ML022900477
| ML022900477 | |
| Person / Time | |
|---|---|
| Site: | Diablo Canyon  |
| Issue date: | 10/07/2002 |
| From: | Zapparoni C Howard, Rice, Nemerovski, Canady, Falk & Rabkin, Pacific Gas & Electric Co |
| To: | Office of Nuclear Reactor Regulation, US Federal Judiciary, Bankruptcy Court, Northern District of California |
| References | |
| 01-30923 DM, 94-0742640 | |
| Download: ML022900477 (3) | |
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&RAHNN 15 16 17 18 In re PACIFIC GAS AND ELECTRIC COMPANY, a California corporation, Debtor.
Federal I.D. No. 94-0742640 Case No. 01 30923 DM Chapter 11 Case Date:
Time:
Place:
November 5, 2002 9:30 a.m.
235 Pine Street, 22nd Floor San Francisco, California NOTICE OF MOTION AND MOTION FOR ORDER APPROVING ENTRY INTO RECISSION AGREEMENT
[Memorandum of Points and Authorities and Declaration of Lori I. Austin in Support Filed Concurrently Herewith]
(?f/Y NOTICE & MOTION RE ORDER APPROVING ENTRY INTO RECISSION AGREEMENT JAMES L. LOPES (No. 63678)
WILLIAM J. LAFFERTY (No. 120814)
CEIDE ZAPPARONI (No, 200708)
HOWARD, RICE, NEMEROVSKI, CANADY, FALK & RABKIN A Professional Corporation Three Embarcadero Center, 7th Floor San Francisco, California 94111-4065 Telephone:
415/434-1600 Facsimile:
415/217-5910 Attorneys for Debtor and Debtor in Possession PACIFIC GAS AND ELECTRIC COMPANY UNITED STATES BANKRUPTCY COURT NORTHERN DISTRICT OF CALIFORNIA SAN FRANCISCO DIVISION 19 20 21 22 23 24 25 26 27 28 Wee
1 PLEASE TAKE NOTICE that on November 5, 2002 at 9:30 a.m., or as soon 2
thereafter as the matter may be heard, in the Courtroom of the Honorable Dennis Montali, 3
located at 235 Pine Street, 22nd Floor, San Francisco, California, Pacific Gas and Electric 4
Company (the "Debtor" or "PG&E"), the debtor and debtor in possession in the above 5
captioned Chapter 11 case, will and hereby does move the Court for entry of an Order 6
Approving Entry Into Recission Agreement And Mutual Release Between Debtor and RCN 7
Telecom Services ("RCN") (the "Motion").
8 By this Motion, PG&E seeks the Court's approval of a rescission agreement and 9
mutual release between the Debtor and RCN (collectively, the "Parties"), which provides for 10 the rescission of a lease agreement with RCN and resolves potential disputes between the 11 Parties upon terms favorable to PG&E's estate.
12 PG&E and RCN are parties to a "Master Conduit and Facilities License and 13 Lease Agreement" dated November 20, 2000 for the lease of certain gas pipelines in San aqci 14 Francisco (the "Master Agreement"). Subsequently, RCN failed to make required payments
&1RABION AN,..,m.
15 under the Master Agreement, and the City and County of San Francisco claimed that the 16 Master Agreement was in breach of certain agreements and municipal code provisions. In 17 view of the foregoing, PG&E determined that it was no longer in the business interests of 18 PG&E's estate to maintain the Master Agreement and negotiated the "Rescission Agreement 19 and Mutual Release" (the "Rescission Agreement") with RCN. The Rescission Agreement 20 provides for the rescission of the Master Agreement upon PG&E's refund the RCN of 21
$873,170.72 (the majority of the amount paid by RCN under the Master Agreement). The 22 Rescission Agreement also provides for the mutual releases of the Parties' potential liability 23 without any requirement that PG&E pay interest or rejection damages.
24 Accordingly, the Rescission Agreement meets the requirements for authorization 25 under Bankruptcy Rule 9019 in that it resolves the disputes between the Parties without 26 further time and expense and use of Court and party resources upon terms beneficial to 27 PG&E's estate. Moreover, PG&E's refund of $873,170.72 is justified by sound business 28 reasons and should be approved pursuant to Section 363(b)(1) of the Bankruptcy Code.
NOTICE & MOTION RE ORDER APPROVING ENTRY INTO RECISSION AGREEMENT 1
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14 M~C 16 17 18 19 20 21 22 23 24 25 26 27 28 PLEASE TAKE FURTHER NOTICE that pursuant to Rule 9014(c)(2) of the Bankruptcy Local Rules of the United States District Court for the Northern District of California, any opposition to the Motion and the relief requested herein must be filed with the Bankruptcy Court and served upon appropriate parties (including counsel for PG&E) at least five (5) days prior to the scheduled hearing date. If there is no timely objection to the requested relief as described in this paragraph, the Court may enter an order granting such relief without further hearing.
DATED: October 7, 2002.
Respectfully, HOWARD, RICE, NEMEROVSKI, CANADY, FALK & RABKIN A Professional Corporation By:
CEIDE ZAPPARONI Attorneys for Debtor and Debtor in Possession PACIFIC GAS AND ELECTRIC COMPANY WD 100702/1-1419909/ced/1027482/vl NOTICE & MOTION RE ORDER APPROVING ENTRY INTO RECISSION AGREEMENT