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Exhibit K
AGREEMENT
This Agreement is by and between American Electric Power ("AEP") and
Central and South West Corporation ("CSW") (jointly referred to as "the
Companies"), and the International Brotherhood of Electrical Workers, Local
Union 329, 386, 696, 738, 876, 934, 978, 981, 1002, 1392 and 1466 ("IBEW"). The
Companies and IBEW are sometimes referred to jointly herein as the
"Signatories." This Agreement addresses issues affecting the Signatories in all
jurisdictions served by the Companies. The Signatories agree as follows:
I. Workforce
A. The Companies agree not to eliminate any current IBEW employee
as a direct result of the proposed merger between the
Companies. As used in this Agreement, the term "direct result
of the merger" shall mean the result of synergies identified
at the time the merger was announced.
B. The Companies agree that any IBEW represented employee whose
position is eliminated as a direct result of the sale of
ownership interests in the Northeast Station, Oolagah,
Oklahoma, will be provided with another employment opportunity
within the bargaining unit.
II. Xxxx Negotiations
The Signatories agree that normal negotiations will proceed to
resolution at Xxxx Plant.
III. Successorship
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The Companies agree to include the recognition of existing labor
agreements as a condition of the sale, divestiture or transfer of any
facility subject to a collective bargaining agreement.
(See Exhibit A)
IV. Organizing Conduct
The Signatories agree that, in the event IBEW engages in organizing
efforts among AEP and/or CSW unrepresented employees, neither party
shall coerce or intimidate employees during the course of an organizing
campaign. The Companies agree to refrain from negative public
statements concerning IBEW and any IBEW officer, representative or
member. IBEW, its officers, representatives and employees agree not to
publicly express negative comments concerning the Companies' integrity
or motives including the integrity or motives of the Companies'
officers, directors, agents or employees. The Signatories agree that
all oral or written statements made during the course of an organizing
campaign shall be factual.
V. Union Security
The Companies will, as soon as possible after the effective date of
their merger, include in all IBEW contracts an "Agency Shop" provision
covering employees hired after the effective date of the merger. The
Companies will also, at the same time, include "Maintenance of
Membership" language in all IBEW contracts. Such provision will cover
all employees hired prior to the merger who are or become members of
their respective local IBEW unions. The Companies also agree to a dues
checkoff provision that shall be irrevocable by the employee for
successive periods of one year from the date of signing or expiration
of the agreement, whichever occurs sooner. (See Exhibit B)
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VI. Unit Clarification
For a period of five (5) years following the effective date of this
Agreement, the Companies will not remove any working xxxxxxx or
electric system operator positions at PSO or any senior lineman
positions at Southwestern Electric Power Company ("SWEPCO") from the
bargaining unit without agreement of the respective unions.
VII. Leave of Absence
The Companies will, upon request of the respective local IBEW unions,
institute in all existing contracts Leave of Absence provisions for
union business. (See Exhibit C)
VIII. Service Quality
Signatories agree to cooperate to establish reasonable Service Quality
Standards in all jurisdictions served.
IX. Other Provisions
A. Upon execution of this Agreement, IBEW agrees that it will
immediately cease all activities in opposition to the merger,
withdraw all objections to the merger, and not file future
objections to the merger.
B. The Companies and IBEW agree to make a good faith effort to
settle unfair labor practice complaints issued by the National
Labor Relations Board.
C. The Companies will reimburse IBEW up to $73,000 for costs
incurred in its intervention up to the effective date of this
Agreement.
D. Facsimile copies of signatures are valid for purposes of
evidencing execution.
X. Effective Date
The provisions contained in Sections II, IV, VI, VII, VIII, and IX of
this Agreement will be effective upon execution of this Agreement by
the last Local Union to execute this
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Agreement. The provisions contained in Sections I, III and V of the
Agreement will be effective upon completion of the merger between the
Companies.
EFFECTIVE DATE: _____________
INTERNATIONAL BROTHERHOOD OF INTERNATIONAL BROTHERHOOD OF
ELECTRICAL WORKERS LOCAL UNION 329 ELECTRICAL WORKERS LOCAL UNION 386
By: __________________________ By: __________________________
INTERNATIONAL BROTHERHOOD OF INTERNATIONAL BROTHERHOOD OF
ELECTRICAL WORKERS LOCAL UNION 696 ELECTRICAL WORKERS LOCAL UNION 738
By: __________________________ By: __________________________
INTERNATIONAL BROTHERHOOD OF INTERNATIONAL BROTHERHOOD OF
ELECTRICAL WORKERS LOCAL UNION 876 ELECTRICAL WORKERS LOCAL UNION 934
By: __________________________ By: __________________________
INTERNATIONAL BROTHERHOOD OF INTERNATIONAL BROTHERHOOD OF
ELECTRICAL WORKERS LOCAL UNION 978 ELECTRICAL WORKERS LOCAL UNION 981
By: __________________________ By: __________________________
INTERNATIONAL BROTHERHOOD OF INTERNATIONAL BROTHERHOOD OF
ELECTRICAL WORKERS LOCAL UNION 1002 ELECTRICAL WORKERS LOCAL UNION 1392
By: __________________________ By: __________________________
INTERNATIONAL BROTHERHOOD OF
ELECTRICAL WORKERS LOCAL UNION 1446
By: __________________________
AMERICAN ELECTRIC POWER CENTRAL AND SOUTH WEST CORPORATION
By: ________________________ By: ____________________________
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EXHIBIT A
Successorship:
The Company agrees that the adoption of this Agreement will be
a condition of the sale, divestiture or transfer of any facility covered by this
Agreement. When the sale, divestiture or transfer is publicly disclosed, the
Company will provide the Union with relevant information concerning such
transaction upon request.
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EXHIBIT B
Union Security:
Section 1. Maintenance of Membership Provision
In order that employees do their part in assisting the Union
to meet its obligations as a party to this Agreement, an employee hired before
the effective "date" of the merger) who on or after (the effective "date" of the
merger) personally pays Union dues or authorizes Union dues deduction, may only
discontinue such payments or revoke a prior authorization within the 10 day
calendar period preceding (the expiration "date" of the Agreement). Such
revocation must be in writing and must be delivered to the Union and the
Company.
Section 2. Agency Fee Provision
In order that employees do their part in assisting the Union
to meet its obligations as a party to this Agreement, an employee hired on or
after (the effective "date" of the merger) shall either personally pay Union
dues or authorize Union dues deductions.
Section 3. Failure to Pay Required Union Fees or Dues
Should an employee covered under Section 1 above or Section 2
above fail to pay the dues or fees required as a condition of employment, the
employee shall be terminated.
Dues Membership:
The Company agrees to deduct once each month from the pay of
each employee who executes a written authorization, an amount equal to the
current Union
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dues as set forth in the Local Union By-Laws and the Constitution of the
International Brotherhood of Electrical Workers. The amount of these deductions
will be paid to the Financial Secretary of the Local Union. The deduction will
be renewed for successive periods of one year unless revoked by written notice
by certified mail to the Company and the Union within ten days prior to the
anniversary date of the authorization or the expiration of the Agreement. The
Union shall notify the Company of any changes in the dues amounts to be
deducted.
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Exhibit C
Leave of absence for Union Officials
A maximum of two employees elected or appointed to full-time
union positions shall be granted leaves of absence for the period of such
election or appointment. The employees shall continue to accrue seniority during
such leaves, and upon termination of the leaves of absence, shall be reinstated
to their former positions (or the equivalent if such former positions no longer
exist) provided the employees are qualified to return to work.
