMS" ). Denton shall provide all hardware and soflware associated with transmission elements installed in the field, including maintenance, testing and documentation thereof, for compliance purposes. Garland shall provide SCADA and Energy Management System (EMS) and control the DME transmission system as indicated in Exhibit A, including a primary and Uackup control center. Garland shall provide 24/7 cornmunications with ERCOT in a manner that Garland provides such functions on its own Uehalf as a transmission operator on behalf of Denton in relation to the DME Transmission System. Section 3. Cost Reimbursement. (A) Denton agrees to pay Garland as follows: (1) An initial, one-time start-up fee of $20,000 payable upon the Effective Date of this Agreement; (2) A monthly fee of $25,000 payable on or before the last day of each month for the first six months of this Agreement; (3) For rnonths seven through twelve, a monthly fee of $30,000.00 payable on or before the last day of each month; (4) For each month following one year after the Effective Date of this Agreement, a monthly fee of $39,000.00 payable on or before the last day of each month. (B) If Garland incurs the expense of adding additional equipment or man-power not covered in this Agreement, Denton agrees to reimburse Garland for such expenditures at not less than the actual, out-of-pocket costs incurred by Garland prior to any work being performed by Garland. Reimbursement includes field services or the expenses of addihonal help in gathering data for audit purposes requested by Denton or required to be performed under this Agreement. Section 4o Assumution of Liabilitv for Fines and Penalties• Disclaimers of Warranties• Covenants Not to Sue; Limitations of Liabilitv. (A) Denton acknowledges that, in performing transmission operator consulting duties on Uehalf of Denton, Garland is exposed to significant regulatory liabilities far in excess of the monetary consideration being paid to Garland under this Agreement. Denton further acknowledges that the consideration being paid to Garland under this Agreement does not reflect that regulatory exposure and thus does not adequately compensate Garland for the risks involved. As an integral and inseparable part of the consideration being given to Garland for undertaking the obligations of this Agreement, Denton agrees to assume all responsibility for the payment of any monetary fine, administrative penalty, or civil penalty assessed by a regulatory authority (including, without limitation, NERC or ERCOT) against Garland arising from Garland's performance under or pursuant to this Agreement REGARDLESS WHETHER THE FINE OR PENALTY IS INCURRED AS A RESULT OF GARLAND'S NEGLIGENCE. Each party agrees to promptly notify the other party in the event it receives notice of a pending or proposed assessment of a fine or penalty, and each pariy agrees to fully cooperate in the defense of any proceedings taken to assess or contest the fine or penalty. (B) Garland agrees that it shall pursue all of its obligations under this Agreement using the same diligence and care with which it would undertake such matters on its own. GARLAND EXPRESSLY DISCLAIMS ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND OR NATURE, EXPRESS OR IMPLIED, AS TO THE SERVICES TO BE PERFORMED OR ANY EQUIPMENT TO BE PROVIDED UNDER THIS AGREEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, GARLAND EXPRES5LY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES REGARDING MERCHANTABILITY, USAGE, SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO THOSE SERVICES OR THAT EQUIPMENT, OR ANY PART THEREOF. THE LIMITED WARRANTIES CONTAINED IN THIS AGREEMENT ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARR.ANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THE GOODS AND SERVICES BEING PROVIDED UNDER THIS AGREEMENT ARE BEING OFFERED AND SOLD "AS IS", "WHERE-IS". DENTON FURTHER AGREES THAT GARLAND SHALL NOT BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CON5EQUENTIAL DAMAGES OR FOR THE LOSS OF PROFIT OR REVENUE ARISING FROM THE PROVISION OF GOODS OR SERVICES UNDER THIS AGREEMENT EVEN IF GARLAND HAS BEEN ADVISED OF SUCH POSSIBILITY. IN NO EVENT SHALL DAMAGES TO DENTON, WHETHER ARISING FROM BREACH OF CONTRACT OR WARRANTY, BY TORT, STRICT LIABILITY OR OTHERWISE EXCEED TI3E AMOUNT ACTUALLY PAID BY DENTON TO GARLAND UNDER THIS AGREEMENT. (C) Denton covenants and agrees not to sue Garland, its elected officials, officers, employees, attorneys, servants, agents or contractors for any act or omission related to their performance or obligations under this Agreement. Specifically, Denton waives its right to bring any claims or causes of action against Garland, its elected officials, officers, employees, attorneys, servants, agents or contractors in contract or in tort or otherwise, including but not limited to their negligence, in any way related to their performance or obligations under this Agreement. Denton represents and acknowledges-that there is no-disparity of bargaining power between-Denton and -- Garland, that both parties have been advised by competent legal counsel as to the effect of this covenant, and that Denton is under no compulsion to agree to this covenant not to sue. (D) Notwithstanding anything else to the contrary herein the overall liability of Garland under this Agreement shall be limited to the amount of monetary consideration received in hand by Garland from Denton under the provisions of Section 3 of this Agreement. In no event shall Garland Ue liable for any consequential or punitive damages arising directly or indirectly from a breach of this Agreement. (E) The oUligations of either party under this Agreement shall be without recourse to any of the elected officials, officers, employees, agents, attorneys, or representatives of such party. (F) The provisions of this section shall survive termination of this Agreement for any reason. Section 5. Term and Termination. (A) This Agreement shall have an initial term of eighteen months commencing with the Effective Date. (B) This Agreement may, at the option of Denton, be renewed for a month-to-month term by providing not less than fifteen days written notice of renewal to Garland prior to the end of the initial term and thereafter not less than fifteen days prior to the end of each renewal term. (C) In the event a party (the "Defaulting Party") is in Ureach of a material provision of this Agreement, the party not in default (the "Non-defaulting Party") may provide to the Defaulting Party notice of the default and a reasonable opporiunity, not less than fifteen days, to cure the Ureach. If the Defaulting Party fails to cure the breach within the time specified, or (in the event the Ureach cannot Ue cured within such time) the Defaulting Party has failed to commence efforts necessary to cure the Ureach within such time, the Non-defaulting Party may, by sending a notice, terminate this Agreement. (D) However, either pariy may terminate this Agreement sooner for convenience, at will, and without cause, Uy giving written notice of termination to the other parry not less than sixty days prior to the date of termination. Section 6. Notices. Any notice required or desired to be given from one party to the other party to this Agreement shall be in writing and shall be given and shall be deemed to have been served and received (whether actually received or not) if (i) delivered in person to the address set forth Uelow; (ii) deposited in an official depository under the regular care and custody of the United States Postal Service located within the confines of the United States of America and sent by certified mail, return receipt requested, and addressed to such party at the address hereinafter specified; or (iii) delivered to such party by courier receipted delivery. Either party may designate another address within the confines of the continental United States of America for notice, but until written notice of such change is actually received by the other party, the last address of such party designated for notice shall remain such party's address for notice. _ _ - - _ _ Section 7. No Assignment. Neither parly shall have the right to assign that party's interest in this Agreement without the prior written consent of the other party. Section 8. Severabilitv. If any term or provision of this Agreement is held to be illegal, invalid or unenforceable, the legality, validity or enforceability of the remaining terms or provisions of this Agreement shall not be affected thereby, and in lieu of each such illegal, invalid or unenforceable term or provision, there shall be added automatically to this Agreement a legal, valid or enforceable term or provision as similar as possible to the term or provision declared illegal, invalid or unenforceable. Provided, however, that if the illegality, invalidity or unenforceability of any term or terms renders the basic purposes of this Agreement illegal, invalid or unenforceable or otherwise materially and adversely affects the utility or financial parameters of this Agreement, then either Denton or Garland may, upon written notice to the other, terminate this Agreernent. The parties agree to thereafter enter into good faith negotiations to replace this Agreernent with a contract as similar to the terms and conditions of this Agreement as legally permissible. Section 9. Waiver. Either Denton or Garland shall have the right to waive any requirement contained in this Agreernent which is intended for the waiving party's benefit, Uut, except as otherwise provided herein, such waiver shall Ue effective only if in writing executed Uy the pariy for whose Uenefit such requirement is intended. No waiver of any breach or violation of any term of this Agreement shall be deemed or construed to constitute a waiver of any other breach or violation, whether concurrent or suUsequent, and whether of the same or of a different type of Ureach or violation. Sectionl0. Governing Law; Venue. This Agreement and all of the transactions contemplated herein shall be governed Uy and construed in accordance with the laws of the State of Texas. The provisions and obligations of this Agreement are performable in Dallas County, Texas such that exclusive venue for any action arising out of this Agreement shall be in Dallas County, Texas. Sectionll. Paragraph Headings; Construction. The paragraph headings contained in this Agreernent are for convenience only and shall in no way enlarge or limit the scope or meaning of the various and several paragraphs hereof. Both parties have participated in the negotiation and preparation of this Agreement and this Agreement shall not Ue construed either more or less sirongly against or for either party. Section 12. Binding Effect. Except as limited herein, the terms and provisions of this Agreement shall be Uinding upon and inure to the benefit of the parties hereto and their respective heirs, devisees, personal and legal representatives, successors and assigns. Section 13. Gender. Within this Agreement, words of any gender shall be held and construed I to include any other gender, and words in the singular number shall be held and construed to include the plural, unless the context otherwise requires. Section 14. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, and all of which shall constitute but one and the same instrument: _ _ _ - - _ _ _ _ _ _ Section 15. Exhibits. All exhibits to this Agreement are incorporated herein by reference for all purposes wherever reference is made to the same. Section 16. Computation of Deadlines. If any deadline contained herein ends on a Saturday, Sunday or a legal holiday recognized by the Texas Supreme Court, such deadline shall automatically be extended to the next day that is not a Saturday, Sunday or legal holiday. Section 17. Entire Agreement. It is understood and agreed that this Agreement contains the entire agreement between the parties and supersedes any and all prior agreements, arrangements or understandings between the parties relating to the subject matter. No oral understandings, statements, promises or inducements contrary to the terms of this Agreement exist. SuUject to the provisions of Section (1)(D), this Agreement cannot be changed or terminated orally and no written modification of this Agreement shall be effective unless executed Uy both parties. Section 18. Relationship of Parties; No Third-Partv Beneficiaries. Nothing contained in this Agreement shall Ue deemed or construed by the parties hereto or by any third parly to create the relationship of principal and agent or of partnership, joint venture, or employment, it Ueing expressly understood and agreed that no provision contained in this Agreement nor any act or acts of the parties shall Ue deemed to create any relationship between the parties other than the relationship of independent parties contracting with each other solely for the purpose of effecting the provisions of this Agreement. Neither parly has the authority to enter into contracts or to assume any oUligation for the other, nor to make warranties or representations on behalf of the other except in accordance with the express terms of this Agreement or as otherwise authorized in writing by the other. Except for the provisions of this Agreement relating to the indemnification, release, and covenants not to sue the officials, employees, agents and representatives of Garland, there are no third-party beneiiciaries to this Agreement and no third- party beneficiaries are intended by implication or otherwise. Section 19. Force Majeure. Notwithstanding anything in this Agreernent which is or rnay appear to be to the contrary, if the performance of any covenant or obligation to be performed Uy Garland is prevented or delayed as a result of circumstances which are beyond the reasonable control of Garland (which circumstances may include, without limitation, pending litigation, acts of God, war, terrorism or acts of civil disobedience, acts of sabotage, fire or other casualty, shortage of materials, adverse weather conditions [such as, by way of illustration and not of limitation, severe rain storms or Uelow freezing temperatures, or tornados] labor action, strikes or similar acts, moratoriums or regulations or actions by governmental authorities), the time for such performance shall be extended by the amount of time of such delay, but no longer than the amount of time reasonably occasioned by the delay . Section 20. No Waiver of Immunity or Defense. No party, by execution of this Agreement, waives nor shall be deemed to have waived, any imrnunity or defense that would otherwise be available to it including, without limitation, immunity from liability and suit for damages to one another or to any third-party except as Uetween Denton and Garland, Uoth of which release, disclaim, and waive all immunities between them relating to the enforcability of this Agreement. EXECUTED on the dates indicated below but deemed to be effective on the Effective Date provided above. CITY OF DENTON, TEXAS: B Name: George C. Campbell Title: Ci Manager Date: 10/25/2011 ADDRESS FOR NOTICE: CITY OF GARLAND, TEXAS: By: Nat Titl Dat ���„fC ATTEST: JENNIFER WALTERS, CITY SECRETARY ' �lil / r � ./i./1J/L / ���/ � APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY By: �> EXHIBIT "A" DEVICE TYPE SO10 BREAKER 8011 5 W ITCH 8012 SWITCH 8013 SWITCH AR 410 MOD AR 411 SWITCH AR 420 MOD AR421 SWITCH OWNER DME DME DME DME DME DME DME DME KV 138 138 138 138 138 138 138 138 GP&Lto CONTROL YES YES YES YES YES YES YES YES SCADA CONTROLby GP&L YES NO NO NO NO NO NO NO SEEN BY SCADA NOTES YES YES YES YES YES YES YES YES DEVICE DN351 DN330 DN331 DN333 DN300 DN301 DN303 DN340 DN341 DN343 DN332 DN411 NPE SWITCH BREAKER SW�TCH SWITCH BREAKER SWITCH SWITCH BREAKER SWITCH SWITCH SWITCH MOD OWNER DME DME DME DME DME DME DME DME DME DME DME DME KV 69 69 69 69 69 69 69 69 69 69 69 138 GP&Lto CONTROL N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A YES SCADA CONTROL by GP&L N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A NO SEEN BYSCADA NOTES YES YES YES YES YES YES YES YES YES YES YES YES does not apply to the TOP function does not apply to the TOP function does not apply to the TOP function does not apply to the TOP function does not apply to the TOP function does not apply to the TOP function does not apply to the TOP function does not apply to the TOP function does not apply to the TOP function does not apply to the TOP function does not apply to the TOP functlon DEVICE F 401 F 403 F 421 F 433 F 430 F 431 F 440 F 441 F 443 F 450 TYPE SWITCH SWITCH MOD SWITCH BREAKER SWITCH BREAKER SWITCH SWITCH SWITCH OWNER DME DME DME DME DME DME DME DME DME DME KV 138 138 138 138 138 138 138 138 138 138 GP&Lto CONTROL YES YES YES YES YES YES YES YES YES YES SCADA CONTROL by GP&L NO NO NO NO YES NO YES NO NO NO SEEN 8Y SCADA YES YES YES YES YES YES YES YES YES YES NOTES includes recloser indication and control includes recloser indication and control DEVICE 1400 1401 I 403 1430 1431 I 433 1440 1441 I 443 1450 1421 1411 TYPE BREAKER 5 W ITCH SWITCH BREAKER SWITCH SWITCH BREAKER SWITCH SWITCH MOD MOD MOD OWNER DME DME DME DME DME DME DME DME DME DME DME DME KV 138 138 138 138 138 138 138 138 138 138 138 138 GP&Lto CONTROL YES YES YES YES YES YES YES YES YES YES YES YES SCADA CONTROL6yGP&L YES NO NO YES NO NO YES NO NO NO NO NO SEEN BY SCADA NOTES YES YES YES YES YES YES YES YES YES YES YES YES includes recloser indication and control includes recloser indicatfon and control DEVICE JC 8014 JC 430 JC 431 . JC 433 JC 420 JC 421 JC 400 JC 401 JC 403 JC 411 JC 410 JC 440 JC 441 1C 443 TYPE MOD BREAKER SWITCH S W ITCH BREAKER SWITCH BREAKER SWITCH SWITCH SWITCH BREAKEH BREAKER SWITCH SWITCH OWNER TMPA DME DME DME DME DME DME DME DME DME DME DME DME DME KV 138 138 138 138 138 138 138 138 138 138 138 138 138 138 GP&Lto CONTROL YES YES YES YES YES YES YES YES YES YES YES YES YES YES SCADA CONTROL by GP&L NO YES NO NO YES NO YES NO NO NO YES YES NO NO SEEN BY SCADA YES YES YES YES YES YES YES YES YES YES YES YES YES YES N OTES Includes recloser indication and control includes recloser indication and control DEVICE TYPE OWNER KV DNPK 8017 MOD TMPA 138 DNPK 8037 MOD TMPA 138 DNPK 8027 MOD TMPA 138 DNPK 430 SWITCH DME 138 DNPK 411 MOD DME 138 DNPK 421 MOD DME 138 DNPK 431 MOD DME 138 GP&L to CONTROL SCADA CONTROI by GP&L SEEN BY SCADA YES NO YES YES YES YES YES YES YES NO YES NO YES NO YES NO YES NO YES NO YES NOTES There is no SCADA contral for theses three MODs. Local manual control only NEED TO BE ADDED TO 051. Local manual control only DEVICE TYPE OWNER KV R 416 GND SWITCH DME 138 R 417 SWITCH DME 138 R 427 MOD DME 138 R 440 BREAKER DME 138 R 442 SWITCH DME 138 R 441 SWITCH DME 138 R 432 SWITCH DME 138 R 430 BREAKER DME 13S R 431 SWITCH DME 138 R 422 SWITCH DME 138 R 420 BREAKER DME 138 R 421 SWITCH DME 138 R 45� SWITCH DME 138 R 450 BREAKER DME 138 R 451 SWITCH DME 138 R 411 SWITCH DME 138 R 410 BREAKER DME 138 R 412 SWITCH DME 138 R 457 MOD DME 138 R 461 SWITCH DME 138 R 460 BREAKEH DME 138 R 462 SWITCH DME 138 R 471 SWITCH DME 138 R 470 BREAKER DME 138 R 472 SWITCH DME 138 R 481 SWITCH DME 138 R 480 BREAKER DME 138 R 482 SWITCH DME 138 R 467 MOD DME 138 R 477 MOD DME 138 R 487 MOD DME 138 R 341 SWITCH DME 69 R 340 BREAKER DME 69 R 342 SWITCH DME 69 R 332 SWITCH DME 69 R 330 BREAKER DME 69 R 331 SWITCH DME 69 Tl AUTO TRANSFORMER DME 138/69 T2 AUTO TRANSFORMER DME 138/69 GP&Lto CONTROL YES YES YES YES YES YES YES YES YES YES YES YES Y ES YES YES YES YES YES YES YES YES YES YES YES YES YES YES YES YES YES YES N/A — -- N/A- N/A N/A N/A N/A NO NO SCADA CONTROL by GP&L SEEN BY SCADA NOTES NO YES NO YES NO YES YES YES NO YES NO YES NO YES YES YES NO YES NO YES YES YES NO YES NO YES YES YES NO YES NO YES YES YES includes recloser indication and control NO YES NO YES NO YES YES YES NO YES NO YES YES YES NO YES NO YES YES YES NO YES NO YES N� YES NO YES N/A YES does not apply to the TOP functlon — N/A YES does not apply to the TOP function N/A YES does not apply to the TOP function N/A YES does not apply to the TOP function N/A YES does not apply to the TOP functlon N/A YES does not apply to the TOP function NO NO NO NO DEVICE T 411 T 421 T 403 T 401 T 443 T 440 T 441 T 433 T 430 T 431 T 450 T 400 TYPE MOD MOD SWITCH SWITCH SWITCH BREAKER SWITCH SWITCH BREAKER SWITCH SWITCH BREAKER OWNER DME DME �ME DME DME DME DME DME DME DME DME DME KV 138 138 138 138 138 138 138 138 138 138 138 138 GP&Lto CONTROL YES YES YES YES YES YES YES YES YES YES YES YES SCADA CONTROLbyGP&L NO NO NO NO NO YES NO NO YES NO NO YES SEEN BYSCADA NOTES YES YES YES YES YES YES YES YES YES YES YES YES includes recloser indication and control includes recloser indication and control EXHIBIT °B" NOTICE AND CONTACT INFORMATION 1. Transmission Operator Contact Information: Denton Municipal Electric (DME) Transmission Operator Desk 940-349-7580 Transmission Operations Manager Garland Power & Light 972-205-3098 214-449-5810 cell phone 2. DME Supervisor Contact Information: a. Name: Galen Gillum Title: Compliance Manager Phone: 940-349-7656 Cell Phone: 972-977-4141 Email Address: Galen.Gillum@cityofdenton.com FAX: 940-349-7334 b. Name: John Moore Title: Operations Division Manager Phone: 940-349-7544 Cell Phone: 512-415-1832 Email Address: John.Moore@cityofdenton.com FAX: 940-349-7549 3. Garland Addresses For Receipt of Written Notice: a. Mailing Address: Garland Power and Light P O Box 469002 Garland, Texas 75046-9002 Attention: Ray Schwertner b. Physical Address: Garland Power and Light 217 North Sth Street Garland, Texas 75040 Attention: Ray Schwertner Telephone: 972-205 -2651 c. Email: Name: Email Address: d. Facsimile: Ray Schwertner rschwertner@garlandpower-light.org Name: Ray Schwertner Facsimile Telephone Number: 972-205-2636 4. Denton Addresses for Receipt of Written Notice: a. Mailing Address: Denton Municipal Electric 1569 Spencer Rd. Denton, Texas 76205 Attention: Phil Williams b. Physical Address: Denton Municipal Electric 1569 Spencer Rd. Denton, Texas 76205 Attention: Phil Williams Telephone: 940-349-8487 c. Email: d. Revision History Name: Phil Williams Email address: phil.williams@cityofdenton.com Facsimile: Name: Phil Williams Facsimile Telephone Number: 940-380-0403 Revision Reason for Revision Date By No. 0 Original 11-01-2010 Fred Sherman 1 U date contact information 3-29-2011 Fred Sherman 2 Update contact information 11-16-2011 Galen Gillum