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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

WEIL, GOTSHAL & MANGES LLP 

Stephen Karotkin (pro hac vice) 

Ray C. Schrock, P.C. 

(ray.shrock@weil.com) (pro hac vice) 

(stephen.karotkin@weil.com) 

Jessica Liou (pro hac vice) 

(jessica.liou@weil.com) 

Matthew Goren (pro hac vice) 

(matthew.goren@weil.com) 

767 Fifth Avenue 

New York, NY 10153-0119 

Tel: 212 310 8000 

Fax: 212 310 8007 

KELLER & BENVENUTTI LLP 

Tobias S. Keller (#151445) 

(tkeller@kellerbenvenutti.com) 

Jane Kim (#298192) 

(jkim@kellerbenvenutti.com) 

650 California Street, Suite 1900 

San Francisco, CA 94108 

Tel: 415 496 6723 

Fax: 650 636 9251 

Attorneys for Debtors 

and Debtors in Possession

UNITED STATES BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO DIVISION 

In re: 

PG&E CORPORATION 

 - and - 

PACIFIC GAS AND ELECTRIC 

COMPANY,

Debtors.

Bankruptcy Case 

No. 19-30088 (DM) 

Chapter 11 

(Lead Case) 

(Jointly Administered) 

ORDER PURSUANT TO 11 U.S.C. § 365(a), FED. 

R. BANKR. P. 6006, AND B.L.R. 6006-1 

APPROVING UTILITY’S ASSUMPTION OF 

CERTAIN AGREEMENTS WITH 

QUANTA ENERGY SERVICES, LLC 

[Related Docket Ref No. 1218] 

 Affects PG&E Corporation 

Affects Pacific Gas and Electric 

 Company 

Affects both Debtors 

* All papers shall be filed in the Lead Case, 

No. 19-30088 (DM). 

Signed and Filed: April 24, 2019

________________________________________

DENNIS MONTALI

U.S. Bankruptcy Judge

Entered on Docket 

April 25, 2019

EDWARD J. EMMONS, CLERK 

U.S. BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA

Case: 19-30088 Doc# 1690 Filed: 04/24/19 Entered: 04/25/19 11:28:19 Page 1 of

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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

Upon the Motion, dated April 3, 2019 (the “Motion”),1 of PG&E Corporation and Pacific Gas 

and Electric Company, as debtors and debtors in possession (together, “PG&E” or the “Debtors”) in 

the above-captioned chapter 11 cases (the “Chapter 11 Cases”), pursuant to section 365(a) of title 11 

of the United States Code (the “Bankruptcy Code”), Rule 6006(d) of the Federal Rules of Bankruptcy 

Procedure (the “Bankruptcy Rules”), and Rule 6006-1 of the Bankruptcy Local Rules for the United 

States District Court for the Northern District of California (the “Bankruptcy Local Rules”), for an 

order approving the Utility’s assumption of certain contracts (the “Quanta Contracts”) with Quanta 

Energy Services, LLC. and its affiliated companies (collectively, the “Quanta Companies”), all as 

more fully set forth in the Motion; and this Court having jurisdiction to consider the Motion and the 

relief requested therein pursuant to 28 U.S.C. §§ 157 and 1334, Order Referring Bankruptcy Cases 

and Proceedings to Bankruptcy Judges, General Order 24 (N.D. Cal.), and Bankruptcy Local Rule 

5011-1(a); and consideration of the Motion and the requested relief being a core proceeding pursuant 

to 28 U.S.C. § 157(b); and venue being proper before this Court pursuant to 28 U.S.C. §§ 1408 and 

1409; and the Court having found and determined that notice of the Motion as provided to the parties 

listed therein is reasonable and sufficient, and it appearing that no other or further notice need be 

provided; and this Court having reviewed the Motion, the Wells Declaration (as amended on February 

2, 2019 [Docket No. 263]), and the Coleman Declaration; and upon the limited objection of the 

Creditors Committee [Docket No. 1555]; and this Court having held a hearing on the Motion; and this 

Court having determined that the legal and factual bases set forth in the Motion establish just cause 

for the relief granted herein; and it appearing that the relief requested in the Motion is in the best 

interests of the Utility, its estate, creditors, shareholders, and all parties in interest; and upon all of the 

proceedings had before this Court and after due deliberation and sufficient cause appearing therefor, 

IT IS HEREBY ORDERED THAT: 

1. The Motion is granted as provided herein. 

2. Pursuant to section 365 of the Bankruptcy Code, the Utility’s assumption of the Quanta 

Contracts, as amended, is hereby approved. 

 

1

 Capitalized terms used but not otherwise herein defined shall have the meanings ascribed to such 

terms in the Motion. 

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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

3. The Utility is authorized to cure existing defaults under the Quanta Contracts as 

required by section 365(b)(1)(A) of the Bankruptcy Code, up to the total aggregate amount of 

$116,103,954, within fourteen (14) days of entry of this Order (subject to any amounts that have yet 

to be invoiced or remain subject to ongoing reconciliation) or on such other terms that are mutually 

agreeable to the Utility and the Quanta Companies. 

4. The Utility is authorized to execute, deliver, implement, and fully perform any and all 

obligations, instruments, and documents and to take any and all actions reasonably necessary or 

appropriate to perform all obligations contemplated under the Quanta Contracts. 

5. The Quanta Companies are obligated to continue to perform under the Quanta 

Contracts, as amended, in accordance with the terms set forth therein. 

6. Within seven (7) business days of receipt, the Utility shall provide counsel to each of 

(i) the Committees, (ii) the DIP Administrative Agent, and (iii) any other official committees 

appointed in the Chapter 11 Cases, with any Monthly Progress Reports provided by the Quanta 

Companies to the Utility pursuant to sections 13.6 of the TIA and CCA; provided, that the 

professionals for each of the Committees, the DIP Administrative Agent, and any other committee 

shall keep such Monthly Progress Reports confidential and shall not disclose any of the information 

set forth therein to anyone, including any member of a committee, without the prior written consent 

of the Utility and the Quanta Companies. 

7. The Utility is authorized to take all steps necessary or appropriate to carry out this 

Order. 

8. This Court shall retain jurisdiction to hear and determine all matters arising from or 

related to the implementation, interpretation, or enforcement of this Order. 

** END OF ORDER ** 

Case: 19-30088 Doc# 1690 Filed: 04/24/19 Entered: 04/25/19 11:28:19 Page 3 of

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