Res 2016-177/approving an amended and restated Interconnection Agreement with the LCRA Transmission Services Corporation (“LCRA TSC”) to, among other things, clarify the transmission and distribution functions of the parties, provide metering to be gover

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new Point of Interconnection, shall be forwarded to the designees listed below for each Party and shall be deemed properly given if delivered in writing to the following: (a) San Marcos Electric Utility Electric Utility Director 630 East Hopkins San Marcos, TX. 78666-6397 (b) LCRA Transmission Services Corporation Sergio Garza, P.E. LCRA VP Transmission Design and Protection LCRA P.O. Box 220 Austin, TX 78767-0220 11.2 The above listed names, titles, and addresses of either Party may be changed upon written notification to the other Party. ARTICLE XII - SUCCESSORS AND ASSIGNS 12.1 Subject to the provisions of Section 12.2 below, this Agreement shall be binding upon and inure to the benefit of the permitted successors and assigns of the respective Parties. 12.2 Neither Party shall assign its interest in this Agreement in whole or in part without the prior written consent of the other Party. Such consent shall not be unreasonably withheld, provided that neither Party will be required to consent to any assignment which would, in its sole judgment and among other reasons, subject it to additional federal or state regulation, result in the imposition of additional costs of administration which the Party requesting assignments does not agree to reimburse, or in any way diminish the reliability of its system, enlarge its obligations or otherwise create or maintain an unacceptable condition. The respective obligations of the Parties under this Agreement may not be changed, modified, amended, or enlarged, in whole or in part, by reason of the sale, merger, or other business combination of either Party with any other person or entity. Notwithstanding the foregoing, a Party may assign, without the consent of the other Party, its interest in this Agreement, in whole or in part (1) to a successor that has an in interest to all or a substantial portion of the Party's transmission and distribution business; or (2) in connection with any financing or financial arrangements. 12.3 The several provisions of this Agreement are not intended to and shall not create rights of any character whatsoever in favor of any persons, corporations, or associations other than the Parties to this Agreement, and the obligations herein assumed are solely for the use and benefit of the Parties to this Agreement. ARTICLE XIII — GOVERNING LAW AND REGULATION 13.1 This Agreement was executed in the State of Texas and must in all respects be governed by, interpreted, construed, and enforced in accordance with the laws thereof except as LCRA TSC — San Marcos Electric Utility Page 10 of 39