Nossaman LLP

Brian G. Papernik

Partner

T 213.612.7858
F 213.612.7801
777 South Figueroa Street, 34th Floor
Los Angeles, CA 90017
Brian Papernik is a recognized leader in innovative contracting and finance for infrastructure development, including public-private partnership (P3) concessions, design-build contracts, design-build-finance contracts and pre-development agreements.  With more than 15 years of experience, Mr. Papernik has assisted public sector project owners with all aspects of project development, including determining procurement methods, assessing risk, drafting procurement and contract documents, negotiating contracts and resolving claims.  Mr. Papernik has pioneered innovative procurement methodologies that have been adopted by many States and agencies.  He has extensive experience with implementing tolling and managed lanes programs and FHWA's tolling programs.  He frequently writes in industry professional publications and speaks at industry conferences.

Representative Work

Alameda Corridor Transportation Authority – Mid-Corridor Design-Build Project.  Special design-build counsel on the critical middle portion of a $2.4 billion rail/grade separation project.  The $712 million Mid-Corridor design-build contract resulted in an estimated savings of 20 months in construction, and made the difference between the project being financed and not being financed.  The entire rail/grade separation project opened for revenue operations in April 2002, on time and under budget.  The project won more than a dozen industry awards, including the 2003 Design-Build Institute of America Project of the Year Award, the 2003 California Transporation Foundation TRANNY Award for Project of the Year and the 2002 American Railway and Engineering Maintenance-of-Way Association Award for Excellence. Role included assisting with procurement strategy, contract documents, right of way acquisition, utility agreements and federal funding compliance. 

City of Reno – Reno Transportation Rail Access Corridor (ReTRAC) Project.  Key member of the legal team that advised on the planning and development of its design-build program for a 2.25-mile depressed rail corridor in the City's downtown business district. The $231 million ReTRAC project was the first public sector design-build project in the State of Nevada. Work included primary responsibility for drafting design-build contract documents.

City of San José - Norman Y. Mineta San José International Airport.  Lead outside counsel assisting the City in negotiating and administering a $500+ million design-build contract for improvements to the Norman Y. Mineta San José International Airport.  The planned improvements include terminal construction, access and roadway improvements and a parking garage.  The project was honored as the Best Transportation Project in 2010 by California Construction magazine. Services included assisting with negotiating and administering the contract.

California High-Speed Rail – Initial Operating Segment.  Lead attorney of team advising California High-Speed Rail Authority on the development and financing of an 800-mile high-speed train system that will connect the state's major urban centers. The project is being funded through a voter-approved state bond, federal funding grants, local funding and private investment. The Initial Operating Segment, which will run through the Central Valley, covers approximately 120 miles from Fresno to Bakersfield. Role includes assisting with structuring the procurement, drafting the procurement documents, developing the evaluation process and negotiating contracts.

Colorado Department of Transportation / Regional Transportation District – Transportation Expansion Project (T-REX).  Key member of the legal team that assisted with procurement of a multi-modal design-build contract for improvements to 17 miles of two interstate highways and development of a new light rail transit line in the Denver metropolitan area – including 19 miles of rail and 13 stations.  The first contract in the United States combining major highway and light rail transit elements,  the project opened in fall 2006, within budget and ahead of the original schedule, winning dozens of industry awards, including the 2007 Globe Award from the American Road & Transportation Builders Association. Role included drafting procurement and contract documents. 

Georgia Department of Transportation – P3 Program.  Key member of the legal team assisting in the development and implementation of Georgia's P3 program.  Responsibilities include providing advice on governing rules and guidelines and toll related aspects and drafting procurement and contract documents.

Idaho Transportation Department – Connecting Idaho.  Lead attorney advising on the $1.2 billion Connecting Idaho program to be initially financed with $200 million in GARVEE bonds.  This program, which initially includes six highway projects, will enhance Idaho's highways, improve safety and expand commerce in every region of the State.

Metro Gold Line Foothill Extension Construction Authority – Metro Gold Line.  Co-lead attorney responsible for advising on the structuring Phase 2A of the Metro Gold Line light rail, including separate procurements for the $18 million Iconic Freeway Structure contract (completed in December 2012) and the Phase 2A Alignment Design-Build Contracts (still under construction).  Advised the Authority on structuring three separate procurements for Phase 1 of the Metro Gold Line, the $22 million Chinatown Aerial Structure Project, the $262 million Arroyo Seco Project and the $10 million Sierra Madre Villa Parking and Bus Facility project.  Work included preparing the procurement and design-build contract documents and assisting in contract administration, change order preparation and claims resolution.  Work included structuring the design-build program (originally structured as a design-build-finance program), risk allocation analysis and preparing the procurement and design-build contract documents. 

Michigan Department of Transportation – Design-Build-Finance.  Lead attorney responsible for advising on two procurements of design-build-finance contracts; one for a freeway reconstruction and another for a bridge replacement project.  With a combined cost of approximately $50 million to build, the two projects are Michigan's first major P3s.  Construction of both projects was completed in 2009. Role included assisting with structuring the procurement, drafting and finalizing the RFP documents, developing the evaluation process and negotiating contracts.

Minnesota Department of Transportation – Design-Build Program.  Lead attorney responsible for advising on developing and implementing its program, including successful best value procurements for the I-494 Design-Build Project (a $135 million contract for a 7.8-mile widening and bridge replacement project), TH 212 Design-Build Project ($238 million contract) and the I-35W St. Anthony Falls Bridge Project ($234 million contract).  The I-494 project won several industry awards, including 2005 Roadway Project of the Year by Roads & Bridges magazine.  Responsibilities include legislative analysis, policy development, RFP drafting and developing federal funding strategies as well as proposal evaluations, contract drafting and negotiations. 

Orange County Transportation Corridor Agencies.  Lead attorney that developed procurement and contract documents for a $600 million design-build contract for the Foothill-South Corridor (SR 241). Responsibilities included negotiation of contract amendments. In addition, Mr. Papernik also served as the primary attorney for other procurements, contracts and amendments associated with development and operation of the agencies' toll road network.

Oregon Department of Transportation – Oregon Innovative Partnerships Program.  Part of team that served as Special Assistant Attorney General in the development and implementation of Oregon's P3 program.  Role included concurrently procuring and negotiating pre-development P3 agreements for the state's first three proposed P3 projects; the 13-mile Sunrise Project, the 11-mile Newberg-Dundee Transportation Improvement Project and the 10-mile South I-205 Project as well as assistance  in obtaining approval from the FHWA for the first SEP-15 application in the country to go through the entire process.

Texas Department of Transportation – I-635 Managed Lanes Project.  Key outside legal advisor in connection with the procurement and financing of a P3 toll concession to design, build, finance, and operate an express lanes project in Dallas.  The $2.7 billion, 17-mile project is the largest greenfield highway project in U.S. history and includes the construction of new managed lanes and improvement of existing facilities.  The project reached commercial close in July 2009 and reached financial close ahead of schedule in June 2010.  Services include continued assistance with contract administration.

Utah Department of Transportation - I-15 CORE Design-Build Project.  Lead attorney responsible for advising on the $1.1 billion design-build project for the expansion of the I-15 freeway.  The expansion added two travel lanes on I-15 in each direction, rebuilt or replaced 63 bridges and 10 freeway interchanges and replaced the existing roadway from Lehi to Spanish Fork with 40-year concrete pavement without decreasing the number of lanes during the majority of construction.  The Department used an innovative procurement methodology, selecting the proposer who offered to deliver the improvements that provided the best value for a fixed price set by the Department.  Best value was determined with reference to the ability of the proposal to meet or exceed the project's goals, values and requirements, as set forth in the procurement documents.  As one of the State of Utah's largest highway construction projects, the project was completed under budget and ahead of schedule in an unprecedented 35 months.  The American Association of State Highway and Transportation Officials recognized the Department's executive director with its George S. Bartlett Award and the Department with the America's Transportation Awards Grand Prize for the project, in 2012 and 2013 respectively.  Services included assisting with structuring the procurement, drafting the procurement documents, developing and implementing the evaluation process and administering the contract.

Virginia Department of Transportation – Pocahontas Parkway Connector.  Key member of the team that negotiated and drafted a $320 million design-build contract for the Connector, a 10-mile limited access tollway crossing I-95 and the James River.

Santa Clara Valley Transportation Authority – Silicon Valley Rapid Transit Program.  Key member of team assisting with rail vehicle agreements with BART regarding a joint procurement and utilization for its proposed Berryessa Extension Project, a 10-mile extension of the existing BART system into the Silicon Valley.  VTA is requesting $900 million in funding for the project from the FTA's New Starts program. Services include assisting with structuring the procurement, drafting and finalizing the RFP documents, developing the evaluation process and negotiating contract.

Bio Photo
Bio Photo

Practices

Education

J.D., Columbia University School of Law, 1991

B.S., Union College, 1985, summa cum laude, Phi Beta Kappa

Admissions

California

Professional Affiliations

Design-Build Institute of America

National Council for Public-Private Partnerships

     
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