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

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Exhibit A 

[PROPOSED] Order 

Case: 19-30088 Doc# 3396-1 Filed: 08/06/19 Entered: 08/06/19 18:09:58 Page 1

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

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WEIL, GOTSHAL & MANGES LLP 

Stephen Karotkin (pro hac vice) 

(stephen.karotkin@weil.com) 

Ray C. Schrock, P.C. (pro hac vice) 

(ray.schrock@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,

Bankruptcy Case 

No. 19 -30088 (DM) 

Chapter 11 

(Lead Case) 

(Jointly Administered) 

[PROPOSED] ORDER PURSUANT TO 11 

U.S.C. §§ 365(d)(4) AND B.L.R 6006-1 

FURTHER EXTENDING TIME TO 

ASSUME OR REJECT UNEXPIRED 

LEASES OF NONRESIDENTIAL REAL 

PROPERTY 

Debtors.

 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# 3396-1 Filed: 08/06/19 Entered: 08/06/19 18:09:58 Page 2

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

Upon the Motion, dated _______, 2019 [Docket No. #] (the “Motion”), 1 of PG&E 

Corporation and Pacific Gas and Electric Company, as debtors and debtors in possession (collectively, 

the “Debtors”) in the above-captioned chapter 11 cases, pursuant to section 365(d)(4)(B)(ii) of title 11 

of the United States Code (the “Bankruptcy Code”) 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 a further extension of the time to assume or reject the unexpired leases of nonresidential 

real property with certain lessors, 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 Rule 5011-1(a) of the Bankruptcy Local Rules for the United States District Court for 

the Northern District of California; 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 under the circumstances, and it 

appearing that no other or further notice need be provided; and this Court having reviewed the Motion, 

the Initial Extension Motion, the Boken Declaration and the Liou Declaration; 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 Debtors, their estates, 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(d)(4) of the Bankruptcy Code, the time by which the 

Debtors must assume the nonresidential real property leases to which the Consenting Lessors listed on 

Schedule 1 and the Debtors are party (collectively, the “Extension Leases”), is further extended from 

1

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

terms in the Motion. 

Case: 19-30088 Doc# 3396-1 Filed: 08/06/19 Entered: 08/06/19 18:09:58 Page 3

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

August 27, 2019, through and including the Extended Deadline, as agreed upon by and between the 

Debtors and each Consenting Lessor in the applicable Stipulation and as summarized on Schedule 1 to 

this Order. 

3. The entry of this Order is without prejudice to the Debtors’ right to request further 

extensions of time to assume or reject any of the Extension Leases in accordance with section 365(d)(4) 

of the Bankruptcy Code with the consent of the applicable Consenting Lessor. 

4. Nothing in the Motion or this Order shall be construed as (a) an admission as to 

the validity or amount of any particular claim against the Debtors; (b) a waiver of the Debtors’ rights to 

dispute any particular claim on any grounds; (c) a promise or requirement to pay any particular claim; 

(d) an admission by the Debtors that any contract or lease, including the Extension Leases, are executory 

or unexpired, as applicable; (e) a waiver or limitation of the Debtors’ rights under the Bankruptcy Code 

or any other applicable law, including the Debtors’ right to assume, reject, and/or seek any other related 

relief with respect to any contract or lease; or (f) an alteration, amendment, or other modification of the 

terms of the Extension Leases. 

5. 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# 3396-1 Filed: 08/06/19 Entered: 08/06/19 18:09:58 Page 4

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

SCHEDULE 1 

No. Consenting Lessor Extended Deadline2

Lease Expiration or Effective Date 

1. 25th District Agricultural Assn. The earlier of (i) the expiration of the term of 

each of the Leases (as defined in the 

Stipulation), or (ii) the effective date of a 

reorganization plan for the Debtors in these 

Chapter 11 Cases.

2. 3551 Pegasus Partners LP As above

3. 3900 West Lane Building As above

4. 851-853 Howard St, LLC As above

5. Alexander R McGeoch DDS and Carole McGeoch As above

6. Arthur N. Clemens, Jr. Trust As above

7. Aviation Consultants, Inc. As above

8. Barnes Design Inc. As above

9. Big Properties of California, LLC As above

10. C&S Properties As above

11. Central Valley Associates As above

12. Christopher J. Corrigan, Trustee, under Trust 

Agreement dated March 9, 1995, known as the 

"Christopher J. Corrigan Family Trust"

As above 

13. City of Auburn3 As above

14. City of Vallejo As above

15. City of Santa Rosa As above

16. Civic Center Square, Inc.4 As above

17. Clay LLC As above

18. County of Solano As above

19. Dana Butcher Associates As above

20. David J. Martinelli and Gary L. Martinelli, 

Trustees of the Alice Martinelli Special Trust No. 

1 UDT dated December 19, 1998, David 

Martinelli, Trustee of the Martinelli Family Trust, 

UDT July 9, 2008, and Gary L. Martinelli

As above 

21. David R. Theobald, Jr. and Linda I. Theobald, as 

trustees of the Theobald Family Revocable Trust 

dated February 22, 2007

As above 

22. Ergonis Land Company, LP As above

23. Frankie L. Appling As above

24. Gateway Oaks Center, LLC As above

25. Geweke Family Partnership Limited Partnership As above

26. Granite Creek Apartments As above

27. Harsch Investment Corp. As above

28. Holly Commerce Center, LLC As above

29. Hope Lutheran Church As above

2

 The Extended Deadline applies to all non-residential real property leases to which the specific 

Consenting Lessor and the Debtors are party. 

3

 Party to four Extension Leases. 

4

 Party to two Extension Leases 

Case: 19-30088 Doc# 3396-1 Filed: 08/06/19 Entered: 08/06/19 18:09:58 Page 5

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

30. IBEW Headquarters Building, LLC As above

31. James O`Bannon & Gage Chrysler As above

32. Jeannie Borden as trustee of the Dan Borden and 

Jeannie Borden Community Property Living Trust, 

as restated April 2, 1999.

As above 

33. John Allen Dye As above

34. John and Naomi Carlton Family Trust (successor 

to John H. Carlton), James W. Carlton, Leslie E. 

Carlton

As above 

35. John S Foggy As above

36. Joseph Hensler and Gayle Hensler, trustees of the 

Hensler Family Trust, dated February 26, 2003

As above 

37. Kim Dales As above

38. KNK Investments As above

39. KRE 1330 Broadway Owner LLC As above

40. Lawrence Scott Skinner As above

41. Louis John Peterson as trustee of the Peterson 

Survivor’s Trust u/a/d April 5, 1996 and the 

Peterson Marital Trust u/a/d April 5, 1996

As above 

42. Lujack Enterprises, LLC As above

43. Mark and Bonnie Jones dba MBJ Rentals As above

44. Marysville Group, LLC As above

45. Mason Street Centre, LLC As above

46. Mechanical & Irrigation Solutions Inc. As above

47. Michael S Kyle As above

48. Mount Jackson Building Association, Inc. As above

49. MRB Associates As above

50. NMD Properties LLC As above

51. NMSBPCSLDHB Partnership As above

52. Opera Plaza Limited Partnership As above

53. PAC West Office Equities LP As above

54. Promontory – San Luis Obispo L.P. As above

55. PW Fund B LP5 As above

56. Redwood Community College District As above

57. Rice Airport Operations, LLC As above

58. Richard F. Hathaway, Jr. and Karen J. Hathaway, 

trustees of the Richard F. Hathaway, Jr. and Karen 

J. Hathaway Family Trust u/d/t dated October 17, 

1991

As above 

59. Roy Gullo Properties As above

60. Sierra Pacific Properties, Inc Asabove

61. Sonoma Valley Center, LLC As above

62. South Valley Apartments, LLC - dba Rafael Town 

Center 

As above 

63. Stemken Park As above

64. Steven F. Potter & Diann P. Potter As above

65. Stockton City Center 16, LLC As above

66. Stoneridge Westbridge Shopping Center, LLC As above

67. STT Investments LLC As above

68. T.W. Dufour and Associates6 As above

69. The City of Clovis As above

5

 Party to two Extension Leases. 

6

 Party to two Extension Leases. 

Case: 19-30088 Doc# 3396-1 Filed: 08/06/19 Entered: 08/06/19 18:09:58 Page 6

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

70. The State of California As above

71. The Roland S Ball Revocable Trust and the Gerald 

A Williams Family Trust

As above 

72. Tusker Corporation As above

73. W. P. Davies Oil Company As above

74. Warren A. Plaskett and Karen D. Plaskett, trustees 

of the Warren A. Plaskett and Karen D. Plaskett 

Living Trust dated 1989

As above 

Date Certain 

75. Community First Credit Union The earlier of (i) June 30, 2020, or (ii) the 

effective date of a reorganization plan for the 

Debtors in these Chapter 11 Cases.

76. Nearon Sunset, LLC January 31, 2020

77. PGE Starpoint, LLC, PGE 1, LLC, PGE 2, LLC, 

PGE 3, LLC, PGE 4, LLC, PGE 5, LLC, PGE 6, 

LLC, PGE 7, LLC, PGE 8, LLC, PGE 9, LLC, 

PGE 10, LLC, PGE 11, LLC, PGE 12, LLC, PGE 

13, LLC, PGE 14, LLC, PGE 15, LLC, PGE 16, 

LLC, PGE 17, LLC, PGE 18, LLC, PGE 19, LLC, 

PGE 20, LLC, PGE 21, LLC, and PGE 26, LLC, 

as tenants-in-common.

November 30, 2019 

Case: 19-30088 Doc# 3396-1 Filed: 08/06/19 Entered: 08/06/19 18:09:58 Page 7

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