Overview

Co-founder of Nossaman’s Infrastructure Group, Nancy Smith is nationally known for her expertise in use of design-build, public-private partnerships (P3s) and other innovative contracting methodologies for public projects.  Her pioneering efforts and continuing involvement in the infrastructure development process have laid the groundwork enabling public agencies throughout the U.S. to use non-traditional methods for project delivery.

Nancy has been instrumental in obtaining federal and state legislation allowing use of innovative contracting procedures for public projects.  In addition to developing contracts for specific projects, she has advised state departments of transportation and other agencies in establishing a programmatic approach using innovative project delivery methods.  She is among a select group of attorneys certified as design-build professionals by the Design-Build Institute of America.

Her role in the Infrastructure Practice Group also includes a quality assurance function, with colleagues often turning to her for strategic advice and legal questions.  Nancy contributes in some way to more than two-thirds of the major projects the group handles for clients across the country.

Experience

Experience

Los Angeles County Metropolitan Transportation Authority – Sepulveda Pass Rail Transit Program. Key advisor on the legal team engaged to implement Metro’s first application of the Pre-Development Agreement delivery method for the $6 billion to $10 billion Sepulveda Pass Transit Project to connect the San Fernando Valley with Los Angeles’ Westside, integrating into the East-West SFV LRT, the Orange Line, the Purple Line and the Expo Line.

Maryland Transit Administration and Maryland Department of Transportation – Purple Line Light Rail. Co-leader of the legal team advising MTA/MDOT on Maryland’s first transit P3 project – an approximately $2 billion (capital cost) light rail system that will significantly facilitate mobility between the Maryland suburbs and Washington, D.C. The Purple Line Light Rail System will run 16.2 miles between Bethesda and New Carrollton with 21 new stations along the route, with much of the alignment street-running. The project, Maryland’s largest P3, will provide a direct link to the Metrorail Red, Green and Orange lines and connect to the MARC train, Amtrak and local bus services. In July 2014, MTA issued the final RFP for an availability payment concession to shortlisted teams. Proposals were received in late 2015 and, in March 2016, the agencies selected a consortium led by Fluor and Meridiam. The project reached commercial close in April 2016 and financial close in June 2016. Construction commenced in September 2017 and is anticipated to open in segments starting in 2022. The Purple Line’s financing plan included an $874 million TIFIA loan, $313 million in PABs, $138 million in private equity and approximately $900 million in anticipated federal New Starts funding. Services have included: assisting with procurement strategy and risk assessment/allocation; participating in one-on-one meetings with proposers; drafting RFQ, RFP and contract documents and reviewing federal compliance issues; assisting with proposal evaluations, contract negotiations, and financing; providing training to project staff; and working with the Office of the Attorney General on contract administration, claims management, and various issues relating to third parties including utility owners, adjoining property owners, and litigation brought by project opponents. 

Orange County Transportation Authority – I-405 Improvement Project.  Co-leader of the legal team engaged as part of the Authority’s program management team to advise on a project to add a general purpose lane and an express toll lane in each direction, as well as the conversion of an existing HOV lane in each direction, between SR 73 and I-605 in Orange County, California.  The project, the largest highway upgrade in Southern California, will relieve pressure on one of the state’s most congested corridors.  In November 2016, the Authority awarded a $1.2 billion design-build contract to a consortium led by OHL USA Inc. and Astaldi Construction Corp.  Construction on the project, estimated to cost $1.9 billion overall, began in 2018.  Nancy’s role has included drafting and reviewing contract and procurement documents for the project.

New York State Thruway Authority – Tappan Zee Bridge.  Key member of the program management team that advised on a project Gov. Andrew Cuomo has described as the state’s most pressing infrastructure need – replacement of an aging three-mile-long cantilever bridge over the Hudson River with a new cable-stayed, dual-span structure designed to last a century.  To help deliver the project, Nossaman drafted procurement and contract documents and assisted with the procurement, resulting in a $3.1 billion design-build contract with a Fluor-led consortium – $800 million less than the next lowest bidder – in the first such deal undertaken by the transportation agency and the largest in the country to date.  The contractor started construction in 2013 and opened to traffic in 2017.  Nancy led the legal effort for review of enabling legislation, assessment of project risk, production of procurement and contract documents, participation in meetings with proposers, dealing with surety issues, assisting in evaluation of SOQs and proposals and participating in contract negotiations. 

Santa Clara Valley Transportation Authority – BART Silicon Valley Berryessa Extension.  Special design-build counsel for the first phase of a $2.3 billion Bay Area Rapid Transit system extension into the Silicon Valley.  The project, under construction and scheduled to open in 2019, includes 10.2 miles of heavy rail infrastructure and two stations.  Nancy is co-leader of the legal team that advised the client in structuring the design-build procurement and drafted the procurement and contract documents for a $722 million 2011 agreement with a Skanska/Shimmick/Herzog joint venture.  The team also assisted VTA in administration of the contract and negotiation of arrangements for BART to provide train cars as well as operations and maintenance services for the new line.  Nancy also served as co-leader of the legal team advising VTA on a design-build procurement for parking structures at the stations.

City of Los Angeles, Department of Public Works, Bureau of Sanitation – Hyperion Treatment Plant.  Co-leader of the Nossaman team that assisted the Los Angeles City Attorney’s Office with the procurement of a progressive design-build contract by the City’s Bureau of Sanitation, for an Advanced Water Purification Facility (AWPF) at the Hyperion Water Reclamation Plant (HWRP).  Services included assisting with the RFP scheduled for issuance in May 2018 and drafting contract documents.  The project, which is part of the City's long-term water management objectives of "fully" reusing water from the HWRP, will include an advanced water purification facility treating primary effluent from the HWRP to high-quality, nitrified denitrified (NDN) reclaimed water suitable for reuse. Also acted as lead attorney for the Nossaman team that advised the City on a DBOM contract for a digester gas utilization project within the Hyperion Treatment Plant, completed in 2017.  The digester uses gas byproduct from wastewater treatment to generate electricity and steam for use in the wastewater treatment and water reclamation process – reducing the plant’s reliance on the electrical grid.  Services included assisting with the instructions to proposers, drafting contract documents for the RFP, advising on issues during the proposal review process, negotiating with the selected proposer, revising and finalizing the contracts, commenting on staff reports involving the contract award and helping the City Attorney’s Office with various matters relating to the procurement.

Orange County Transportation Corridor Agencies (TCAs) – Orange County Public Toll Roads.  Lead attorney advising these agencies on all aspects of planning, developing and operating their toll road system since 1990.  The TCAs were formed by the California Legislature in 1986 to plan, finance, construct and operate Orange County’s public toll road system.  The system was primarily financed with proceeds from toll revenue bonds, reducing the need for taxpayer investment in roadway development.  Nancy is the lead attorney for all of TCA’s contracts, including more than $2 billion in design-build contracts and operation and maintenance contracts for toll roads, facilities and systems. 

Los Angeles County Metropolitan Transportation Authority – Microtransit P3.  Assisting with LA Metro’s two-phase procurement of a pre-development agreement (PDA) for pilot microtransit projects under which the selected private partners are now developing software/technology platforms for a network of small transit vehicles to provide on-demand rides between bus and transit stops and customer origin/destination locations.  Contracts for the first phase were awarded in 2018.  The second phase involves selection of one or more of the vendors for a three-year implementation of the service in designated zones.

Metro Gold Line Construction Authority – Metro Gold Line. Principal in charge of Nossaman's general counsel work for the Authority and co-leader of the legal team advising the agency on projects to develop the Metro Gold Line since 2000. The busy light rail system currently serves riders from Union Station in downtown Los Angeles to the APU/Citrus College Station in Azusa. We are currently advising the Authority on the 24-mile Foothill Extension, which is continuing the line eastward from Pasadena through the region’s foothill cities. Phase 2A of the project, which began service in March 2016, extended the line to Azusa and added 11.3 miles of new track along with six new stations and an operations and maintenance facility. Phase 2B of the rail project will extend the system further east as far as Montclair. In August 2019, the Authority awarded the Alignment Design-Build contract to a Kiewit-Parsons joint venture. The contract includes an $805.6 million base scope for the first nine miles of the project from Glendora to Pomona.  

City of San José – Norman Y. Mineta San José International Airport.  Key member of the legal team that assisted in negotiating and administering a design-build contract for a precedent-setting $660 million airport expansion serving California’s Silicon Valley.  The project, the first major airport design-build undertaking in the state, included the renovation and expansion of Terminal A, a new Terminal B, a 3,000-space consolidated rental car facility and related roadway improvements.  In late 2006, the city contracted with Hensel Phelps Construction Co., chosen through a qualifications-based selection process, which completed the work in 2010.  The team saved more than $290 million on the budget and finished completed the upgrades a year early by using a design-build rather than a design-bid-build process.  The project has received more than 25 prominent industry awards.

Metropolitan Transit Authority of Harris County, Texas – METRO Solutions Phase 2.  Leader of the legal team that advised on a project to extend the Houston METRORail system.  The first leg of the system, the 7.5-mile long Red Line, boasts one of the highest ridership rates in the country since opening a decade ago.   Metro Solutions Phase 2 is a $1.46 billion project to design, build, equip, operate and maintain three additional rail lines.  The Authority awarded a development agreement to Parsons Transportation Group Inc. and a design-build contract to a Parsons/Granite/ Kiewit joint venture, with vehicles acquired from CAF.  The Red Line northern extension opened in December 2013 and the Green Line (East End) and Purple Line (Southeast) began service in 2015.  Nancy’s work included advising on the turnkey contract to develop the extensions, producing procurement and contract documents, negotiating the original contracts and negotiating subsequent modifications.

Washington State Department of Transportation – Alaskan Way Viaduct Replacement.  Leader of the legal team that assisted the State Attorney General’s Office on the $1.35 billion design-build contract to replace the 60-year-old Alaskan Way Viaduct with SR 99, the world’s largest-diameter bored tunnel. The two-mile waterfront tunnel through downtown Seattle opened in February 2019. It incorporates a double-decked roadway with incoming and outgoing traffic on different levels. Nancy’s role in the Alaskan Way Viaduct project included reviewing procurement and technical documents, assisting in risk analysis and development of incentives/disincentives to align the contractor’s incentives with the owner’s, drafting contract documents, and helping with contract administration issues.

Insights

Publications

Speaking Engagements

News

Organizations

Community & Professional

Transportation Research Board, Chair of Committee on Contract Law

Design-Build Institute of America, Member of Legislative and Legal Committee; Founding Board Member of Western Pacific Region, 1994-present

Women's Transportation Seminar - Los Angeles, Board Member, 2001-present

American Bar Association, Member of Public Contract Law Section and Forum on the Construction Law

Education Through Music - Los Angeles, Board Secretary

Honors

Honors & Recognitions

Most Influential Women Lawyers" honoree, Los Angeles Business Journal, 2017

Transportation MVP, Law360, 2016

"Top 100" Attorney in California, Daily Journal, 2016

"Distinguished Design-Build Leadership Award," Design-Build Institute of America, 2014

"Meritorious Service Award," Design-Build Institute of America, 2007

Education

Admissions

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