1 of 122 ELECTRIC UTILITY BOARD AGENDA June 15, 2021 11:00 A.M.

Via In-Person and Video/Teleconference Lubbock Power & Light

OPEN SESSION: Citizens Tower City Council Chambers 1314 Avenue K Lubbock, 79401

EXECUTIVE SESSION: Citizens Tower Council Workroom 101A 1314 Avenue K Lubbock, Texas 79401 The public may also listen to the meeting by calling any of the following numbers: (346) 248 7799 (669) 900 9128 (253) 215 8782 (301) 715 8592 (312) 626 6799 (646) 558 8656 877 853 5247 (Toll Free) 888 788 0099 (Toll Free)

Webinar link: https://zoom.us/j/96040457667?pwd=Tml0K1NRTDhycU1VWFlnSkpCZU44UT09 Webinar ID: 960 4045 7667 Password: 364925

Pursuant to Executive Order of Governor Abbott, the Electric Utility Board will convene in-person and via video and/or teleconference

1. Call to Order.

2. Public Comment. Public comment is an opportunity for the public to make comments and express a position on agenda items.

a. This period, of up to thirty minutes, is dedicated to public comment. Each member of the public will have three minutes to speak. Any member of the public that requires the assistance of a translator will have six minutes to speak. Comments must be limited to only those items posted on the Electric Utility Board agenda. Any member of the public wishing to speak shall sign up on the public comment sheet on the day of the Electric Utility Board Meeting. The Electric Utility Board shall follow the order of persons wishing to speak as listed on the sign-up sheet. If everyone who signed up to speak has been given an opportunity to speak and the thirty minutes designated for public comment has not been exhausted, the Electric Utility Board may, at its discretion, open the floor to anyone else wishing to address the Electric Utility Board, subject to all the same procedures and guidelines. 2 of 122 b. Alternatively, any member of the public wishing to address the Electric Utility Board, regarding any matter posted on the Electric Utility Board Agenda, may submit a public comment by email at [email protected] beginning at the time this agenda is publicly posted and no later than 9:00 a.m. on June 15, 2021. Each comment will be read aloud for a period of time not to exceed three minutes, in accordance with the practices and procedures of the Electric Utility Board.

Executive Session

3. Hold an executive session in accordance with V.T.C.A. Government Code § 551.086, to discuss and deliberate, on the following competitive matters of Lubbock Power & Light, reasonably related to the following categories:

a) generation unit specific and portfolio fixed and variable costs, including forecasts of those costs, capital improvement plans for generation units, and generation unit operating characteristics and outage scheduling;

. Discuss and deliberate generation unit matters.

b) bidding and pricing information for purchased power, generation and fuel, and Electric Reliability Council of Texas bids, prices, offers, and related services and strategies;

. Discuss and deliberate issues regarding Electric Reliability Council of Texas prices and related services and strategies.

c) effective fuel and purchased power agreements and fuel transportation arrangements and contracts;

. Discuss and deliberate purchased power matters.

d) risk management information, contracts, and strategies, including fuel hedging and storage;

. Discuss and deliberate risk management strategies.

e) plans, studies, proposals, and analyses for system improvements, additions, or sales (other than transmission and distribution system improvements inside the service area for which the public power utility is the sole certificated retail provider);

. Discuss and deliberate plans, studies, proposals, and analyses for system improvements, additions, or sales.

f) customer billing, contract, and usage information, electric power pricing information, system load characteristics, and electric power marketing analyses and strategies.

3 of 122 4. Hold an executive session in accordance with V.T.C.A. Government Code § 551.071, seeking the advice of its legal counsel about pending or contemplated litigation or settlement offers and hold a consultation with the attorney on matters in which the duty of the attorney to the Electric Utility Board under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas conflicts with Chapter 551 of the Texas Government Code: (i) legal advice and counsel regarding the Application of the City of Lubbock, acting by and through Lubbock Power & Light for authority to establish initial wholesale transmission rates and tariffs before the Public Utility Commission of Texas and the State Office of Administrative Hearings, PUC Docket No. 51100, SOAH Docket 473-21-0043, and associated Tariff Filing No. 52011, proceeding before the Public Utility Commission of Texas; (ii) legal issues regarding contract(s) herein listed on the agenda; (iii) legal advice and counsel regarding matters identified in Section 3(a)-(f) of this Agenda; (iv) legal advice and counsel regarding statutory changes; (v) Schumacher vs. City of Lubbock, Cause No. 2020-541,386, proceeding in the 72nd District Court of Lubbock County, Texas (vi) Drake v. Collectech Diversified Inc. and Lubbock Power & Light, Civil Action No. 5:21-cv-00147-OLG, which proceeded in the United States District Court for the Western District of Texas, San Antonio Division; and (vii) legal advice and counsel regarding the City of Lubbock’s Note Purchase Program with Bank of America and legal issues regarding bond-related matters.

5. Hold an executive session in accordance with V.T.C.A. Government Code § 551.074(a)(1) to deliberate the appointment, employment, evaluation, reassignment, and duties of a public officer or employee (Director of Electric Utilities and General Counsel).

12:30 p.m. – Approximately - Following completion of the Executive Session, the Electric Utility Board will reconvene in open session to discuss the items listed below. It is anticipated that the open session will begin at 12:30 p.m. However, this is an approximation and the Board may begin the open session earlier or later depending on when the Executive Session is complete.

Open Session

6. Approve the minutes from the Regular Electric Utility Board Meeting of May 18, 2021 and the minutes from the Special Meeting of the Electric Utility Board on May 27, 2021.

7. Presentation and discussion of the update/report by the Director of Electric Utilities, or his designee, regarding customer service, business center practices, procedures and policies, customer concerns and complaints, billing forms and procedures, status of transmission and distribution projects, mutual aid, weather events, outage, and restoration efforts, staffing levels, regulatory matters, and operational performance metrics.

8. Presentation and discussion of financial and capital statements, financing options, audits, and financial policies of Lubbock Power & Light relating to debt issuance issues, reserve account funding, cost allocation, revenue and expense projections, power cost recovery factor, customer metering, tariff and billing, service and administrative issues.

9. Presentation and discussion by the Director of Electric Utilities, or his designee, regarding updates on the legislative and regulatory matters regarding ERCOT and/or the electric utility industry, and the status of any legislation, legislative hearings, rulemakings, and/or regulatory or administrative action regarding same.

10. Consider a budget amendment, amending the FY 2020-21 Operating Budget by adding four (4) full-time equivalent (FTE) positions in the Customer Service cost center 7514, and recommendation of approval of same to the City Council of the City of Lubbock. 4 of 122

11. Consider a resolution authorizing the Director of Electric Utilities, or his designee, to execute that certain Second Amendment to KUBRA Enterprise Services Agreement, by and between the City of Lubbock, acting by and through Lubbock Power & Light, and KUBRA Data Transfer, Ltd., regarding certain professional services related to billing matters, and ratification of certain services performed.

Consent

12. Consider a resolution authorizing the Director of Electric Utilities to execute for and on behalf of the City of Lubbock, acting by and through Lubbock Power & Light (“LP&L”) that certain Fifth Amendment to Government and Public Affairs Agreement, by and between LP&L and HillCo Partners, regarding professional government and public affairs related consulting services.

13. Consider a resolution authorizing the Director of Electric Utilities, or his designee, to execute that certain Master Services Agreement by and between the City of Lubbock, acting by and through Lubbock Power & Light, and MCR Performance Solutions, LLC, regarding professional services related to the review of certain formula rates.

14. Consider a resolution authorizing the Purchasing Manager, or his designee, to execute that certain Purchase Order by and between the City of Lubbock, acting by and through Lubbock Power & Light, and American Wire Group, RFP# 7129-21-ELD, for LP&L Spare Overhead Conductor Wire.

15. Adjourn.

THE ELECTRIC UTILITY BOARD RESERVES THE RIGHT TO ADJOURN INTO EXECUTIVE SESSION AS AUTHORIZED BY TEX. GOV’T CODE § 551.001, ET. SEQ. (THE TEXAS OPEN MEETINGS ACT) ON ANY ITEM ON ITS OPEN MEETING AGENDA OR TO RECONVENE IN A CONTINUATION OF THE EXECUTIVE SESSION ON THE EXECUTIVE SESSION ITEMS NOTED ABOVE, IN ACCORDANCE WITH THE TEXAS OPEN MEETINGS ACT, INCLUDING, WITHOUT LIMITATION §§ 551.071-551.086 OF THE TEXAS OPEN MEETINGS ACT.

Posted on the bulletin board outside the south entrance of Citizen’s Tower, 1314 Ave. K., Lubbock, Texas, on the 11th day of June 2021, at 10:30 A.M.

By: ______Beatrice Duenez______

***************************************************************************************************************************** CITY OF LUBBOCK ELECTRIC UTILITY BOARD MEETINGS ARE AVAILABLE TO ALL PERSONS REGARDLESS OF DISABILITY. IF YOU REQUIRE SPECIAL ASSISTANCE, PLEASE CONTACT THE CITY SECRETARY AT 775-2026 OR WRITE P. O. BOX 2000, LUBBOCK, TEXAS 79457, AT LEAST 48 HOURS IN ADVANCE OF THE MEETING. ****************************************************************************************************************************** 5 of 122 ELECTRIC UTILITY BOARD AGENDA May 18, 2021 11:00 A.M.

Via In-Person and Video/Teleconference Lubbock Power & Light

OPEN SESSION: Citizens Tower City Council Chambers 1314 Avenue K Lubbock, Texas 79401

EXECUTIVE SESSION: Citizens Tower Conference Rooms 201A and 201B 1314 Avenue K Lubbock, Texas 79401 The public may also listen to the meeting by calling any of the following numbers: (346) 248 7799 (669) 900 9128 (253) 215 8782 (301) 715 8592 (312) 626 6799 (646) 558 8656 877 853 5247 (Toll Free) 888 788 0099 (Toll Free)

Webinar link: https://zoom.us/j/96040457667?pwd=Tml0K1NRTDhycU1VWFlnSkpCZU44UT09 Webinar ID: 960 4045 7667 Password: 364925

Pursuant to Executive Order of Governor Abbott, the Electric Utility Board will convene in-person and via video and/or teleconference

EUB City Council LP&L Staff Dan Odom Mayor Pro Tem Steve Massengale David McCalla Jane Henry Councilwoman Sheila Patterson-Harris Andy Burcham Butch Davis Councilwoman Latrelle Joy Jenny Smith Don Boatman Councilman Juan Chadis Matt Rose Gwen Stafford Councilman Randy Christian Blair McGinnis Eddie Schulz Councilman Jeff Griffith Felix Orta Solomon Fields Ranu Manik Kevin McMahon City Staff Joe Jimenez Greg Taylor Jarrett Atkinson Hunter Harrison Becky Garza Beatrice Duenez Chad Weaver Brandon Miller Blu Kostelich Jamie Wood Michelle Cook Luke Miller 6 of 122

1. Call to Order.

The Chairman called the meeting to order at 11:05 a.m.

2. Public Comment. Public comment is an opportunity for the public to make comments and express a position on agenda items.

a. This period, of up to thirty minutes, is dedicated to public comment. Each member of the public will have three minutes to speak. Any member of the public that requires the assistance of a translator will have six minutes to speak. Comments must be limited to only those items posted on the Electric Utility Board agenda. Any member of the public wishing to speak shall sign up on the public comment sheet on the day of the Electric Utility Board Meeting. The Electric Utility Board shall follow the order of persons wishing to speak as listed on the sign-up sheet. If everyone who signed up to speak has been given an opportunity to speak and the thirty minutes designated for public comment has not been exhausted, the Electric Utility Board may, at its discretion, open the floor to anyone else wishing to address the Electric Utility Board, subject to all the same procedures and guidelines. b. Alternatively, any member of the public wishing to address the Electric Utility Board, regarding any matter posted on the Electric Utility Board Agenda, may submit a public comment by email at [email protected] beginning at the time this agenda is publicly posted and no later than 9:00 a.m. on May 18, 2021. Each comment will be read aloud for a period of time not to exceed three minutes, in accordance with the practices and procedures of the Electric Utility Board.

No speakers signed up for public comment and there were no comments submitted.

The Board recessed into Executive Session at 11:06 a.m.

Executive Session

3. Hold an executive session in accordance with V.T.C.A. Government Code § 551.086, to discuss and deliberate, on the following competitive matters of Lubbock Power & Light, reasonably related to the following categories:

a) generation unit specific and portfolio fixed and variable costs, including forecasts of those costs, capital improvement plans for generation units, and generation unit operating characteristics and outage scheduling;

. Discuss and deliberate generation unit matters.

b) bidding and pricing information for purchased power, generation and fuel, and Electric Reliability Council of Texas bids, prices, offers, and related services and strategies;

. Discuss and deliberate issues regarding Electric Reliability Council of Texas prices and related services and strategies.

7 of 122 c) effective fuel and purchased power agreements and fuel transportation arrangements and contracts;

. Discuss and deliberate purchased power matters.

d) risk management information, contracts, and strategies, including fuel hedging and storage;

. Discuss and deliberate risk management strategies.

e) plans, studies, proposals, and analyses for system improvements, additions, or sales (other than transmission and distribution system improvements inside the service area for which the public power utility is the sole certificated retail provider);

. Discuss and deliberate plans, studies, proposals, and analyses for system improvements, additions, or sales.

f) customer billing, contract, and usage information, electric power pricing information, system load characteristics, and electric power marketing analyses and strategies.

4. Hold an executive session in accordance with V.T.C.A. Government Code § 551.071, seeking the advice of its legal counsel about pending or contemplated litigation or settlement offers and hold a consultation with the attorney on matters in which the duty of the attorney to the Electric Utility Board under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas conflicts with Chapter 551 of the Texas Government Code: (i) legal advice and counsel regarding the Application of the City of Lubbock, acting by and through Lubbock Power & Light for authority to establish initial wholesale transmission rates and tariffs before the Public Utility Commission of Texas and the State Office of Administrative Hearings, PUC Docket No. 51100, SOAH Docket 473-21-0043, and associated Tariff Filing No. 52011, proceeding before the Public Utility Commission of Texas; (ii) legal issues regarding contract(s) herein listed on the agenda; (iii) power purchase agreements; (iv) legal issues regarding customer choice and Texas Utilities Code, Chapter 40; (v) Federal Energy Regulatory Commission, Docket Nos. ER16-1341, EL17- 2, and EL18-9, related to SPP attachment Z2; (vi) legal advice and counsel regarding matters identified in Section 3(a)-(f) of this Agenda; (vii) legal advice and counsel regarding potential statutory changes regarding ERCOT and/or electric utility regulation; (viii) Chapter 22 of the City of Lubbock Code of Ordinances.

5. Hold an executive session in accordance with V.T.C.A. Government Code § 551.074(a)(1) to deliberate the appointment, employment, evaluation, reassignment, and duties of a public officer or employee (Director of Electric Utilities and General Counsel).

Open Session

The Electric Utility Board reconvened in open session at 1:25 p.m.

6. Approve the minutes from the Regular Electric Utility Board Meeting of April 20, 2021 and the minutes from the Special Meeting of the Electric Utility Board on May 4, 2021.

Don Boatman made a motion and seconded by Eddie Schulz to approve the minutes as presented. The motion passed 9-0. 8 of 122

7. Presentation and discussion of the update/report by the Director of Electric Utilities, or his designee, regarding customer service, business center practices, procedures and policies, customer concerns and complaints, billing forms and procedures, status of transmission and distribution projects, mutual aid, weather events, outage, and restoration efforts, staffing levels, regulatory matters, and operational performance metrics.

David McCalla informed the Board that LP&L was 11 days from its scheduled date of integration into ERCOT. David McCalla advised the Board that the switch into ERCOT will require air-gapped disconnection from SPP and connection into ERCOT without intermingling power between the two systems. Jason Avent informed the Board that Dunbar substation was energized on May 10, that Yellow House Canyon substation was energized on May 18, and that all LP&L facilities for transmission have been energized.

8. Presentation and discussion of financial and capital statements, financing options, audits, and financial policies of Lubbock Power & Light relating to debt issuance issues, reserve account funding, cost allocation, revenue and expense projections, power cost recovery factor, customer metering, tariff and billing, service and administrative issues.

Andy Burcham presented the proposed Summer 2021 rates for the Power Cost Recovery Factor (“PCRF”) that become effective June 1. Andy Burcham informed the Board that PCRF rates will increase, primarily due to increases in natural gas pricing. There is a planned under recovery for the summer season to minimize the impact to customer rates as much as possible. The increase in PCRF rates represents a return to more normalized rates for customers; average bills last summer were much lower due to low natural gas prices and the subsidization of rates that was approved by the EUB.

Ranu Manik presented the LP&L financials, including the balance sheet, income statement, and statement of cash flows for March 2021.

9. Presentation and discussion by the Director of Electric Utilities or his designee, regarding the status of Lubbock Power & Light’s transition to the Electric Reliability Council of Texas (“ERCOT”), and public education regarding same.

Matt Rose reviewed the LP&L communications strategy to inform both customers and the public of the May 29th transition to ERCOT. He informed the Board that an ERCOT dedicated webpage on the LP&L website saw some site traffic, and that the website look-up tool has seen substantial traffic. Matt Rose also reviewed LP&L earned media communications, speaking opportunities, paid media, direct billing communications, and key takeaways.

10. Presentation and discussion by the Director of Electric Utilities, or his designee, regarding updates on the legislative and regulatory matters regarding ERCOT and/or the electric utility industry, and the status of any legislation, legislative hearings, rulemakings, and/or regulatory or administrative action regarding same.

Matt Rose provided a summary of pending legislation of interest and the procedural posture of bills of interest, including S.B. 3 and S.B. 2109. Matt Rose also discussed recent PUC appointments.

11. Consider a resolution recommending City Council amend Section 22.02.103 of Title I, Chapter 22, Article 2.02, Division 3 of the Lubbock Code of Ordinances to permit Lubbock Power & Light 9 of 122 to update the fee structure for recovery of the cost of providing underground electric distribution service as part of the annual review and approval of the LP&L Electric Rate/Tariff Schedule.

A motion was made by Greg Taylor and seconded by Gwen Stafford to bring this item to the floor for consideration. Blair McGinnis informed the Board that the City of Lubbock ordinance, as currently written, only permits the update or change in fee amount or structure after the Board makes a resolution to Council to change the fee. Blair McGinnis advised the Board that since the fee amount has not changed since 2006, it would be preferable to LP&L for this rate to be included as a rate in its Tariff, which is reviewed and approved by both the Electric Utility Board and the City Council on an annual basis.

The motion passed 9-0.

Blair McGinnis introduced Luke Miller, LP&L’s new Engineering Manager to the EUB.

Consent

A motion was made by Solomon Fields and seconded by Eddie Schulz to approve consent items 12-13 as presented. The motion passed 9-0.

12. Consider a resolution authorizing the Director of Electric Utilities, or his designee, to execute a Public Works Contract by and between the City of Lubbock, acting by and through Lubbock Power & Light and Primoris T&D Services, LLC, RFP# 7126-21-ELD, regarding LP&L Construction Services for Feeder Redesign at Chalker Substation.

13. Consider a resolution authorizing the Purchasing Manager, or his designee, to execute Purchase Orders by and between the City of Lubbock, acting by and through Lubbock Power & Light, and Iljin Electric USA, Inc., RFP# 7119-21-ELD, for LP&L Substation Power Transformers for fiscal year 2021-22.

14. Adjourn.

The meeting adjourned at 2:10 p.m.

Prepared by: Approved by:

______Gwen Stafford, Secretary Dan Odom, Chairman

5/19/2021 10 of 122

Electric Utility Board Meeting Agenda Item #7 May 18, 2021 Director’s Report – Transmission Update

115kV Program Executive Summary –May 2021

3 4

Electric Rates

$8.07 – customer service, billing, Variable – base on the wholesale cost payment of electricity, passed through to processing customers with no markup

Main driver is price of Natural Gas

Agenda Item #8 $33.81 – cost to deliver electricity to your home June 1 Power Cost Recovery Factor 6

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Natural Gas Prices Power Cost Recovery Factor (PCRF)

$4.0 Power costs are highly correlated to natural gas prices. PCRF rates will be higher mainly due to increases in natural gas costs that are expected

$3.5 to remain high during the summer season (June‐September) • There is a planned under recovery throughout the summer season to minimize customer charges as $3.0 much as possible $2.5 • Expect to end the summer season within the approved PCRF lower bound $2.0 MMBtu) Average Average Average $14.0 per

NG = $0.73 NG = $1.26 NG = $2.93 $1.5 $12.0 Current Over‐

cost Expected Under‐ $10.0 Recovery as of ($ $1.0 $8.0 4/30 Recovery as of 133% $6.0 9/30 $0.5 $4.0 $2.2M millions) 73% $2.0 $0.0 ($ ($3.5M) $0.0 ‐$0.5 ‐$2.0 ‐$4.0 ‐$6.0 Jun‐20 Jul‐20 Aug‐20 Sep‐20 Oct‐20 Nov‐20 Dec‐20 Jan‐21 Feb‐21 Mar‐21 Apr‐21 May‐21 Jun‐21 Jul‐21 Aug‐21 Sep‐21 7 8

Rate 1 - Average Customer Cost Rate 3 - Average Customer Cost Summer Season (1,366 kWh) Summer Season (970 kWh) PCRF rates will be higher mainly due to increases in natural gas costs that are expected PCRF rates will be higher mainly due to increases in natural gas costs that are expected to remain high during the summer season (June‐September) to remain high during the summer season (June‐September) • Natural gas prices were near current levels in 2017, when average customer bills totaled $160/mo. • Natural gas prices were near current levels in 2017, when average customer bills totaled $125/mo. • Last summer, average bills were much lower due to low natural gas prices and the subsidization of rates • Last summer, average bills were much lower due to low natural gas prices and the subsidization of rates that was approved by the EUB. that was approved by the EUB. Rates Rates $180.00 $140.00 $160 subsidized $159 $125 $126 subsidized $160.00 $151 $143 $148 $6.9M $120.00 $112 $116 $6.9M $111 $140.00 $134 $131 $106 $122 $100.00 $96 $120.00 $84 $100.00 $80.00 $80.00 $60.00 $60.00 $40.00 $40.00 $20.00 $20.00 $0.00 $0.00 2014 2015 2016 2017 2018 2019 2020 2021 2014 2015 2016 2017 2018 2019 2020 2021 Average NG = $2.64 $2.60 $2.64 $1.85 $0.73 $1.26 $2.93 9 Average NG = $2.64 $2.60 $2.64 $1.85 $0.73 $1.26 $2.93 10

Power Cost Recover Factor – Summer Rates

Summer season PCRF rates (June 1, 2021 through September 30, 2021): Rate Description Rate Class Energy Demand Residential Standard 1 $0.05567 $0.02090 Residential All Electric 3 0.05567 0.02076 Residential Net Metering 5 0.05567 0.02086 Small General 10 0.05567 0.01844 Small General Net Metering 11 0.05567 0.01844 Large School 15 0.05567 3.63 Secondary Commercial 16 0.05567 6.75 Primary Commercial 16P 0.05449 6.61 Large Municipal 17 0.05567 6.57 Street Lighting 18 0.05567 ‐ Agenda Item #8 General Religious 19 0.05567 0.01967 Small Muni & School 21 0.05567 0.01439 March Financial Presentation 11

2 5/19/2021 12 of 122

Balance Sheet – March (Page 47) Balance Sheet – March (Page 48)

Income Statement –March (Page 49) Cash Flow – March (Page 50)

ERCOT Communications

Owned Media Communications: • LPandL.com • Front Page Scroll • Front Page Searchable Tool for Affected Customers • ERCOT Dedicated Page (LPandL.com/ERCOT)

• Social Media Campaign • LP&L Facebook • LP&L Twitter

LP&L social media continuously shares information and directs customers to the Agenda Item #9 website for more information. ERCOT Migration Communications

3 5/19/2021 13 of 122

Website Lookup Tool Facebook and Twitter Posts

ERCOT Communications ERCOT Communications

Earned Media Communications: Paid Media: • Press Releases (Weekly Basis) • ¼‐page Print Ads (Lubbock AJ, El Editor, Southwest Digest, Latino Lubbock) • Media Interviews (Multiple interviews have been given starting May 1) • Webpage Banners (Lubbock AJ, KCBD, EverythingLubbock, Fox 34, • Radio Show Appearances (Multiple interviews have been given starting Telemundo) May 1) • Radio Spots (KFYO, KQBR, KKCL, KLLL, KMMX, KBTE, KONE, KXTQ/Spanish)

Speaking Opportunities: Direct Billing Communications: • City Council District Meetings • Bill Onsert (Started running 30 days out) • Lubbock Organization Meetings (Chamber of Commerce, LEDA, Rotary, etc) • Direct Mail Piece to Affected Customers (May 1) • Lubbock Religious Organizations • Eblast to Affected Customers (May 1) • Upfront Message on IVR (775‐2509)

ERCOT Communications

Key Takeaways: • Goal is to reach as many customers as possible • Tools such as the “Affected Customer Search Tool” will be heavily promoted in order to cut down on calls in to the Call Center • Utilizing all forms of media and communication (Owned/Earned/Paid/Billing) is important • Repetitive communication is important • Communication with larger,e mor complex customers underway

Every single affected customer may not be reached but repetitive, clear communications that inform customers of what, why, and importantly when, can mitigate confusion during the cutover weekend Agenda Item #10 Texas Legislation Status Update

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Legislative Update Legislative Update

May 2021 Legislative Update • LP&L works closely with Texas Public Power Association (TPPA) and our legislative • Recap of Legislative Bill Tracking consultants (HillCo) to track bills of interest to the utility industry

• Analysis of House and Senate Bills of Interest • The track list for HillCo and TPPA 350 filed bills.

• Expectations of Future Legislative Action • Bills of interest are broad in range and cover topics such as: • Cybersecurity/Grid Protection • Transmission/Generation • Eminent Domain • Environment/Renewables • General Municipal Utility Governance • Regulatory Oversight/Public Information

Legislative Update Legislative Update

Bills of Interest House Bills of Interest • Most important topic to be addressed is ERCOT reform HB 10: Restructures the ERCOT board so that the unaffiliated member positions are eliminated, replaced by appointees of the governor (three), the lieutenant governor • Over 50 filed bills address topics specifically related to reforming the ERCOT market (one) and the speaker of the House (one), all of whom must be Texas residents and and addressing the issues at the root cause of market problems unpaid, except for expenses. ACTION: Passed H 149‐0; Heard in S Jurisprudence.

HB 11: Requires the Public Utility Commission of Texas to require each generator to • SB 3 (Schwertner) designated as an important vehicle for ERCOT reform legislation, prepare to provide sufficient power in an extreme weather emergency, summer or however several other bills contain important fixes winter. ACTION: Passed H 149‐0; Heard in S Jurisprudence.

• Anticipated that House and Senate bills will be combined before final passage of HB 12: Establishes a statewide disaster alert system for events such as widespread reform bills power outage lasting longer than 24 hours. ACTION: Passed H 147‐0; Heard in S Jurisprudence.

Legislative Update Legislative Update

House Bills of Interest Senate Bill 2 (Hancock) HB 13: Establishes a Texas Energy Disaster Reliability Council to prevent extended • Requires ERCOT Board of Directors to live in Texas power outages caused by disasters, manage such emergencies, coordinate fuel delivery to electric generators, monitor supply chains for the electric grid, and • Adds requirement for some board members to be unaffiliated with electric recommend methods to maintain grid reliability, including maintaining gas supply generators networks. ACTION: Passed H 149‐0; Heard in S Jurisprudence. • Requires major procedural changes at ERCOT be reviewed by PUC HB 16: Prohibits the sale of wholesale indexed electricity products to residential consumers. ACTION: Passed H 116‐31; Heard in S Jurisprudence. • Requires ERCOT Chair to be appointed by Governor and confirmed by Senate HB 17: Prohibits any regulatory authority or political subdivision from banning, limiting or discriminating for or against a utility service based on the type or source of ACTION: Approved by Senate 30‐1 on April 14; Passed H State Affairs on May 10. energy to be delivered to the end‐user. ACTION: Passed H 116‐29; Heard in S Jurisprudence.

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Legislative Update Legislative Update

Senate Bill 3 (Schwertner) Senate Bill 3 (Schwertner) • Strengthens reporting related to on‐site generation to ensure the Electric Reliability • Requires power utilities and retail electric providers to inform consumers about Council of Texas (ERCOT) has a full picture of power generation in Texas load‐shedding procedures and how to be considered a critical‐care customer

• Requires a reliability monitor certified by the Electric Reliability Council of Texas to • Requires intermittent generation (wind and solar) to buy ancillary services and check for compliance with weatherization standards and directs the PUCT to set replacement power sufficient to manage net load variability potential noncompliance penalties • Requires load‐shedding exercises to be conducted at least once a year • Requires gas supply chain facility operators to prepare to operate during a weather emergency, with the potential fine of up to $1 million/offense for noncompliance • Establishes an "emergency pricing program" – compensating generators based on actual costs ‐‐ which would become effective if the $9,000/MWh high systemwide • Prohibits the sale of wholesale indexed electricity products to small commercial offer cap, known as the HCAP, has been in effect for 12 hours within a 24‐hour consumers period

Legislative Update Legislative Update

Senate Bill 3 (Schwertner) Senate Bill 2109 (Schwertner) • Limits the price of ancillary services to 150% of any HCAP or emergency pricing • Originally a bill addressing demand response programs

• Limits the low systemwide cap ($2,000/MWh or 50 times a natural gas fuel index • Committee substitute incorporates Berkshire Hathaway language regarding price) to no more than the HCAP establishment of reserve generation fleet managed RFP selected provider for use during emergency • Requires registration for non‐residential distributed generation • Requires unit to be ready at all times with a 7 day fuel reserve onsite ACTION: Approved by Senate 31‐0 on March 29; Heard in H State Affairs on May 7. Committee Substitute expected in committee. • Funded by line item on all ERCOT ratepayer bills

ACTION: Heard in S Jurisprudence on April 15.

Legislative Update

Public Utility Commission Appointments • Will McAdams appointed to PUC Commissioner by Gov. Abbott on April 1

• McAdams unanimously approved by Senate Nominations Committee on April 12 and received full Senate confirmation on April 16.

• Peter Lake appointed to PUC Chair by Gov. Abbott on April 14

• Lake unanimously approved by Senate Nominations Committee on April 15 and received full Senate confirmation on April 20.

6 16 of 122 ELECTRIC UTILITY BOARD AGENDA SPECIAL MEETING May 27, 2021 12:00 P.M.

Via In-Person and Video/Teleconference Lubbock Power & Light

OPEN SESSION: Citizens Tower City Council Chambers 1314 Avenue K Lubbock, Texas 79401

EXECUTIVE SESSION: Citizens Tower Conference Rooms 201A and 201B 1314 Avenue K Lubbock, Texas 79401 The public may also listen to the meeting by calling any of the following numbers: (346) 248 7799 (669) 900 9128 (253) 215 8782 (301) 715 8592 (312) 626 6799 (646) 558 8656 877 853 5247 (Toll Free) 888 788 0099 (Toll Free)

Webinar link: https://zoom.us/j/91256958281?pwd=VkIvdjNtajB0RzcvMTMrUTY3Qy8wdz09 Webinar ID: 912 5695 8281 Password: 054108

Pursuant to Executive Order of Governor Abbott, the Electric Utility Board will convene in-person and via video and/or teleconference

EUB City Council LP&L Staff Dan Odom Mayor Dan Pope David McCalla Greg Taylor Mayor Pro Tem Steve Massengale Andy Burcham Jane Henry Councilwoman Latrelle Joy Jenny Smith Butch Davis Councilman Randy Christian Joe Jimenez Don Boatman Matt Rose Gwen Stafford City Staff Blair McGinnis Eddie Schulz Jarrett Atkinson Hunter Harrison Solomon Fields Becky Garza Beatrice Duenez Kevin McMahon Chad Weaver Brandon Miller

1. Call to Order.

The Chairman called the meeting to order at 12:01 p.m. 17 of 122

2. Public Comment. Public comment is an opportunity for the public to make comments and express a position on agenda items.

a. This period, of up to thirty minutes, is dedicated to public comment. Each member of the public will have three minutes to speak. Any member of the public that requires the assistance of a translator will have six minutes to speak. Comments must be limited to only those items posted on the Electric Utility Board agenda. Any member of the public wishing to speak shall sign up on the public comment sheet on the day of the Electric Utility Board Meeting. The Electric Utility Board shall follow the order of persons wishing to speak as listed on the sign-up sheet. If everyone who signed up to speak has been given an opportunity to speak and the thirty minutes designated for public comment has not been exhausted, the Electric Utility Board may, at its discretion, open the floor to anyone else wishing to address the Electric Utility Board, subject to all the same procedures and guidelines.

b. Alternatively, any member of the public wishing to address the Electric Utility Board, regarding any matter posted on the Electric Utility Board Agenda, may submit a public comment by email at [email protected] beginning at the time this agenda is publicly posted and no later than 10:00 a.m. on May 27, 2021. Each comment will be read aloud for a period of time not to exceed three minutes, in accordance with the practices and procedures of the Electric Utility Board.

No speakers signed up for public comment and there were no comments submitted.

The Board recessed into Executive Session at 12:02 p.m.

Executive Session

3. Hold an executive session in accordance with V.T.C.A. Government Code § 551.086, to discuss and deliberate, on the following competitive matters of Lubbock Power & Light, reasonably related to the following categories:

a) generation unit specific and portfolio fixed and variable costs, including forecasts of those costs, capital improvement plans for generation units, and generation unit operating characteristics and outage scheduling;

b) bidding and pricing information for purchased power, generation and fuel, and Electric Reliability Council of Texas bids, prices, offers, and related services and strategies;

c) effective fuel and purchased power agreements and fuel transportation arrangements and contracts;

. Discuss and deliberate purchased power matters.

d) risk management information, contracts, and strategies, including fuel hedging and storage;

18 of 122 e) plans, studies, proposals, and analyses for system improvements, additions, or sales (other than transmission and distribution system improvements inside the service area for which the public power utility is the sole certificated retail provider);

f) customer billing, contract, and usage information, electric power pricing information, system load characteristics, and electric power marketing analyses and strategies.

4. Hold an executive session in accordance with V.T.C.A. Government Code § 551.071, seeking the advice of its legal counsel about pending or contemplated litigation or settlement offers and hold a consultation with the attorney on matters in which the duty of the attorney to the Electric Utility Board under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas conflicts with Chapter 551 of the Texas Government Code: (i) legal issues regarding contract(s) herein listed on the agenda; (ii) power purchase agreements; (iii) legal issues regarding customer choice and Texas Utilities Code, Chapter 40; (iv) Federal Energy Regulatory Commission, Docket Nos. ER16-1341, EL17-2, and EL18-9, related to SPP attachment Z2; and (v) legal advice and counsel regarding matters identified in Section 3(a)-(f) of this Agenda.

Open Session

The Electric Utility Board reconvened in open session at 12:40 p.m.

5. Consider a resolution authorizing and directing the Director of Electric Utilities to execute and file, for and on behalf of the City of Lubbock, acting by and through Lubbock Power & Light (“LP&L”), all pleadings, reports, studies or other filings at the Electric Reliability Council of Texas (“ERCOT”) and/or the Public Utility Commission of Texas (“PUC”) toward migration of the remaining portion of LP&L’s load to ERCOT, and to present testimony and otherwise provide support before ERCOT and/or the PUC related to same.

Greg Taylor made a motion and seconded by Eddie Schulz to bring this item to the floor for discussion. David McCalla discussed the history and events leading to need to migrate LP&L’s remaining load into ERCOT, as well as the current status of moving the approved load into ERCOT, and the practical limitations of LP&L’s current load remaining in SPP. The Board voted in favor of approving this item as presented 9-0.

6. Consider a resolution authorizing the Chairman of the Electric Utility Board to execute that certain Settlement Agreement by and between the City of Lubbock, acting by and through Lubbock Power & Light, and Southwestern Public Service Company, a New Mexico Corporation, regarding that certain Master Power Purchase and Sale Agreement (“Master Agreement”) dated as of November 12, 2009, and that certain Transaction Agreement of the same date entered into under the Master Agreement (the “Transaction Agreement”, and together with the Master Agreement and any other transactions entered into under the Master Agreement, the “PPA”), providing for an early termination of the PPA.

Greg Taylor made a motion and seconded by Gwen Stafford to bring this item to the floor for consideration. Andy Burcham reviewed the projected benefits of approving the Settlement Agreement with SPS, the reasons why LP&L needed to terminate the Partial Requirements contract with Southwestern Public Service, negotiation objectives, and financial implications of the settlement. Andy Burcham also reviewed the impact on Rate 1 customers, and key deal terms of the settlement. The Board approved this motion as presented 9-0.

19 of 122 7. Consider a resolution authorizing the Director of Electric Utilities, or his designee, to execute that certain Supplement to Engagement Letter regarding the transfer of the unaffected load to the Electric Reliability Council of Texas by and between the City of Lubbock, acting by and through Lubbock Power & Light, and Lloyd Gosselink Rochelle & Townsend, P.C.

Eddie Schulz made a motion and seconded by Gwen Stafford to bring this item to the floor for consideration. Jenny Smith reviewed the reasons why staff recommended retaining Lloyd Gosselink Rochelle & Townsend to represent LP&L in PUC proceedings to transfer LP&L’s unaffected load to ERCOT. The Board approved this motion as presented 9-0.

8. Adjourn.

The Board adjourned at 1:03 p.m.

Prepared by: Approved by:

______Gwen Stafford, Secretary Dan Odom, Chairman

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Electric Utility Board Meeting Agenda Item #5 May 27, 2021 ERCOT Migration – Remaining Load

Move Remaining Load to ERCOT –Resolution Move Remaining Load to ERCOT ‐ History

Consider a resolution authorizing and directing the Director of Events leading to today’s recommended action – 2014: Electric Utilities to: Backdrop – total requirements contract with Southwestern Public Service Co. (SPS) through the West Texas Municipal Power Agency (WTMPA) was due to expire May 31, • execute and file all pleadings, reports, studies or other filings at ERCOT and/or 2019 and was not subject to renewal the Public Utility Commission of Texas (PUCT) toward migration of the remaining portion of LP&L’s load to ERCOT • 2014 – Request for Proposal (RFP) was issued for power supply after May 31, 2019 • present testimony and otherwise provide support before ERCOT and/or the • 2014 –the RFP allowed offers that were for delivery in ERCOT PUCT related to same

Move Remaining Load to ERCOT ‐ History Move Remaining Load to ERCOT ‐ History

Events leading to today’s recommended action – 2015: Events leading to today’s recommended action – 2016: • 2015 – negotiations with finalist failed to secure a power supply agreement that 02/18 PUCT opened Project No. 45633, Project to Identify Issues Pertaining to was acceptable and the RFP was pulled down Lubbock Power & Light’s Proposal to Become Part of the Electric • 2015 –on October 20, 2015, the Electric Utility Board (EUB) passed a resolution Reliability Council of Texas authorizing the migration of approximately 70% of LP&L’s load (Affected Load) from 06/17 ERCOT submitted Integration Study into PUCT Project No. 45633 the Southwest Power Pool (SPP) to ERCOT and 06/29 PUCT Open Meeting – Commissioners advocated a two‐step process “authorizing and directing the Director of Electric Utilities to execute and file, with a needs docket followed by a Certificate of Convenience & for and on behalf of the City of Lubbock, acting by and through Lubbock Power Necessity (CCN) contested case; discussed the need for a cost/benefit & Light (LP&L), all pleadings, reports, studies or other filings…” analysis in both markets (ERCOT and SPP)

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Move Remaining Load to ERCOT ‐ History Move Remaining Load to ERCOT ‐ History

Events leading to today’s recommended action – 2016: Events leading to today’s recommended action – 2017: 08/11 ERCOT and SPP filed a joint memo after four separate meetings between the 06/30 ERCOT filed letter and LP&L System Study 2 (Impact Analysis) at the PUCT Regional Transmission Organizations (RTOs) 06/30 SPP filed letter and SPP LP&L 2017 Exit Study at the PUCT 11/17 LP&L decided to move forward with its own independent study; coordinated 07/07 SPP and ERCOT filed SPP‐ERCOT Coordinated LP&L Integration Impact Analysis with GDS Associates, Inc. & DNV‐GL to initiate the impact study –Joint Executive Summary at the PUCT 09/01 LP&L filed Application for Authority to Connect a Portion of mits Syste with ERCOT; PUCT assigned Docket No. 47576

Move Remaining Load to ERCOT ‐ History Move Remaining Load to ERCOT ‐ History

Events leading to today’s recommended action – 2017: Events leading to today’s recommended action – 2018: 09/28 PUCT Open Meeting – adopted preliminary order establishing issues to be 01/11 City Council passed resolution memorializing the City’s intent to carefully addressed; commissioners agreed that the PUCT would hear the case research the best way to transition the majority of citizens to the retail with limited referral to the State Office of Administrative Hearings (SOAH) electric market to manage discovery; set Lubbock hearing for January 17‐18, 2018 01/17 Hearing on the Merits – January 17‐18th 03/08 PUCT Open Meeting – PUCT adopted the Order with minor changes, authorizing LP&L’s transition to ERCOT for its Affected Load (70%) 08/21 Electric Utility Board approved the Participation Agreement (PA) with Sharyland Utilities 08/30 City Council approved the PA with Sharyland Utilities

Move Remaining Load to ERCOT ‐ History Move Remaining Load to ERCOT ‐ History

Events leading to today’s recommended action – 2018: Events leading to today’s recommended action – 2019: 09/06 LP&L/Sharyland filed first CCN – PUCT Docket No. 48625 –proposed Ogallala 01/19 LP&L hired Electric Power Engineers, Inc. (EPE) to assist with its ERCOT‐ to Abernathy 345kV transmission Line facing preparatory activities, including an action plan and timeline to 09/10 Transition to Customer Choice Study kickoff occurred with Navigant accomplish the ERCOT activities necessary to meet the June 2021 integration date 09/20 LP&L/Sharyland filed second CCN – PUCT Docket No. 48668 ‐ Proposed Abernathy to Wadsworth 345kV transmission line 02/19 LP&L/Sharyland filed fourth CCN – PUCT Docket No. 49151 ‐ Proposed 10/18 LP&L received notice that Sharyland had agreed to sell all assets, except those Abernathy to North to North Loop 345/115kV transmission line in the Valley, to Oncor/Sempra; Oncor stated that they would honor the 05/09 PUCT issued Order approving the Sharyland‐Oncor merger Sharyland Participation Agreement 12/19 LP&L/Sharyland filed third CCN – PUCT Docket No. 48909 ‐ Proposed Wadsworth to New Oliver to Farmland 345kV transmission line

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Move Remaining Load to ERCOT ‐ History Move Remaining Load to ERCOT ‐ History

Events leading to today’s recommended action – 2020: Events leading to today’s recommended action: 06/05 LP&L filed a Texas Reliability Entity Certification Application to become a April 2021 LP&L completed voltage conversion of 69 kV transmission to 115 kV Transmission Operator, as defined by the North American Electric Reliability May 2021 Oncor completed Option 4ow transmission projects Corporation (NERC) under the oversight of the Federal Energy Regulatory May 2021 LP&L received certification as a Transmission System Operator (TOP) Commission (FERC) May 2021 LP&L energized all six 345/115 kV autotransformers for “soaking” 06/15 LP&L and Oncor filed update in Docket No. 48113 reporting completion of all four CCN applications May 25 Asset Transfer Agreements executed; LP&L now owns significant new transmission assets 08/18 LP&L filed an Application to establish wholesale transmission rates in Docket No. 51100 12/08 LP&L and the parties made filing in Docket No. 51100 and announced an Agreement in Principle and requested the cancellation of the hearing that was scheduled to begin on December 14th

Move Remaining Load to ERCOT ‐ History Move Remaining Load to ERCOT ‐ Leadership

Looking back to 2015: Board and City Council played critical roles: • Consultant studies • Financing activities • Approval and support of the plan • ERCOT studies • Construction and procurement • Budget and capital improvement approval • PUCT dockets • Voltage conversion • Contract approval • Participation agreement • Compliance certification • Right of way (ROW) ‐ Sharyland • Coordination with ERCOT, Oncor, • City lands for substations and transmission ROW ‐ Oncor SPS, and SPP • Transmission easements • Steadfast resolve after the February event Thank you for your continued support and encouragement!

Move Remaining Load to ERCOT –Current Status Move Remaining Load to ERCOT –Next Steps

• Migration of the Affected Load is now expected to be complete on • After significant study by Staff and others, it became clear that opt‐in or before June 1, 2021 of only a portion of LP&L’s load to retail choice had practical limitations • Detailed switching orders have been prepared, reviewed, studied • It is Staff’s recommendation that efforts be made to migrate all of • Walk through exercises have occurred LP&L’s load and customers to ERCOT to facilitate the opportunity for • We are confident that we are prepared for cutover retail choice in a fair and equitable manner • We appreciate the support of city departments for the cutover • Following EUB approval, Staff will immediately begin the regulatory event; hundreds of employees will be working this weekend processes necessary to obtain regulatory approvals to migrate the remainder of LP&L’s load to ERCOT • Communication with the public has been thorough and multi‐ faceted; media coverage has been excellent

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Move Remaining Load to ERCOT –Resolution

Consider a resolution authorizing and directing the Director of Electric Utilities to: • execute and file all pleadings, reports, studies or other filings at ERCOT and/or the Public Utility Commission of Texas (PUCT) toward migration of the remaining portion of LP&L’s load to ERCOT • present testimony and otherwise provide support before ERCOT and/or the PUCT related to same

Questions?

Item #6 –SPS Contract Early Termination

Resolution to approve the early termination of LP&L’s partial requirements power contract with Southwestern Public Service (SPS) • Contract is one of the last major hurdles to meet the City’s/LP&L’s goal of connecting 100% of its system to ERCOT • Agreement provides for the contract to terminate in May 2023 –we will continue to partner with SPS and operate under this contract for the next two years • Termination provides substantial cost savings to our customers in the future • Provides a path for the City Council and Electric Utility Board to consider whether to opt‐in to retail competition Agenda Item #6 • City can now seek approval from the PUC to connect the remaining 30% of LP&L’s system to ERCOT in 2023 Settlement Agreement - SPS

Partial Requirements Contract ‐ Background Objectives

• Agreement between LP&L and SPS Exit the Partial Requirements Contract through a negotiated settlement with SPS • Effective as of November 12, 2009 • Secure an agreed exit that allows LP&L to: • 25‐year term began in 2019 (through May 31, 2044) • commence the regulatory process for a full transition to ERCOT by 2023 • Accounts for approximately 30% of load • construct distribution upgrades to move the remainder of the load to ERCOT • Firm capacity obligation of 170 MW, increases by 1.2% each year • With all customers in ERCOT by 2023, there is an opportunity to make retail • Current capacity payments are approximately $17 million per year initially choice available to all customers in LP&L’s territory (subject to a resolution opting into competition by both the Electric Utility Board and the City Council) • LP&L doesn’t need capacity in ERCOT ‐ only a Southwest Power Pool (SPP) requirement

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Financial Implications Financial Implications

• LP&L will pay SPS $77.5 million, financed with long‐term bonds • LP&L will pay SPS $77.5 million, financed with long‐term bonds • LP&L will use long‐term financing to lessen any financial impacts to the utility • Annual payments under the contract are much larger – exceed $17 million per year, and therefore our customers and grow over time

20 20

15 15 Annual financing payments = ~$4.1 million per year 10 10 (millions) (millions) 5 5

0 0 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 … 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 …

* Debt Service assumes semi-annual payments over a 30-year term at 3.17% * Debt Service assumes semi-annual payments over a 30-year term at 3.17%

Financial Implications Key Deal Terms

Impact on Residential Rate 1 Customer • Partial Requirements Contract terminates upon integration of the remaining 30% • The table below shows the relative impact on LP&L’s Power Cost Recovery of customers to ERCOT, which is anticipated to be on or about May 31, 2023 (or any Factor (PCRF) Residential Rate 1 customer rate: time upon 30 days’ notice to SPS if integration is delayed) • LP&L will pay SPS $77.5 million on the 15th day after termination (§ 2.2, pg. 15) • LP&L currently intends to use the lump sum option and fund the payment with Rate Net Reduction % Reduction bond proceeds Estimate from Current from Current • LP&L also has the option to make six annual payments of approximately $14.9 Current (FY 2019‐20)* 5.468¢ / kwh N/A N/A million (§ 2.1, pg. 15) Lump Sum Payment 4.895¢ / kwh (0.573¢ / kwh) (10.5%) $ 77.5MM: Debt Svc*=$4.075MM • SPS will make all FERC filings necessary to implement the agreement (§2.5b, pg. 17) • SPS twill suppor LP&L’s Integration Filings and Integration Approvals so long as they are consistent with the Settlement Agreement (§ 3.4, pg. 20)

* Debt Service assumes semi-annual payments over a 30-year term at 3.17%

Key Deal Terms Important Milestone

• Release of claims under all agreements, except as identified by the parties by • Today marks an important milestone in the history of the City December 31, 2022, other than “Reserved Contracts.” (§ 5.1 and §5.3, pgs. 21‐22) • Approval of this agreement allows Lubbock to fully pursue its stated goal of opting • The parties intend that following the Termination Date, their relationship will be into retail competition (subject to a resolution opting into competition by both the limited to the Settlement Agreement, the water agreement, the franchise Electric Utility Board and the City Council) agreement (pertaining to SPS’s retail service territory in the City), and certain • Lubbock would be the first city to voluntarily opt‐in to the retail competitive easements and crossing agreements necessary for the operation of each party’s market since its creation in 1999 respective systems (§ 5.1, pgs. 21‐22) • LP&L ratepayers had a version of competition for many years and today’s action is the first step toward bringing competition back to Lubbock • Additionally, the approval of this agreement results in substantial cost savings to our customers, exchanging a $17 million annual cost with an approximate $4.1 million* annual cost, reducing customer costs by at least $12.9 million per year through 2044

* Debt Service assumes semi-annual payments over a 30-year term at 3.17%

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Electric Utility Board Resolution

• Staff recommends approval of this resolution: Item #6 ‐ Consider a resolution authorizing the Chairman of the Electric Utility Board to execute that certain Settlement Agreement by and between the City of Lubbock, acting by and through Lubbock Power & Light, and Southwestern Public Service Company, a New Mexico Corporation, regarding that certain Master Power Purchase and Sale Agreement (“Master Agreement”) dated as of November 12, 2009, and that certain Transaction Agreement of the same date entered into under the Master Agreement (the “Transaction Agreement”, and together with the Master Agreement and any other transactions entered into under the Master Agreement, the “PPA”), providing for an early termination of Agenda Item #7 the PPA. Engagement Letter – Lloyd Gosselink Rochelle & Questions? Townsend, P.C.

Legal Counsel for Regulatory Proceedings related to migration of remaining 30% to ERCOT • The resolution before you would approve retaining Lloyd Gosselink to represent LP&L in regulatory proceedings to seek approval to move the remaining 30% of LP&L’s load to ERCOT • Lloyd Gosselink attorneys have extensive experience with PUCT rules and regulations, ERCOT rules and protocols, and contested case proceedings before the Public Utility Commission of Texas and the State Office of Administrative Hearings • The EUB previously approved retaining Lloyd Gosselink for the integration of the 70% of LP&L’s load into ERCOT, as well as representing LP&L for its Transmission Cost of Service case • Lloyd Gosselink has the experience and the familiarity with LP&L’s circumstances to have efficient, experienced representation in this matter Questions?

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Lubbock Power & Light

Electric Utility Board

Report by the Director of Electric Utilities Meeting: June 15, 2021

Public Communication Recap Owned Media CityofLubbockUtilities.com Efforts via social media to raise scam awareness resulted in an increase in pageviews on the “Stay Safe from Scammers” page (240%).

Leading into the summertime, we tend to see an uptick in customers moving to and from locations, resulting in an increase in pageviews on the “Start, Stop or Transfer Service” page (41%). % change from previous month Pages Pageviews* (4/1-4/31) Homepage 75,002 -18% One-Time Online Payments 9,312 -2% Ways to Pay 7,180 21% Contact Us 3,321 12%

LPandL.com As planned, there were significant traffic increases for the LP&L Homepage, Power Outages page and ERCOT-related pages due to the connection to ERCOT over Memorial Day weekend.

We expect web traffic to return to normal levels next month. There were no new Plugged In stories this month. % change from previous month Pages Pageviews* (4/1-4/30) Homepage 61,990 121% Contact 4,988 1160% Power Outages 20,720 39,746% Plugged In 1,108 119% (main page)

COLU monthly sessions and pageviews LP&L monthly sessions and pageviews • Total Sessions: 79,837 • Total Sessions: 96,096 • Total Pageviews: 113,569 • Total Pageviews: 144,876 27 of 122

Owned Media Highlights: Top Performing Content Below are the three top-performing Plugged In stories over the past six months, based on reach.

Earned Media LP&L Topics: • Connection to ERCOT – 24 • SPS Early Termination – 5 • New Park at Former LP&L Location – 1 • May 3 Power Outage – 1

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Earned Media COLU Topics: • COLU Building Flood – 2

Social Media Social Media Follower Growth

LP&L new likes (+98 net) The LP&L Facebook page following increased to 4,865 likes in May, 98 more than April.

LP&L new followers (+73 net) LP&L ended the month with 1,326 total followers, 73 more than April.

COLU new likes (+22 net) The COLU Facebook page gained 22 net followers in May. COLU ended the month with 679 total likes.

COLU new followers (+11 net) COLU ended the month with 235 total followers, 11 more than April.

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Social Media Highlights: LP&L Facebook The first connection to ERCOT update on May 29 morning received 19,314 impressions, 3,714 engagements and 3,466 post clicks. The connection to ERCOT update from May 30 morning received 6,605 impressions, 704 engagements and 652 post clicks. The last time LP&L’s organic Facebook posts performed this high was during the Winter Storm Uri rotating outages posts in February 2021.

Social Media Highlights: LP&L Twitter The May 29 morning connection to ERCOT update tweet received the highest engagement rate (11.5%) with 4,509 impressions, 519 engagements and 302 link clicks. The connection to ERCOT reminder tweet received the highest impressions (11,061) with 366 engagements. The last time LP&L’s organic Twitter posts performed this high was during the Winter Storm Uri rotating outages posts in February 2021.

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Social Media Highlights: COLU Facebook The May 28 pre-Memorial Day closure received the 683 impressions, 7 engagements and 2 post clicks. The May 24 scam reminder post received 96 impressions.

Social Media Highlights: COLU Twitter The auto-pay tweet received the highest impressions (130). The scam reminder tweet received the highest engagement rate (1.9%) with 106 impressions and two engagements.

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Connection to ERCOT: Outreach Highlights

Pre-connection communication: • LPandL.com meter lookup tool with estimated schedule for planned outage • Direct mail to approximately 83,000 affected LP&L customers • Full-page bill onsert (English and Spanish) • E-blasts • Social posts • Media outreach (~10 interviews prior to May 29 weekend) • Print, digital and radio ads (English and Spanish) May 29-30 communication: • Real-time social media updates • News media updates on progress and completion

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Connection to ERCOT: Bill Onsert & Direct Mail

Connection to ERCOT: Social Posts and Day-Of Updates

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Connection to ERCOT: Print, Digital, Radio Ads

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Connection to ERCOT: Outreach Highlights

Connection to ERCOT: Social Media Response

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Commercial Construction LP&L

Status: Inactive – I, In Design – ID, Dirt Work – D, Building In Construction – BC, Completed – C (In Bold). Active date based on site review date or engineering contact if not going to site review.

ACTIVE New PROJECT NAME ADDRESS CONTRACTOR DATE STATUS KVA Commercial 5-Story Office Building 5107 82nd St CMS Properties 3/15/2019 C 750

North Park Apartments 5205 Auburn St NRP Group 3/22/2019 BC 2800 Police Department East Substation 1901 MLK Jr. Blvd Lee Lewis 8/2/2019 C 225 City of Lubbock Elevated Landmark Storage Tank 3418 50th St Structures 1/3/2020 BC 25 Trinity Hughes Clovis Road Apartments 3701 Clovis Rd Const. 1/17/2020 BC 1670 TTU - East Oil Field Training Site 1225 E Loop 289 TTU 3/6/2020 C 2500 Carlton House Apartment and Parking Garage 303 Detroit Ave Tienert Const 3/13/2020 BC 2500 Sdira Wealth - Main St Blue Creek Apartments 2007 Main St Homes & Land 3/20/2020 BC 334

LCU Tennis Courts Addition 2509 Eileen Blvd TBD 5/22/2020 BC 500 Trinity Hughes Bacon Crest North Apartments 6111 71st St Const. 6/12/2020 BC 2800 Christ In Action Student Ministry Remodel 2406 Broadway Collier Const. 6/19/2020 C 112.5 McCutchin Miguel's Restaurant 2002 Broadway GC/K-Bar Elec. 6/19/2020 BC 150 Trinity Hughes La Salle Apartments 2001 Milwaukee Ave Const. 6/26/2020 BC 1400 Allied Partners HTeaO 2618 50th St Group 7/10/2020 C 75 6306, 6314, 6316 & 6318 Bolton Office/Warehouse Sites 19th St TBD 7/17/2020 ID TBD Plant 1 Building Renovation for Restaurant/Retail 411 Ave J TBD 7/24/2020 ID TBD Light of the World Church & Office 406 N University Ave TBD 7/31/2020 ID TBD Lubbock Logistics Center Bldg 904 Lubbock Business B Park Blvd Lee Lewis 7/31/2020 C 1500

JH Masonry Office Building 4805 N TBD 8/7/2020 D TBD Talkington School Auditorium Addition 415 N Ivory Ave Lee Lewis 8/7/2020 BC 500 Convenience Store & Fuel Station (Henry Patel) 5845 Ave Q South Dr TBD 8/21/2020 ID TBD

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ACTIVE New PROJECT NAME ADDRESS CONTRACTOR DATE STATUS KVA City of Lubbock Police Teinert Headquarters 1205 15th St Construction 9/25/2020 BC TBD Amazon Sorting Facility 1110 E Hunter St (LBK Okland Warehouse Business Prk) Construction 10/9/2020 C 4500 McDonald's 5008 Milwaukee Ave TBD 10/16/2020 ID TBD Jackson Pediatrics 11410 Savannah Ave DM Construction 10/16/2020 BC 150 City of Lubbock Municipal Teinert Parking Garage 1401 Ave L Construction 11/6/2020 BC 0 Boulevard 29 Apartment Homes Phase 1 - Clubhouse 6110 29th St Oliver Naisell 12/4/2020 ID 2750 Despenas Go Garden Office 5721 82nd St TBD 12/18/2020 BC 75 The Center for Orthopedic Surgery Office 301 Utica Ave Collier Const. 12/18/2020 C 150 Spec's Wine & Spirits - David Wood Shopping center addition 5510 4th St Commericial 12/29/2020 ID 500 Carpet Tech Restoration Warehouses 6530 19th St TBD 1/8/2021 ID TBD South Plains College Downtown Lubbock Center 1625 13th St Lee Lewis 1/11/2021 BC TBD Warehouse Lease Spaces 707 E 50th St Scott Turner 1/15/2021 ID TBD Circle K Convenience Store 6601 Milwaukee Ave TBD 1/15/2021 ID TBD Circle K Convenience Store 3402 Milwaukee Ave TBD 1/22/2021 ID TBD Circle K Convenience Store 7202 Indiana Ave TBD 1/22/2021 ID TBD Office Warehouse 1001 S Loop 289 MBM 1/29/2021 BC 1000 The Retreat RV Park Phase 2 8901 Highway 87 Dale's Electric 1/29/2021 ID TBD Drive-Thru Restaurant 4409 Marsha Sharp Fwy TBD 2/12/2021 ID TBD Circle K Convenience Store 103 W Loop 289 TBD 2/19/2021 ID TBD Skilled Nursing Community 6101 66th St SCI Construction 2/19/2021 ID TBD City of Lubbock Low Head C Pump Station 7310 Milwaukee Ave Walsh Group 2/23/2021 BC 750

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ACTIVE New PROJECT NAME ADDRESS CONTRACTOR DATE STATUS KVA Yates Retail Center 5807 19th St TBD 2/26/2021 ID 150 Madewell Dollar General 514 N MLK Jr Blvd Construction 2/26/2021 C 112.5 Dutch Bros. Coffee Shop 8231 University Ave TBD 2/26/2021 ID 75 Affordable Self Storage 5010 Erskine St TBD 3/12/2021 ID TBD Bayer (formerly Monsanto) Seed Storage Expansion 11613 N Interstate 27 Kel-Tex Electric 3/19/2021 BC 1000 Douglas-Cook Arby's (Former Schlotzky's Site) 5204 Slide Rd Const. 3/22/2021 BC 0 Green Workshops 9411 Avenue P Goertzen Const. 3/26/2021 ID TBD Allstate Distribution Storage Dave's Metal Facility 1904 Marshall St Bldgs 3/26/2021 ID 75 AT&T Booster Station Addition 4401 Marsha Sharp Fwy TBD 3/26/2021 ID 5000 Simflo Testing & Distribution Facility 605 26th St TBD 4/9/2021 ID 2000 Dutch Bros. Coffee Shop 11201 Quaker Ave TBD 4/9/2021 ID 75 Brad Douglas Retail Shell Building 301 N University Ave Homes 4/9/2021 ID TBD Murphy Express Store & Fuel Station 5113 82nd St TBD 4/16/2021 ID TBD Homestead Townhomes 310 Homestead Ave TBD 4/30/2021 ID TBD StarCare Specialty Health System 2024 Avenue C G Electric Inc 4/30/2021 ID 112.5 Dutch Bros. Coffee Shop 6312 82nd St TBD 5/7/2021 ID 75 Beck Steel Building Expansion 401 N Loop 289 Roper Industries 5/7/2021 ID 1000 Sonic Drive-In 204 Regis St TBD 5/21/2021 ID 150 BMH As-Built Exceptional Health Care 6401 Spur 327 USA 5/21/2021 ID 750 Milestones Development & Play Edge Park 6305 Marsha Sharp Fwy Construction 5/21/2021 ID 150 City of Lubbock Elevated Storage Tank 2520 3rd St TBD 5/28/2021 ID 25

Total KVA = 38,442 Lubbock Power & Light Distribution/Production Recap May 2021 38 of 122

Engineering Projects Issued Engineering Projects Completed 30 20

25 15 20

15 10

10 5 5

‐ ‐

Overhead Underground Street Light Overhead Underground Street Light

May 2021 Transformer Statistics Service Orders Worked 80 2,000 70 66 60 1,500 50 40 1,000 29 30 16 20 13 500 10 4 0 ‐

Tested / Repaired New Receipts Oil Sampled Recycled Removal

Outage Orders Non‐Outage Orders Streetlight Orders

Outage Causes System Average Interruption Duration Index 1 100 50.00 Average Number of Minutes of Outage per Customer 200.00

80 40.00 150.00

60 30.00 100.00 40 20.00 Monthly SAIDI 50.00 10.00 20 ‐ ‐

0 Rolling 12‐Month Average SAIDI Mar‐21 Apr‐21 May‐21 Vegetation Planned Construction Maintenance Weather Monthly Rolling 12 Average Animals Public Other Unknown System

*The March weather increase was mostly related to high winds. May's planned outage count was related to the ERCOT transition.

May Production Data ‐ Daily System Load

Base Load Peak Load Low Temp High Temp  Massengale was available and dispatched 14 days and generated 7.58 GWh.  Brandon is unavailable and expected to return to service 6/25/2021.  Cooke GT2 was available but was not dispatched.  Cooke GT3 is unavailable and expected to return to service 12/31/2021.

471 452 459 416 399 406 400 383 378 362 363 353 342 349 356 346 336 335 331 338 315 325 317 311 274 303 307 286 283 271 293

216 230 232 231

Megawatts 212 201 195 205 201 205 201 194 193 196 209 209 185 193 191 190 194 194 189 191 195 195 188 193 189 190 165 94 95 81 81 91 83 84 80 82 86 81 80 85 86 87 91 80 77 69 69 79 70 68 75 78 75 72 75 77 68 54

66 67 66 55 59 54 63 62 57 60 57 56 57 60 64 65 60 65 58 64 61 52 50 46 52 53 48 49 42 47 52

12345678910111213141516171819202122232425262728293031 1 Reliability for outages is measured by the System Average Interruption Duration Index (SAIDI). SAIDI is measured in units of time, often minutes or hours. It is usually measured over the course of a year, and according to IEEE Standard 1366‐1998, the median value for North American utilities is approximately 1.50 hours. Lubbock Power & Light Rates and Communications Statistics 39 of 122 May 2021 Residential Bill Amounts Using 1000 kWh (Excluding Taxes and Franchise Fees) $130

$125

$120

$115

$110

$105

$100

$95

$90

$85 Mar‐20 Apr‐20 May‐20 Jun‐20 Jul‐20 Aug‐20 Sep‐20 Oct‐20 Nov‐20 Dec‐20 Jan‐21 Feb‐21 Mar‐21 Apr‐21 Lubbock (LP&L) $102.74 $102.74 $102.74 $91.70 $91.70 $91.70 $91.70 $108.26 $108.26 $108.26 $108.26 $108.26 $108.26 $108.26 Lubbock (SPEC)* $94.03 $94.03 $104.01 $104.01 $104.01 $104.01 $104.05 $104.02 $99.03 $99.05 $99.07 $109.08 $109.20 $109.11

*Non‐LP&L data from: SPEC Residential Bill.

Media Coverage Type of Article Media Topics Publications # of Stories 50 KXAS (NBC, Dallas, TX) Connection to ERCOT 24 40 Daily Toreader May 3rd Power 1 Fox 34 30 Outage Lubbock Avalanche Journal 24 7 20 SPS Early Termination 5 RTO Insider KFYO 95.1 10 New Park at Former KCBD (NBC) LP&L Location 1 0 KLBK (CBS)/KAMC (ABC) ‐ 5 10 15 20 25 Feature Mention 0% 10% 20% 30%

LPandL.com Sessions/Pageviews New vs. Returning LPandL.com LPandL.com Pageviews Website Visitors by Page 150,000

125,000 % Chg Page Pageviews from prior 100,000 *February does not include rolling outage counts related to the winter storm and the March month increase 75,000 includes outages related to high wind. 27% 73% Home 61,990 121% 50,000 Contact Us 4,988 1,160% 25,000 Power ‐ 20,720 39,746% Outages Plugged In 1,108 119%

LPandL.com Pageviews LPandL.com Sessions LPandL.com New LPandL.com Returning

New vs. Returning COL Utilities cityoflubbockutilities.com cityoflubbockutilities.com Sessions/Pageviews Website Visitors Pageviews by Page 300,000 % Chg Page Pageviews from prior 250,000 month 200,000 Home 75,002 ‐18% 39% 150,000 61% Ways to 9,312 ‐2% 100,000 Pay One‐Time 50,000 7,180 21% Payments ‐ Contact Us 3,321 12% cityoflubbockutilities.com New cityoflubbockutilities.com Pageviews cityoflubbockutilities.com Returning cityoflubbockutilities.com Sessions City of Lubbock Utilities Customer Service Recap 40 of 122 May 2021 Project Helping Hand Number of Customer Payments by Payment Type Catholic Charities of Lubbock administers this fund to assist qualifying 120,000 All Utilities 4,500 customers in paying their utility bills. $5,000 4,000 $4,500 100,000 3,500 $4,000 3,000 $3,500 80,000 $3,000 2,500 $2,500 60,000 2,000 $2,000 40,000 1,500 $1,500 1,000 $1,000 20,000 500 $500 0 $‐ 0

Number Of Pledges To PHH Billed charges To Project Helping Hand Cashiers Mail Electronic *Pledges increased in March due to charity and round-up amounts not being auto adjusted. Lobby Customer $ Customer Payments Call Center Activity Surveys (5,210) by Payment Type All Utilities Electronic 35,000 15:33 Cumulative since 09/2016 14:24 Very Satisfied 5,044 $19,649,072 30,000 13:15 70% 12:06 25,000 10:57 09:48 Satisfied 139 20,000 08:38 07:29 15,000 06:20 Neutral 13 05:11 10,000 04:02 02:53 5,000 01:44 Unsatisfied 4 00:35 0 Very Unsatisfied 10 Mail $8,244,957 ‐ 2,000 4,000 6,000 30% Customer Calls Taken By Call Center Call Center Average Wait Time (min.) Call Center Average Handling Time (min.) Payment Arrangements

07:03 50.28%

06:29

05:54

05:20 25.85% 04:45 23.88% 04:11

03:36 % of CSR Pmt Arrangements (No Fee)

% of IVR Phone Pmt Arrangements (No Fee)

% of Web Pmt Arrangements (No Fee)

● Center calls for May totaled 19,669, a 8.6% increase from the prior month's volume. ● We sent 195,981 email noficaons and 22,175 text messages, added 2,542 new subscribers, and added 217 customers to paperless billing for a total of 51,504 paperless billing customers. ● 3,192 Kiosk payments were submied throughout the month. ● 2,505 customers were served in the lobby by CSR with an average wait me of approximately 27 minutes (tracked using the WaitWhile lobby waing service). LP&L 115kV Program Executive Summary - June 2021 41 of 122

Summary Schedule (Construction & Commissioning)

/ LP&L 115kV Program Executive Summary - June 2021 42 of 122

Project Name Phase Status Update 

92469 - Substation Rebuild – Holly 08 Issues / Risk Failed factory test for the second time of the Current/Potential Transformer will delay the ability to bring Holly generation back online before July.

92681 - ERCOT Conversion Work 08 Issues / Risk EPS (ERCOT Polled Settlement) Certification team is targeted to mobilize back to site to certify both the Cooke and Massengale generation EPS meters the week of 6/28/2021.

92681 - ERCOT Conversion Work 08 Issues / Risk EPS Meter post load certifications are planned to be completed during the week of 6/28/2021. This will be a yearly certification processes.

92681 - ERCOT Conversion Work 08 Issues / Risk Inability to match existing equipment within the Brandon generation facility is causing a modification to the EPS meter design. This will require an new submission and approval from ERCOT, and could delay the certification of the Brandon facility.

Monthly Forecast Contains current Voltage Conversion and 4ow projects Cumulative Forecast Contains current Voltage Conversion and 4ow projects

Actuals Monthly Forecast Monthly Cumulative Actuals Cumulative Forecast

40M 300M

200M 20M

100M 0M

0M 2015 2016 2017 2018 2019 2020 2021 2022 2015 2016 2017 2018 2019 2020 2021 2022

/ CIP Project Financial Reporting Date: 01-May-21 43 of 122 92473 - Posey Substation Schedule and Status Date: 30-May-21

$19,900,000 $18,598,562 $231,024 $1,070,413 5.38 Appropriation to Date Expenditures Commitments Funds Remaining % Funds Remaining Schedule Roll Up

WBS Categories Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021 Q3 2021

02 - ENGINEERING 01-Apr-20

03 - PROCUREMENT 01-Dec-20

07 - CONSTRUCTION 01-Feb-21

10 - COMMISSIONING 01-Apr-21

Monthly Forecast Cumulative Forecast

Actuals Monthly Forecast Monthly Cumulative Actuals Cumulative Forecast

6M 20M

4M 15M

10M 2M

5M 0M

0M 2018 2019 2020 2021 2018 2019 2020 2021

Phase Status Update  07 Construction Posey Autotransformers were energized on the ERCOT grid on 5/20/2021 to soak. Actual load was energized on the autotransformers on 5/30/2021.

/ CIP Project Financial Reporting Date: 01-May-21 44 of 122 92610 - Blackwater Draw to Double Mountain 345kV Line Schedule and Status Date: 30-May-21

$58,091,522 $49,679,405 $143,520 $8,268,597 14.23 Appropriation to Date Expenditures Commitments Funds Remaining % Funds Remaining Schedule Roll Up

WBS Categories Q4 2019 Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021 Q3 2021

02 - ENGINEERING 19-Jun-20

03 - PROCUREMENT 17-Oct-20

05 - RIGHT OF WAY 26-Oct-20

07 - CONSTRUCTION 14-Mar-21

Monthly Forecast Cumulative Forecast

Actuals Monthly Forecast Monthly Cumulative Actuals Cumulative Forecast

60M

10M 40M

5M 20M

0M 0M 2020 2021 2022 2020 2021 2022

Phase Status Update  07 Construction Energization was completed on 5/11/2021. 09 ROW Right of way restoration activities have started; anticipated completion is 6/30/2021.

/ CIP Project Financial Reporting Date: 01-May-21 45 of 122 92464 - Yellow House Canyon Substation Schedule and Status Date: 30-May-21

$13,560,000 $11,408,633 $1,289,877 $861,491 6.35 Appropriation to Date Expenditures Commitments Funds Remaining % Funds Remaining Schedule Roll Up

WBS Categories Q4 2019 Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021 Q3 2021

02 - ENGINEERING 28-Apr-21

03 - PROCUREMENT 29-Jan-21

04 - SUBCONTRACTS 15-Dec-20

07 - CONSTRUCTION 19-May-21

08 - OUTAGES 18-May-21

10 - COMMISSIONING 19-May-21

Monthly Forecast Cumulative Forecast

Actuals Monthly Forecast Monthly Cumulative Actuals Cumulative Forecast

4M 10M

2M 5M

0M 0M 2017 2018 2019 2020 2021 2017 2018 2019 2020 2021

Phase Status Update  07 Construction Integrated Power will need to return to the site to finish installing cable trench lids near the control enclosure, as well as, install missing plugs in some of the cable trench lids. Actual date of return is dependent on the delivery of the missing plugs. 07 Construction Utility Construction Services, LLC has completed construction of the Yellow House Canyon Tie-in 115kV transmission lines. 07 Construction Yellow House Canyon Substation was energized on the ERCOT grid on 5/29/2021.

/ CIP Project Financial Reporting Date: 01-May-21 46 of 122 92663 - Yellow House Canyon Station Work Schedule and Status Date: 30-May-21

$1,000,000 $961,754 $11,826 $26,421 2.64 Appropriation to Date Expenditures Commitments Funds Remaining % Funds Remaining Schedule Roll Up

WBS Categories Q4 2019 Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021 Q3 2021

02 - ENGINEERING 28-Apr-21

03 - PROCUREMENT 29-Jan-21

04 - SUBCONTRACTS 16-Sep-20

07 - CONSTRUCTION 29-Apr-21

08 - OUTAGES 18-May-21

10 - COMMISSIONING 19-May-21

Monthly Forecast Cumulative Forecast

Actuals Monthly Forecast Monthly Cumulative Actuals Cumulative Forecast

1.0M 0.3M

0.2M 0.5M

0.1M

0.0M 0.0M Jan 2020 Jul 2020 Jan 2021 Jul 2021 Jan 2020 Jul 2020 Jan 2021 Jul 2021

Phase Status Update  07 Construction Yellow House Canyon Autotransformers were energized on the ERCOT grid on 5/24/2021 to soak. Actual load was energized on the autotransformers on 5/29/2021.

/ CIP Project Financial Reporting Date: 01-May-21 47 of 122 92474 - Yellow House Canyon 345/115kV Transformers Schedule and Status Date: 30-May-21

$11,260,000 $9,501,559 $14,731 $1,743,710 15.49 Appropriation to Date Expenditures Commitments Funds Remaining % Funds Remaining Schedule Roll Up

WBS Categories Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021 Q3 2021

03 - PROCUREMENT 27-Jan-21

07 - CONSTRUCTION 27-Jan-21

Monthly Forecast Cumulative Forecast

Actuals Monthly Forecast Monthly Cumulative Actuals Cumulative Forecast

10M

2M

1M 5M

0M

0M 2018 2019 2020 2021 2018 2019 2020 2021

Phase Status Update  03 Procurement April 2021 actuals contain a negative invoiced amount from Oncor. 03 Procurement Yellow House Canyon Autotransformers were energized on the ERCOT grid on 5/24/2021 to soak. Actual load was energized on the autotransformers on 5/29/2021.

/ CIP Project Financial Reporting Date: 01-May-21 48 of 122 92478 - 69/115kV Line Rebuild: Holly-Slaton Schedule and Status Date: 30-May-21

$6,570,000 $5,492,650 $660,039 $417,311 6.35 Appropriation to Date Expenditures Commitments Funds Remaining % Funds Remaining Schedule Roll Up

WBS Categories 8 Q3 2018 Q4 2018 Q1 2019 Q2 2019 Q3 2019 Q4 2019 Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021 Q3 2021

02 - ENGINEERING 21-Sep-20

03 - PROCUREMENT 15-Jan-21

04 - SUBCONTRACTS 30-Nov-20

05 - RIGHT OF WAY 29-Apr-20

07 - CONSTRUCTION 19-Mar-21

08 - OUTAGES 15-Mar-21

Today

Monthly Forecast Cumulative Forecast

Actuals Monthly Forecast Monthly Cumulative Actuals Cumulative Forecast

2.0M

6M 1.5M

4M 1.0M

0.5M 2M

0.0M 0M 2017 2018 2019 2020 2021 2017 2018 2019 2020 2021

Phase Status Update  10 Closeout Construction contractor's insurance handling two property damage claims. Construction retention will remain on hold until these claims are resolved.

/ CIP Project Financial Reporting Date: 01-May-21 49 of 122 92666 - Dunbar Substation Schedule and Status Date: 30-May-21

$10,302,434 $7,600,924 $2,222,582 $478,928 4.65 Appropriation to Date Expenditures Commitments Funds Remaining % Funds Remaining Schedule Roll Up

WBS Categories Q4 2019 Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021 Q3 2021

02 - ENGINEERING 03-Mar-21

03 - PROCUREMENT 29-Jan-21

04 - SUBCONTRACTS 02-Dec-20

07 - CONSTRUCTION 14-May-21

08 - OUTAGES 10-May-21

10 - COMMISSIONING 16-May-21

Monthly Forecast Cumulative Forecast

Actuals Monthly Forecast Monthly Cumulative Actuals Cumulative Forecast

2.0M 10M

1.5M

1.0M 5M

0.5M

0.0M 0M Jan 2020 Jul 2020 Jan 2021 Jul 2021 Jan 2020 Jul 2020 Jan 2021 Jul 2021

Phase Status Update  07 Construction Dunbar Substation was energized on the ERCOT grid on 5/29/2021.

/ CIP Project Financial Reporting Date: 01-May-21 50 of 122 92475 - Dunbar 345/115kV Transformers Schedule and Status Date: 30-May-21

$11,840,000 $10,149,896 $20,305 $1,669,799 14.10 Appropriation to Date Expenditures Commitments Funds Remaining % Funds Remaining Schedule Roll Up

WBS Categories Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021 Q3 2021

02 - ENGINEERING 01-Apr-20

03 - PROCUREMENT 02-Jan-21

07 - CONSTRUCTION 16-Nov-20

Monthly Forecast Cumulative Forecast

Actuals Monthly Forecast Monthly Cumulative Actuals Cumulative Forecast

2M 10M

1M 5M

0M

0M 2017 2018 2019 2020 2021 2017 2018 2019 2020 2021

Phase Status Update  03 Procurement April 2021 actuals contain a negative invoiced amount from Oncor. 07 Construction Dunbar Autotransformers were energized on the ERCOT grid on 5/24/2021 to soak. Actual load was energized on the autotransformers on 5/29/2021.

/ CIP Project Financial Reporting Date: 01-May-21 51 of 122

92662 - Dunbar Station Work Schedule and Status Date: 30-May-21

$1,000,000 $885,586 $34,482 $79,932 7.99 Appropriation to Date Expenditures Commitments Funds Remaining % Funds Remaining Schedule Roll Up

WBS Categories Q4 2019 Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021 Q3 2021

02 - ENGINEERING 03-Mar-21

03 - PROCUREMENT 29-Jan-21

04 - SUBCONTRACTS 16-Sep-20

07 - CONSTRUCTION 14-May-21

10 - COMMISSIONING 16-May-21

Monthly Forecast Cumulative Forecast

Actuals Monthly Forecast Monthly Cumulative Actuals Cumulative Forecast

1.0M 0.5M

0.5M 0.0M

0.0M Jan 2020 Jul 2020 Jan 2021 Jul 2021 Jan 2020 Jul 2020 Jan 2021 Jul 2021

Phase Status Update  03 Procurement November 2020 actuals contains a reallocation of costs to align with the shift in cost allocations between LP&L and Oncor. 07 Construction Dunbar Autotransformers were energized on the ERCOT grid on 5/24/2021 to soak. Actual load was energized on the autotransformers on 5/29/2021.

/ CIP Project Financial Reporting Date: 01-May-21 52 of 122

92611 - Double Mountain to Fiddlewood 345kV Line Schedule and Status Date: 30-May-21

$24,980,000 $20,397,642 $15,583 $4,566,776 18.28 Appropriation to Date Expenditures Commitments Funds Remaining % Funds Remaining Schedule Roll Up

WBS Categories Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021 Q3 2021

02 - ENGINEERING 19-Sep-20

03 - PROCUREMENT 17-Jan-21

05 - RIGHT OF WAY 25-Jan-21

07 - CONSTRUCTION 08-May-21

Monthly Forecast Cumulative Forecast

Actuals Monthly Forecast Monthly Cumulative Actuals Cumulative Forecast

6M 20M

4M

10M 2M

0M 0M 2020 2021 2022 2020 2021 2022

Phase Status Update  07 Construction Energization was completed on 5/13/2021. 09 ROW Right of way restoration activities have started; anticipated completion is 6/11/2021.

/ CIP Project Financial Reporting Date: 01-May-21 53 of 122 92533 - Posey to Southeast 115kV Line Schedule and Status Date: 30-May-21

$7,400,000 $4,437,778 $204,455 $2,757,768 37.27 Appropriation to Date Expenditures Commitments Funds Remaining % Funds Remaining Schedule Roll Up

WBS Categories Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021 Q3 2021

02 - ENGINEERING 19-Sep-20

03 - PROCUREMENT 17-Jan-21

05 - RIGHT OF WAY 25-Jan-21

07 - CONSTRUCTION 20-May-21

Monthly Forecast Cumulative Forecast

Actuals Monthly Forecast Monthly Cumulative Actuals Cumulative Forecast

2M 8M

6M

1M 4M

2M 0M

0M 2018 2019 2020 2021 2022 2018 2019 2020 2021 2022

Phase Status Update  03 Procurement September 2020 actuals contains a reallocation of ROW costs to 92661. This is to true up the budget as Oncor is tracking both CIP's ROW costs within a single project. 07 Construction Oncor's contractor, Michels, completed construction activities on 6/6/2021.

/ CIP Project Financial Reporting Date: 01-May-21 54 of 122 92661 - Posey to Oliver 115kV line Schedule and Status Date: 30-May-21

$18,470,000 $10,947,096 $13,685 $7,509,219 40.66 Appropriation to Date Expenditures Commitments Funds Remaining % Funds Remaining Schedule Roll Up

WBS Categories Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021 Q3 2021

02 - ENGINEERING 19-Sep-20

03 - PROCUREMENT 17-Jan-21

05 - RIGHT OF WAY 25-Jan-21

07 - CONSTRUCTION 20-May-21

Monthly Forecast Cumulative Forecast

Actuals Monthly Forecast Monthly Cumulative Actuals Cumulative Forecast

20M 3M 15M

2M 10M

1M 5M

0M 0M Jan 2020 Jul 2020 Jan 2021 Jul 2021 Jan 2022 Jan 2020 Jul 2020 Jan 2021 Jul 2021 Jan 2022

Phase Status Update  07 Construction Energization was completed on 5/30/2021.

/ CIP Project Financial Reporting Date: 01-May-21 55 of 122 92609 - Blackwater Draw to Folsom Point 345kV Line Schedule and Status Date: 30-May-21

$43,820,000 $32,401,641 $128,683 $11,289,676 25.76 Appropriation to Date Expenditures Commitments Funds Remaining % Funds Remaining Schedule Roll Up

WBS Categories Q1 2020 Q2 2020 Q3 2020 Q4 2020 Q1 2021 Q2 2021 Q3 2021

02 - ENGINEERING 31-Oct-20

03 - PROCUREMENT 28-Feb-21

05 - RIGHT OF WAY 08-Mar-21

07 - CONSTRUCTION 27-Apr-21

Monthly Forecast Cumulative Forecast

Actuals Monthly Forecast Monthly Cumulative Actuals Cumulative Forecast

20M

40M 15M

10M 20M

5M

0M 0M 2020 2021 2022 2020 2021 2022

Phase Status Update  07 Construction Energization was completed on 5/16/2021. 09 ROW Right of way restoration activities have started; anticipated completion is 6/30/2021.

/ CIP Project Financial Reporting Date: 01-May-21 56 of 122 92681 - ERCOT Conversion Work Schedule and Status Date: 30-May-21

$450,000 $26,754 $0 $423,246 94.05 Appropriation to Date Expenditures Commitments Funds Remaining % Funds Remaining Schedule Roll Up

There is no data to display

Monthly Forecast Cumulative Forecast

Actuals Monthly Forecast Monthly Cumulative Actuals Cumulative Forecast

0.20M

0.4M 0.15M

0.10M 0.2M

0.05M

0.00M 0.0M Jan 2021 Mar 2021 May 2021 Jan 2021 Mar 2021 May 2021

Phase Status Update  08 Issues / Risk EPS (ERCOT Polled Settlement) Certification team is targeted to mobilize back to site to certify both the Cooke and Massengale generation EPS meters the week of 6/28/2021. 08 Issues / Risk EPS Meter post load certifications are planned to be completed during the week of 6/28/2021. This will be a yearly certification processes. 08 Issues / Risk Inability to match existing equipment within the Brandon generation facility is causing a modification to the EPS meter design. This will require an new submission and approval from ERCOT, and could delay the certification of the Brandon facility.

/ CIP Project Financial Reporting Date: 01-May-21 57 of 122 92682 - Program 69-115 Voltage Conversion Schedule and Status Date: 30-May-21

$1,075,000 $526,984 $0 $548,016 50.98 Appropriation to Date Expenditures Commitments Funds Remaining % Funds Remaining Schedule Roll Up

WBS Categories Q1 2021 Q2 2021 Q3 2021

08 - OUTAGES 09-Apr-21

Monthly Forecast Cumulative Forecast

Actuals Monthly Forecast Monthly Cumulative Actuals Cumulative Forecast

0.3M 1.0M

0.2M

0.5M

0.1M

0.0M 0.0M Nov 2020 Jan 2021 Mar 2021 May 2021 Jul 2021 Nov 2020 Jan 2021 Mar 2021 May 2021 Jul 2021

Phase Status Update 

/ CIP Project Financial Reporting Date: 01-May-21 58 of 122 92331 - Fiberoptic Communications Schedule and Status Date: 30-May-21

$1,600,000 $305,615 $373,202 $921,183 57.57 Appropriation to Date Expenditures Commitments Funds Remaining % Funds Remaining Schedule Roll Up

There is no data to display

Monthly Forecast Cumulative Forecast

Actuals Monthly Forecast Monthly Cumulative Actuals Cumulative Forecast

0.8M

0.4M 0.6M

0.2M 0.4M

0.2M 0.0M

0.0M 2016 2018 2020 2016 2018 2020

Phase Status Update  07 Construction Due to construction delay, Vicksburg to McDonald OPGW installation substantial completion date pushed from 06/04/2021 to 06/08/2021.

/ Lubbock Power and Light 59 of 122 Monthly Management Report Statements of Net Position April 30, 2021

April September 2021 2020 ASSETS Current assets: Pooled cash and cash equivalents $ 77,885,047 $ 125,107,721 Receivables, net 31,836,582 25,932,868 Interest receivable ‐ 355,966 Prepaid expenses 25,000 25,000 Inventories 1,902,748 1,799,535 Total current assets 111,649,377 153,221,090

Noncurrent assets: Restricted investments 33,279,671 68,247,391 Prepaid expenses 1,133,331 1,211,109 34,413,002 69,458,500 Capital assets: Construction in progress 237,127,297 94,805,793 Production Plant 86,360,706 86,360,706 Transmission Plant 112,212,444 112,212,444 Distribution Plant 355,143,124 351,827,191 Regional Trans Market Oper Plant 2,767,780 2,767,780 General Plant 37,429,545 38,105,961 Less accumulated depreciation (275,844,067) (267,696,947) Total capital assets 555,196,830 418,382,929 Total noncurrent assets 589,609,832 487,841,429

Total Assets $ 701,259,209 $ 641,062,519

DEFERRED OUTFLOWS OF RESOURCES Deferred charge on refunding $ 434,331 $ 458,924 Deferred outflows from pensions 2,898,488 2,898,488 Deferred outflows from OPEB 1,815,403 1,815,403 Total Deferred Outflows of Resources $ 5,148,222 $ 5,172,815 Lubbock Power and Light 60 of 122 Monthly Management Report Statements of Net Position April 30, 2021

April September 2021 2020 LIABILITIES Current liabilities: Accounts payable $ 24,121,685 $ 26,794,660 Deferred Revenues ‐ PPRF/FFE Over Collection 3,397,327 12,507,627 Accrued liabilities 539,410 1,838,586 Accrued interest payable 464,210 3,085,945 Customer deposits 6,930,315 6,151,612 Compensated absences 2,122,549 2,122,549 Notes Payable 203,900,000 120,600,000 Bonds payable 3,110,000 10,305,000 Total current liabilities 244,585,497 183,405,978

Noncurrent liabilities: Hold Harmless Payment 24,000,000 24,000,000 Compensated absences 1,170,405 1,170,405 Post employment benefits 20,661,185 20,661,185 Net pension obligation 15,566,804 15,566,804 Bonds payable 161,601,340 164,743,302 Total noncurrent liabilities 222,999,734 226,141,696

Total Liabilities $ 467,585,231 $ 409,547,674

DEFERRED INFLOWS OF RESOURCES TMRS actual vs assumption 5,123,839 5,123,839 OPEB actual vs assumption 1,717,609 1,717,609 Total Deferred Inflows of Resources $ 6,841,448 $ 6,841,448

NET POSITION

Net investment in capital assets$ 206,217,202 $ 176,054,976

Restricted for: Debt Service 14,082,290 14,726,286

Unrestricted 11,681,260 39,064,949

Total Net Position $ 231,980,752 $ 229,846,212 Lubbock Power and Light 61 of 122 Monthly Management Report Statements of Revenues, Expenses, and Changes in Net Position April 30, 2021

April April April April 2021 2020 2021 FYTD 2020 FYTD OPERATING REVENUES Charges for services $ 18,861,008 $ 16,053,673 $ 125,097,655 $ 114,233,045 (Over)/under collection 1,439,328 (593,466) 8,690,720 (2,650,657) Provision for bad debts (101,648) (40,619) (243,006) (183,246) Total Operating Revenues 20,198,688 15,419,588 133,545,369 111,399,142

OPERATING EXPENSES Personal services 1,414,994 1,433,372 10,937,469 11,221,421 Supplies 76,940 84,287 772,832 807,573 Maintenance 223,778 124,820 1,806,773 1,866,909 Purchase of fuel and power 14,640,689 8,783,859 90,902,303 68,316,830 Other services and charges 762,702 613,658 7,071,198 4,829,575 Depreciation and amortization 1,266,815 1,269,757 8,865,133 8,741,840 Total Operating Expenses 18,385,917 12,309,753 120,355,707 95,784,147

Operating income 1,812,770 3,109,835 13,189,662 15,614,995

NON‐OPERATING REVENUES (EXPENSES) Interest income 87,471 178,351 659,029 1,847,643 Disposition of assets 4,342 3,672 18,625 32,904 Miscellaneous (1,114,374) (880,555) (7,223,091) (5,874,131) Interest expense on bonds (616,318) (688,726) (4,461,641) (5,198,250) Total Non‐Operating Revenues (Expenses) (1,638,879) (1,387,258) (11,007,078) (9,191,834)

Income(Expenses) before contributions and transfers 173,891 1,722,577 2,182,583 6,423,161

Capital contributions ‐ ‐ ‐ ‐

Transfers (In) 833,343 224,724 1,633,399 1,573,071 Transfers (Out) (240,206) (200,509) (1,681,441) (1,403,563) Transfers, net 593,137 24,215 (48,042) 169,508

Change in Net Position $ 767,028 $ 1,746,792 $ 2,134,541 $ 6,592,669 62 of 122 Lubbock Power and Light Monthly Management Report Statement of Cash Flows April 30, 2021

April April 2021 2021 FYTD CASH FLOWS FROM OPERATING ACTIVITIES Receipts from customers $ 14,240,267 $ 118,531,355 Payments to suppliers (38,836,548) (103,849,766) Payments to employees (1,414,994) (10,937,469) Other receipts (payments) (1,114,374) (7,223,091) Net cash provided (used) by operating activities (27,125,649) (3,478,971)

CASH FLOWS FROM NONCAPITAL AND RELATED FINANCING ACTIVITIES Transfers in from other funds 833,343 1,633,399 Transfers out to other funds (240,206) (1,681,441) Net cash provided (used) by noncapital and related financing activities 593,137 (48,042)

CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTIVITIES Purchases of capital assets (10,963,178) (144,961,024) Sale of capital assets (635,894) (621,611) Principal paid on bonds (7,045,000) (10,235,000) Issuance of notes 9,300,000 83,198,038 Interest paid on bonds and capital leases (3,211,762) (7,083,375) Net cash provided (used) for capital and related financing activities (12,555,834) (79,678,379)

CASH FLOWS FROM INVESTING ACTIVITIES Sale (Purchase) of investments 26,235,269 34,967,720 Interest earnings on cash and investments 87,471 1,014,995 Net cash provided (used) by investing activities 26,322,740 35,982,714 Net increase (decrease) in cash and cash equivalents (12,765,606) (47,222,677) Cash and cash equivalents ‐ beginning of period 90,650,653 125,107,724 Cash and cash equivalents ‐ end of period 77,885,047 77,885,047

Reconciliation of operating income (loss) to net cash provided (used) by operating activities: Operating income (loss) 1,812,770 13,189,662 Adjustments to reconcile operating income (loss) to net cash provided (used) by operating activities: Depreciation and amortization 1,266,815 8,865,133 Other income (expense) (1,114,374) (7,223,091) Change in current assets and liabilities: Accounts receivable (4,443,163) (5,903,714) Deferred Expenses ‐ PPRF ‐ ‐ Inventory 33,049 (103,213) Accounts payable (22,891,388) (2,672,975) Deferred Revenues ‐ PPRF (1,515,258) (9,110,300) Hold Harmless Payment ‐ ‐ Accrued liabilities (295,051) (1,299,176) Customer deposits 20,950 778,703 Net cash provided (used) by operating activities (27,125,649) (3,478,970) Lubbock Power and Light 63 of 122 Monthly Management Report Budget Comparison ‐ Unaudited as of April 30, 2021

FYTD Annual % of Budget 2020 Budget Variance Realized

FUNDING SOURCES Interest earnings $ 649,912 $ 776,689 $ (126,777) 83.68% Rentals and recoveries 243,247 217,829 25,418 111.67% Sale of equipment/recycle scrap 54,806 127,603 (72,797) 42.95% Metered Revenues Uncollectable Metered Revenues 243,006 (1,320,343) 1,563,349 ‐18.40% Base Rates 31,885,752 68,740,838 (36,855,086) 46.39% Purchased Power (excl. over/under recovery) 93,643,963 163,088,007 (69,444,044) 57.42% Franchise Fee Equivalent 5,961,146 12,150,820 (6,189,674) 49.06% Transmission Cost of Service (TCOS) ‐ 14,526,582 (14,526,582) 0.00% SPS Hold Harmless Reserve Revenue Recognition ‐ 24,000,000 (24,000,000) 0.00% ERCOT Hold Harmless Payment ‐ (7,333,333) 7,333,333 0.00% Fees and charges 1,133,629 2,555,100 (1,421,471) 44.37% Outside work orders 322,366 865,098 (542,732) 37.26% Tampering fees 1,770 52,299 (50,529) 3.38% Miscellaneous 903,189 183,661 719,528 491.77% Capitalized Asset Restricted Funds 3,103,050 3,103,050 ‐ 100.00% Transfer from Other Funds 1,633,399 2,744,855 (1,111,456) 59.51% TOTAL FUNDING SOURCES $ 139,779,234 $ 284,478,755 $ (144,699,521) 49.14%

COST CENTER EXPENSES Administration 7111 ‐ Administration $ 1,645,439 $ 2,900,179 $ (1,254,740) 56.74% 7112 ‐ Regulatory Compliance 401,700 907,411 (505,711) 44.27% 7113 ‐ Legal 1,118,920 1,933,299 (814,379) 57.88% 7211 ‐ Conservation & Education 172,122 630,292 (458,170) 27.31% Purchased Power 7315 ‐ Purchased Power 90,902,304 176,432,584 (85,530,280) 51.52% Production 7311 ‐ Operations 466,706 943,823 (477,117) 49.45% 7316 ‐ Cooke Station 399,211 956,566 (557,355) 41.73% 7317 ‐ Brandon Station 355,355 1,683,170 (1,327,815) 21.11% 7318 ‐ Massengale Station 2,038,493 7,063,946 (5,025,453) 28.86% Distribution 7411 ‐ Supervision & Engineering 398,707 613,539 (214,832) 64.98% 7412 ‐ Underground Lines 1,707,669 2,961,222 (1,253,553) 57.67% 7413 ‐ Overhead Lines 1,689,685 2,745,301 (1,055,616) 61.55% 7414 ‐ Load Dispatching 878,961 1,928,667 (1,049,706) 45.57% 7415 ‐ Customer Service 1,985,708 3,504,973 (1,519,265) 56.65% 7416 ‐ GIS 373,774 870,777 (497,003) 42.92% 7417 ‐ Substations 665,157 1,295,248 (630,091) 51.35% 7418 ‐ Engineering & Construction Mgmt 256,255 490,445 (234,190) 52.25% 7419 ‐ Meter Shop 431,514 687,887 (256,373) 62.73% 7421 ‐ Street Lights 940,323 1,469,088 (528,765) 64.01% Transmission 7611 ‐ Supervision & Engineering 980,049 1,127,787 (147,738) 86.90% 7613 ‐ Overhead Lines 118,967 124,630 (5,663) 95.46% 7614 ‐ Load Dispatching 548,196 1,530,827 (982,631) 35.81% 7617 ‐ Substations 183,442 456,775 (273,333) 40.16% Customer Service 7423 ‐ Field Services 1,104,503 2,292,957 (1,188,454) 48.17% 7512 ‐ Customer Information Systems 2,708,506 5,662,617 (2,954,111) 47.83% 7514 ‐ Customer Service 1,790,387 3,599,816 (1,809,429) 49.74% 7515 ‐ Collections 736,070 1,481,522 (745,452) 49.68% Reimbursement ‐ City utilities & credit cards (3,383,778) (5,800,763) 2,416,985 58.33% TOTAL COST CENTER EXPENSES $ 111,614,346 $ 220,494,585 $ (108,880,239) 50.62%

FUND LEVEL EXPENSES Debt service $ 14,128,364 $ 17,695,538 $ (3,567,174) 79.84% Capitalized Interest 3,103,050 3,103,050 ‐ 100.00% Note Program fees 141,716 134,519 7,197 105.35% Transmission System Inventory (84) 1,570,016 (1,570,100) ‐0.01% Transfers: Indirect cost allocation 1,016,372 1,742,355 (725,983) 58.33% Payment in lieu of property tax 1,254,777 2,558,288 (1,303,511) 49.05% Payment in lieu of franchise fee 6,273,883 12,791,442 (6,517,559) 49.05% Cash funded electric capital 13,742,931 22,023,600 (8,280,669) 62.40% Transfer to Debt Service for General Fund 665,069 1,140,119 (475,050) 58.33% Miscellaneous Expense 47,360 78,218 (30,858) 60.55% TOTAL FUND LEVEL EXPENSES $ 40,373,439 $ 62,837,145 $ (22,463,706) 64.25%

TOTAL BUDGET $ 151,987,785 $ 283,331,730 $ (131,343,945) 53.64%

Budget surplus/(deficit) $ (12,208,551) $ 1,147,025 $ (13,355,576) LP&L Funds 64 of 122 Finance Department Budget Comparison As of April 30, 2021

Adopted Funds % of Description October-20 November-20 December-20 January-21 February-21 March-21 April-21 FYTD 20-21 Budget Remaining Budget Spent

ADMINISTRATION

ADMINISTRATION COMPENSATION $ 102,643 $ 126,496 $ 120,827 $ 184,779 $ 121,125 $ 124,361 $ 122,757 $ 902,988 $ 1,522,361 $ 619,373 59.31 BENEFITS 34,940 42,119 40,681 65,649 42,773 44,668 41,882 312,712 553,503 240,791 56.50 SUPPLIES 2,720 1,844 1,775 432 2,222 1,754 1,641 12,387 26,841 14,454 46.15 MAINTENANCE 3,345 2,262 669 911 519 1,453 847 10,006 22,000 11,995 45.48 PROF. SERVICES/TRAINING 30,841 15,549 32,998 16,906 33,168 18,400 72,146 220,009 354,413 134,404 62.08 OTHER CHARGES 531 569 933 727 483 485 485 4,213 7,540 3,327 55.88 SCHEDULED CHARGES 28,583 28,038 28,063 26,901 27,681 19,709 24,151 183,125 413,521 230,396 44.28 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 203,604 $ 216,877 $ 225,946 $ 296,304 $ 227,970 $ 210,830 $ 263,908 $ 1,645,439 $ 2,900,179 $ 1,254,740 56.74

REGULATORY COMPLIANCE COMPENSATION $ 14,781 $ 20,489 $ 17,737 $ 27,996 $ 18,486 $ 18,361 $ 18,200 $ 136,050 $ 219,433 $ 83,383 62.00 BENEFITS 5,675 7,375 6,727 10,352 6,908 7,781 6,918 51,736 85,097 33,361 60.80 SUPPLIES 775 3,040 219 272 430 (2,379) 304 2,660 10,136 7,476 26.24 MAINTENANCE 166 126 126 66 106 186 221 999 2,295 1,296 43.51 PROF. SERVICES/TRAINING 3,318 28,209 21,912 55,359 39,208 6,395 24,112 178,512 535,494 356,982 33.34 OTHER CHARGES 12 14 14 21 14 14 14 102 250 148 40.72 SCHEDULED CHARGES 4,526 4,502 4,525 4,375 4,576 4,494 4,644 31,642 54,706 23,064 57.84 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 29,252 $ 63,755 $ 51,259 $ 98,441 $ 69,728 $ 34,851 $ 54,413 $ 401,700 $ 907,411 $ 505,711 44.27

LEGAL COMPENSATION $ 16,425 $ 21,423 $ 22,160 $ 35,123 $ 22,169 $ 22,169 $ 22,169 $ 161,638 $ 286,516 $ 124,878 56.42 BENEFITS 5,525 6,426 7,086 11,968 10,832 8,483 5,099 55,420 101,511 46,091 54.59 SUPPLIES 319 155 100 25 248 - - 847 3,080 2,233 27.51 MAINTENANCE ------PROF. SERVICES/TRAINING 15,265 171,464 419,146 81,973 62,593 84,823 50,504 885,767 1,516,410 630,643 58.41 OTHER CHARGES - - - 239 - - - 239 1,000 761 23.90 SCHEDULED CHARGES 2,136 2,139 2,051 1,937 2,374 2,110 2,261 15,009 24,781 9,772 60.57 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 39,671 $ 201,607 $ 450,542 $ 131,265 $ 98,216 $ 117,585 $ 80,033 $ 1,118,920 $ 1,933,299 $ 814,379 57.88

CONSERVATION & EDUCATION COMPENSATION $ 2,704 $ 3,981 $ 3,181 $ 4,772 $ 3,181 $ 3,181 $ 3,181 $ 24,184 $ 218,478 $ 194,294 11.07 BENEFITS 939 1,307 1,101 1,653 1,102 1,280 1,113 8,495 88,900 80,405 9.56 SUPPLIES 53 53 53 53 53 53 1,790 2,111 1,150 (961) 183.53 MAINTENANCE ------750 750 - PROF. SERVICES/TRAINING 18,151 15,544 16,901 17,727 24,646 21,894 20,355 135,218 314,935 179,717 42.94 OTHER CHARGES ------2,500 2,500 - SCHEDULED CHARGES 334 297 297 249 297 297 345 2,115 3,579 1,464 59.11 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 22,182 $ 21,182 $ 21,534 $ 24,454 $ 29,280 $ 26,706 $ 26,785 $ 172,122 $ 630,292 $ 458,170 27.31

PRODUCTION

PRODUCTION OPERATIONS & ENG. COMPENSATION$ 30,645 $ 42,069 $ 38,821 $ 59,756 $ 36,222 $ 34,149 $ 38,400 $ 280,061 $ 586,207 $ 306,146 47.78 BENEFITS 11,298 15,023 14,217 21,755 13,252 13,203 14,181 102,928 213,811 110,883 48.14 SUPPLIES 270 171 112 - 614 446 187 1,800 7,750 5,950 23.23 MAINTENANCE 496 496 496 496 496 496 496 3,470 7,298 3,828 47.55 PROF. SERVICES/TRAINING 125 14,890 125 20,882 1,172 7,315 2,932 47,441 76,400 28,959 62.10 OTHER CHARGES 334 403 406 606 393 383 402 2,927 3,900 973 75.05 SCHEDULED CHARGES 3,971 4,009 4,009 3,804 4,009 4,061 4,216 28,080 48,457 20,377 57.95 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 47,138 $ 77,060 $ 58,187 $ 107,298 $ 56,157 $ 60,053 $ 60,814 $ 466,706 $ 943,823 $ 477,117 49.45

PURCHASED POWER COMPENSATION $ - $ - $ - $ - $ - $ - $ - $ - $ - $ - - BENEFITS ------SUPPLIES 10,259,800 9,729,482 11,128,064 11,659,137 23,051,915 10,433,217 14,640,689 90,902,304 176,432,584 85,530,280 51.52 MAINTENANCE - - - - - 47 (47) - - - - PROF. SERVICES/TRAINING ------OTHER CHARGES ------SCHEDULED CHARGES ------CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 10,259,800 $ 9,729,482 $ 11,128,064 $ 11,659,137 $ 23,051,915 $ 10,433,264 $ 14,640,642 $ 90,902,304 $ 176,432,584 $ 85,530,280 51.52 LP&L Funds 65 of 122 Finance Department Budget Comparison As of April 30, 2021

Adopted Funds % of Description October-20 November-20 December-20 January-21 February-21 March-21 April-21 FYTD 20-21 Budget Remaining Budget Spent

PRODUCTION COOKE STATION COMPENSATION$ 4,202 $ 5,660 $ 3,212 $ 4,387 $ 21,480 $ 10,942 $ 5,878 $ 55,761 $ 156,190 $ 100,429 35.70 BENEFITS 1,592 2,019 1,166 1,475 7,606 3,775 2,133 19,766 58,314 38,548 33.90 SUPPLIES 1,386 654 905 1,052 1,608 1,237 1,039 7,881 18,544 10,663 42.50 Fuel - 156,939 156,939 - MAINTENANCE 700 1,145 34,301 (771) 3,642 10,597 3,526 53,141 55,354 2,213 96.00 PROF. SERVICES/TRAINING 195 189 125 - 425 125 3,011 4,070 45,650 41,580 8.92 OTHER CHARGES 9 1 - 3 33 15 211 272 4,500 4,228 6.04 SCHEDULED CHARGES 37,830 37,813 38,006 38,095 38,095 32,755 35,726 258,321 461,076 202,755 56.03 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 45,913 $ 47,481 $ 77,715 $ 44,242 $ 72,890 $ 59,447 $ 51,524 $ 399,211 $ 956,566 $ 557,355 41.73

PRODUCTION BRANDON STATION COMPENSATION $ 11,618 $ 6,360 $ 11,169 $ 22,689 $ 3,532 $ 137 $ 2,557 $ 58,061 $ 287,288 $ 229,227 20.21 BENEFITS 4,534 2,637 4,451 8,745 1,643 386 1,201 23,598 108,611 85,013 21.73 SUPPLIES 648 198 2,494 3,209 1,038 296 - 8,074 20,900 12,826 38.63 Fuel - - - - 784,695 784,695 - MAINTENANCE 3,066 7,338 5,314 476 3,575 3,250 1,734 24,753 88,821 64,068 27.87 PROF. SERVICES/TRAINING 198 2,601 195 - 350 3,241 2,802 9,387 45,400 36,013 20.68 OTHER CHARGES 3 2 2,148 2 - - 357 2,512 2,500 (12) 100.48 SCHEDULED CHARGES 27,207 25,366 28,594 23,189 23,232 23,327 23,308 174,223 344,956 170,733 50.51 CAPITAL OUTLAY - - 1,484 3,570 6,396 16,181 27,116 54,746 - (54,746) - REIMBURSEMENTS ------TOTAL EXPENDITURES $ 47,274 $ 44,502 $ 55,849 $ 61,881 $ 39,765 $ 46,818 $ 59,075 $ 355,355 $ 1,683,170 $ 1,327,815 21.11

PRODUCTION MASSENGALE STATION COMPENSATION $ 113,943 $ 151,270 $ 131,523 $ 220,688 $ 120,831 $ 142,595 $ - $ 1,008,435 $ 2,023,743 $ 1,015,308 49.83 BENEFITS 41,797 53,770 48,287 76,398 43,525 55,411 - 366,558 736,611 $ 370,053 49.76 SUPPLIES 13,216 6,235 15,278 10,378 20,898 11,718 - 82,319 151,858 $ 69,539 54.21 Fuel ------2,790,348 2,790,348 - MAINTENANCE 17,586 15,742 16,400 3,831 15,822 10,702 5,120 85,201 178,320 93,119 47.78 PROF. SERVICES/TRAINING 5,243 11,646 4,368 4,786 3,113 5,950 18,652 53,758 228,620 174,862 23.51 OTHER CHARGES 61 57 55 54 5 2,327 815 3,373 8,100 4,727 41.65 SCHEDULED CHARGES 83,277 58,535 60,847 72,653 72,760 51,654 39,125 438,851 946,346 507,495 46.37 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 275,123 $ 297,254 $ 276,759 $ 388,787 $ 276,953 $ 280,355 $ 63,712 $ 2,038,493 $ 7,063,946 $ 5,025,453 28.86

DISTRIBUTION

DISTRIBUTION SUPERVISION & ENG. COMPENSATION $ 17,756 $ 27,275 $ 29,717 $ 47,157 $ 31,284 $ 32,035 $ 29,541 $ 214,765 $ 308,194 $ 93,429 69.69 BENEFITS 7,058 10,513 11,538 18,387 12,152 13,459 11,690 84,797 121,539 36,742 69.77 SUPPLIES 1,154 878 1,210 2,171 1,564 988 1,144 9,111 22,711 13,600 40.12 MAINTENANCE 386 475 376 565 3,175 425 595 5,997 16,680 10,683 35.95 PROF. SERVICES/TRAINING 935 6,335 4,988 2,740 421 2,833 9,169 27,422 49,635 22,213 55.25 OTHER CHARGES 840 605 755 152 1,579 455 593 4,979 8,400 3,421 59.27 SCHEDULED CHARGES 7,361 7,361 7,361 7,151 7,391 7,392 7,621 51,637 86,380 34,743 59.78 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 35,491 $ 53,442 $ 55,946 $ 78,323 $ 57,565 $ 57,588 $ 60,353 $ 398,707 $ 613,539 $ 214,832 64.98

DISTRIBUTION UNDERGROUND LINES COMPENSATION $ 69,321 $ 120,914 $ 103,601 $ 149,697 $ 74,689 $ 80,458 $ 101,399 $ 700,079 $ 1,407,738 $ 707,659 49.73 BENEFITS 28,479 44,605 40,639 57,358 29,742 38,162 40,550 279,535 570,306 290,771 49.01 SUPPLIES 32,570 59,080 26,301 13,415 17,541 17,261 21,521 187,689 209,268 21,579 89.69 MAINTENANCE 57,863 52,900 70,286 66,361 35,386 40,858 63,919 387,573 518,098 130,525 74.81 PROF. SERVICES/TRAINING 408 3,339 8,425 1,972 9,551 3,207 2,626 29,528 66,597 37,069 44.34 OTHER CHARGES 221 322 220 69 480 263 215 1,790 2,500 710 71.61 SCHEDULED CHARGES 16,741 17,432 19,006 18,990 19,389 12,345 17,572 121,475 186,715 65,240 65.06 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 205,604 $ 298,592 $ 268,477 $ 307,862 $ 186,778 $ 192,554 $ 247,802 $ 1,707,669 $ 2,961,222 $ 1,253,553 57.67

DISTRIBUTION OVERHEAD LINES COMPENSATION $ 46,318 $ 116,437 $ 81,768 $ 113,078 $ 53,144 $ 46,617 $ 41,331 $ 498,692 $ 1,082,959 $ 584,267 46.05 BENEFITS 21,573 43,253 32,228 44,557 21,290 25,734 20,579 209,214 452,259 243,045 46.26 SUPPLIES 18,227 56,926 37,495 13,662 21,206 14,619 11,663 173,799 241,351 67,552 72.01 MAINTENANCE 105,672 77,027 62,171 104,326 48,942 92,784 57,169 548,091 659,912 111,821 83.06 PROF. SERVICES/TRAINING 1,201 1,805 4,173 13,229 4,073 (1,784) 9,188 31,885 117,446 85,561 27.15 OTHER CHARGES 112 113 12 21 102 90 23 472 500 28 94.31 SCHEDULED CHARGES 16,103 16,107 16,222 15,691 16,182 15,724 16,344 112,372 190,873 78,501 58.87 CAPITAL OUTLAY - - - 115,161 - - - 115,161 - (115,161) - REIMBURSEMENTS ------TOTAL EXPENDITURES $ 209,207 $ 311,667 $ 234,068 $ 419,724 $ 164,938 $ 193,783 $ 156,296 $ 1,689,685 $ 2,745,301 $ 1,055,616 61.55 LP&L Funds 66 of 122 Finance Department Budget Comparison As of April 30, 2021

Adopted Funds % of Description October-20 November-20 December-20 January-21 February-21 March-21 April-21 FYTD 20-21 Budget Remaining Budget Spent

DISTRIBUTION LOAD DISPATCHING COMPENSATION$ 40,484 $ 56,812 $ 47,097 $ 91,592 $ 54,493 $ 55,893 $ 54,384 $ 400,755 $ 781,821 $ 381,066 51.26 BENEFITS 13,591 18,296 16,046 30,016 25,778 19,972 10,649 134,349 279,140 144,791 48.13 SUPPLIES 581 1,599 1,225 216 1,067 243 1,049 5,981 8,291 2,310 72.14 MAINTENANCE 1,429 770 745 759 1,424 883 700 6,711 10,397 3,686 64.54 PROF. SERVICES/TRAINING 19,133 51,215 85,260 45,548 38,175 21,116 548 260,995 748,550 487,555 34.87 OTHER CHARGES 213 455 301 1,200 1,518 328 1,536 5,549 2,000 (3,549) 277.47 SCHEDULED CHARGES 8,499 8,662 8,443 9,017 8,443 10,611 10,945 64,621 98,467 33,846 65.63 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 83,931 $ 137,811 $ 159,117 $ 178,348 $ 130,899 $ 109,045 $ 79,810 $ 878,961 $ 1,928,667 $ 1,049,706 45.57

DISTRIBUTION CUSTOMER SVC. COMPENSATION $ 72,900 $ 111,358 $ 84,180 $ 128,130 $ 85,564 $ 88,647 $ 87,619 $ 658,397 $ 1,222,082 $ 563,685 53.88 BENEFITS 26,137 36,905 30,198 45,406 30,068 33,253 31,623 233,588 441,174 207,586 52.95 SUPPLIES 30,962 13,032 8,857 6,718 8,455 6,492 7,375 81,892 129,541 47,649 63.22 MAINTENANCE 26,768 14,015 11,906 20,245 10,961 21,157 23,364 128,415 248,719 120,304 51.63 PROF. SERVICES/TRAINING 1,381 1,781 1,176 1,464 818 1,071 2,960 10,651 27,333 16,682 38.97 OTHER CHARGES 74,196 141,548 86,169 121,497 100,429 102,154 74,143 700,137 1,150,600 450,463 60.85 SCHEDULED CHARGES 23,856 23,836 24,130 23,586 24,123 28,756 24,342 172,629 285,525 112,896 60.46 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 256,199 $ 342,476 $ 246,616 $ 347,045 $ 260,418 $ 281,529 $ 251,426 $ 1,985,708 $ 3,504,973 $ 1,519,265 56.65

LP&L GIS COMPENSATION $ 27,936 $ 37,068 $ 34,480 $ 51,585 $ 33,832 $ 31,281 $ 30,982 $ 247,165 $ 488,710 $ 241,545 50.57 BENEFITS 11,605 15,080 14,864 21,946 14,301 14,541 13,324 105,661 203,610 97,949 51.89 SUPPLIES 669 227 301 294 414 415 237 2,558 17,695 15,137 14.45 MAINTENANCE 30 23 219 - 24 20 1,568 1,884 500 (1,384) 376.75 PROF. SERVICES/TRAINING 84 264 802 - 294 1,024 300 2,768 26,724 23,956 10.36 OTHER CHARGES 26 106 1,572 43 2,474 28 72 4,321 121,414 117,093 3.56 SCHEDULED CHARGES 1,475 1,248 1,248 1,352 1,362 1,248 1,485 9,417 12,124 2,707 77.67 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 41,826 $ 54,016 $ 53,485 $ 75,220 $ 52,701 $ 48,557 $ 47,969 $ 373,774 $ 870,777 $ 497,003 42.92

DISTRIBUTION SUBSTATIONS COMPENSATION $ 15,320 $ 29,681 $ 21,011 $ 29,723 $ 13,875 $ 29,598 $ 27,622 $ 166,829 $ 358,502 $ 191,673 46.54 BENEFITS 5,961 10,592 7,541 11,336 5,296 11,922 9,759 62,407 145,585 83,178 42.87 SUPPLIES 7,613 6,520 4,162 10,940 6,766 4,579 6,269 46,850 90,047 43,197 52.03 MAINTENANCE 8,078 4,187 2,521 3,986 4,309 4,263 2,681 30,026 92,450 62,424 32.48 PROF. SERVICES/TRAINING 94 8,083 9,356 690 2,186 8,036 12,903 41,348 47,726 6,378 86.64 OTHER CHARGES 306 29 4 - 404 59 7 810 1,000 190 80.99 SCHEDULED CHARGES 44,786 44,428 44,428 44,400 44,571 44,428 44,971 312,013 533,939 221,926 58.44 CAPITAL OUTLAY - - - 4,875 - - - 4,875 26,000 21,125 18.75 REIMBURSEMENTS ------TOTAL EXPENDITURES $ 82,158 $ 103,520 $ 89,024 $ 105,951 $ 77,407 $ 102,885 $ 104,211 $ 665,157 $ 1,295,248 $ 630,091 51.35

DISTRIBUTION CONSTRUCTION & ENGR COMPENSATION$ 13,326 $ 16,254 $ 20,228 $ 31,481 $ 18,873 $ 15,468 $ 16,400 $ 132,030 $ 211,013 $ 78,983 62.57 BENEFITS 5,784 6,528 8,255 12,715 7,997 7,947 7,008 56,234 91,767 35,533 61.28 SUPPLIES 1,831 2,569 1,027 908 2,172 1,530 1,164 11,201 15,208 4,007 73.65 MAINTENANCE 250 544 483 245 40 381 3,187 5,130 9,000 3,870 57.00 PROF. SERVICES/TRAINING 726 15,163 2,327 2,079 3,840 1,483 7,560 33,178 130,420 97,242 25.44 OTHER CHARGES 349 225 152 152 152 342 152 1,524 3,565 2,041 42.76 SCHEDULED CHARGES 2,367 2,396 2,366 2,182 2,502 2,442 2,703 16,958 29,473 12,515 57.54 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 24,633 $ 43,679 $ 34,839 $ 49,761 $ 35,576 $ 29,593 $ 38,174 $ 256,255 $ 490,445 $ 234,190 52.25

DISTRIBUTION METER SHOP COMPENSATION $ 26,129 $ 34,406 $ 34,362 $ 51,547 $ 35,043 $ 34,361 $ 34,365 $ 250,213 $ 409,453 $ 159,240 61.11 BENEFITS 9,859 12,531 13,218 19,700 13,371 14,297 13,396 96,372 157,073 60,701 61.35 SUPPLIES 14,963 2,445 771 3,459 3,762 750 3,585 29,735 29,386 (349) 101.19 MAINTENANCE 4,023 1,529 3,076 530 1,777 4,172 5,566 20,673 35,360 14,687 58.46 PROF. SERVICES/TRAINING 30 110 476 345 444 132 393 1,930 5,707 3,777 33.81 OTHER CHARGES 37 154 118 114 1,936 190 121 2,670 1,900 (770) 140.50 SCHEDULED CHARGES 4,421 4,226 4,182 4,018 4,713 4,118 4,245 29,923 49,009 19,086 61.06 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 59,463 $ 55,401 $ 56,204 $ 79,712 $ 61,045 $ 58,019 $ 61,670 $ 431,514 $ 687,887 $ 256,373 62.73 LP&L Funds 67 of 122 Finance Department Budget Comparison As of April 30, 2021

Adopted Funds % of Description October-20 November-20 December-20 January-21 February-21 March-21 April-21 FYTD 20-21 Budget Remaining Budget Spent

DISTRIBUTION STREET LIGHTS COMPENSATION$ 35,635 $ 46,209 $ 46,859 $ 63,947 $ 45,112 $ 48,287 $ 42,687 $ 328,735 $ 674,758 $ 346,023 48.72 BENEFITS 13,651 17,528 18,301 25,643 17,889 20,044 16,982 130,037 282,159 152,122 46.09 SUPPLIES 25,820 7,868 6,880 1,505 2,626 1,480 9,025 55,204 41,867 (13,337) 131.85 MAINTENANCE 38,214 78,272 71,495 40,697 39,379 87,945 41,550 397,552 412,333 14,781 96.42 PROF. SERVICES/TRAINING 990 111 788 546 770 220 634 4,059 17,072 13,013 23.78 OTHER CHARGES 74 84 28 37 22 21 25 291 - (291) - SCHEDULED CHARGES 3,397 3,481 3,515 3,384 3,519 3,512 3,637 24,446 40,899 16,453 59.77 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 117,780 $ 153,553 $ 147,866 $ 135,758 $ 109,316 $ 161,509 $ 114,540 $ 940,323 $ 1,469,088 $ 528,765 64.01

TRANSMISSION

TRANSMISSION SUPERVISION & ENG. COMPENSATION $ 27,117 $ 29,478 $ 29,705 $ 34,118 $ 21,565 $ 20,579 $ 20,952 $ 183,513 $ 396,525 $ 213,012 46.28 BENEFITS 10,720 11,224 11,266 13,275 4,865 9,065 12,071 72,487 145,422 72,935 49.85 SUPPLIES 416 385 247 120 328 753 339 2,587 5,585 2,998 46.32 MAINTENANCE 90 90 90 67 134 392 358 1,221 1,200 (21) 101.74 PROF. SERVICES/TRAINING 24 128,277 203,212 108,374 39,543 160,532 40,278 680,239 508,609 (171,630) 133.74 OTHER CHARGES - 56 - - - - - 56 1,450 1,394 3.89 SCHEDULED CHARGES 5,706 5,706 5,706 5,597 5,706 5,707 5,817 39,947 68,996 29,049 57.90 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 44,073 $ 175,217 $ 250,226 $ 161,551 $ 72,142 $ 197,027 $ 79,814 $ 980,049 $ 1,127,787 $ 147,738 86.90

TRANSMISSION OVERHEAD LINES COMPENSATION $ - $ 5,765 $ 4,253 $ 550 $ 2,290 $ 11,496 $ 15,429 $ 39,783 $ 47,331 $ 7,548 84.05 BENEFITS - 1,877 1,427 193 749 3,907 5,336 13,490 17,048 3,558 79.13 SUPPLIES 995 245 4,389 - 10,153 4,772 1,690 22,244 30,251 8,007 73.53 MAINTENANCE - - 107 - 4 817 267 1,195 30,000 28,805 3.98 PROF. SERVICES/TRAINING - 6,995 16,148 2,613 7,269 - 9,165 42,189 - (42,189) - OTHER CHARGES ------SCHEDULED CHARGES - - - - - 27 40 67 - (67) - CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 995 $ 14,882 $ 26,324 $ 3,357 $ 20,465 $ 21,018 $ 31,927 $ 118,967 $ 124,630 $ 5,663 95.46

TRANSMISSION LOAD DISPATCHING COMPENSATION $ 29,311 $ 33,589 $ 30,811 $ 44,527 $ 35,270 $ 38,385 $ 37,628 $ 249,522 $ 496,622 $ 247,100 50.24 BENEFITS 9,643 10,943 10,068 13,726 11,081 12,041 12,398 79,901 186,628 106,727 42.81 SUPPLIES - - - - 46 - - 46 - (46) - MAINTENANCE - - 2,295 - 1,089 - - 3,384 10,000 6,616 33.84 PROF. SERVICES/TRAINING 1,153 33,156 59,631 27,500 25,386 5,439 26,841 179,105 792,750 613,645 22.59 OTHER CHARGES 137 162 162 989 1,052 162 485 3,148 1,500 (1,648) 209.84 SCHEDULED CHARGES 5,576 - 5,725 - 4,627 4,774 12,390 33,091 43,327 10,236 76.38 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 45,821 $ 77,849 $ 108,691 $ 86,743 $ 78,550 $ 60,800 $ 89,742 $ 548,196 $ 1,530,827 $ 982,631 35.81

TRANSMISSION SUBSTATION COMPENSATION $ 14,582 $ 19,622 $ 17,538 $ 14,009 $ 9,665 $ 19,098 $ 14,081 $ 108,595 $ 268,601 $ 160,006 40.43 BENEFITS 5,326 7,161 6,339 5,149 3,358 6,937 5,174 39,445 106,135 66,690 37.16 SUPPLIES 289 2,096 (170) 4,019 253 5,035 - 11,522 17,700 6,178 65.09 MAINTENANCE 4,107 3,621 3,050 48 1,636 5,211 4,113 21,785 36,500 14,715 59.69 PROF. SERVICES/TRAINING ------27,590 27,590 - OTHER CHARGES - - 61 - - 1,806 - 1,867 250 (1,617) 746.72 SCHEDULED CHARGES - 38 38 38 38 38 38 228 - (228) - CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 24,303 $ 32,539 $ 26,855 $ 23,264 $ 14,950 $ 38,125 $ 23,406 $ 183,442 $ 456,775 $ 273,333 40.16

CUSTOMER SERVICE

FIELD SERVICES COMPENSATION$ 64,829 $ 97,744 $ 69,984 $ 112,115 $ 75,900 $ 75,892 $ 72,559 $ 569,023 $ 1,200,387 $ 631,364 47.40 BENEFITS 37,297 47,804 39,607 59,545 40,288 45,705 40,109 310,355 658,865 348,511 47.10 SUPPLIES 4,104 3,329 6,047 14,047 6,560 5,813 5,330 45,229 129,481 84,252 34.93 MAINTENANCE 5,722 6,777 3,915 18,242 21,296 6,403 6,846 69,202 113,918 44,716 60.75 PROF. SERVICES/TRAINING 744 1,574 983 - 2,309 738 862 7,211 18,270 11,059 39.47 OTHER CHARGES - 2,526 - - - - - 2,526 2,000 (526) 126.29 SCHEDULED CHARGES 13,969 13,971 15,259 13,410 14,386 14,477 15,475 100,948 170,037 69,089 59.37 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 126,666 $ 173,725 $ 135,796 $ 217,359 $ 160,738 $ 149,027 $ 141,181 $ 1,104,492 $ 2,292,957 $ 1,188,465 48.17 LP&L Funds 68 of 122 Finance Department Budget Comparison As of April 30, 2021

Adopted Funds % of Description October-20 November-20 December-20 January-21 February-21 March-21 April-21 FYTD 20-21 Budget Remaining Budget Spent

METER READING COMPENSATION$ - $ - $ - $ - $ - $ - $ - $ - $ (0) $ - - BENEFITS ------(0) - - SUPPLIES 4,593 3,773 - (8,365) - - 10 10 - (10) - MAINTENANCE 3,474 3,887 5,666 (13,012) (15) ------PROF. SERVICES/TRAINING 2 - (2) ------OTHER CHARGES ------SCHEDULED CHARGES 411 433 (845) ------CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 8,480 $ 8,092 $ 4,820 $ (21,378) $ (15) $ - $ 10 $ 10 $ (1) $ (10) (1,731.67)

CUSTOMER INFO. SYSTEMS COMPENSATION $ 29,347 $ 29,101 $ 44,342 $ 40,973 $ 29,474 $ 38,490 $ 36,848 $ 248,575 $ 500,677 $ 252,102 49.65 BENEFITS 11,769 11,881 16,403 17,115 12,810 18,082 16,404 104,463 227,336 122,873 45.95 SUPPLIES 81 183 87 61 530 219 202 1,363 3,766 2,403 36.19 MAINTENANCE ------4,500 4,500 - PROF. SERVICES/TRAINING 510,344 174,519 662,586 165,864 (696,104) 597,426 157,501 1,572,137 3,515,137 1,943,000 44.72 OTHER CHARGES 1,752 199 1,253 - - - - 3,204 4,500 1,296 71.20 SCHEDULED CHARGES 128,213 128,203 128,203 69,381 128,229 128,203 68,335 778,765 1,406,701 627,936 55.36 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 681,507 $ 344,085 $ 852,873 $ 293,394 $ (525,061) $ 782,419 $ 279,290 $ 2,708,506 $ 5,662,617 $ 2,954,111 47.83

CUSTOMER SVC. COMPENSATION $ 105,711 $ 139,717 $ 146,403 $ 207,042 $ 142,578 $ 146,321 $ 127,899 $ 1,015,671 $ 2,021,837 $ 1,006,166 50.24 BENEFITS 53,481 65,899 72,502 109,940 70,450 79,662 70,763 522,696 1,118,694 595,998 46.72 SUPPLIES 651 1,100 371 177 1,654 593 1,911 6,457 15,766 9,309 40.95 MAINTENANCE 368 ------368 9,300 8,932 3.96 PROF. SERVICES/TRAINING 718 443 880 23 915 791 1,439 5,207 26,208 21,001 19.87 OTHER CHARGES - 199 - - - - 6 205 2,000 1,795 10.26 SCHEDULED CHARGES 34,328 34,210 33,969 34,111 34,247 34,436 34,483 239,783 406,011 166,228 59.06 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 195,257 $ 241,569 $ 254,124 $ 351,292 $ 249,844 $ 261,802 $ 236,500 $ 1,790,387 $ 3,599,816 $ 1,809,429 49.74

COLLECTIONS COMPENSATION $ 44,025 $ 61,729 $ 54,742 $ 84,056 $ 56,447 $ 58,956 $ 54,124 $ 414,079 $ 803,436 $ 389,357 51.54 BENEFITS 22,705 28,860 27,569 42,600 27,350 32,814 28,317 210,214 416,291 206,077 50.50 SUPPLIES 65 71 292 95 313 229 431 1,495 6,124 4,629 24.41 MAINTENANCE ------500 500 - PROF. SERVICES/TRAINING 501 14,948 6,727 10,002 9,495 7,765 5,283 54,720 159,000 104,280 34.42 OTHER CHARGES - 241 - - - - - 241 2,000 1,759 12.03 SCHEDULED CHARGES 7,855 7,855 7,855 7,779 7,912 7,970 8,095 55,321 94,171 38,850 58.75 CAPITAL OUTLAY ------REIMBURSEMENTS ------TOTAL EXPENDITURES $ 75,150 $ 113,704 $ 97,184 $ 144,532 $ 101,517 $ 107,733 $ 96,249 $ 736,070 $ 1,481,522 $ 745,452 49.68

LP&L FUND OPERATING EXPENSES COMPENSATION $ 977,006 $ 1,390,908 $ 1,249,712 $ 1,855,517 $ 1,166,122 $ 1,227,758 1,058,990 $ 9,053,597 $ 17,980,860 8,927,265 50.35 BENEFITS 400,940 532,157 501,724 746,603 476,475 542,530 438,658 3,686,456 7,567,387 3,880,933 48.72 SUPPLIES 10,424,774 9,904,157 11,248,493 11,738,001 23,164,437 10,512,110 14,718,594 91,715,354 177,686,881 85,971,527 51.62 MAINTENANCE 281,835 271,226 295,704 248,068 193,720 292,441 223,778 1,806,773 2,564,205 757,432 70.46 Fuel - - - - 3,731,982 3,731,982 - PROF. SERVICES/TRAINING 611,804 708,207 1,563,706 580,622 (385,940) 958,170 482,164 4,518,732 9,402,096 4,883,364 48.06 OTHER CHARGES 79,214 148,070 94,363 125,924 111,076 109,121 79,660 747,428 1,335,869 588,441 55.95 SCHEDULED CHARGES 512,927 480,293 493,204 431,289 500,363 464,614 412,316 3,295,007 6,000,069 2,705,062 54.92 CAPITAL OUTLAY - - 1,484 123,605.62 6,395.80 16,180.70 27,116.29 174,782 26,000 (148,782) 672.24 REIMBURSEMENTS ------TOTAL EXPENDITURES $ 13,288,500 $ 13,435,019 $ 15,448,390 $ 15,849,628 $ 25,232,650 $ 14,122,924 $ 17,441,275 $ 114,998,129 $ 226,295,350 $ 111,297,223 50.82 Lubbock Power and Light Capital Program - Unaudited 69 of 122 Management Report April 30, 2021

TOTAL EXPENDITURES & COMMITMENTS Appropriation Funds % Funds % of Budget Project To Date Expenditures Commitments Remaining Remaining Spent 8625 Field Asset Inventory & Data Verification$ 2,350,862 $ 262,379 $ 119,143 $ 1,969,340 83.77 16.23 8626 Distribution Planning 680,000 88,030 249,752 342,218 50.33 49.67 8657 Street Light Audit 250,000 267 - 249,733 99.89 0.11 92282 Downtown Redevelopment Underground 4,850,500 4,848,715 - 1,785 0.04 99.96 92331 Fiberoptic Communications 1,600,000 305,615 373,202 921,183 57.57 42.43 92380 Feeder Circuits - Northwest 1,384,200 990,810 - 393,390 28.42 71.58 92402 Substation Capacity Upgrade - Chalker 9,417,590 9,116,508 25,113 275,969 2.93 97.07 92403 69/115kV Line Rebuild: Thompson-Vicksburg 4,175,000 3,583,947 181,743 409,311 9.80 90.20 92404 115kV Line Construction – Northwest to Mackenzie 17,964,247 17,845,073 65,508 53,666 0.30 99.70 92405 69/115kV Line Rebuild: Chalker-Thompson 5,770,000 5,707,895 47,714 14,390 0.25 99.75 92406 69/115kV Line Rebuild: Chalker-Oliver 3,365,000 3,268,238 33,802 62,960 1.87 98.13 92407 Southeast Substation Expansion 2,955,000 2,782,879 76,411 95,710 3.24 96.76 92457 Customer Service Info. and Workforce Management System 34,685,000 32,748,045 1,806,468 130,487 0.38 99.62 92460 69/115kV Line Rebuild: Erskine-Mackenzie 4,280,000 3,950,100 71,823 258,077 6.03 93.97 92462 Substation Capacity Upgrade - McDonald 6,899,710 6,815,821 57,920 25,969 0.38 99.62 92464 Yellow House Canyon Substation 13,560,000 11,408,633 1,289,877 861,491 6.35 93.65 92466 Autotransformer - Co-op 5,150,000 4,939,205 202,711 8,085 0.16 99.84 92467 Autotransformer - Vicksburg 4,510,000 4,459,620 21,848 28,532 0.63 99.37 92468 Autotransformer - Mackenzie 6,000,000 5,755,673 124,995 119,331 1.99 98.01 92469 Substation Rebuild - Holly 7,150,000 6,849,460 137,895 162,645 2.27 97.73 92470 Substation Rebuild - Oliver 6,800,000 6,730,267 17,166 52,566 0.77 99.23 92473 Posey Substation 19,900,000 18,598,562 231,024 1,070,413 5.38 94.62 92474 Yellow House Canyon 345/115kV Transformers 11,260,000 9,501,559 14,731 1,743,710 15.49 84.51 92475 Dunbar 345/115kV Transformers 11,840,000 10,149,896 20,305 1,669,799 14.10 85.90 92477 69/115kV Line Rebuild: Holly-Southeast 9,500,000 8,282,172 425,609 792,219 8.34 91.66 92478 69/115kV Line Rebuild: Holly-Slaton 6,570,000 5,492,650 660,039 417,311 6.35 93.65 92480 69/115kV Line Rebuild: Southeast-Oliver 4,900,000 4,721,861 142,286 35,852 0.73 99.27 92484 Substation Upgrades 5,350,000 2,022,349 965,723 2,361,928 44.15 55.85 92485 Substation Breaker Replacements - Transmission 1,205,000 77,188 - 1,127,812 93.59 6.41 92523 Distribution Capacitor Banks 1,880,000 1,728,077 - 151,923 8.08 91.92 92533 Posey to Southeast 115kV Line 7,400,000 4,437,778 204,455 2,757,768 37.27 62.73 92537 GIS Software Upgrades and Interfaces1 1,765,000 1,425,774 292,343 46,883 2.66 97.34 92560 115kV Line Construction - Red Raider Tap 1,585,000 1,570,371 - 14,629 0.92 99.08 92564 Cooke Station Gas Turbine #3 (GT-3) Repairs 3,009,755 2,776,020 151,692 82,043 2.73 97.274 92586 Dunbar-Manhattan Heights Underground Conversion 1,210,000 134,936 991,558 83,505 6.90 93.10 92594 Call Center IVR 620,000 619,998 - 2 0.00 100.00 92595 Citizen's Tower FF&E 955,000 33,896 - 921,104 96.45 3.55 92602 Substation General Plant Equipment 375,000 367,162 - 7,838 2.09 97.91 92603 Substation Switchgear and Breaker Replacement 1,335,000 10,516 - 1,324,484 99.21 0.79 92604 Overhead/Underground Training Facility 255,000 178,815 36,500 39,685 15.56 84.44 92605 Operations System Upgrades 815,000 366,943 87,279 360,778 44.27 55.73 92606 South Plains Mall Expansion 835,000 14,929 - 820,071 98.21 1.79 92608 Red Raider Substation Distribution Feeders 4,000,000 573,704 239,404 3,186,892 79.67 20.33 92609 Blackwater Draw to Folsom Point 345kV Line 43,820,000 32,401,641 128,683 11,289,676 25.76 74.24 92610 Blackwater Draw to Double Mountain 345kV Line 58,091,522 49,679,405 143,520 8,268,597 14.23 85.77 92611 Double Mountain to Fiddlewood 345kV Line 24,980,000 20,397,642 15,583 4,566,776 18.28 81.72 92632 Truck Barn Expansion 235,000 128 - 234,872 99.95 0.05 92634 LP&L - GIS Office Renovations 1,115,000 69,808 - 1,045,192 93.74 6.26 92635 Substation Rebuild - Northeast1 1,800,000 1,716,347 70,563 13,090 0.73 99.27 92636 Doud Breaker Replacement 70,000 2,078 - 67,922 97.03 2.97 92645 Street Light LED Upgrade - Pilot Project 275,000 263,593 - 11,407 4.15 95.85 92646 FY 2019-20 Vehicles and Equipment 2,635,000 2,385,283 - 249,717 9.48 90.52 92647 Broadway Tunnel Lighting and Control Box Upgrades 105,000 50,800 - 54,200 51.62 48.38 92661 Posey to Oliver 115kV line 18,470,000 10,947,096 13,685 7,509,219 40.66 59.34 92662 Dunbar Station Work 1,000,000 885,586 34,482 79,932 7.99 92.01 92663 Yellow House Canyon Station Work 1,000,000 961,754 11,826 26,421 2.64 97.36 92664 Oliver Station Work (to accommodate 115kV lines) 750,000 681,732 26,358 41,911 5.59 94.41 92665 Southeast Station Work (to accommodate 115kV lines) 750,000 669,137 27,884 52,979 7.06 92.94 92666 Dunbar Substation Work 10,302,434 7,600,924 2,222,582 478,928 4.65 95.35 92667 Cooke Station Gas Turbine #2 (GT-2) Repairs 1,770,000 1,254,925 46,433 468,642 26.48 73.52 92668 Wadsworth Relay Upgrade 1,100,000 856,947 127,460 115,594 10.51 89.49 92680 Substation Capacity Upgrade - Northeast 600,000 - - 600,000 100.00 - 92681 ERCOT Conversion Work 450,000 26,754 - 423,246 94.05 5.95 92682 Program 69-115 Voltage Conversion 1,075,000 526,984 - 548,016 50.98 49.02 92683 FY 2020-2021 Service Distribution Meters 226,000 102,288 - 123,713 54.74 45.26 92684 FY 2020-21 Distribution Transformers 3,500,000 55,274 2,312,257 1,132,469 32.36 67.64 92685 FY 2020-2021 Distribution System Upgrade 5,625,000 2,510,329 1,164,062 1,950,609 34.68 65.32 92686 FY 2020-21 Overhead Lines 2,424,000 1,515,265 - 908,735 37.49 62.51 92687 FY 2020-21 Street Lights 484,600 324,504 - 160,096 33.04 66.96 92688 FY 2020-21 Underground Distribution 2,876,500 1,453,413 24,300 1,398,787 48.63 51.37 92689 ERCOT Transmission/Distribution Service Provider System 1,500,000 - - 1,500,000 100.00 - 92690 East Broadway Series Street Light Conversion 420,000 1,667 - 418,333 99.60 0.40 92691 FY 2020-21 Vehicles and Equipment 2,667,500 187,464 2,237,416 242,620 9.10 90.90 92692 FY 2020-21 Transmission Crew Vehicles & Equipment 2,150,000 43,566 2,005,330 101,104 4.70 95.30 92693 Distribution System Upgrade-Improvements-Expansion 4,936,674 329,838 1,778,839 2,827,997 57.29 42.71 92694 Substation 25kV Capacity Upgrades 4,030,000 182 2,785,000 1,244,818 30.89 69.11 92695 Downtown Redevelopment 650,000 108,715 9,067 532,219 81.88 18.12 $ 442,246,094 $ 343,553,405 $ 24,551,366 $ 74,141,322 16.76 83.24 1 Commitments have been reduced due to known savings. Lubbock Power and Light Capital Program - Unaudited 70 of 122 Management Report April 30, 2021

BOND DETAIL Bond Bond Bond Funds % Funds Project Funds Expenditures Commitments Remaining Remaining 8625 Field Asset Inventory & Data Verification $ 2,350,862 $ 262,379 $ 119,143 $ 1,969,340 83.77 8626 Distribution Planning - - - - - 8657 Street Light Audit - - - - - 92282 Downtown Redevelopment Underground 3,635,500 3,635,500 - - - 92331 Fiberoptic Communications 1,350,000 305,615 373,202 671,183 49.72 92380 Feeder Circuits - Northwest 690,000 690,000 - - - 92402 Substation Capacity Upgrade - Chalker 9,417,590 9,116,508 25,113 275,969 2.93 92403 69/115kV Line Rebuild: Thompson-Vicksburg 4,175,000 3,583,947 181,743 409,311 9.80 92404 115kV Line Construction – Northwest to Mackenzie 17,964,247 17,845,073 65,508 53,666 0.30 92405 69/115kV Line Rebuild: Chalker-Thompson 5,770,000 5,707,895 47,714 14,390 0.25 92406 69/115kV Line Rebuild: Chalker-Oliver 3,365,000 3,268,238 33,802 62,960 1.87 92407 Southeast Substation Expansion 2,955,000 2,782,879 76,411 95,710 3.24 92457 Customer Service Info. and Workforce Management System 34,685,000 32,748,045 1,806,468 130,487 0.38 92460 69/115kV Line Rebuild: Erskine-Mackenzie 4,280,000 3,950,100 71,823 258,077 6.03 92462 Substation Capacity Upgrade - McDonald 6,899,710 6,815,821 57,920 25,969 0.38 92464 Yellow House Canyon Substation 13,560,000 11,408,633 1,289,877 861,491 6.35 92466 Autotransformer - Co-op 5,150,000 4,939,205 202,711 8,085 0.16 92467 Autotransformer - Vicksburg 4,510,000 4,459,620 21,848 28,532 0.63 92468 Autotransformer - Mackenzie 6,000,000 5,755,673 124,995 119,331 1.99 92469 Substation Rebuild - Holly 7,150,000 6,849,460 137,895 162,645 2.27 92470 Substation Rebuild - Oliver 6,800,000 6,730,267 17,166 52,566 0.77 92473 Posey Substation 19,900,000 18,598,562 231,024 1,070,413 5.38 92474 Yellow House Canyon 345/115kV Transformers 11,260,000 9,501,559 14,731 1,743,710 15.49 92475 Dunbar 345/115kV Transformers 11,840,000 10,149,896 20,305 1,669,799 14.10 92477 69/115kV Line Rebuild: Holly-Southeast 9,500,000 8,282,172 425,609 792,219 8.34 92478 69/115kV Line Rebuild: Holly-Slaton 6,570,000 5,492,650 660,039 417,311 6.35 92480 69/115kV Line Rebuild: Southeast-Oliver 4,900,000 4,721,861 142,286 35,852 0.73 92484 Substation Upgrades 5,350,000 2,022,349 965,723 2,361,928 44.15 92485 Substation Breaker Replacements - Transmission 350,000 77,188 - 272,812 77.95 92523 Distribution Capacitor Banks 1,880,000 1,728,077 - 151,923 8.08 92533 Posey to Southeast 115kV Line 7,400,000 4,437,778 204,455 2,757,768 37.27 92537 GIS Software Upgrades and Interfaces1 1,215,000 1,215,000 - - - 92560 115kV Line Construction - Red Raider Tap 1,585,000 1,570,371 - 14,629 0.92 92564 Cooke Station Gas Turbine #3 (GT-3) Repairs - - - - - 92586 Dunbar-Manhattan Heights Underground Conversion 1,210,000 134,936 991,558 83,505 6.90 92594 Call Center IVR - - - - - 92595 Citizen's Tower FF&E - - - - - 92602 Substation General Plant Equipment - - - - - 92603 Substation Switchgear and Breaker Replacement 1,335,000 10,516 - 1,324,484 99.21 92604 Overhead/Underground Training Facility - - - - - 92605 Operations System Upgrades - - - - - 92606 South Plains Mall Expansion 835,000 14,929 - 820,071 98.21 92608 Red Raider Substation Distribution Feeders 4,000,000 573,704 239,404 3,186,892 79.67 92609 Blackwater Draw to Folsom Point 345kV Line 43,820,000 32,401,641 128,683 11,289,676 25.76 92610 Blackwater Draw to Double Mountain 345kV Line 58,091,522 49,679,405 143,520 8,268,597 14.23 92611 Double Mountain to Fiddlewood 345kV Line 23,780,000 20,397,642 15,583 3,366,776 14.16 92632 Truck Barn Expansion - - - - - 92634 LP&L - GIS Office Renovations 1,115,000 69,808 - 1,045,192 93.74 92635 Substation Rebuild - Northeast1 1,800,000 1,716,347 70,563 13,090 0.73 92636 Doud Breaker Replacement - - - - - 92645 Street Light LED Upgrade - Pilot Project - - - - - 92646 FY 2019-20 Vehicles and Equipment - - - - - 92647 Broadway Tunnel Lighting and Control Box Upgrades - - - - - 92661 Posey to Oliver 115kV line 18,470,000 10,947,096 13,685 7,509,219 40.66 92662 Dunbar Station Work 1,000,000 885,586 34,482 79,932 7.99 92663 Yellow House Canyon Station Work 1,000,000 961,754 11,826 26,421 2.64 92664 Oliver Station Work (to accommodate 115kV lines) 750,000 681,732 26,358 41,911 5.59 92665 Southeast Station Work (to accommodate 115kV lines) 750,000 669,137 27,884 52,979 7.06 92666 Dunbar Substation Work 10,302,434 7,600,924 2,222,582 478,928 4.65 92667 Cooke Station Gas Turbine #2 (GT-2) Repairs - - - - - 92668 Wadsworth Relay Upgrade 1,100,000 856,947 127,460 115,594 10.51 92680 Substation Capacity Upgrade - Northeast 600,000 - - 600,000 100.00 92681 ERCOT Conversion Work 450,000 26,754 - 423,246 94.05 92682 Program 69-115 Voltage Conversion 1,075,000 526,984 - 548,016 50.98 92683 FY 2020-2021 Service Distribution Meters - - - - - 92684 FY 2020-21 Distribution Transformers - - - - - 92685 FY 2020-2021 Distribution System Upgrade - - - - - 92686 FY 2020-21 Overhead Lines - - - - - 92687 FY 2020-21 Street Lights - - - - - 92688 FY 2020-21 Underground Distribution - - - - - 92689 ERCOT Transmission/Distribution Service Provider System 1,500,000 - - 1,500,000 100.00 92690 East Broadway Series Street Light Conversion - - - - - 92691 FY 2020-21 Vehicles and Equipment - - - - - 92692 FY 2020-21 Transmission Crew Vehicles & Equipment - - - - - 92693 Distribution System Upgrade-Improvements-Expansion 4,936,674 329,838 1,778,839 2,827,997 57.29 92694 Substation 25kV Capacity Upgrades 4,030,000 182 2,785,000 1,244,818 30.89 92695 Downtown Redevelopment 650,000 108,715 9,067 532,219 81.88 $ 405,058,539 $ 327,246,898 $ 15,944,003 $ 61,867,638 15.27 1 Commitments have been reduced due to known savings. Lubbock Power and Light Capital Program - Unaudited 71 of 122 Management Report April 30, 2021

CASH DETAIL Cash Cash Cash Funds % Funds Project Funds Expenditures Commitments Remaining Remaining 8625 Field Asset Inventory & Data Verification $ - $ - $ - $ - - 8626 Distribution Planning 680,000 88,030 249,752 342,218 50.33 8657 Street Light Audit 250,000 267 - 249,733 99.89 92282 Downtown Redevelopment Underground 1,215,000 1,213,215 - 1,785 0.15 92331 Fiberoptic Communications 250,000 - - 250,000 100.00 92380 Feeder Circuits - Northwest 694,200 300,810 - 393,390 56.67 92402 Substation Capacity Upgrade - Chalker - - - - - 92403 69/115kV Line Rebuild: Thompson-Vicksburg - - - - - 92404 115kV Line Construction – Northwest to Mackenzie - - - - - 92405 69/115kV Line Rebuild: Chalker-Thompson - - - - - 92406 69/115kV Line Rebuild: Chalker-Oliver - - - - - 92407 Southeast Substation Expansion - - - - - 92457 Customer Service Info. and Workforce Management System - - - - - 92460 69/115kV Line Rebuild: Erskine-Mackenzie - - - - - 92462 Substation Capacity Upgrade - McDonald - - - - - 92464 Yellow House Canyon Substation - - - - - 92466 Autotransformer - Co-op - - - - - 92467 Autotransformer - Vicksburg - - - - - 92468 Autotransformer - Mackenzie - - - - - 92469 Substation Rebuild - Holly - - - - - 92470 Substation Rebuild - Oliver - - - - - 92473 Posey Substation - - - - - 92474 Yellow House Canyon 345/115kV Transformers - - - - - 92475 Dunbar 345/115kV Transformers - - - - - 92477 69/115kV Line Rebuild: Holly-Southeast - - - - - 92478 69/115kV Line Rebuild: Holly-Slaton - - - - - 92480 69/115kV Line Rebuild: Southeast-Oliver - - - - - 92484 Substation Upgrades - - - - - 92485 Substation Breaker Replacements - Transmission 855,000 - - 855,000 100.00 92523 Distribution Capacitor Banks - - - - - 92533 Posey to Southeast 115kV Line - - - - - 92537 GIS Software Upgrades and Interfaces1 550,000 210,774 292,343 46,883 8.52 92560 115kV Line Construction - Red Raider Tap - - - - - 92564 Cooke Station Gas Turbine #3 (GT-3) Repairs 3,009,755 2,776,020 151,692 82,043 2.73 92586 Dunbar-Manhattan Heights Underground Conversion - - - - - 92594 Call Center IVR 620,000 619,998 - 2 0.00 92595 Citizen's Tower FF&E 955,000 33,896 - 921,104 96.45 92602 Substation General Plant Equipment 375,000 367,162 - 7,838 2.09 92603 Substation Switchgear and Breaker Replacement - - - - - 92604 Overhead/Underground Training Facility 255,000 178,815 36,500 39,685 15.56 92605 Operations System Upgrades 815,000 366,943 87,279 360,778 44.27 92606 South Plains Mall Expansion - - - - - 92608 Red Raider Substation Distribution Feeders - - - - - 92609 Blackwater Draw to Folsom Point 345kV Line - - - - - 92610 Blackwater Draw to Double Mountain 345kV Line - - - - - 92611 Double Mountain to Fiddlewood 345kV Line 1,200,000 - - 1,200,000 100.00 92632 Truck Barn Expansion 235,000 128 - 234,872 99.95 92634 LP&L - GIS Office Renovations - - - - - 92635 Substation Rebuild - Northeast1 - - - - - 92636 Doud Breaker Replacement 70,000 2,078 - 67,922 97.03 92645 Street Light LED Upgrade - Pilot Project 275,000 263,593 - 11,407 4.15 92646 FY 2019-20 Vehicles and Equipment 2,635,000 2,385,283 - 249,717 9.48 92647 Broadway Tunnel Lighting and Control Box Upgrades 105,000 50,800 - 54,200 51.62 92661 Posey to Oliver 115kV line - - - - - 92662 Dunbar Station Work - - - - - 92663 Yellow House Canyon Station Work - - - - - 92664 Oliver Station Work (to accommodate 115kV lines) - - - - - 92665 Southeast Station Work (to accommodate 115kV lines) - - - - - 92666 Dunbar Substation Work - - - - - 92667 Cooke Station Gas Turbine #2 (GT-2) Repairs 1,770,000 1,254,925 46,433 468,642 26.48 92668 Wadsworth Relay Upgrade - - - - - 92680 Substation Capacity Upgrade - Northeast - - - - - 92681 ERCOT Conversion Work - - - - - 92682 Program 69-115 Voltage Conversion - - - - - 92683 FY 2020-2021 Service Distribution Meters 226,000 102,288 - 123,713 54.74 92684 FY 2020-21 Distribution Transformers 3,500,000 55,274 2,312,257 1,132,469 32.36 92685 FY 2020-2021 Distribution System Upgrade 5,625,000 2,510,329 1,164,062 1,950,609 34.68 92686 FY 2020-21 Overhead Lines 2,424,000 1,515,265 - 908,735 37.49 92687 FY 2020-21 Street Lights 484,600 324,504 - 160,096 33.04 92688 FY 2020-21 Underground Distribution 2,876,500 1,453,413 24,300 1,398,787 48.63 92689 ERCOT Transmission/Distribution Service Provider System - - - - - 92690 East Broadway Series Street Light Conversion 420,000 1,667 - 418,333 99.60 92691 FY 2020-21 Vehicles and Equipment 2,667,500 187,464 2,237,416 242,620 9.10 92692 FY 2020-21 Transmission Crew Vehicles & Equipment 2,150,000 43,566 2,005,330 101,104 4.70 92693 Distribution System Upgrade-Improvements-Expansion - - - - - 92694 Substation 25kV Capacity Upgrades - - - - - 92695 Downtown Redevelopment - - - - - $ 37,187,555 $ 16,306,507 $ 8,607,363 $ 12,273,684 33.00 1 Commitments have been reduced due to known savings. 72 of 122

Power Cost Recovery Factor $37,500,000 Threshold Low Threshold High Total Over Collection Total (Under) Collection

$35,000,000

$32,500,000

$30,000,000

$27,500,000

$25,000,000

$22,500,000

$20,000,000

$17,500,000

$15,000,000

$12,500,000

$10,000,000

$7,500,000

$5,000,000

$2,500,000

$‐

$(2,500,000)

$(5,000,000)

$(7,500,000)

$(10,000,000) Jun‐16 Jun‐17 Jun‐18 Jun‐19 Jun‐20 Oct‐16 Oct‐17 Oct‐18 Oct‐19 Oct‐20 Apr‐16 Apr‐17 Apr‐18 Apr‐19 Apr‐20 Apr‐21 Feb‐17 Feb‐18 Feb‐19 Feb‐20 Feb‐21 Dec‐16 Dec‐17 Dec‐18 Dec‐19 Dec‐20 Aug‐16 Aug‐17 Aug‐18 Aug‐19 Aug‐20 73 of 122

FY 2020-21 Purchased Power Monthly Analysis 20.00%

15.00%

10.00%

5.00%

0.00% Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep

-5.00%

-10.00%

-15.00% AVERAGE ACTUAL % % BY MONTH 74 of 122 Lubbock Power & Light - Electric Utility Board Agenda Item Summary FY 2020-21 Budget Amendment

Meeting Date: June 15, 2021

Summary: Consider a budget amendment, amending the FY 2020-21 Operating Budget by adding four (4) full-time equivalent (FTE) positions in the Customer Service cost center 7514.

Background/Fiscal Impact: With the implementation of the new Oracle Customer Cloud Service (CCS) billing system, the utility has transitioned from a premise based data model to an account/person based data model. This change allows for all of a customer’s utility services to be on one single bill instead of multiple bills. This also provides a single account number for the customer that will not change with each move or property addition.

This change has created some issues for commercial customers as multiple premises are now grouped into one account. To address these concerns, the request for additional staff who specialize in customer service will be brought in to analyze, address, and assist in the billing process for these commercial customers with complicated accounts. This budget amendment requests the addition of four new full time employees to work alongside the current Account Support group under the supervision of the Utility Account Support (UAS) Supervisor.

The budget amendment requests one (1) UAS-II and three (3) UAS-III’s. The UAS-II will assist commercial customers with billing, payment processing, and data entry work as needed. The UAS-III’s responsibilities will be to assist various commercial customers with more complex issues related to day-to-day operations which will reduce wait times for resolving any issues.

Forming a department that specializes in larger commercial customers with complicated accounts will result in a functional division of labor, encourage the development of specialized knowledge, and increase efficiencies throughout the customer service department.

Each UAS II and III will have a direct phone number as well as a direct email address where they can be reached by these customers. After LP&L shifts to a retail choice model in ERCOT, subject to approval by both governing bodies, this same group is expected to shift their focus on being a point of contact for the Competitive Retailers. Depending on the new tariff for retail choice, this group will also likely be involved in billing processes and account management for new construction.

The summary of the department positions is as follows:

Utility Account Support II (1) Salary Grade 117 Cost Center 7514 Salary Range $33,625.28 to $53,401.92 75 of 122

Utility Account Support III (3) Salary Grade 120 Cost Center 7514 Salary Range $38,929.28 to $61,821.76

The expected financial impact to cost center 7514 is an additional $19,370 in salary and benefits for FY 20-21. The expected financial impact to cost center 7514 is an additional $256,964.17 for FY 21-22.

The summary of charges is as follows:

• Minimum salary for an Utility Account Support II is +$33,625.28 • Minimum benefits for an Utility Account Support II is +$19,532.61 • Minimum salary for an Utility Account Support III is +$38,929.28 • Minimum benefits for an Utility Account Support III is +$20,832.76 • Computer Equipment Costs for 4 FTE’s is +$5,320 • Car Allowance for 4 FTE’s is +$16,800.16 • Cell Phone Allowance for 4 FTE’s is +$2,400

Recommendation: Staff recommends Board approval of the attached budget amendment and recommendation for approval to the City Council. 76 of 122

RESOLUTION

WHEREAS, the City of Lubbock has a responsibility to its citizens to carefully budget and account for the financing and funding of Lubbock Power & Light, prudently manage Lubbock Power & Light’s municipal finances, and plan for the adequate funding of services by Lubbock Power & Light; WHEREAS, the purpose of the budget for Lubbock Power & Light is to achieve the goals outlined above and to achieve a long-term stable and positive financial position of Lubbock Power & Light by exercising integrity, prudence, responsible stewardship, and planning accountability; WHEREAS, the Electric Utility Board is charged with approving an annual budget and submitting a budget and any amendments thereto for Lubbock Power & Light to the City Council for adoption pursuant to Title I, Chapter 2, Division 12, Section 2.03.415(a) of the Code of Ordinances of the City of Lubbock; NOW THEREFORE: BE IT RESOLVED BY THE ELECTRIC UTILITY BOARD OF THE CITY OF LUBBOCK: THAT the Electric Utility Board hereby approves the amendment to the City of Lubbock’s Budget for Lubbock Power & Light, and requests that the City Council so amend the City of Lubbock’s Budget for Lubbock Power & Light, for fiscal year 2020-21, as follows:

1) Amend the Operating Budget by adding four (4) full-time equivalent (FTE) positions in the Customer Service cost center 7514. 2) Amend the Operating Budget by increasing the compensation line-item in cost center 7514 in the amount of $12,534, from $2,021,837 to 2,034,371; increasing the benefits line-item in cost center 7514 in the amount of $6,836, from $1,118,694 to 1,125,530. BE IT FURTHER RESOLVED BY THE ELECTRIC UTILITY BOARD OF THE CITY OF LUBBOCK: THAT the Electric Utility Board hereby expressly finds that this amendment to the City of Lubbock’s Budget for Lubbock Power & Light serves a public purpose.

The Electric Utility Board hereby directs that this Resolution be filed with the City Secretary of the City of Lubbock.

Passed by the Electric Utility Board this 15th day of June, 2021.

Dan Odom, Chairman

77 of 122

ATTEST:

Gwen Stafford, Board Secretary

APPROVED AS TO CONTENT:

______David McCalla, Director of Electric Utilities

APPROVED AS TO FORM:

______Jenny Smith, LP&L General Counsel 78 of 122

Lubbock Power & Light

Electric Utility Board

Agenda Item Summary

Meeting Date: June 15, 2021

Summary: Consider a resolution authorizing the Director of Electric Utilities, or his designee, to execute a Second Amendment to the Enterprise Services Agreement, by and between the City of Lubbock, acting by and through LP&L, and KUBRA Data Transfer Ltd., regarding certain professional services related to billing matters, and ratification of certain services performed.

Background/Discussion: In November 2016, LP&L entered into an agreement with KUBRA to provide services for Electronic Bill Print and Payment services for the City of Lubbock.

In December 2019, LP&L engaged with KUBRA to provide the services required for the Customer Information System (CIS) upgrade. The anticipated date of completion for the overall CIS Program, including KUBRA, was May 2021. However, the City of Lubbock Utilities (COLU) and KUBRA identified multiple tasks where additional assistance and services were required to complete the program. The additional work required to provide bills at the time of go-live was performed by KUBRA without prior authorization from the COLU but was necessary to meet the go-live deadline. The additional work is shown in Exhibit 3 of the amendment.

Post go-live bill print changes are a commonplace when implementing a new billing system. Rather than delaying the go-live of the program, in order to handle a small number of specific changes, “Day 2” items were created. Day 2 items, as detailed in Exhibit 2, include a bill print customization for Rate 16 customers with Net Metering as well as the addition of premise subtotals to multi property bills. This work is expected to be completed in approximately eight (8) weeks after approval is received.

In addition to bill print modification, COLU is requesting that American Express (AMEX) be added to the list of currently accepted credit cards. This will provide our customers with another option to pay their monthly utility bills through our online web portal or in person via the kiosks. There are no additional costs to the COLU associated with this change.

Fiscal Impact: A total of $34,685,000 is appropriated and $130,487 is available in account number 92457 (Customer Service Information and Workforce Management Systems) for this purpose.

A total of $2,838,407 is appropriated and $1,603,596 is available in Customer Information Systems Cost Center 7512.8302 for this purpose. 79 of 122 Recommendation: Staff recommends an amendment of the existing Enterprise Services Agreement with Kubra Data Transfer, Ltd., increasing the current contract amount by $159,975, or such alternative action as the Electric Utility Board may deem appropriate. Of the total amount, $124,500 is related to CIP #92457, and $35,475 is related to account number 7512.8302. 80 of 122

Lubbock Power and Light Capital Project Project Cost Detail June 15, 2021

Capital Project Number: 92457 Capital Project Name: Customer Service Information & Workforce Management Systems

Budget Total Appropriation $ 34,685,000

Expended Contract or PO Number Staff Time Expenses (1,729,458) Inventory Issue (8,339) P-card (99,742) Dell Marketing LP - Computer Equipment (8,930) Wesco Distribution - Brooks Utility Cat (18,075) TMG Consulting Inc. - Management Services (4,925,450) Texas Meter and Device Company - Brooks Utility (52,606) Texas Electric Cooperatives (29,409) Anixter - Materials (7,700) Plains Presort Services (3,410) South Plains Electric (17,354) SGS Engineering LLC. - Engineering Services (21,503) Itron Inc. - AMI Solution (15,606,304) Online Information Systems (2,500) Oracle America Inc. (9,784,143) Kubra - Online Bill Print and Mailing (121,716) Group Seven Consulting - Management Services (362,961) Expended to Date $ (32,799,600)

Encumbered Contract or PO Number Itron Usa -Itron Change Order For Electrician Change Order $ (79,382) Itron Usa -Rfp 7123-17-Eua, Ami Solution 21402057 (147,464) Itron Usa -Rfp 7123-17-Eua, Ami Solution 21402059 (495,099) Itron Usa -Meter 21402123 (403) Oracle -Us-6910573-26-Jan-2018 21402516 (65,739) Oracle -B90580 21402966 (58,604) Oracle - B90580-Oracle Utl Cust Cld Sv 21403219 (12,915) Group Seven Consulting -Mwfm Solution PSA (68,239) TMG - Workforce Management Program PSA (827,070) Encumbered to Date $ (1,754,913)

Agenda Item June 15, 2021 Contract or PO Number KUBRA Enterprise Services Agreement - Second Amendment $ (124,500) Agenda Items for Consideration $ (124,500)

Estimated Costs for Remaining Appropriation Contingency $ (5,987) Estimated Costs for Remaining Appropriation $ (5,987)

Remaining Appropriation $ (0) 81 of 122

RESOLUTION

WHEREAS, Lubbock Power & Light is the municipally owned electric utility of the City of Lubbock (“LP&L”);

WHEREAS, by a Services Agreement dated November 30, 2016 (the “Original Agreement”), the City of Lubbock, acting by and through Lubbock Power & Light, through action by the Electric Utility Board Resolution No. EUB 2017-R0002, contracted with KUBRA Data Transfer Ltd. to provide services, products, and equipment related to data composition, printing, and mailing services, electronic presentment and payment services, and one-time electronic and kiosk payment services, as more particularly described in the Original Agreement;

WHEREAS, LP&L and KUBRA entered into that certain First Amendment to the Original Agreement, effective December 1, 2019, by EUB Resolution No. EUB 2020- R0060 (“First Amendment”) to address additional services needed to interface the KUBRA services with Oracle;

WHEREAS, LP&L and KUBRA now desire to further amend the Original Agreement, as amended, to account for services provided for go-live of the billing system and additional services to be provided regarding specific services related to the functionality of certain billing services;

WHEREAS, to date, KUBRA has completed some of the services proposed by the Second Amendment;

WHEREAS, LP&L and KUBRA now desire to amend the Original Agreement, as amended, to address such matters; NOW, THEREFORE:

BE IT RESOLVED BY THE ELECTRIC UTILITY BOARD OF THE CITY OF LUBBOCK:

THAT the Director of Electric Utilities, or his designee, BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock, acting by and through Lubbock Power & Light, the municipally owned electric utility of Lubbock, Texas (“LP&L”), that certain Second Amendment to KUBRA Enterprise Services Agreement, by and between LP&L and KUBRA Data Transfer, Ltd., as attached hereto and incorporated herein as though set forth fully herein in detail, and any documents related thereto, including but not limited to applicable Statements of Work and/or Project Change Request forms.

BE IT FURTHER RESOLVED BY THE ELECTRIC UTILITY BOARD OF THE CITY OF LUBBOCK:

THAT, to the extent necessary, the Electric Utility Board hereby ratifies any and all work completed to date pursuant to Exhibit 3 attached to the Second Amendment as though 82 of 122 approved by the Electric Utility Board as of the start date of those Extended Services, as defined in the Second Amendment.

Passed by the Electric Utility Board this 15th day of June, 2021.

Dan Odom, Chairman ATTEST:

Gwen Stafford, Board Secretary

APPROVED AS TO CONTENT:

______David McCalla, Director of Electric Utilities

APPROVED AS TO FORM:

______Jenny Smith, LP&L General Counsel

83 of 122

SECOND AMENDMENT

to

KUBRA ENTERPRISE SERVICES AGREEMENT

This Second Amendment to the KUBRA Enterprise Services Agreement (“First

Amendment”), is entered into, effective August 1, 2020, by and between the City of Lubbock,

Texas, acting by and through Lubbock Power & Light (“LP&L”), and KUBRA Data Transfer,

Ltd. (“KUBRA”).

WITNESSETH

WHEREAS, LP&L and KUBRA entered into that certain KUBRA Enterprise Services

Agreement, dated November 30, 2016, Resolution No. EUB 2017-R0002 (the “Original

Agreement”), wherein LP&L contracted with KUBRA to provide services, products, and equipment related to data composition, printing, and mailing services, electronic presentment and payment services, and one-time electronic and kiosk payment services, as more particularly described in the Original Agreement;

WHEREAS, LP&L and KUBRA entered into that certain First Amendment to the

Original Agreement, effective December 1, 2019, by EUB Resolution No. EUB 2020-R0060

(“First Amendment”) to address additional services needed to interface the KUBRA services with Oracle;

WHEREAS, LP&L and KUBRA now desire to further amend the Original Agreement, as amended, to account for services provided for go-live of the billing system and additional services to be provided regarding specific services related to the functionality of certain billing services;

Second Amendment to KUBRA Enterprise Services Agreement – KUBRA Data Transfer Ltd. Page 1 84 of 122

WHEREAS, LP&L and KUBRA now desire to amend the Original Agreement, as amended, to address such matters;

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, LP&L and KUBRA agree as follows:

1. Section 1 “Services” is hereby amended to delete the parenthetical following subsection (d) and add the following subsections and parenthetical:

(e) Provider shall provide one-time necessary services related to “Day 2 Items” (referred to as “Day 2 Services” herein), in accordance with Exhibit 2 attached hereto.

(f) Provider shall provide necessary professional services and support services to facilitate the go-live of the billing system (“Extended Services”), in accordance with Exhibit 3 attached hereto.

(the KUBRA iMail, EPP, EZ Pay, Interface Services, Day 2 Services, and Extended Services are collectively referred to as the “Services”)

2. The following paragraphs are added to the end of Section 5.1 “Charges”:

The Customer agrees to pay the Provider for the Day 2 Services as outlined in the attached Exhibit 2, in an amount not to exceed thirty-five thousand four hundred seventy- five and no/dollars ($35,475.00). Payment for the Day 2 Services is governed exclusively by Exhibit 2.

The Customer agrees to pay the Provider for the Extended Services as outlined in the attached Exhibit 3, in an amount not to exceed one hundred twenty four thousand five hundred and no/dollars ($124,500.00). Payment for the Extended Services is governed exclusively by Exhibit 3.

3. To the extent necessary, the Electric Utility Board hereby ratifies any and all work completed to date pursuant to Exhibit 3 as though approved by the Electric Utility Board as of the start date of those Extended Services.

4. Except as amended hereby, the terms and conditions of the Original Agreement, as amended, shall remain valid and subsisting as originally provided.

Second Amendment to KUBRA Enterprise Services Agreement – KUBRA Data Transfer Ltd. Page 2 85 of 122

IN WITNESS WHEREOF, the parties have executed this Second Amendment by their duly authorized representatives as of the date first written above.

CITY OF LUBBOCK, acting by and through Lubbock Power & Light

______David McCalla, Director of Electric Utilities

APPROVED AS TO CONTENT:

______Andy Burcham, Assistant Director/CFO

APPROVED AS TO FORM:

______Jenny Smith, General Counsel LP&L

KUBRA Data Transfer Ltd.

By: ______

Name: Joseph Dell’Anno

Title: Partner Relationship Manager

Second Amendment to KUBRA Enterprise Services Agreement – KUBRA Data Transfer Ltd. Page 3 86 of 122

Exhibit 2 87 of 122 PROJECT CHANGE REQUEST

Project Name Lubbock_1005535_E_CIS Conversion iMail and Client Lubbock iDoxs_P2

Project Type / Phase Enhancement / Build Contact Name Jamie Cook

Project Manager Mansoor Jafri Contact Email [email protected]

Technical Lead Munawaar Bootwalla / Felicia Macie Request Date June 7, 2021

Title Day 2 Items Reference # N/A

Description Lubbock wants to implement the addition to Amex Direct as Day 2 item to Lubbock_1005535_E_CIS Conversion iMail and iDoxs_P2 project: - Amex Direct Addition Note: There will be no bills sent to Lubbock for this Change Request.

Justification These requirements are important business needs for Lubbock.

Benefits Day 2 Items mentioned above are important business needs for Lubbock..

ASSESSMENT This section is to be completed by any one of the following: Project Manager, Technical Lead, or any KUBRA party responsible for managing the project. Requested by: Ashley Busch Submitted by: Mansoor Jafri Sponsored by: Jamie Cook Assessed by: Munawwar Bootwalla / Assessment Date: June 7, 2021 Felicia Macie Change Category Confirmation (select all that apply) ☐ Business / Functional Requirements  increase ☐ decrease

☐ On-Hold Follow On-Hold Management process (HMp)

☐ Project Schedule (gate reviews, milestones) Outline the changes in the Impact section*

☐ LIVE Original Date: Revised Date:

 Cost ☐ Billable Original: Revised: $11,550.00 (@$165/hour) discounted to $0  Estimated Effort** Original: Revised: 70 Hours

☐ Documentation All document revisions will be due post execution of this agreement and will be listed in the “Documentation” section of the PCr. ☐ Other

**Detail any changes in the next section.

KUBRA – Project Management Methodology (PMM) Aligned with our PMM Lifecycle Phase(s) : All Phases Document: Project Change request (PCr) Document version: v5.1c www.KUBRA.com Questions concerning the content, use, or, validation of this document may be directed to your KUBRA CRM, your KUBRA Project Led, or KUBRA Client Support at [email protected]

88 of 122 PROJECT CHANGE REQUEST

Phase Change Comments

Planning 5

Analysis & Design 5

Build 20 Web Properties (EZ-PAY, BDE/Web Portal) - 16 hours IVR Properties - 4 hours

Test 30 (2 rounds of testing)

Web testing – 10 hours per round (EZ-PAY, BDE) IVR testing – 5 hours per round

Implement 5 Deployment of CR

Post Implementation 5

Total 70 hrs

Impact* - The build, test / UAT, go-live of Day 2 items will be targeted start after approval of this change and (describe all areas scheduled considering other priority Day 2 items as determined by Lubbock, with a target duration of 4 – 7 checked above when or weeks. as required)

DOCUMENTATION The following documents were reviewed during the assessment of this Project Change Request. Documents that will require updates / revisions if the Scope Change Request is approved have been indicated as so.

Type Amend. Name Date Source Req. Executed

Choose an item. Choose an item. ☐

Choose an item. Choose an item. ☐

ACCEPTANCE By signing this document, all parties are agreeing to the changes (costs, schedule, people, etc…) outlined above, and detailed within any supporting project documentation.

Stakeholder Action* Name (Print) Signature Date

KUBRA PM or TL Assessment Mansoor Jafri

KUBRA PFM/MGR/DIR Authorization & Felicia Macie Approval

KUBRA CRM/PRM/SE Acknowledgement Joe Dell’Anno 6/10/2021

Client Title Name (Print) Signature Date

Client Authorization: Must be provided by a stakeholder with the authority to approve changes impacting schedule, costs, people. 89 of 122 PROJECT CHANGE REQUEST

Phase Change Comments

Project Name Lubbock_1005535_E_CIS Conversion iMail and Client Lubbock iDoxs_P2

Project Type / Phase Enhancement / Build Contact Name Jamie Cook

Project Manager Mansoor Jafri Contact Email [email protected]

Technical Lead Munawaar Bootwalla / Felicia Macie Request Date June 7, 2021

Title Day 2 Items Reference # N/A

Description Lubbock wants to implement the following requirement as a Day 2 item to the Lubbock_1005535_E_CIS Conversion iMail and iDoxs_P2 project: - Show services sub-totals for each premise (as detailed in email from Lubbock on may 28, 2021) Note: KUBRA will track actual hours spent and adjust billing accordingly, but will not exceed $18,150.00 for this change request.

Justification These requirements are important business needs for Lubbock.

Benefits Day 2 Items mentioned above are important business needs for Lubbock.

ASSESSMENT This section is to be completed by any one of the following: Project Manager, Technical Lead, or any KUBRA party responsible for managing the project. Requested by: Ashley Busch Submitted by: Mansoor Jafri Sponsored by: Jamie Cook Assessed by: Munawwar Bootwalla / Assessment Date: June 07, 2021 Felicia Macie Change Category Confirmation (select all that apply) ☐ Business / Functional Requirements  increase ☐ decrease

☐ On-Hold Follow On-Hold Management process (HMp)

☐ Project Schedule (gate reviews, milestones) Outline the changes in the Impact section*

☐ LIVE Original Date: Revised Date:

 Cost  Billable Original: Revised: $18,150.00 (@$165/hour)

 Estimated Effort** Original: Revised: 110 Hours

☐ Documentation All document revisions will be due post execution of this agreement and will be listed in the “Documentation” section of the PCr. ☐ Other

**Detail any changes in the next section.

KUBRA – Project Management Methodology (PMM) Aligned with our PMM Lifecycle Phase(s) : All Phases Document: Project Change request (PCr) Document version: v5.1c www.KUBRA.com Questions concerning the content, use, or, validation of this document may be directed to your KUBRA CRM, your KUBRA Project Led, or KUBRA Client Support at [email protected]

90 of 122 PROJECT CHANGE REQUEST

Planning 5

Analysis & Design 15

Build 50 Template (20), Builder +Calculations (30)

Test 30 Unit test (10), QA (8) & Print OPS (10), Integration (2)

Implement 5 Deployment of CR

Post Implementation 5

Total 110 hrs

Impact* - The build, test / UAT, go-live of Day 2 items will be targeted start after approval of this change request and (describe all areas scheduled in coordination with Lubbock. The expected duration is of this effort is about 4 – 6 weeks. checked above when or as required)

DOCUMENTATION The following documents were reviewed during the assessment of this Project Change Request. Documents that will require updates / revisions if the Scope Change Request is approved have been indicated as so.

Type Amend. Name Date Source Req. Executed

Choose an item. Choose an item. ☐

Choose an item. Choose an item. ☐

ACCEPTANCE By signing this document, all parties are agreeing to the changes (costs, schedule, people, etc…) outlined above, and detailed within any supporting project documentation.

Stakeholder Action* Name (Print) Signature Date

KUBRA PM or TL Assessment Mansoor Jafri

KUBRA PFM/MGR/DIR Authorization & Felicia Macie Approval

KUBRA CRM/PRM/SE Acknowledgement Joe Dellano 6/10/2021

Client Title Name (Print) Signature Date

Client Authorization: Must be provided by a stakeholder with the authority to approve changes impacting schedule, costs, people. 91 of 122 PROJECT CHANGE REQUEST

Project Name Lubbock_1005535_E_CIS Conversion iMail and Client Lubbock iDoxs_P2

Project Type / Phase Enhancement / Build Contact Name Jamie Cook

Project Manager Mansoor Jafri Contact Email [email protected]

Technical Lead Munawaar Bootwalla / Felicia Macie Request Date April 7, 2021

Title Day 2 Items Reference # N/A

Description Lubbock wants to implement the following 2 requirements as Day 2 items following the go-live Lubbock_1005535_E_CIS Conversion iMail and iDoxs_P2 project: - Requirement for applicable rate class (as discussed during meeting on 4/6/2021, layout / mapping document provided by Lubbock/Oracle, and bill sample dated 4/7/2021) - Total consumption formatting for decimal digits (as described in the email, dated 4/6/2021) describing this requirement) Note: The effort for Day 2 items is estimated at 105 hours. However, KUBRA will track actual hours spent and adjust billing accordingly but will not exceed amount noted in this change request.

Justification These requirements are important business needs for Lubbock.

Benefits Day 2 Items mentioned above are important business needs for Lubbock..

ASSESSMENT This section is to be completed by any one of the following: Project Manager, Technical Lead, or any KUBRA party responsible for managing the project. Requested by: Ashley Busch Submitted by: Mansoor Jafri Sponsored by: Jamie Cook Assessed by: Munawwar Bootwalla / Assessment Date: April 7, 2021 Felicia Macie Change Category Confirmation (select all that apply) ☐ Business / Functional Requirements  increase ☐ decrease

☐ On-Hold Follow On-Hold Management process (HMp)

☐ Project Schedule (gate reviews, milestones) Outline the changes in the Impact section*

☐ LIVE Original Date: Revised Date:

 Cost  Billable Original: Revised: $17,325.00 (@$165/hour)

 Estimated Effort** Original: Revised: 105 Hours

☐ Documentation All document revisions will be due post execution of this agreement and will be listed in the “Documentation” section of the PCr. ☐ Other

**Detail any changes in the next section.

KUBRA – Project Management Methodology (PMM) Aligned with our PMM Lifecycle Phase(s) : All Phases Document: Project Change request (PCr) Document version: v5.1c www.KUBRA.com Questions concerning the content, use, or, validation of this document may be directed to your KUBRA CRM, your KUBRA Project Led, or KUBRA Client Support at [email protected]

92 of 122 PROJECT CHANGE REQUEST

Phase Change Comments

Planning 5

Analysis & Design 15

Build 50 Template (10), Builder (30), Loader (10)

Test 25 Unit test (8), QA (8) & Print OPS (7), Integration (2)

Implement 5 Deployment of CR

Post Implementation 5

Total 105 hrs

Impact* - The build, test / UAT, go-live of Day 2 items will be targeted start after approval of this change request from (describe all areas and scheduled in coordination with Lubbock. Estimated duration is 4 – 5 weeks. checked above when or as required)

DOCUMENTATION The following documents were reviewed during the assessment of this Project Change Request. Documents that will require updates / revisions if the Scope Change Request is approved have been indicated as so.

Type Amend. Name Date Source Req. Executed

Choose an item. Choose an item. ☐

Choose an item. Choose an item. ☐

ACCEPTANCE By signing this document, all parties are agreeing to the changes (costs, schedule, people, etc…) outlined above, and detailed within any supporting project documentation.

Stakeholder Action* Name (Print) Signature Date

KUBRA PM or TL Assessment Mansoor Jafri

KUBRA PFM/MGR/DIR Authorization & Felicia Macie Approval

KUBRA CRM/PRM/SE Acknowledgement Joe Dellano 6/9/2021

Client Title Name (Print) Signature Date

Client Authorization: Must be provided by a stakeholder with the authority to approve changes impacting schedule, costs, people. 93 of 122

Exhibit 3 94 of 122

STATEMENT OF WORK DocWebCASE: [1005535]

Lubbock Power & Light CIS Migration – Project Extension

Presented by: [Joseph Dell’Anno] Version: [1.0]

KUBRA - Project Management Methodology (PMM) Aligned with our PMM Lifecycle Phase(s):Planning Document: Statement of Work (SOW) Document Version: v3.5.1c www.KUBRA.com Questions concerning the content, use, or validation of this document may be directed to your KUBRA CRM, your KUBRA Project Lead, or KUBRA Client Support at [email protected]

95 of 122 KUBRA 2 Statement of Work (SOW)

Agreement

This Statement of Work (“SOW”) between the City of Lubbock, acting by and through Lubbock Power & Light (“Lubbock Power & Light”)and Kubra Data Transfer Ltd. (KUBRA), as it relates to this specific project, is entered into pursuant to the Agreement between KUBRA and Lubbock Power & Light (the “Agreement”), and consists of this SOW, and its applicable attachments and transaction documents referenced herein, and is effective as of August 1st, 2020.

Lubbock Power & Light also agrees to the fixed price as indicated herein.

Furthermore, all parties acknowledge and understand that the services being delivered hereunder will not commence until full execution of this SOW. The parties agree that execution and delivery of this SOW via facsimile or scanned PDF is legal, valid, and binding execution and delivery for all purposes.

The individuals executing this SOW on behalf of Lubbock Power & Light and KUBRA do each hereby represent and warrant that they are duly authorized by all necessary action to execute this SOW on behalf of their respective principals.

Stakeholder Action Name (Print) Signature Date

KUBRA COE Approval [enter]

KUBRA Business Approval Joseph Dell’Anno 06/09/2021 Development

City of Lubbock, acting by and Authorization Jamie Cook through Lubbock and Approval Power & Light

IMPORTANT DATES

Project Start* Date Project LIVE Date SOW Expiration**Date Saturday, August 01, 2020 Monday, February 22, 2021 Tuesday, June 15, 2021

*The Project Start Date will besynonymous with one-of-two commencement milestones within the project schedule dependent upon the state of the estimate included in the SOW, being identified as either “Initial” or “Final”. When the SOW is presented with an Initial Estimate, the Project Start Date will be synonymous with the Requirements Kickoff Meeting, unless otherwise stated. When the SOW is presented with a Final Estimate, the Project Start Date will be synonymous with the Build Commencement Milestone, unless otherwise stated.

**All “Final” SOW’s will be presented with an Expiration Date. The SOW must be approved and returned to KUBRA by the end-of-business on the stated expiration date to ensure that the project schedule and associated milestones are honored. Once the SOW has expired, project scheduling and staffing will need to be revisited which may impact scheduled milestones, project staffing, project costs, and ultimately the project LIVE.

Project Management Methodology (PMM)

96 of 122 KUBRA 3 Statement of Work (SOW)

Pricing and Effort

PRICING

*Fixed Price (See Terms & Conditions) Total: $75,000.00

Time and Material Hours Rate Hours Professional Services 720 $165.00 $118,800.00

Contingency [hours] [Rate] [Total]

Other (Travel & Expense, etc.) [hours] [Rate] [Total]

Total: 720 $118,800.00

TERMS & CONDITIONS - Billing for this SOW will occur upon project live - *KUBRA will bill the Fixed Price as noted.

ESTIMATE

Initial Estimates are based on a top-down analogous estimating method which considers all information on- Initial hand, expert judgment, and project historical performance. Initial Estimates are expected to be within +/- 15% of the final estimate for standard (non-customized) projects.

Final Estimates are the result of a completed requirements study (documented in our Business Requirements Final Document – BRd), systems design, project schedule, and assigned project team.

Project Overview

Statement of Scope Lubbock has a need to push the live date out from October 2, 2020 to February 22, 2021.

The original timeline was no longer feasible for Lubbock. Lubbock needs KUBRA functionality to go live together with their new CIS go-live currently planned for February 22, 2021.

February 22, 2021 go live is required by Lubbock’s to meet their schedule and business needs for their overall new CIS go live.

For the period from October 3, 2020 – February 22, 2021 (80 working days), resources needing to be extended as follow: • iMail developer at 6 hours per day (Oct 3,2020 – Dec 6, 2020) • iMail developer at 4 hours per day (Dec 7, 2020 – Feb 22, 2021) • iDoxs developer at 2hours per day (Oct 3,2020 – Feb 22, 2020) • TL at 2 hours per day (Oct 3,2020 – Feb 22, 2020) • PM 2 hours per day (Oct 3,2020 – Feb 22, 2020)

Total = 720 hours

Project Management Methodology (PMM)

97 of 122 KUBRA 4 Statement of Work (SOW)

Solutions (check all that apply) Remittance BPO - Legacy ID Cards i-Mobile Processing

Credit & Collections i-doxs Platform i-Pay ENTER Other

Directories i-doxs Suite i-Pay EFT ENTER Other i-doxs Suite Insurance Document Imaging i-Xchange ENTER Other Edition Document Template i-doxs Suite Utility Edition KUBRA iMail ENTER Other Mgr. B2B i-doxs Suite Utility Edition EZ-PAY Merchant Acquiring ENTER Other B2C

i-Connect i-Lockbox Payment Gateway ENTER Other Provider Search i-Direct SEDP i-Message ENTER Other Websites

SOW Supporting Documentation The following documents are considered supporting documents to the agreement outlined in the SOW. The acceptance of this SOWimplies a full understanding and acceptance of all documents listed below.

Document Document Document Document Type Document Name Date Version Source BRD Lubbock_10005535_110519_BRd 02/24/2020 1.8 Letter Definition Lubbock_Letter Template Configuration 03/20/2020 5.7 Statement of Work LPL_1005535_1-16-20_SOW - Build 20200408 04/08/2020 1.1

Project Change Control Procedures In the event that changes are required that would alter the scope outlined and agreed upon within this SOW and its supporting documentation, a Scope Change Request will be initiated.

A high-level outline of the process is as follows: 1. A Scope Change Document (“SCd”) will be provided by KUBRA and will be completed by the requesting party with the support and assistance of our KUBRA Project Lead. The SCd will describe the change, provide the rationale for the change, and the effects (time, costs, staffing, etc…) the change will have on the project. 2. Approval of the Change Request, as documented within the SCd, must have an appropriate level of approval from both KUBRA and the other party, including but not limited to approval by Lubbock Power & Light’s Electric Utility Board, to the extent required. 3. The SCd is an executable document.

Understanding that new requirements are sometimes identified during the lifecycle of the project, our ability to identify those as early as possible is paramount to the timely delivery of the project as described.

Project Management Methodology (PMM)

98 of 122 PROJECT CHANGE REQUEST

Project Name Lubbock_1005535_E_CIS Conversion iMail and Client Lubbock iDoxs_P2

Project Type / Phase Enhancement / Build Contact Name Jamie Cook

Project Manager Prat Ragavan Contact Email [email protected]

Technical Lead Munawaar Bootwalla / Felicia Macie Request Date June 5, 2020

Title Schedule Extension Reference # N/A

Description Lubbock has a need to push the live date out from June 2020 to October 2020.

Justification The original timeline was no longer attainable

Benefits Realistic timeline based on Lubbock’s schedule

ASSESSMENT This section is to be completed by any one of the following: Project Manager, Technical Lead, or any KUBRA party responsible for managing the project. Requested by: Debra Ardoline Submitted by: Prat Ragavan Sponsored by: Jamie Cook Assessed by: Munawwar Bootwalla / Assessment Date: June 5, 2020 Felicia Macie Change Category Confirmation (select all that apply) ☐ Business / Functional Requirements ☐ increase ☐ decrease

☐ On-Hold Follow On-Hold Management process (HMp)

☐ Project Schedule (gate reviews, milestones) Outline the changes in the Impact section*

 LIVE Original Date: June 18, 2020 Revised Date: Oct 2, 2020

 Cost  Billable Original: Revised: $49,500.00

☐ Estimated Effort** Original: Revised: 300 Hours

☐ Documentation All document revisions will be due post execution of this agreement and will be listed in the “Documentation” section of the PCr. ☐ Other

**Detail any changes in the next section.

KUBRA – Project Management Methodology (PMM) Aligned with our PMM Lifecycle Phase(s) : All Phases Document: Project Change request (PCr) Document version: v5.1c www.KUBRA.com Questions concerning the content, use, or, validation of this document may be directed to your KUBRA CRM, your KUBRA Project Led, or KUBRA Client Support at [email protected]

99 of 122 PROJECT CHANGE REQUEST

Phase Change Comments

Planning N/A

Analysis & Design N/A

Build N/A

Test 300 Allotment to assist Lubbock in testing and resolve any KUBRA defects found during testing

Implement N/A

Post Implementation N/A

Total 300

Impact* - This PCr will provide a 300 hour allotment. It will facilitate the remaining testing and the final production roll out. (describe all areas - KUBRA Resources will be reduced in June and moving forward. checked above when or - Remaining resources will be 1 Programmer (reduced from 3), 1 Technical Lead, and 1 Project Manager. as required) - When testing assistance, or changes are needed, KUBRA will draw from this 300 hour allotment. o Please note that upon request for assistance, KUBRA will need 3 business days to begin working on the work and will provide specific timelines based on the details of each request. o For any same day requests, KUBRA will provide best efforts to assist. - If the 300 hour allotment is used prior to the deployment, another PCr may be issued for an additional allotment. Likewise, if the 300 hours are not all used, Lubbock will only be billed for the actual time used but not to exceed $49,500.00 on this change request. - KUBRA will provide periodic updates on hours remaining.

DOCUMENTATION The following documents were reviewed during the assessment of this Project Change Request. Documents that will require updates / revisions if the Scope Change Request is approved have been indicated as so.

Type Amend. Name Date Source Req. Executed

Choose an item. Choose an item. ☐

Choose an item. Choose an item. ☐

ACCEPTANCE By signing this document, all parties are agreeing to the changes (costs, schedule, people, etc…) outlined above, and detailed within any supporting project documentation.

Stakeholder Action* Name (Print) Signature Date

KUBRA PM or TL Assessment Munawaar Bootwalla

KUBRA PFM/MGR/DIR Authorization & Felicia Macie Approval

KUBRA CRM/PRM/SE Acknowledgement Joe Dellano 6/9/2021

Client Title Name (Print) Signature Date 100 of 122 PROJECT CHANGE REQUEST

Client Authorization: Must be provided by a stakeholder with the authority to approve changes impacting schedule, costs, people. 101 of 122

Lubbock Power & Light

Electric Utility Board

Agenda Item Summary

Meeting Date: June 15, 2021

Summary: Consider a contract amendment with HillCo Partners to extend the terms for advocacy and consulting services on behalf of Lubbock Power & Light (LP&L).

Background/Discussion: In March 2018, LP&L received regulatory approval for the transition of 70 percent (“affected load”) of the LP&L system to the Electric Reliability Council of Texas (ERCOT). This transition was an integral part of the process to secure a long-term power source for Lubbock ratepayers. On May 30, 2021, the LP&L “affected load” integration with ERCOT was completed. Now that the transition into ERCOT has been completed, the focus going forward has shifted towards integrating the remaining 30 percent (“unaffected load”) of the LP&L system over into ERCOT with an integration date tentatively set for May 2023. Ahead of the “unaffected load” interconnection, there are several areas of work that will be required. Most notably will be the process of seeking Public Utility Commission approval, the distribution line work necessary to connect the two systems, and the potential of opting into retail competition at a certain date following the official entry to ERCOT (subject to a decision to opt in by both the Electric Utility Board and City Council).

HillCo Partners was founded in 1998 by Neal T. “Buddy” Jones and Bill Miller. Today, the firm is one of the leading public policy advocacy firms in Texas. HillCo offers a broad array of advocacy tools to address the current political climate. They combine traditional bi-partisan advocacy with public relations and media strategies, research and polling, and strong analytics to arrive at creative and effective results for their clients. The firm’s managing partner is Dan Pearson.

Since 1998, HillCo Partners has assisted hundreds of clients in developing strategic plans that successfully serve both their immediate and long-range fiscal and political interests. HillCo works to provide their clients valuable access to key decision-makers from across the state. The HillCo client list includes preeminent Fortune 500 corporations, independently held small businesses, major trade associations, and public sector entities including cities.

Eddie Solis and Dan Pearson are primarily responsible for HillCo’s activities on behalf of LP&L. The scope of services included in the contract as it relates to the ERCOT process include:

• Provide strategic guidance to LP&L’s overall regulatory and legislative outreach and education efforts regarding LP&L’s ERCOT Solution to achieve full ERCOT interconnection and related activities; • Maintain and expand regulatory and legislative relationships, to facilitate LP&L’s ERCOT Solution; • Monitor and report on relevant regulatory and legislative issues; 102 of 122

• Coordinate Texas messaging with broader communications plans; and • Coordinate closely with LP&L leadership regarding regulatory activities and potential lobbying activities.

HillCo works with LP&L on all matters related to the ERCOT Solution and will continue to work with legislative and regulatory offices in order to keep them apprised of where LP&L is on the project to fully interconnect to ERCOT and the progress of the potential to opt-in to retail competition after official entry to ERCOT. HillCo’s input on general legislative and regulatory matters will be important over the next contract year as LP&L weighs the vote to opt-in to competition.

The term of the current agreement commenced February 21, 2016 and is set to expire June 21, 2021. This amendment extends the end date on the contract to June 21, 2022.

Fiscal Impact: The fee for the services described in the current contract is $5,000 per month plus a $500 monthly expense fee for the term of the contract. These terms will continue unaltered through June 21, 2022; unless terminated sooner by either party as provided therein. These costs will be funded from cost center 7111 (LP&L Administration).

Recommendation: Staff recommends an amendment to the contract with HillCo Partners, extending term of service for advocacy and consulting services on behalf of LP&L as it relates to full interconnection with ERCOT, or such alternative action as the Electric Utility Board may deem appropriate. 103 of 122

RESOLUTION

WHEREAS, Lubbock Power & Light is the municipally owned electric utility of the City of Lubbock (“LP&L”);

WHEREAS, by Government and Public Affairs Agreement, dated effective February 16, 2016, EUB Resolution No. EUB 2016-R0009 (the “Original Agreement”), the City of Lubbock, acting by and through Lubbock Power & Light, contracted with HillCo Partners (“HillCo”), to perform professional government and public affairs related consulting services related to LP&L’s proposed 2019 solution, as more particularly described in the Original Agreement;

WHEREAS, the Original Agreement was amended by that certain Amendment to Government and Public Affairs Agreement, effective June 20, 2017, Resolution No. EUB 2017-R0042 (“First Amendment”);

WHEREAS, the Original Agreement was further amended by that certain Second Amendment to Government and Public Affairs Agreement, dated June 19, 2018, Resolution No. EUB 2018-R0048 (the “Second Amendment”);

WHEREAS, the Original Agreement was further amended by that certain Third Amendment to Government and Public Affairs Agreement, dated June 18, 2019, Resolution No. EUB 2019-R0043 (the “Third Amendment”);

WHEREAS, the Original Agreement was again amended by that certain Fourth Amendment to Government and Public Affairs Agreement, dated effective June 15, 2020, Resolution No. EUB 2020-R0089 (“Fourth Amendment”);

WHEREAS, the Original Agreement, as amended, must be further amended to extend the term;

WHEREAS, LP&L desires to amend the Original Agreement, as amended, to provide for such amendment; NOW, THEREFORE:

BE IT RESOLVED BY THE ELECTRIC UTILITY BOARD OF THE CITY OF LUBBOCK:

THAT the Director of Electric Utilities BE and is hereby authorized and directed to execute for and on behalf of the City of Lubbock, acting by and through Lubbock Power & Light, the municipally owned electric utility of Lubbock, Texas (“LP&L”), that certain Fifth Amendment to Government and Public Affairs Agreement, by and between LP&L and HillCo Partners, as attached hereto and incorporated herein as though set forth fully herein in detail, and any documents related thereto.

104 of 122

Passed by the Electric Utility Board this 15th day of June, 2021.

Dan Odom, Chairman

ATTEST:

Gwen Stafford, Board Secretary

APPROVED AS TO CONTENT:

______Matt Rose, Public Affairs & Government Relations Manager

APPROVED AS TO FORM:

______Hunter Harrison, LP&L Electric Utility Attorney

105 of 122

FIFTH AMENDMENT to GOVERNMENT AND PUBLIC AFFAIRS AGREEMENT

This Fifth Amendment to Government and Public Affairs Agreement (“Fifth

Amendment”), is entered into this 15th day of June, 2021, by and between the City of Lubbock,

Texas, acting by and through Lubbock Power & (“LP&L”), and HillCo Partners (“HillCo”).

WITNESSETH

WHEREAS, LP&L and HillCo entered into that certain Government and Public Affairs

Agreement, dated effective February 16, 2016, Resolution No. EUB 2016-R0009 (the “Original

Agreement”), wherein LP&L contracted with HillCo to perform professional government and public affairs related consulting services for LP&L regarding LP&L’s proposed 2019 solution, as more particularly described in the Original Agreement;

WHEREAS, by Amendment to Government and Public Affairs Agreement, effective June

20, 2017, Resolution No. EUB 2017-R0042 (the “First Amendment”), the term of the Original

Agreement, as amended, was extended;

WHEREAS, by Second Amendment to Government and Public Affairs Agreement,

effective June 18, 2018, Resolution No. EUB 2018-R0048 (the “Second Amendment”), the parties

extended the term of the Original Agreement, as amended, modified the scope of services, and

adjusted the compensation payable;

Fifth Amendment to Government and Public Affairs Agreement – HillCo Partners Page 1

106 of 122

Whereas, by Third Amendment to Government and Public Affairs Agreement, effective

June 18, 2019, Resolution No. EUB 2019-R0043 (“Third Amendment”), the term of the Original

Agreement, as amended, was extended;

WHEREAS, by Fourth Amendment to Government and Public Affairs Agreement, effective June 15, 2020, Resolution No. EUB 2020-R0089 (“Fourth Amendment”), the term of the

Original Agreement, as amended, was extended and certain notices required by law were provided; and

WHEREAS, LP&L desires to further amend the Original Agreement, as amended, to extend the term and HillCo is amenable to such extension.

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, LP&L and HillCo agree to amend the Original Agreement, as amended, as follows:

1. The first paragraph of the Section labeled “TERMS AND FEES” is hereby deleted in its

entirety and replaced with the following:

The term of this agreement shall commence on February 21, 2016 and ends June 21, 2022, unless terminated sooner, as provided herein. The fee for the services described in this agreement is five thousand dollars and no/100 ($5,000.00) per month.

2. The following Sections are hereby added after the Insurance Section of the Original

Agreement, as amended:

Non-Boycott of Israel. Consultant hereby warrants that it is in compliance with Chapter 2271, Subtitle F, Title 10 of the Texas Government Code by verifying that: (1) it does not boycott Israel and (2) it will not boycott Israel during the term of this agreement.

Fifth Amendment to Government and Public Affairs Agreement – HillCo Partners Page 2

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Non-Appropriation. All funds for payment by Client under this agreement are subject to the availability of an annual appropriation for this purpose by the City of Lubbock. In the event of non-appropriation of funds by the City Council of the City of Lubbock for the services provided under this agreement, Client will terminate this agreement on the last day of the then-current fiscal year or when the appropriation made for the then-current year for the services covered by this agreement is spent, whichever event occurs first (the “Non- Appropriation Date”). If at any time funds are not appropriated for the continuance of this agreement, cancellation shall be accepted by Consultant on thirty (30) days’ prior written notice, but failure to give such notice shall be of no effect and Client shall not be obligated under this agreement beyond the Non-Appropriation Date.

3. Except as amended hereby, the terms and conditions of the Original Agreement, as

amended, shall remain valid and subsisting as originally provided.

IN WITNESS WHEREOF, the parties have executed this Fifth Amendment by their duly authorized representatives as of the date first written above.

Fifth Amendment to Government and Public Affairs Agreement – HillCo Partners Page 3

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CITY OF LUBBOCK, acting by and through Lubbock Power & Light

David McCalla, Director of Electric Utilities

APPROVED AS TO CONTENT:

Matt Rose, Public Affairs& Government Relations Manager

APPROVED AS TO FORM:

Hunter Harrison, LP&L Electric Utility Attorney

HILLCO PARTNERS

Fifth Amendment to Government and Public Affairs Agreement - HillCo Partners Page 4 109 of 122

Lubbock Power & Light

Electric Utility Board

Agenda Item Summary

Meeting Date: June 15, 2021

Summary: Consider approval of the Master Services Agreement (MSA), with MCR Performance Solutions, LLC (MCR), to perform certain professional services related to the review of certain formula rates.

Background/Discussion: This MSA is for MCR to perform certain professional services related to the review of certain true- ups and formula rates related to transmission, energy, and fuel costs set by Southwestern Public Service (SPS).

The scope of work will be set forth, as mutually agreed under one or more task orders which sets forth in particular the services to be performed, including at minimum the intended purposes of the services authorized, along with the schedule, budget, billing rates, and deliverables set by each task order.

This Agreement shall be effective from the execution date of this Agreement and ends on September 24, 2024. Task Orders under this contract, collectively, cannot exceed two hundred fifty thousand and no/100 dollars ($250,000.00).

Fiscal Impact: This project will be funded from cost center 7111 (LP&L Administration).

Recommendation: Staff recommends approval of the MSA to MCR Performance Solutions of Deerfield, IL, or such alternative action as the Electric Utility Board may deem appropriate. 110 of 122

RESOLUTION

WHEREAS, Lubbock Power & Light is the municipally owned electric utility of the City of Lubbock (“LP&L”); and

WHEREAS, LP&L desires to enter into a Master Services Agreement with MCR Performance Solutions, LLC (“MCR”), wherein MCR will perform professional true-up and other bookkeeping or accounting services relating to a certain power purchase agreement and invoices received therefrom; NOW, THEREFORE:

BE IT RESOLVED BY THE ELECTRIC UTILITY BOARD OF THE CITY OF LUBBOCK:

THAT the Director of Electric Utilities BE and is hereby authorized and directed to execute, for and on behalf of the City of Lubbock, acting by and through Lubbock Power & Light (“LP&L”), that certain Master Services Agreement, by and between LP&L and MCR Performance Solutions, LLC as attached hereto and incorporated herein as though set forth fully herein in detail, and any documents related thereto.

BE IT FURTHER RESOLIVED BY THE ELECTRIC UTILITY BOARD OF THE CITY OF LUBBOCK:

THAT the Director of Electric Utilities, or his designee, shall have the authority to execute Task Orders in substantially the same form as attached as Exhibit A to the Master Services Agreement on behalf of the City of Lubbock, acting by and through Lubbock Power & Light, in connection with MCR’s performance of the Services, cumulatively in an amount not to exceed two hundred fifty thousand and no/100 dollars ($250,000.00).

BE IT FURTHER RESOLVED BY THE ELECTRIC UTILITY BOARD OF THE CITY OF LUBBOCK:

THAT this delegation of authority is valid until revoked by further action of the Electric Utility Board.

Passed by the Electric Utility Board this 15th day of June, 2021.

Dan Odom, Board Chairman

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ATTEST:

Gwen Stafford, Board Secretary

APPROVED AS TO CONTENT:

______David McCalla, Director of Electric Utilities

APPROVED AS TO FORM:

______Hunter Harrison, LP&L Electric Utilities Attorney 112 of 122

MASTER SERVICES AGREEMENT

This Master Services Agreement (“Contract” or “Agreement”) is entered into this 15th day of June, 2021 between The City of Lubbock, acting by and through Lubbock Power & Light (hereafter “LP&L”), having an office at 1314 Ave K, 5th Floor, Lubbock, TX 79401 and MCR Performance Solutions, LLC (hereafter “MCR”) an Illinois limited liability company having an office at 155 N. Pfingsten Road, Suite 155, Deerfield, IL 60015.

Recitals

WHEREAS, MCR and LP&L entered into that certain Confidentiality Agreement, dated effective September 23, 2019 (“Confidentiality Agreement”) for the purposes of, inter alia, protecting and safeguarding the parties’ confidential information from unauthorized disclosure and/or use while the parties exchanged information under that certain Master Services Agreement entered by and between the parties, effective September 23, 2019 (“Old MSA”);

WHEREAS, LP&L has determined there is an on-going need for certain true-up and other bookkeeping or accounting services relating to a certain power purchase agreement and invoices received therefrom (“Services”);

WHEREAS, MCR has professional staff experienced and is qualified to provide the Services, and is able and willing to provide the Services;

WHEREAS, LP&L and MCR now desire to enter into this Contract to provide for such Services; and

WHEREAS, the parties expressly acknowledge and agree the Confidentiality Agreement applies to the information contemplated to be exchanged in the performance of Services this Master Services Agreement.

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby covenant and agree as follows:

1. Scope of Work

LP&L may retain the Services of MCR as may be set forth, as mutually agreed under one or more Task Orders which sets forth in particular the Services to be performed, including at minimum the intended purposes of the Services authorized, along with the schedule, budget, billing rates, and deliverables (each, a “Task Order”). MCR shall perform the Task Order for the compensation, and within such timeframes if applicable, as agreed therein in accordance with the terms and conditions described in this Contract.

A sample Task Order under this Contract is attached hereto as Exhibit A, and shall be executed by LP&L and MCR contemporaneously with the execution of this Contract substantially in the same form as Exhibit A. The scope, the schedule, billing rates, and the compensation for the Services shall be negotiated by the parties, set forth and described in 113 of 122 MCR

Master Services Agreement & Attachment

each Task Order, and become part of this Contract when such Task Order is executed by an authorized representative of each party. Task Orders shall not be used to modify any other of the terms and conditions of this Contract. The Electric Utility Board authorizes Director of Electric Utilities to execute Task Orders for the Services. In the event the terms and conditions of any Task Order conflict with the terms and conditions of this Contract, this Contract shall govern.

2. Term of Contract

This Contract shall begin on the date and year first written above and ends on September 24, 2024. LP&L may terminate this Contract sooner, for any reason, by giving written notice to MCR thirty (30) days prior to the selected termination date, and further provided that the obligations set forth in Sections 5, 6 and 7 shall survive termination of the Contract. Upon receipt any notice of termination from LP&L, MCR shall cease all work immediately. In the event this Agreement is so terminated, LP&L shall only pay MCR for Services actually performed by MCR up to the date MCR is deemed to have received notice of termination, as provided herein.

3. Independent Contractor

In the performance of Services hereunder, MCR and any approved Sub-Contractors shall at all times be an independent contractor, and this Contract shall not constitute any party as an employee, agent, partner, joint venturer or representative of the other. MCR shall, in connection with its and/or any approved Sub-Contractor’s performance of Services under this Contract and any Task Order, adhere to all of LP&L's policies and procedures that have been communicated to MCR in writing, in order to minimize any disruption to LP&L's personnel, clientele, business contacts and general working environment. Nothing contained herein shall be construed to imply a joint venture, joint enterprise, partnership or principal – agent relationship between MCR, LP&L, or any approved Sub-Contractor.

4. Compensation

LP&L will compensate MCR for performing the Services based upon the hourly rates as agreed to and stated in each Task Order. Invoicing of professional fees, administrative fee and expenses by Task Order will be monthly and payable according to law. LP&L will reimburse MCR for reasonable travel and lodging expenses in conformity with IRS guidelines. MCR shall be responsible for all taxes, if any, which may be imposed on payments to MCR by LP&L, in connection with the consulting Services provided by MCR under this Contract. In addition, there will be an administrative fee of 5% applied to the professional fees. This fee covers costs such as telephone and internet charges, equipment, administrative support, and like matters, which are not billed separately. MCR will submit monthly invoices of fees and expenses. Task Orders under this contract, collectively, cannot exceed two hundred fifty thousand and no/100 dollars ($250,000.00).

5. Ownership; Assignment of Proprietary Interests

MCR acknowledges that reports or documents created by MCR by reason of MCR's

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performance of Services in connection with this Contract or any Task Order shall be the property of LP&L. This article 5 shall survive expiration or termination of this Agreement.

6. Confidential Information and Employee Solicitation

LP&L and MCR expressly acknowledge and accept that the Confidentiality Agreement applies to this Contract and shall follow the terms of the Confidentiality Agreement, including, but not limited to, the provisions relating to the confidentiality of confidential and proprietary information provided by any party to the other.

During the term of this Contract and for a twelve (12) month period following termination of this Contract, to the extent permitted by law, neither LP&L, MCR, nor any approved Sub-Contractors shall directly or indirectly, solicit, engage, employ, retain, or contract with any employee of the other. This article 6 shall survive expiration or termination of this Agreement.

7. Warranties

MCR warrants that all work and Services hereunder will be performed by qualified and experienced personnel using the highest degree of skill and expertise in order to perform the Services required under this Contract and each Task Order in a professional and timely fashion in accordance with terms thereof, in a manner designed to meet the business objectives of LP&L and in compliance with all applicable laws, rules and regulations, and all applicable industry standards and practices. MCR agrees that MCR and any approved Sub-Contractors will comply with all applicable laws, rules and regulations in performing Services under this Contract. This article 7 shall survive expiration or termination of this Agreement.

8. Insurance

MCR shall procure and carry, at its sole cost and expense through the life of this Contract, except as otherwise provided herein, insurance protection as hereinafter specified, in form and substance satisfactory to LP&L and the City of Lubbock (“the City”), carried with an insurance company authorized to transact business in the State of Texas, covering all aspects and risks of loss of all operations in connection with this Contract. MCR shall obtain and maintain in full force and effect during the term of this Contract commercial general liability, professional liability, and automobile liability coverage for any automobile with insurance carriers admitted to do business in the state of Texas. The insurance companies must carry a Best’s Rating of A-VII or better. Except for Professional Liability, the policies will be written on an occurrence basis, subject to the following minimum limits of liability:

Commercial General Liability: Per Occurrence Single Limit: $1,000,000 General Aggregate Limit: $1,000,000 Professional Liability:

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Master Services Agreement & Attachment

Combined Single Limit: $1,000,000 Automobile Liability: Combined Single Limit for any auto: $1,000,000 Per Occurrence

The City shall be listed as a primary and noncontributory additional insured with respect to the Automobile Liability and Commercial General Liability and shall be granted a waiver of subrogation under those policies. MCR shall provide a Certificate of Insurance to the City as evidence of coverage.

The Certificate shall provide 30 days’ notice of cancellation. A copy of the additional insured endorsement and waiver of subrogation attached to the policy shall be included in the Certificate. MCR shall elect to obtain worker’s compensation coverage pursuant to Section 406.002 of the Texas Labor Code. Further, MCR shall maintain said coverage throughout the term of this Contract and shall comply with all provisions of Title 5 of the Texas Labor Code to ensure that MCR maintains said coverage. MCR may maintain Occupational Accident and Disability Insurance in lieu of Worker’s Compensation. In either event, the policy must be endorsed to include a waiver of subrogation in favor of the City. If at any time during the life of the Contract or any extension hereof, MCR fails to maintain the required insurance in full force and effect, MCR shall be in breach hereof and all work under the Contract shall be discontinued immediately.

Notwithstanding anything contained herein to the contrary, the professional liability policy shall be maintained at MCR’s sole cost and expense. The retroactive date shall be no later than the commencement of the performance of this Contract and the discovery period (possibly through tail coverage) shall be no less than 10 years after the completion of the Services provided for in this Contract.

9. Permitted Activities

Nothing in this Contract shall be interpreted as prohibiting MCR from using MCR's know- how gained through efforts in providing the Services under this Contract or any Task Order for any purpose whatsoever provided that, in doing so, MCR does not, directly or indirectly, disclose any trade secrets or confidential information of LP&L.

10. Retaining of Sub-Contractors

Subject to the terms herein, MCR may retain consultants, contractors, or other third parties (any of which are referred to herein as “Sub-contractors”), to perform certain duties of MCR described in any Task Order provided that: (a) MCR shall cause any such Sub-contractor to execute a confidentiality agreement effective during and throughout their retainage with terms at least as restrictive as those in the Confidentiality Agreement, and (b) LP&L approves the retaining of such Sub-contractors. MCR is at all times responsible to LP&L to perform the Services as provided in this Agreement and MCR is in no event relieved of any obligation under this Contract upon retainage of any approved Sub-contractor. Any Sub- contractor retained by MCR shall be required by MCR to carry, for the protection and benefit

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Master Services Agreement & Attachment of the City (as defined in Section 8, above) and MCR and naming said City and MCR as additional insureds, insurance, as described above, required to be carried by MCR in this Contract.

11. Tax Payer Identification Number and Certification

MCR agrees to provide LP&L with its US Federal Taxpayer Identification Number and Certification (IRS Form W-9).

12. Indemnities

MCR represents and warrants that any materials provided by MCR for use by LP&L pursuant to this Contract shall not contain any proprietary material owned by any other party that is protected under the Copyright Act or any other law, statute, rule, order, regulation, ordinance or contractual obligation relating to the use or reproduction of materials. MCR shall be solely responsible for ensuring that any materials provided by MCR pursuant to this Contract satisfy this requirement. Without limiting the general nature of Section 8, below, MCR shall defend and indemnify and hold LP&L and the City of Lubbock (“City”), its elected and appointed officials, officers, agents and employees, harmless from any and all liability, loss, damage or claim of any kind or nature, including attorney’s fees and other costs of litigation, related to MCR’s failure to perform this duty or breach hereof. The indemnity obligations provided herein shall survive the termination or expiration of this Agreement.

MCR SHALL INDEMNIFY AND SAVE HARMLESS LP&L, THE CITY, AND THEIR ELECTED AND APPOINTED OFFICIALS, OFFICERS, ATTORNEYS, AGENTS, AND EMPLOYEES FROM AND AGAINST ALL SUITS, ACTIONS, LOSSES, DAMAGES, CLAIMS, OR LIABILITY OF ANY KIND, CHARACTER, TYPE, OR DESCRIPTION, INCLUDING WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, ALL EXPENSES OF LITIGATION, COURT COSTS, AND ATTORNEY’S FEES, TO THE EXTENT ARISING OUT OF, RELATED TO OR OCCASIONED BY, THE INTENTIONAL OR NEGLIGENT ACTS, OF ANY KIND OR TYPE, OF MCR, ITS AGENTS, EMPLOYEES, AND/OR SUB-CONTRACTORS, OR ANY OTHER PARTY OR ENTITY OVER WHICH MCR EXERCISES CONTROL, RELATED TO THE PERFORMANCE, OPERATIONS OR OMISSIONS UNDER THIS CONTRACT AND/OR THE USE OR OCCUPATION OF CITY OF LUBBOCK OWNED PROPERTY. THE INDEMNITY OBLIGATIONS PROVIDED HEREIN SHALL SURVIVE THE EXPIRATION OR TERMINATION OF THIS AGREEMENT.

13. Notice

Whenever notice from MCR to LP&L or LP&L to MCR is required or permitted by this Contract and no other method of notice is provided, such notice shall be given by (1) actual delivery of the written notice to the other party by hand (in which case such notice shall be effective upon delivery); (2) telephonic facsimile or email delivery (in which case such notice shall be effective upon date stated in the delivery confirmation); (3) delivered by over-

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Master Services Agreement & Attachment night service by a nationally recognized courier (in which case notice shall be effective one (1) day following deposit with courier); and (4) by depositing the written notice in the United States mail, properly addressed to the other party at the address provided in this article, registered or certified mail, return receipt requested, in which case such notice shall be effective on the third (3rd) business day after such notice is so deposited.

MCR’s Address. MCR’s address and numbers for the purposes of notice are: MCR Performance Solutions, LLC Attn: James Pardikes 155 N. Pfingsten Road, Suite 155 Deerfield, IL 60015 Telephone: 847 504-2549 Email: [email protected]

LP&L’s Address. LP&L’s address and numbers for the purposes of notice are: Lubbock Power & Light Attn: Joe Jimenez 1314 Ave. K, 5th Floor Lubbock, TX 79401

Either party may change its address or numbers for purposes of notice by giving written notice to the other party as provided herein, referring specifically to this Contract, and setting forth such new address or numbers. The address or numbers shall become effective on the 15th day after such notice is effective.

14. Entire Agreement; Severability; Non-assignment

This Contract, together with any supplemental attachments, constitutes the entire agreement between the parties relating to the subject matter hereof. This Contract shall supersede all prior agreements and understandings between the parties and no representations or statements made by any representative of LP&L, which are not stated herein, shall be binding. There shall be no modification or amendment hereof unless in writing and signed by a duly authorized representative of each party.

If any provision of the Contract is declared void, such provision shall be deemed severed from the Contract, which shall otherwise remain in full force and effect.

No failure of either party to enforce any of its or his/her rights under this Contract shall constitute a waiver of that or any of its rights.

MCR shall not assign this Contract or any part thereof without the written consent of LP&L.

15. Choice of Law and Venue

This Contract shall be deemed made under and construed according to the laws of Texas. MCR and LP&L hereby irrevocably consent to the sole and exclusive jurisdiction and venue of the courts of competent jurisdiction and venue of the State of Texas, County of Lubbock,

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Master Services Agreement & Attachment

for the purposes of all legal proceedings arising out of or relating to this Contract or the actions that are contemplated hereby.

16. Miscellaneous

MCR shall provide access to its books and records to LP&L regarding this Contract. LP&L may audit, at its expense and during normal business hours, MCR’s books and records with respect to this Contract between MCR and LP&L. MCR shall maintain records that are necessary to substantiate the Services provided by MCR.

17. Non-Boycott of Israel.

MCR hereby warrants that it is in compliance with Chapter 2271, Subtitle F, Title 10 of the Texas Government Code by verifying that: (1) it does not boycott Israel and (2) it will not boycott Israel during the term of this Agreement.

18. Non-Appropriation.

All funds for payment by LP&L under this Agreement are subject to the availability of an annual appropriation for this purpose by the City of Lubbock. In the event of non- appropriation of funds by the City Council of the City of Lubbock for the Services provided under this Agreement, LP&L will terminate this Agreement on the last day of the then-current fiscal year or when the appropriation made for the then-current year for the Services covered by this Agreement is spent, whichever event occurs first (the “Non-Appropriation Date”). If at any time funds are not appropriated for the continuance of this Agreement, cancellation shall be accepted by MCR on thirty (30) days’ prior written notice, but failure to give such notice shall be of no effect and LP&L shall not be obligated under this Agreement beyond the Non-Appropriation Date.

19. Texas Public Information Act.

The requirements of Subchapter J, Chapter 552, Government Code, may apply to this Contract and the Confidentiality Agreement, and MCR agrees that the Agreement can be terminated if MCR knowingly or intentionally fails to comply with a requirement of that subchapter.

To the extent Subchapter J, Chapter 552, Government Code applies to this Agreement and/or the Confidentiality Agreement, MCR agrees to: (1) preserve all contracting information related to the Agreement and/or Confidentiality Agreement as provided by the records retention requirements applicable to the governmental body for the duration of the contract; (2) promptly provide to the governmental body any contracting information related to the Agreement and/or Confidentiality Agreement that is in the custody or possession of the entity on request of the governmental body; and (3) on completion of the contract, either: (A) provide at no cost to the governmental body all contracting information related to the Agreement and/or Confidentiality Agreement that is in the custody or possession of the entity; or (B) preserve the contracting information related to the Agreement and/or Confidentiality Agreement as provided by the records retention requirements applicable to the governmental body.

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CITY OF LUBBOCK ACTING BY AND MCR PERFORMANCE SOLUTIONS, THROUGH LUBBOCK POWER & LIGHT LLC

By: ______

Name: ______By:

Title: ______Name: James Pardikes

Date: ______Title: Vice President

Date: 6/15/21

[THE REMAINDER OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK]

8 120 of 122 Exhibit A - LP&L MCR TASK ORDER SAMPLE

Project: Conduct a review of the 2021 Southwestern Public Service (“SPS”) transmission formula rate update and 2020 true-up for LP&L review.

Services/Deliverables MCR will provide the following services/deliverables: 1. Phone attendance FOR customer meeting conference call related to the 2021 Transmission Formula Rate Update Presentation 2. Word document summarizing the review of the SPS 2021 transmission formula rate update; this summary document will be sent to/reviewed with LP&L personnel and include an initial set of questions to be sent to SPS. 3. Review of SPS responses to the initial set of issues and questions; discussion with LP&L of responses and development of follow-on questions, as appropriate.

Schedule MCR will attend the SPS conference call and prepare an in-depth review and initial set of questions related to the formula rates.

Hourly Rates and Fees MCR will charge professional fees to LP&L for 2021 on an hourly basis based on the rates of MCR employees:

Approved for LP&L Approved for MCR Performance Solutions, LLC

Signature: Signature:

______

Print Name: ______Print Name:______

Title: ______Title: ______

Date: Date: ______

1

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Lubbock Power & Light

Electric Utility Board

Agenda Item Summary

Meeting Date: June 15, 2021

Summary: Consider and award Request for Proposal (RFP) 7129-21-ELD, LP&L Spare Overhead Conductor Wire.

Background/Discussion: LP&L is purchasing 100,500 feet of 959.6 thousand circular mils (kcmil) aluminum conductor steel supported (ACSS/TW) wire and 3,800 pounds of 3/8” high strength 7-strand steel wire for spare material, to ensure that an adequate amount of spares are available in the event of a failure to transmission assets. The ability to have surplus material on hand will significantly decrease the restoration times in the event of an asset failure.

A proposal evaluation committee was established to evaluate and rank the proposals based on the following five (5) categories: specifications and terms and conditions, 20 points; price, 30 points; delivery, 30 points; proposal completeness, 10 points; and operational experience, 10 points.

Five (5) offerors responded to the RFP. The committee evaluated the proposals, made their final selections and ranked the finalists as follows:

Score: American Wire Group 93.67 Anixter 91.00 Wesco 79.67 TEC 76.33 Techline 63.00

Fiscal Impact: A total of $1,570,016 is appropriated and $1,302,256 is available in account number 211.9108 (Transmission System Inventory) for this purpose.

Recommendation: Staff recommends the award of RFP 7129-21-ELD to American Wire Group of Miami, Florida for $381,900 or such alternative action as the Electric Utility Board may deem appropriate. 122 of 122

RESOLUTION

WHEREAS, Lubbock Power & Light is the municipally owned public power utility of the City of Lubbock (“Lubbock Power & Light”); NOW, THEREFORE:

BE IT RESOLVED BY THE ELECTRIC UTILITY BOARD OF THE CITY OF LUBBOCK:

THAT the City of Lubbock, acting by and through Lubbock Power & Light, award Request for Proposal (“RFP”) #7129-21-ELD (the “Proposal”), respecting the property described as Lubbock Power & Light Substation Spare Overhead Conductor Wire, as more particularly described in the Proposal (the “Property”), to American Wire Group of Miami, Florida.

BE IT FURTHER RESOLVED BY THE ELECTRIC UTILITY BOARD OF THE CITY OF LUBBOCK:

THAT the Lubbock Power & Light Purchasing Manager or his/her designee, BE and is hereby authorized and directed to execute for and on behalf of Lubbock Power & Light any and all purchase orders and related documents regarding the purchase of the Property pursuant to the Proposal, as awarded herein.

Passed by the Electric Utility Board this 15th day of June, 2021.

Dan Odom, Chairman ATTEST:

Gwen Stafford, Board Secretary

APPROVED AS TO CONTENT:

David McCalla, Director of Electric Utilities

APPROVED AS TO FORM:

Jenny Smith, LP&L General Counsel