• All procedures and protocols associated specifically with the TXMAG will be approved by voting member companies. Each voting member company within the TXMAG will be afforded one (1) vote per decision.  
  
• Unanimous votes shall be required for the following:
  
• New memberships. New membership requests shall be heard at annual conferences and acceptance/rejection will be determined by those members in attendance at the meeting.
• Majority votes shall be required for the following:
  
• Filling TXMAG governing positions. Filling TXMAG positions shall take place at annual conferences with positions being awarded to those members willing to serve, in attendance at the meeting, and receives the majority vote.
  
• Meeting locations
  
• Meeting agendas
  
• Membership count
  
• Geographic boundaries
  
• Representatives to federal, regional, or other industry groups
  
• Charter & Governing Principles adjustments when determined necessary
  
• Votes for issues other than new memberships and filling TXMAG governing roles may be taken at conferences/meetings or via conference call. Regardless of the method, the above criteria will be used to determine acceptance or rejection.
  
• The TXMAG shall convene, at minimum, once a year to discuss best practices, significant restoration events in the prior year, new laws/legislation impacting electric service restoration, and other topics deemed valuable to the group. These meetings shall be rotated between member companies. 
  
• Non-voting member companies shall be allowed to participate in annual meetings and discussions unless a portion of the meeting has been specifically designated as a closed discussion forum.
  
• Non-voting member person or company of TXMAG shall not be allowed to participate in TXMAG business decisions.
  
• Any modifications of the TXMAG Charter & Governing Principles must be approved by at least ¾ of the TXMAG voting member companies.
  

• Three representatives from the voting membership of the TXMAG shall be selected to represent the membership as officers. These positions and responsibilities are noted below and will be held for a period of two years:
  • Chair
    • Represent the TXMAG on the EEI Mutual Assistance / Eme​rgen​cy Preparedness Executive Committee.
      
    • Represent the TXMAG on regional conference calls.
      
    • Be available 24/7/365 to assist fellow members with acquiring resources for pre-staging and/or restoration.
      
    • Participate on the monthly EEI conference calls.
      
    • Attend the TXMAG conferences and provide updates to the membership.
      
    • Attend Edison Electric Institute (EEI) Mutual Assistance conferences.
      
    • Ad hoc responsibilities to EEI and the EEI Mutual Assistance / Emergency Preparedness (MAEP) Executive Committee.
      
    • Communicate TXMAG mobilization and status to other RMAGs and EEI.
      
  • Vice-Chair
    • Represent the TXMAG on the EEI Mutual Assistance / Emergency Preparedness Executive Committee.
    • Represent the TXMAG on regional conference calls.
    • Be available 24/7/365 to assist fellow members with acquiring resources for pre-staging and/or restoration.
    • Participate on the monthly EEI conference calls.
    • Attend the TXMAG conferences and provide updates to the membership.
    • Attend Edison Electric Institute (EEI) Mutual Assistance conferences.
    • Ad hoc responsibilities to EEI and the EEI Mutual Assistance / Emergency Preparedness (MAEP) Executive Committee.
  • Secretary
    • Ensure the membership receives all information disbursements from the EEI.
    • Ability to distribute email and phone notifications to membership regarding an event.
    • Attend the TXMAG conferences and provide updates to the membership (preferably).
    • Attend Edison Electric Institute (EEI) Mutual Assistance conferences (preferably).
    • Ad hoc responsibilities to EEI and the Executive Committee.
  
  
• Elections of officers shall follow the rules below:
  • Each voting member company shall have one (1) vote.
  • A simple majority will determine outcomes. At least one representative from at least ½ of the membership shall be in attendance to vote.
  
  
• Officer Succession
  • Nominations for governing roles shall only be considered if submitted by a member company to all other member companies verbally during a planned meeting or via email. No individual should be nominated for a governing role unless he or she has agreed to assume the role if elected for the position.
  • If an officer vacates his/her position before fulfilling their two-year term, automatic succession will occur and an election will be conducted at the next scheduled meeting to fill the Secretary position.
  • If two or more officers vacate their positions before fulfilling their two-year term, automatic succession will occur and an election will be conducted at the next scheduled meeting to fill the Vice-chair and Secretary vacancies.
  • The Chair position shall be filled by the individual holding the Vice-Chair position, by rotating them into the role at the Spring Meeting or when the Chair position is vacated prematurely.
  • The Vice-Chair position shall be filled by the individual holding the Secretary position, by rotating them into the role at the Spring Meeting or when the Vice-Chair is vacated prematurely.
  • Nominations for Secretary will be accepted prior to and during the Spring Meeting every other year.
  • Election of Secretary will occur every two years at the Spring Meeting.
  • There is no obligation for any individual company to supply an officer, but all companies are encouraged to participate.
  • It is preferred that no more than one of the three officers can be employed by the same holding company.
  • Exceptions are allowed to these restrictions only when there is an absence of individuals who are willing and capable of holding the officer positions.
  • Voting will be by secret ballot vote. Voting by e-mail is not permissible.

In the absence of a continuing formal contract between a company requesting emergency assistance ("Requesting Company") and a company willing to furnish such assistance ("Responding Company"), the following principles are suggested as the basis for a contract governing emergency assistance to be established at the time such assistance is requested:

• The emergency assistance period shall commence when personnel and/or equipment expenses are initially incurred by the Responding Company in response to the Requesting Company's needs. (This would include any request for the Responding Company to prepare its employees and/or equipment for transport to the Requesting Company's location, but to await further instructions before departing). The emergency assistance period shall terminate when such employees and/or equipment have returned to the Responding Company, and shall include any mandated DOT rest time resulting from the assistance provided and reasonable time required to prepare the equipment for return to normal activities (e.g., cleaning off trucks, restocking minor materials, etc.).
• To the extent possible, the companies should reach a mutual understanding and agreement in advance on the anticipated length - in general - of the emergency assistance period. For extended assistance periods, the companies should agree on the process for replacing or providing extra rest for the Responding Company's employees. It is understood and agreed that if; in the Responding Company's judgment such action becomes necessary the decision to terminate the assistance and recall employees, contractors, and equipment lies solely with the Responding Company. The Requesting Company will take the necessary action to return such employees, contractors, and equipment promptly.
• Employees of Responding Company shall at all times during the emergency assistance period continue to be employees of Responding Company and shall not be deemed employees of Requesting Company for any purpose. Responding Company shall be an independent Contractor of Requesting Company and wages, hours and other terms and conditions of employment of Responding Company shall remain applicable to its employees during the emergency assistance period.
• Responding Company shall make available at least one supervisor in addition to crew foremen. All instructions for work to be done by Responding Company's crews shall be given by Requesting Company to Responding Company's supervisor(s); or, when Responding Company's crews are to work in widely separate areas, to such of Responding Company's foremen as may be designated for the purpose by Responding Company's supervisor(s).
• Unless otherwise agreed by the companies, Requesting Company shall be responsible for supplying and/or coordinating support functions such as lodging, meals, materials, etc. As an exception to this, the Responding Company shall normally be responsible for arranging lodging and meals en route to the Receiving Company and for the return trip home. The cost for these in transit expenses will be covered by the requesting company.
• Responding Company's safety rules shall apply to all work done by their employees. Unless mutually agreed otherwise, the Requesting Company's switching and tagging rules should be followed to ensure consistent and safe operation. Any questions or concerns arising about any safety rules and/or procedures should be brought to the proper level of management for prompt resolution between management of the Requesting and Responding Companies.
• All time sheets and work records pertaining to Responding Company's employees furnishing emergency assistance shall be kept by Responding Company.
• Requesting Company shall indicate to Responding Company the type and size of trucks and other equipment desired as well as the number of job function of employees requested but the extent to which Responding Company makes available such equipment and employees shall be at Responding Company's sole discretion.
• Requesting Company shall reimburse Responding Company for all costs and expenses incurred by Responding Company as a result of furnishing emergency assistance. Responding Company shall furnish documentation of expenses to Requesting Company. Such costs and expenses shall include, but not be limited to, the following:
  • Employees' wages and salaries for paid time spent in Requesting Company's service area and paid time during travel to and from such service area, plus Responding Company's standard payable additives to cover all employee benefits and allowances for vacation, sick leave and holiday pay and social and retirement benefits, all payroll taxes, workmen's compensation, employer's liability insurance and other contingencies and benefits imposed by applicable law or regulation.
  • Employee travel and living expenses (meals, lodging and reasonable incidentals).
  • Replacement cost of materials and supplies expended or furnished.
  • Repair or replacement cost of equipment damaged or lost.
  • Charges, at rates internally used by Responding Company, for the use of transportation equipment and other equipment requested.
  • Administrative and general costs, which are properly allocable to the emergency assistance to the extent such costs, are not chargeable pursuant to the foregoing subsections.
• Requesting Company shall pay all costs and expenses of Responding Company within sixty days after receiving an invoice therefor.
• Requesting Company shall indemnify, hold harmless and defend the Responding Company from and against any and all liability for loss, damage, cost or expense which Responding Company may incur by reason of bodily injury, including death, to any person or persons or by reason of damage to or destruction of any property, including the loss of use thereof, which result from furnishing emergency assistance and whether or not due in whole or in part to any act, omission, or negligence of Responding company except to the extent that such death or injury to person, or damage to property, is caused by the willful or wanton misconduct and/ or gross negligence of the Responding Company. Where payments are made by the Responding Company under a workmen's compensation or disability benefits law or any similar law for bodily injury or death resulting from furnishing emergency assistance, Requesting Company shall reimburse the Responding Company for such payments, except to the extent that such bodily injury or death is caused by the willful or wanton misconduct and/ or gross negligence of the Responding Company
• In the event any claim or demand is made or suit or action is filed against Responding Company alleging liability for which Requesting Company shall indemnify and hold harmless Responding Company under paragraph (11) above, Responding Company shall promptly notify Requesting Company thereof, and Requesting Company, at its sole cost and expense, shall settle, compromise or defend the same in such manner as it in its sole discretion deems necessary or prudent. Responding Company shall cooperate with Requesting Company's reasonable efforts to investigate, defend and settle the claim or lawsuit.
• Non-affected companies should consider the release of contractors during restoration activities. The non-affected company shall supply the requesting companies with contact information of the contactors (this may be simply supplying the contractors name). The contractors will negotiate directly with requesting companies.

• With respect to each Emergency Assistance event, Requesting Companies agree that they will reimburse Responding Companies for all costs and expenses incurred by Responding Companies
• Responding Companies must maintain auditable records to ensure proper billing and/or invoicing

Texas Mutual Assistance Group member companies have established and implemented an effective system whereby member companies may receive and provide assistance in the form of personnel and equipment to aid in restoring and/or maintaining electric utility service when such service has been disrupted by acts of the elements, equipment malfunctions, accidents, sabotage, or any other occurrence for which emergency assistance is deemed to be necessary or advisable ("Emergency Assistance"). This Mutual Assistance Agreement sets forth the terms and conditions to which the undersigned TXMAG member company ("Participating Company") agrees to be bound on all occasions that it requests and receives ("Requesting Company") or provides ("Responding Company") Emergency Assistance from or to another Participating Company who has also signed the TXMAG Mutual Assistance Agreement.

Click here to download the TXMAG Mutual Assistance Agreement.