1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

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

WEIL, GOTSHAL & MANGES LLP

Stephen Karotkin (pro hac vice) 

(stephen.karotkin@weil.com) 

Ray C. Schrock, P.C. 

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

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,

Bankruptcy Case 

No. 19 -30088 (DM) 

Chapter 11 

(Lead Case) 

(Jointly Administered) 

DECLARATION OF JOE ECHOLS IN 

SUPPORT OF CPSI AGREEMENT 

ASSUMPTION MOTION 

Date: August 14, 2019 

Time: 9:30am (Pacific Time) 

Place: United States Bankruptcy Court 

 Courtroom 17, 16th Floor 

 San Francisco, CA 94102 

Judge: Hon. Dennis Montali 

Objection Deadline: August 7, 2019, 4pm (Pacific 

Time)

 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). 

Case: 19-30088 Doc# 3177 Filed: 07/24/19 Entered: 07/24/19 16:50:47 Page 1 of

7
1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

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

I, Joe Echols, pursuant to section 1746 of title 28 of the United States Code, hereby declare under 

penalty of perjury that the following is true and correct to the best of my knowledge, information, and 

belief: 

1. I am a Manager, Vegetation Management, at Pacific Gas and Electric Company 

(the “Utility” and, together with PG&E Corporation, the “Debtors”). I joined the Utility in 2010 and 

held a number of positions in the Utility, including Manager, Land Department & Community Pipeline 

Safety Initiative, and Supervisor, Land Department. I am a certified Senior Right of Way professional. 

2. I am knowledgeable and familiar with the Utility’s day-to-day operations and, 

specifically, the Utility’s Community Pipeline Safety Initiative (the “CPSI”) program. 

3. I am authorized to submit this Declaration (the “Declaration”) on behalf of the 

Debtors in support of the Second Omnibus Motion of Debtors Pursuant to 11 U.S.C § 365(a), Fed. R. 

Bankr. P. 6006, and B.L.R. 6006-1 for an Order (i) Approving The Utility’s Assumption of Contracts in 

Connection with the Community Pipeline Safety Initiative and (ii) Granting Related Relief (the 

“Motion”).1

4. The facts set forth in this Declaration are based upon my personal knowledge, my 

review of relevant documents, and information provided to me by the Debtors’ other employees or the 

Debtors’ legal, restructuring, and financial advisors. If called upon to testify, I would testify to the facts 

set forth in this Declaration. 

THE COMMUNITY SAFETY PIPELINE INITIATIVE 

5. The Utility operates a vast gas pipeline system which delivers pressurized natural 

gas through approximately 6,600 miles of transmission pipelines and 42,000 miles of distribution 

pipelines throughout the state of California (the “Pipeline System”). In operating the Pipeline System, 

the Utility’s first and primary concern is ensuring the safety of its customers and other community 

residents in the areas in which the Pipeline System is located. In connection with the operation of the 

Pipeline System, the Utility is required to comply with various federal, state, and local safety and 

 

1

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

in the Motion. 

Case: 19-30088 Doc# 3177 Filed: 07/24/19 Entered: 07/24/19 16:50:47 Page 2 of

7
1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

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

operational regulations, including federal regulations that require gas pipeline operators continuously 

monitor its pipeline system and remedy any segments in unsatisfactory condition as well as a state 

mandate in California Public Utilities Code § 963(b)(3) that “each gas corporation place [the] safety of 

the public and gas corporation employees as [its] top priority.”

6. As a part of its multi-faceted efforts to ensure the safe operation of the Pipeline 

System, in 2013, the Utility implemented the CPSI program.2 The first step of the CPSI program was a 

comprehensive survey of the Pipeline System. This inspection process identified situations where 

structures and vegetation were located too close to the pipelines, which, left undisturbed, could delay 

critical access for first responders and safety crews in emergency situations or threaten the integrity of 

the Pipeline System. Once identified, the Utility begun undertaking projects to remove these 

obstructions. 

7. The Utility has two primary types of active CPSI projects: (i) projects where the 

Utility is working with municipalities and private property owners to address – either by removing or 

relocating – structures built over or near transmission pipelines which are located within the Utility’s 

right-of-ways and could interfere with access to the pipeline and its safe operation (the “Structure 

Projects”) and (ii) projects where the Utility is working with municipalities and private property owners 

to clear vegetation (e.g., trees and brush) from the area above the transmission pipelines that could 

impede access for critical maintenance work or in the event of an emergency (the “Vegetation Projects” 

and, together with the Structure Projects, the “CPSI Projects”). In addition, trees and other vegetation 

located in close proximity to the gas pipelines can interfere with the Utility’s ability to monitor the area 

and ensure the pipeline is operating safely as well as increase the likelihood of third parties inadvertently 

digging into and damaging the pipeline. 

8. The CPSI Agreements cover some of the last CPSI projects that need to be 

completed. Following completion of the CPSI program, the Utility will continue to monitor the Pipeline 

 

2

 Partially in response to the Utility’s establishment of the CPSI program in 2013, the California Public 

Utilities Commission (the “CPUC”) amended General Order No. 112-F in 2015 to include rule 143.5, 

which requires utilities to arrange for the removal of buildings or other encroachments built over pipeline 

facilities. 

Case: 19-30088 Doc# 3177 Filed: 07/24/19 Entered: 07/24/19 16:50:47 Page 3 of

7
1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

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

System through ongoing aerial and ground-based surveillance, and rectify any new obstructions to access 

to the Pipeline System on an as-needed basis. 

THE CPSI AGREEMENTS 

9. The Utility typically has easements on the properties where its gas transmission 

pipelines are located, giving it the legal right to access these properties and carry out the CPSI Projects. 

To gain access to the relevant properties, the Utility typically seeks and obtains a landowner’s consent. 

Absent such consent, the Utility would be required to enforce its right of access under the easements 

through time-consuming and potentially costly litigation. Accordingly, to help facilitate consensual 

access, and because the CPSI Projects often require removal of structures or vegetation located on private 

or municipal property, some property owners seek, and the Utility will agree to provide them with, 

compensation to complete the CPSI Projects. This compensation is typically in the form of cash and/or 

replacement vegetation. 

10. The Utility and the property owner typically memorialize the scope of the project 

and associated compensation in a letter agreement styled as an Action Plan for Safety Work Near Gas 

Pipeline, an Action Plan for Vegetation Removal, or similar title (the “Action Plan Letters”). The 

Action Plan Letters generally each include, among other things, the following key terms: (a) the items 

to be removed; (b) the scope of work to be undertaken by the Utility; (c) any compensation to be provided 

or paid by the Utility; and (d) an agreement by the property owner to permit the Utility to enter the 

property to take the necessary steps to complete the project. An example of the form of an Action Plan 

Letter is attached hereto as Exhibit A. 

11. In some cases, rather than an Action Plan Letter, the agreement between the 

property owner and the Utility is documented in a less formal Gas Transmission Work Authorization 

Form or similar title (the “Informal Agreements”). The Informal Agreements contain similar terms to 

Action Plan Letters but in less detail. An example of the form of an Informal Agreement is attached 

hereto as Exhibit B.

12. In other circumstances, generally where compensation over $20,000 is to be paid 

by the Utility, the Utility enters into a more detailed agreement with the property owner titled as a 

“Confidential Settlement Agreement and General Release” or similar agreement (the “Long-form 

Case: 19-30088 Doc# 3177 Filed: 07/24/19 Entered: 07/24/19 16:50:47 Page 4 of

7
1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

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

Agreements”). The Long-form Agreements generally each include, among other things, the following 

key terms: (a) an agreement by the property owner to allow the Utility to enter the property and undertake 

the relevant CPSI Projects or an agreement that the property owner will take the necessary steps to 

complete the project(s); (b) a settlement payment to the property owner, either payable in full upon 

completion of the project(s), or partially payable on execution of the Long-form Agreement, with the 

balance paid following the completion of the project; (c) a release from the property owners for the 

benefit of the Utility; and (d) an obligation on the property owner to maintain the Utility’s easement free 

of structures and certain vegetation. An example of the form of a Long-form Agreement is attached 

hereto as Exhibit C. 

13. The Utility enters into Action Plan Letters, Informal Agreements, and Long-form 

Agreements on a regular basis, including postpetition, in the ordinary course of its business. As further 

outlined below, the assumption of the CPSI Agreements pursuant to the Motion is intended to ensure the 

Utility can perform under agreements which were executed prepetition but are yet to be fully performed. 

COMPLETION OF THE CPSI PROJECTS 

14. The Utility has identified 92 Action Plan Letters, 1 Informal Agreement, and 5 

Long-form Agreements which were entered into prior to the Petition Date where either (i) the project 

has not yet been completed and no payments or provision of nonmonetary compensation has been 

provided or (ii) the project has not yet been completed, an initial payment to the property owner has been 

paid, and the balance of the payment is due upon project completion. A list of the counterparties to, and 

the contemplated consideration under, each CPSI Agreement appears as Exhibit B to the Motion. The 

total monetary compensation contemplated to be paid under the CPSI Agreements that are the subject of 

the Motion is $469,865.00, with an average payment of $5,730.06 per CPSI Agreement providing for 

monetary compensation. 

15. The Utility seeks to assume the CPSI Agreements so that the Utility can carry out 

critical CPSI Projects that are necessary for ensuring the safe operation of the Pipeline System. The 

Utility expects that if it sought to exercise its rights under the CPSI Agreements absent assurances that 

the property owners will be entitled to payment per the terms of the CPSI Agreements, it would likely 

Case: 19-30088 Doc# 3177 Filed: 07/24/19 Entered: 07/24/19 16:50:47 Page 5 of

7
1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

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

face resistance, and a potentially protracted and expensive process, in obtaining the requisite consent to 

access the pipelines. A failure in timely completing the CPSI Projects could (i) result in a breach of the 

applicable regulatory requirements and (ii) cause a significant risk to public safety, as the Utility and 

emergency services will be hindered from accessing portions of their gas transmission lines in the event 

of a natural disaster or other emergency. 

16. The Utility seeks to assume the CPSI Agreements to ensure the continued safe 

operation of its gas transmission pipeline network and that it is in compliance with the applicable 

regulatory requirements as outlined above. The CPSI program is one of many important programs 

necessary to ensure access to the Pipeline System for monitoring and repairs and in the event of a natural 

disaster or other emergency. The program also minimizes the risk of inadvertent damage caused by 

overgrown vegetation or third parties working near the pipeline. Given the size and importance of the 

Pipeline System, the ability to safely operate and maintain the system is fundamental to the continued 

success of the Utility’s business. I believe that permitting the Utility to perform under the CPSI 

Agreement helps to preserve the value of the Pipeline System and, more broadly, the Debtors’ Utility 

business, to the benefit of its creditors, shareholders and other stakeholders. Accordingly, I believe the 

relief requested in the Motion should be approved as a sound exercise of the Utility’s business judgment.

[Remainder of this page is intentionally left blank] 

 

Case: 19-30088 Doc# 3177 Filed: 07/24/19 Entered: 07/24/19 16:50:47 Page 6 of

7
1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

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

Pursuant to 28 U.S.C. § 1746, I declare under the penalty of perjury, that the foregoing is 

true and correct to the best of my knowledge, information, and belief, and that this declaration was 

executed at San Ramon, California on July 24, 2019. 

/s/ Joe Echols

Joe Echols

Case: 19-30088 Doc# 3177 Filed: 07/24/19 Entered: 07/24/19 16:50:47 Page 7 of

7