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

Tig 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 

Attorneys for Debtors 

and Debtors in Possession 

KELLER & BENVENUTTI LLP 

Tobias S. Keller (#151445) 

(tkeller@kellerbenvenutti.com) 

Peter J. Benvenutti (#60566) 

(pbenvenutti@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 

UNITED STATES BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO DIVISION 

In re: 

PG&E CORPORATION, 

 - and - 

PACIFIC GAS AND ELECTRIC COMPANY, 

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 No. 19-30088 (DM) 

Chapter 11 

(Lead Case) (Jointly Administered) 

DECLARATION OF BRIAN GARBER 

IN SUPPORT OF DEBTORS’ MOTION 

TO REJECT VLAZAKIS CONTRACT 

AND GRANT RELATED RELIEF AND 

BRIEF IN SUPPORT OF 

REJECTABILTY 

Date: February 11, 2020 

Time: 10:00 a.m. 

Place: United States Bankruptcy Court 

 Courtroom 17, 16th Floor 

 San Francisco, CA 94102 

Relates to Dkt. Nos. 4846, 4847 

Objection Deadline: 

January 28, 2020, 4:00 p.m. (PT) 

January 20, 2020 (for Vlazakis Defendants)

 

Case: 19-30088 Doc# 5273 Filed: 01/06/20 Entered: 01/06/20 13:41:19 Page 1 of

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

I, Brian Garber, declare: 

1. I am a Senior Project Manager for Pacific Gas and Electric Company (the “Utility”), 

and have held that position since 2015. I have been a project manager, or otherwise employed in 

the construction industry in various management and supervisorial capacities, since 1986. In my 

capacity as a Senior Project Manager at the Utility, I oversee a variety of construction, development, 

repair, or replacement projects for the Utility’s natural gas transmission network system-wide. 

2. I make this Declaration in support of the Debtors’ Motion to Reject Vlazakis Contract 

and Grant Related Relief and Brief Supporting Rejectability (the “Motion”).1

3. I have personal knowledge of the matters set forth herein except where specifically 

stated otherwise and could, and would, competently testify to these matters. 

4. A true and correct copy of the Contract is attached hereto as Exhibit A. 

5. I hereby reaffirm my two declarations that I provided in the State Court Action in 

support of the Utility’s Application for Preliminary Injunction on June 6, 2019 and July 11, 2019. 

These declarations are attached hereto as Exhibit B and Exhibit C, respectively. This declaration 

assumes knowledge of the facts stated in my prior declarations. 

6. The Utility negotiated and entered into the Contract with the Vlazakis Defendants in 

an attempt to resolve the issue created by the encroachment on the Utility’s Property of the building 

on the Vlazakis Defendants’ property, preventing the Utility from moving forward with the Project. 

7. The Contract provides that the Utility will shore up the wall on the Utility’s building 

that supports the Vlazakis Defendants’ building and will convey to the Vlazakis Defendants the 

narrow strip of land, immediately adjacent to the Vlazakis Defendants’ property on which that wall 

is situated, conditioned on obtaining necessary permits and regulatory approvals that the Utility 

agreed to seek. The Vlazakis Defendants are obligated to cooperate with the Utility’s efforts and to 

assist in carrying out the actions contemplated under the Contract. 

8. The Contract was predicated on a specific construction approach to shoring up the 

wall, requiring the installation of metal fasteners that would have crossed property lines. The City 

1

 Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the 

Motion. 

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

of Oakland refused to issue a permit for this design because the wall bracing system was not 

designed such that no encroachments occur across property lines. 

9. The City of Oakland also notified the Utility that any improvements to the Utility’s 

wall for the purpose of supporting the Vlazakis Defendants’ building would require that their 

building be upgraded to become seismic code and ADA-compliant. The Vlazakis Defendants were 

unwilling to comply with this condition. 

10. The City of Oakland approved the wall-bracing design described in paragraph 5 of 

my July declaration; however, after the Utility received this approval, in August 2018 it became 

clear that the design was not compatible with the Utility’s gas transmission engineers’ plans for the 

Project. 

11. When this second approach proved infeasible, the Utility proposed to the Vlazakis 

Defendants a number of other alternative approaches both orally and in writing. For example, the 

Utility proposed sharing in demolition costs of all or a portion of the Vlazakis Defendants’ building, 

constructing a permanent wall on their property, or building, at the Utility’s expense, a temporary 

wall to shore up their building to have time for them to build their own permanent wall. 

12. These subsequent attempts to reach a resolution of the encroachment problem to 

which the Vlazakis Defendants would agree were not predicated on or required by the Contract, but 

were rather efforts independent of the Contract which the Utility pursued in a good faith attempt to 

avoid litigation. 

13. During the entire process of its attempts to resolve the encroachment problem, the 

Utility has been transparent with the Vlazakis Defendants regarding status and setbacks. Every 

document submitted to the City of Oakland was copied to the Vlazakis Defendants. Utility 

employees regularly updated the Vlazakis Defendants regarding the approval process and the 

Utility’s internal discussions. 

14. Throughout this process, the consistent position of the Vlazakis Defendants has been 

an unwillingness to incur any expense or other material burden to resolve the very real and very 

serious issue caused by their building’s encroachment on Utility’s property. 

Case: 19-30088 Doc# 5273 Filed: 01/06/20 Entered: 01/06/20 13:41:19 Page 3 of

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

15. In my interactions with the Vlazakis Defendants to date, they have shown an 

unwillingness to incur any expenses or take any required actions. For example, in addition to their 

unwillingness to upgrade their building to become seismic code and ADA-compliant (see para. 9 

above), the Vlazakis Defendants also have failed to provide the written documentation regarding 

title to their property as contemplated by paragraph 1 of the Contract. 

16. Performing under the Contract would be significantly burdensome to the Utility. 

Doing so would entail both expense and further delay of indefinite dimensions, especially since it 

would require coordination with and the cooperation of the Vlazakis Defendants, who have thus far 

sat on the sidelines and shown themselves unwilling to undertake any expense or make any 

meaningful effort at mutual accommodation. 

[Signature on next page] 

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