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Dennis F. Dunne (admitted pro hac vice) 

Samuel A. Khalil (admitted pro hac vice) 

MILBANK LLP, 55 Hudson Yards 

New York, New York 10001-2163 

Gregory A. Bray (SBN 115367) 

Thomas R. Kreller (SBN 161922) 

MILBANK LLP, 2029 Century Park East, 33rd Floor 

Los Angeles, CA 90067 

Counsel for the Official Committee of Unsecured Creditors 

Robert A. Julian (SBN 99469) 

Cecily A. Dumas (SBN 111449) 

BAKER & HOSTETLER LLP, 1160 Battery Street, Suite 100 

San Francisco, CA 94111 

Eric E. Sagerman (SBN 155496) 

Lauren T. Attard (SBN 320898) 

BAKER & HOSTETLER LLP, 11601 Wilshire Blvd., Suite 1400 

Los Angeles, CA 90025-0509 

Counsel for Official Committee of Tort Claimants 

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) 

STIPULATION BETWEEN THE 

OFFICIAL COMMITTEE OF 

UNSECURED CREDITORS AND THE 

OFFICIAL COMMITTEE OF TORT 

CLAIMANTS WITH RESPECT TO 

RETENTION OF EPIC CORPORATE 

RESTRUCTURING, LLC 

[Re: Dkt Nos. 1214, 1705] 

[No Hearing Requested]

. 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).

This stipulation and agreement for order (the “Stipulation”) is entered into by the: 

(i) Official Committee of Unsecured Creditors (the “UCC”), on the one hand, and (ii) Official

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Committee of Tort Claimants (the “TCC,” and together with the UCC, the “Parties”), each 

appointed in the jointly administered chapter 11 cases of the above-captioned debtors in 

possession, on the other hand. The Parties hereby stipulate and agree as follows: 

RECITALS 

A. On April 3, 2019, the UCC filed its Application for Entry of Order Approving

Retention and Employment of Epiq Corporate Restructuring, LLC as Information Agent for the 

UCC, Nunc Pro Tunc to February 12, 2019 (the “Application”) [Docket No. 1214], pursuant to 

which the UCC sought to employ Epiq Corporate Restructuring, LLC (“Epiq”) pursuant to the 

terms of a services agreement between the UCC and Epiq (the “UCC Services Agreement”). 

Under the terms of the UCC Services Agreement, Epiq agreed to: (i) establish and maintain a 

website for the UCC and provide technology and communications-related services (the “Website 

Services”); and (ii) prepare and serve required notices and pleadings on behalf of the UCC in 

accordance with the Bankruptcy Code and the Bankruptcy Rules in the form and manner directed 

by the UCC and/or the Court, including, if applicable, all notices, orders, pleadings, publications 

and other documents as the UCC and/or the Court may deem necessary or appropriate (the 

“Notice Services” and collectively with the Website Services, the “Services”). Epiq is to be 

compensated for performing the Services at the hourly rates as set forth in the UCC Services 

Agreement. 

B. As set forth in the Application, the UCC proposed that the cost of the Services be

paid from the Debtors’ estates pursuant to section 156(c) of the Judicial Code. Prior to the 

selection of Epiq, the UCC had conducted a competitive bidding process, and the UCC 

respectfully submitted that Epiq’s rates are competitive and comparable to the rates charged by 

its competitors for similar services. In connection with the Application, Epiq also submitted the 

Declaration of Sidney Garabato, in which Epiq asserted that it does not represent any other entity 

having an adverse interest in connection with the Debtors’ chapter 11 cases. 

C. A hearing was held before the Court on the Application on April 24, 2019 (the

“Hearing”). At the Hearing, the Court approved Epiq’s retention by the UCC1

 and indicated that 

the Parties should coordinate efforts and discuss, in an effort to save costs, whether it was 

possible to have one party provide the Website Services to both of the Parties. 

D. Since the Hearing, the Parties have engaged in good faith discussions with one

another and also with Epiq and have reached an agreement whereby Epiq has agreed to provide 

the Services to both the TCC and UCC on identical economic terms. 

E. Pursuant to this Stipulation, Epiq and the TCC have entered into a separate

services agreement (the “TCC Services Agreement” and together with the UCC Services 

Agreement, the “Agreements”) on economic terms identical to the UCC Services Agreement. A 

copy of the: (i) UCC Services Agreement (which was previously filed as Exhibit C to the 

1 The Court approved the UCC’s retention of Epiq pursuant to the Order Approving 

Application of Official Committee of Unsecured Creditors for Entry of Order Approving 

Retention and Employment of Epiq Corporate Restructuring, LLC as Information Agent for the 

Committee Nunc Pro Tunc to February 12, 2019 (the “Initial Order”) [Docket No. 1705]. 

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Application); and (ii) TCC Services Agreement, are attached hereto as Exhibits A and B, 

respectively. 

F. Pursuant to the Agreements, Epiq will establish and maintain websites for both

the UCC and TCC. It has been determined that, since the UCC’s website has already been 

established, it is more cost effective to establish a separate and independent website for the TCC. 

Epiq has also agreed to provide the Notice Services to the TCC to the extent the TCC determines 

to utilize such services. 

H. The Parties have attached a proposed revised form of order granting the relief

requested as Exhibit C (the “Proposed Order”) authorizing the retention of Epiq by each of the 

TCC and UCC. The Proposed Order was provided to counsel to the Debtors and the Office of the 

United States Trustee prior to the filing of this Stipulation. 

NOW, THEREFORE, UPON THE FOREGOING RECITALS, WHICH ARE 

INCORPORATED AS THROUGH FULLY SET FORTH HEREIN, IT IS HEREBY 

STIPULATED AND AGREED, BY AND BETWEEN THE PARTIES, THROUGH THE 

UNDERSIGNED, AND THE PARTIES JOINTLY REQUEST THE COURT ORDER 

THAT: 

1. Epiq be retained by each of the: (i) TCC, pursuant to the TCC Services

Agreement, and (ii) UCC, pursuant to the UCC Services Agreement. 

Dated: May 17, 2019 Dated: May 17, 2019 

MILBANK LLP BAKER & HOSTETLER LLP 

/s/ Thomas R. Kreller . /s/ Jorian Rose . 

DENNIS F. DUNNE JORIAN ROSE

SAMUEL A. KHALIL

GREGORY A. BRAY

THOMAS R. KRELLER

Counsel for the Official Committee Counsel for the Official Committee 

of Unsecured Creditors of Tort Claimants 

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Exhibit A 

[UCC SERVICES AGREEMENT] 

 

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Exhibit B 

[TCC SERVICES AGREEMENT] 

 

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Exhibit C 

[PROPOSED ORDER] 

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44553.00001

Dennis F. Dunne (admitted pro hac vice) 

Samuel A. Khalil (admitted pro hac vice) 

MILBANK LLP, 55 Hudson Yards 

New York, New York 10001-2163 

Gregory A. Bray (SBN 115367) 

Thomas R. Kreller (SBN 161922) 

MILBANK LLP, 2029 Century Park East, 33rd Floor 

Los Angeles, CA 90067 

Counsel for the Official Committee of Unsecured Creditors 

Robert A. Julian (SBN 99469) 

Cecily A. Dumas (SBN 111449) 

BAKER & HOSTETLER LLP, 1160 Battery Street, Suite 100 

San Francisco, CA 94111 

Eric E. Sagerman (SBN 155496) 

Lauren T. Attard (SBN 320898) 

BAKER & HOSTETLER LLP, 11601 Wilshire Blvd., Suite 1400 

Los Angeles, CA 90025-0509 

Counsel for Official Committee of Tort Claimants 

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) 

AMENDED ORDER APPROVING 

RETENTION AND EMPLOYMENT 

OF EPIQ CORPORATE 

RESTRUCTURING, LLC AS 

INFORMATION AGENT FOR THE 

 Affects PG&E Corporation COMMITTEES 

 Affects Pacific Gas and Electric 

Company 

Affects both Debtors

* All papers shall be filed in the Lead Case,

No. 19-30088 (DM).

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44553.00001

Upon the application (the “Application”) of the Official Committee of Unsecured 

Creditors (the “UCC”) for entry of an order authorizing the UCC to retain and employ Epiq 

Corporate Restructuring, LLC (together with its affiliates and subcontractors, “Epiq”) as 

Information Agent for the UCC nunc pro tunc to February 12, 2019, and the Court having 

reviewed the Application and considered the Declaration of Sidney Garabato (the “Garabato 

Declaration”) in connection with the Application and the Stipulation (the “Stipulation”)2

between the UCC and the Official Committee of Tort Claimants (the “TCC”) with respect to 

the retention of Epiq, the Court hereby finds as follows: (a) the Court has jurisdiction to 

consider the Application and the relief requested therein pursuant to 28 U.S.C. § 1334; 

(b) consideration of the Application and the relief requested therein is a core proceeding 

pursuant to 28 U.S.C. § 157(b); (c) venue of this matter is proper before this Court pursuant to 

28 U.S.C. §§ 1408 and 1409; (d) due and proper notice of the Application was provided, and 

no other or further notice need be provided; and (e) the legal and factual bases set forth in the 

Application and the Declaration establish just cause for the relief granted herein. Now, 

therefore, upon all of the proceedings had before the Court, and after due deliberation and 

sufficient cause appearing therefor, it is HEREBY ORDERED THAT: 

1. The Application is granted as set forth herein, nunc pro tunc to February 12, 2019 

with respect to the UCC and February 15, 2019 with respect to the TCC. 

2. Pursuant to section 1103(a) of the Bankruptcy Code, the UCC is authorized to 

employ and retain Epiq as its Information Agent in accordance with the terms and conditions of 

the UCC Services Agreement. 

3. Pursuant to section 1103(a) of the Bankruptcy Code, the TCC is also authorized to 

employ and retain Epiq, as its Information Agent in accordance with the terms and conditions of 

the TCC Services Agreement. 

 

2

 Capitalized terms used herein but not defined shall have the meanings ascribed to them in the 

Stipulation. 

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4. Epiq is authorized to establish and maintain each of the UCC’s and TCC’s websites 

and provide technology and communications-related services. 

5. Epiq will prepare and serve required notices and pleadings on behalf of each of the 

UCC and TCC as may be requested in accordance with the Bankruptcy Code and the Bankruptcy 

Rules in the form and manner directed by the UCC and TCC, respectively, and/or the Court, 

including, if applicable, all notices, orders, pleadings, publications and other documents as the 

UCC, TCC and/or the Court may deem necessary or appropriate. 

6. Without further order of the Court, the Debtors are authorized to compensate Epiq 

in accordance with the terms and conditions of the UCC Services Agreement and the TCC Services 

Agreement, as applicable, upon Epiq’s submission to the Debtors of invoices summarizing, in 

reasonable detail, the services rendered, and expenses incurred in connection therewith and 

without the necessity for Epiq to file an application for compensation or reimbursement with the 

Court. 

7. To the extent services are performed for both the TCC and the UCC, Epiq shall 

allocate any such charges equally between the TCC and the UCC for billing purposes. Under no 

circumstances shall Epiq charge the Debtors twice for services performed for both the TCC and the 

UCC. 

8. Notwithstanding any term in the UCC Services Agreement or TCC Services 

Agreement to the contrary, no limitation of liability under either the UCC Services Agreement or 

TCC Services Agreement shall apply during these chapter 11 cases. 

9. Epiq will serve monthly invoices on the Notice Parties (as defined in the Order 

Pursuant to 11 U.S.C. §§ 331 and 501(a) and Fed. R. Bankr. P. 2016 for Authority to Establish 

Procedures for Interim Compensation and Reimbursement of Expenses of Professionals [Docket 

No. 701]). 

10. The parties shall meet and confer in an attempt to resolve any dispute which may 

arise relating to either the UCC Services Agreement, the TCC Services Agreement or monthly 

invoices; provided that the parties may seek resolution of the matter from the Court if resolution 

is not achieved. 

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11. Pursuant to section 503(b)(1)(A) of the Bankruptcy Code, the fees and expenses of 

Epiq incurred in connection with providing services pursuant to both the UCC Services Agreement 

and TCC Services Agreement are to be treated as an administrative expense of the Debtors’ estates. 

12. In the event of any inconsistency between the UCC Services Agreement, the TCC 

Services Agreement, the Application, the Stipulation and this Order, this Order shall govern. 

13. The UCC, TCC and Epiq are each authorized to take all actions necessary to 

effectuate the relief granted in this Order. 

14. Notwithstanding any term in the UCC Services Agreement and/or TCC Services 

Agreement to the contrary, this Court retains exclusive jurisdiction with respect to all matters 

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

15. This Order shall supersede Order Approving Application of Official Committee of 

Unsecured Creditors for Entry of Order Approving Retention and Employment of Epiq Corporate 

Restructuring, LLC as Information Agent for the Committee Nunc Pro Tunc to February 12, 2019 

[Docket No. 1705] in its entirety. 

** END OF ORDER ** 

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